/raid1/www/Hosts/bankrupt/TCR_Public/220907.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, September 7, 2022, Vol. 26, No. 249
Headlines
114 W. CAROLINA: Case Summary & One Unsecured Creditor
129 N WALNUT: Seeks $10,000 in Cash Collateral
2111 ALBANY POST: Trustee Pushes Auction Sale of Buchanan Property
4TH STREET MEDICAL: Unsecureds Owed 46K to be Paid in Full
5009 MANNA PETROS: Case Summary & 20 Largest Unsecured Creditors
8E14 NETWORKS: Gets OK to Hire Womble Bond Dickinson as Counsel
8E14 NETWORKS: Taps Norton Rose Fulbright as Special Counsel
8E14 NETWORKS: Taps Rock Creek Advisors as Financial Advisor
AE OPCO III: Unsecureds Will Get 49% of Claims in Liquidating Plan
ALEXANDER B. KASPAR: Selling Putnam Valley Property for $415K
ALTERA INFRASTRUCTURE: Unsecureds be Paid in Full or be Reinstated
AMERICAN FEDERATED: A.M. Best Affirms B(Fair) Fin. Strength Rating
AMERICAN WORKERS: Unsecureds Owed $600K to Get 25% Under Plan
ANDOVER SENIOR: Seeks to Hire McCurdy Real Estate as Broker
ARCHDIOCESE OF SANTA FE: Taps Santa Fe Properties as Broker
ART STONES: Wins Interim Cash Collateral Access
BED BATH & BEYOND: Has $500M Financing, to Cut 20% of Workforce
BF CHINATOWN: ByndFit Seeks Chapter 11 Protection
BLT RESTAURANT: Amends Unsecureds & JL Secured Claims Pay Details
BRAZOS ELECTRIC: Unsecureds Will Get 89.5% of Claims in Plan
CARVER BANCORP: Incurs $857K Net Loss in First Quarter
CASH DEVELOPMENT: Wins Interim Cash Collateral Access
CELSIUS NETWORK: Troutman Firm Represents Withhold Account Holders
CENTRAL FLORIDA CIVIL: In Chapter 11 After Defaulting on MCA Loans
CFN ENTERPRISES: Posts $1.5 Million Net Loss in Second Quarter
CINEMA SQUARE: Court OKs Wilmington Trust Cash Collateral Deal
CLARUS THERAPEUTICS: Case Summary & 20 Largest Unsecured Creditors
CLARUS THERAPEUTICS: Seeks Cash Collateral Access
COASTAL LANDFILL: Wins Interim Cash Collateral Access
CODE L STUDIOS: Voluntary Chapter 11 Case Summary
COLEMAN COMMERCIAL: Taps We Sell Restaurants as Real Estate Broker
CORSICANA MATTRESS: To Close Mississippi Plant as Part of Ch. 11
CUENTAS INC: Incurs $3.2 Million Net Loss in Second Quarter
D&F RESOURCES: Continued Operations to Fund Plan Payments
DIXON & SONS: Wins Cash Collateral Access Thru Sept 28
DOCUPLEX INC: Seeks Cash Collateral Access
EDUCATIONAL TRAVEL: Wins Cash Collateral Access Thru Jan 2023
EL MONTE NATURE: Unsecureds to be Paid in Full With Interest
ELAINE PALASOTA: Selling College Station Properties for $1.7-Mil.
ENDO INT'L: Russell, Cullen Represent Utility Companies
ENDO INT'L: U.S. Trustee Appoints Opioid Claimants' Committee
ENDO INT'L: U.S. Trustee Appoints Unsecured Creditors' Committee
ENDO INTERNATIONAL: Pillsbury Update on Multi-State Committee
FLORES & FRUIT: Case Summary & Three Unsecured Creditors
GARY MICHAEL BURK: BTZ Investments Buying Sabinal Asset for $159K
GAUCHO GROUP: Incurs $5.3 Million Net Loss in Second Quarter
GISSING NORTH AMERICA: $30MM DIP Loan from Huntington et al. OK'd
GOVERNORS GUN: Wins Cash Collateral on Final Basis
GREEN ENERGY: Wins Cash Collateral Thru Sept 30
GT REAL ESTATE: Gets Approval to Hire Real Estate Broker, Appraiser
GULFSLOPE ENERGY: Incurs $273K Net Loss in Third Quarter
HIE HOLDINGS: U.S. Trustee Appoints Creditors' Committee
HIGHWAY TO HEAVEN: Linda's Buying Oro Grande Property for $475K
HJ DYNAMIC: Seeks $600,000 DIP Loan from AAVIN Fund
HOUSTON AMERICAN: Posts $4K Net Income in Second Quarter
HOVNANIAN ENTERPRISES: Posts $82.6M Net Income in Third Quarter
IDE REAL ESTATE: Refloor Offers $1.1M for Farmington Hills Property
INLAND BOAT: Open Waters Buying Nautique Paragon Boat for $245K
INTERJET SA: Formally Enters Into Mexican Bankruptcy Process
ISCM HOLDINGS: Files Emergency Bid to Use Cash Collateral
JODY INC: Olivia Street Buying Kittanning Property for $617.5K
JT MEAT: Unsecureds Owed $170K to be Paid in Full
LATAM AIRLINES: Bankruptcy Plan Moves Forward as Appeals Fail
LAW OFFICES OF BRIAN: Trustee Taps Hahn Fife & Co. as Accountant
LUCIEN H. MARIONEAUX JR: Trustee Sells Stonewall Property for $425K
LUMILEDS HOLDING: Apollo Reaped $525 Million in Dividends
LUMILEDS HOLDING: Court OKs $175MM DIP Loan from Deutsche Bank
McDERMOTT INT'L: Judge Dismisses Investors' Claims
MJM VENTURES: Case Summary & Three Unsecured Creditors
MQ LAKEWOOD HILL: Taps Elliott Thomason as Real Estate Counsel
NEWAGE INC: Sets Bidding Procedures for Real and Personal Assets
NMDC HOME: Court Approves Sale of Baltimore Property for $284.9K
NRP LEASE: Unsecureds to Split $500K via Quarterly Payments
NTI-NV INC: Unsecureds to Get Prorata of Debtor's Asset
OAXACA AMSTERDAM: Seeks Cash Collateral Access
OMNIQ CORP: Incurs $3.2 Million Net Loss in Second Quarter
PARAMOUNT HEALTH: Case Summary & Eight Unsecured Creditors
PARAMOUNT HEALTH: Case Summary & Eight Unsecured Creditors
PARAMOUNT HEALTHCARE: Seeks to Use $120,000 in Cash Collateral
POPPA CONSTRUCTION: Taps Stichter Riedel Blain & Postler as Counsel
POST OAK TX: Court Approves Disclosure and Confirms Plan
PWM PROPERTY: Unsecureds Unimpaired in Plan
RAMSCORP LLC: Unsecured Creditors to Split $10K in Plan
RENEWABLE ENERGY: Wins Interim Cash Collateral Access
REUNION S. PRESA: Voluntary Chapter 11 Case Summary
RICHMOND HOSPITALITY: Taps Stuart R. Berg as Special Counsel
S-TEK 1 LLC: Seeks Cash Collateral Access Thru Dec 31
S.D.S. DINING: Sapphire Restaurant Enters Chapter 11 to Keep Lease
S3 SPA LLC: Gets OK to Hire Guidant Law as Bankruptcy Counsel
SANITYDESK INC: Asset Sale Proceeds to Fund Plan Payments
SCUNGIO BORST: Propst Offers $19K for Pro-Line Boat and Trailer
SILVER STATE: Allowed Claims to Be Paid in Full w/ Interest
SITEK PRODUCTIONS: Files for Chapter 11 Due to MCA Loans
SPG HOSPICE: Trustee Taps Baldwin Moffitt Behm as Tax Preparer
SPI ENERGY: Incurs $2.2 Million Net Loss in Second Quarter
TAYSIR INC: Wins Cash Collateral Access on Final Basis
TPC GROUP: Unsecured Creditors to Recover Up to 5.29% of Claims
VAKTECH CORPORATION: Unsecured Creditors to Split $72K in Plan
VIRGINIA TRUE: Unsecureds to Recover 93% Under Diatomite Plan
VIVOS REAL ESTATE: Taps The Burns Law Firm as Bankruptcy Counsel
[*] Ballard Spahr Launches Distressed Assets & Opportunities Team
[*] Cornerstone Says Large Corporate Bankruptcies Continue to Drop
*********
114 W. CAROLINA: Case Summary & One Unsecured Creditor
------------------------------------------------------
Debtor: 114 W. Carolina Building, LLC
608 Labor Street
San Antonio, TX 78210
Chapter 11 Petition Date: September 6, 2022
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 22-51001
Judge: Hon. Craig A. Gargotta
Debtor's Counsel: Paul Steven Hacker, Esq.
HACKER LAW FIRM
3355 Cherry Ridge, Suite 214
San Antonio, TX 78230
Tel: (210) 595-2039
Fax: (210) 595-2037
Email: steve@hackerlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Leslie Scott Jones as managing member.
The Debtor listed Reunion S. Presa LLC as its single unsecured
creditor holding a claim of $536,000.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/KU43KRY/114_W_Carolina_Building_LLC__txwbke-22-51001__0001.0.pdf?mcid=tGE4TAMA
129 N WALNUT: Seeks $10,000 in Cash Collateral
----------------------------------------------
129 N Walnut Street LLC asks the U.S. Bankruptcy Court for the
Eastern District of New York for authority to use up to $10,000 in
cash collateral and provide adequate protection to Basis
Multifamily Capital LLC in the form of replacement liens and
adequate protection claim.
The Debtor requires the use of cash collateral for essential
corporate purposes and costs and expenses.
A substantial portion of the tenants of the Debtor's apartment
building have not been paying rent for quite some time -- a
circumstance that started during the COVID-19 pandemic. Since
acquiring the Property, the Debtor has been working diligently to
buy out or evict non-paying tenants. Court proceedings, however,
are moving extremely slowly. The Debtor is also seeking
compensation from Covid related government programs that are slated
to pay rents owed by indigent tenants.
At the present time, the Debtor's operations are running at a
deficit on a cash basis, but the Debtor's principal, Samuel
Rosenbaum, has been funding the shortfall. Since November 2021, he
has advanced approximately $144,000 and is willing to continue to
make loans to allow the Debtor to meet ongoing operating
obligations.
In connection with the acquisition of the Property, the
Pre-Petition Lender entered into an agreement to loan $4,320,000 to
the Debtor. The Debtor's obligations to the Pre-Petition Lender are
evidenced by, among other things, a Loan Agreement and a Mortgage
and Assignment Of Leases And Rents.
The Loan Documents grant the Pre-Petition Lender a security
interest in the Debtor's receivables.
The Debtor's budget show that the operations are cash positive
without taking into account any payments to the Pre-Petition
Lender. However, if the Debtor makes its usual monthly payment on
its loan there is a $10,000 negative monthly cash flow in the first
month and a slightly less monthly loss thereafter. The Debtor's
proposed use of the cash collateral is only for the regular
expenses of its operations through December 31, 2022 and for
partial payment of the Pre-Petition Lender's debt.
As adequate protection, the Debtor proposes to grant the
Pre-Petition Lender a valid and perfected replacement security
interest in, and lien on all rents and rent receivables acquired by
the Debtor after the Petition Date.
As further adequate protection, the Pre-Petition Lender will be
granted an allowed administrative expense claim, with priority over
all administrative expense claims and unsecured claims against the
Debtor under section 507(a) of the Bankruptcy Code.
In addition to the Replacement Liens and the Adequate Protection
Claim, the Debtor also proposes to make regular monthly payments to
the Pre-Petition Lender in the amount of $27,954.
A copy of the motion is available at https://bit.ly/3KOZW21 from
PacerMonitor.com.
About 129 N Walnut Street LLC
129 N Walnut Street LLC owns a 41-unit apartment building in 129 N
Walnut Street LLC. The Property is currently fully occupied. The
Property is the Debtor's sole tangible asset. The Debtor's sole
source of revenue are the rents paid by tenants at the Property.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-42104) on September 2,
2022. In the petition signed by Samuel Rosenbaum, managing member,
the Debtor disclosed up to $10 million in both assets and
liabilities.
The Law Offices of Isaac Nutovic is the Debtor's counsel.
2111 ALBANY POST: Trustee Pushes Auction Sale of Buchanan Property
------------------------------------------------------------------
Fred Stevens, the Chapter 11 trustee for 2111 Albany Post Road
Corp., asks approval from the U.S. Bankruptcy Court for the
Southern District of New York to sell the estate's interest in the
real property located at 182 Lindsey Avenue, in Buchanan, New York
10511, free and clear of all liens, claims, encumbrances, and
interests to the highest and best bidder at a public auction sale.
A hearing on the Motion is set for Sept. 15, 2022, at 10:00 a.m.
The Objection Deadline is Sept. 8, 2022, at 5:00 p.m.
Marcela Pignataro is the sole shareholder of the Debtor. Ms.
Pignataro and her ex-spouse Frank Pignataro have been involved in a
tumultuous divorce proceeding captioned Frank Pignataro v. Laura
Marcella Pignataro, Index No. 61117/2021 (N.Y.S. Sup. Ct.,
Westchester Cty.). On Sept. 24, 2021, the court issued an order in
the Divorce Proceeding appointing Frank Pignataro as the receiver
of the Debtor and its properties (Mr. Pignataro acting as
receiver). From Sept. 21, 2021 to the Debtor's April 25, 2022
bankruptcy filing, the Receiver operated the Property as well as
the Debtor's other properties. The Receiver, among other things,
collected rents, managed, and maintained the Properties, worked
with brokers to liquidate the Properties. For the three months
from the Petition Date to the July 22, 2022 appointment of the
Trustee, Ms. Pignataro controlled the Debtor while it operated as a
DIP.
On Aug. 24, 2022, the Trustee file a motion seeking approval of
sale of the Debtor's real property located at 2111 Albany Post
Road, Montrose, New York, subject to higher and better offers. A
hearing has been scheduled on the 2111 Albany Sale Motion for Sept.
29, 2022. Upon consultation with his professionals and the parties
to the case, including the first and second lienholders on the
Property, and Maltz Auctions, Inc., the Trustee's sales agent, the
Trustee has determined that it is in the best interests of the
Debtor's estate and its creditors to sell the Property through a
public auction.
On Aug. 1, 2022, the Trustee filed an application to retain Maltz
as broker, marketing agent and auctioneer nunc pro tunc to July 22,
2022, to market and sell the Property, which application was
approved by order dated Aug. 22, 2022.
The Property consists of one office building containing a vacant
first floor commercial space and two occupied second floor
residential rental spaces.
It is subject to a senior secured mortgage granted by the Debtor to
Orange Bank and Trust Co. in October 2020. Orange Bank alleges
that it holds a senior secured mortgage lien in and on the Property
in the amount of approximately $285,511 according to the Debtor's
plan filed at Docket No. 49, plus interest which continues to
accrue based upon a note and mortgage.
The Property is subject to a second position mortgage in the
maximum principal secured amount of $1 million, which the Debtor
granted to Hudson Insurance Co. on Sept. 10, 2021, pursuant to the
terms of a separate Mortgage, Security
Agreement, Assignment of Leases and Rents, and Fixture Filing,
between the Debtor, as Mortgagor and Surety, as Mortgagee to
collateralize the Debtor's obligations under a certain Indemnity
Agreement, dated May 16, 2019.
Hudson asserts that as of the Petition Date, the Debtor was
indebted to Hudson, exclusive of legal expenses, costs, insurance,
and taxes, in the amount of $3,656,895.67 on account of the
Debtor’s obligations under the Indemnity Agreement, and asserts
that the Prepetition Obligations are secured by the Hudson Mortgage
in an amount up to $1 million.
A judgment, tax and UCC liens search has revealed that the New York
State Tax Commission holds a tax lien in the amount of $1,625.64,
which was docketed against the Debtor on May 25, 2022. The
Receiver has informed the Trustee that he believes there are
significant outstanding property taxes and water charges with
respect to the Property as well. The Trustee is not aware of any
other liens against the Property, other than as set forth in the
Sale Motion. In addition to the aforementioned secured
obligations, the Debtor has a relatively modest amount of unsecured
debt other than Hudson's anticipated large deficiency claim.
While the Property appears to undisputedly be fully encumbered, the
Debtor never negotiated or reached an appropriate carve-out
agreement with Hudson to provide for the costs associated with
administering the Debtor's case and facilitating the sale of the
Properties. Accordingly, any outstanding fees owed to the Debtor's
professionals as well as the Sub V Trustee, who asserts a claim in
the amount of $14,915, are junior to the Hudson Mortgage.
The Trustee has negotiated a carve-out from the Hudson Mortgage,
and on Aug. 24, 2022, filed a motion seeking the Court's approval
of a stipulation containing the negotiated terms of the Carve-Out.
The essential terms of the proposed Carve-Out from the Hudson
Mortgage provide that the Trustee will pay from the proceeds of the
sale of the Property (i) the Trustee's real estate broker up to six
percent of the gross proceeds of the sale of the Properties, to the
extent not paid directly by a purchaser through a purchaser's
premium, (ii) allowed professional fees, commissions and
disbursements incurred by the Trustee and his professionals,
including the undersigned law firm and Joseph A. Broderick, CPA in
relation to the Case, (iii) outstanding property taxes on the
Properties, and any other customary closing costs and title charges
necessary to close title on the sales of the Properties, and (iv) a
reserve in the amount of $25,000 to be used to satisfy any allowed
administrative, priority or general, unsecured claims against the
Debtor's estate, including that of the Debtor's professionals and
Sub V Trustee.
The Trustee believes it is in the best interests of the estate and
its creditors to move forward with a public sale of the Property.
Subject to the Court's approval, the Trustee has scheduled an
online public sale from Oct. 25, 2022, at 11:00 am (ET) through
Oct. 27, 2022 at 11:00 a.m. (ET).
Online bidding will be made available for pre-registered bidders
via Maltz's online bidding App available for download in the App
Store or on Google play, and via desktop bidding at
RemoteBidding.MaltzAuctions.com. Bidding is scheduled to close at
11:00 a.m. (ET) on Oct. 27, 2022. However, if a bid is placed with
less than one-minute remaining, the bidding period will be extended
so one minute remains for competing bids to be entered. This
extension will continue until there are no higher bids placed
within the final one minute prior to the close of the auction.
The Sale Hearing will be held on Nov. (TBD), 2022 at 10:00 a.m.
(EST).
In order to facilitate the Public Sale of the Property, the Trustee
prepared the Terms and Conditions of Sale which, subject to the
Court's approval, would govern the submission of competing offers
at the Public Sale. He submits that the proposed Terms and
Conditions of Sale are customary, reasonable, and in the best
interests of the estate and its creditors.
The salient provisions of the proposed Terms and Conditions of Sale
are as follows:
a) Prior to the commencement of the Public Sale, bidders must
deposit $100,000 in order to bid on the Property.
b) Within 48 hours of the Public Sale, the successful bidder
must deliver to the Trustee (i) an amount equal to 10% of the
accepted highest or best bid at the Public Sale, less the
Qualifying Deposit, and (ii) a buyer's premium in the amount of six
percent of the accepted highest or best bid. Failure of the
successful bidder to tender the Successful Purchaser's Deposit and
the Buyer's Premium within 48 hours after conclusion of the Auction
Sale will result in an immediate default under these Terms of Sale
and the Memorandum of Sale, and will result in the forfeiture of
all earnest monies paid, including without limitation, the
Qualifying Deposit, the Successful Purchaser Deposit, and the
Buyer's Premium.
c) The successful purchaser must close on the Property within
30 days from the entry of an order approving the sale of the
Property to the successful bidder.
d) The Real Property is being sold "as is, where is, with all
faults," without any representations, covenants, guarantees or
warranties of any kind or nature whatsoever, and free and clear of
any and all liens or adverse claims to title, of whatever kind or
nature, with such Liens to attach to the proceeds from the sale;
e) The winning bidder must pay the balance of the purchase
price for the Property to the Trustee by certified check or bank
check or by wire in immediately available federal funds. The
purchaser must close title to the Property at a date that is no
more than 30 days after the entry of the Sale Motion, time being of
the essence, although such date may be extended solely by the
Trustee.
f) If the Successful Purchaser fails to post the total
required deposit within 48 hours following the Public Sale, the
Trustee, in his sole and absolute discretion, may, within three
business days of successful bidder's default, deem the second
highest bidder to hold all benefits and obligations under the Terms
and Conditions of Sale and Memorandum of Sale, as the new
successful purchaser.
g) The only commission that will be paid is to Maltz, who
shall, subject to Court approval, be entitled to receive six
percent of the purchase price, which amount will be paid by the
successful purchaser as a buyer's premium.
The precise terms and conditions are fully set forth in the Terms
and Conditions of Sale and interested parties are encouraged to
read the Terms and Conditions of Sale in their entirety.
The Trustee, through his counsel, will serve a Notice of Auction
and Sale Hearing on the Notice Parties. By no later than three
business days after the entry of the Order, he will cause a copy of
the Terms and Conditions, the Sale Notice and the Order to be
served upon the Notice Parties via first class mail.
At the conclusion of the Public Sale and subject to Court approval,
the Trustee will determine, in his sole business judgment, the
highest or best offer for the Property. He respectfully requests
that a hearing to confirm the results of the Public Sale and
consider entry of the Sale Order be scheduled for Nov. 1, 2022, or
as soon thereafter as the Court has availability for such a
hearing.
By the Sale Motion, the Trustee requests authority to sell the
estate's interest in the Property, free and clear of all Liens,
pursuant to the Terms and Conditions of Sale at the Public Sale.
The Property has been and will continue to be extensively marketed
by Maltz.
The Trustee respectfully requests that the Court waives the
requirement under Bankruptcy Rule 6004(h).
A copy of the Bidding Procedures is available for free at
https://tinyurl.com/3mva8jv2 from PacerMonitor.com free of charge.
About 2111 Albany Post Road Corp.
2111 Albany Post Road Corp. owns a property in Montrose, N.Y.,
consisting of multi-family home, eight bungalows, an office
building, and an industrial property valued at $3 million.
2111 Albany filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22207) on April 25,
2022, listing up to $10 million in assets and up to $1 million in
liabilities. Samuel Dawidowicz serves as Subchapter V trustee.
Judge Sean H. Lane oversees the case.
Anne J. Penachio, Esq., at Penachio Malara, LLP is the Debtor's
legal counsel.
Fred Stevens, the court-appointed Chapter 11 trustee, tapped
Klestadt Winters Jureller Southard & Stevens, LLP and Joseph A.
Broderick, PC as his legal counsel and accountant, respectively.
4TH STREET MEDICAL: Unsecureds Owed 46K to be Paid in Full
----------------------------------------------------------
4th Street Medical Building, LLC submitted an Amended Combined Plan
of Reorganization and Tentatively Approved Disclosure Statement.
General unsecured creditors will be paid 100% of their allowed
claims.
Under the Plan, Class 2(a) General Unsecured Claims total $46,395.
Creditors will receive 100 percent of their allowed claim in 1
installment, due on the 14th day after the Debtor closes the sale
of its real properties located at 1701 4th Street, Santa Rosa, CA,
and 1623 4th Street, Santa Rosa, CA. The deadline for the closing
of the sale is December 31, 2023. Class 2(a) is impaired.
Class 2(b) Current Tenant Security Deposits totaling $36,759.74.
These creditors' legal, equitable, and contractual rights remain
unchanged. The security deposits will be returned to these
creditors at the end of the terms of the creditors' leases in the
event that and to the extent that under applicable non-bankruptcy
law the Debtor is obligated to do so. Class 2(b) is unimpaired.
Taxes and other priority claims would be paid in full.
The treatment of Class 5, which consists of (a) all holders of
membership interests in the Debtor, (b) all holders of claims
arising from the rescission of a purchase or sale of a membership
interest in the Debtor, (c) all holders of claims for damages
arising from the purchase or sale of a membership interest in the
Debtor, and (d) all holders of claims for reimbursement or
contribution allowed under Section 502 of the Bankruptcy Code on
account of such a claim. The members of Class 5 will receive their
pro rata portion of the residue in the estate, after payments in
full to all other creditors, distributed based upon the number of
membership units held by the Class 5 members.
The court will hold a hearing on confirmation of the Plan on
September 7, 2022, at 11:00 a.m.
A copy of the Amended Combined Plan of Reorganization and
Tentatively Approved Disclosure Statement dated August 31, 2022, is
available at https://bit.ly/3TCHGNh from PacerMonitor.com.
About 4th Street Medical Building
4th Street Medical Building, LLC, a single asset real estate,
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. N.D. Cal. Case No. 22-10124) on March 28, 2022. In the
petition signed by Ruth Skidmore, chair of managers, the Debtor
disclosed up to $10 million in both assets and liabilities.
5009 MANNA PETROS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: 5009 Manna Petros SPE, LLC
11680 Great Oaks Way, Suite 120
Ipharetta, G 30022
Business Description: The Debtor is primarily engaged in renting
and leasing real estate properties. The
Debtor is the fee simple owner of a real
property located at 5009 Roswell Rd, Sandy
Springs, GA, 30342 valued at $14.1 million.
Chapter 11 Petition Date: September 6, 2022
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 22-57056
Judge: Hon. Paul Baisier
Debtor's Counsel: Shayna Steinfeld, Esq.
STEINFELD & STEINFELD, PC
11B Lenox Pointe, NE
Atlanta, G 30324
Tel: 404-636-7786
Email: shayna@steinfeldlaw.com
Total Assets: $17,659,343
Total Liabilities: $16,400,996
The petition was signed by Scott C. Honan as manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/G6OXX3Y/5009_Manna_Petros_SPE_LLC__ganbke-22-57056__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Honan Prefered Equity $5,635,770
11680 Great Oaks Way, Suite 12
Alpharetta, G, 30022
2. City of Sandy Springs Taxes & Other $92,276
1 Galambos Way Government Units
Atlanta, GA, 30328
3. Custom Sign Factory $30,361
1610 Satellite Blvd
Duluth, G 30097
4. Depositors Insurance Co. $16,943
One West Nationwide Blvd. 1-04-701
Columbus, OH, 43215-2220
5. 1 Flooring & Interiors, LLC $6,772
231 Grapevine Dr.
Douglasville, G, 30134
6. Phoenix Elevator Services Inc. of G $5,446
1540 Westfork Dr., Ste 103
Lithia Springs, G, 30122
7. Dogwood Facilities Services LLC $3,465
1216 Weeping Willow
Woodstock, G, 30188-4650
8. United Fire Protection, Inc. $2,029
3247 Tech Dr.
Saint Petersburg, FL 33716
9. Capital City Mechanical Services, Inc. $1,394
4955 Valon Ridge Pkwy, Ste 100
Norcross, G, 30071
10. NorthStar Security, Inc. $1,330
3039 mwiler Rd, Ste 116
Atlanta, G, 30360
11. Peachtree Property Services $1,200
1185 Jones Bridge Rd, Ste 420
Johns Creek, G, 30022-7476
12. Brucker HV C LLC $925
5247 Lockwood Lane
Powder Springs, G, 30127
13. cdemy Lock & Key $775
716 West Spring St.
Monroe, G, 30655
14. Butterfly YMX $600
127 W. 26th St. 6th Fl.
Floral Park, NY 11001
15. McCain Power Solutions, LLC $560
PO Box 829
Grayson, G, 30017
16. Lockdown Protection, Inc. $425
7872 Wrotham Cir.
tlanta, G, 30349
17. Fast Signs of Cumming G $378
907 Buford Rd, Ste 700
Cumming, G, 30041
18. Lanier Extermination Service, Inc. $200
PO Box 127
Cumming, G, 30028
19. TefftNet, Inc./IMP K $143
PO Box 820706
Houston, TX 77282-0706
20. Georgia Department Taxes & Other $0
of Revenue Government Units
Ste 9100, 1800 Century
Center Blvd, NE
Altanta, GA, 30345
8E14 NETWORKS: Gets OK to Hire Womble Bond Dickinson as Counsel
---------------------------------------------------------------
8E14 Networks, Inc. received approval from the U.S. Bankruptcy
Court for the District of Delaware to employ Womble Bond Dickinson
(US) LLP as its bankruptcy counsel.
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 and
properties;
b. attending meetings and negotiating with representatives of
creditors, interest holders, and other parties in interest;
c. analyzing proofs of claim filed against the Debtor and
potential objections to such claims;
d. analyzing executory contracts and unexpired leases and the
potential assumption, assignment or rejection of such contracts and
leases;
e. taking all necessary actions to protect and preserve the
Debtor's estate, including prosecuting actions on the Debtor's
behalf, defending any action commenced against the Debtor, and
representing the Debtor's interests in negotiations concerning
litigation in which the Debtor is involved, including objections to
claims filed against the estate;
f. prosecuting any debtor-in-possession financing before the
court on behalf of the Debtor;
g. preparing legal papers;
h. taking necessary action to negotiate, prepare, and obtain
approval of a disclosure statement and confirmation of a plan of
reorganization;
i. appearing before the bankruptcy court, appellate courts and
the Office of the U.S. Trustee;
j. advising on corporate, litigation, environmental, finance,
tax, employee benefits and other legal matters; and
k. performing all other necessary legal services for the Debtor
in connection with its Chapter 11 case.
The firm will be paid at these rates:
Partner $325 to $1,285 per hour
Of Counsel $370 to $985 per hour
Associate $230 to $755 per hour
Senior Counsel $125 to $710 per hour
Counsel $100 to $740 per hour
Paralegal $50 to $500 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Matthew Ward, Esq., a partner at Womble Bond Dickinson (US),
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:
Matthew P. Ward, Esq.
Womble Bond Dickinson (US) LLP
1313 North Market Street, Suite 1200
Wilmington, DE 19801
Email: Matthew.Ward@wbd-us.com
About 8E14 Networks
8e14 Networks Inc. -- https://www.ananda.net/ -- is a cyber
security company in Los Altos, Calif. It conducts business under
the name.
8e14 Networks filed a voluntary petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 22-10708) on Aug. 4, 2022, listing $10 million to $50
million in both assets and liabilities. Jami B Nimeroff has been
appointed as Subchapter V trustee.
Judge Brendan L. Shannon oversees the case.
Matthew P. Ward, Esq., at Womble Bond Dickinson (US), LLP, Norton
Rose Fulbright US, LLP, and Rock Creek Advisors, LLC serve as the
Debtor's bankruptcy counsel, special counsel and financial advisor,
respectively.
8E14 NETWORKS: Taps Norton Rose Fulbright as Special Counsel
------------------------------------------------------------
8E14 Networks, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to employ Norton Rose Fulbright US,
LLP as special counsel.
The firm's services include:
a. representing the Debtor in negotiations concerning, and
documentation of, the sale of substantially all of its assets;
b. advising the Debtor regarding compliance with representations
and warranties made in connection with the stalking horse bid;
c. representing the Debtor in the negotiation and documentation
of financing intended to provide a bridge to a disposition of its
assets;
d. advising the Debtor regarding intellectual property matters,
including matters related to the transfer of intellectual property;
and
e. performing all other necessary legal services for the
Debtor.
The firm will be paid at these rates:
Partner $655 to $1,575 per hour
Special Counsel/of Counsel $730 to $1,290 per hour
Senior Counsel $525 to $1,260 per hour
Counsel $265 to $1,130 per hour
Senior Associate $550 to $1,085 per hour
Associate $450 to $990 per hour
Trainee $350 to $360 per hour
Paralegal $150 to $475 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Eric Daucher, Esq., a partner at Norton, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Eric Daucher, Esq.
Norton Rose Fulbright US, LLP
1301 Avenue of the Americas
New York, NY 10019-6022
Tel: (212) 408-5405
Email: eric.daucher@nortonrosefulbright.com
About 8E14 Networks
8e14 Networks Inc. -- https://www.ananda.net/ -- is a cyber
security company in Los Altos, Calif. It conducts business under
the name.
8e14 Networks filed a voluntary petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 22-10708) on Aug. 4, 2022, listing $10 million to $50
million in both assets and liabilities. Jami B Nimeroff has been
appointed as Subchapter V trustee.
Judge Brendan L. Shannon oversees the case.
Matthew P. Ward, Esq., at Womble Bond Dickinson (US), LLP, Norton
Rose Fulbright US, LLP, and Rock Creek Advisors, LLC serve as the
Debtor's bankruptcy counsel, special counsel and financial advisor,
respectively.
8E14 NETWORKS: Taps Rock Creek Advisors as Financial Advisor
------------------------------------------------------------
8E14 Networks, Inc. received approval from the U.S. Bankruptcy
Court for the District of Delaware to employ Rock Creek Advisors,
LLC as its financial advisor.
The firm's services include:
a. assisting the Debtor in evaluating strategic restructuring
alternatives;
b. assisting the Debtor in the preparation of a 13-week cash
forecast, including professional fees related to potential
restructuring alternatives;
c. assisting in negotiating and obtaining debtor-in-possession
financing;
d. assisting the Debtor in building and maintaining a virtual
data room for DIP financing;
e. assisting the Debtor in obtaining and negotiating asset
purchase agreements with respect to its assets;
f. assisting the Debtor in building and maintaining a virtual
data room for the marketing of its assets;
g. assisting the Debtor and its legal counsel in negotiations
with various parties-in-interest;
h. providing guidance to the Debtor in completing the necessary
schedules to accompany restructuring alternatives;
i. assisting the Debtor in the preparation of data in order to
prepare legal papers;
j. providing information necessary to confirm and consummate a
Chapter 11 plan; and
k. assisting the Debtor in other matters.
The firm will be paid at these rates:
Managing Directors $450 to $600 per hour
Managers/Senior Managers $325 to $450 per hour
Associates and Staff $200 to $325 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Brian Ayers, a managing director at Rock Creek Advisors, 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:
Brian Ayers
Rock Creek Advisors, LLC
1738 Belmar Blvd.
Belmar, NJ 07719
Tel: (201) 315-2521
Email: bayers@rockcreekfa.com
About 8E14 Networks
8e14 Networks Inc. -- https://www.ananda.net/ -- is a cyber
security company in Los Altos, Calif. It conducts business under
the name.
8e14 Networks filed a voluntary petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 22-10708) on Aug. 4, 2022, listing $10 million to $50
million in both assets and liabilities. Jami B Nimeroff has been
appointed as Subchapter V trustee.
Judge Brendan L. Shannon oversees the case.
Matthew P. Ward, Esq., at Womble Bond Dickinson (US), LLP, Norton
Rose Fulbright US, LLP, and Rock Creek Advisors, LLC serve as the
Debtor's bankruptcy counsel, special counsel and financial advisor,
respectively.
AE OPCO III: Unsecureds Will Get 49% of Claims in Liquidating Plan
------------------------------------------------------------------
AE OPCO III LLC d/b/a AEROMATRIX filed with the U.S. Bankruptcy
Court for the Middle District of Florida a Disclosure Statement for
the Plan of Liquidation dated September 1, 2022.
The Debtor is a Delaware limited liability company doing business
in Clearwater, Florida. The Debtor is in the business of aerospace
composite manufacturing. The Debtor provides design services,
testing, assembling and repairs for commercial and governmental
customers.
The Debtor's corporate offices are located at 14201 Myerlake Circle
in Clearwater, Florida ("Myerlake Facility"). The Debtor leases the
Myerlake Facility from AE 14201 Myerlake Circle, LLC ("Myerlake
Landlord"). The Debtor is solely owned by AE HoldCo III, Inc.
In March 2020, AAR Manufacturing, Inc. presented the AAR Composites
business to Architect Equity LLC ("Architect") as a healthy and
growing business. On or about August 31, 2020, Architect acquired
the assets of the aerospace composites business from AAR
Corporation pursuant to the terms of an Asset Purchase Agreement
("APA") and then formed the Debtor, AE OPCO III LLC dba Aeromatrix
Composites.
Pursuant to the terms of the APA, the total purchase price paid to
AAR at closing for the purchase of the Debtor's assets was
$2,585,907.00, of which $1,900,000.00 was funded by AEH and the
remainder by California Bank of Commerce ("CBC"). Under the APA
there was a mechanism to true up the net working capital, which
would result in either a balance due to or owned by the
Debtor/Architect under the APA.
The Debtor's Plan contemplates a liquidating Chapter 11 Plan or a
structured wind down of the Debtor's business. The Debtor
anticipates completing its contracts and fulfilling all purchase
orders no later than March 31, 2023. Although the Debtor's business
operations are projected to cease no later than March 31, 2023, the
Debtor shall exercise its business judgment to extend operations,
if necessary, through the term of the Plan in order to complete
contracts that are profitable.
To facilitate the resolution of issues as between Short Brothers
and the Debtor, AE Holdco III LLC and its affiliates other than the
Debtor ("Architect") has agreed to fund the Debtor's expenses, in
excess of $28,800 per month to be paid by the Debtor, for
maintaining and repairing equipment to be used in manufacturing
product under the Procurement Contract in an aggregate amount of up
to $125,000.00 before any amounts are advanced by Short Brothers to
the Debtor for this purpose.
The principal terms of the Architect/Debtor Settlement Agreement
consist of the following terms:
* Architect has agreed to fund certain of the Debtor's expense
for maintaining and repairing equipment to be used in manufacturing
product under the Procurement Contract in an amount of up to
$125,000.00, with any amount not used for this purpose to be paid
to the Debtor to fund distributions under its Chapter 11 plan;
* Architect has agreed to allow the Debtor and Short Brothers
to continue to utilize its leased real property rent free and to
forbear from exercising its rights under its pre-petition lease and
mortgage to the extent necessary to enable the Debtor to complete
the reorganization process; and
* As consideration for Architect's contributions, the Debtor
has agreed to allow certain of Architect's proofs of claim and
release all estate claims and causes of action against Architect.
The Short Brothers Agreement allows the Debtor to operate, at a
minimum, on a break-even basis so that the Debtor may fulfill, if
possible, all of its remaining contracts and complete the terms of
its chapter 11 Plan. Post-petition the Debtor has complied with all
requirements of Chapter 11 debtors or sought appropriate relief
from the Bankruptcy Court to excuse compliance. The resolution of
the Short Brothers Contract was the most significant event in the
Debtor's Chapter 11 case.
General unsecured creditors with allowed claims are classified in
Class 5. Class 5 creditors shall receive approximately 49% of their
allowed claims to be paid from the proceeds of the sale of the
Debtor's assets.
Class 5 consists of all non-priority unsecured claims. The Debtor
estimates that the total amount of the unsecured claims is
approximately $7,857,715.19, which includes the claims of
affiliates, Architect Equity Holdings and CYJY Capital, LLC. The
Debtor shall pay the claims of the general unsecured creditors of
Class 5 a pro-rata share of $3,853,667.00 from business operations
on a monthly basis with the first payment to begin July 2023 in the
amount of $550,524 and continuing each month thereafter through
October 2023. A final payment of $1,651,571 will be made in
December 2023.
Class 6 consists of Equity interest holders. Upon the liquidation
of the Debtor's assets and the payment of the claims discussed
herein, the Debtor will cease operating as a going concern. The
Debtor anticipates that its operations will be completed no later
than March 31, 2023 assuming that its customer contracts and
warehouse orders are completed by March 31, 2023. The Debtor may
continue to operate post March 31, 2023 throughout the term of the
Plan if required to adequately complete its contracts. The Debtor
will maintain its current management to complete the liquidation of
the Debtor's assets consistent with the terms of this Plan.
Debtor will generate revenue or funds from its business operations,
the Short Brothers Agreement, the Architect Agreement as well as
and the sale of assets.
A full-text copy of the Disclosure Statement dated September 1,
2022, is available at https://bit.ly/3RnClbo from PacerMonitor.com
at no charge.
Attorneys for Debtor:
Alberto F. Gomez, Jr. Esq.
Johnson Pope Bokor Ruppel & Burns, LLP
401 East Jackson Street, Suite 3100
Tampa, FL 33602
Tel: 813-225-2500
Fax: 813-223-7118
Email: al@jpfirm.com
About AE OPCO III, LLC
AE OPCO III, LLC owns and operates an aerospace composite
manufacturing facility. AE OPCO III provides design services,
testing, assembling and repairs for commercial and governmental
customers.
AE OPCO III sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01186) on March 25,
2022. In the petition signed by Jack Hall, president, the Debtor
disclosed up to $50 million in both assets and liabilities.
Judge Catherine Peek McEwen oversees the case.
Alberto F. Gomez, Jr., Esq., at Johnson, Pope, Bokor, Ruppel and
Burns, LLP, is the Debtor's counsel.
ALEXANDER B. KASPAR: Selling Putnam Valley Property for $415K
-------------------------------------------------------------
Alexander Bernard Kaspar asks the U.S. Bankruptcy Court for the
Southern District of New York to authorize the private sale of the
property commonly known as 33 Gilbert Lane, in Putnam Valley, New
York 10579, to Manuel Efrain Solis Riera and Gladis Maria Lituma
Ordonez for $415,000.
A hearing on the Motion is set for Sept. 20, 2022, at 10:00 a.m.
Prior to the filing of the bankruptcy, the Debtor via Grace De
Libero, marketed the Property. In the Debtor's prior bankruptcy,
he received several offers on the property. After the filing of
his current bankruptcy, the Debtor continued to keep the property
open for offers but focused mainly upon on offer that was made in
the prior bankruptcy.
During the Debtor's last bankruptcy, the counsel for the Debtor
opened negotiations with Specialized Loan Servicing LLC ("SLS")
regarding a short payoff of the amount owed on the property. After
the filing of the current bankruptcy, the Debtor's counsel once
again reached out to the counsel for SLS and renewed the
negotiations regarding a short payoff. After numerous
communications, on June 8, 2022, SLS offered to accept a short
payoff in the amount of $415,000 for the property. The Debtor
accepted the short payoff amount.
After verifying with SLS the amount needed to satisfy the
outstanding amount owed, the Debtor relayed the amount necessary to
purchase the property to the Buyers. He received and accepted from
the Buyers an offer of $415,000. The purchase agreement was signed
by all parties dated Aug. 1, 2022. A deposit of $20,750 was
received by the Frank De Esso, the Debtor's real estate attorney
who handled the closing of the properties in hi last bankruptcy and
is being held until the closing is conducted.
The Debtor and Grace De Libero seek to sell the property to the
Buyers for $415,000. Both the Debtor and the Buyers have had
extensive discussions concerning the sale. The purchase price is
the amount approved by SLS as the short payoff amount and will be
sufficient to pay any and all encumbrances that may be attached to
the Property including any Permitted Post-Closing Encumbrances and
Assumed Liabilities, if any.
The property will be transferred free and clear of all encumbrances
(other than Permitted Post-Closing Encumbrances and Assumed
Liabilities) to the fullest extent permitted by Bankruptcy Code
section 363.
The purchase price for the Property is $415,000. The Deposit given
was $20,750. The sale is subject to the contingencies as set forth
in the Purchase Agreement. The Debtor will retain its own closing
attorney and make the necessary retention application for the
attorney to be approved by Order of the Court, if necessary. There
is no relationship between the Debtor and the Buyers.
The Property is being sold without a bidding auction or process.
It was appraised and marketed for over 90 days on the MLS by a Real
Estate Broker. The Debtor received several offers and attempted to
obtain offers at or above the asking price when multiple offers
were presented. The purchase prices currently accepted were the
maximum amount the Debtor was likely to receive when taking into
consideration the current market at the time.
The Debtor wishes to sell the property to resolve the ongoing
foreclosure action.
The Debtor respectfully requests that the Court waives the 14-day
stay imposed by Bankruptcy Rule 6004(h), as the exigent nature of
the relief sought justifies immediate relief.
A copy of the Agreement is available for free at
https://tinyurl.com/2mktbz25 from PacerMonitor.com free of charge.
Alexander Bernard Kaspar sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 18-36862) on Nov. 4, 2018. The Debtor tapped
Matthew M. Cabrera, Esq., at M. Cabrera & Associates, P.C as
counsel. Alicia Leonard, Esq., was appointed and serves as the
Chapter 11 Trustee in the case.
ALTERA INFRASTRUCTURE: Unsecureds be Paid in Full or be Reinstated
------------------------------------------------------------------
Altera Infrastructure L.P. and Its Debtor Affiliates filed with the
U.S. Bankruptcy Court for the Southern District of Texas a
Disclosure Statement for the Joint Chapter 11 Plan of
Reorganization dated September 1, 2022.
The Company is a leading international 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.
The Debtors commenced negotiations in May 2022 with an ad hoc group
(the "Noteholder Ad Hoc Group") holding more than 70% of the
approximately $276 million of Altera Unsecured Notes outstanding.
After executing a confidentiality agreement and sharing key
diligence with the Noteholder Ad Hoc Group, the Debtors initiated
discussions with the Noteholder Ad Hoc Group concerning a potential
restructuring transaction.
After many months, the negotiations with Brookfield and the Bank
Lenders have proven successful. On August 12, 2022, the Debtors and
certain of their stakeholders entered into the restructuring
support agreement (the "Restructuring Support Agreement"). After
taking into account all joinder agreements to the Restructuring
Support Agreement (collectively, the "Joinders") executed after the
cases commenced, the Restructuring Support Agreement enjoys the
support of holders of 80% of the Debtors' prepetition funded debt
obligations, including approximately 91 % of the debt held by
certain holders (and export credit agencies) of the Debtors'
asset-level bank loans (the "Consenting Bank Lenders") and
Brookfield, in its capacity as the holder of 100% of the
IntermediateCo Obligations and equity sponsor.
Under the terms of the Restructuring Support Agreement, which are
embodied in the Plan, the Debtors will 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
(including the IntermediateCo Obligations and the Altera Parent
Unsecured Notes), and eliminate Altera Parent's preferred and
common equity. The Restructuring Support Agreement not only
comprehensively re-profiles debt service on the Debtors'
obligations under the Bank Facilities, but also includes agreements
from certain of the Consenting Bank Lenders and Brookfield to
provide Altera's portion of the new money financing needed to
upgrade the Knarr FPSO.
More specifically, the Restructuring Support Agreement and Plan
contemplate the following:
* Brookfield providing 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
(unless repaid from the proceeds of an equity rights offering);
* 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;
* 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");
* the Consenting Bank Lenders agreeing to the Debtors'
consensual use of their cash collateral;
* 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;
* 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;
* the Altera Unsecured Notes and any other General Unsecured
Claims at Altera and Altera Finance Corp. will be equitized in
exchange for their pro rata share of the New Warrants;
* 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
* all existing common and preferred equity in Altera Parent
will be canceled without any distribution.
Class 8 consists of Altera Unsecured Notes Claims and other General
Unsecured Claims at Altera and Altera Finance Corp. Each holder of
an Allowed Altera Unsecured Notes Claim or other General Unsecured
Claim at Altera or Altera Finance Corp. not otherwise included in
Classes 6(a)–(g) or Class 7 shall receive its Pro Rata share of
the New Warrants, subject to dilution on account of the Management
Incentive Plan; provided that to the extent holders of Allowed
Altera Unsecured Notes Claims and other General Unsecured Claims at
Altera and Altera Finance Corp. vote as a Class to accept the Plan,
the Pro Rata share of New Warrants to be received by such Class
shall be calculated by reference to the aggregate amount of Allowed
Credit Agreement Claims against Altera and Allowed Altera Unsecured
Notes Claims and other General Unsecured Claims at Altera or Altera
Finance Corp. only.
Class 9 consists of General Unsecured Claims at Debtors other than
Altera and Altera Finance Corp. Each holder of a General Unsecured
Claim at Debtors other than Altera and Altera Finance Corp. Shall
receive, at the Debtors' option and with the consent of the
Consenting Sponsor: (a) payment in full in cash; (b) reinstatement
pursuant to section 1124 of the Bankruptcy Code; or (c) such other
treatment rendering such Claim unimpaired in accordance with
section 1124 of the Bankruptcy Code.
Class 12 consists of Existing Preferred Interests in Altera. On the
Effective Date, each Existing Preferred Equity Interest in Altera
shall be cancelled, released, and extinguished without any
distribution, and will be of no further force or effect, and each
holder of an Existing Preferred Equity Interest in Altera shall not
receive or retain any distribution, property, or other value on
account of its Existing Preferred Equity Interest in Altera.
Class 13 consists of Existing Common Equity Interests in Altera and
Altera GP. On the Effective Date, each Existing Common Equity
Interest in Altera or Altera GP shall be cancelled, released, and
extinguished without any distribution, and will be of no further
force or effect, and each holder of an Existing Common Equity
Interest in Altera or Altera GP shall not receive or retain any
distribution, property, or other value on account of its Existing
Common Equity Interest in Altera or Altera GP.
The Debtors and the Reorganized Debtors, as applicable, shall fund
distributions under the Plan with: (1) Cash on hand, including Cash
from operations, the proceeds of the DIP Facility, and the proceeds
of the Rights Offering; (2) the New Common Stock; and (3) the New
Warrants, as applicable.
A full-text copy of the Disclosure Statement dated September 1,
2022, is available at https://bit.ly/3KQpyvp from PacerMonitor.com
at no charge.
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. David Rush, Senior
Managing Director of FTI Consulting, Inc., serves as restructuring
advisor to the Debtors.
The DIP Lenders are represented by Paul, Weiss, Rifkind, Wharton &
Garrison LLP, as counsel to the DIP Lenders, Ducera Partners LLC,
as financial advisor, and Porter & Hedges LLP, as their Texas
counsel.
A Committee of Coordinators was appointed under and as defined in
the appointment letter originally dated May 6, 2022, among Altera
Infrastructure L.P. and each member of the CoCom (as amended,
restated, amended and restated, supplemented, or otherwise modified
from time to time). The CoCom is represented by Norton Rose
Fulbright US LLP and Norton Rose Fulbright LLP, as counsel, and PJT
Partners (UK) Ltd., as financial advisor.
AMERICAN FEDERATED: A.M. Best Affirms B(Fair) Fin. Strength Rating
------------------------------------------------------------------
AM Best has revised the outlooks to stable from negative and
affirmed the Financial Strength Rating (FSR) of B (Fair) and the
Long-Term Issuer Credit Rating (Long-Term ICR) of "bb" (Fair) of
American Federated Insurance Company (AFIC). Concurrently, AM Best
has affirmed the FSR of B (Fair) and the Long-Term ICR of "bb"
(Fair) of American Federated Life Insurance Company (AFLIC). The
outlook of these Credit Ratings (ratings) is negative. Both
companies are known collectively as American Federated Insurance
Companies and are domiciled in Flowood, MS.
The ratings of AFIC reflect its balance sheet strength, which AM
Best assesses as very strong, as well as its adequate operating
performance, limited business profile and marginal enterprise risk
management (ERM). The ratings also reflect drag from the parent
holding company, First Tower Finance Company LLC (First Tower
Finance).
The ratings of AFLIC reflect its balance sheet strength, which AM
Best assesses as very strong, as well as its adequate operating
performance, limited business profile and marginal ERM. The ratings
also reflect drag from the parent holding company, First Tower
Finance.
The American Federated Insurance Companies are indirect, wholly
owned subsidiaries of First Tower Finance, a multiline specialty
finance company. Prospect Capital Corporation [NASDAQ: PSEC], a
publicly traded closed-end investment company, indirectly owns an
80.1% majority interest in First Tower Finance and its
subsidiaries.
AFIC provides credit insurance coverage on collateralized personal
loans originated by the consumer finance subsidiaries of First
Tower Finance, and involuntary unemployment insurance. AFLIC
provides credit life and credit accident and health insurance
coverages for the same individuals.
The drag on the ratings of AFIC and AFLIC reflects the considerable
financial leverage with a deficit in members' equity at First Tower
Finance. AM Best's expectation is that the high financial leverage
will not create additional pressure on American Federated Insurance
Companies' balance sheets in the near or immediate term.
The revised outlooks to stable from negative reflect AM Best's
expectation that AFIC will maintain its adequate operating results
and overall balance sheet assessment, supported by risk-adjusted
capitalization at the strongest level, as measured by Best's
Capital Adequacy Ratio (BCAR).
The negative outlooks on AFLIC's ratings reflect AM Best's
expectation of an unfavorable trend in operating performance, which
may lead to a decline in overall risk-adjusted capitalization.
AMERICAN WORKERS: Unsecureds Owed $600K to Get 25% Under Plan
-------------------------------------------------------------
American Workers Insurance Services, Inc. and Association Health
Care Management, Inc., and Landon Jordan, submitted a Disclosure
Statement in Support of the Amended Joint Plan of Reorganization
for American Workers Insurance Services, Inc. and Association
Health Care Management, Inc.
Under the Plan, Class 3 NXT Settled Claim total $100,000. NXT
shall receive distributions on behalf of the NXT Claim: NXT shall
have an Allowed Administrative Claim of $100,000 which shall be
paid in full. NXT shall have an Allowed General Unsecured Claim of
$100,000 which shall be given the same treatment provided for
Classes 6 and 7 General Unsecured Claims as follows. NXT will be
paid 25% of its Allowed General Unsecured Claim in 48 substantially
equal installments with the first such installment being due and
payable on the final day of the first calendar month commencing at
least 20 days after the Effective Date, and with a like installment
being paid to NXT on the first day of each successive calendar
month thereafter, until the total Distributions to NXT are equal to
25% of its Allowed Claim. Class 3 is impaired.
Class 6 Other General Unsecured Claims (AWIS) total $392,978. Each
holder of an Allowed 6 Claim shall receive Distributions equal to
25% of any such Allowed Claims, payable in 48 substantially equal
monthly installments, with the first such installment being due and
payable on the Initial Distribution Date applicable to each such
Allowed Claim, and with a like installment being due on the first
day of each successive calendar month thereafter, until the
aggregate Distributions on account of each such Class 6 Allowed
Claim are equal to 25% of each such Class 6 Allowed Claim. Class 6
is impaired.
Class 7 Other General Unsecured Claims (AHCM) total $143,457.
There are 3 insider claims, totaling $532,000,00 but the insider
claims will be waived, withdrawn, or objected to, and will not be
paid under the Plan. Each holder of an Allowed 7 Claim shall
receive Distributions equal to 25% of any such Allowed Claims,
payable in 48 substantially equal monthly installments, with the
first such installment being due and payable on the Initial
Distribution Date applicable to each such Allowed Claim, and with a
like installment being due on the first day of each successive
calendar month thereafter, until the aggregate Distributions on
account of each such Class 7 Allowed Claim are equal to 25% of each
such Class Allowed Claim. Class 7 is impaired.
The Reorganized Debtors' obligations under the Plan shall be funded
(a) by the Contributions, (b) the Assets, and (c) by operation of
the Reorganized Debtors' businesses, including income derived from
the Servicing Agreement.
Attorneys for Debtors:
J. Robert Forshey, Esq.
Laurie Dahl Rea, Esq.
FORSHEY & PROSTOK LLP
777 Main St., Suite 1550
Fort Worth, TX 76102
Telephone: 817-877-8855
Facsimile: 817-877-4151
E-mail: bforshey@forsheyprostok.com
lrea@forsheyprostok.com
Attorneys for Landon Jordan:
Brian W. Zimmerman, Esq.
Nicholas J. Reisch, Esq.
SPENCER FANE LLP
3040 Post Oak Blvd, Suite 1300
Houston, TX 77056
Telephone: 713-552-1234
Facsimile: 713-963-0859
E-mail: bzimmerman@spencerfane.com
nreisch@spencerfane.com
A copy of the Disclosure Statement dated August 31, 2022, is
available at https://bit.ly/3ReX2Gk from PacerMonitor.com.
About American Workers Insurance Services
American Workers Insurance Services, Inc. is a Rockwall,
Texas-based health insurance agency while Association Health Care
Management, Inc. is a provider of health care services. AHCM
conducts its business under the name Family Care.
AWIS and AHCM sought Chapter 11 protection (Bankr. N.D. Texas Lead
Case No. 19-44208) on Oct, 14, 2019 in Fort Worth, Texas. At the
time of the filing, AWIS listed up to $100 million in assets and up
to $50 million in liabilities while AHCM listed up to $100 million
in assets and up to $50 million in liabilities.
Judge Mark X. Mullin oversees the cases.
The Debtors tapped Forshey & Prosto, LLP as bankruptcy counsel and
J. Alexander CPA, LLC as auditor. The law firms of Oxendine Law
Group P.C., The Verde Law Firm PLLC, and Spencer Fane LLP serve as
special counsel.
ANDOVER SENIOR: Seeks to Hire McCurdy Real Estate as Broker
-----------------------------------------------------------
Andover Senior Care, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Kansas to employ McCurdy Real Estate &
Auction, LLC to market for sale its real estate located at 224 E.
Central Ave., Andover, Kansas.
The firm will be paid a commission of 10 percent of the sales
price.
Braden McCurdy, chief executive officer of McCurdy, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Braden McCurdy
McCurdy Real Estate & Auction, LLC
12041 E. 13th St. N.
Wichita, KS 67206
Tel: (316) 867-3600
Fax: (316) 683-8822
Email: kcox@mccurdy.com
About Andover Senior Care
Andover Senior Care, LLC, owns and operates an assisted living
facility in Andover, Kansas.
Andover Senior Care filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Kansas Case No.
22-10139) on March 11, 2022, listing $5,351,220 in assets and
$16,334,476 in liabilities. Dennis L. Bush, managing member, signed
the petition.
Judge Mitchell L. Herren oversees the case.
Mark Lazzo, Esq., at Mark J. Lazzo, P.A. and Colangelo & Taber,
P.A. serve as the Debtor's legal counsel and accountant,
respectively.
ARCHDIOCESE OF SANTA FE: Taps Santa Fe Properties as Broker
-----------------------------------------------------------
Roman Catholic Church of the Archdiocese of Santa Fe seeks approval
from the U.S. Bankruptcy Court for the District of New Mexico to
employ Santa Fe Properties to market for sale its real property
located at 1120 Canyon Road, Santa Fe, N.M.
The firm will be paid a commission of 6 percent of the sales
price.
Philip Gudwin, a partner at Santa Fe Properties, 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:
Philip Gudwin
Santa Fe Properties
1000 Paseo de Peralta
Santa Fe, NM 87501
Tel: (505) 984-7343
Fax: (505) 984-1003
Email: pgudwin@hotmail.com
About Roman Catholic Church of the
Archdiocese of Santa Fe
The Roman Catholic Church of the Archdiocese of Santa Fe --
https://www.archdiosf.org/ -- is an ecclesiastical territory or
diocese of the southwestern region of the United States in the
state of New Mexico. At present, the Archdiocese of Santa Fe covers
an area of 61,142 square miles. There are 93 parish seats and 226
active missions throughout this area.
The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr.
D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse
claims. It reported total assets of $49,184,579 and total
liabilities of $3,700,000 as of the bankruptcy filing.
Judge David T. Thuma oversees the case.
The archdiocese tapped Elsaesser Anderson, Chtd. and Walker &
Associates, P.C., as bankruptcy counsel; Stelzner, Winter,
Warburton, Flores, Sanchez & Dawes, P.A as special counsel; and
REDW, LLC as accountant.
ART STONES: Wins Interim Cash Collateral Access
-----------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Jacksonville Division, authorized Art Stones Design Corp. to use
cash collateral and provide adequate protection.
The Debtor is permitted to use cash collateral to pay: (a) amounts
expressly authorized by the Court, including payments to the
subchapter V Trustee; (b) the current and necessary expenses set
forth in the budget, plus an amount not to exceed 10% for each line
item; and (c) additional amounts as may be expressly approved in
writing by Citi Bank, FinWise Bank, and NFS Leasing.
The Debtor is directed to provide monthly adequate protection
payments to CIT Bank of $368 starting on September 25, 2022, and
monthly adequate protection payments to FinWise Bank of $1,065
starting on September 25.
Each creditor with a security interest in cash collateral will have
a perfected post-petition lien against cash collateral to the same
extent and with the same validity and priority as the prepetition
lien, without the need to file or execute any document as may
otherwise be required under applicable non bankruptcy law.
The Debtor will also maintain insurance coverage for its property
in accordance with the obligations under the loan and security
documents with the Secured Creditor.
The preliminary hearing on the matter is continued to October 25 at
9:30 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3KLUsVY from PacerMonitor.com.
The budget provides for total expenses, on a monthly basis, as
follows:
$88,093 for August 2022;
$91,923 for September 2022;
$116,133 for October 2022;
$119,553 for November 2022;
$119,453 for December 2022; and
$95,243 for January 2023.
About Art Stones Design Corp.
Art Stones Design Corp.'s primary business activity is the custom
fabrication and installation of natural stones and man made
material for countertops.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Fla. Case No. 3:22-bk-01716) on August
26, 2022. In the petition filed by Marco Pertile, its president,
the Debtor disclosed up to $500,000 in assets and up to $1 million
in liabilities.
Judge Jason A. Burgess oversees the case.
Lisa C. Cohen, Esq., at Ruff & Cohen, P.A. is the Debtor's
counsel.
BED BATH & BEYOND: Has $500M Financing, to Cut 20% of Workforce
---------------------------------------------------------------
Beleaguered retailer Bed Bath & Beyond Inc. (NASDAQ: BBBY) has
raised $500 million in new financing but said that it will lay off
approximately 20% of corporate employees, close around 150 stores
and slash several of its in-house home goods brands to further cut
costs.
20% Reduction in Workforce
In an Aug. 31, 2022 announcement, the Company said it has begun
implementing significant, additional SG&A reductions to right-size
its cost structure. These reflect the Company's immediate
priorities of merchandising, inventory, and traffic, and also align
with changes in store footprint, lower Owned Brands development and
support, and deferral of longer-term strategic initiatives. Cost
optimization plans include a reduction in force, including
approximately 20% across corporate and supply chain.
The Company added it has identified and commenced the closure of
approximately 150 lower-producing Bed Bath & Beyond banner stores.
The Company continues to evaluate its portfolio and leases, in
addition to staffing, to ensure alignment with customer demand and
go-forward strategy.
Moreover, the Company stated that it will be exiting a third of its
Owned Brands by discontinuing three of its nine labels (Haven, Wild
Sage and Studio 3B). The breadth and depth of inventory across the
Company's six remaining Owned Brands (Simply Essential, Nestwell,
Our Table, Squared Away, H for Happy and Everhome) will be
substantially reduced to 20 percentage points, reflecting a more
balanced sales to stock ratio moving forward.
$500 Million New Financing
The Company announced Sept. 1, 2022, the successful completion of
its financing agreements. The Company has secured more than $500
million of new financing, including its newly expanded $1.13
billion asset-backed revolving credit facility ("ABL facility") and
a new $375 million "first-in-last-out" facility ("FILO facility").
The refinancing of the ABL facility was led by J.P. Morgan, and
Sixth Street Partners is serving as the Lender and Agent for the
Company's FILO facility. The enhanced liquidity is expected to be
utilized to support immediate strategic priorities to drive traffic
and sales and gain back customer relevance, including rebalancing
the assortment and inventory position.
Sue Gove, Director & Interim Chief Executive Officer, commented,
"Together with Sixth Street, J.P. Morgan and our banking partners,
this new financing will bolster our liquidity and strengthen our
balance sheet. We are pleased to announce this critical step in
moving Bed Bath & Beyond in a positive direction by strengthening
our financial positioning. We are committed to utilizing our
resources to better serve our customers, drive growth, and
recapture market share to deliver returns for all stakeholders."
According to Bloomberg, the terms on the financing are as follows,
according to a filing.
* FILO facility
Size: $375 million
Pricing: SOFR+7.75%, 1% floor
Matures on Aug. 31, 2027, unless required to mature earlier
pursuant to the terms of the amended credit
agreement
* ABL facility
Increased to $1.13 billion from $1 billion
Matures on Aug. 9, 2026, unless required to mature earlier.
CFO Jumps to Death
As widely reported, Gustavo Arnal, the chief financial officer of
the beleaguered retailer, jumped to his death from a high-rise
apartment in Manhattan on Sept. 2 in the afternoon. The NYPD said
in a statement that Arnal, 52, was found unconscious and
unresponsive outside his luxury 57-story skyscraper in the
neighborhood of Tribeca.
"I wish to extend our sincerest condolences to Gustavo's family.
Gustavo will be remembered by all he worked with for his
leadership, talent and stewardship of our Company. I am proud to
have been his colleague, and he will be truly missed by all of us
at Bed Bath & Beyond and everyone who had the pleasure of knowing
him," said Harriet Edelman, Independent Chair of the Bed Bath &
Beyond Inc. Board of Directors, said in a statement. "Our focus is
on supporting his family and his team and our thoughts are with
them during this sad and difficult time. Please join us in
respecting the family's privacy."
About Bed Bath & Beyond
The Union, NJ-based Bed Bath & Beyond Inc., together with its
subsidiaries, is an omnichannel retailer selling a wide assortment
of merchandise in the Home, Baby, Beauty & Wellness markets and
operates under the names Bed Bath & Beyond, buybuy BABY, and
Harmon, Harmon Face Values. The Company also operates Decorist, an
online interior design platform that provides personalized home
design services.
The Company reported a net loss of $559.62 million for the fiscal
year ended Feb. 26, 2022, a net loss of $150.77 million for the
year ended Feb. 27, 2021, a net loss of $613.82 million for the
year ended Feb. 29, 2020, and a net loss of $137.22 million for the
year ended March 2, 2019. As of May 28, 2022, the Company had
$4.94 billion in total assets, $5.16 billion in total liabilities,
and a total stockholders' deficit of $220.30 million.
Much of Bed Bath & Beyond's bonds and loans are trading at
distressed levels.
In August 2022, Bloomberg reported that Bed Bath hired law firm
Kirkland & Ellis to help it address a debt load that's become
unmanageable, and is late on its payments to vendors, leading some
to restrict shipments or halt them altogether. Kirkland, typically
known for its dominance in restructuring and bankruptcy situations,
was tapped to advise the retailer on options for raising new money,
refinancing existing debt, or both.
BF CHINATOWN: ByndFit Seeks Chapter 11 Protection
-------------------------------------------------
BF Chinatown LLC filed for chapter 11 protection in the Eastern
District of Virginia. The Debtor filed as a small business debtor
seeking relief under Subchapter V of Chapter 11 of the Bankruptcy
Code.
According to the petition, the Company's principal place of
business is at 10110 Nedra Dr., Great Falls, VA 22066.
The Company's Web site http://www.byndfit.com/,says BYNDfit has a
20,000-square-feet fitness gym at 50 F ST NW, in Washington, D.C.
BYNDfit also provides 250 class options per week: from immersive
cycling to hip hop yoga, kinstretch to HIIT training. Its classes
are priced at $199 per month and gym use is $149 per month.
According to court filing, BF Chinatown LLC estimates between 1 and
49 creditors. The petition states funds will be available to
unsecured creditors.
The Subchapter V Trustee appointed in the case:
Marc E. Albert, Attorney
Stinson LLP
1775 Pennsylvania Avenue, NW, Suite 800
Washington, DC 20006
Tel: (202) 728-3020
E-mail: marc.albert@stinson.com
About BF Chinatown LLC
BF Chinatown LLC -- http://www.byndfit.com/-- is a fitness gym at
50 F ST NW, in Washington, D.C. It offers over 20,000 sq. ft. of
gym space with cardio, kettlebells, weights, machines, and more.
BYNDfit provides a number of unique offerings and amenities, making
it the only fitness facility to provide so many features in one
place. It also provides 250 class options per week: from immersive
cycling to hip hop yoga, kinstretch to HIIT training.
BF Chinatown LLC filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
22-11143) on Aug. 30, 2022. In the petition filed by Raymond
Rahbar, as manager, the Debtor reported assets and liabilities
between $500,000 and $1 million each.
The Debtor is represented by John P. Forest, II of the Law Office
of John P. Forest, II.
BLT RESTAURANT: Amends Unsecureds & JL Secured Claims Pay Details
-----------------------------------------------------------------
BLT Restaurant Group LLC, submitted a Second Amended Disclosure
Statement for the Second Amended Plan of Liquidation dated
September 1, 2022.
The assets of the Debtor were sold to the Buyer, pursuant to the
Bankruptcy Court's Sale Order entered on August 9, 2022. The Debtor
will complete an orderly winddown, post-closing to the Buyer, and
administer all Plan payments.
The Sale to the Buyer closed on August 11, 2022.
Class 1 consists of Allowed Unsecured Claims. Class 1 is Impaired.
Class 1 Claims are estimated at $12,500,000. Approximately
$10,500,000 is attributable litigation filed by three past
employees of a Debtor owned restaurant that is the subject of a
stayed NAM Arbitration and disputed by the Debtor. The Debtor
proposes to distribute, on a pro rata basis, the balance of the
Distribution Fund after the payment of Administrative Claims to
Class 1, on the Effective Date. The treatment and consideration to
be received by holders of Class 1 Allowed Claims shall be in full
settlement, satisfaction, release and discharge of their respective
Claims and Liens.
Class 2 Claims consist of the holders of interests in the Debtor.
All existing membership interests shall be retained by existing
members but receive no distribution until all plan payments are
made.
Class 3 consists of the secured claim of the JL Holdings 2002 LLC.
The Class 3 Claim is Impaired under the Plan. Most, if not all, of
the collateral securing the Class 3 Claim in the amount of
$7,831,000.00 was sold to JL Holdings 2002 LLC via credit bid.
However, this claim is secured by the Debtor's remaining assets to
the extent there are any after the closing to the Buyer.
Based upon the filed UCC-1 financing statements and the loan
advance schedule, the Debtor believes there is no claim for
recharacterization or subordination of the Class 3 claim. Class 3
will not share in the Distribution Fund but will retain its lien on
all of the remaining assets of the Debtor.
The Debtor's Plan shall be funded by the proceeds of the sale to
the Buyer in the amount of $150,000 which the Class 3 creditor has
carved out from its collateral (the "Distribution Fund"). The
Distribution Fund shall first satisfy any administrative claims and
fees owed to the Office of the United States Trustee and then be
distributed to Class 1.
A full-text copy of the Second Amended Disclosure Statement dated
September 1, 2022, is available at https://bit.ly/3TImW70 from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Albert A. Ciardi, III, Esq.
Jennifer C. McEntee, Esq.
CIARDI CIARDI & ASTIN
1905 Spruce Street
Philadelphia, PA 19103
Telephone: (215) 557-3550
Facsimile: (215) 557-3551
E-mail: aciardi@ciardilaw.com
jcranston@ciardilaw.com
About BLT Restaurant Group
BLT Restaurant Group owns and manages the restaurants BLT Steak
LLC, BLT Steak Waikiki LLC, BLT Prime Lexington LLC, and BLT Steak
DC LLC. BLT is a limited liability company organized under the
laws of New York. At present, it has two members, JL Holdings
2002 LLC and Juno Investments LLC. JL Holdings 2002 LLC is a
limited liability company organized under the laws of New York and
is also a secured creditor of BLT. Juno Investments LLC is a
limited liability company organized under the laws of New York.
BLT sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 22-10335) on March 18, 2022. In the
petition signed by CEO James Haber, the Debtor disclosed up to $10
million in both assets and liabilities.
Judge Lisa G. Beckerman oversees the case.
Jennifer C. McEntee, Esq., at Ciardi Ciardi and Astin is the
Debtor's counsel.
BRAZOS ELECTRIC: Unsecureds Will Get 89.5% of Claims in Plan
------------------------------------------------------------
Brazos Electric Power Cooperative, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of Texas a Disclosure
Statement for Chapter 11 Plan of Reorganization dated September 1,
2022.
Headquartered in Waco, Texas and founded in 1941, Brazos Electric
is Texas's largest and oldest generation and transmission electric
cooperative ("G&T Co-Op").
Brazos Electric is a 4,000 megawatt G&T Co-Op and, as of the
Petition Date, had over 352 employees in Waco, at Brazos Electric's
power plants, and at transmission field offices. Brazos Electric
constructs, owns, and operates many of the transmission lines and
substation facilities that move electric power to its 16
distribution cooperative members' (each a "Member", and
collectively, the "Members") distribution systems.
The Plan incorporates a settlement with the Consenting Members
regarding any Proofs of Claims filed by the Consenting Members as
well as other rights against the Debtor, and outstanding amounts
owed by the Members under the All Requirements Contracts, including
the TAA Balance (the "Consenting Member Settlement"). The
Consenting Member Settlement as set forth in the Plan includes
provisions governing: payment by each Member of its TAA Balance on
or before the Effective Date of the Plan; Defaulting Members who
fail to pay their TAA Balances; the Reorganized Debtor's sale of
its Generation Assets, wind down of its power supply business, and
transition from a G&T Cooperative to a T&D Cooperative; the
Debtor's or the Reorganized Debtor's, as applicable, assumption of
the All Requirements Contracts with the Members and future entry
into the Amended ARCs with the Consenting Members; and the
establishment and funding of the Ratepayer Hardship Fund.
On May 19, 2022, Sandy Creek Energy Associates, LP ("SCEA") filed a
motion for relief from the automatic stay to allow SCEA to commence
and proceed with an arbitration proceeding to resolve the
determination of damages sustained by SCEA resulting from the
Debtor's breach of the SCEA PPA due to the Debtor's rejection.
After holding a hearing on June 15, 2022, the Court denied SCEA's
motion. SCEA filed a notice of appeal of the Court's denial on June
27, 2022. On July 1, 2022, the Debtor, the Committee, and SCEA
jointly certified the appeal to the United States Court of Appeals
for the Fifth Circuit.
Since the filing of the objections to SCEA's proofs of claim, the
BSCEC Trustee's proofs of claim, and Computershare's proofs of
claim (collectively, the "Sandy Creek Proofs of Claim"), the
parties participated in a mediation with Judge Isgur, which
ultimately resulted in a settlement of all issues by and between
the Debtor and SCEA, on the one hand (the "SCEA Claims
Settlement"), and the Debtor, BSCEC, and Computershare, on the
other hand (the "BSCEC Claims Settlement", and together with the
SCEA Claim Settlement, the "PPA Settlements").
The SCEA Claims Settlement includes the following material terms
and conditions:
* On the Effective Date, the SCEA Allowed Administrative Claim
shall be deemed Allowed in full and shall be paid in full in Cash.
* The Allowed SCEA Allowed GUC Claim shall receive treatment
as an Allowed Class 5 General Unsecured Claim; provided, however,
that SCEA receive the following payments on account of the SCEA
Allowed GUC Claim: (i) on the Effective Date, the Debtor or the
Reorganized Debtor, as applicable, shall pay to SCEA the aggregate
amount of $105,440,252.88 in Cash with respect to the first
$124,047,356.33 of the SCEA Allowed GUC Claim, which payment shall
be in full and final satisfaction of such portion of thereof, and
(ii) the remaining $130,000,000 of the SCEA Allowed GUC Claim shall
be paid out consistent with, and in the same manner as, all Class 5
General Unsecured Claims.
The BSCEC Claims Settlement includes the following material terms
and conditions:
* Pursuant to the BSCEC Claims Settlement, the BSCEC Allowed
GUC Claim shall receive the agreed treatment pursuant to the Plan
and the Confirmation Order in accordance with the terms and
conditions of the BSCEC Claims Settlement Agreement, which are
incorporated into the Plan as if fully set forth in the Plan. The
BSCEC Allowed GUC Claim shall be classified as a Class 5 General
Unsecured Claim, unless the Bankruptcy Court determines that it
must be separately classified, in which case the BSCEC Allowed GUC
Claim shall be deemed separately classified as an Allowed Class 5A
Claim with the same treatment as provided for in the BSCEC Claims
Settlement Agreement.
In conjunction with the mediation of the ERCOT Claim Objection that
led to the ERCOT Settlement, the Debtor and the Committee engaged
in numerous mediation sessions with Judge Isgur regarding the
treatment of General Unsecured Claims under the Plan and ultimately
reached a settlement regarding such treatment and other terms and
conditions set forth in the Plan and Confirmation Order (the
"Committee Settlement"). The Committee Settlement includes the
following material terms and conditions:
* Each Holder of an Allowed General Unsecured Claim will be
paid by the Reorganized Debtor through the GUC Cash Recovery an
aggregate amount in Cash that is sufficient to yield a recovery of
no less than 89.5 Cents on account of such Holder's Allowed General
Unsecured Claim (without interest, charge, or accrual of any kind),
including the BSCEC Allowed GUC Claim, unless any such Holder
agrees to different terms or otherwise less favorable treatment
(including, as to the BSCEC Allowed GUC Claim, pursuant to the
BSCEC Claims Settlement Agreement). Holders of Allowed General
Unsecured Claims will be the sole beneficiaries of any reduction in
the amount of the Debtor's Estimated GUC Pool, unless any such
Holder agrees to different terms or otherwise less favorable
treatment.
* Holders of Class 7 Tort Claims will receive the treatment
set forth in Article III.B.7 and, for the avoidance of doubt, to
the extent that any such Holder of an Allowed Tort Claim is
entitled to receive payment on account of such Allowed Claim under
the applicable General Liability Insurance Policies, the
Reorganized Debtor shall pay the amount of the deductible, if any,
required under the applicable General Liability Insurance Policies.
Each Holder of an Allowed Tort Claim shall have the option to elect
Tort Convenience Claim treatment in accordance with the Plan. Each
Holder of an Allowed Tort Claim that affirmatively elects on its
Ballot to receive treatment as a Class 8 Tort Convenience Claim
shall be deemed to be a Releasing Party under the Plan and to have
granted a full release and waiver in respect of the Debtor, the
Reorganized Debtor, each of the Members, and each of the foregoing
party's respective Representatives on account of such Allowed
Claim.
Class 5 consists of all General Unsecured Claims against the
Debtor. Each such Holder shall receive, up to the full amount of
such Holder's Allowed General Unsecured Claim, the GUC Cash
Recovery; provided, that any such Holder of an Allowed General
Unsecured Claim that votes to accept the Plan shall have the option
to irrevocably elect on its Ballot to reduce the Allowed amount of
its Claim to the GUC Convenience Amount and receive the GUC
Convenience Recovery; provided, further that any Holder that (i)
votes to accept the Plan and (ii) affirmatively elects on its
Ballot to receive treatment as a General Unsecured Convenience
Claim shall be deemed to be a Releasing Party hereunder in exchange
for receiving the GUC Convenience Recovery. Class 5 is Impaired
under the Plan. This Class will receive a distribution of 89.5% of
their allowed claims.
The Debtor and the Reorganized Debtor, as applicable, shall fund
distributions under the Plan with, as applicable, (i) the TAA
Proceeds; (ii) the proceeds and loans available under the Exit
Facility and the RUS Exit Financing; (iii) Cash on hand; (iv)
Generation Sale Proceeds net of any transaction expenses and
subject to the terms and conditions of the Amended and Restated RUS
Secured Notes Documents; and (v) any other sources of funding or
other consideration used for distributions under the Plan.
For the avoidance of doubt, funding for distributions under the
Plan does not include any Claim that has been Reinstated pursuant
to the Plan, and, upon a Member's deposit of its TAA Balance with
the TAA Escrow Agent in accordance with the Plan, such Member shall
not be obligated to provide Plan funding; provided, that nothing in
this Plan shall in any way alter the Members' respective rights and
obligations under, as applicable, the All Requirements Contracts
assumed pursuant to the Plan or, as of the Amended ARC Effective
Date, the Amended ARCs.
A full-text copy of the Disclosure Statement dated September 1,
2022, is available at https://bit.ly/3cTeOjx from Stretto, claims
agent.
Counsel for the Debtor:
NORTON ROSE FULBRIGHT US LLP
Jason L. Boland
Julie Goodrich Harrison
Maria Mokrzycka
1301 McKinney Street, Suite 5100
Houston, Texas 77010
Telephone: (713) 651-5151
jason.boland@nortonrosefulbright.com
julie.harrison@nortonrosefulbright.com
maria.mokrzycka@nortonrosefulbright.com
James A. Copeland
1301 Avenue of the Americas
New York, New York 10019
Telephone: (212) 408-5471
james.copeland@nortonrosefulbright.com
Paul Trahan
Emily Despres Wolf
98 San Jacinto Boulevard, Suite 1100
Austin, Texas 79701
Telephone: (512) 474-5201
paul.trahan@nortonrosefulbright.com
emily.wolf@nortonrosefulbright.com
Co-Counsel for the Debtor:
O'MELVENY & MYERS LLP
Louis R. Strubeck, Jr
Nick Hendrix
Laura Smith
2501 North Harwood Street, Suite 1700
Dallas, Texas 75201
Telephone: (972) 360-1925
lstrubeck@omm.com
nhendrix@omm.com
lsmith@omm.com
About Brazos Electric Power Cooperative
Brazos Electric Power Cooperative Inc. is a 3,994-megawatt
transmission and generation cooperative which members' service
territory covers 68 counties from the Texas Panhandle to Houston.
It was organized in 1941 and the first cooperative formed in the
Lone Star state with the primary intent of generating and supplying
electrical power. At present, Brazos Electric is the largest
generation and transmission cooperative in the state and is the
wholesale power supplier for its 16 member-owner distribution
cooperatives and one municipal system.
Brazos Electric filed a voluntary petition for relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725)
on March 1, 2021. At the time of the filing, the Debtor disclosed
assets of between $1 billion and $10 billion and liabilities of the
same range.
Judge David R. Jones oversees the case.
The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy
counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as
special counsel, Collet & Associates LLC as investment banker, and
Berkeley Research Group, LLC as financial advisor. Ted B. Lyon &
Associates, The Gallagher Law Firm, West & Associates LLP, Butch
Boyd Law Firm and Boyd Smith Law Firm, PLLC serve as special
litigation counsel. Stretto is the claims and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtor's case on March 15, 2021. The
committee is represented by the law firms of Porter Hedges, LLP and
Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. And
Lazard Freres & Co. LLC serve as the committee's financial advisor
and investment banker, respectively.
CARVER BANCORP: Incurs $857K Net Loss in First Quarter
------------------------------------------------------
Carver Bancorp, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $857,000 on $6.37 million of total interest income for the three
months ended June 30, 2022, compared to a net loss of $2.75 million
on $5.33 million of total interest income for the same period in
2021.
As of June 30, 2022, the Company had $690.93 million in total
assets, $640.29 million in total liabilities, and $50.64 million in
total equity.
Management believes Carver Federal's short-term assets have
sufficient liquidity to cover loan demand, potential fluctuations
in deposit accounts and to meet other anticipated cash
requirements, including interest payments on our subordinated debt
securities. Additionally, Carver Federal has other sources of
liquidity including the ability to borrow from the Federal Home
Loan Bank of New York utilizing unpledged mortgage-backed
securities and certain mortgage loans, the sale of
available-for-sale securities and the sale of certain mortgage
loans. Net borrowings increased $10.0 million, or 62.9%, to $25.9
million at June 30, 2022, compared to $15.9 million at March 31,
2022 as the Bank secured a $10 million overnight advance from the
FHLB-NY at quarter-end. At June 30, 2022, based on available
collateral held at the FHLB-NY, Carver Federal had the ability to
borrow from the FHLB-NY an additional $36.2 million on a secured
basis, utilizing mortgage-related loans and securities as
collateral. The Bank has the ability to pledge additional loans as
collateral in order to borrow up to 30% of its total assets.
During the three months ended June 30, 2022, the Bank repaid its
remaining $3 thousand outstanding advance under its PPP liquidity
facility at the Federal Reserve. The Company also had $13.4
million in subordinated debt securities and $2.5 million in low
interest loans outstanding as of June 30, 2022.
According to the Company, the Bank's most liquid assets are cash
and short-term investments. The level of these assets is dependent
on the Bank's operating, investing and financing activities during
any given period. At June 30, 2022 and March 31, 2022, assets
qualifying for short-term liquidity, including cash and cash
equivalents, totaled $43.4 million and $61.0 million,
respectively.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001016178/000101617822000016/carv-20220630.htm
About Carver Bancorp
Headquartered in New York, Carver Bancorp, Inc., is the holding
company for Carver Federal Savings Bank, a federally chartered
savings bank. The Company conducts business as a unitary savings
and loan holding company, and the principal business of the Company
consists of the operation of its wholly-owned subsidiary, Carver
Federal. Carver Federal was founded in 1948 to serve
African-American communities whose residents, businesses and
institutions had limited access to mainstream financial services.
The Bank remains headquartered in Harlem, and predominantly all of
its seven branches and four stand-alone 24/7 ATM centers are
located in low- to moderate-income neighborhoods.
Carver Bancorp reported a net loss of $847,000 for the year ended
March 31, 2022, a net loss of $3.90 million for the year ended
March 31, 2021, a net loss of $5.42 million for the year ended
March 31, 2020, and a net loss of $5.94 million for the year ended
March 31, 2019. As of March 31, 2022, the Company had $735.31
million in total assets, $680.23 million in total liabilities, and
$55.09 million in total equity.
CASH DEVELOPMENT: Wins Interim Cash Collateral Access
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Rome Division, authorized Cash Development, LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 15% variance. The Budget covers the period from August 30 to
September 30, 2022.
The Debtor requires access to cash to pay its labor force and other
operating expenses.
Comerica Bank asserts an interest in the Debtor's cash collateral
and State Bank and Trust Company, and Kubota Credit Corporation,
U.S.A. may assert an interest in the Debtor's cash collateral, Cash
Environmental Services, LLC, an affiliate of the Debtors, holds an
account at Comerica Bank.
As adequate protection, Comerica Bank is authorized to debit the
funds in the account in an amount no less than $61,887 and apply
such funds in accordance with its agreements with Cash
Environmental Services, LLC and the Debtors.
Cash Environmental Services, LLC, holds an account at Comerica
Bank. As adequate protection, Comerica Bank is authorized to debit
the funds in the account in an amount no less than $61,887 and
apply such funds in accordance with its agreements with Cash
Environmental Services, LLC and the Debtors.
As adequate protection, the Lenders will be granted a security
interest in and lien upon all of the Debtor's assets created or
acquired by the Debtor post-petition.
A final hearing on the matter is scheduled for September 28 at
11:30 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3RyotL5 from PacerMonitor.com.
The budget provides for $55,957 in operating revenue and $6,172 in
cost of operations.
About Cash Development, LLC
Cash Development, LLC specializes in hauling, disposal, and
recycling of construction demolition waste with its headquarters
located at 2859 Paces Ferry Road, Suite 1150, Atlanta, GA, 30339.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41007) on August 26,
2022. In the petition filed by Carson Cash King, authorized
representative, the Debtor disclosed up to $50,000 in assets and up
to $500,000 in liabilities.
Judge Barbara Ellis-Monro oversees the case.
Cameron M. McCord, Esq., at Jones & Walden, LLC is the Debtor's
counsel.
CELSIUS NETWORK: Troutman Firm Represents Withhold Account Holders
------------------------------------------------------------------
In the Chapter 11 cases of Celsius Network LLC, et al., the law
firm of Troutman Pepper Hamilton Sanders LLP submitted a verified
statement under Rule 2019 of the Federal Rules of Bankruptcy
Procedure, to disclose that it is representing the Ad Hoc Group of
Withhold Account Holders.
As of Aug. 30, 2022, members of the Ad Hoc Group of Withhold
Account Holders and their disclosable economic interests are:
Larry Fulton
* Withhold Account Balance: $4,331.73
* Earn Account Balance: $59.48
Benny Wong
* Withhold Account Balance: $47,085.73
* Earn Account Balance: $24.42
Shane Coolen
* Withhold Account Balance: $23,316.4
* Earn Account Balance: $19.3
Travis Schilling
* Withhold Account Balance: $74,573.19
* Earn Account Balance: $32.35
Robert Riskin
* Withhold Account Balance: $57,858.20
* Earn Account Balance: $95.48
Ryan Holz
* Withhold Account Balance: $138,188.38
* Earn Account Balance: $18.41
Alvaro Drevon
* Withhold Account Balance: $11,354.90
* Earn Account Balance: $14,370.51
Scott Reina
* Withhold Account Balance: $20,638.79
* Earn Account Balance: $16,709.03
Kaveh Bastani
* Withhold Account Balance: $86,841.39
* Earn Account Balance: $83.53
Manuel Martinez
* Withhold Account Balance: $64,895.00
* Earn Account Balance: $67.80
The addresses and contact information for all members of the Ad Hoc
Group of Withhold Account Holders is provided as c/o Troutman
Pepper Hamilton Sanders LLP, 875 Third Avenue, New York, New York
10022.
On or about August 1, 2022, the initial members of the Ad Hoc Group
of Withhold Account Holders retained the Troutman Firm to represent
it in connection with the above-captioned Chapter 11 Cases.
Additional members may join the Ad Hoc Group of Withhold Account
Holders on an ongoing basis, and the Troutman Firm will file
additional Statements as necessary to comply with Bankruptcy Rule
2019.
Each member of the Ad Hoc Group of Withhold Account Holders has
consented to the Troutman Firm's representation of the group. The
Troutman Firm does not represent any member of the Ad Hoc Group of
Withhold Account Holders in his or her individual capacity or with
respect to any property interests other than in connection with the
Celsius Withhold Accounts.
Counsel to Ad Hoc Group of Withhold Account Holders can be reached
at:
TROUTMAN PEPPER HAMILTON SANDERS LLP
Deborah Kovsky-Apap, Esq.
875 Third Avenue
New York, NY 10022
Tel: (212) 704-6000
E-mail: deborah.kovsky@troutman.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3TN2lhK and https://bit.ly/3TKUdyh
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 petition filed by CEO Alex
Mashinsky, the Debtor estimated assets and liabilities between $1
billion and $10 billion.
Kirkland & Ellis LLP is serving as legal counsel, Centerview
Partners is serving as financial advisor, and Alvarez & Marsal is
serving as restructuring advisor to Celsius.
Stretto, the claims agent, maintain the page
https://cases.stretto.com/celsius
CENTRAL FLORIDA CIVIL: In Chapter 11 After Defaulting on MCA Loans
------------------------------------------------------------------
Central Florida Civil LLC has sought bankruptcy protection in
Florida. The Debtor filed as a small business debtor seeking
relief under Subchapter V of Chapter 11 of the Bankruptcy Code.
The Debtor is the operator of a civil engineering/site prep
business which operates throughout the State of Florida. The
Debtor's main commercial property is located in Marion, FL and
leased by Debtor. The Debtor has equipment and inventory located
at various job locations throughout Florida, including locations in
Central Florida.
During 2022 as a result of supply chain related issues, the
Debtor's revenue began to substantially decline and the costs of
labor, materials and fuel substantially increased. The Debtor
began a series of merchant cash advance loans secured by
receivables and deducted on a daily basis. This severely disrupted
cash flow of the Debtor and caused the Debtor to become delinquent
to the Internal Revenue Service for payroll related taxes in the
amount of approximately $600,000.
As of August of 2022, the Debtor defaulted on numerous MCA and
supplier loans. However, the Debtor felt that the income would
significantly increase in the short term and allow a successful
reorganization for all secured, priority and unsecured debts.
Multiple creditors filed suit in Marion County and New York to
collect on past due obligations owed by the Debtor.
The Chapter 11 was filed to restructure the secured debt of the
Debtor's commercial equipment and inventory. The Debtor was
attempting to cure the arrears on the secured claims, but was
unable to improve the cash flow of the closely held business to the
point that it could no longer avoid filing for Chapter 11.
According to court filings, Central Florida Civil estimates between
1 and 49 creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Oct. 5, 2022 at 2 p.m. in Room The meeting of creditors will be
held telephonically on the following conference line: 866-718-3566
(participant passcode: 2721444#).
About Central Florida Civil
Marion, Florida-based Central Florida Civil, LLC, operates a civil
engineering/site prep business which operates throughout the State
of Florida. The business was started in 2020 by Chad and Cara
Converse and has continuously operated since that time.
Central Florida Civil filed a petition for relief under Subchapter
V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
22-01736) on Aug. 31, 2022. In the petition filed by Chad M.
Converse, as manager, the Debtor reported assets and liabilities
between $1 million and $10 million each.
Robert Altman has been appointed as Subchapter V trustee.
The Debtor Represented by Bryan K. Mickler of Mickler & Mickler
LLP.
CFN ENTERPRISES: Posts $1.5 Million Net Loss in Second Quarter
--------------------------------------------------------------
CFN Enterprises Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q recording a net loss
of $1.47 million on $1.47 million of net revenues for the three
months ended June 30, 2022, compared to a net loss of $267,941 on
$291,126 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 $2.77 million on $2.98 million of net revenues compared to
a net loss of $614,651 on $502,976 of net revenues for the six
months ended June 30, 2021.
As of June 30, 2022, the Company had $6.47 million in total assets,
$9.06 million in total liabilities, and a total stockholders'
deficit of $2.59 million.
"Our plan to continue as a going concern includes raising
additional capital in the form of debt or equity, growing the CNP
Operating business and the business acquired under the Emerging
Growth Agreement and managing and reducing operating and overhead
costs. We cannot provide any assurance that unforeseen
circumstances that could occur at any time within the next twelve
months or thereafter will not increase the need for us to raise
additional capital on an immediate basis," CFN said.
"These matters, among others, raise substantial doubt about our
ability to continue as a going concern," the Company said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1352952/000109690622001899/cnfn-20220630.htm
About CFN
CFN Enterprises Inc. owns and operates CNP Operating, a
cannabidiol, or CBD, manufacturer vertically integrated with a 360
degree approach to the processing of high quality CBD products
designed for growers, pharmaceutical, wellness providers, and
retailers' needs, and a cannabis industry focused sponsored content
and marketing business. The Company's ongoing operations currently
consist primarily of CNP Operating and the CFN Business and it will
continue to pursue strategic transactions and opportunities. The
Company is currently in the process of launching an e-commerce
network focused on the sale of general wellness CBD products.
CFN Enterprises reported a net loss of $12.20 million for the year
ended Dec. 31, 2021, compared to a net loss of $1.42 million for
the year ended Dec. 31, 2020. As of March 31, 2022, the Company
had $6.39 million in total assets, $9.73 million in total
liabilities, and a total stockholders' deficit of $3.34 million.
New York, NY-based RBSM LLP, the Company's auditor since 2012,
issued a "going concern" qualification in its report dated May 13,
2022, citing that the Company has suffered recurring losses from
operations and will require additional capital to continue as a
going concern. This raises substantial doubt about the Company's
ability to continue as a going concern.
CINEMA SQUARE: Court OKs Wilmington Trust Cash Collateral Deal
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Northern Division, approved the stipulation between Cinema Square,
LLC and Wilmington Trust, National Association, as Trustee, for the
benefit of the Holders of COMM 2016-DC2 Mortgage Trust Commercial
Mortgage Pass Through Certificates, Series 2016-DC2, authorizing
the Debtor to use cash collateral.
As previously reported by the Troubled Company Reporter, the
parties agreed the Debtor may continue to use cash collateral
through November 30, 2022. Given the extension of the Cash
Collateral Stipulation, the parties stipulate to continue the
hearing on the Debtor's Motion for Use of Cash Collateral to
November 15 at 11 :30 a.m.
A copy of the order is available at https://bit.ly/3cLTnku from
PacerMonitor.com.
About Cinema Square, LLC
Cinema Square, LLC is the owner of a small shopping center located
at 6917 El Camino Real, Atascadero, CA 93422. There are several
tenants, the primary tenant is a movie theater, the Galaxy
Theater.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-10634) on June 14,
2021. In the petition signed by Jeffrey C. Nelson, president, the
Debtor disclosed up to $50 million in assets and up to $10 million
in liabilities.
Judge Deborah J. Saltzman oversees the case.
William C. Beall, Esq., at Beall & Burkhardt, APC is the Debtor's
counsel.
CLARUS THERAPEUTICS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Clarus Therapeutics Holdings, Inc. (Lead Case) 22-10845
555 Skokie Boulevard, Suite 340
Northbrook, IL 60062
Clarus Therapeutics, Inc. 22-10844
555 Skokie Boulevard, Suite 340
Northbrook, IL 60062
Business Description: Clarus Therapeutics Holdings, Inc. operates
as a pharmaceutical company focused on the
commercialization of JATENZO (testosterone
undecanoate), the first oral testosterone
replacement, or testosterone replacement
therapy, of its kind approved by the U.S.
Food and Drug Administration.
Chapter 11 Petition Date: September 5, 2022
Court: United States Bankruptcy Court
District of Delaware
Debtors'
Chapter 11
Counsel: Michael H. Goldstein, Esq.
Barry Z. Bazian, Esq.
Kizzy L. Jarashow, Esq.
Sari J. Rosenfeld, Esq.
GOODWIN PROCTER LLP
The New York Times Building
620 Eighth Avenue
New York, NY 10018-1405
Tel: (212) 813-8800
Fax: (212) 355-3333
Email: mgoldstein@goodwinlaw.com
bbazian@goodwinlaw.com
kjarashow@goodwinlaw.com
srosenfeld@goodwinlaw.com
Debtors'
Delaware &
Conflicts
Counsel: L. Katherine Good, Esq.
Aaron H. Stulman, Esq.
POTTER ANDERSON & CORROON LLP
1313 North Market Street, 6th Floor
Wilmington, Delaware 19801
Tel: (302) 984-6000
Fax: (302) 658-1192
Email: kgood@potteranderson.com
astulman@potteranderson.com
Debtors'
Investment
Banker: RAYMOND JAMES & ASSOCIATES, INC.
Debtors'
Additional
Personnel
Provider: SIERRACONSTELLATION PARTNERS LLC
Debtors'
Claims &
Noticing
Agent and
Administrative
Advisor: STRETTO, INC.
Total Assets: $48,940,000
Total Debts: $62,003,000
Estimated Assets: $50 million to $100 million
Estimated Liabilities: $50 million to $100 million
The petitions were signed by Lawrence R. Perkins as chief
restructuring officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/FY5JU4A/Clarus_Therapeutics_Holdings_Inc__debke-22-10845__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/HBNFADQ/Clarus_Therapeutics_Inc__debke-22-10844__0001.0.pdf?mcid=tGE4TAMA
List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. inVentiv Commercial Trade $5,547,373
Services, LLC
c/o Syneos Health
500 Atrium Drive
Somerst, NJ 08873
Attn: Phil Moussally
CFO Deployment Solutions
Tel: 732-537-5060
Email: philip.moussally@syneoshealth.com
2. Intouch Group, LLC Trade $1,766,646
c/o EVERSANA Intouch
7045 College Blvd.
Overland Park, KS 66211-1523
Attn: Tony Malik
Tel: 913-317-9700
3. Ascent Health Services, LLC Trade $532,780
Wadsack Schaffhausen AG
Oberstadt 3
Schaffhausen, Switzerland 8200
Attn: Julia Smith
Wadsack Schaffhausen AG
Tel: 052 624 11 02
4. Donnelley Financial Solutions Trade $460,368
35 W. Wacker Drive
37th Floor
Chicago, IL 60601
Attn: Mark Stanner
Account Manager
Tel: 312-320-0888
Email: Mark.Stanner@dfinsolutions.com
5. Relay Health Trade $431,036
450 Lindbergh Drive
Moon Township, PA 15108
Attn: Suzanne Green
Sr. Account Mgr.
Tel: 404-668-6447
Email: Suzanne.green@mckesson.com
6. Zinc Health Services, LLC Trade $353,161
2211 Sanders Road
NBT 10
Northbrook, IL 60062
Attn: Katie McBride
Director Trade Relations
Tel: 401-765-1500
7. Caremark PCS Trade $322,107
2211 Sanders Road
NBT8
Northbrook, IL 6006
Attn: Norm Rivera
Tel: 401-765-1500
8. Source Healthcare Trade $275,018
Analytics LLC
4130 ParkLake Avenue
Suite 400
Raleigh, NC 27612
Attn: Kevin Lyon
Tel: 913-486-1079
Email: lyonkevin@symphonyhealth.com
9. Axtria Inc. Trade $150,534
300 Connell Dr
Berkely Heights, NJ 07922
Attn: Vaneet Sandill
Tel: 847-912-9855
Email: vineet.sandill@axtria.com
10. PSKW, LLC Trade $138,384
The Crossings at Jefferson Park
5th Floor
Whippany, NJ 07981
Attn: William Previdi
Tel: 973-560-1083
Email: wprevidi@connectiverx.com
11. Catalent Pharma Solutions Trade $136,302
14 Schoolhouse Road
Somerset, NJ 08873
Attn: Steve Youngberg
Regional Director Business
Development
Tel: 774-452-0871
Email: Steven.Youngberg@catalent.com
12. AndersonBrecon Inc. Trade $128,587
PCI Pharma Services
1635 New Milford School Road
Rockford, IL 61109
Attn: Katie Reiley
Account Executive
Tel: 815-298-1466
Email: Katie.Reiley@pciservices.com
13. Two Labs Holdings, LLC Trade $91,222
110 Riverbend Avenue
Powell, OH 43065
Attn: Heather Goodman
General Counsel
Tel: 614-389-4004
Email: Heather.Goodman@twolabs.com
14. Assist Rx, Inc. Trade $88,957
501 W. Church Street
Suite 450
Orlando, FL 32805
Attn: Michael Carr
Tel: 402-822-0472
Email: michael.carr@assistrx.com
15. Derse Inc. Trade $65,539
422 Keystone Drive
Warrendale, PA 15086
Attn: Lawrence Behrell
Tel: 262-705-4797
Email: lbehrell@derse.com
16. L&M Healthcare Trade $63,243
Communications LLC
1450 Route 22 West, 2nd Floor
Mountainside, NJ 07092
Attn: Joe Bankovich
Tel: 617-785-6655
Email: Joe.Bankovich@LMHCare.com
17. CoverMyMeds LLC Trade $60,060
910 John Street
Columbus, OH 43222-1105
Attn: Jamie Kraig
Tel: 908-232-1405
18. Cardinal Health 105, Inc. Trade $50,669
501 Mason Road
Cardinal Health 3PL
LaVergne, TN 37086
Attn: Kacy Suits
Client Relationship Manager
Tel: 615-213-0308
Email: kacy.suits@cordlogistics.com
19. Veeva Systems, Inc. Trade $37,650
4280 Hacienda Drive
Pleasanton, CA 94588
Attn: Danielle Henderson
Tel: 925-452-6500
20. Global Patent Group, LLC Professional $35,189
Carretera#3 Km 19.9 Services
East Prof. & Medical Center Bldg
Canovanas, Puerto Rico 00729
Attn: Dennis Bennett, Partner
Tel: 314-374-0030
Email: dennisbennett@globalpatentgroup.com
CLARUS THERAPEUTICS: Seeks Cash Collateral Access
-------------------------------------------------
Claurus Therapeutics Holdings et al. ask the U.S. Bankruptcy Court
for the District of Delaware for authority to use cash collateral
and provide adequate protection.
The Debtor requires the use of cash collateral to finance their
operations and complete a successful Chapter 11 sale process and
value-maximizing transaction.
The entities with an interest in the cash collateral are U.S. Bank
National Association, FFI Fund Ltd., FYI Ltd., Olifant Fund, Ltd.,
Nineteen77 Capital Solutions A LP, Bermudez Mutuari Ltd.,
Bracebridge Capital, LLC, and (vii) UBS O'Connor LLC.
The Debtor is the issuer of 12.5% Senior Secured Notes due 2025
under the Indenture dated as of March 12, 2020, with U.S. Bank
National Association, as trustee and collateral agent. On March 12,
2020, pursuant to the Indenture, Clarus sold and issued $50 million
in Notes to the Noteholders.
On March 17, 2021, Clarus, the Noteholders and the Indenture
Trustee entered into a Forbearance and Transaction Agreement,
pursuant to which the Noteholders agreed to, among other things,
amend the Indenture to permit an interest payment on the Notes in
the amount of $3,125,000 that was due on March 1, 2021, to be
evidenced by Clarus' issuance of PIK Securities. In June 2021 and
July 2021, in order to provide Clarus with additional liquidity
prior to the consummation of the Merger, the Noteholders agreed to
provide additional funding to Clarus in the amounts of
approximately $5 million and $3.6 million, respectively, which was
evidenced by Clarus' issuance of additional Notes.
As of the Petition Date, the aggregate principal amount, plus
accrued interest, owing by Clarus to the Noteholders under the
Indenture is approximately $43,125,000. Pursuant to the Collateral
Agreement dated as of March 12, 2020, the Notes are secured by a
first priority lien on the "Collateral", which is comprised of
substantially all of Clarus' assets, except for the "Excluded
Assets" specifically identified in the Collateral Agreement.
Clarus Holdings is not a guarantor of Clarus' obligations under the
Indenture, and the Debtors have no other secured or unsecured
funded indebtedness.
As of the Petition Date, Clarus is holding cash of $8,921,862,
exclusive of retainers held by Clarus' professionals and deposits
held by certain of Clarus' landlords and vendors. The Secured
Parties assert a security interest over all of the cash and over
all of Clarus' projected postpetition receipts.
In the weeks leading to the Petition Date, the Secured Parties and
the Debtors have negotiated at arm's-length and in good faith
regarding Clarus' use of cash collateral to fund the continued
operation of the Debtors' business during the period from the
Petition Date through the earlier of October 28, 2022 at 5 p.m. and
the Termination Date pursuant to an Approved Budget. The Secured
Parties have also agreed to fund the orderly wind-down of the
Debtors following the closing of a sale transaction pursuant to a
Wind-Down Budget.
As a condition to the Secured Parties consenting to the use of cash
collateral, and subject in all respects to the Carve-Out, the
Debtors have agreed to provide adequate protection to the Secured
Parties in the form of, among other things, periodic cash payments,
adequate protection liens and superpriority claims, to the extent
of the decline in the (x) aggregate value of the Collateral subject
to the Secured Parties' respective Prepetition Liens as of the
Petition Date as compared to (y) the applicable determination date
of the aggregate value of: (i) the Secured Parties' respective
Prepetition Liens on and interests in the Collateral, and (ii) the
Secured Party Adequate Protection Payments, resulting from the (a)
use of the Collateral, (b) use, sale, depreciation, or other
diminution in value of the Collateral, or (c) imposition of the
automatic stay under section 362(a) of the Bankruptcy Code.
A copy of the motion and the Debtor's 10-week is available at
https://bit.ly/3TJkrBs from PacerMonitor.com.
The budget provides for total cash flow, on a weekly basis, as
follows:
$4,069,913 for the week of September 9, 2022;
$507,800 for the week of September 16, 2022;
$142,000 for the week of September 23, 2022;
$68,200 for the week of September 30, 2022;
$2,780,144 for the week of October 7, 2022;
$29,100 for the week of October 14, 2022;
$1,388,550 for the week of October 21, 2022;
$612,000 for the week of October 28, 2022;
$1,917,404 for the week of November 4, 2022; and
$184,400 for the week of November 11, 2022.
About Clarus Therapeutics Holdings, Inc.
Clarus Therapeutics Holdings, Inc. sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10845)
on September 5, 2022. In the petition signed by Lawrence R.
Perkins, chief restructuring officer, the Debtor disclosed up to
$100,000 in both assets and liabilities.
L. Katherine Good, Esq., at Potter Anderson & Corroon LLP is the
Debtor's counsel.
COASTAL LANDFILL: Wins Interim Cash Collateral Access
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Rome Division, authorized Coastal Landfill Disposal of Florida, LLC
to use cash collateral on an interim basis in accordance with the
budget, with a 15% variance.
The Debtor requires access to cash to pay its labor force and its
other operating expenses.
Comerica Bank asserts an interest in the Debtor's cash collateral,
and Secured Lender Solutions, LLC and Community Bank of Pickens
County may assert an interest in the Debtor's cash collateral.
The Budget covers the period from August 30 to September 30, 2022.
The Debtor was unable to provide Comerica Bank with weekly budget
for this time frame because the responsible employee was on
vacation. The Debtor will provide to Comerica Bank with weekly
budgets for the time period August 30 to September 30, 2022, on or
before September 9, 2022.
Cash Environmental Services, LLC, an affiliate of the Debtor, holds
an account at Comerica Bank. As adequate protection, Comerica Bank
is authorized to debit the funds in the account in an amount no
less than $61,887 and apply such funds in accordance with its
agreements with Cash Environmental Services, LLC and the Debtors.
As adequate protection, the Lenders are granted a security interest
in and lien upon all of the Debtor's assets created or acquired by
the Debtor post-petition.
A final hearing on the matter is scheduled for September 28 at
11:30 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3ej99n7 from PacerMonitor.com.
The budget provides for $471,852 in operating revenue and $109,178
in cost of operations.
About Coastal Landfill Disposal of Florida, LLC
Coastal Landfill Disposal of Florida, LLC specializes in hauling,
disposal, and recycling of construction demolition waste with
headquarters located at 2859 Paces Ferry Road, Suite 1150, Atlanta,
GA, 30339.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41009 ) on August 26,
2022. In the petition filed by Carson Cash King, authorized
representative, the Debtor disclosed up to $50,000 in assets and up
to $500,000 in liabilities.
Judge Barbara Ellis-Monro oversees the case.
Cameron M. McCord, Esq. at Jones & Walden, LLC is the Debtor's
counsel.
CODE L STUDIOS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Code L Studios LLC
9900 Spectrum Drive
Austin, TX 78717
Chapter 11 Petition Date: September 6, 2022
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 22-32635
Judge: Hon. Jeffrey P. Norman
Debtor's Counsel: Susan Tran Adams, Esq.
TRAN SINGH, LLP
2502 La Branch St.
Houston, TX 77004
Email: stran@ts-llp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $0 to $50,000
The petition was signed by Lesley Reyes as managing member.
The Debtor filed an empty list of its 20 largest unsecured
creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/JOTDE4I/Code_L_Studios_LLC__txsbke-22-32635__0001.0.pdf?mcid=tGE4TAMA
COLEMAN COMMERCIAL: Taps We Sell Restaurants as Real Estate Broker
------------------------------------------------------------------
Coleman Commercial Properties, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Colorado to employ We Sell
Restaurants as real estate broker.
The Debtor requires a real estate broker to conduct a valuation and
sale of its restaurant, McCarthy's Sport Bar & Grill.
We Sell Restaurants will be paid via commission from the sale.
Ronald Upland, a partner at We Sell Restaurants, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Ronald Upland
We Sell Restaurants
5055 N Ocean Shore Blvd
Palm Coast, FL 32137
Tel: (888) 814-8226
Coleman Commercial Properties
Since May of 2006, Coleman Commercial Properties, Inc. has been
operating as a sports bar and grill in Aurora, Colo. The company
operates as McCarthy Sports Bar & Grill located off Smokey Hill
Road and Chambers Road. It is owned and operated by Edward
Coleman.
Coleman Commercial Properties filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No.
22-10666) on March 1, 2022, listing as much as $1 million in both
assets and liabilities. Mark David Dennis serves as the Subchapter
V trustee.
Judge Michael E. Romero oversees the case.
The Debtor tapped Berken Cloyes PC as legal counsel and Carl J.
Moser as accountant.
CORSICANA MATTRESS: To Close Mississippi Plant as Part of Ch. 11
----------------------------------------------------------------
Home Furnishing Business reports that Corsicana Mattress, which has
been operating under Chapter 11 bankruptcy protection since June
2022, will close its factory in Olive Branch, Miss., in October as
part of its restructuring effort.
It will be the mattress producer's third factory closing this year.
The company said production from the Olive Branch facility will be
shifted to Corsicana factories in Corsicana, Texas, Shelbyville,
Tenn., and Bartow, Fla.
"This realignment is necessary to continue transforming our
manufacturing footprint to become more agile and operationally
effective. We are investing heavily in our Corsicana, Shelbyville
and Bartow facilities and have the capacity and ability to
effectively service our customers in the Southern region," said
Corsicana Mattress CEO Eric Rhea. "We greatly appreciate the
support from the local community and employees as we make this
transition."
He said 52 production employees will lose their jobs once the
closure is complete.
The 370,000-square-foot Olive Branch plant became part of Corsicana
in April 2021 when the company acquired Symbol Mattress.
"Streamlining our business is necessary to continue as the
industry's value-priced bedding leader and part of our plan as we
near our emergence from the Chapter 11 restructuring process," Mr.
Rhea added.
Earlier this 2022, Corsicana shuttered a Symbol factory in
Richmond, Va., and a boxed bedding plant in LaPorte, Ind.
About Corsicana Bedding
Corsicana Bedding, LLC, is a U.S.-based manufacturer of mattresses
and foundations. The Company is headquartered in Texas and operates
manufacturing facilities located in Texas, Arizona, Connecticut,
Florida, North Carolina, Tennessee, Washington, and Wisconsin.
Corsicana Bedding and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Lead Case No. 22-90016) on June 25,
2022.
Corsicana Bedding disclosed total assets of $151 million against
total liabilities of $260 million as of May 30, 2022.
The Hon. Edward L. Morris is the case judge.
The Debtors tapped Haynes and Boone, LLP as bankruptcy counsel; and
Houlihan Lokey, Inc. and CR3 Partners, LLC, as financial advisors.
Donlin Recano & Company, Inc., is the claims agent.
CUENTAS INC: Incurs $3.2 Million Net Loss in Second Quarter
-----------------------------------------------------------
Cuentas, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $3.19 million
on $670,000 of revenue for the three months ended June 30, 2022,
compared to a net loss of $2 million on $155,000 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 $6.81 million on $1.06 million of revenue compared to a net
loss of $3.67 million on $380,000 of revenue for the same period
during the prior year.
As of June 30, 2022, the Company had $7.47 million in total assets,
$3.63 million in total liabilities, and $3.84 million in total
stockholders' equity.
As of June 30, 2022, the Company had total current assets of
$2,026,000, including $1,798,000 of cash, accounts receivables of
$129,000, and other current assets of $99,000 and total current
liabilities of 3,537,000 creating a working capital deficit of
$1,511,000.
Cuentas said, "The decrease in our working capital deficit was
mainly attributable to the decrease in our Cash and Cash
equivalents in the amount of $4,809,000 due to our losses.
"To date, we have principally financed our operations through the
sale of our Common Stock. Nevertheless, management anticipates
that our current cash and cash equivalents position and generating
revenue from the sales of our General-Purpose Reloadable Cards will
provide us limited financial resources for the near future to
continue implementing our business strategy of further developing
our General Purpose Reloadable Card, enhance our digital products
offering and increase our sales and marketing. Therefore,
Management plans to secure additional financing sources, including
but not limited to the sale of our Common Stock in future
financings. This is expected to be used to further support our
operations as described above and to complete the acquisition of
the SDI's assets, including the Black011.com domain and its network
of approximately 31,600 bodegas. There can be no assurance,
however, that the company will be successful in raising additional
capital or that the company will have net income from operations to
fund the business plan of the company for the near future or long
term."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1424657/000121390022048037/f10q0622_cuentasinc.htm
About Cuentas
Headquartered in Miami, Florida, Cuentas, Inc. --
http://www.cuentas.com-- invests in financial technology and
engages in use of certain licensed technology to provide innovative
telecommunications, mobility, and remittance solutions to unserved,
unbanked, and emerging markets. The Company uses proprietary
technology and certain licensed technology to provide innovative
telecommunications and telecommunications mobility and remittance
solutions in emerging markets. The Company also offers wholesale
telecommunications minutes and prepaid telecommunications minutes
to consumers through its Tel3 division.
Cuentas reported a net loss attributable to the company of $10.73
million for the year ended Dec. 31, 2021, a net loss attributable
to the company of $8.10 million for the year ended Dec. 31, 2020, a
net loss attributable to the company of $1.32 million for the year
ended Dec. 31, 2019, and a net loss of $3.56 million for the year
ended Dec. 31, 2018. As of March 31, 2022, the Company had $9.68
million in total assets, $3.31 million in total liabilities, and
$6.36 million in total stockholders' equity.
D&F RESOURCES: Continued Operations to Fund Plan Payments
---------------------------------------------------------
D&F Resources, Ltd., filed with the U.S. Bankruptcy Court for the
Western District of Texas a Disclosure Statement describing Plan of
Reorganization dated September 1, 2022.
Debtor is principally engaged in the business of oil and gas
royalties.
After the filing of the Voluntary Petition, the Debtor have
continued to operate the Debtor's business. The Debtor have
continued to pay all obligations on post-petition debts while under
protection of the Bankruptcy Code and have paid all normal
operating business expenses.
Debtor shall be revested with the property of the estate after the
Plan is confirmed and the revested Debtor shall continue to operate
the business of Debtor. The revested Debtor will not be entitled to
any distributions, other than ordinary salaries and wages to
employees and business expenses, under the Plan until such time as
the allowed claims of the creditors in Classes 1 through 3 have
been paid.
The Debtor anticipates that the business will be operated
profitably, and that it will be able to pay the allowed claims of
the creditors in Classes as scheduled.
The Plan is simple in concept. Basically, it contemplates
distributions from the proceeds from the Debtor's future business.
Class 1 consists of the Secured claim of Lone Star Bank of West
Texas. These secured creditor will be paid pursuant to their
contract. The Debtor intends to engage the services of ENERGY
ADVISORS GROUP to sell its overriding royalty interest. Debtor
believes that it can find a buyer that will pay between $3.2 and
$3.5 million dollar. Until that is accomplished, Debtor will
continue to pay this secured creditor $17,000.00 per month until
the sale occurs at an amount of $3,000,000.00 or more for 6 months
to 1 year.
Class 2 consists of the Secured Claim of Ector County Tax Assessor.
The Class 2 Creditors, to the extent that their claims are allowed,
shall be paid on the oil and gas mineral leases and those payments
will be paid as they occur.
Class 3 consists of Unsecured Creditors. The only Class 3 Creditor
is Shirley Jones, who has filed a Proof of Claim in the amount of
$265,192.89. Her claim is disputed and will not be paid in this
Plan of Reorganization.
The Debtor will not be generating any income other than from the
operation of the business.
It is anticipated that the cash flow from the operation of his
businesses will be sufficient to meet all the fixed and contingent
obligations for the Debtor under the Plan as well as those incurred
in the ordinary course of business.
A full-text copy of the Disclosure Statement Coversheet dated
September 1, 2022, is available at https://bit.ly/3cREPQe from
PacerMonitor.com at no charge.
Attorney for Debtor:
James S. Wilkins, Esq.
James S. Wilkins, P.C.
1100 NW Loop 410, Suite 700
San Antonio, TX 78213
Tel: (210) 271-9212
Email: jwilkins@stic.net
About D&F Resources Ltd.
D&F Resources Ltd. sought Chapter 11 bankruptcy protection (Bankr.
W.D. Texas Case No. 22-50491) on May 6, 2022, listing as much as
$10 million in both assets and liabilities. Dennis R. Cahill,
general partner, signed the petition.
The case is assigned to Judge Michael M Parker.
James S. Wilkins, P.C. is the Debtor's bankruptcy counsel.
DIXON & SONS: Wins Cash Collateral Access Thru Sept 28
------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina, Raleigh Division, authorized Dixon and Sons to use cash
collateral on a final basis in accordance with the budget, with a
10% variance, through September 28, 2022.
The Debtor requires the use of cash collateral for its ordinary and
reasonable operating expenses.
The Debtor owes approximately $117,268 to Meherrin Agricultural &
Chemical Company pursuant to a purported properly perfected first
priority lien encumbering the Debtor's crops, supplies, accounts
receivables and bank account, pursuant to Promissory Note, Security
Agreement and UCC Financing Statement dated on or about January 2,
2020. The proceeds of Meherrin's collateral constitute cash
collateral. Meherrin also holds a third priority lien encumbering
the Debtor's equipment. However, Union Bank purportedly holds a
first and second priority lien encumbering the equipment. The
amount due to Union Bank is believed to be greater than the value
of the equipment.
The Petition Date value of the Debtor's checking account was
$7,101. According to the Debtor, the Petition Date value of the
Debtor's supplies and inventory, which will generate cash
collateral, was approximately $1,250 and the value of the Debtor's
equipment was $67,900. The Debtor has an outstanding account
receivable for grain sold in the amount of $25,500. The Debtor
asserted that the net value of its crops is approximately $50,000.
As adequate protection, Meherrin is granted a post-petition
replacement lien in the Debtor's post-petition property of the same
type which secured the indebtedness of Meherrin pre-petition, with
such liens having the same validity, priority, and enforceability
as Meherrin had against the same type of such collateral as of the
Petition Date.
The security interests and liens granted to Meherrin: (i) will be
in addition to all security interests, liens and rights of set-off
existing in favor of Meherrin on the Petition Date, if any; and
(ii) will secure the payment of the indebtedness owing to Meherrin
in an amount equal to the aggregate cash collateral.
During the Usage Period, the Debtor will make an adequate
protection payment and in compliance with 11 U.S.C. Sec. 363(c)(3),
to Meherrin in the amount of $2,250 on or before September 10,
2022, and for each month thereafter until the Effective Date of the
Plan, unless otherwise agreed by the parties.
These events constitute an "Event of Default":
a. The Debtor fails to comply with any of the terms or
conditions of the Order;
b. The Debtor uses cash collateral other than as agreed in the
Order;
c. Appointment of a trustee or examiner in the proceeding;
d. Cancellation or lapse of the Debtor's applicable insurance
coverage;
e. Cessation of business operations by the Debtor; or
f. Conversion to chapter 7 or dismissal of the case.
The Debtor will pay all applicable insurance premiums, taxes, and
other governmental charges as they become due, and will make all
tax deposits and file all applicable tax returns on a timely
basis.
As further adequate protection, Meherrin is granted an allowed
super-priority administrative expense claim pursuant to Sections
503(b) and 507(a)(2) of the Bankruptcy Code.
A copy of the order is available at https://bit.ly/3BhoCxg from
PacerMonitor.com.
About Dixon and Sons
Dixon and Sons operates a farm in Granville County, North Carolina,
where it cultivates grain/hay, tobacco, soy and produce. The farm
has been a family operation since 1948. The farm seeks to add an
agritourism stream of income to the farm in 2022.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01346-5-DMW) on June
21, 2022. In the petition signed by Jason W. Dixon, partner, the
Debtor disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Judge David M. Warren oversees the case.
Samantha K. Brumbaugh, Esq., at Ivey, McClellan, Siegmund,
Brumbaugh & McDonough, LLP is the Debtor's counsel.
DOCUPLEX INC: Seeks Cash Collateral Access
------------------------------------------
Docuplex, Inc. asks the U.S. Bankruptcy Court for the District of
Kansas for authority to use cash collateral and provide adequate
protection.
The Debtor seeks to use income generated from the collection of
accounts receivables and the sales of inventory, all of which has
been pledged to Equity Bank, among others, in a manner consistent
with the Debtor's budget. The Budget does not reflect postage
expenses, which the Debtor incurs for customers on a pass-through
basis. The Debtor does not realize gains or losses on postage, and
maintains a separate bank account for this income and expense. The
Debtor requests authority to continue its postage practice as part
of the Motion, separate and apart from the Budget.
Equity Bank asserts it has a properly perfected first-priority
security interest in the cash collateral, as well as all other
equipment, furniture, and personal property of the Debtor. The U.S.
Small Business Administration appears to hold a properly perfected
second priority security interest in the Debtor's accounts,
receivables, non-titled machinery and equipment, general
intangibles, goods, and other forms of personal property. According
to the Debtor, the SBA is wholly undersecured and there is no
equity in any of the Collateral to which its security interest may
attach.
Other creditors may assert first priority purchase money security
interests in specific items of equipment, as follows:
1) Heidelberg USA, Inc. (S_Coating GTT C CD102B Large Bail –
claim of $8,848.73);
2) Canon Financial Services, Inc. (certain leased printers –
assets not owned by Debtor);
3) Fujifilm North America Corporation (FLH85Z Plate Processor
S/N 94199-0158 and Chiller S/N 109079002 – claim of $17,099.96);
4) TCF Equipment Finance (ST100 6 Pocket Stitcher and
Fennimore Punch System - claim of $807.21); and
5) Key Equipment Finance (2009 Screen PTR8600S Thermal
Platesetter – claim unknown).
None of these PMSI lienholders have any interest in Cash
Collateral. As of the Petition Date, Equity claims the balance due
to the bank by the Debtor was at least $2,700,000. The Debtor
reserves the right to dispute and contest this claim. The Debtor
has reviewed appraisals ordered by Equity reflecting that its
equipment had a "fair market value in continued use" of $2,388,000
in 2019 and $2,254,500 in 2020. The Debtor believes the current
fair market value of its equipment and rolling stock is not more
than $1,800,000. The Debtor has not verified that Equity holds a
validly perfected lien on all such items of equipment and rolling
stock.
The Debtor's cash collateral is collectively valued at
approximately $242,015 for receivables and $100,000 for inventory.
Regardless of how valued, Equity's claim is undersecured.
The Debtor seeks interim authority to use cash collateral only
until a final hearing can be held. Thereafter, and subject to the
Debtor's right to request additional cash collateral authority for
further periods on proper notice, the Debtor proposes to use Cash
Collateral through February 28, 2023, at 11:59 p.m.
These events constitute an "Event of Default":
1) The entry of an order by the Court granting relief from or
modifying the automatic stay of Section 362 of the Bankruptcy Code
(i) to allow any creditor to execute upon or enforce a lien on or
security interest in any of the Collateral;
2) Dismissal of the case or conversion of the case to Chapter
7 case;
3) The sale after the Petition Date of any portion of any of
the Debtor's assets outside the ordinary course of dealing and
without approval by the Court under 11 U.S.C. section 363;
4) The failure by the Debtor to perform, after notice from
Equity, in any respect, any of the material terms, provisions,
conditions, covenants, or obligations under the Order granting this
Motion or under the requirements of the underlying loan documents
between the Debtor and Equity, to the extent such requirements
materially affect the Collateral and are not otherwise inconsistent
with the terms of the Order or bankruptcy law.
As partial adequate protection, Equity will be granted a valid,
automatically perfected replacement lien against the assets of the
Debtor, for the full amount of the cash collateral which is
utilized pursuant to the Order granting the Motion. The replacement
liens will have the same validity, avoidability and priority as the
security interests and liens existing against the cash collateral
as of the date of the Order on this Motion. The replacement liens
will be declared to be valid and perfected without the need for the
execution, recording or filing of any further document or
instrument or the taking of any further act otherwise required
under non- bankruptcy law.
Equity, for its benefit, will receive, (i) an additional and
replacement continuing valid, binding, enforceable, non-avoidable,
and automatically perfected post-petition security interest in and
lien on any and all presently owned and hereafter acquired personal
property and all other assets of the Debtors and the estate,
together with any proceeds thereof, including, without limitation,
as set forth in the loan documents; (ii) to the extent provided by
Sections 503(b) and 507(b) of the Bankruptcy Code, an allowed
superpriority administrative expense claim in the case and any
Successor Case; and (iii) payments from the proceeds from the
auction or sale of its Collateral at the closing of the sale of any
such transaction, with such payments to be made to Equity according
to its relative priority in the assets as of the Petition Date.
Equity will also receive payments in the amount of $10,000 as
adequate protection, commencing not later than September 30, 2022,
and continuing monthly thereafter until:
a) confirmation of a chapter 11 plan,
b) dismissal of this case,
c) conversion of this case to another chapter, or
d) subsequent Court order.
The Post-Petition Replacement Adequate Protection Lien granted to
Equity will have the same priority as the priority the bank enjoyed
in the Debtor's assets as of the Petition Date, and nothing set
forth herein is intended to grant Equity or any other creditor a
priming lien on or security interest in the Debtor’s assets and
property. Further, except for the Carve Out, the Adequate
Protection Superpriority Claims of Equity will have priority over
all administrative expenses and unsecured claims against the Debtor
and its estate.
The Carve-Out means:
1) Fees payable to the Subchapter V trustee, in an amount not
to exceed $5,000;
2) The allowed professional fees and disbursements for the
Debtor's accountant in this case, in an amount not to exceed
$5,000; and
3) The allowed professional fees and disbursements for the
Debtor's counsel in this case, in an amount not to exceed $40,000;
and
4) Any costs of sale associated with the sale of the
Collateral, including broker commissions, marketing fees, property
taxes, escrow fees, recording costs, and similar expenses, to the
extent authorized by any section 363 order approving of such
sales.
A copy of the motion and the Debtor's budget is available at
https://bit.ly/3cHKsjM from PacerMonitor.com.
The budget provides for total expenses, on a monthly basis, as
follows:
$250,585 for September 2022;
$263,079 for October 2022;
$313,579 for November 2022;
$263,729 for December 2022;
$242,885 for January 2023; and
$244,285 for February 20230
About Docuplex, Inc.
Docuplex, Inc. owns and operates a print and mailing company,
providing all varieties of commercial printing, finishing, and
direct mailing services. It is one of the largest providers of
these services in Wichita, Kansas. Docuplex does not own any real
property, but owns a significant amount of furniture, fixtures,
machinery, equipment, rolling stock, and inventory used in the
operation.
Docuplex sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Kan. Case No. 22-10734) on September 2, 2022. In
the petition signed by Gina Cherry, controller, the Debtor
disclosed up to $10 million in both assets and liabilities.
David Prelle Eron, Esq., at Prelle Eron & Bailey, P.A. is the
Debtor's counsel.
EDUCATIONAL TRAVEL: Wins Cash Collateral Access Thru Jan 2023
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon authorized
Educational Travel Services, Inc. to use cash collateral on a final
basis in accordance with the budget, with a 10% variance, through
January 31, 2023.
The Debtor had approximately $513,153 in bank accounts and
receivables on the Petition Date, along with post-petition
receivables. The cash collateral is the proceeds of the operation
of the Debtor's business.
Columbia State Bank appears to have a security interest/lien upon
the cash collateral as of the Petition Date pursuant to a
Commercial Security Agreement dated January 2011 by and between the
Debtor and Columbia Bank. Columbia Bank appears to have perfected
its security interest in the Cash Collateral by filing a financing
statement with the Oregon Secretary of State, January 5, 2011, as
thereafter continued by filing 8692405-1, 8692405-2 and 8692405-3.
The U.S. Small Business Administration also appears to have a
junior security interest in the cash collateral.
As adequate protection, each creditor with a security interest in
the cash collateral are granted adequate protection in the form of
a replacement lien, dollar for dollar, in post-petition accounts
and accounts receivable to replace their security interest in liens
in collateral to the extent of pre-petition cash collateral
utilized by the Debtors during the pendency of this bankruptcy
proceeding.
The Court's order provides that the automatic Stay of section 362
of the Bankruptcy Code is modified as necessary to permit the
Secured Creditors to perfect the adequate protection lien granted
to them; provided, however, that the Secured Creditors will not be
required to record any document with any filing officer or take any
other action to perfect such lien, such lien being deemed to be
perfected without any such further action.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3Rhxlop from PacerMonitor.com.
About Educational Travel
Gladstone, Ore.-based Educational Travel Services, Inc. sought
Chapter 11 protection (Bankr. D. Ore. Case No. 22-31272) on August
5, 2022. The Debtor disclosed $516,453 in assets and $1,419,136 in
liabilities.
Judge David W. Hercher oversees the case.
Ted A. Troutman, Esq., at Troutman Law Firm P.C. is the Debtor's
counsel.
EL MONTE NATURE: Unsecureds to be Paid in Full With Interest
------------------------------------------------------------
El Monte Nature Preserve, LLC submitted a First Amended Chapter 11
Plan of Reorganization and a corresponding Disclosure Statement.
The Debtor's Plan provides for payment in full, with interest, of
all Allowed Claims, over time from Net Mining Proceeds and/or from
new financing sources. To achieve this, the Plan contemplates (i)
the Debtor's continued efforts to obtain entitlements and
applicable mining and related permits; (ii) the mining and sale of
sand and other extractable aggregates from the Debtor's Property;
(iii) the acceptance for a fee of appropriate fill material to the
Property following sand and aggregate extraction; (iv) remediation
of the Property following the completion of the extraction and fill
aspects of the Project; and (v) the ultimate sale of the Property
once the mining efforts have concluded. The Debtor believes, based
on the proforma discussed below, that the overall time necessary to
fully perform the Plan, complete the mining and sale components and
repayment of all Creditors' claims in full, with interest, will
occur in approximately 84 months from confirmation of the Plan.
However, if HH exercises its option to acquire the Property and
performs its payment obligations under the Option Purchase
Agreement on or before the termination of such option, March 19,
2024, payment of creditors' claim could occur much sooner.
For secured creditors (Classes 2, 3 4A, 4B and 5), interest accrues
and is payable from and after the Effective Date at such creditor's
contract or nondefault rate, as provided by the Plan and such
claims will be retired in full within 24 months of the Effective
Date.
For general unsecured non-royalty creditors (Class 6), interest
accrues from the Effective Date at the rate of 5.00% until paid, as
provided by the Plan and such claims will be retired in full, with
quarterly payments beginning in the fourth quarter of 2024 and
continuing to the fourth quarter of 2029.
For unsecured Royalty creditors (Classes 7A and 7B), interest
accrues at the rate of 5.00% from the date the Debtor is first
obligated to make royalty payments, but has insufficient cash to
make such royalty payment, with quarterly payments beginning in the
first quarter of 2025 and continuing until the fourth quarter of
2029.
Class 6 Unsecured Non-Royalty Claims are impaired. Interest shall
accrue on the principal balance of each Class 6 creditor's Claim
from the Effective Date until such claim is fully paid at the rate
of 5% per annum. Class 6 claims will be paid in full and in cash
from Net Mining Proceeds of the Debtor's mining operations and/or
new financing with quarterly payments of principal and interest,
pro rata, to each holder of a Class 6 claim made on January 3,
April 3, July 3 and October 3 of each year beginning 60 days
following the last to occur of: (i) retirement of the LFTC Claim;
(ii) retirement of any initial Post-petition Financing; (iii)
retirement of the Class 4A and 4B Claims; (iv) retirement of the
Class 5 Claim; and, (v) the Debtor's receipt of the first Net
Mining Proceeds.
Class 7A Royalty Claim of HH is impaired. Class 7A consists of the
contingent unsecured claim for "royalties" asserted by HH pursuant
to a Royalty Agreement dated March 28, 2019. The Class 7A claim is
assumed to be in the sum $6,000,000 and paid if and upon its
becoming fixed and payable pursuant to the HH Royalty Agreement.
Until such time as the class 7A claim is fixed and payable, funds
from Net Mining Proceeds will be reserved on a pro rata basis with
the claims of Class 6 creditors based upon allowance of the Class
7A claim in the sum of $6,000,000 and deposited into the Debtor's
account, segregated from all other accounts and denominated the HH
Royalty Account. The Class 7A claim shall be payable upon such
Class 7A claim becoming Allowed and fixed pursuant to the HH
Royalty Agreement and paid pro rata and on the same time and terms
as the payment of the claims of Class 6, provided however, in all
cases, interest on the class 7A claim at 5% per annum shall not
start to accrue until last to occur of: (i) the expiration of the
Option without exercise; (ii) the Debtor's receipt of Net Mining
proceeds; and: (iii) the nonpayment of royalties pursuant to the HH
Royalty Agreement by the date such royalties would otherwise have
been payable.
Class 7B Royalty Claim of Laksbrosis is impaired. Class 7B consists
of the royalty claim of Laksbrosis, LLC as set forth in the Full
Recourse Promissory Note dated as October 19, 2014, as modified by
the parties, in the sum of $10,000,000 (the "Laksbrosis Note"). The
class 7B claim shall be paid pro rata and on the same time and
terms as the payment of the claims of Class 6, provided however, in
all cases, interest on the class 7B claim at 5% per annum shall not
start to accrue until the last to occur of: (i) the Debtor's
receipt of Net Mining Proceeds; and (ii) the nonpayment of
royalties pursuant to the Laksbrosis Note by the date such
royalties would otherwise have been payable.
The Plan provides for the reorganization of the Debtor through its
efforts to obtain entitlement and applicable permits to (i) mine
and sell sand and other aggregate products to buyers for cash and
(ii) sell rights to deposit fill material upon the Property
following such mining activities. The Debtor believes that these
activities will generate Net Mining Proceeds sufficient to pay 100%
of all Allowed Claims with interest.
Attorneys for El Monte Nature Preserve, Inc.:
Michael D. Breslauer, Esq.
Matthew Arvizu, Esq.
SOLOMON WARD SEIDENWURM & SMITH, LLP
401 B Street, Suite 1200
San Diego, CA 92101
Tel: (619) 231-0303
Fax: (619) 231-4755
E-mail: mbreslauer@swsslaw.com
marvizu@swsslaw.com
A copy of the Disclosure Statement dated August 31, 2022, is
available at https://bit.ly/3Rx0NXy from PacerMonitor.com.
About El Monte Nature Preserve
El Monte Nature Preserve, LLC filed for Chapter 11 protection
(Bankr. S.D. Calif. Case No. 22-00971) on April 12, 2022, listing
as much as $50 million in both assets and liabilities. William B.
Adams, manager, signed the petition.
Judge Christopher B. Latham oversees the case.
Michael D. Breslauer, Esq., at Solomon Ward Seidenwurm & Smith, LLP
and Thorsnes Bartolotta McGuire, LLP serve as the Debtor's
bankruptcy counsel and special counsel, respectively.
ELAINE PALASOTA: Selling College Station Properties for $1.7-Mil.
-----------------------------------------------------------------
Elaine Palasota asks the U.S. Bankruptcy Court for the Western
District of Texas to authorize the sale of the real properties
located at 6988 Raymond Stotzer Parkway, in College Station, Texas
77845, and 7066 Raymond Stotzer Parkway, in Collage Station, Texas,
subject to Grubbs Ourdoor, LC, and/or assigns for $1.7 million,
subject to better and higher bids.
Objections, if any, must be filed within 21 days of the date of
Notice service.
The Debtor partially owns a number of pieces of real property.
Among the property they partially owned are the properties.
The Debtor has received an offer to purchase the Properties. The
offer provides sufficient monies to pay those creditors who have
asserted a lien against the Properties. The offer is subject to
better and higher bids.
The Debtor desires to sell the Properties because she is currently
not operating them and believes their sale is in the best interest
of her creditors. She seeks an Order approving the Sale, and
providing that all liens, claims, and encumbrances asserted against
the Properties attached to the net proceeds and be held pending
further order of the Court.
A copy of the Offer is available for free at
https://tinyurl.com/3cfrw9dw from PacerMonitor.com free of charge.
The Purchaser:
GRUBSS OUTDOOR, LC
1 W Bronze Ln #A
Bryan, TX 77807-9701
Telephone: (830) 377-4175
E-mail: Austin@bossgamesystems.com
Elaine Palasota sought Chapter 11 protection (Bankr. W.D. Tex.
Case
No. 22-60001) on Jan. 1, 2022. The Debtor tapped Eric Liepins,
Esq., as counsel.
ENDO INT'L: Russell, Cullen Represent Utility Companies
-------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the Law Firm of Russell R. Johnson III, PLC and Cullen and Dykman
LLP submitted a verified statement to disclose that they are
representing the utility companies in the Chapter 11 cases of Endo
International, PLC, et al.
The names and addresses of the Utilities represented by the Firm
are:
a. Consolidated Edison Company of New York, Inc.
Attn: Christina J. Deleveaux, Esq.
Con Edison Law Department
Attn: Bankruptcy, 18th Floor
4 Irving Place
New York, New York 10003
b. Constellation NewEnergy — Gas Division, LLC
Attn: Mark J. Packel
Assistant General Counsel
c. Orange and Rockland Utilities, Inc.
Attn: Jennifer Woehrle
390 W. Route 59
Spring Valley, New York 10977
d. PECO Energy Company
Attn: Lynn R. Zack, Esq.
Assistant General Counsel
Exelon Corporation
2301 Market Street, S23-1
Philadelphia, PA 19103
e. DTE Energy Company
Attn: Leland Prince, Esq.
DTE Energy
One Energy Plaza
Detroit, MI 48226
The nature and the amount of claims (interests) of the Utilities,
and the times of acquisition thereof are as follows:
(a) The following Utilities have unsecured claims against the
above-referenced Debtors arising from prepetition utility usage:
Consolidated Edison Company of New York, Inc., Constellation
NewEnergy — Gas Division, LLC, Orange and Rockland Utilities,
Inc., PECO Energy Company and DTE Energy Company
(b) PECO Energy Company holds a surety bond that it will make
a claim upon for the payment of some prepetition debt.
(c) For more information regarding the claims and interests of
the Utilities in these jointly-administered cases, refer to the
Objection of Certain Utility Companies To the Motion of the Debtors
For Entry of Inlerim and Final Orders (I) Prohibiting Utilities
From Altering, Refusing, or Discontinuing Service; (II) Deeming
Utilities Adequately Assured of Future Performance, and (III)
Establishing Procedures For Determining Requests For Additional
Adequate Assurance (Docket No. 147) filed in the above-captioned,
jointly-administered, bankruptcy cases.
The Law Firm of Russell R. Johnson III, PLC was retained to
represent the foregoing Utilities in August 2022. The circumstances
and terms and conditions of employment of the Firm by the Companies
is protected by the attorney-client privilege and attorney work
product doctrine.
Co-Counsel for Constellation NewEnergy — Gas Division, LLC,
Consolidated Edison Company of New York Inc., PECO Energy Company,
Orange and Rockland Utilities, Inc. and DTE Energy Company can be
reached at:
Thomas R. Slome, Esq.
Michael Kwiatkowski, Esq.
CULLEN AND DYKMAN LLP
100 Quentin Roosevelt
Boulevard Garden City, NY 11530
Tel: (516) 296-9165
Fax: (516) 357-3792
E-mail: ts1omc@CullenandDykman.com
mkwiatkowskiJCu1lenandDykman.com
- and –
Russell R. Johnson III, Esq.
John M. Craig, Esq.
LAW FIRM OF RUSSELL R. JOHNSON III, PLC
2258 Wheatlands Drive
Manakin-Sabot, VA 23103
Tel: (804) 749-8861
Fax: (804) 749-8862
E-mail: nissellM,russelljohnsonlawfirm.com
johnfi,russel1johnsonlawfirm.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3RGzI3U
About Endo International
Endo International plc (NASDAQ: ENDP) is a specialty pharmaceutical
company committed to helping everyone it serves live their best
life through the delivery of quality, life-enhancing therapies.
Its decades of proven success come from passionate team members
around the globe collaborating to bring the best treatments
forward. Together, the Company boldly transforms insights into
treatments benefiting those who need them, when they need them. On
the Web: http://www.endo.com/
On Aug. 16, 2022, Endo International plc and certain of its
subsidiaries initiated voluntary prearranged Chapter 11 proceedings
(Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are
pending before the Honorable James L. Garrity, Jr.
The Company has put up a Web site dedicated to its restructuring:
http://www.endotomorrow.com/
Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, PJT Partners LP is serving as investment banker, and
Alvarez & Marsal is serving as financial advisor to Endo. Kroll is
the claims agent.
ENDO INT'L: U.S. Trustee Appoints Opioid Claimants' Committee
-------------------------------------------------------------
The U.S. Trustee for Region 2 appointed an official committee to
represent opioid claimants in the Chapter 11 cases of Endo
International plc and its affiliates.
The committee members are:
1. Blue Cross and Blue Shield Association
1310 G Street NW
Washington, DC 20005
Attention: Brendan Stuhan, Assistant General Counsel
Email: brendan.stuhan@bcbsa.com
Telephone: (202) 942-1069
2. Erie County Medical Center Corporation
462 Grider Street
Buffalo, NY 14215
Attention: Joseph Giglia, Esq., General Counsel
Email: jgiglia@ecmc.edu
Telephone: (716) 898-3149
3. Michael Masiowski, M.D.
c/o Paul S. Rothstein, P.A.
626 NE 1st Street, Gainesville, FL 32601
Attention: Paul S. Rothstein, Esq.
Email: psr@rothsteinforjustice.com
Telephone: 352-376-7650
4. Alan MacDonald
5. Sean Higginbotham
6. Robert Asbury, as Guardian ad litem for NAS Infants
7. Sabrina Barry
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Endo International
Endo International plc (NASDAQ: ENDP) is a specialty pharmaceutical
company committed to helping everyone we serve live their best life
through the delivery of quality, life-enhancing therapies. Its
decades of proven success come from passionate team members around
the globe collaborating to bring the best treatments forward.
Together, we boldly transform insights into treatments benefiting
those who need them, when they need them. On the Web:
http://www.endo.com/
On August 16, 2022, Endo International plc and certain of its
subsidiaries initiated voluntary prearranged Chapter 11 proceedings
(Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are
pending before the Honorable James L. Garrity, Jr. The Company has
put up a Web site dedicated to its restructuring:
http://www.endotomorrow.com/
Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, PJT Partners LP is serving as investment banker, and
Alvarez & Marsal is serving as financial advisor to Endo. Kroll is
the claims agent.
ENDO INT'L: U.S. Trustee Appoints Unsecured Creditors' Committee
----------------------------------------------------------------
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Endo
International plc and its affiliates.
The committee members are:
1. AmerisourceBergen Drug Corporation
1 West First Avenue
Conshohocken, PA 19428-1800
Attention: Jose M. Sabalbaro, Esq., Senior Counsel
Email: jsabalbaro@amerisourcebergen.com
Telephone: (610) 727-7000
2. Bayer AG
Kaiser-Wilhelm – Allee 1
51373 Leverkusen, Germany
Attention: John D. Fred, Head
Law Pharma Global Commercial
Email: john.fred@bayer.com
Telephone: +49 214 301
3. U.S. Bank Trust Company, National Association,
Indenture Trustee for the 5.375% Senior Notes due 2023
Indenture Trustee for the 6.00% Senior Notes due 2028
100 Wall Street, Suite 600
New York, NY 10005
Attention: Justin L. Shearer, Vice President
Email: justin.shearer@usbank.com
Telephone: (212) 951-8529
4. UMB Bank, National Association
Indenture Trustee for the 6.00% Senior Notes due 2023
Indenture Trustee for the 6.00% Senior Notes due 2025
120 Sixth Street South, Suite 1400
Minneapolis, MN 55402
Attention: Julie J. Becker, Senior Vice President
Email: Julie.becker@umb.com
Telephone: (612) 337-7013
5. CQS Directional Opportunities Master Fund Limited
Holder of 6.00% Senior Notes due 2028
One Strand, 4th Floor
London WC2N 5HR, United Kingdom
Attention: William Moreno
Email: William.moreno@cqsus.com
Telephone: +44 207 201 6900
6. AFSCME District Council 47 Health & Welfare Fund
1606 Walnut Street, 5th Floor
Philadelphia, PA 19103
Attention: Robert McAllister, Plan Administrator
Email: bmcallister@dc47.org
Telephone: (215)893-3771
7. Catherine Brewster
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Endo International
Endo International plc (NASDAQ: ENDP) is a specialty pharmaceutical
company committed to helping everyone we serve live their best life
through the delivery of quality, life-enhancing therapies. Its
decades of proven success come from passionate team members around
the globe collaborating to bring the best treatments forward.
Together, we boldly transform insights into treatments benefiting
those who need them, when they need them. On the Web:
http://www.endo.com/
On August 16, 2022, Endo International plc and certain of its
subsidiaries initiated voluntary prearranged Chapter 11 proceedings
(Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are
pending before the Honorable James L. Garrity, Jr. The Company has
put up a Web site dedicated to its restructuring:
http://www.endotomorrow.com/
Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, PJT Partners LP is serving as investment banker, and
Alvarez & Marsal is serving as financial advisor to Endo. Kroll is
the claims agent.
ENDO INTERNATIONAL: Pillsbury Update on Multi-State Committee
-------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Pillsbury Winthrop Shaw Pittman LLP submitted an
amended verified statement to disclose an updated list of
Multi-State Endo Executive Committee in the Chapter 11 cases of
Endo International PLC, et al. that it is representing.
The following state that has indicated its support for the
settlement between the Endo EC, the Debtors' first lien secured
lenders, and the Debtors:
Alaska
Alaska Department of Law - Civil Division
1031 W. 4th Avenue, Suite 200
Anchorage, AK 99501-1994
Attn: Cori M. Mills
* Unsecured; Unliquidated Claim; Police Power Actions
Pillsbury reserves the right to amend and/or supplement the
Statement in accordance with Bankruptcy Rule 2019.
Counsel to the Multi-State Endo Executive Committee can be reached
at:
PILLSBURY WINTHROP SHAW PITTMAN LLP
Andrew M. Troop, Esq.
Hugh M. McDonald, Esq.
Andrew V. Alfano, Esq.
31 West 52nd Street
New York, NY 10019
Tel: (212) 858-1000
E-mail: andrew.troop@pillsburylaw.com
hugh.mcdonald@pillsburylaw.com
andrew.alfano@pillsburylaw.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3RBJeFF
About Endo International
Endo International plc (NASDAQ: ENDP) is a specialty pharmaceutical
company committed to helping everyone it serves live their best
life through the delivery of quality, life-enhancing therapies.
Its decades of proven success come from passionate team members
around the globe collaborating to bring the best treatments
forward. Together, the Company boldly transforms insights into
treatments benefiting those who need them, when they need them. On
the Web: http://www.endo.com/
On Aug. 16, 2022, Endo International plc and certain of its
subsidiaries initiated voluntary prearranged Chapter 11 proceedings
(Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are
pending before the Honorable James L. Garrity, Jr.
The Company has put up a Web site dedicated to its restructuring:
http://www.endotomorrow.com/
Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, PJT Partners LP is serving as investment banker, and
Alvarez & Marsal is serving as financial advisor to Endo. Kroll is
the claims agent.
FLORES & FRUIT: Case Summary & Three Unsecured Creditors
--------------------------------------------------------
Debtor: Flores & Pruitt Corner, LLC
2601 S. Flores
San Antonio, TX 78204
Business Description: The Debtor is a Single Asset Real Estate (as
defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: September 6, 2022
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 22-51002
Debtor's Counsel: Paul Steven Hacker, Esq.
HACKER LAW FIRM
3355 Cherry Ridge, Suite 214
San Antonio, TX 78230
Tel: (210) 595-2039
Fax: (210) 595-2037
Email: steve@hackerlawfirm.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by L. Scott Jones as managing partner.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/WPR4DHA/Flores__Pruitt_Corner_LLC__txwbke-22-51002__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Three Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Private Lending Network, LLC Mortgage $750,000
9050 N. Capital Texas
Highway, Bldg, 3, Ste. 130
Austin, TX 78759
2. HLL Jones, LLC Unsecured $167,014
341 Kendalia Avenue
San Antonio, TX 78214
3. Reunion S. Presa LLC Unsecured $32,432
2601 S. Flores Street
San Antonio, TX 78204
GARY MICHAEL BURK: BTZ Investments Buying Sabinal Asset for $159K
-----------------------------------------------------------------
Gary Michael Burk asks the U.S. Bankruptcy Court of the Western
District of Texas to authorize the sale of the real property and
improvements described as 128 N. Center Street, in Sabinal, Texas
78881, to BTZ Investments, LLC, and/or Assigns for the cash sales
price in the amount of $159,000, pursuant to their Commercial
Contract - Improved Property.
Objections, if any, must be filed within 21 days from the date of
service.
The real property is subject to mortgage lien to Steven C. Gardner
in the approximate amount of $51,000 pursuant to a Deed of Trust
dated July 2, 201. However, upon further review, the Debtor has
never owned the real property. The real property was purchased on
April 16, 2021 by CAZ, Inc., an entity that he has no ownership of
and was the subject to a tax forfeiture by the State on Jan. 26,
2018. However, he has been involved with the purchase of the real
property since the beginning and is expecting to have it
transferred to his name this week.
The Uvalde Appraisal District values the real property in the
amount of $157,978 for 2022.
The Debtor believes that the proposed sale of the real property to
the Buyer and/or Assigns for the cash sales price in the amount of
$159,000 represents a fair price for the real property. He has
been using its best efforts to sell the real property, which will
generate cash he needs going forward with its efforts to pay its
creditors through a Subchapter V Chapter 11 Plan. The sale is
scheduled to close by Sept. 30, 2022.
The Debtor is requesting that the sale of the real property free
and clear of all liens, claims and, encumbrances. The existing
liens of creditors (ad valorem taxes (estimated to be slightly less
than $4,000 for 2021/2022)), Steve Gardner (if found to be a valid
lien), etc. will automatically attach to the sale proceeds based
upon their existing pre-petition lien priority.
A copy of the Contract is available for free at
https://tinyurl.com/y5kyp74d from PacerMonitor.com free of charge.
Gary Michael Burk sought Chapter 11 protection (Bankr. W.D. Tex.
Case No. 22-50647) on June 10, 2022. The Debtor tapped William
Davis, Esq., as counsel.
GAUCHO GROUP: Incurs $5.3 Million Net Loss in Second Quarter
------------------------------------------------------------
Gaucho Group Holdings, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $5.29 million on $405,335 of sales for the three months ended
June 30, 2022, compared to a net loss of $1.32 million on $340,360
of sales for the three months ended June 30, 2021.
For the six months ended June 30, 2022, the Company reported a net
loss of $7.56 million on $830,932 of sales compared to a net loss
of $2.46 million on $615,399 of sales for the six months ended June
30, 2021.
As of June 30, 2022, the Company had $25.01 million in total
assets, $10.25 million in total liabilities and $14.75 million in
total stockholders' equity.
As of June 30, 2022, the Company had cash and a working capital
deficit of approximately $255,000 and $4.5 million, respectively.
Gaucho Group said, "Since inception, our operations have primarily
been funded through proceeds received in equity and debt
financings. We believe we have access to capital resources and
continue to evaluate additional financing opportunities. There is
no assurance that we will be able to obtain funds on commercially
acceptable terms, if at all. There is also no assurance that the
amount of funds we might raise will enable us to complete our
development initiatives or attain profitable operations.
"We have not achieved a sufficient level of revenues to support our
business and development activities and have suffered substantial
recurring losses from operations since our inception. Further, as
of June 30, and through the issuance date of these financial
statements, the Company has been unable to sell additional shares
under the Common Stock Purchase Agreement, since the Company is
unable to sell shares under the Common Stock Purchase Agreement at
any time when the Company's common stock is trading below $1.00 on
the Nasdaq. These conditions raise substantial doubt that we will
be able to continue operations as a going concern."
A full-text copy of the For 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1559998/000149315222022821/form10-q.htm
About Gaucho Group
Headquartered in New York, NY, Gaucho Group Holdings, Inc. --
http://www.algodongroup.com-- was incorporated on April 5, 1999.
Effective Oct. 1, 2018, the Company changed its name from Algodon
Wines & Luxury Development, Inc. to Algodon Group, Inc., and
effective March 11, 2019, the Company changed its name from Algodon
Group, Inc. to Gaucho Group Holdings, Inc. Through its
wholly-owned subsidiaries, GGH invests in, develops and operates
real estate projects in Argentina. GGH operates a hotel, golf and
tennis resort, vineyard and producing winery in addition to
developing residential lots located near the resort. In 2016, GGH
formed a new subsidiary and in 2018, established an e-commerce
platform for the manufacture and sale of high-end fashion and
accessories. The activities in Argentina are conducted through its
operating entities: InvestProperty Group, LLC, Algodon Global
Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties
II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its
wines in Europe through its United Kingdom entity, Algodon Europe,
LTD.
Gaucho Group reported a net loss of $2.39 million for the year
ended Dec. 31, 2021, a net loss of $5.78 million for the year ended
Dec. 31, 2020, and a net loss of $6.96 million for the year ended
Dec. 31, 2019. As of March 31, 2022, the Company had $25.16
million in total assets, $10 million in total liabilities, and
$15.16 million in total stockholders' equity.
GISSING NORTH AMERICA: $30MM DIP Loan from Huntington et al. OK'd
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan,
Southern Division, authorized Gissing North America LLC and its
debtor-affiliates to use cash collateral and obtain secured
postpetition financing on a final basis.
As previously reported by the Troubled Company Reporter, a
consortium of lenders has committed to provide postpetition
financing, consisting of a revolving loan and the sum of advances
on the DIP loan plus advances outstanding on the prepetition
revolver that will not exceed $30 million, in the aggregate.
Prior to entry of a Final Order, the DIP Lenders agreed to provide
up to $8.8 million of interim financing.
The salient terms of the DIP Credit Facility include:
a. Maturity Date and Events of Default: The earlier of (i)
October 31, 2022 and (ii) the occurrence of a Termination Event,
which includes: (i) any of the Cases are either dismissed or
converted to a case under chapter 7 of the Bankruptcy Code or if
venue of any of the Cases is transferred to another district; (ii)
a trustee or an examiner with expanded powers is appointed in any
of the Cases; (iii) any plan(s) of reorganization of the Debtors is
filed entered an order confirming, a plan of reorganization, which
plan is not in form and substance acceptable to the DIP Lenders or
the Prepetition Lenders; (xii) the milestones related to the
proposed sale of the Debtors' assets will not have been met within
the period specified therefor, as the same may be extended in the
sole discretion of the Lenders; or (xiii) the termination of the
Term of the Accommodation Agreement.
b. As adequate protection to the prepetition lenders, the
Debtors will continue to pay accrued interest on the prepetition
loans monthly, as well as continued monthly principal payments on
the prepetition term loans. The prepetition lenders will also
receive replacement liens on all assets of the Debtors (e.g., newly
generated accounts and newly acquired inventory), which will be
junior to the liens securing the DIP loan and a section 507(b)
priority claim. As adequate protection to Tesla, Inc., Tesla will
also receive replacement liens and a section 507(b) priority claim
which will be junior to the prepetition lenders' replacement liens
and 507(b) claim. Tesla has agreed to this form of adequate
protection.
c. A $300,000 commitment fee (1% of commitment amount) deemed
fully earned and nonrefundable on receipt.
The Huntington National Bank, a national banking association and a
lender under the DIP Credit Facility, and together with any other
entities that are a lender, advised the Court the lenders are
willing to advance monies to the Debtors, and the Prepetition
Lenders are willing to consent to the use of cash collateral, only
upon the terms and conditions contained in the Interim Order and
the Final Order.
General Motors LLC and Tesla, Inc. have agreed to purchase
subordinated participations in the DIP Credit Facility in
accordance with the terms of the Subordinated Participation
Agreements.
The Debtors, Huntington in its capacity as agent and collateral
agent, the Prepetition Lenders, and General Motors, Toyota Motor
Engineering & Manufacturing North America, Inc., and BMW SLP S.A.
de C.V. are parties to the Accommodation Agreement dated July 18,
2022 as modified by Tesla's Joinder to Accommodation Agreement and
Access Agreement dated as of July 29, 2022, by and among, the
Prepetition Borrowers, Agent, the Prepetition Lenders, GM, Toyota,
BMW, and Tesla and related Access and Security Agreement dated July
18, 2022 pursuant to which the parties outlined the terms of the
financial accommodations to be provided by certain customers of the
Debtors. It is a condition precedent to the DIP Financing Documents
that the Accommodation Agreement and Access Agreement be approved
by the Court as requested in the Motion on a final basis and
constitute DIP Financing Documents under the Final Order.
The Debtor requires the use of cash collateral and postpetition
financing to maintain liquidity sufficient to continue operating
the Debtors' businesses during the period prior to the asset sales,
which are to be completed by October 31, 2022.
The Debtors and non-debtors, Conform Automotive, LLC, a Michigan
limited liability company, and DTI Molded Products, Inc., a
Michigan corporation, are borrowers under a Fifth Amended and
Restated Credit Agreement dated June 18, 2019.
The Credit Agreement is secured by a first priority lien on
substantially all of the Debtors' assets as more particularly
described in the Credit Agreement and the related loan documents
under the Credit Agreement, the Debtors had access to revolving
credit and term loan facilities evidenced by these notes: (a)
Eighth Amended and Restated Revolving Note, (b) Second Amended and
Restated Equipment Term Loan Note, (c) Second Amended and Restated
Real Estate Term Loan Note, (d) Second Amended and Restated CapEx
Note, and (e) Amended and Restated Second Amendment CapEx Note, in
each case, dated October 29, 2021.
As of the Petition Date, the outstanding unpaid balance under the
Revolving Facility was at least $13.6 million, which includes an
Over-Formula Advance Amount funded by GM and Tesla in the amount of
$9.7 million. Also pursuant to the Prepetition Credit Agreement,
the Prepetition Lenders provided the Prepetition Borrowers with an
equipment term loan on October 29, 2021 in the amount of $5.3
million. As of the Petition Date, the outstanding unpaid balance
under the Equipment Term Facility was at least $4.3 million.
Also pursuant to the Prepetition Credit Agreement, the Prepetition
Lenders provided the Prepetition Borrowers with a real estate term
loan on October 29, 2021 in the amount of $6.4 million. As of the
Petition Date, the outstanding balance under the Real Estate Term
Facility was at least $5.9 million.
Also pursuant to the Prepetition Credit Agreement, the Prepetition
Lenders extended a capital expenditure loan on October 29, 2021 in
the amount of $515,349. As of the Petition Date, the outstanding
balance under the CapEx Loan was at least $439,562.
The Prepetition Lenders also provided the Prepetition Borrowers
with a second capital expenditure loan on October 29, 2021 in the
amount of $784,954. As of the Petition Date, the outstanding
balance under the Second CapEx Loan was at least $686,835.
The Debtors defaulted under the Loan Documents, which led to a
Forbearance Agreement dated November 30, 2021.
The Debtors also obtained loans from Tesla prior to the Petition
Date, $5.7 million of which loans are secured by liens on
substantially all assets of Debtors, as set forth in that certain
Second Lien Security Agreement dated as of July 29, 2022, and (ii)
the Tesla Liens are subordinated to the Prepetition Liens granted
to the Prepetition Agent and to the DIP Liens under the terms of a
Subordination Agreement dated as of July 29, 2022.
A copy of the order is available at https://bit.ly/3QftPKa from
PacerMonitor.com.
About Gissing North America
Gissing North America LLC, f/k/a Conform Gissing International,
LLC, and its affiliates are innovative and technology-driven
suppliers of acoustic systems and weight reduction solutions for
the automotive industry. They provide customers products that
minimize noise, vibration, and harshness throughout a vehicle and
reduce vehicle weight by using proprietary technology.
On Aug. 8, 2022, Gissing North America LLC and its affiliates
sought Chapter 11 protection (Bankr. E.D. Mich. Lead Case No.
22-46160).
Gissing North America reported assets of $50 million to $100
million and liabilities of $50 million to $100 million as of the
bankruptcy filing.
Judge Lisa S. Gretchko oversees the case.
The Debtors tapped Wolfson Bolton PLLC as bankruptcy counsel.
Riveron Management Services' Steven R. Wybo is serving as CRO of
the Debtors. Investment banking firm Livingstone Partners LLC was
retained to advise on a potential sale.
GOVERNORS GUN: Wins Cash Collateral on Final Basis
--------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Gainesville Division, authorized Governors Gun Club Kennesaw, LLC
to use cash collateral on a final basis in accordance with the
budget, with a 10% variance.
The Debtor requires the use of cash collateral to fund critical
operations.
The Debtor asserts that it is allegedly a borrower on certain loans
with South State Bank, LLC, which assert security interests in
certain of the Debtor's personal property.
To provide adequate protection for the Debtor's use of the cash
collateral, the Lender, to the extent it holds a valid lien,
security interest, or right of setoff as of the Petition Date under
applicable law, is granted a valid and properly-perfected lien on
all property acquired by the Debtor after the Petition Date that is
the same or similar nature, kind, or character as the Lender's
pre-petition collateral, except that no such replacement lien will
attach to the proceeds of any avoidance actions under Chapter 5 of
the Bankruptcy Code. The Adequate Protection Lien will be deemed
automatically valid and perfected upon entry of the Order.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3cJt7qV from PacerMonitor.com.
The budget provides for total expenses, on a weekly basis, as
follows:
$188,679 for the week beginning August 31, 2022;
$133,363 for the week beginning September 7, 2022;
$176,300 for the week beginning September 14, 2022;
$63,261 for the week beginning September 21, 2022;
$187,561 for the week beginning September 28, 2022;
$133,247 for the week beginning October 5, 2022;
$276,281 for the week beginning October 12, 2022;
$90,796 for the week beginning October 19, 2022;
$179,696 for the week beginning October 26, 2022;
$135,624 for the week beginning November 2, 2022;
$164,088 for the week beginning November 9, 2022;
$100,765 for the week beginning November 16, 2022; and
$193,042 for the week beginning November 23, 2022.
About Governors Gun Club Kennesaw, LLC
Governors Gun Club Kennesaw, LLC r is a membership based business
that offers its members a luxury experience for indoor shooting
facilities, including an indoor shooting range, professional
firearms training, concerts, and a situational training simulator.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-20787) on August 17,
2022. In the petition filed by William
E Brown, president, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge James R. Sacca oversees the case.
William Rountree, Esq., at Rountree, Leitman, Klein & Geer, LLC is
the Debtor's counsel.
GREEN ENERGY: Wins Cash Collateral Thru Sept 30
-----------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Rome Division, authorized Green Energy Transport LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 15% variance. The Budget covers the period from August 30 to
September 30, 2022.
The Debtor requires access to cash to pay its labor force and other
operating expenses.
Comerica Bank may assert a lien upon and security interest in the
Debtor's assets as more particularly described in the UCC Financing
Statement number 038-2021-038477, filed on December 28, 2021 in the
records of the Coweta County Clerk of Superior Court.
Cash Environmental Services, LLC, an affiliate of the Debtor, holds
an account at Comerica Bank. As adequate protection, Comerica Bank
is authorized to debit the funds in the account in an amount no
less than $61,887 and apply such funds in accordance with its
agreements with Cash Environmental Services, LLC and the Debtors.
As adequate protection, the Lenders will be granted a security
interest in and lien upon all of the Debtor's assets created or
acquired by the Debtor post-petition.
A final hearing on the matter is scheduled for September 28 at
11:30 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3KQlvQ2 from PacerMonitor.com.
The budget provides for $330,674 in operating revenue and $267,312
in cost of operations.
About Green Energy Transport LLC
Green Energy Transport LLC specializes in hauling, disposal, and
recycling of construction demolition waste with its headquarters
located at 2859 Paces Ferry Road, Suite 1150, Atlanta, GA, 30339.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41010) on August 26,
2022. In the petition filed by Carson Cash King, authorized
representative, the Debtor disclosed up to $50,000 in assets and up
to $500,000 in liabilities.
Judge Barbara Ellis-Monro oversees the case.
Cameron M. McCord, Esq., at Jones & Walden, LLC is the Debtor's
counsel.
GT REAL ESTATE: Gets Approval to Hire Real Estate Broker, Appraiser
-------------------------------------------------------------------
GT Real Estate Holdings, LLC received approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Clarus
Properties, Inc. as real estate broker, and Colliers International
Valuation & Appraisal Services, LLC as appraiser.
The Debtor requires a real estate broker to market its real
properties for sale, and an appraiser to conduct a valuation of its
properties, including 240 acres of land and improvements located at
280 Mt. Gallant Road, Rock Hill, S.C.; and the Waterford Golf Club
located at 1900 Clubhouse Road, Rock Hill, S.C.
Clarus will get a commission of 3.5 percent of the gross purchase
price of the Mt. Gallant property and a separate commission of 3.5
percent of the gross purchase price upon a sale of the Debtor's
equity interests in the Waterford Golf Club.
Meanwhile, Colliers International Valuation will receive a flat fee
of $18,000 for the appraisal of the Mt. Gallant property and a flat
fee of $15,000 for the Waterford Golf Club. The firm will charge
$350 per hour for additional services, which include litigation
support and court preparation, and $450 per hour for expert
testimony and depositions.
As disclosed in court filings, the firms are "disinterested" within
the meaning of Section 101(14) of the Bankruptcy Code.
Clarus can be reached at:
Bryan T. Johnson
Clarus Properties, Inc.
dba Colliers International
300 W. Summit Avenue, Suite 200
Charlotte, NC 28203.
Tel: (704) 780-0353
Email: bryan.t.johnson@colliers.com
About GT Real Estate Holdings
GT Real Estate Holdings, LLC 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, S.C. 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, listing $100 million to $500 million in both assets and
liabilities. Jonathan Hickman, chief restructuring officer, signed
the petition.
Judge Karen B. Owens oversees the case.
The Debtor tapped White & Case, LLP as bankruptcy counsel; Farnan,
LLP as Delaware counsel; and Alvarez & Marsal North America, LLC as
financial advisor. Jonathan Hickman, managing Director at Alvarez &
Marsal, serves as the Debtor's chief restructuring officer. Kroll
Restructuring Administration, LLC is the claims agent and
administrative advisor.
GULFSLOPE ENERGY: Incurs $273K Net Loss in Third Quarter
--------------------------------------------------------
Gulfslope Energy, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $272,640 on $0 of revenues for the three months ended June 30,
2022, compared to a net loss of $364,313 on $0 of revenues for the
three months ended June 30, 2021.
For the nine months ended June 30, 2022, the Company reported a net
loss of $4.63 million on $0 of revenues compared to a net loss of
$1.72 million on $0 of revenues for the same period in 2021.
As of June 30, 2022, the Company had $9.46 million in total assets,
$13.92 million in total liabilities, and a total stockholders'
deficit of $4.45 million.
The Company has incurred accumulated losses for the period from
inception to June 30, 2022, of approximately $64.8 million, and has
a negative working capital of $13.5 million. For the nine months
ended June 30, 2021, the Company has generated losses and net cash
used in operations of approximately $1.2 million. As of June 30,
2022, there was $0.245 million of cash on hand. The Company
estimates that it will need to raise a minimum of $10 million to
meet its obligations and planned expenditures through August 2023.
The $10 million is comprised primarily of capital project
expenditures as well as general and administrative expenses. It
does not include any amounts due under outstanding debt obligations
and accrued interest, which amounted to approximately $12.4 million
as of June 30, 2022. The Company plans to finance operations and
planned expenditures through the issuance of equity securities,
debt financings, farm-out agreements, mergers or other
transactions.
GulfSlope said, "Our policy has been to periodically raise funds
through the sale of equity on a limited basis, to avoid undue
dilution while at the early stages of execution of our business
plan. Short term needs have been historically funded through loans
from executive management. There are no assurances that financing
will be available with acceptable terms, if at all. If the Company
is not successful in obtaining financing, operations would need to
be curtailed or ceased."
For the nine months ended June 30, 2022 and 2021, the Company used
approximately $1.2 million of net cash in operating activities.
For the nine months ended June 30, 2022, approximately $0.03
million of cash was used in investing activities compared with
approximately $0.2 million of cash provided by investing activities
for the nine months ended June 30, 2021. For the nine months ended
June 30, 2022, the Company used nil in financing activities
compared with approximately $0.3 million of cash used in financing
activities in payment of notes payable for the nine months ended
June 30, 2021.
GulfSlope added, "The Company will need to raise additional funds
to cover planned expenditures, as well as any additional,
unexpected expenditures that we may encounter. Future equity
financings may be dilutive to our stockholders. Alternative forms
of future financings may include preferences or rights superior to
our common stock. Debt financings may involve a pledge of assets
and will rank senior to our common stock. We have historically
financed our operations through private equity and debt financings.
We do not have any credit or equity facilities available with
financial institutions, stockholders or third-party investors, and
will continue to rely on best efforts financings. The failure to
raise sufficient capital could cause us to cease operations, or the
Company would need to sell assets or consider alternative plans up
to and including restructuring."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1341726/000138713122008788/gspe-10q_063022.htm
About Gulfslope
Headquartered in Houston, Texas, Gulfslope Energy, Inc. --
http://www.gulfslope.com-- is an independent crude oil and
natural
gas exploration and production company whose interests are
concentrated in the United States Gulf of Mexico federal waters.
GulfSlope Energy commenced commercial operations in March 2013.
Gulfslope reported a net loss of $2.23 million for the year ended
Sept. 30, 2021, compared to a net loss of $2.42 million for the
year ended Sept. 30, 2020. As of Sept. 30, 2021, the Company had
$13.70 million in total assets, $13.64 million in total
liabilities, and $59,834 in total stockholders' equity.
Houston, Texas-based Pannell Kerr Forster of Texas, P.C., the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated Dec. 29, 2021, citing that the
Company has accumulated losses, and further losses are anticipated
in developing the Company's business, which raise substantial doubt
about its ability to continue as a going concern.
HIE HOLDINGS: U.S. Trustee Appoints Creditors' Committee
--------------------------------------------------------
Tiffany Carroll, Acting U.S. Trustee for Region 15, appointed an
official committee to represent unsecured creditors in the Chapter
11 cases of HIE Holdings, Inc. and its affiliates.
The committee members are:
1. Melekahiwa Watamull LLC
Representative: Jaldeu Watamull
Email: kacey@wpchawaii.com
2. Koksan Pet Packaging Ltd.
Representative: Michael Basel
Email: Michael.basel@koksan usa.com
3. CH Robinson Worldwide, Inc.
Representative: Bill Glad
Email: bill.glad@chrobinson.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About HIE Holdings Inc.
HIE Holdings Inc. is the parent entity of Royal Hawaiian Water Co.,
Ltd., and Hawaiian Isles Kona Coffee Company, Ltd. HIE Holdings
is, in turn, owned by Michael Boulware, Julie Boulware and the
Glenn Boulware Trust.
Royal Hawaiian, doing business as Hawaiian Isles Water Company,
operates a water bottling facility in Halawa, Oahu, while Hawaiian
Isles Kona Coffee, doing business as Hawaii Coffee Roasters,
roasts, packages and distributes coffee.
Royal Hawaiian sought for Chapter 11 bankruptcy protection (Bankr.
D. Hawaii Case No. 22-00524) on July 30, 2022; HIE Holdings (Bankr.
D. Hawaii Case No. 22-00534) on Aug. 3, 2022; and Hawaiian Isles
Kona Coffee (Case No. 22-00546) on Aug. 5, 2022. The cases are
jointly administered under Case No. 22-00534.
At the time of the filing, each of the Debtors reported assets
between $1 million and $10 million and liabilities between $1
million and $10 million.
Judge Robert J. Faris oversees the cases.
Chuck C. Choi, Esq., at Choi & Ito is the Debtors' legal counsel.
HIGHWAY TO HEAVEN: Linda's Buying Oro Grande Property for $475K
---------------------------------------------------------------
Highway to Heaven Route 66 Motor Cycle Memorial, LLC, seeks
approval from the U.S. Bankruptcy Court for the Central District of
California to sell free and clear of liens, of the real property
located at 20848 National Trails Highway, Oro Grande, County of San
Bernardino, California, to Linda's Angeles Home LLC for $475,000.
A hearing on the Motion is set for Sept. 27, 2022, at 2:00 p.m.
Each interested party opposing or responding to the motion must
file and serve the response on the moving party and the United
States Trustee not later than 14 days before the hearing date.
The Oro Grande property is currently inactive and does not present
a viable source of income for the Debtor. It was listed for sale
with Jacky Winter, Compass Realty, in late April 2022, for
$575,000. There was little interest in response. Two potential
buyers recently emerged, one offering $300,000 and the other
offering $475,000. An agreement has now been reached with the
latter, the Buyer, for a sale price of $475,000, to close in 30
days.
There is one lien on the property, totaling approximately $250,000.
A first deed of trust, with a lien amount of approximately
$250,000, is held by Robert Craig Chalkin Living Trust, represented
by Balboa LLC, at 2629 Townsgate, Suite 100, Westlake Village,
California 91361.
The sale costs will total $23,750 (5% of $475,000). The sale is
expected to generate net proceeds, after payment of liens,
imsecured fees, costs and taxes, of approximately $192,750,
including payments to all unsecured creditors' claims,
approximately $8,800. The net proceeds will be held in escrow
until further order of the Court.
The property has been listed and marketed since April 2022. The
purchase price of $475,000 reflects the highest offer, and is
sufficient to satisfy all secured creditors' claims, with
sufficient surplus to pay the (relatively modest) unsecured claims
as well, in full.
The property is substantially all of the Debtor's assets. After
the sale and payment of claims, this proceeding can soon be
concluded, with the claims of all secured and unsecured creditors
having been satisfied.
A copy of the Purchase Agreement is available for free at
https://tinyurl.com/2bus633a from PacerMonitor.com free of charge.
About Highway to Heaven Route 66
Highway to Heaven Route 66 Motor Cycle Memorial, LLC filed a
Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 22-10002)
on Jan. 2, 2022, disclosing as much as $1 million in both assets
and liabilities. Judge Mark D. Houle oversees the case. The
Debtor is represented by E. Jay Gotfredson, Esq., at Gotfredson &
Associates, APC.
HJ DYNAMIC: Seeks $600,000 DIP Loan from AAVIN Fund
---------------------------------------------------
HJ Dynamic Holdings, LLC, TS Dynamic Holdings, LLC, Dynamic
Restaurant Acquisition, Inc. d/b/a Happy Joe's Pizza,, and TS
Dynamic Acquisition, Inc. ask the U.S. Bankruptcy Court for the
District of Delaware for authority to use cash collateral and
obtain postpetition financing.
The Debtors' need to obtain credit pursuant to the DIP Facility is
immediate and critical in order to continue to operate their
businesses and administer and reserve the value of their estates.
The Debtors seek to obtain postpetition financing on a
superpriority basis through a multiple draw non-revolving secured
term loan in an amount not to exceed $100,000 upon entry of the
Interim Order and $600,000 in the aggregate upon entry of the Final
Order pursuant to the terms and conditions of the Term Sheet for
Proposed Secured Superpriority Debtor in Possession Loan Facility
by and among the Debtors, as borrowers, and AAVIN Mezzanine Fund,
LP and AAVIN Equity Partners II, LLP as lenders.
All principal, together with all accrued and unpaid interest, is
due on the earliest of (i) six months after the Petition Date,
assuming the Final Order has been entered as provided therein; (ii)
the date that an Event of Default occurs and has not been cured (if
any cure period is provided); or (iii) the effective date of a plan
of reorganization or liquidation in the Chapter 11 Cases.
The Debtors' prepetition capital structure primarily consists of:
i. secured loans from Fortress;
ii. secured loans from AAVIN; and
iii. unsecured obligations.
Each of the Debtors and non-debtors Dynamic Restaurant Holdings,
LLC, Dynamic Restaurant Franchising, Inc., and Happy Joe’s
Franchising, Inc. as borrowers, and Fortress, as lender, entered
into a Credit Agreement, dated as of October 24, 2017, pursuant to
which Fortress made a term loan to the Fortress Borrowers in the
principal amount of $1,500,000 and a revolving credit loan in the
amount of $500,000. The term loan was evidenced by a Term Loan
Note, dated October 24, 2017. The revolving loan was evidenced by a
Revolving Credit Note, dated October 24, 2017.
The parties subsequently entered into several amendments to the
Fortress Credit Agreement through which, among other things,
additional amounts were loaned to the Fortress Borrowers and
certain other terms were modified, including the addition of
non-debtor PF Restaurant Franchising, Inc. -- a non-debtor entity
owned by DRH that otherwise has no business activity -- as a
Fortress Borrower.
To perfect its security interests, Fortress filed UCC-1 financing
statements against the Fortress Borrowers with the Delaware
Division of Corporations and, with respect to HJF, the Iowa
Secretary of State. As of the Petition Date, no amounts are due to
Fortress under the Fortress Loan Documents and the Fortress
Borrowers do not expect to borrow under the Fortress Credit
Agreement during the Chapter 11 Cases.
The Debtors and non-debtors DRH, DRF and HJF, as borrowers, and
AAVIN as lender, are parties to a Senior Subordinated Loan and
Investment Agreement, also dated as of October 24, 2017, pursuant
to which AAVIN Mezz made a loan to the AAVIN Borrowers in the
principal amount of $1,848,600 and AAVIN Equity made a loan in the
principal amount of $751,400. The loans were evidenced by Senior
Subordinated Notes, each dated October 24, 2017. The parties
subsequently entered into several amendments to the AAVIN Loan and
Investment Agreement, with the most recent amendment dated August
23, 2022, through which, inter alia, additional amounts were loaned
to the AAVIN Borrowers and certain other terms were modified,
including the addition of non-debtor PFRF as an AAVIN Borrower.
To perfect their security interests, AAVIN filed UCC-1 financing
statements against the AAVIN Borrowers with the Delaware Division
of Corporations and, with respect to HJF, the Iowa Secretary of
State. As of the Petition Date, the balance due to AAVIN Mezz is
approximately $3,743,290. The balance due AAVIN Equity is
approximately $1,521,535.
AAVIN, as subordinated lenders, and Fortress, as senior lender, are
parties to a Subordination Agreement pursuant to which the AAVIN
Borrowers' obligations to AAVIN are subordinated to the obligations
owed to Fortress Bank, with certain limited exceptions. The
Subordination Agreement also expressly provides that the security
interests of AAVIN are subordinate to the security interests of
Fortress.
As adequate protection, the Prepetition Secured Lenders will
receive continuing valid, binding, enforceable, unavoidable and
fully perfected post-petition replacement liens on and security
interests in, subject to the Carve-Out and the DIP Liens, the DIP
Collateral in their respective priority as exists under the
Prepetition Credit Documents and superpriority administrative
expense claims under sections 503 and 507 of the Bankruptcy Code
against the Debtors' estates to the extent that the Adequate
Protection Replacement Liens do not adequately protect against the
diminution in value of the Prepetition Collateral.
The Prepetition Secured Lenders will also receive payments in cash
promptly, but in no event later than 10 days following receipt by
the Debtors of any invoice therefor, of, on a cumulative basis, (i)
a maximum of $5,000 per month in reasonable fees, costs and
expenses of legal counsel to Fortress, and (ii) the reasonable
fees, costs, and expenses of DIP Lenders, including without
limitation, legal and other professionals' (including Reinhart
Boerner Van Deuren s.c and Ashby & Geddes, P.A.) fees and expenses
up to a maximum of $40,000 per month, whether incurred before or
after the Petition Date, as required under the AAVIN Prepetition
Credit Documents.
The Adequate Protection Liens will be deemed automatically
perfected as of the Petition Date without further action.
The Prepetition Liens, the DIP Lender Superpriority Claim, the DIP
Liens, the Adequate Protection Liens and the Adequate Protection
Superpriority Claims, in each case, are subject to a carve-out for
only the following expenses incurred in accordance with, and to the
extent included in, the Budget: (i) all fees required to be paid to
the Clerk of the Court and to the U.S. Trustee under section
1930(a) of title 28 of the United States Code plus interest at the
statutory rate; (ii) all reasonable fees and expenses incurred by a
trustee under section 1183 of the Bankruptcy Code; (iii) solely
upon conversion of these Bankruptcy Cases to Bankruptcy Cases under
chapter 7, all reasonable fees and expenses up to $10,000.00
incurred by a trustee under section 726(b) of the Bankruptcy Code;
(iv) to the extent included in the Budget and allowed at any time,
whether by interim order, procedural order, or otherwise, the
payment of all unpaid fees, costs, disbursements and expenses
incurred or earned by persons or firms retained by the Debtors
pursuant to sections 327, 328, or 363 of the Bankruptcy Code at any
time before or on the first business day following delivery by DIP
Lenders of a Carve Out Notice, whether allowed by the Court prior
to, on or after delivery of a Carve Out Notice; and (v) Allowed
Professional Fees of Professional Persons in an aggregate amount
not to exceed $15,000 incurred after the first business day
following delivery by DIP Lenders of the Carve Out Notice to the
Carve Out Notice Parties.
These events constitute an "Event of Default:"
a. Failure to make payments when due hereunder or under the
Interim DIP Order or Final Order.
b. Failure of the Bankruptcy Court to enter the Final Order
approving the DIP Facility within 35 days of the Petition Date.
c. The filing of a plan which does not provide for paying the
Loans, interest and all other indebtedness, liabilities and
obligations under the DIP Facility in full on or before the
effective date of any plan of reorganization or liquidation.
d. The closing of any sale of any Debtors' assets (other than
inventory in the ordinary course of business) without the prior
consent of DIP Lenders.
e. Dismissal of the Chapter 11 Cases with respect to any
Borrower or conversion of any of such case to a Chapter 7 case.
f. Appointment of a Chapter 11 trustee or examiner or other
person with expanded powers.
g. The granting of relief from the automatic stay to any third
party to permit foreclosure on material assets of the Debtors.
h. Reversal, vacation or stay of the effectiveness of any of
the Interim DIP Order or the Final Order.
i. Any order entered transferring venue of any of the Chapter
11 Cases.
j. Cessation of the DIP Liens or DIP Lender Super-Priority
Claim granted with respect to the DIP Facility to be valid,
perfected and enforceable in all respects with the priority status
required therein.
k. Failure by the Debtors to perform or comply in any material
respect with any term, condition, covenant or obligation, on their
part to be performed or complied with where any such failure to
perform or comply is not remedied within five business days
following written notice of the default.
l. Except as set forth in the DIP Documents, the entry of any
order of the Bankruptcy Court granting a superpriority claim or
lien parri passu with or senior to that granted to DIP Lenders.
A copy of the motion is available at https://bit.ly/3L1thXr from
PacerMonitor.com.
About HJ Dynamic Holdings, LLC
HJ Dynamic Holdings, LLC, TS Dynamic Holdings, LLC, Dynamic
Restaurant Acquisition, Inc. d/b/a Happy Joe's Pizza,, and TS
Dynamic Acquisition, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10837) on
September 2, 2022. In the petition signed by Thomas A. Sacco,
president and CEO, the Debtor disclosed up to $1 million in assets
and up to $10 million in liabilities.
Mark Minuti, Esq., at Saul Ewing Arnstein & Lehr, LLP is the
Debtor's counsel.
HOUSTON AMERICAN: Posts $4K Net Income in Second Quarter
--------------------------------------------------------
Houston American Energy Corp. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting net
income of $4,365 on $462,989 of oil and gas revenue for the three
months ended June 30, 2022, compared to a net loss of $45,344 on
$303,999 of oil and gas revenue for the three months ended June 30,
2021.
For the six months ended June 30, 2022, the Company reported a net
loss of $161,195 on $886,809 of oil and gas revenue compared to a
net loss of $313,820 on $632,487 of oil and gas revenue for the six
months ended June 30, 2021.
As of June 30, 2022, the Company had $10.63 million in total
assets, $369,461 in total liabilities, and $10.26 million in total
shareholders' equity.
Houston American said, "The Company believes that it has the
ability to fund, from cash on hand, its operating costs and
anticipated drilling operations for at least the next twelve months
following the issuance of these financial statements.
"The actual timing and number of wells drilled during 2022 will be
principally controlled by the operators of the Company's acreage,
based on a number of factors, including but not limited to
availability of financing, performance of existing wells on the
subject acreage, energy prices and industry condition and outlook,
costs of drilling and completion services and equipment and other
factors beyond the Company's control or that of its operators.
"In the event that the Company pursues additional acreage
acquisitions or expands its drilling plans, the Company may be
required to secure additional funding beyond our resources on hand.
While the Company may, among other efforts, seek additional funding
from "at-the-market" sales of common stock, and private sales of
equity and debt securities, it presently does not have any
commitments to provide additional funding, has less than 1 million
shares of common stock available to support capital raising efforts
and there can be no assurance that the Company can secure the
necessary capital to fund its share of drilling, acquisition or
other costs on acceptable terms or at all. If, for any reason, the
Company is unable to fund its share of drilling and completion
costs, it would forego participation in one or more of such wells.
In such event, the Company may be subject to penalties or to the
possible loss of some of its rights and interests in prospects with
respect to which it fails to satisfy funding obligations and it may
be required to curtail operations and forego opportunities."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1156041/000149315222022925/form10-q.htm
About Houston American Energy
Based in Houston, Texas, Houston American Energy Corp. is a
publicly-traded independent energy company with interests in oil
and natural gas wells, minerals and prospects. The company's
business strategy includes a property mix of producing and
non-producing assets with a focus on the Permian Basin in Texas,
Louisiana and Columbia.
Houston American reported a net loss of $1.02 million for the year
ended Dec. 31, 2021, and a net loss of $4.04 million for the year
ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $10.73
million in total assets, $421,910 in total liabilities, and $10.31
million in total shareholders' equity.
HOVNANIAN ENTERPRISES: Posts $82.6M Net Income in Third Quarter
---------------------------------------------------------------
Hovnanian Enterprises, Inc. reported net income of $82.61 million
on $767.59 million of total revenues for the three months ended
July 31, 2022, compared to net income of $47.70 million on $690.68
million of total revenues for the three months ended July 31,
2021.
For the nine months ended July 31, 2022, the Company reported net
income of $169.86 million on $2.03 billion of total revenues
compared to net income of $555.34 million on $1.96 billion of total
revenues for the nine months ended July 31, 2021.
As of July 31, 2022, the Company had $2.53 billion in total assets,
$2.19 billion in total liabilities, and $338.74 million in total
equity.
COMMENTS FROM MANAGEMENT:
"We are pleased that our third quarter adjusted pretax income
exceeded our guidance, that Standard and Poor's recognized our
improved balance sheet and financial performance by upgrading our
credit rating and that we are raising our full 2022 year guidance,"
stated Ara K. Hovnanian, Chairman of the Board, president and chief
executive officer. "Beginning in May of 2022 home demand slowed
and continued to slow further through the summer months. We
believe this striking shift in homebuyers' sentiment is due to the
sharp rise in mortgage rates since January, year-over-year home
price increases, record high inflation levels and fears of an
economic recession. In response, to assist our homebuyers in
lowering their monthly payments, we began offering concessions and
incentives, including buying down mortgage interest rates; however,
there has been little downward movement in base home prices for us
or our competitors."
"We are encouraged that website visits and leads have improved in
recent weeks and remain above pre-Covid homebuying surge levels.
This clearly demonstrates potential homebuyers continue to have
strong interest in purchasing a new home. However, we believe
consumers have temporarily paused finalizing their home buying
decisions until uncertainty surrounding current economic and market
conditions dissipates. While it is difficult to predict how long
these factors will cause some homebuyers to delay their purchase
decision, we remain confident that rising rents, combined with low
supply of homes for sale will ultimately drive increased demand for
new homes," concluded Mr. Hovnanian.
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/0000357294/000143774922021633/ex_418207.htm
About Hovnanian Enterprises
Hovnanian Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian
and headquartered in Matawan, New Jersey, designs, constructs,
markets, and sells single-family detached homes, attached townhomes
and condominiums, urban infill, and active lifestyle homes in
planned residential developments. The Company is a homebuilder
with operations in Arizona, California, Delaware, Florida, Georgia,
Illinois, Maryland, New Jersey, Ohio, Pennsylvania, South Carolina,
Texas, Virginia, Washington, D.C. and West Virginia. The Company's
homes are marketed and sold under the trade names K. Hovnanian
Homes, Brighton Homes.
* * *
This concludes the Troubled Company Reporter's coverage of
Hovnanian Enterprises until facts and circumstances, if any, emerge
that demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
IDE REAL ESTATE: Refloor Offers $1.1M for Farmington Hills Property
-------------------------------------------------------------------
IDE Real Estate Group, LLC, asks the U.S. Bankruptcy Court for the
Eastern District of Michigan to authorize it to sell the real
property commonly known as 24333 Indoplex Circle, in Farmington
Hills, Michigan 48335, to Refloor, LLC, for $1,145,584, subject to
higher and better offers.
On Aug. 17, 2022, the Court entered the Order Confirming the Second
Amended Combined Plan of Liquidation, and Granting Final Approval
of Disclosure Statement, of IDE Real Estate Group, LLC. Pursuant
to the Confirmation Order, the Liquidating Debtor is required to
file a motion seeking authority of the Court to sell the Real
Property. The Confirmation Order also granted final approval of
the Disclosure Statement and confirmed the plan of liquidation of
IDE Real Estate Group, LLC.
The Liquidating Debtor possesses a fee simple interest in the Real
Property. The Real Property is property of the Estate.
On April 19, 2022, the Debtor was authorized by the Court to employ
Mr. Paul Van Devender and CBRE, Inc. as real estate broker to sell
the Real Property for a 4% commission of the gross sale price, if
Broker is the only agents involved in the sale or 5% commission of
the gross sale price if a cooperating broker is involved, either of
which is payable from the sale of the Real Property.
The Liquidating Debtor has determined that the best way to maximize
the value of its assets is to sell the Real Property through the
Sale pursuant to section 363 of the Bankruptcy Code. To this end,
it has executed the Purchase Agreement with the Buyer to provide
for the sale of the Real Property for $1,145,584.
The following is a summary of the principal terms of the Purchase
Agreement:
a. Under section 2 of the Purchase Agreement, the purchase
price for the purchase, sale, assignment, and conveyance of the
Real Property is $1,145,584.
b. The Purchase Agreement provides that the Buyer will
purchase the Real Property together with all building and other
improvements, fixtures, and appurtenances thereon, and all of the
Seller's interest in all oil, gas and mineral rights, easements,
licenses, rights-of-way and interests appurtenant to and which
benefit such real estate.
c. The closing will occur on the later of: (i) 14 days from
the expiration of the inspection period, (ii) seven days from the
date any and all tenants of the Property have vacated and
surrendered the Real Property, (iii) seven days from the entry of
an order approving this Motion by the Court that unconditionally
authorizes and directs the Seller to sell the Property to the
Purchaser pursuant to the Purchase Agreement and the expiration of
any applicable appeal period; (iv) or on such earlier date at the
Purchaser's election, but in no event prior to the entry of the
sale order.
d. The Buyer will be entitled to receive an expense
reimbursement not to exceed $25,000 for the actual third-party
costs and expenses incurred by the Buyer in entering into the
Purchase Agreement and performing its due diligence with respect to
the Real Property and a break-up fee in the amount of $10,000.
The Sale of the Real Property is to maximize the value to the
Bankruptcy Estate, relieve the estate of substantial obligations
relating to such assets, ensure compliance with the Confirmation
Order, and avoid the further deterioration in the value of the Real
Property.
The Liquidating Debtor is not aware of any other encumbrances
against the Real Property other than those of the Genesee County
Treasurer, City of Flint, Elms Capital Finance Co., LLC, and Elms
Mobile Associates, LLC. He submits that the Sale of the Real
Property should be free and clear of any and all liens, claims,
encumbrances, and interests.
Any party interested in submitting a competing bid on terms at
least as favorable as those stated in the Purchase Agreement must
provide the Liquidating Debtor with (i) a signed purchase agreement
on terms at least as favorable as those contained in the Purchase
Agreement, but with an opening bid of at least $1.2 million; (ii) a
deposit of at least $100,000, paid in good and sufficient funds;
(iii) must be irrevocable until five days following the closing;
(iv) may not entitle the bidder to any break-up fee, termination
fee, expense reimbursement or similar type of payment or
reimbursement and, by submitting the bid, the bidder waives the
right to pursue a substantial contribution claim related in any way
to the submission of its bid or participation in any auction; (v)
may not contain representations and warranties, covenants, or
termination rights materially more onerous in the aggregate to the
Liquidating Debtor than those set forth in the Purchase Agreement,
and (vi) may not be conditioned on obtaining financing, internal
approvals, or due diligence time or cost requirements; and (vi)
mmust be accompanied with sufficient evidence to inform the
Liquidating Debtor of the disclosure of the identity of the bidder,
demonstrate appropriate corporate authorization to consummate the
proposed transaction, and include written evidence sufficient to
cause the Liquidating Debtor to conclude that the bidder has the
necessary financial ability to close the transaction.
Any competing bids must be submitted to the Liquidating Debtor by
5:00 p.m. on the fifth business day following Court approval.
In the event that any competing bids are received, the Liquidating
Debtor will conduct a public auction via telephone or virtual
meeting. The auction, if any, will be scheduled in the sole
discretion of the Liquidating Debtor. The Liquidating Debtor will
have sole authority and discretion to (i) determine who qualifies
as a bidder based on, inter alia, an ability to close and
compliance with the order approving the Motion; and (ii) determine
the successful bidder at the auction.
If an auction occurs, (i) bidding will occur in increments of
$25,000, or such other amount as determined by the Liquidating
Debtor in its sound business judgment; (ii) the successful bidder's
deposit will be non-refundable, applied toward the purchase price,
and retained as liquidated damages in the event of default; and
(iii) if Refloor is not the successful bidder, his deposit will be
returned.
If no other bidders come forward, then no auction will occur and
Debtor will close the sale, as contemplated in the Purchase
Agreement, with Refloor or its successor or assignee.
The bid protections, in the amount of an expense reimbursement of
actual expenses incurred for due diligence regarding the Real
Property are not to exceed $25,000 plus a $10,000 break-up fee, is
reasonable and appropriate in light of the size and nature of the
transaction contemplated in the Purchase Agreement, the efforts
that have been expended by the Buyer in connection therewith, and
the opportunities forgone by the Buyer as a result of entering into
the Purchase Agreement and consenting to this process, and
therefore should be approved.
The Liquidating Debtor requests the Court to waive the stay imposed
under Bankruptcy Rules 6004(h).
It seeks authority to compensate the Broker at closing in the
amount of $57,792 from the gross proceeds realized from the sale of
the Real Property.
A copy of the Purchase Agreement is available for free at
https://tinyurl.com/yc84978c from PacerMonitor.com free of charge.
About IDE Real Estate Group
IDE Real Estate Group LLC is a Single Asset Real Estate (as
defined
in 11 U.S.C. Section 101(51B)).
IDE Real Estate Group LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case
No.
22-42349) on March 26, 2022. The Debtor stated it has no
creditors
holding unsecured claims. At the time of filing, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities.
Judge Thomas J Tucker presides over the case.
Elliot G. Crowder, Esq. at STEVENSON & BULLOCK, P.L.C., is the
Debtor's counsel.
INLAND BOAT: Open Waters Buying Nautique Paragon Boat for $245K
---------------------------------------------------------------
Inland Boat Club, LLC, asks approval from the U.S. Bankruptcy Court
for the District of Utah to sell its 2021 Nautique 23 Paragon boat,
VIN No. xxxx15E021, with trailer, VIN No. xxxx004910, to Open
Waters, LLC, for $245,000, free and clear of all liens, with such
liens to attach to the proceeds of the sale.
The Debtor operates a "boat sharing" business under which it
purchases premium surfwake boats and provides boat sharing to
parties who enter into contracts with the Debtor under which Club
Members pay and initial membership fee and thereafter monthly fees
for the right to use one of the Debtor's boats, typically for a
total of 14 days per year on various waterways in Utah. The Debtor
owns, registers, stores, schedules, delivers, services, insures,
maintains, and repairs the boats and the Club Members reserve and
use the boats.
The Debtor needs to maintain a relatively new fleet of boats on
hand for Club Members to reserve and use. To ensure that the boats
available for use by Club Members are acceptable, one-third of the
boats are typically sold each year and new boats are purchased.
The boats are well maintained and retain substantial resale value.
The Nautique Paragon is one of the higher-end of the Nautique boats
that the Debtor owns. It has approximately 433 hours on its engine
and on the boat. The Purchaser has offered to purchase the
Nautique Paragon for $245,000. This is slightly higher than the
"blue book" value of the Boat and Trailer together, and the Debtor
believes is a fair price for the Nautique Paragon.
The price is broken down between the Boat and the Trailer with
$230,000 attributed to the Boat and $15,000 to the Trailer. The
Debtor and the Purchaser have agreed to the form of bills of sale
for the Boat and the Trailer which will be provided to the
Purchaser as closing.
As set forth in the Agreement, sale and transfer documents will be
signed and exchanged at closing. If the Court directs the Debtor
to hold an auction, the offer on the Nautique Paragon will be
subject to higher and better offers. In such event, the Debtor
proposes that a competing offer be at least $5,000 higher than the
current offer and that, if the Nautique Paragon is sold to a
competing bidder that the Purchaser receives $2,500 from the sale
proceeds.
The Nautique Paragon is subject to a lien held by the Charles David
Westover Revocable Trust Dated Feb. 22, 2008, which has filed a
proof of claim in the amount of $3,815,980.85. Westover purchased
the loan from Rock Canyon Bank, which originally made the loan to
the Debtor, and also received an assignment of the collateral
securing the loan, including the Nautique Paragon. It holds the
titles to the Boat and Trailer and thereby holds a perfected
security interest in the Boat and Trailer.
Westover is willing to consent to the sale of the Nautique Paragon
so long as it receives $230,000 of the proceeds from the sale of
the Nautique Paragon. If it is ultimately determined to be
oversecured, proceeds of the sale will first be applied against
accrued interest as provided in the loan documents, with remaining
sale proceeds applied against principal. If it is ultimately
determined to be undersecured, proceeds of the sale will be applied
against principal only.
A copy of the Bill of Sale is available for free at
https://tinyurl.com/327nhxvr from PacerMonitor.com free of charge.
About Inland Boat Club
Inland Boat Club, LLC -- https://www.inlandboatclub.com/ -- is a
boat club for avid boaters and water sport enthusiasts. It is
based
in Lindon, Utah.
Inland Boat Club sought bankruptcy protection under Subchapter V
of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No.
22-21879) on May 20, 2022, listing as much as $10 million in both
assets and liabilities. D. Ray Strong of Berkeley Research Group
serves as Subchapter V trustee.
Judge R. Kimball Mosier oversees the case.
Kenneth L. Cannon, II, Esq., and Penrod W. Keith, Esq., at Dentons
Durham Jones Pinegar P.C. are the Debtor's bankruptcy attorneys.
INTERJET SA: Formally Enters Into Mexican Bankruptcy Process
------------------------------------------------------------
Former Mexican airline Interjet SA has been formally accepted into
a domestic bankruptcy process by a district judge in Mexico.
Interjet will now be able to negotiate up to 40 billion pesos in
debt (nearly US$2 billion) with its creditors, according to Simple
Flying.
Simple Flying recounts that Interjet was the third-largest airline
in Mexico, had a fleet composed of 88 aircraft, including 22 Sukhoi
Superjet units, and operated under a hybrid business model with
both low-cost and legacy-like services. But Interjet ceased
operations in December 2020, after a years-long crisis fueled by
the COVID-19 pandemic.
A Mexican judge in late August 2022 formally declared the local
airline as bankrupt, and the carrier now has 185 days to reach an
agreement with creditors, during which Interjet's payments are
suspended, according to a document from judicial authorities,
Reuters reported.
"This makes us all very happy," said Carlos del Valle, son of
Interjet owner Alejandro del Valle, saying the decision signaled a
way of moving forward, according to Reuters.
"Once our mediator is assigned, we're going to ask for the
authorization to make essential payments," the younger del Valle
said in a message on Twitter.
According to the document seen by Reuters, Mexico's transportation
ministry has five days to assign a mediator to the case.
Interjet's union has been on strike since January 2021, alleging
employees went months without their salaries or benefits before the
airline abruptly went offline. Thousands of customers were also
affected by the flight cancellations, and some have launched a
collective complaint through Mexico's federal consumer protection
office.
"Soon we will announce the steps to follow for all those people
left with the issue of tickets, vouchers and all of the customers
who had any inconvenience," del Valle said.
Aguilar Amilpa Abogados, which according to local media reports was
bringing the case against Interjet on the behalf of a group of
creditors, did not immediately respond to a request for comment
from Reuters.
ISCM HOLDINGS: Files Emergency Bid to Use Cash Collateral
---------------------------------------------------------
ISCM Holdings, LLC and InPatient Care Management Company, LLC ask
the U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, for authority to use cash collateral and provide adequate
protection.
The Debtors intend to use cash collateral to pay operating expenses
and the costs of administering the Chapter 11 cases.
The Debtors are borrowers under a Loan Agreement dated May 28,
2021, with Zions Bancorporation, N.A., doing business as Zions
First National Bank. In connection with the Loan Agreement, the
Debtors signed a Revolving Promissory Note in the principal amount
of $3 million and a Term Promissory Note in the principal amount of
$8 million. As of the Petition Date, Zions asserts it is owed
approximately $9 million.
As part of the Loan Agreement, the Debtors entered into one or more
Security Agreements, under which the Debtors expect that Zions will
assert a security interest in substantially all of the assets of
the Debtors.
In exchange for the Debtors' ability to use cash collateral in the
operation of their business, the Debtors propose to grant to the
Lender, as adequate protection, replacement liens to the same
extent, validity, and priority as existed on the Petition Date. In
other words, the Debtors propose that the Lender's "floating" liens
on such assets would continue to "float" to the same extent,
validity, and priority as existed on the Petition Date,
notwithstanding Section 552 of the Bankruptcy Code. The Debtors
assert that the interests of the Lender will be adequately
protected by the replacement liens.
A copy of the motion is available at https://bit.ly/3wTlrcx from
PacerMonitor.com.
About ISCM Holdings, LLC
InPatient Care Management Company, LLC, a wholly owned subsidiary
of ISCM Holdings, LLC, is a physician management company that
provides management and administrative services including billing
and collection services, financial management services, contracting
services, and day-to-day business operating services for surgical
practices in the medical staffing industry. Management provides
these services to a number of physician practices in the medical
staffing industry, including The Surgicalist Group, PLLC and
others, in exchange for a management fee.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Lead Case No 8:22-bk-03601) on
September 1, 2022. In the petition signed by Mit Desai, MD, chief
executive officer, the Debtor disclosed up to $10 million in both
assets and liabilities.
Daniel R. Fogarty, Esq., at Stichter, Riedel, Blain & Postler, P.A
is the Debtor's counsel
JODY INC: Olivia Street Buying Kittanning Property for $617.5K
--------------------------------------------------------------
Jody, Inc., seeks approval from the U.S. Bankruptcy Court for the
Western District of Pennsylvania to sell the real property located
at 400 S. Water Street, in Kittanning, Pennsylvania 16201, to
Olivia Street Apartments, LLC, for $617,500, subject to higher and
better offers.
A hearing on the Motion is set for Oct. 11, 2022, at 10:00 a.m.
The Objection Deadline is Sept. 19, 2022.
The Debtor owns the 400 S. Water St Property. Said property is
property of the estate.
The following creditors have liens, claims, or encumbrances on the
400 S. Water Street Property:
a. Various governmental and municipal entities in the
Armstrong County, Pennsylvania area may have outstanding real
estate taxes of the 400 S. Water St. Property. These real estate
taxes would be superior to any mortgage lien. The balances are
subject to verification and the Debtor reserves its right to
challenge the claimed amount due.
b. A mortgage dated April 22, 2016, in favor of The Farmers
National Bank of Emlenton in the original amount of $150,000 and
was recorded in the Office of the Recorder of Deeds of Armstrong
County, Pennsylvania on May 2, 2016 at Instrument No. 201604230.
This is a valid second mortgage on the 400 S. Water Street Property
and was assigned to ARBA Credit Investors, L.P.
The Debtor's Small Business Debtor's Chapter 11 Plan of
Reorganization Dated July 26, 2022 contemplates the sale of the 400
S. Water Street Property to pay certain secured creditors who have
liens on the property and to assist in the funding of the Chapter
11 case.
The Debtors have agreed to sell the 400 S. Water Street Property to
the Buyer for the total price of $617,500, in accordance with the
terms of their agreed sales agreement. he Parties reserve the
right to supplement it at any time prior to the Sale Hearing to
clarify any remaining issues, including but not limited to any
issues regarding the proceeds for the 400 S. Water Street Property.
Pursuant to the terms of the Sales Agreement, there is a financing
contingency for the 400 S. Water Street Property.
Pursuant to the terms of the Sales Agreement, there is a 60-day due
diligence period. The due diligence period may need to be extended
due to ongoing resolve issues with the property. The Debtor is
intentionally scheduling the hearing on this sale until after the
due diligence period is expected to pass. The Proposed Purchaser
agreed to $20,000 good faith hand-money deposit, which will be held
in escrow in the PNC Bank escrow account for Aegis Realty Partners,
who is the broker for the Purchaser.
The sale is subject to Court approval and is subject to higher and
better offers.
a. At a minimum, any potential purchaser seeking to purchase
all or some of the 400 S Water Street Property must pre-qualify
their bid by doing the following: (i) Deliver to the Debtor's
attorney (David Z. Valencik, Esq. 938 Penn Ave, Suite 501,
Pittsburgh, PA 15222) so as to be received no later than by 5:00
p.m. (EST) seven days before the sale, a written offer for the 400
S Water Street Property at an amount exceeding the Proposed
Purchase Price.
b. The written offer must be definite and binding, and not
subject to the due diligence, conditions, or contingencies (other
than approval of sale by the Bankruptcy Court). Any offer to be
considered a qualifying offer must be an all-cash offer. No
financing contingencies will be accepted.
c. Proof, in the form satisfactory to the Debtor, of the
bidder's financial ability to consummate its offer to purchase the
400 S Water Street property.
d. A hand money deposit of at least 10% of the potential
purchaser's proposed purchase price by wire, cashier's check, or
certified check (made payable to the Debtor's Counsel and to be
held in escrow by the Debtor's Counsel until the Sale Hearing).
If there is competitive bidding, the Debtors request that the Court
identifies the second highest bidder and approves them as a "backup
bidder" and deems them eligible and permitted to purchase the 400 S
Water Street Property if the successful bidder does not consummate
the sale in accordance with the approval order.
In the event that a backup bid is approved, the hand money deposit
will be retained until the sale is consummated. If the winning
bidder closes on the sale in the time allowed, the hand money
deposit will be refunded to the backup bidder. If the winning
bidder does not close on the sale in the time allowed, then the
right to purchase the 400 S Water Street Property will be extended
to the backup bidder for the designated backup price.
The sale is an "as is, where is, with all faults," free and clear
of all liens and encumbrances, interest, and claims against the
Debtor. In order to convey good title, it will be necessary that
all these interests, mortgages, claims, interests, and encumbrances
be divested as liens against the 400 S Water Street and shifted to
the funds to be realized from the sale.
The Debtor asks the Court to authorize the settlement officer to
pay the following expenses at closing from the proceeds of the
sale:
1. All normal and ordinary settlement charges.
2. Any unpaid real estate taxes.
3. Calaiaro Valencik for the amount of their approved by the
Court for legal fees and for all costs and advertising expenses
related to the sale.
4. Calaiaro Valencik for the amount of all filing fees, costs
and advertising expenses related to the sale.
5. The mortgage from the proceeds of the sale of the 400 S.
Water Street Property to the extent the parties can agree on the
payoff, if there is no dispute as to the claimed payoff. If there
is a dispute, the Debtor will pay the undisputed portion at closing
and escrow all the remaining proceeds until the dispute(s) is
adjudicated.
6. Any excess proceeds will be escrowed pending any further
order of the Court and be used towards funding the Chapter 11 Plan,
including but not limited, the payment of administrative claims and
expenses and general unsecured creditors.
The Debtor's Counsel will file a report of sale within 15 days of
the closing.
The sale is in the best interest of all parties since it will help
the Debtor to consummate his Chapter 11 case reorganization.
A copy of the Agreement is available for free at
https://tinyurl.com/5x7ar7jh from PacerMonitor.com free of charge.
About Jody Inc.
Jody, Inc. filed its voluntary petition for relief under Chapter
11
of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 22-20805) on
April
27, 2022, listing up to $10 million in assets and up to $1 million
in liabilities. Jody President John P. Oliver signed the petition.
Judge Jeffery A. Deller oversees the case.
David Z. Valencik, Esq., at Calaiaro Valencik and Kitay, Lawrence,
Rauker & Associate, LLC serve as the Debtor's legal counsel and
accountant, respectively.
JT MEAT: Unsecureds Owed $170K to be Paid in Full
-------------------------------------------------
Judge David S. Jones has entered an order that the Combined Hearing
on Adequacy of First Amended Disclosure Statement and Confirmation
of First Amended Plan of JT Meat & Grocery Corp. will be held on
October 6, 2022 at 10:00 a.m. Prevailing Eastern Time before the
Honorable David S. Jones, via Zoom.
Any objections to approval of the Debtor's First Amended Disclosure
Statement in Support of Debtor's First Amended Plan of Liquidation
under Chapter 11 of the Bankruptcy Code Pursuant to 11 U.S.C.
Section 1125, or confirmation of the Debtor's First Amended Plan of
Liquidation must be filed and served no later than 4:00 p.m.
Prevailing Eastern Time on September 29, 2022.
If the original ballot is not received by September 29, 2022 at
5:00 p.m., and such deadline is not extended, the vote will not
count as either an acceptance or rejection of the Plan.
Chapter 11 Plan
Acording to Platzer, Swergold, Goldberg, Katz & Jaslow, LLP and JT
Meat & Grocery Corp.'s First Amended Disclosure Statement, the
Debtor owned and operated a supermarket which was located at 1472
Boston Road, Bronx, New York 10460 (the "Premises"). As a result
of the Landlord Settlement, the Premises was surrendered back to
the Landlord and the Debtor ceased operating its grocery business
at the Premises. With the conclusion of the Landlord Adversary
Proceeding and GT Adversary Proceeding, the Debtor is now able to
propose its Plan.
Under the Plan, Class 2 Allowed Unsecured Claims total $170,000.
Class 2 Allowed Unsecured Claims will receive 100% of their Allowed
Class 2 Claims from the Plan Fund on the Effective Date or such
reasonable time thereafter. Class 2 is impaired.
The Debtor intends to implement the Plan through its cash
availability and the Plan Reserve Fund in the approximate sum of
$1,133.267.00.
Attorneys for the Debtor:
Clifford A. Katz, Esq.
Member of the Firm
PLATZER, SWERGOLD, GOLDBERG KATZ & JASLOW, LLP
475 Park Avenue South - 18th Floor
New York, NY 10016
Tel: (212) 593-3000
A copy of the Order dated August 31, 2022, is available at
https://bit.ly/3Re6l9m from PacerMonitor.com.
A copy of the First Amended Disclosure Statement dated August 31,
2022, is available at https://bit.ly/3Re6wBy from
PacerMonitor.com.
About JT Meat & Grocery Corp.
JT Meat & Grocery Corp. is a privately held company in the grocery
stores business.
JT Meat & Grocery Corp. filed its voluntary petition under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 20-10060) on
Jan. 10, 2020. In the petition signed by Kevin Tavera, president,
the Debtor estimated $1 million to $10 million in assets and
$500,000 to $1 million in liabilities. Clifford A. Katz, Esq. At
PLATZER, SWERGOLD, LEVINE, GOLDBERG, KATZ & JASLOW, LLP, represents
the Debtor as counsel.
LATAM AIRLINES: Bankruptcy Plan Moves Forward as Appeals Fail
-------------------------------------------------------------
Fabian Cambero and Dietrich Knauth of Reuters report that LATAM
Airlines (LTM.SN) turned back two challenges to its bankruptcy
reorganization plan, putting the carrier a step closer to emerging
from Chapter 11 after seeking protection from creditors in the
early months of the pandemic.
LATAM said in a statement it was pleased by a U.S. bankruptcy
court's decision confirming its reorganization plan in which two
groups of creditors lost their appeals.
LATAM, which filed for bankruptcy in 2020, won court approval to
exit Chapter 11 in June. Its reorganization plan would inject about
$8 billion into the airline through a combination of capital
increase, issue of convertible bonds and new debt.
The appeal against the approved plan came from the TLA Claimholder
Group, which has shares in subsidary LATAM Airlines Brasil, and a
group of unsecured claimants comprising Avenue Capital Management
II, Corre Partners Management, CQS (US), HSBC Bank Plc, Invictus
Global Management, Livello Capital Management LP and Pentwater
Capital Management LP.
The groups' appeals were opposed by other shareholder entities and
the airline itself.
The appeals had challenged LATAM's so-called backstop agreement
with a creditor group that had agreed to guarantee certain
financing if no one else steps up to provide it.
Under the deal, the 15 backstop creditors would receive $734
million in fees to ensure that $5.4 billion in stock and debt
offerings are fully financed.
U.S. District Judge Denise Cote overruled the objections to the
backstop agreement, saying that it did not provide unfair treatment
to one group of creditors over another.
Instead, the fees and equity purchase rights were reasonable
compensation for the risk involved in guaranteeing LATAM's exit
financing, she ruled.
Earlier this week, LATAM Airlines said in a statement it planned to
exit bankruptcy in the final quarter of this year, offering a
slightly amended reorganization plan to reach $11.5 billion in
revenue by 2024.
About LATAM Airlines Group
LATAM Airlines Group S.A. -- http://www.latam.com/-- is a
pan-Latin American airline holding company involved in the
transportation of passengers and cargo and operates as one unified
business enterprise. It is the largest passenger airline in South
America.
Before the onset of the COVID-19 pandemic, LATAM offered passenger
transport services to 145 different destinations in 26 countries,
including domestic flights in Argentina, Brazil, Chile, Colombia,
Ecuador and Peru, and international services within Latin America
as well as to Europe, the United States, the Caribbean, Oceania,
Asia and Africa.
LATAM and its 28 affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020. Affiliates in
Chile, Peru, Colombia, Ecuador and the United States are part of
the Chapter 11 filing.
The Debtors disclosed $21,087,806,000 in total assets and
$17,958,629,000 in total liabilities as of Dec. 31, 2019.
The Hon. James L. Garrity, Jr., is the case judge.
The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as
bankruptcy counsel, FTI Consulting as restructuring advisor, Lee
Brock Camargo Advogados as local Brazilian litigation counsel, and
Togut, Segal & Segal LLP and Claro & Cia in Chile as special
counsel. The Boston Consulting Group, Inc. and The Boston
Consulting Group UK LLP serve as the Debtors' strategic advisors.
Prime Clerk LLC is the claims agent.
The official committee of unsecured creditors formed in the case
tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters
Jureller Southard & Stevens, LLP as conflicts counsel, UBS
Securities LLC as investment banker, and Conway MacKenzie, LLC as
financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is
the committee's Brazilian counsel.
The Ad Hoc Group of LATAM Bondholders tapped White & Case LLP as
counsel.
Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew
Glenn and partner Shai Schmidt, has been retained as counsel to the
Ad Hoc Committee of Shareholders.
LAW OFFICES OF BRIAN: Trustee Taps Hahn Fife & Co. as Accountant
----------------------------------------------------------------
Timothy Yoo, the Chapter 11 trustee for the Law Offices of Brian D.
Witzer, seeks approval from the U.S. Bankruptcy Court for the
Central District of California to employ Hahn Fife & Company, LLP
as his accountant.
The firm's services include:
a. providing financial advisory and accounting services to the
bankruptcy estate;
b. assisting in the preparation of monthly operating reports;
c. preparing cash flows and projections, liquidation analysis,
and business operational efficiency analysis;
d. assisting in the preparation of a plan of reorganization;
e. preparing and filing the necessary state and federal estate
tax returns; and
f. reviewing financial documents and providing other duties
necessary or appropriate.
Hahn Fife & Company will charge $470 per hour for partners and $80
per hour for staff.
Donald Fife, a partner at Hahn Fife & Company, 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:
Donald T. Fife
Hahn Fife & Company, LLP
790 E. Colorado Blvd., 9th Fl.
Pasadena, CA 91101
Tel: (626) 792-0855
Fax: (626) 270-5701
Email: dfife@hahnfife.com
About Law Offices of Brian D. Witzer
The Law Offices of Brian D. Witzer -- https://witzerlaw.com -- is a
law firm specializing in serious personal injury, pharmaceutical
litigation, traumatic brain injury, premises liability,
construction liability, product liability, sexual assaults, and bad
faith insurance.
The Law Offices of Brian D. Witzer sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No.
21-12517) on March 29, 2021. In the petition signed by Brian D.
Witzer, chief executive officer and owner, the Debtor disclosed up
to $500,000 in assets and up to $50 million in liabilities.
Judge Neil W. Bason oversees the case.
The Debtor tapped the Law Offices of Michael Jay Berger as legal
counsel; Jennifer M. Liu, CPA as accountant; and Richard Laski of
Wilshire Partners as chief restructuring officer.
Timothy J. Yoo is the Chapter 11 trustee appointed in the Debtor's
case. Levene, Neale, Bender, Yoo & Golubchik, LLP and Hahn Fife &
Company, LLP serve as the trustee's legal counsel and accountant,
respectively.
LUCIEN H. MARIONEAUX JR: Trustee Sells Stonewall Property for $425K
-------------------------------------------------------------------
John W. Luster, the Chapter 11 trustee for the bankruptcy estate of
Lucien Harry Marioneaux, Jr., asks the U.S. Bankruptcy Court for
the Western District of Louisiana to authorize him to sell his real
property located at 190 Wax Wing Street, in Stonewall, Louisiana
71078, to David W. and Stacie A. Theodos for $425,000, subject to
higher and better offers.
The property is more particularly described as follows: Lot 10 of
the Meadows of Pelican Unit No 1, a subdivision in DeSoto Parish,
Louisiana, as per plat thereof recorded in Book 808, at Page 102,
along with all improvements located thereon and all rights thereto
belonging.
The Buyers have offered to the purchase the immovable property for
the sum of $425,000, cash, free and clear of liens, "as is." They
are not insiders of or related to the Debtor, pursuant to the terms
of their Agreement to Buy and Sell.
The immovable property is encumbered by the following liens:
1) A Mortgage executed by Lucien H. Marioneaux Jr. in favor of
Regions Bank d/b/a Regions Mortgage dated 11-20-2012 in the amount
of $320,000 and filed in the mortgage records at Book 483 Page 882
and instrument# 712095.
2) A Judgment against Lucien Harry Marioneaux Sr.
individually, and as former Trustee of The Lela Mae Johnson
Marioneaux Trust, Lucien Harry Marioneaux Jr., Marioneaux
Properties L.P., HBM Interest LLC, Eighty Acres LLC, and Wallace
Lake Marioneaux LLC in favor of Mary Sue Marioneaux, The Lela Mae
Johnson Marioneaux Trust F/B/O Mary Sue Marioneaux dated 6-4-2020
damages awarded in the amount of $6,135,236 together with legal
interest from date of judicial demand until paid in full, legal
fees in the amount of $1,533,809 in addition to expert witness fees
in the amount of $8,630, and court costs in the amount of
$37,505.79 with legal interest from the date of the judgment until
paid in full and filed in the mortgage records at instrument number
769825.
Regions Bank holds a first mortgage on said immovable property
according to the bankruptcy schedules and filed proof of claim.
The proof of claim was filed on Oct. 26, 2021, in the amount of
$249,190.24. Said claim will be paid in full at closing.
The Judgment in favor of Mary Sue Marioneaux, The Lela Mae Johnson
Marioneaux Trust F/B/O Mary Sue Marioneaux is disputed.
The property taxes will be pro-rated at closing.
The Debtor in his schedules valued the property at $425,000.
The rent received from the proposed purchaser does not cover the
Regions Bank mortgage installment payment.
The Trustee has obtained a broker's opinion that values the
property at $431,900 to $466,500.
Not using a realtor saves six percent.
The Trustee is of the opinion that the sale is in the best
interests of the estate. The rent being paid does not cash flow
the debt on the property.
The Trustee is requesting authority to sell the immovable property
to the Buyers, referring liens to the proceeds, pay closing costs,
pay primary secured creditor and execute any and all documents
necessary to conclude the matter. Any higher bid must be for cash,
with a 10% certified funds deposit, which will trigger an auction
on a convenient date to be determined. Said higher bid and deposit
should be received no later than Sept. 14, 2022 at 5:00 p.m. at the
office of John W. Luster, Attorney for John W. Luster, Chapter 11
Trustee, 1120 Williams Avenue, Natchitoches, LA 71457.
The Debtor and all creditors and interested parties will receive
notice of the application and will be provided with an opportunity
to object to the motion. The Trustee submits that such notice is
adequate for entry of an order approving the application and
waiving the 14 days waiting period under Bankruptcy Rule 6004(h).
A copy of the Agreement is available for free at
https://tinyurl.com/2p8e8np from PacerMonitor.com free of charge.
The Chapter 11 case is In re: Lucien Harry Marioneaux, Jr.,
Chapter 11, Debtor, Case No. 21-10421 (Bankr. W.D. La.).
LUMILEDS HOLDING: Apollo Reaped $525 Million in Dividends
---------------------------------------------------------
Jill R. Shah of Bloomberg News reports that Apollo Global
Management Inc. is set to lose control of the former Philips
lighting business it acquired in 2017. But in the easy money years
leading up to Lumileds Holding BV's recent bankruptcy filing, the
buyout firm reaped a more than $500 million dividend bounty.
The debt-laden lighting company gave out about $525 million in
dividend payments to Apollo in 2017 and 2018, according to a person
with knowledge of the matter, who asked not to be identified
discussing private transactions.
The payouts were largely financed by new debt that Lumileds raised
in the leveraged loan market.
About Lumileds Holding B.V.
Lumileds Holding B.V. is a global manufacturer of innovative
lighting solutions. In the 1960s, the Company expanded its
offerings to also include state-of-the-art LED devices alongside
the automotive lighting technologies that it had continued to
innovate. Today, the Company continues to develop and manufacture
high-tech lighting products for the automotive, mobile device,
consumer, general lighting, and industrial markets.
Lumileds Holding and several affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 22-11155) on August 29, 2022. In the petition signed by
Johannes Paulus Teuwen, chief financial officer, Lumileds Holding
disclosed up to $100 million in assets and up to $500 million in
liabilities.
Judge Lisa G. Beckerman oversees the case.
Evercore is acting as investment banker for the Company; Paul,
Weiss, Rifkind, Wharton & Garrison, LLP, and Latham & Watkins LLP
are acting as corporate and restructuring counsel to Lumileds, and
AlixPartners, LLP, as financial advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
Davis Polk & Wardwell LLP serves as counsel to the DIP Lenders.
The Secured Lender Group retained Gibson Dunn & Crutcher LLP,
Loyens & Loeff N.V., Roland Berger LP, and PJT Partners LP, as
counsel or financial advisor.
* * *
Lumileds, an Apollo Global Management LLC-owned lighting components
firm, filed for Chapter 11 protection after reaching terms of a
restructuring plan to help reduce debt by $1.3 billion, as it
grapples with supply chain constraints exacerbated by the war in
Ukraine. It said it expected to emerge from proceedings within 60
days.
LUMILEDS HOLDING: Court OKs $175MM DIP Loan from Deutsche Bank
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Bright Bidco B.V., an affiliate of Lumileds Holding B.V.
to among other things, use cash collateral and obtain postpetition
financing, on an interim basis.
Bright Bidco B.V., in its capacity as borrower, and each of the
other Debtors, with the exception of Luminescence Cooperatief U.A.
and Aegletes B.V., as guarantors, obtained postpetition financing,
on a joint and several basis, under a senior secured superpriority
term loan debtor-in-possession facility in an aggregate principal
amount of $275 million, consisting of:
(i) a first lien senior secured superpriority term loan
facility in the aggregate principal amount of up to $175 million,
which will, upon entry of the Proposed Interim Order, be available
to be drawn in up to two drawings, and
(ii) a delayed-draw term loan in a principal amount of up to
$100 million, with the funding of the DIP Loans to be coordinated
by Deutsche Bank Securities Inc., which will available to be drawn
in a single drawing upon entry of the Proposed Final Order;
provided, however, the Delayed Draw DIP Facility will only be
funded if (A) the Debtors do not obtain authority from the Court to
maintain a Receivables Factoring Facility or (B) Credit Agricole
fails to continue performing under the Receivables Factoring
Facility.
Deutsche Bank AG New York Branch serves as administrative agent,
collateral agent, and escrow agent under the DIP Agreement.
The DIP Borrower is authorized to borrow up to an aggregate
principal amount of $175 million of DIP Loans, subject to and in
accordance with the Interim Order, without any further action by
the Debtors or any other party.
Under the agreement dated as of June 30, 2017, by and among Bright
Bidco B.V., certain of the Debtors, the lenders party thereto, and
Deutsche Bank, as administrative agent and collateral agent, the
Prepetition Lenders provided loans thereunder in a total aggregate
principal amount outstanding as of the Petition Date of not less
than $1.7 billion, including (a) $1.6 billion in principal amount
of Term Loans and (b) $87.5 million of Revolving Facility Loans. In
addition, there are not less than $12.1 million of letters of
credit that have been issued (but remain undrawn) under the
Prepetition Credit Agreement pursuant to a letter of credit
sub-facility.
As adequate protection, the Prepetition First Lien Secured Parties
are granted valid, enforceable, binding, non-avoidable, and fully
perfected first priority priming liens on and senior security
interests in substantially all of the property, assets, and other
interests in property and assets of the Debtor Loan Parties.
As further adequate protection, the Prepetition First Lien Secured
Parties are granted superpriority administrative expense claims
against each of the Debtors' estates to the Funding Coordinator,
the DIP Agent and the DIP Lenders with respect to the DIP
Obligations over any and all administrative expenses of any kind or
nature subject and subordinate only to the payment of the Carve Out
on the terms and conditions set forth in the Court's Order and the
DIP Loan Documents.
The Carve Out refers to certain statutory fees, including allowed
professional fees of the Debtors and any official committee of
unsecured creditors appointed in these Chapter 11 Cases pursuant to
section 1103 of the Bankruptcy Code.
The DIP Loan Agreement provides for certain milestones related to
the Chapter 11 Cases, including:
(a) Entry of Proposed Interim Order that is acceptable the DIP
Agent and to the DIP Lenders holding at least 50.1% of the
outstanding unused commitments and term loans under the DIP
Facility, within five days following the Petition Date;
(b) Entry of Proposed Final Order that is acceptable to the
DIP Agent the Requisite DIP Lenders within 30 days following the
Petition Date;
(c) Entry by the Bankruptcy Court of a combined order
confirming a plan of reorganization that is acceptable to the
Requisite DIP Lenders and approving the disclosure statement with
respect to the Acceptable Plan within 45 days following the
Petition Date; and
(d) Consummation of the Acceptable Plan within 65 days
following the Petition Date.
A copy of the order is available at https://bit.ly/3CVar1O from
PacerMonitor.com.
About Lumileds Holding B.V.
Lumileds Holding B.V. is a global manufacturer of innovative
lighting solutions. In the 1960s, the Company expanded its
offerings to also include state-of-the-art LED devices alongside
the automotive lighting technologies that it had continued to
innovate. Today, the Company continues to develop and manufacture
high-tech lighting products for the automotive, mobile device,
consumer, general lighting, and industrial markets.
Lumileds Holding and several affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 22-11155) on August 29, 2022. In the petition signed by
Johannes Paulus Teuwen, chief financial officer, Lumileds Holding
disclosed up to $100 million in assets and up to $500 million in
liabilities.
Judge Lisa G. Beckerman oversees the case.
The Debtor tapped Latham & Watkins LLP as legal counsel, Paul,
Weiss, Rifkind, Wharton & Garrison LLP as special financing and
employee compensation counsel, AlixPartners, LLP as financial
advisor, and Evercore Inc. as investment banker, and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
Davis Polk & Wardwell LLP serves as counsel to the DIP Lenders.
The Secured Lender Group retained Gibson Dunn & Crutcher LLP,
Loyens & Loeff N.V., Roland Berger LP, and PJT Partners LP, as
counsel or financial advisor.
McDERMOTT INT'L: Judge Dismisses Investors' Claims
---------------------------------------------------
McDermott International Inc. had no obligation to disclose that the
engineering company was contemplating bankruptcy, a Texas federal
judge said while recommending that a set of investors' claims be
dismissed, Bloomberg Law reported.
A company that is close to insolvency should be able to carefully
deliberate its future, "free from any obligation to disclose
potential bankruptcy," Magistrate Judge Andrew Edison in the US
District Court for the Southern District of Texas said, according
to Bloomberg.
"All told, I refuse to fault Defendants for failing to disclose
that McDermott was considering bankruptcy," Edison wrote in a
Tuesday decision, which still needs approval from a district court
judge.
With his conclusion, Edison said he was joining the "overwhelming
majority of federal courts" that have considered the issue.
Houston-based McDermott filed for Chapter 11 protection in January
2020. McDermott was struggling with debt taken on from its 2018
acquisition of Chicago Bridge & Iron Co.
Nova Scotia Health Employees' Pension Plan and City of Pontiac
General Employees' Retirement System are leading a group of
investors who allege McDermott made misrepresentations about the
Chicago Bridge merger's risks and costs.
In November 2021, Nova Scotia expanded the litigation with a
supplement to the complaint, arguing McDermott and certain
executives falsely convinced investors the company could overcome
its liquidity problems, even as it careened toward bankruptcy.
Along with finding McDermott had no obligation to disclose it was
considering filing for bankruptcy, Edison said none of the
statements investors pointed to in the supplement were "factually
untrue or misleading" at the time they weremade.
"Although Defendants repeatedly described their efforts to
ameliorate McDermott's liquidity problems, they never once promised
investors that a bankruptcy filing was off the table," Edison
said.
Nova Scotia is represented by Pomerantz LLP and The Briscoe Law
Firm PLLC. The defendants are represented by Baker Botts LLP.
The case is Edwards v. McDermott International, Inc. et al, S.D.
Tex., No. 18-cv-04330, 8/30/22.
About McDermott International
Headquartered in Houston, Texas, McDermott (MDR) --
http://www.mcdermott.com/-- is a provider of engineering,
procurement, construction and installation and technology solutions
to the energy industry. Its common stock was listed on the New York
Stock Exchange under the trading symbol MDR.
As of Sept. 30, 2019, McDermott had $8.75 billion in total assets,
$9.86 billion in total liabilities, $271 million in redeemable
preferred stock, and a total stockholders' deficit of $1.38
billion.
On Jan. 21, 2020, McDermott International announced that it has the
support of more than two-thirds of all its funded debt creditors
for a restructuring transaction that will equitize nearly all the
Company's funded debt, eliminating over $4.6 billion of debt.
McDermott solicited votes from its lenders and bondholders in
support of a prepackaged Chapter 11 Plan of Reorganization and
commenced the prepackaged Chapter 11 later in the day, on Jan. 21,
2020 in the U.S. Bankruptcy Court for the Southern District of
Texas.
McDermott International and 224 affiliates on Jan. 21 and 22, 2020,
filed Chapter 11 bankruptcy petitions (Bankr. Lead Case No.
20-303360). The Hon. Marvin Isgur was the case judge.
The Debtors tapped Kirkland & Ellis LLP (New York) as general
bankruptcy counsel; Jackson Walker L.L.P. as local counsel;
Alixpartners, LLP as restructuring advisor; AP Services, LLC as
operational advisor; Arias, Fabrega & Fabrega as Panamanian
counsel; and Baker Botts L.L.P. as corporate counsel. Prime Clerk
is the claims agent, maintaining the page
https://cases.primeclerk.com/mcdermott
MJM VENTURES: Case Summary & Three Unsecured Creditors
------------------------------------------------------
Debtor: MJM Ventures, Inc.
825 S. Hill St. Ste. 2808
Los Angeles, CA 90014
Business Description: The Debtor is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: September 6, 2022
Court: United States Bankruptcy Court
Central District of California
Case No.: 22-14866
Judge: Hon. Sandra R. Klein
Debtor's Counsel: Stephen R. Wade, Esq.
LAW OFFICES OF STEPHEN R. WADE, P.C.
405 N. Indian Hill Blvd.
Claremont, CA 91711
Tel: (909) 985-6500
Email: srw@srwadelaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jane Un as president/CEO.
A copy of the Debtor's list of three unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/GG4TKJI/MJM_Ventures_Inc__cacbke-22-14866__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/6VHMMUQ/MJM_Ventures_Inc__cacbke-22-14866__0001.0.pdf?mcid=tGE4TAMA
MQ LAKEWOOD HILL: Taps Elliott Thomason as Real Estate Counsel
--------------------------------------------------------------
MQ Lakewood Hill, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Northern District of Texas to employ
Elliott Thomason & Gibson, LLP as special real estate counsel.
The Debtors need the firm's legal assistance in connection with all
real estate transactional matters that may arise in their Chapter
11 bankruptcy proceedings.
The firm will be paid at these rates:
Partners $695 to $425 per hour
Associates $350 per hour
Legal Assistants $250 per hour
Wesley Bailey, a partner at Elliott Thomason & Gibson, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Wesley Bailey
Elliott Thomason & Gibson, LLP
511 N. Akard Street, Suite 202
Dallas, TX 75201
Tel: (214) 377-4843
Fax: (214) 377-4858
Email: wesley@etglaw.com
About MQ Lakewood Hill
MQ Lakewood Hill, LLC and its affiliates, MQ Lakewood Two, LLC and
MQ Lakewood Three, LLC, filed voluntary petitions for Chapter 11
protection (Bankr. N.D. Texas Lead Case No. 22-40852) on April 18,
2022. In its petition, MQ Lakewood Hill listed as much as $10
million in both assets and liabilities. Donald L. Silverman,
manager, signed the petition.
Judge Mark X. Mullin oversees the case.
Crowe & Dunlevy, P.C. and Elliott Thomason & Gibson, LLP serve as
the Debtor's bankruptcy counsel and special real estate counsel,
respectively.
NEWAGE INC: Sets Bidding Procedures for Real and Personal Assets
----------------------------------------------------------------
NewAge, Inc., and affiliates ask the U.S. Bankruptcy Court for the
District of Delaware to authorize their bidding procedures in
connection with the auction sale of assets comprised of all real
and personal, tangible, and intangible property and assets of the
Seller Parties of any kind or nature whatsoever, whether now owned
or hereafter acquired, and all proceeds, rents, or profits thereof,
including, but not limited to, cash and cash equivalents, accounts
receivable, any and all claims and causes of action, including any
and all derivative estate claims, any and all trade names,
trademarks, copyrights, and other intellectual property and license
rights owned by the Seller Parties.
Faced with numerous financial and operational challenges, on April
26, 2022, the Debtors retained SierraConstellation Partners, LLC,
("SCP") as a financial and restructuring advisor to assist with
managing cash flow and pursue other strategic challenges. At this
point, they and SCP began exploring financial and strategic
alternatives to maximize value. Accordingly, on May 26, 2022, they
retained Houlihan Lokey Capital, Inc. to provide investment banking
services. Among those efforts, the Debtors, SCP, and Houlihan began
exploring a sale process for their assets, and SCP and Houlihan
assisted them in taking additional steps to reduce costs and
preserve capital.
Before the commencement of these Chapter 11 Cases, the Debtors,
with the assistance of Houlihan, negotiated the Stalking Horse
Agreement with the Stalking Horse Bidder, whose principal is John
Wadsworth, who has worked as an independent sales representative of
the Company since 1998 -- Mr. Wadsworth has never been a director
of officer of any Debtor and has less than 0.4% of the outstanding
shares of NewAge, Inc. As a condition to entering the Stalking
Horse Agreement, the Stalking Horse Bidder also required the Bid
Protections, as are customary in these situations. Therefore,
given the available options placed before the Debtors, they decided
that entering the Stalking Horse Agreement was in the best interest
of all parties in interest to these Chapter 11 Cases.
To ensure that the Stalking Horse Agreement is the best available
option, the Debtors -- with the assistance of Houlihan -- are
continuing with their marketing efforts with some or all of the
Assets to be sold, subject to the Bid Procedures, to the highest or
otherwise best bidder(s) at the conclusion of the sale process. An
auction process, subject to higher and better offers, will
stimulate competitive bidding among potential purchasers for the
Debtors' assets and maximize the value of those assets -- whether
sold as a whole or separately -- for the benefit of their estates
and their creditors.
In furtherance of their Sale objectives, and the need to consummate
a Sale of their Assets quickly and efficiently, the Debtors propose
the following schedule for completing the marketing and Sale
process in these Chapter 11 Cases and conducting the Auction and
Sale in accordance with section 363 of the Bankruptcy Code:
a. Sale Objection Deadline - Sept. 13, 2022, at 4:00 p.m. (ET)
(14 days after the Petition Date)
b. Bid Procedure Hearing (subject to the Court's availability)
- Sept. 20, 2022, at (TBD) (ET)
(time to be determined)
c. Contract Objection Deadline (for all objections other than
adequate assurance) - Oct. 4, 2022 at 4:00 p.m. (ET) (14 days from
entry of Bidding Procedure Order)
d. Bid Deadline - Oct. 4, 2022, at 4:00 p.m. (ET) - (14 days
from entry of Bidding Procedure Order)
e. Deadline to Select Qualified Bidder - Oct. 4, 2022, at 5:00
p.m. (ET) (1 day before proposed Auction date)
f. Auction (if necessary) - Oct. 5, 2022, at 10:00 a.m. (ET)
(15 days from entry of Bidding Procedure Order)
g. Deadline to File Notice Designating Successful Bidder -
Oct. 5, 2022 (at conclusion of Auction, if necessary)
h. Post-Auction Sale Objection Deadline - Oct. 6, 2022, at
4:00 p.m. (ET) (1 business day before proposed Sale Hearing)
i. Sale Hearing (subject to the Court's availability) - Oct.
7, 2022 (ET) (time to be determined)
j. Closing Date - Oct. 11, 2022
If the Court approves the schedule proposed by the Debtors, the
Assets will have been subject to approximately 80 days of marketing
out of court and an additional 35 plus days in Court.
Other salient terms of the Bidding Procedures are:
a. Initial Bid: A statement confirming that the Written Offer
is based on an all-cash offer or such other consideration
acceptable to the Debtors, and in an amount not less than the
Stalking Horse Bid plus the Bid Protections plus the Minimum
Overbid Amount
b. Deposit: 10% of the cash purchase price set forth in the
Written Offer or such amount as may be determined by the Debtors in
their sole discretion
c. Bid Increments: $50,000
d. Credit Bid: Any Qualified Bidder that has a valid and
perfected lien on any assets of the Debtors' estates, and the right
under applicable non-bankruptcy law to credit bid claims secured by
such lien will have the right to credit bid all or a portion of the
value of such Secured Creditor’s claims within the meaning of,
and subject to, section 363(k) of the Bankruptcy Code.
In the event the Stalking Horse Bidder is not the Successful Bidder
with respect to the Stalking Horse Bid, the Debtors will be
authorized to make a Bid Protection payment to the Stalking Horse
Bidder, so long as the amount is not in excess of $375,000 towards
the Stalking Horse Bidder's expenses and 2.5% of the cash portion
of the purchase price for such Stalking Horse Bid, with such amount
to be paid in accordance with the terms and conditions set forth in
the applicable Stalking Horse Agreement, as approved by the Court.
At the Sale Hearing, the Debtors and the Successful Bidder will
present evidence regarding the ability of the Successful Bidder to
perform under the Assumed Contracts. Therefore, based on the
evidence presented and arguments made as the Sale Hearing, the
Debtors will seek approval to assume and assign the Assumed
Contracts to the Successful Bidder.
Finally, the Debtors request that the Order be effective
immediately by providing that the 14-day stays under Bankruptcy
Rules 6004(h) and 6006(d) be waived.
By the Motion, the Debtors seek entry of the Bid Procedures Order
(a) approving the Bid Procedures; (b) approving the Stalking Horse
Agreement containing Bid Protections; (c) establishing procedures
with respect to the assumption and assignment of executory
contracts and leases; (d) approving the proposed Notice Procedures;
and (e) granting related relief. Further, they will seek entry of
a Sale Order (a) authorizing the sale of the Assets free and clear
of all liens, claims, encumbrances, and other interests; (b)
approving the Final Purchase Agreement; (c) approving the
assumption and assignment of certain of the Debtors’ executory
contracts and unexpired leases; and (d) granting related relief.
A copy of the Bidding Procedures is available for free at
https://tinyurl.com/y3sdchh8 from PacerMonitor.com free of charge.
About NewAge, Inc.
NewAge, Inc. is a developer, seller, and distributor of health and
nutritional products which predominantly sells through a sales
network of brand partners.
NewAge, Inc. (Bankr. D. De. Case No. 22-10819) (Lead Case), Ariix
LLC (Bankr. D. De. Case No. 22-10820), Morinda Holdings, Inc.
(Bankr. D. De. Case No. 22-10821), and Morinda, Inc. (Bankr. D. De.
Case No. 22-10822) sought Chapter 11 protection on Aug. 30, 2022.
The case is assigned to Judge Laurie Selber Silverstein.
The Debtor estimated their total assets at $310,902,000 abd
$149,447,000 in debt.
The Debtors tapped Anthony W. Clark, Esq. and Dennis A. Meloro,
Esq., at Greenberg Traurig LLP; Annette Jarvis, Esq., Michael F.
Thomson, Esq., Peggy Hunt, Esq., and Carson Heninger, Esq.; and
Alison Elko Franklin, Esq., as counsel.
The Debtor tapped SierraConstellation Partners LLC as their
Financial Advisor. They tapped Stretto as their Claims/Noticing
Agent.
The petitions were signed by Lawrence Perkins as chief
restructuring officer.
NMDC HOME: Court Approves Sale of Baltimore Property for $284.9K
----------------------------------------------------------------
Judge Nancy V. Alquist of the U.S. Bankruptcy Court for the
District of Maryland authorized NMDC Home Improvement LLC's sale of
the real property located at 2103 N. Hilton Street, in Baltimore,
Maryland 21216, to Pierre D. Dillard and Jasmine L. Harris for
$284,900, pursuant to their Residential Contract of Sale.
The Debtor is authorized to execute and deliver all documents and
take all actions reasonably necessary to convey the estate's
equitable interest in the Real Property to the Buyers.
The 14-day stay pursuant to Federal Rule of Bankruptcy Procedure
6004(h) is waived.
About NMDC Home Improvement
NMDC Home Improvement LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No.
22-10785) on Feb. 16, 2022, listing as much as $1 million in both
assets and liabilities. Michael Coleman, member, signed the
petition.
Aryeh E. Stein, Esq., at Meridian Law, LLC serves as the
Debtor’s
legal counsel.
NRP LEASE: Unsecureds to Split $500K via Quarterly Payments
-----------------------------------------------------------
NRP Lease Holdings, LLC, and its debtor-affiliates submitted an
Amended Disclosure Statement describing Amended Plan of
Reorganization dated September 1, 2022.
The Debtors have proposed the Plan as a means for dealing with
their debt burden. The Plan is intended to ensure that all
creditors receive as much or more than they would receive in a
liquidation of the Debtors' assets.
Adventure Landing and NNN enter into a break out lease for the
Beach Boulevard Property, whereby the Beach Boulevard Property was
carved out from the Master Lease as a stand-alone lease agreement
for the Debtors' flagship location at 1944 Beach Boulevard (the
"Beach Boulevard Break-Out Lease").
By agreement of the parties, the term of the Beach Boulevard
Break-Out Lease was extended through March 31, 2022, with an
obligation to vacate the premises 90 days thereafter. By further
agreement dated March 31, 2022, the Beach Boulevard Break Out Lease
was extended through June 30, 2022. A third modification extending
the term of the Break-Out Lease through September 5, 2022, was
approved by the Bankruptcy Court on May 11, 2022. The Break-Out
Lease has since been extended through December 31, 2022, though the
parties are awaiting Court approval of that extension.
The Mason, Ohio location operated by 2590 Water Park Drive, LLC was
mothballed prior to the initiation of these Chapter 11 cases and
has not been reopened. On or about August 15, 2022, NNN sold the
underlying property to Mason Waterpark, LLC. The parties extended a
break-out lease for this location as well, with the landlord
retaining a 60 day right of termination thereunder. The purchaser
is expected to exercise the termination option by year end, thus
relieving the Debtors of their obligation to carry this park.
Debtors intend to pursue a buy-out of their remaining obligations
under this lease. Following this transaction, only two parties
remain subject to NNN's Master Lease.
Debtors received $1,696,761 in funding from Harvest under the
provisions of the PPP, which loans were granted administrative
expense status pursuant to Court order dated April 2, 2020. The
Debtors have applied for forgiveness of the PPP Loans and are
awaiting a final decision from the SBA regarding the request.
Harvest and the SBA have argued that the PPP Loans must be paid in
full at confirmation. The Debtors do not agree. The Debtors will
therefore reserve, and withhold from distribution to other
creditors, $1,354,763 to pay the PPP Loans (the "PPP Reserve")
pending a determination, by Final Order(s), (i) that the PPP Loans
will not be forgiven, and (ii) that the PPP Loans may not be paid
over a 60 month period as provided above. If the PPP Loans are
forgiven or the Debtors are authorized, by Final Order, to pay them
over a 60 month period, then the PPP Reserve shall be released for
payment of creditor claims.
Class 1 Live Oak Banking Company holds a first priority lien and
security interest in virtually all of the Debtors' assets,
excepting those owned by 1944 Beach Boulevard, LLC, to secure an
indebtedness of approximately $1,663,684.10 calculated as of June
30, 2022. The lien is subordinate to the purchase money liens held
by H. Betti Industries, Inc., doing business as Betson Enterprises,
as to certain equipment, but is nonetheless considered to be fully
secured. Live Oak's Class 1 Claim is also cross-collateralized with
the assets of each Debtor (excepting 1944 Beach Boulevard, LLC) and
is secured on a pari-passu basis with Loan No. 103661 in Class 2.
Live Oak's remaining Allowed Class 1 Secured Claim shall be
amortized over a 20 year period and paid in 120 equal monthly
instalments of principal and 4.5% interest totaling approximately
$10,525.29, with the entire unpaid balance being due and payable on
the tenth anniversary of the Initial Distribution Date.
Class 2 consists of the claim of Live Oak Banking Company (Loan No.
103661). Live Oak holds a first priority lien and security interest
in virtually all of the Debtors' assets to secure an indebtedness
of approximately $1,656,391.16, calculated as of June 30, 2022. The
lien is subordinate to the purchase money liens held by Betson as
to certain equipment, but is nonetheless considered to be fully
secured. Live Oak's Allowed Class 2 Claim is also cross
collateralized with the assets of each Debtor and secured on a
paripassu basis with Loan No. 103660 in Class 1.
Live Oak's remaining Allowed Class 2 Secured Claim shall be
amortized over a 20 year period and paid in 120 equal monthly
instalments of principal and 4.5% interest totaling approximately
$10,479.15, with the entire unpaid balance being due and payable on
the tenth anniversary of the Initial Distribution Date. The
collateral securing Live Oak's Allowed Class 2 Secured Claim shall
be administered and Live Oak's lien shall be retained (excluding
1944 Beach Boulevard, LLC), in the same manner as Live Oak's
Allowed Class 1 Secured Claim.
In the event the PPP Loans are forgiven or, alternatively, the
Debtors are authorized by Final Order to repay such loans over a 60
month period, the Debtors shall make a principal reduction payment
to Live Oak of $250,000 from the PPP Reserve to be applied to its
Class 2 Claim. The balance of the indebtedness will then be
reamortized based on the original amortization schedule and paid
over the remaining portion of the 120 month Plan payment period.
Class 12 consists of General Unsecured Claims. Allowed Unsecured
Claims will share pro rata in 20 quarterly distributions of $25,000
each, with the first payment to be made within 90 days of the
Effective Date. In the event (i) the PPP Loans are forgiven, or
(ii) the Debtors are permitted by Final Order to repay the PPP
Loans over 60 months following entry of a final order determining
the PPP Loans are ineligible for forgiveness, the Debtors shall
make an additional distribution of $500,000 from the PPP Reserve to
the Holders of Allowed Unsecured Claims at the time the next
quarterly distribution to Class 12 Claim Holders is due.
Class 13 consists of Equity Interests. All equity interests in the
Debtors shall be retained, and all rights and privileges of the
equity interest holders shall remain unaltered. This Class is
unimpaired.
The Plan will be funded from funds accumulated during the pendency
of these cases and from the continued operation of the Debtors'
business. Distributions to creditors shall be handled internally by
the Debtors on a consolidated basis as though the cases have been
substantively consolidated.
The Plan proposes to pay all Administrative and Priority Claims in
full, plus a minimum distribution of $500,000 to General Unsecured
Creditors ($1,000,000 if the PPP Loans are forgiven).
A full-text copy of the Amended Disclosure Statement dated
September 1, 2022, is available at https://bit.ly/3KPr0OF from
PacerMonitor.com at no charge.
Attorneys for the Debtors:
Richard R. Thames, Esq.
Thames Markey & Heekin, P.A.
50 North Laura Street, Suite 1600
Jacksonville, FL 32202
Phone: (904) 358-4000
E-mail: rrt@tmhlaw.net
About NRP Lease
Holdings
NRP Lease Holdings, LLC, and its debtor-affiliates are privately
held companies based in Jacksonville Beach, Florida.
NRP Lease Holdings and its affiliates that have filed voluntary
petitions seeking relief under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Lead Case No. 19-04607) on Dec. 5, 2019. The
petition was signed by Henry P. Woodburn III, manager. At the
time of filing, NRP Lease and Adventure Holdings each estimated
$50,000 in assets and $1 million to $10 million in liabilities.
Richard R. Thames, Esq. at THAMES MARKEY & HEEKIN, P.A., is serving
as counsel to the Debtors.
NTI-NV INC: Unsecureds to Get Prorata of Debtor's Asset
-------------------------------------------------------
NTI-NV Inc. submitted a Disclosure Statement.
The assets of the Debtors' Estate consist of interest in other
entities that operate businesses. The other entities have
vehicles, contracts for services and licenses to operate. The
total value of the assets is $1,318,244.
The filing of the bankruptcy was prompted by the slow business due
to COVID-19. Now that the economy is up and operating the business
has picked up. The problem is the time to catch up on the expenses
based upon the lack of business over several months. There was also
litigation with a partner of the business that caused a disruption
of the business. That issue has been resolved. The Debtor plans on
paying back the creditors based upon the operation of the
business.
The Class 1 secured claim of Ally Financial, secured on the
residence of the Debtor at 10713 Royal Pine Avenue, Las Vegas,
Nevada 89144, will be paid in full from the sale of the Property.
Class 3 General Unsecured Claims will be paid on a pro-rata basis
based on the liquidation value of the Debtors' non-exempt assets.
Class 3 is impaired.
Attorneys for Debtor:
David J. Winterton, Esq.
DAVID J. WINTERTON & ASSOC., LTD.
7881 W. Charleston Blvd., Suite 220
Las Vegas, NV 89117
Tel: (702) 363-0317
Facsimile: (702) 363-1630
E-mail: david@davidwinterton.com
A copy of the Disclosure Statement dated August 26, 2022, is
available at https://bit.ly/3RkBWWu from PacerMonitor.com.
About NTI-NV Inc.
NTI-NV Inc. sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 22-10460) on Feb. 10,
2022, listing up to $50,000 in assets and up to $500,000 in
liabilities. Judge Natalie M. Cox oversees the case.
David J. Winterton, Esq., at David J Winterton & Associates Ltd
serves as the Debtor's legal counsel.
OAXACA AMSTERDAM: Seeks Cash Collateral Access
----------------------------------------------
Oaxaca Amsterdam Avenue LLC and certain of its affiliates ask the
U.S. Bankruptcy Court for the Southern District of New York for
entry of an order directing the immediate release of the Debtors'
cash held by third party custodians, and authorizing the Debtors to
use that cash in the ordinary course of business.
Alternatively, the Debtors request that the Bankruptcy Court enter
an order authorizing the interim use of cash collateral and
providing adequate protection for that collateral, and authorizing
and directing the release of funds held by third parties.
The Debtors assert they are entitled to use cash being held by
third parties for the Debtors' business operations in the ordinary
course of business.
According to the Debtors, the income from business operations and
the cash on hand are not "cash collateral" of any lenders. The
Debtors also state that none of the lenders has a perfected
security interest in the cash itself because they are neither in
possession nor control of the cash. The cash is held by third
parties, and not in any bank account controlled by any lender. Nor
are the cash proceeds on a going forward basis, nor the cash at
these third party custodians, the product of collateral in which
any lender has any perfected security interest.
Even if the cash were the proceeds of assets in which the lenders
have a security interest, and were therefore cash collateral the
use of the cash itself for the purposes of business operations is
"adequate protection" of the affected creditors' interest.
A copy of the motion is available at https://bit.ly/3QdVU4u from
PacerMonitor.com.
About Oaxaca Amsterdam Avenue LLC
Oaxaca Amsterdam Avenue LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-11062) on
August 3, 2022. In the petition signed by Vishal Dhar, secretary
and treasurer, the Debtor disclosed up to $100,000 in assets and up
to $10 million in liabilities.
James J. DeCristofaro, Esq., at DCL Firm is the Debtor's counsel.
OMNIQ CORP: Incurs $3.2 Million Net Loss in Second Quarter
----------------------------------------------------------
OMNIQ Corp. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $3.19 million
on $24.21 million of total revenues for the three months ended June
30, 2022, compared to a net loss of $2.51 million on $13.12 million
of total revenues for the three months ended June 30, 2021.
For the six months ended June 30, 2022, the Company reported a net
loss of $5.75 million on $50.53 million of total revenues compared
to a net loss of $5.85 million on $32.87 million of total revenues
for the six months ended June 30, 2021.
As of June 30, 2022, the Company had $69.75 million in total
assets, $74.65 million in total liabilities, and a total deficit of
$4.90 million.
Shai Lustgarten Chairman and CEO commented: "We are very pleased to
announce the second quarter and six months results. Despite the
supply chain challenges across the globe, we are proud to have
delivered both a record Q2 and record 6 month revenue marking the
highest numbers since the company's inception. Our order backlog
continues to grow as customer demand remains strong which we expect
will drive strong deliveries into the third quarter.
"We are enjoying a strategic milestone with penetrating the growing
retail and Fast Food restaurant sector with our AI-Machine Vision
proprietary technology and innovative solutions that we expect to
become a significant growth engine as well as provide higher
profitability.
"Our business fundamentals are solid and prove once again the
strength of our business model relying on top of the line
technology, proprietary AI Based innovative solutions, and an
invaluable loyal customer base that we do anything to satisfy. With
our revenue visibility increasing, we are looking forward to a
successful 2022 and going forward," Mr. Lustgarten concluded.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/278165/000149315222022612/form10-q.htm
About omniQ Corp.
Headquartered in Salt Lake City, Utah, omniQ Corp. (OTCQB: OMQS) --
http://www.omniq.com-- provides computerized and machine vision
image processing solutions that use patented and proprietary AI
technology to deliver data collection, real time surveillance and
monitoring for supply chain management, homeland security, public
safety, traffic and parking management and access control
applications. The technology and services provided by the Company
help clients move people, assets and data safely and securely
through airports, warehouses, schools, national borders, and many
other applications and environments.
Omniq reported a net loss of $13.14 million for the year ended Dec.
31, 2021, a net loss of $11.50 million for the year ended
Dec. 31, 2020, and a net loss attributable to the company's common
stockholders $5.31 million. As of Dec. 31, 2021, the Company had
$75.08 million in total assets, $72.78 million in total
liabilities, and $2.30 million in total equity.
PARAMOUNT HEALTH: Case Summary & Eight Unsecured Creditors
----------------------------------------------------------
Debtor: Paramount Health Services, LLC
7575 San Felipe
Suite 125
Houston, TX 77063
Business Description: The Debtor provides physical therapy and
rehabilitation services.
Chapter 11 Petition Date: September 5, 2022
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 22-32623
Judge: Hon. Eduardo V. Rodriguez
Debtor's Counsel: Broocks M. Wilson, Esq.
KEAN MILLER LLP
711 Louisiana, Suite 1800
Houston, TX 77002
Tel: 713-844-3000
Email: mack.wilson@keanmiller.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alireza Hashemi, president/manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's eight unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/BPOO32Q/Paramount_Health_Services_LLC__txsbke-22-32623__0001.0.pdf?mcid=tGE4TAMA
PARAMOUNT HEALTH: Case Summary & Eight Unsecured Creditors
----------------------------------------------------------
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Paramount Health Services, LLC
7575 San Felipe
Suite 125
Houston, TX 77063
Homa, LLC 22-32624
Shirdal, LLC 22-32625
Business Description: The Debtors provide physical therapy and
rehabilitation services.
Chapter 11 Petition Date: September 5, 2022
Court: United States Bankruptcy Court
Southern District of Texas
Judge: Hon. Eduardo V. Rodriguez
Debtor's Counsel: Broocks M. Wilson, Esq.
KEAN MILLER LLP
711 Louisiana, Suite 1800
Houston, TX 77002
Tel: 713-844-3000
Email: mack.wilson@keanmiller.com
Paramount Health's
Estimated Assets: $500,000 to $1 million
Paramount Health's
Estimated Liabilities: $1 million to $10 million
Homa, LLC's
Estimated Assets: $0 to $50,000
Homa, LLC's
Estimated Liabilities: $100,000 to $500,000
Shirdal's
Estimated Assets: $0 to $50,000
Shirdal's
Estimated Liabilities: $100,000 to $500,000
The petitions were signed by Alireza Hashemi, president/manager.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' largest unsecured creditors are available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/BPOO32Q/Paramount_Health_Services_LLC__txsbke-22-32623__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/BJHVROQ/Homa_LLC__txsbke-22-32624__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/BV2GLZY/Shirdal_LLC__txsbke-22-32625__0001.0.pdf?mcid=tGE4TAMA
PARAMOUNT HEALTHCARE: Seeks to Use $120,000 in Cash Collateral
--------------------------------------------------------------
Paramount Health Services, LLC asks the U.S. Bankruptcy Court for
the Southern District of Texas, Houston, Division, for authority to
use cash collateral on an emergency basis in the amount of $120,000
for the next 30 days to meet regular expenses and continue its
business operations. Paramount's anticipated monthly income is
$75,000.
The Debtor believes an orderly transition into Chapter 11 is
crucial to the viability of its operations and that any delay in
obtaining the use of cash collateral would leave the Debtor unable
to meet important obligations to employees, patients, and vendors.
The cash collateral will be used to pay operating expenses,
including paying vendors, employees, taxes, lease payments, and
other overhead costs to allow Paramount to continue providing
physical therapy services for its patients.
The Debtor is aware of only one creditor with a security interest
in its property, the United States Small Business Administration.
Paramount is wholly owned by Homa, LLC, which is wholly owned by
Shirdal, LLC, which is wholly owned by Alireza Hashemi. Both Homa
and Shirdal have no assets other than the equity interests of their
subsidiary.
Since 2014, Mr. Hashemi has been in sole control of Paramount. As
the Manager of Paramount, Mr. Hashemi is responsible for overseeing
and directing its operational and financial affairs. Mr. Hashemi
took over the control and management of Paramount from his former
business partner, Mr. Amir Kazemi, pursuant to the parties'
Separation Agreement dated June 1, 2014.
From 2014 to 2018, Mr. Hashemi invested significant time
rehabilitating Paramount's business and personally invested
hundreds of thousands of dollars to keep Paramount afloat. In 2019,
Paramount had a positive net income for the first time since Mr.
Hashemi took over Paramount.
Despite Paramount's numerous lean years, Paramount incurred
substantially no funded debt between 2014 and 2019.
Due to the COVID-19 pandemic, however, Paramount's revenues
decreased by over 20%. To ensure Paramount could remain operational
and continue serving patients during the COVID-19 pandemic,
Paramount obtained a $1.75 million Economic Injury Disaster Loan
from the United States Small Business Association in June 2020.
The EID Loan accrues interest at an annual rate of 3.75% and does
not mature until June 2050. The current balance on the loan is
$1,805,106, and Paramount will begin making monthly payments of
$8,619 in December 2022.
The EID Loan is secured by a lien on substantially all of
Paramount's assets, including its cash collateral. Mr. Hashemi has
also personally guaranteed the EID Loan. On June 14, 2022, a Texas
state court entered a judgment against Paramount for $740,150.
As adequate protection for the use of cash collateral, Paramount
will agree, with Court approval, (1) to grant replacement liens to
the SBA to the extent Paramount's use of cash collateral results in
a decrease of the value of the SBA's interest in the Paramount's
assets; and (2) to make cash payments to the SBA in accordance with
the terms of the parties' loan agreement.
A copy of the motion is available at https://bit.ly/3wZ7k5v from
PacerMonitor.com.
About Paramount Healthcare Group Inc.
Paramount Healthcare Group Inc. is a licensed outpatient physical
therapy practice formed in 1999, operating in Houston, Texas, and
offering a full range of physical therapy services. Not only does
Paramount assist patients in rehabilitating and recovering from
injuries and surgeries, but it also offers physical therapy
treatments for stroke recovery, chronic pain, and balance issues
including vertigo.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-32623) on September
5, 2022. In the petition signed by Alireza Hashemi,
president/manager, the Debtor disclosed up to $1 million in assets
and up to $10 million in liabilities.
Broocks M. Wilson, Esq., at Kean Miller LLP oversees the case.
POPPA CONSTRUCTION: Taps Stichter Riedel Blain & Postler as Counsel
-------------------------------------------------------------------
Poppa Construction, Inc. received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Stichter Riedel
Blain & Postler, P.A. to serve as legal counsel in its Chapter 11
case.
The firm's services include:
a. rendering legal advice with respect to the Debtor's powers
and duties;
b. preparing legal papers;
c. appearing before the court and the Office of the U.S.
Trustee;
d. participating in negotiations with creditors and other
parties in interest in formulating and drafting a Chapter 11 plan,
and taking necessary legal steps to confirm such a plan;
e. representing the Debtor in all adversary proceedings,
contested matters, and matters involving administration of the
bankruptcy case;
f. performing all other necessary legal services for the
Debtor.
The firm will be paid based upon its normal and usual hourly
billing rates and will be reimbursed for its out-of-pocket
expenses.
The retainer is $30,000.
Edward Peterson, Esq., a partner at Stichter, 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:
Edward J. Peterson, Esq.
Stichter Riedel Blain & Postler, P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602
Tel: (813) 229-0144
Email: epeterson@srbp.com
About Poppa Construction
Poppa Construction, Inc., a company in Naples, Fla., filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 22-00498) on May 5, 2022, listing up to
$500,000 in assets and up to $10 million in liabilities. Kathleen
L. DiSanto serves as Subchapter V trustee.
Judge Caryl E. Delano oversees the case.
Edward J. Peterson, Esq., at Stichter, Riedel, Blain & Postler,
P.A. and Roetzel & Andress serve as the Debtor's bankruptcy counsel
and special litigation counsel, respectively.
POST OAK TX: Court Approves Disclosure and Confirms Plan
--------------------------------------------------------
Judge Erik P. Kimball has entered an order approving the Disclosure
Statement and confirming the Plan of Reorganization jointly
proposed
Post Oak TX, LLC and Wilmington Trust, National Association, as
Trustee, for the benefit of the registered holders of Wells Fargo
Commercial Mortgage Trust 2015-LC20, Commercial Mortgage
Pass-Through Certificates, Series 2014-LC20, through its special
purpose entity, RSS JPMBB2014-C25 – TX POT, LLC, c/o Rialto
Capital Advisors, LLC.
The Plan treatment accorded to all classes is approved as follows:
Administrative Claims. All Allowed Administrative Claims shall be
paid in full on or before the Effective Date pursuant to the terms
set forth in the Disclosure Statement. Notwithstanding the
foregoing, distribution on Allowed Professional Claims shall be
capped at $150,000.00 in the aggregate (over and above any fees and
costs paid through April 25, 2022) in accordance with the Global
Settlement. Until the Effective Date of the confirmed plan, the
Debtor shall continue to file the UST Form 11-MOR, Monthly
Operating Report and shall timely pay the U.S. Trustee the
appropriate sums required pursuant to 28 U.S.C. s 1930(a)(6) (the
"Quarterly Fees"). Following the Effective Date of the confirmed
plan, NewCo or the authorized parties who have been charged with
administering the confirmed plan shall file the UST Form 11-PCR,
Post Confirmation Report, every calendar quarter and shall timely
pay the U.S. Trustee Quarterly Fees until the earlier of: (1) the
entry of a final decree; (2) the conversion of the case to a case
under another chapter; or (3) the dismissal of the case.
Administrative Expense Claims. Allowed Administrative Expense
Claims, including those that arise from the assignment of an
executory contract or unexpired lease shall be assumed by NewCo in
the ordinary course of business and paid pursuant to customary
terms that existed between the Debtor and the Holder of an Allowed
Administrative Expense Claim prior to Confirmation.
Class 1. Allowed Priority Claims. On the Effective Date, the
Disbursing Agent shall pay all sums due for claims under Section
507 of the Bankruptcy Code (not including Allowed Administrative
Claims, which are unclassified and treated as set forth above), if
any.
Class 2. Rialto Allowed Claim. On the Effective Date, the Debtor
shall transfer substantially all of its assets to NewCo in
satisfaction of the Rialto Allowed Claim (with the understanding
that the value of the Debtor's assets is significantly less than
the amount of the Rialto Allowed Claim).
Class 3. Allowed General Unsecured Claims. On the Effective Date,
the Disbursing Agent shall pay 100% of all Allowed General
Unsecured Claims, (except that the unsecured claims of any of the
Debtor Insider Parties and Rialto's unsecured deficiency Claim
(which need not and will not be determined) shall not participate
in the distribution to Class 3.
Class 4. Debtor Insider Parties Claims. On the Effective Date,
$650,000.00 will be disbursed to Debtor's counsel's trust account
to be disbursed in accordance with Global Settlement Agreement,
which sum includes the $150,000 earmarked for Professional Claims
(see, Par.3 (a), supra) and in full satisfaction of the Claims of
the Debtor Insider Parties.
Class 5. Equity Interests of the Debtor. Class 5 Equity Interests
in the Debtor shall retain their interests in the Debtor and shall
be treated as set forth in the Global Settlement.
Injunction. Commencing on the Effective Date, all persons who hold
or who have held a Claim or Equity Interest in the Debtor shall be
permanently enjoined from commencing or continuing any action,
employment of process, or act to collect, offset, avoid or recover
any Claim against the Plan Proponents, except as otherwise provided
under the Plan
Counsel for Wilmington Trust, National Association, as Trustee, for
the benefit of the registered holders of Wells Fargo Commercial
Mortgage Trust 2015-LC20, Commercial Mortgage Pass-Through
Certificates, Series 2014-LC20, through its special purpose entity,
RSS JPMBB2014-C25 – TX POT, LLC, c/o Rialto Capital Advisors,
LLC:
Jacqueline Calderin, Esq.
AGENTIS PLLC
55 Alhambra Plaza, Suite 800
Coral Gables, FL 33134
Tel: (305) 722-2002
E-mail: jc@agentislaw.com
About Post Oak TX, LLC
Post Oak TX, LLC is part of the traveler accommodation industry.
Post Oak TX sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-18563) on August 31,
2021. E. Llywd Ecclestone, Jr., president of Hotel Resort Company,
a Florida corporation, as general partner, of Hotel Resort
Properties, LLLP, the Debtor's member/manager, signed the petition.
The Debtor disclosed between $50 million to $100 million in both
assets and liabilities.
Judge Erik P. Kimball oversees the case.
Andrew Zaron, Esq., at Leon Cosgrove, LLP, is the Debtor's counsel.
KapilaMukamal, LLP is the Debtor's financial advisor.
PWM PROPERTY: Unsecureds Unimpaired in Plan
-------------------------------------------
Judge Mary F. Walrath has entered an order confirming the Plan of
Reorganization of PWM Property Management LLC, et al.
The Amended Disclosure Statement is approved on a final basis.
Holders of Claims and Interests in Class 3A (Park Avenue Mortgage
Loan Claims), Class 4A (Mezzanine A Loan Claims), Class 4B
(Mezzanine B Loan Claims), Class 4C (Mezzanine C Loan Claims),
Class 5A (Mezzanine A Guarantee Claims), Class 5B (Mezzanine B
Guarantee Claims), Class 5C (Mezzanine C Guarantee Claims), Class
5D (Park Avenue Mortgage Guarantee Claims), Class 10 (Park Avenue
Preferred Equity Interests in 245 Park JV LLC), and Class 11
(Guarantee of Park Avenue Preferred Equity Interests in 245 Park JV
LLC) are impaired and have voted to accept the Plan in the numbers
and amounts required by section 1126 of the Bankruptcy Code.
The Park Avenue Debtors are authorized pursuant to sections 363 and
1123 of the Bankruptcy Code to take all actions as may be necessary
or appropriate to effect any transaction described in, approved by,
contemplated by, or necessary to effectuate the restructuring
transactions set forth in, approved or contemplated by, or
necessary to effectuate the Plan with respect to the Park Avenue
Debtors, including, for the avoidance of doubt, the Park Avenue
Plan Sponsor Transaction, the Park Avenue Mortgage Loan Amendment,
each Mezzanine Loan Amendment, and the Replacement Guarantee
Agreements, along with all other actions that the Park Avenue
Debtors determine to be necessary or appropriate, including in
connection with filings or recordings that may be required by
applicable law in connection with the Plan (collectively, the
"Restructuring Transactions").
With the exception of Claims and Interests in Classes 3B and 12,
the applicable Park Avenue Debtors or Reorganized Park Avenue
Debtors are authorized to take any action as may be necessary or
advisable to effectuate any Reinstatement of the Claims and
Interests to be Reinstated pursuant to Article III of the Plan, as
applicable, including without limitation, the execution and
delivery of any documents, including any appropriate agreements or
other documents effectuating the Reinstatement, and shall take all
other actions that the applicable Entities determine to be
necessary or appropriate, including making filings or recordings
that may be required by applicable law. For the avoidance of doubt,
on the Effective Date and in accordance with Article III of the
Plan, all Interests of West Madison Holding in West Madison Owner
shall be Reinstated.
The Reorganization Plan
Under PWM Property Management's Amended Joint Chapter 11 Plan of
Reorganization, holders of Class 6 General Unsecured Claims will
receive at the option of the Park Avenue Plan Sponsor, either on or
after the Effective Date:
(i) payment in full in Cash of the unpaid portion of such
Holder's General Unsecured Claim on the Effective Date or as soon
thereafter as reasonably practicable (or if payment is not then
due, payment shall be made in accordance with its terms in the
ordinary course);
(ii) Reinstatement of such Holder's Allowed General Unsecured
Claim; or
(iii) such other treatment rendering such Holder's Allowed General
Unsecured Claim Unimpaired.
The Park Avenue Plan Sponsor is 245 Park Member LLC (SLG Member).
On the Effective Date, the Park Avenue Plan Sponsor or an Affiliate
thereof shall, subject to and in accordance with the terms of the
Park Avenue Plan Sponsor Agreement,
(a) in order to effect a Tenant Cure Event, deposit the
applicable portion of the Park Avenue Plan Sponsor Cash Amount into
the Outstanding Rollover (MLB) Account (as defined in the Park
Avenue Cash Collateral Order), such that the Outstanding Rollover
(MLB) Account holds Cash in an amount equal to $19,080,545, and
then, all amounts on deposit in the Outstanding Rollover (MLB)
Account shall be deposited into the Outstanding Rollover/Free Rent
Account, to be allocated as agreed between the Park Avenue Mortgage
Lender and the Park Avenue Plan Sponsor, which such Cash shall be
held and disbursed on account of Capital Expenditures and Approved
Leasing Expenses in accordance with the Park Avenue Mortgage Loan
Agreement and the Park Avenue Mortgage Loan Amendment;
(b) deposit Cash in an amount equal to the amount described in
clause (iv) of the definition of Park Avenue Plan Sponsor Cash
Amount into the Excess Cash Flow Reserve Account, which Cash shall
be held in the Excess Cash Flow Reserve Account in accordance with
Section 7.5.2 of the Park Avenue Mortgage Loan Agreement and the
Park Avenue Mortgage Loan Amendment until disbursed, at Borrower's
request, for the purpose of paying for Capital Expenditures and
Approved Leasing Expenses in accordance with Section 7.5.2 of the
Park Avenue Mortgage Loan Agreement; and
(c) shall provide Cash to the Park Avenue Owner in an amount
equal to the aggregate dollar amount of unpaid Administrative
Claims as of the Effective Date of the Plan, including, in each
case, the allowed fees and expenses of the Debtors' Professionals
(in accordance with the aggregate cap set forth in the definition
of Park Avenue Plan Sponsor Cash Amount), which such Cash provided
pursuant to this clause (c) shall be used to pay such
Administrative Claims. For the avoidance of doubt, (i) any Cash
provided to the Park Avenue Owner pursuant to clause (c) of this
Article IV.F shall be used solely for the payment of unpaid
Administrative Claims against the Park Avenue Debtors, and (ii) the
amounts deposited by the Park Avenue Plan Sponsor or an Affiliate
thereof pursuant to clause (b) of this Article IV.F shall be held
in the Excess Cash Flow Reserve Account as if a Cash Sweep Event
was ongoing and not transferred to the Lockbox Account
notwithstanding that a Cash Sweep Event shall not be deemed to be
ongoing as of the Effective Date for any other purpose other than
as expressly set forth in this Article IV.F. On the Effective Date,
the Park Avenue Plan Sponsor or an Affiliate thereof shall, subject
to and in accordance with the terms of the Park Avenue Plan Sponsor
Agreement, deposit into the account designated by the Debtors in
accordance with Section 2.1 of the Park Avenue Plan Sponsor
Agreement the applicable portion of the Park Avenue Plan Sponsor
Cash Amount constituting (a) the Park Avenue Professional Fee
Escrow Amount and (b) an amount sufficient to fund the
distributions to Holders of all Allowed Claims in accordance with
the terms hereof, in each case, subject in all respects to the Park
Avenue Plan Sponsor Agreement, including the Cap set forth in the
definition of Park Avenue Plan Sponsor Cash Amount, and to be
distributed in accordance with the terms hereof.
Attorneys for the Debtors:
Thomas E Lauria, Esq.
Fan B. He, Esq.
WHITE & CASE LLP
200 South Biscayne Boulevard, Suite 4900
Miami, FL 33131
Telephone: (305) 371-2700
- and -
Bojan Guzina, Esq.
Jason N. Zakia, Esq.
Gregory F. Pesce, Esq.
WHITE & CASE LLP
111 South Wacker Drive
Chicago, Illinois 60606
Telephone: (312) 881-5400
- and -
Edmon L. Morton, Esq.
Kenneth J. Enos, Esq.
Allison S. Mielke, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
A copy of the Order dated August 31, 2022, is available at
https://bit.ly/3Q5cIKU from PacerMonitor.com.
A copy of the Amended Joint Chapter 11 Plan of Reorganization dated
August 31, 2022, is available at https://bit.ly/3RciCv8 from
PacerMonitor.com.
About PWM Property Management
PWM Property Management LLC, et al., are primarily engaged in
renting and leasing real estate properties. They own two premium
office buildings, namely 245 Park Avenue in New York City, a
prominent commercial real estate assets in Manhattan's prestigious
Park Avenue office corridor, and 181 West Madison Street in
Chicago, Illinois.
On Oct. 31, 2021, PWM Property Management LLC and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
21-11445). PWM estimated assets and liabilities of $1 billion to
$10 billion as of the bankruptcy filing.
The cases are pending before the Honorable Judge Mary F. Walrath
and are being jointly administered for procedural purposes under
Case No. 21-11445.
The Debtors tapped White & Case LLP as restructuring counsel; Young
Conaway Stargatt & Taylor, LLP as local counsel; and M3 Advisory
Partners, LP as restructuring advisor. Omni Agent Solutions is the
claims agent.
RAMSCORP LLC: Unsecured Creditors to Split $10K in Plan
-------------------------------------------------------
Ramscorp LLC filed with the U.S. Bankruptcy Court for the District
of New Jersey a Small Business Plan of Reorganization dated
September 1, 2022.
The Debtor currently provides on-site computer services to its
customers. The Debtor leases its office space in Monroe Township,
NJ from an unrelated third party.
The lawsuit (MID-L-3049-19) initiated by Eega Souyma is the primary
factor that led to the Debtor filing for bankruptcy, as the
associated threats to the Debtor's employees have caused many of
those employees to leave. The Debtor's employees were its primary
resource and without their service and contribution to the company
it became increasingly difficult to generate revenue.
When the Debtor filed its Chapter 11 case, it was delinquent in its
obligations to its creditors. During the Chapter 11 case, the
Debtor was eventually successful in stabilizing its cash flow.
The Plan recognizes two general unsecured creditors: Bank of
America ("BOFA") and Semetrix, Inc. ("Semetrix"). The Plan
recognizes Souyma Eega ("Eega") as a potential equity holder.
The Plan will pay BOFA and Semetrix less than the full amount of
their claims because the value of the Debtor's assets is far less
than the amounts owed BOFA and Semetrix, and the Debtor does not
have sufficient projected disposable income which would allow it to
pay more than is provided for in the Plan. The payments made to
BOFA and Semetrix by the Debtor will be funded by capital
contributions from the Debtor's managing member, Mr. Arvind
Vannala.
The Plan will pay the unsecured claim of Eega nothing as her claim
is predicated upon an alleged ownership interest in the Debtor. The
status of Eega's interest, and the corresponding validity of her
claim, is currently pending in state court matter styled, Souyma
Eega v. Vaktech Corporation LLC et al., MID-L-3049-19, and is
subordinate to that of BOFA and Semetrix who the Debtor
acknowledges have valid unsecured claims.
Class 1 consists of General Unsecured Creditors. The Debtor
estimates that it owes approximately $398,140 to unsecured
creditors. The Claims in this Class shall receive a lump sum
payment of $10,000 distributed pro rata on the Effective Date. This
Class is impaired.
Class 2 consists of the disputed Claim of Souyma Eega filed in the
amount of $3,822,120.00. The Claim in this Class is based upon an
alleged equity interest and is subordinated to the Claims of other
creditors and shall receive nothing.
The interests of all equity holders shall be extinguished and this
Class shall receive no payments.
The Plan shall be funded from a capital contribution of Arvind
Vannala who shall be issued new stock.
A full-text copy of the Plan of Reorganization dated September 1,
2022, is available at https://bit.ly/3BjiPHl from PacerMonitor.com
at no charge.
Attorneys for Debtor:
Timothy P. Neumann, Esq.
Geoffrey Neumann, Esq.
BROEGE, NEUMANN, FISCHER & SHAVER, LLC
25 Abe Voorhees Drive
Manasquan, New Jersey 08736
Tel: (732) 223-8484
Email: timtothy.neumann25@gmail.com
Email: geoff.neumann@gmail.com
About Ramscorp LLC
Ramscorp LLC is a software company in New Jersey.
Ramscorp LLC and affiliate Vaktech Corporation LLC sought
protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D.N.J. Case No. 22-14460 and 22-14463) on June 3,
2022.
In the petition filed by Arvind Vannala, as managing member,
Ramscorp estimated assets between $100,000 and $500,000 and
estimated liabilities between $500,000 and $1 million.
Geoffrey P. Neumann, of Broege, Neumann, Fischer & Shaver, LLC, is
the Debtors' counsel.
RENEWABLE ENERGY: Wins Interim Cash Collateral Access
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Rome Division, authorized Renewable Energy Holdings of Georgia, LLC
to use cash collateral on an interim basis in accordance with the
budget, with a 15% variance.
The Debtor requires access to cash to pay its labor force and its
other operating expenses.
Comerica Bank asserts an interest in the Debtor's cash collateral.
Cash Environmental Services, LLC, an affiliate of the Debtor, holds
an account at Comerica Bank. As adequate protection, Comerica Bank
is authorized to debit the funds in the account in an amount no
less than $61,887 and apply such funds in accordance with its
agreements with Cash Environmental Services, LLC and the Debtors.
As adequate protection, Comerica Bank is granted a security
interest in and lien upon all of the Debtor's assets and property
created or acquired by the Debtor.
A final hearing on the matter is scheduled for September 28 at
11:30 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3KMdATE from PacerMonitor.com.
The budget provides for $495,057 in operating revenue and $376,641
in cost of operations.
About Coastal Landfill Disposal of Florida, LLC
Coastal Landfill Disposal of Florida, LLC specializes in hauling,
disposal, and recycling of construction demolition waste with
headquarters located at 2859 Paces Ferry Road, Suite 1150, Atlanta,
GA, 30339.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41009 ) on August 26,
2022. In the petition filed by Carson Cash King, authorized
representative, the Debtor disclosed up to $50,000 in assets and up
to $500,000 in liabilities.
Judge Barbara Ellis-Monro oversees the case.
Cameron M. McCord, Esq., at Jones & Walden, LLC is the Debtor's
counsel.
REUNION S. PRESA: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Reunion S. Presa, LLC
1702 S. Presa
San Antonio, TX 78210
Chapter 11 Petition Date: September 6, 2022
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 22-51003
Debtor's Counsel: Paul Steven Hacker, Esq.
HACKER LAW FIRM
3355 Cherry Ridge, Suite 214
San Antonio, TX 78230
Tel: (210) 595-2039
Fax: (210) 595-2037
E-mail: steve@hackerlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Leslie Scott Jones as managing member.
The Debtor filed an empty list of its 20 largest unsecured
creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/WULRJII/Reunion_S_Presa_LLC__txwbke-22-51003__0001.0.pdf?mcid=tGE4TAMA
RICHMOND HOSPITALITY: Taps Stuart R. Berg as Special Counsel
------------------------------------------------------------
Richmond Hospitality, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Stuart R.
Berg, P.C. as special litigation counsel.
The Debtor needs the firm's legal assistance in connection with a
case (Index No. 150277/2022) pending in the Supreme Court of the
State of New York, County of Richmond, captioned as Richmond
Hospitality, LLC v. Abrams, Fensterman, Fensterman, Eisman,
Formato, Ferrara, Wolf & Carone, LLP.
The firm will be paid 33 1/3 percent of the gross amount recovered
from the lawsuit.
Stuart R. Berg received a retainer of $25,000.
As disclosed in court filings, Stuart R. Berg is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Stuart R. Berg, Esq.
Stuart R. Berg, P.C.
1205 Franklin Avenue, Suite 380
Garden City, NY 11530
Tel: (516) 747-9494
Email: admin@stuartrberg-pc.com
About Richmond Hospitality
Richmond Hospitality, LLC is a real estate hotel development owner
and operator that was poised to develop an 80-room Best Western
Vibe hotel in Staten Island.
Richmond Hospitality filed its voluntary petition under Chapter 7
of the Bankruptcy Code on March 16, 2022. On May 18, 2022, the
court ordered the conversion of the case to one under Chapter 11
(Bankr. E.D.N.Y. Case No. 22-40507). At the time of the filing, the
Debtor listed $1 million to $10 million in both assets and
liabilities.
Judge Jil Mazer-Marino presides over the case.
Joseph S. Maniscalco, Esq., at LaMonica Herbst & Maniscalco, LLP
and Stuart R. Berg, P.C. serve as the Debtor's bankruptcy counsel
and special litigation counsel, respectively.
S-TEK 1 LLC: Seeks Cash Collateral Access Thru Dec 31
-----------------------------------------------------
S-Tek 1 LLC asks the U.S. Bankruptcy Court for the District of New
Mexico for authority to use cash collateral for the period from
October 1, 2022, through December 31, 2022 in accordance with the
budget.
The Debtor will use cash collateral to maintain its various
business operations and other expenses incident to the
administration of its bankruptcy.
Surv-Tek, Inc. asserts a putative interest in the Debtor's cash
collateral.
The Debtor seeks permission to use cash collateral under adequate
protection conditions that vary from prior cash collateral orders.
These changes include:
a. The Debtor is not necessarily required to file a "Cash
Collateral Report". Instead, the Debtor will be required to file a
list of its accounts receivable with each monthly operating report,
with a designation of which receivables constitute Eligible
Receivables, and only Eligible Receivables will be reported in Part
25 of the monthly operating report. The Debtor's attainment, vel
non, of the Cash Collateral Base by the end of the month is
sufficiently clear from the monthly operating report; the
requirement to prepare and file an additional Cash Collateral
Report is disproportionately burdensome to the Debtor in comparison
to the marginal increase in adequate protection that this process
affords Surv-Tek, Inc.
b. The Debtor may file a Cash Collateral Report for the
purpose of verifying that it restored its cash collateral and
Eligible Receivables to the Cash Collateral Base by the 21st of the
following month, if the Debtor did not attain the Cash Collateral
Base by the end of the month for which a monthly operating report
has been prepared. This allows the Debtor to verify that it has
restored cash collateral levels if the Debtor's monthly operating
reports do not verify this.
c. Surv-Tek, Inc. may designate five, not ten, receivables for
an agreed-upon procedure to be performed by the Debtor's accountant
regarding these receivables. This reduction arises from both the
burden of responding to Surv-Tek, Inc.'s designation of receivables
and the fact that none of the receivables designated by Surv-Tek,
Inc. thus far have ever not been verified by the Debtor's
accountant.
d. The Debtor's accountant will not "review" the Designated
Receivables, but will rather perform an agreed-upon procedure that
consists of cross-checking the receivables against invoices and
making inquiries of the Debtor's management. Any receivable that is
not verified under this agreed-upon procedure will not be deemed an
Eligible Procedure. The shift from "review" to "agreed-upon
procedure" responds to the position previously maintained by
Surv-Tek, Inc. that the report of the review of Debtor's accountant
is insufficient to verify that the Designated Receivables have been
properly checked.
e. If a Designated Receivable is not verified under the
agreed-upon procedure, then S-Tek will have to pay Surv-Tek the
amount of the receivable, which payment will result in an
adjustment of the Required Cash Collateral Base Amount. This
eliminates the punitive requirement in the third quarter of 2022
Cash Collateral Order and prior orders that required either
Debtor's managing member or the Debtor itself to pay a $5,000
penalty to Surv-Tek, Inc. for any receivable mis-classified as an
Eligible Receivable.
As adequate protection, Surv-Tek will continue to have a lien on an
all pre-petition cash collateral, as that term is defined in 11
U.S.C. section 363(a), upon which it had a lien pre-petition, and
it will have a replacement lien on property acquired post-petition
by the Debtor as proceeds of the Debtor's pre-petition cash
collateral. This lien will be to the same extent, and subject to
the same defenses, as Surv-Tek's pre-petition lien in the Debtor's
cash collateral. Additionally, for the Cash Collateral Period,
Surv-Tek will have replacement liens in the Debtor's post-petition
collateral, of the same type in which Surv-Tek had a lien
pre-petition, to the extent of diminution in value of the Debtor's
accounts receivable, cash on deposit, cash on hand, and other cash
equivalents since the Petition Date.
To the extent the cash collateral falls below $181,765 on the last
day of any calendar month, the Debtor will be required, by the 21st
of the following month, to either (1) pay Surv-Tek the difference
as adequate protection for the diminution in the value of
Surv-Tek's interest in cash collateral; or (2) include as an
exhibit to its monthly operating report, or file as a separate
document showing that the cash collateral was restored to at least
$181,765 in the intervening 21 days since the end of month for
which the monthly operating report was prepared.
A copy of the order is available at https://bit.ly/3RGt4em from
PacerMonitor.com.
About S-Tek 1 LLC
S-Tek 1 LLC, also known as SurvTek -- https://www.survtek.com -- is
a land surveying and consulting firm providing services to both the
private and public sectors throughout New Mexico. It is based in
based in Albuquerque, N.M.
S-Tek 1, filed a Chapter 11 petition (Bankr. D.N.M. Case No.
20-12241) on Dec. 2, 2020. In its petition, the Debtor disclosed
$355,177 in assets and $2,251,153 in liabilities. Randy Asselin,
managing member, signed the petition.
Judge Robert H. Jacobvitz presides over the case.
The Debtor tapped Nephi D. Hardman Attorney at Law, LLC as its
bankruptcy counsel and FPM & Associates, LLC as its accountant.
S.D.S. DINING: Sapphire Restaurant Enters Chapter 11 to Keep Lease
------------------------------------------------------------------
S.D.S. Dining Corp., Sapphire, Cuisine of India, has sought Chapter
11 bankruptcy protection in New York.
According to its Web site, Sapphire: Cuisines of India was a
mainstay in the Upper West Side dining scene before relocating to
2014 Broadway.
Darshan R. Shah, VP and veteran restauranteur, explained in court
filings that the Debtor filed for Chapter 11 to stay a potential
termination of its lease at 2014 Broadway. By staying the
termination, the Debtor intends to continue its appeal of the state
court litigation with its landlord to preserve the lease for the
benefit of its estate and creditors.
To relaunch the restaurant at 2014 Broadway, Sapphire turned to
Shah, a veteran restauranteur. Previously, Shah was the owner of
ada, which received a Two-Star Review from former New York Times
Critic William Grimes and was awarded the "Five Star Diamond Award"
for six straight years by the American Academy of Hospitality
Sciences from 2001 to 2007. Shah joined partners Satish Arora and
Steve Chopey to breathe new life into Sapphire.
According to court filings, S.D.S. Dining Corp. estimates between 1
and 49 creditors. The petition says funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Sept. 29, 2022, at 2:00 PM at Office of UST (TELECONFERENCE ONLY) -
CHAPTER 11s.
About S.D.S. Dining Corp.
S.D.S. Dining Corp. is doing business as Sapphire, Cuisine of
India, at 2014 Broadway, New York, NY 1002. On the Web:
https://sapphire2014.com/
S.D.S. Dining Corp. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-11173) on August 30,
2022. In the petition filed by Darshan R. Shah, as vice-president,
the Debtor reported assets between $100,000 and $500,000 and
liabilities between $1 million and $10 million.
The Debtor is represented by Arnold Mitchell Greene of Leech
Tishman Robinson Brog PLLC.
S3 SPA LLC: Gets OK to Hire Guidant Law as Bankruptcy Counsel
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S3 SPA, LLC received approval from the U.S. Bankruptcy Court for
the District of Arizona to employ Guidant Law, PLC to handle its
Chapter 11 bankruptcy case.
Guidant Law will be paid at these rates:
Attorneys $400 to $475 per hour
Paralegals $125 to $150 per hour
Clerks $80 to $100 per hour
The firm will also be reimbursed for its out-of-pocket expenses.
The retainer fee is $2,000.
D. Lamar Hawkins, Esq., a partner at Guidant Law, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
D. Lamar Hawkins, Esq.
Guidant Law, PLC
402 E. Southern Ave.
Tempe, AZ 85282
Tel: (602) 888-9229
Fax: (480) 725-0087
Email: lamar@guidant.law
About S3 SPA LLC
S3 SPA, LLC filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 22-05439) on Aug. 17,
2022, listing up to $50,000 in assets and up to $500,000 in
liabilities. Jody Corrales serves as Subchapter V trustee.
Judge Paul Sala oversees the case.
D. Lamar Hawkins, Esq., at Guidant Law, PLC is the Debtor's
counsel.
SANITYDESK INC: Asset Sale Proceeds to Fund Plan Payments
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SanityDesk, Inc., filed with the U.S. Bankruptcy Court for the
District of Delaware a Plan of Liquidation and Disclosure Statement
dated September 1, 2022.
SanityDesk is a technology startup that provides software to help
small businesses grow online. SanityDesk was founded in October
2019 by Samuel P.N. Cook and Tyron Dizon. Samuel Cook served as
Chief Executive Officer until his resignation on March 10, 2022.
Currently, the Debtor's expenditures are approximately $177,000 per
month. As a technology start-up, the Debtor has not been able to
generate sufficient revenue to meet its expenditures. Moreover, the
Debtor has been unable to raise additional funds from investors. As
a result, the Debtor is currently experiencing a liquidity crisis.
The Debtor intends to use the breathing space afforded by the
Chapter 11 to conduct a sale process and preserve the going concern
value of its business for the benefit of its creditors, team
members and customers.
The Debtor represents that the value of the property to be
distributed under the Plan during the term of the Plan is not less
than the Debtor's projected disposable income for the term of the
Plan. The Plan provides for the full payment of administrative and
priority claims over the lifetime of the Plan.
Except as otherwise provided in this Plan, general unsecured claims
will receive pro rata distributions over time from the funds
available from the Debtor's disposable income. The Plan further
provides for the subordination of certain unsecured claims and
treating such subordinated claims as interest holders.
Clas 1 consists of Secured Claims. Holders of Class 1 Claims shall
receive payment in full from the proceeds of the Sale unless such
holder agrees to less favorable treatment.
Class 2 consists of General Unsecured Claims. Holders of Class 2
Claims shall receive their pro-rata distribution from the proceeds
of the Sale after payment of Administrative Expenses, Priority Tax
Claims and Class 1 Secured Claims.
Class 3 consists of Equity Holders. Existing equity interests shall
be cancelled and Class 3 Equity Holders shall receive no
distribution on account of their equity interests.
The Plan will be funded by the proceeds realized from the sale of
the Debtor's assets pursuant to section 363 of the Bankruptcy
Code.
On Confirmation of the Plan, all property of the Debtor, tangible
and intangible, including, without limitation, licenses, furniture,
fixtures and equipment, will revert, free and clear of all Claims
and Equitable Interests except as provided in the Plan, to the
Debtor.
The Debtor is selling its assets. All proceeds of the Sale will be
used to make payments under the Plan. As a result of the sale of
all or substantially all of its assets, the Debtor will have no
disposable income over the 5 year projection period, after paying
operating expenses and post-confirmation taxes, beyond proceeds
from the Sale. All payments required to be made to pre-petition
creditors under the plan will be made within 60 days of the
Effective Date.
A full-text copy of the Liquidating Plan dated September 1, 2022,
is available at https://bit.ly/3RoMBzU from PacerMonitor.com at no
charge.
Debtor's Counsel:
Michael Busenkell, Esq.
Gellert Scali Busenkell & Brown, LLC
1201 N. Orange Street, Suite 300
Wilmington, DE 19801
Tel: 302-425-5812
Fax: 302-425-5814
E-mail: mbusenkell@gsbblaw.com
About SanityDesk, Inc.
SanityDesk, Inc. -- https://sanitydesk.com/ -- is a digital
marketing strategist and funnel builder.
SanityDesk, Inc., filed a petition for relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10527) on June
10, 2022. The Debtor estimated less than $500,000 in assets and
$1 million to $10 million in liabilities as of the bankruptcy
filing.
Michael G. Busenkell, Esq., at Gellert Scali Busenkell & Brown,
LLC, is the Debtor's counsel.
Jami B Nimeroff has been appointed as Subchapter V trustee.
SCUNGIO BORST: Propst Offers $19K for Pro-Line Boat and Trailer
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Scungio Borst & Associates, LLC, asks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to sell
its 2003 23' Pro-Line Boat Model 240 Center [Identification No.
PLCSL109C303], 2016 Load Lite Trailer [Identification No.
5A4B53T2562005423], and related accessories, but not limited to,
life jackets, fire extinguisher, and buoys to Gary Propst for
$19,000 plus all applicable sales tax.
The Debtor's bankruptcy estate owns the Property. The Property is
co-owned by the Debtor and Scott P. Scungio as joint tenants. Mr.
Scungio is the sole managing member of Scungio & Co., LLC which is
a member of the Debtor. It was given to the Debtor and Mr. Scungio
by a fonner construction project owner. The Debtor's Schedule A/B
reflects that the Property is solely owned by the Debtor which is
not accurate.
The Debtor has received an offer to purchase the Property from the
Buyer for a purchase price of $19,000 plus all applicable sales
tax, in accordance with the terms of their Boat Purchase
Agreement.
In the case at hand, upon information and belief, the Property is
not encumbered by any lien or security interest. Thus, the Debtor
is selling it free and clear of all liens, claims, and
encumbrances. The Liens and Claims will attach to the proceeds of
the sale. The Property is being sold to the Purchaser on an "as
is, where is" basis, without any warranty, either expressed or
implied, with all defects.
Triton Marina acted as the broker in connection to the proposed
sale of the Property to the Purchaser. As Triton Marina was not
retained by the Debtor, Mr. Scungio has agreed to personally pay
all brokerage commissions in connection to the proposed sale
transaction.
The sale of the Property to the Purchaser is contingent only upon
Court approval. The sale of the Property is necessary in order to
allow the Debtor to liquidate it.
As the Property is co-owned by the Debtor and Mr. Scungio, the
Purchase Price will be split equally between them.
The Purchaser has requested to close on this sale transaction as
soon as possible so that he can enjoy the Property for the
remainder of the Summer. As such, the Debtor respectfully requests
that the Order granting the Motion will be effective immediately
upon entry and that the 14-day stay of Fed. R. Bankr. P. 6004(h) be
waived.
About Scungio Borst & Associates
Scungio Borst & Associates, LLC is a worldwide construction
services firm specializing in general construction, consulting and
project management. It is based in Camden, N.J.
Scungio Borst & Associates filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No.
22-10609) on March 11, 2022, listing as much as $50 million in
both
assets and liabilities. Judge Ashely M. Chan oversees the case.
Judge Ashely M. Chan oversees the case.
Aris J. Karalis, Esq., at Karalis, PC and Bochetto & Lentz, PC
serve as the Debtor's bankruptcy counsel and special litigation
counsel, respectively.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors in the Debtor's case on April 11,
2022. The committee is represented by Obermayer Rebmann Maxwell &
Hippel, LLP.
SILVER STATE: Allowed Claims to Be Paid in Full w/ Interest
-----------------------------------------------------------
Silver State Broadcasting, LLC, et al., submitted a Second Amended
Disclosure Statement explaining their Plan.
The Debtors' known personal property assets (there are no real
property assets) which existed on the Petition Date, are generally
described as follows:
Silver State Broadcasting, LLC:
Description Est. Market Value
- Radio licenses for K276GW (translator),
KFRH FM (full service N. Las Vegas, Nevada)
and KBET AM (full service) $20,000,000
- Potential malpractice claims in excess
of $50,000 against Jeffrey J.
Whitehead, Esq. $1,500,000 (est.)
- Potential malpractice claims against
Dariush G. Adli, Esq. $6,000,000 (est.)
- Claims for breach of fiduciary duty
and other possible Causes of action
against W. Lawrence Patrick,
as Receiver $6,000,000 (est.)
Golden State Broadcasting, LLC:
Description Est. Market Value
- Security deposit with Executive Park
Properties, LLC $16,000
- Radio license for KREV FM (full-service
Alameda, California) $15,000,000
- Potential malpractice claims against
Dariush G. Adli, Esq. $6,000,000 (est.)
- Claims for breach of fiduciary duty and
other possible 17 Causes of action
against W. Lawrence Patrick, as Receiver $6,000,000 (est.)
Major Market Radio LLC:
Description Est. Market Value
- Security deposit with Suresh Shah Unknown
- Radio license for KRCK-FM (full-service
Mecca, California), K238AK (translator),
and K251BX (translator) $5,000,000
- Potential malpractice claims against
Dariush G. Adli, Esq. $6,000,000
- Claims for breach of fiduciary duty and
other possible Causes of action against W.
Lawrence Patrick, as Receiver $6,000,000 (est.)
On September 14, 2022, C & E Haas Development Company, LLC
("Haas"), filed a Motion to (1) Determine That Lease Has Been
Rejected; (2) Grant Relief from Stay; and (3) Compel Payment of
Administrative Claim for Post-Petition Lease Payments (DE 278)
("Haas Motion"). The Haas Motion pertains to a Transmitter Site Use
Agreement between Golden State and Haas for KREV-FM's San Francisco
auxiliary transmitter tower site. The Receiver had possession of
this site directly or through its arrangement with VCY until August
4, 2022, when Mr. Stolz finally gained access by having to cut the
lock previously changed by the Receiver, VCY, or Haas. Despite
repeated requests to gain access to the site after the Turnover
Order, neither Haas nor the Receiver provided the Debtors with the
keys or lock combinations. Upon gaining access to the tower site on
August 4, 2022, Mr. Stolz found that the broadcasting equipment
KREV had previously used at the site was dismantled, disconnected,
bummed, or missing. Either the Receiver, VCY, or Haas caused the
damage to KREV's equipment, and the Debtors are currently
investigating and trying to seek answers. In the meantime, Mr.
Stolz has commenced the process of repairing or locating
replacement equipment on behalf of Golden State. Golden State
intends to oppose Haas's Motion and a hearing is scheduled for
September 14, 2022, at 1:30 p.m.
Under the Plan, Class 1 Allowed Unsecured Claim of Bellaire 95
Towers Homeowners Association Against Debtor Golden State totaling
$364,003.32, will be paid in full, with statutory judgment interest
until paid, by Golden State on or before the Effective Date of the
Plan. Class 1 is unimpaired.
Class 2A Disputed Unsecured Claims Against All Debtors totaling
$0.00 shall be resolved through the formal claim objection process
or by agreement of the parties. Any allowed claims that result
shall be paid in full with interest of 1% per annum or lesser Till
rate from the Petition Date, until paid by all 3 Debtors equally on
the later of the Effective Date, or within five business days after
any order allowing the claims becomes final and unappealable. Class
2A is unimpaired. The Debtors have objected to each of these
creditor claims. The Court held a preliminary hearing on August
24, 2022, at 1:30 p.m., at which time it scheduled future
evidentiary hearings to be conducted on January 12, 2023, at 9:30
a.m., and 20 January 23, 2023, at 9:30 a.m.
Class 2B Disputed Unsecured Claims Against Debtor Silver State
totaling $0.00 will be resolved through the formal claim objection
process or by agreement of the parties. Any allowed claims that
result shall be paid in full by Silver State, with interest of 1%
per annum or lesser Till rate from the Petition Date, until paid,
on the later of the Effective Date, or within five business days
after any order allowing the claims becomes final and unappealable.
Class 2B is unimpaired.
Class 2C Allowed Unsecured Claim Against Debtor Silver State
totaling $37,644.73 will be paid in full on the Effective Date by
Debtor Silver State, with interest of 1% per annum or lesser Jill
rate from the Petition Date until paid. Class 2C is unimpaired.
Class 2D Disputed Unsecured Claims Against Debtor Golden State
totaling $0.00 will be resolved through the formal claim objection
process or by agreement of the parties. Any allowed claims that
result shall be paid in full by Golden State, with interest at the
contractual rate, or if no contract exists, at 1% per annum or
lesser Till rate from the Petition Date, until paid, on the later
of the Effective Date, or within five business days after any order
allowing the claims becomes final and unappealable. Class 2D is
unimpaired.
The Debtors shall fund the proposed Plan payments through ongoing
Radio Station Group revenues, proceeds of the sale of Golden
State's KREV FM license and related radio station assets, or funds
provided by Edward Stolz and his related Trusts.
Attorneys for Jointly Administered Debtors:
Stephen R. Harris, Esq.
HARRIS LAW PRACTICE LLC
6151 Lakeside Drive, Suite 2100
Reno, NV 89511
Telephone: (775) 786-7600
E-mail: steve@harrislawreno.com
A copy of the Second Amended Disclosure Statement dated August 27,
2022, is available at https://bit.ly/3Ba6G7I from
PacerMonitor.com.
About Silver State Broadcasting
Las Vegas-based Silver State Broadcasting, LLC and its affiliates,
Major Market Radio, LLC and Golden State Broadcasting, LLC, filed
voluntary petitions for Chapter 11 protection (Bankr. D. Nev. Lead
Case No. 21-14978) on Oct. 19, 2021.  Edward R. Stolz, manager
of Silver State Broadcasting, signed the petitions. In its
petition, Silver State listed up to $50 million in assets and up to
$1 million in liabilities.
Judge August B. Landis oversees the cases.
Stephen R. Harris, Esq., at Harris Law Practice, LLC, represents
the Debtors.
SITEK PRODUCTIONS: Files for Chapter 11 Due to MCA Loans
--------------------------------------------------------
Sitek Productions Inc. and affiliate Sitek Logistics, Inc., have
sought bankruptcy protection in Florida. The Debtors each filed as
a small business debtor seeking relief under Subchapter V of
Chapter 11 of the Bankruptcy Code.
SPI is an event planner that offers full service technical
solutions as well as quality AV rentals to service events. SPI
provides the latest in lighting, audio, and video equipment. SPI
specializes in corporate meetings, concerts, and outdoor events.
SPI has nine employees and four contract employees.
SLI provides shipping services for distributors, including Amazon.
The majority of the Debtors' revenue is received by SLI which funds
the payroll and fuel charges incurred by the Debtors.
SPI is currently a sublessor of warehouse space at 8442 Tradeport
Dr., in Orlando, Florida. SPI also leases warehouse space in Las
Vegas, Nevada.
SPI's annual gross revenues for 2021 was $2,498,414. SPI's year to
date gross revenue for 2022 is $1,181,555.
SLI had no revenue in 2021. SLI's year to date gross revenues for
2022 is $1,647,876.
Events Leading to Chapter 11
SPI had an opportunity to purchase equipment at very fair prices
and needed immediate cash in order to effectuate the purchase.
Unfortunately, traditional financing was taking too long. SPI
hired a broker who introduced SPI to the merchant cash advance
("MCA") lenders identified below, with the promise that he could
locate more traditional financing to pay off the MCA loans.
Unfortunately, SPI borrowed from the MCA lenders and then the
broker did not fulfill his promise to obtain more traditional
financing at reasonable terms. The debt to the MCA lenders and the
exorbitant fees and costs associated therewith has been crippling.
The Debtors filed these cases to restructure their debts and
reorganize for the benefit of all creditors.
As to secured debt, the Debtor owes $87,300 to the Small Business
Administration. In addition, with respect to MCA lenders, the
Debtors believe that the following creditors may assert liens on
and security interests in accounts receivable:
Creditor Approximate Balance
--------- -------------------
Sofia Grey, LLC d/b/a eFinancial Tree $167,355
QFS Capital, LLC $59,052
Lending Valley, Inc. $41,833
Kalamata Capital Group $100,600
Fox Capital Group, Inc. $58,800
Delta Bridge Funding/CloudFund, LLC $97,576
The Debtors owe approximately $130,000 to general unsecured
creditors.
According to court filings, Sitek Productions estimates between 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Oct. 3, 2022, at 1:00 p.m. in Room Telephone Conference Line (877)
801-2055; Participant Passcode is 8940738#.
The Debtors are filing an emergency motion to pay prepetition
wages, an emergency motion to use cash collateral, and an emergency
motion to pay prepetition fuel charges.
About Sitek Productions
Sitek Productions Inc. offers full service technical solutions as
well as quality AV rentals to service customers' next event.
Sitek Productions, Inc., and affiliate Sitek Logistics, Inc., each
filed a petition for relief under Subchapter V of Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03141 and 22-03142)
on August 31, 2022. In the petition filed by Justin J. Peace, as
president, 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.
The Debtor is represented by Edward J. Peterson, III of Stichter,
Riedel, Blain & Postler, P.A.
SPG HOSPICE: Trustee Taps Baldwin Moffitt Behm as Tax Preparer
--------------------------------------------------------------
James Cross, the Chapter 11 trustee for SPG Hospice, LLC and its
affiliates, seeks approval from the U.S. Bankruptcy Court for the
District of Arizona to employ Baldwin Moffitt Behm, LLP.
The firm's services include the preparation of the 2021 tax returns
for each Debtor.
Baldwin will be paid $10,550 for each tax return and $175 per hour
for related accounting services.
Mark Brenner, a partner at Baldwin, 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:
Mark Brenner
Baldwin Moffitt Behm LLP
8399 E. Indian School Rd., Suite 201
Scottsdale, AZ 85252
Tel: (480) 736-9200
Fax: (480) 951-1416
About SPG Hospice
SPG Hospice, LLC sought protection for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 22-02385) on April
19, 2022. At the time of filing, the Debtor listed up to $50,000 in
assets and up to $500,000 in liabilities.
Jonathan P. Ibsen, Esq., at Canterbury Law Group, LLP serves as the
Debtor's legal counsel.
James Cross is the Chapter 11 trustee appointed in the Debtor's
Chapter 11 case. The trustee tapped Cross Law Firm, PLC as legal
counsel; Baldwin Moffitt Behm, LLP as tax preparer; and Kathy
Steadman of Coppersmith Brockelman, PLC as healthcare personnel and
regulatory compliance specialist.
SPI ENERGY: Incurs $2.2 Million Net Loss in Second Quarter
----------------------------------------------------------
SPI Energy Co., Ltd. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $2.22 million on $48.58 million of net sales for the three
months ended June 30, 2022, compared to a net loss of $6.47 million
on $45.82 million of net sales for the three months ended June 30,
2021.
For the six months ended June 30, 2022, the Company reported a net
loss of $9 million on $87.12 million of net sales compared to a net
loss of $14.57 million on $79.44 million of net sales for the six
months ended June 30, 2021.
As of June 30, 2022, the Company had $228.47 million in total
assets, $191.80 million in total liabilities, and $36.67 million in
total equity.
Historically, the Company has financed its operations primarily
through cash flows from bank borrowings, financing from issuance of
convertible bonds, operating activities, and the proceeds from
private placements and registered offerings.
As of June 30, 2022, the Company had $21.3 million in cash and cash
equivalents, and restricted cash.
SPI Solar stated, "We suffered a net loss of $9.0 million during
the six months ended June 30, 2022, and the cash flow used in
operating activities was $11.5 million. As of June 30, 2022, there
is net working capital deficit of $82.6 million and accumulated
deficit of $646.5 million. These factors raise substantial doubt
as to the Group's ability to continue as a going concern. We
intend to continue implementing various measures to boost revenue
and control the cost and expenses within an acceptable level and
other measures including: 1) negotiate with potential buyers on PV
solar projects; 2) negotiate for postponing of convertible bond
payments; 3) improve the profitability of the business in US; 4)
strictly control and reduce business, marketing and advertising
expenses; 5) obtain equity financing from certain subsidiaries'
initial public offerings; and 6) seek for certain credit
facilities. While we believe that it will be successful in meeting
its liquidity and cash flow requirements, there is no assurance to
that effect."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1210618/000168316822005735/spi_i10q-063022.htm
About SPI Energy Co.
SPI Energy Co., Ltd. (SPI) is a global renewable energy company and
provider of solar storage and electric vehicle (EV) solutions for
business, residential, government, logistics and utility customers
and investors. The company has three core divisions: SolarJuice
residential solar, the commercial & utility solar division
comprised of SPI Solar and Orange Power, and the
EdisonFuture/Phoenix Motor EV division. SolarJuice provides
renewable energy system solutions for residential and small
commercial markets and has extensive operations in the Asia Pacific
and North America markets. The commercial & utility solar division
provides a full spectrum of EPC services to third party project
developers, and develops, owns and operates solar projects that
sell electricity to the grid in multiple countries, including the
U.S., U.K., and Europe. Phoenix Motor manufactures medium-duty
commercial electric vehicles, and is developing EV charger
solutions, electric pickup trucks, electric forklifts, electric
scooters, and other EV products. SPI maintains global operations
in North America, Australia, Asia and Europe.
SPI Energy reported a net loss of $44.83 million for the year ended
Dec. 31, 2021, compared to a net loss of $6.27 million for the year
ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $228.08
million in total assets, $202.13 million in total liabilities, and
$25.95 million in total equity.
New York, New York-based Marcum Bernstein & Pinchuk LLP, the
Company's auditor since 2018, issued a "going concern"
qualification in its report dated April 1, 2022, citing that the
Company has a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
TAYSIR INC: Wins Cash Collateral Access on Final Basis
------------------------------------------------------
The US. Bankruptcy Court for the Central District of California
authorized Taysir Incorporated to use cash collateral on a final
basis, subject to the terms and conditions set forth in the Motion
and the amended budget projection.
As previously reported by the Troubled Company Reporter, the Debtor
requires immediate access to cash collateral to ensure that it is
able to continue purchasing inventory, paying vendors, and
otherwise operating its convenience and check-cashing store.
A copy of the order is available at https://bit.ly/3TWtWNV from
PacerMonitor.com.
About Taysir Incorporated
Taysir Incorporated, a California corporation d/b/a Lake Perris
Market; dba Lake Perris Liquor, Lake Perris Market & Liquor, Lake
Perris Market & Deli operates a convenience store selling beer,
wine, and liquor. The Debtor filed Chapter 11 Petition (Bankr. C.D.
Cal. Case No. 22-12719) on July 19, 2022.
At the time of filing, the Debtor disclosed $772,300 in total
assets and $7,800,015 in total liabilities.
Judge Magdalena Reyes Bordeaux oversees the case.
Leonard M. Shulman, Esq., at SHULMAN BASTIAN FRIEDMAN & BUI LLP is
the Debtor's counsel.
TPC GROUP: Unsecured Creditors to Recover Up to 5.29% of Claims
---------------------------------------------------------------
TPC Group Inc., and its Debtor Affiliates submitted an Amended
Disclosure Statement for the Amended Joint Chapter 11 Plan dated
September 1, 2022.
The Debtors engaged with their stakeholders to secure the terms of
a value-maximizing and consensual reorganization. Specifically, the
Debtors, the members of the Ad Hoc Noteholder Group, and the
Supporting Sponsors negotiated and formulated a restructuring
support agreement (the "Restructuring Support Agreement" or "RSA")
that would provide the Debtors with additional liquidity and exit
funding, maximize recoveries to all of the Debtors' creditors, and
allow the Debtors to quickly emerge from chapter 11 on a consensual
basis.
Furthermore, in parallel with its negotiation of the RSA with the
Ad Hoc Noteholder Group and Supporting Sponsors, the Company has
been engaged in negotiations with a group of law firms representing
PNO Claimants, referred to herein as the "PNO Claims Steering
Committee," which collectively represent a supermajority of PNO
Claimants in the pending civil litigation arising from the PNO
Incident, and certain other stakeholders regarding a potential
settlement that would consensually address the PNO Claims and
obtain the PNO Claimants' support of the Plan, but these
negotiations have not yet been successful. The Debtors also engaged
in similar prepetition negotiations with Bayside Capital, Inc. and
Cerberus Capital Management, L.P., noteholders of less than 10% of
the outstanding principal amount of 10.5% Notes.
Under the Plan, all proceeds of property damage/business
interruption insurance arising from the PNO Incident constitute
collateral securing the 10.5% Notes. If such insurance proceeds are
received by the Debtors prior to the Effective Date, they will be
distributed as excess cash to holders of Class 3 10.5% Notes
Secured Claims pursuant to Section 4.3 of the Plan; otherwise, such
proceeds will be retained as an asset of the Reorganized Debtors.
No portion of such insurance proceeds will be distributed to
holders of unsecured claims.
Class 3 consists of the 10.5% Notes Secured Claims. On the
Effective Date, the 10.5% Notes Secured Claims shall be deemed
Allowed in the aggregate amount of $479.2 million. Except to the
extent that a holder of an Allowed 10.5% Notes Secured Claim agrees
to less favorable treatment, on the Effective Date, each holder of
an Allowed 10.5% Notes Secured Claim shall receive, in full and
final satisfaction of such 10.5% Notes Secured Claim, its Pro Rata
share of the following:
* Cash in the amount of $350 million, plus all unrestricted
Cash held by the Debtors on the Effective Date in excess of $50
million, with such excess cash to be reduced by (i) any amounts
drawn and letters of credit issued (whether or not drawn) under the
Exit ABL Facility, and (ii) any reserves and other cash
distribution requirements expressly provided under the Plan;
* 100% of the New Common Shares, subject to dilution by the
Equity Rights Offering Securities, the Equity Direct Allocation
Securities, the Equity Put Option Securities, the Debt Put Option
Securities and the Management Incentive Plan;
* the Takeback HoldCo Notes;
* 100% of the Debt Subscription Rights; and
* 100% of the Equity Subscription Rights
Class 4 consists of General Unsecured Claims (including 10.5% Notes
Deficiency Claim). On the Effective Date, the 10.5% Notes
Deficiency Claims shall be deemed Allowed in the aggregate amount
of $607.2 million. Except to the extent that a holder of an Allowed
General Unsecured Claim agrees to less favorable treatment, each
holder of an Allowed General Unsecured Claim shall receive, in full
and final satisfaction of such Allowed General Unsecured Claim:
* In the event that Class 4 votes to accept the Plan: On the
Effective Date, its Pro Rata share of the GUC Trust Interests
(which, for the avoidance of doubt, shall entitle such holder to
receive its Pro Rata share of the GUC Trust Assets in accordance
with the GUC Trust Agreement); provided, that distributions on
account of Allowed 10.5% Notes Deficiency Claims (currently
estimated to be $607.2 million) will be waived; or
* In the event that Class 4 votes to reject the Plan: On the
Effective Date, all General Unsecured Claims will be discharged
without further notice to, approval of or action by any Person or
Entity, and the holders of General Unsecured Claims shall not
receive any distribution or retain any property on account of such
General Unsecured Claims.
Class 4 has a projected claim amount of $170 million - $921 million
(excluding 10.5% Notes Deficiency Claims of $607.2 million). This
Class will receive a distribution of 0.00% - 5.29% of their allowed
claims.
Under the Plan, in the event that Class 4 votes to accept the Plan,
holders of Allowed Class 4 Claims shall be entitled to their Pro
Rata share of 100% of the GUC Trust Interests which shall entitle
such holder to receive its Pro Rata share of the GUC Trust Assets.
The GUC Trust Assets consist of (i) Cash in the aggregate amount of
$5 million plus (ii) the right to receive an additional $5 million
in Cash in the event that the Reorganized Debtors' 2024 Adjusted
EBITDA exceeds $250 million); provided, that distributions on
account of Allowed 10.5% Notes Deficiency Claims will be waived.
Following the Debtors' negotiation efforts, on May 9, 2022, with
the support of the Special Committee and the Board, the Company,
the members of the Ad Hoc Noteholder Group, and the Supporting
Sponsors entered into an initial restructuring support agreement
with respect to a transaction that would be implemented, subject to
the Company's obtaining a debtor-in-possession ABL facility either
from its existing bank group or from a new ABL lending source. Over
the following weeks, the Company successfully negotiated a
postpetititon senior secured superpriority priming asset-based
revolving loan facility with Eclipse Business Capital ("Eclipse";
such facility, the "ABL DIP Facility"), together with obtaining a
commitment from Eclipse to provide an exit ABL facility at the
conclusion of these chapter 11 cases. Thereafter, on May 31, 2022,
the Company, the members of the Ad Hoc Noteholder Group, and the
Supporting Sponsors entered into a superseding Restructuring
Support Agreement.
The restructuring transactions contemplated by the Restructuring
Support Agreement provide for, among other things: (i) a
restructuring pursuant to a chapter 11 plan funded by a $300
million equity rights offering, a $150 million debt rights offering
for paid-in-kind holding company notes, a $350 million issuance of
secured exit notes—all backstopped by certain members of the Ad
Hoc Noteholder Group, subject to the terms and conditions set forth
in the Restructuring Support Agreement and the Backstop
Agreements—and an $80 million issuance of paid-in kind holding
company notes; (ii) the elimination of the vast majority of the
Company's funded debt and other claims from the Company's balance
sheet; and (iii) the financing of the Company's chapter 11 cases
through a debtor-in-possession loan facility provided by certain
members of the Ad Hoc Noteholder Group and the ABL DIP Facility.
Attorneys for Debtors:
BAKER BOTTS L.L.P.
James R. Prince
Kevin Chiu
2001 Ross Avenue, Suite 900
Dallas, Texas 75201-2980
Telephone: (214) 953-6500
Facsimile: (214) 953-6503
Email: jim.prince@bakerbotts.com
kevin.chiu@bakerbotts.com
BAKER BOTTS L.L.P.
Scott R. Bowling
30 Rockefeller Plaza
New York, New York 10112
Telephone: (212) 408-2500
Facsimile: (212) 259-2501
Email: scott.bowling@bakerbotts.com
BAKER BOTTS L.L.P.
David R. Eastlake
Lauren N. Randle
910 Louisiana Street
Houston, Texas 77002
Telephone: (713) 229-1234
Facsimile: (713) 229-1522
Email: david.eastlake@bakerbotts.com
lauren.randle@bakerbotts.com
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
Robert J. Dehney
Curtis S. Miller
Daniel B. Butz
Matthew O. Talmo
Brian Loughnane
1201 N. Market Street, 16th Floor
P.O. Box 1347
Wilmington, Delaware 19899-1347
Telephone: (302) 658-9200
Facsimile: (302) 658-3989
Email: rdehney@morrisnichols.com
cmiller@ morrisnichols.com
dbutz@ morrisnichols.com
mtalmo@ morrisnichols.com
bloughnane@ morrisnichols.com
About TPC Group
TPC Group, headquartered in Houston, is a producer of value-added
products derived from petrochemical raw materials such as C4
hydrocarbons, and provider of critical infrastructure and logistics
services along the Gulf Coast. The Company sells its products into
a wide range of performance, specialty and intermediate markets,
including synthetic rubber, fuels, lubricant additives, plastics
and surfactants. With an operating history of more than 75 years,
TPC Group has a manufacturing facility in the industrial corridor
adjacent to the Houston Ship Channel and operates product terminals
in Port Neches, Texas and Lake Charles, Louisiana.
TPC Group Inc. and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 22-10493) on June 1, 2022. TPC Group
estimated assets and debt of $1 billion to $10 billion to $10
billion.
The Hon. Craig T. Goldblatt is the case judge.
Baker Botts L.L.P. is the Debtors' counsel; Morris, Nichols, Arshtn
& Tunnell LLP is the co-counsel; Moelis & Company LLC is the
investment banker; and FTI Consulting is the financial advisor.
Simpson Thacher & Bartlett LLP is the special finance counsel.
Kroll Restructuring Administration is the claims agent.
Eclipse Business Capital LLC is advised by Goldberg Kohn Ltd.
Paul Hastings LLP, and Stroock & Stroock & Lavan LLP are serving as
counsel to the Ad Hoc Noteholder Group that supports the Debtors'
restructuring. Evercore Group L.L.C., is the Group's financial
advisor. Young Conaway Stargatt & Taylor, LLP is local counsel to
the Ad Hoc Noteholder Group. The Supporting Noteholders are funds
controlled by FIG LLC and Fortress Capital Finance III(A) LLC,
Monarch Alternative Capital LP., PGIM Inc., Redwood Capital
Management LLC, and Strategic Value Partners LLC.
Pachulski Stang Ziehl & Jones LLP, Proskauer Rose LLP, and Selendy
Gay Elsberg PLLC are serving as counsel to an Ad Hoc Group of
Non-Consenting Noteholders, led by Bayside Capital, Inc., and
Cerberus Capital Management, L.P. Milbank LLP previously served
as the group's counsel but was later replaced by Pachulski and SGE.
VAKTECH CORPORATION: Unsecured Creditors to Split $72K in Plan
--------------------------------------------------------------
Vaktech Corporation, LLC, filed with the U.S. Bankruptcy Court for
the District of New Jersey a Small Business Plan of Reorganization
dated September 1, 2022.
The Debtor currently provides on-site computer services to its
customers. The Debtor leases its office space in Monroe Township,
NJ from an unrelated third party.
The lawsuit (MID-L-3049-19) initiated by Eega Souyma is the primary
factor that led to the Debtor filing for bankruptcy, as the
associated threats to the Debtor's employees have caused many of
those employees to leave. The Debtor's employees were its primary
resource and without their service and contribution to the company
it became increasingly difficult to generate revenue.
When the Debtor filed its Chapter 11 case, it was delinquent in its
obligations to its creditors. During the Chapter 11 case, the
Debtor was eventually successful in stabilizing its cash flow.
The Plan recognizes two general unsecured creditors: Internal
Revenue Service ("IRS") and Prithvi Americas, Inc. ("Prithvi"). The
Plan recognizes Souyma Eega ("Eega") as a potential equity holder.
The Plan will pay The IRS and Prithvi less than the full amount of
their claims because the value of the Debtor's assets is far less
than the amounts owed IRS and Prithvi, and the Debtor does not have
sufficient projected disposable income which would allow it to pay
more than is provided for in the Plan. The payments made to IRS and
Prithvi by the Debtor will be funded by capital contributions from
the Debtor's managing member, Mr. Arvind Vannala.
The Plan will pay the unsecured claim of Eega nothing as her claim
is predicated upon an alleged ownership interest in the Debtor. The
status of Eega's interest, and the corresponding validity of her
claim, is currently pending in state court matter styled, Souyma
Eega v. Vaktech Corporation LLC et al., MID-L-3049-19 (the "State
Court Action"), and is subordinate to that of IRS and Prithvi who
the Debtor acknowledges have valid unsecured claims.
Class 1 consists of General Unsecured creditors. The Debtor
estimates that it owes approximately $720,742.83 to unsecured
creditors. The Claims in this Class shall receive a lump sum
payment of $72,074 on the Effective Date. This Class is impaired.
Class 2 consists of the disputed Claim of Souyma Eega filed in the
amount of $3,822,120.00. The Claim in this Class is based upon an
alleged equity interest and is subordinated to the Claims of other
creditors and shall receive nothing.
The interests of all equity holders shall be extinguished and this
Class shall receive no payments.
Plan shall be funded from a capital contribution of Arvind Vannala
who shall be issued new stock.
The Debtor must submit all or such portion of the future earnings
or other future income of the Debtor to the supervision and control
of the Trustee as is necessary for the execution of the Plan.
A full-text copy of the Plan of Reorganization dated September 1,
2022, is available at https://bit.ly/3qA0boF from PacerMonitor.com
at no charge.
Attorneys for Debtor:
Timothy P. Neumann, Esq.
Geoffrey Neumann, Esq.
BROEGE, NEUMANN, FISCHER & SHAVER, LLC
25 Abe Voorhees Drive
Manasquan, New Jersey 08736
Tel: (732) 223-8484
Email: timtothy.neumann25@gmail.com
Email: geoff.neumann@gmail.com
About Vaktech Corporation
Vaktech Corporation LLC currently provides on-site computer
services to its customers. The Debtor filed Chapter 11 Petition
(Bankr. D.N.J. Case No. 22-14463) on June 3, 2022.
The Debtor is represented by Timothy P. Neumann, Esq. of BROEGE,
NEUMANN, FISCHER & SHAVER LLC.
VIRGINIA TRUE: Unsecureds to Recover 93% Under Diatomite Plan
-------------------------------------------------------------
Diatomite Corporation of America, Anthony Cipollone, and Domenick
Cipollone submitted a Third Amended Chapter 11 Plan and a
corresponding Disclosure Statement for Virginia True Corporation.
The Debtor does not operate a business and its sole asset is vacant
land located in Virginia. Diatomite sold the land to the Debtor
partly through seller financing (i.e., a note). The Debtor did not
pay on the note. Accordingly, Diatomite is the Debtor's largest
general unsecured creditor whose claim is uncontested and in the
amount of approximately $7.28 million. The Debtor estimates that
Diatomite's claim accounts for approximately 95% of the General
Unsecured Claims.
In addition to the seller financing provided by Diatomite, the
Cipollones, to fund the Debtor's purchase, invested $5 million into
the Debtor through an equity contribution that featured a
convert-to-loan component. The Cipollones exercised the conversion
right prior to the commencement of the Chapter 11 Case and posit
that they are the sole secured debtholder of the
Debtor. The Cipollones have asserted a secured claim in the amount
of $5 million.
The Debtors, the Cipollones, and Diatomite have been engaged in
protracted litigation over the past three years involving disputes
related to the amount and secured status of the Cipollones' claim.
To the extent the Cipollones’ contested secured claim is
ultimately Allowed by the Bankruptcy
Court, the claim would likely enjoy a first priority payment ahead
of all other creditors in the case, most importantly, General
Unsecured Creditors.
Through the Plan, Diatomite is waiving its right to recover on its
$7.28 million claim, a claim that otherwise drowns out recovery for
General Unsecured Creditors. It is assumed that the General
Unsecured Claims pool is approximately $428,000, exclusive of
Diatomite's General Unsecured Claim, and that administrative costs
of the Chapter 11 are approximately $900,000, then under the
Creditor Plan, General Unsecured Claims are slated to received
approximately 93 cents for each 1 dollar of claim on account of an
Allowed General Unsecured Claim.
The Creditor Plan shall be funded by the Creditor Plan Funding.
The "Creditor Plan Funding" means sums used to effectuate the terms
of this Creditor Plan from sums contributed by Diatomite. Such
funds shall be in an amount sufficient to cover all Allowed
Administrative Expense Claims, the $2,000,000 payment to be made on
account of the Cipollone Claim pursuant to the treatment of the
same in Class 1, and the treatment of Allowed General Unsecured
Claims pursuant to the treatment of the same in Class 2(a),
provided, however, that the Creditor Plan Funding shall not exceed
the aggregate amount of $3,250,000.
The Plan Proponents estimate that Holders of Allowed General
Unsecured Claims (other than the Plan Proponents) shall receive
distributions in the amount of approximately 93% of such Allowed
General Unsecured Claims. The Plan Proponents believe this will
greatly exceed any distributions to such holders in the event the
Debtor's patently unconfirmable plan were confirmed and the
Debtor's proposed sale were brought to fruition.
Counsel for Diatomite Corporation of America:
Joseph A. Pack, Esq.
PACK LAW
51 Northeast 24th Street, Suite 108
Miami, FL 33137
Tel: (212) 949-9300
Co-Counsel to Anthony Cipollone and Domenick Cipollone:
Avrum J. Rosen, Esq.
Nico G. Pizzo, Esq.
LAW OFFICES OF AVRUM J. ROSEN, PLLC
38 New Street Huntington, NY 11743
Tel: (631) 423-8527
A copy of the Joint Third Amended Disclosure Statement dated August
31, 2022, is available at https://bit.ly/3elgZgh from
PacerMonitor.com.
About Virginia True Corporation
Virginia True Corporation, a New York-based golf resort owner and
developer, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 19-42769) on May 3, 2019. At the
time of the filing, the Debtor disclosed between $10 million and
$50 million in both assets and liabilities.
Judge Nancy Hershey Lord oversees the case.
Pick & Zabicki LLP is the Debtor's legal counsel.
VIVOS REAL ESTATE: Taps The Burns Law Firm as Bankruptcy Counsel
----------------------------------------------------------------
Vivos Real Estate Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Maryland to employ The Burns
Law Firm, LLC as counsel.
The firm's services include:
a. providing the Debtor with legal advice concerning its powers
and duties, and assisting the Debtor in any ongoing ancillary
litigation;
b. preparing legal papers;
c. filing and prosecuting adversary proceedings against parties
adverse to the Debtor or its estate;
d. preparing a disclosure statement or plan of reorganization;
e. performing other necessary legal services.
The firm will be paid at these rates:
Partners $495 per hour
Associates $355 per hour
Paralegals $295 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
John Burns, Esq., a partner at The Burns Law Firm, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
John D. Burns, Esq.
The Burns Law Firm, LLC
6303 Ivy Lane; Suite 102
Greenbelt, MD 20770
Tel: (301) 441-8780
Email: info@burnsbankruptcyfirm.com
About Vivos Real Estate Holdings
Vivos Real Estate Holdings, LLC, a company in Rockville, Md.,
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Md. Case No. 22-14207) on Aug. 2, 2022, listing as much
as $50,000 in assets and $1 million to $10 million in liabilities.
Naveen Doki, manager and president, signed the petition.
Judge Maria Ellena Chavez-Ruark oversees the case.
John D. Burns, Esq., at The Burns LawFirm, LLC is the Debtor's
counsel.
[*] Ballard Spahr Launches Distressed Assets & Opportunities Team
-----------------------------------------------------------------
Ballard Spahr has launched a Distressed Assets and Opportunities
initiative to serve clients navigating the potential setbacks and
opportunities that can emerge in a turbulent economy.
The team is led by Dominic J. De Simone (Co-Chair of Ballard
Spahr's national Finance Department, and Team Leader of the firm's
Private Equity Real Estate, Commercial Loan Servicing, and
Distressed Real Estate teams), Brian Schulman (Practice Leader of
the firm's Real Estate and Construction Litigation Group), and
Matthew G. Summers (Practice Co-Leader of the firm's Bankruptcy and
Restructuring Group and co-leads the firm's Distressed Digital
Assets Team).
A recognized leader in the areas critical to success in the
management, restructuring, enforcement, acquisition, and
disposition of all types of distressed assets, Ballard Spahr is
particularly well-positioned to advise on effective strategies that
protect investments, maximize value, and leverage opportunities.
The multidisciplinary team comprises attorneys from a wide range of
practice areas, including:
Bankruptcy, Restructuring, and Creditor's Rights: Developing
solutions to issues involving troubled debt, insolvency,
restructuring, loan workouts and enforcement, and bankruptcy
matters
Distressed Real Estate: Designing and implementing approaches to
resolving troubled real estate investments and loans on behalf of
lenders, servicers, investors, developers, owners, landlords,
tenants, and receivers
Distressed M&A: Representing investors, financial institutions,
buyers, and sellers in the purchase or sale of distressed assets or
companies, both in and outside of bankruptcy
Distressed Digital Assets: Advising on restructuring, insolvency,
regulatory developments, asset recovery, and the protection of
digital assets, including fiduciary duty issues
Distressed Project Finance: Helping clients resolve intractable
issues involving distressed projects across industries, including
government-owned infrastructure, P3s, and privately owned assets.
Commercial Loan Servicing: Negotiating and closing sales and
acquisitions of loans and loan portfolios, and representing
lenders, agents, and servicers in all aspects of loan
administration including managing, restructuring, and enforcing
distressed loans.
Corporate Trust Services: Representing financial institutions in
transactional and litigation corporate trust matters throughout the
transaction lifecycle, from initial transaction review to
operational administration, regulatory compliance, risk and
control, investor inquiries, events of default, workout and
restructuring, termination, successorships, investigations, and
insolvency
Municipal Recovery: Leveraging our broad public sector experience
to advise investors on recovery strategies, pursuing remedial
rights, and litigating on behalf of indenture trustees and
bondholders in municipal bankruptcy filings
"We are facing a changing economic and business environment that
brings both challenges and opportunities," said Dominic J. De
Simone, Co-Chair of the firm's national Finance Department and
Leader of its Distressed Real Estate practice. "Building on our
core national transactional and litigation practices, Ballard
Spahr's integrated, multi-disciplinary approach provides clients
with a fundamental understanding of troubled assets and relevant
issues together with a clear and effective strategy to protect and
maximize those assets. Ultimately, we are able to help clients
successfully achieve their business goals no matter how challenging
the situation may seem."
About Ballard Spahr
Ballard Spahr LLP, an AmLaw 100 law firm with more than 600 lawyers
in 15 U.S. offices, serves clients across industry sectors in
litigation, transactions, and regulatory compliance. It partners
with clients--from start-ups to Fortune 500 companies, governments,
and non-profit organizations--to deliver the strategic counsel,
powerful advocacy, and dynamic thinking that helps them overcome
challenges, protect what's important, and position themselves for
future success. The firm combines a comprehensive scope of
practice with strong regional market knowledge. And the firm is
nationally recognized in the development and use of innovative
technology to drive efficiency, transparency, and results. On the
Web: http://www.ballardspahr.com/
Ballard Spahr's communications manager:
Will Ashenmacher
Office: 612.371.5792
Mobile: 218.830.0188
E-mail: ashenmacherw@ballardspahr.com
[*] Cornerstone Says Large Corporate Bankruptcies Continue to Drop
------------------------------------------------------------------
Following the spike in large corporate bankruptcy filings triggered
by the COVID-19 pandemic, filings in 2021 and the first half of
2022 fell to levels below historical averages, according to a
Cornerstone Research report released Sept. 7, 2022.
The report, Trends in Large Corporate Bankruptcy and Financial
Distress - Midyear 2022 Update, examines trends in Chapter 7 and
Chapter 11 bankruptcy filings by companies with assets of $100
million or higher. It finds that 70 large companies filed for
bankruptcy in 2021, down significantly from 155 in 2020 and below
the annual average of 78 filings since 2005. In the first half of
2022, only 20 large companies filed for bankruptcy, compared to
midyear totals of 43 in 1H 2021 and 89 in 1H 2020. The 20
bankruptcies in 1H 2022 were the lowest midyear total since the
second half of 2014.
"U.S. government stimulus programs, low borrowing rates, and high
debt forbearance helped disrupt predictions of continued growth in
the number of bankruptcy filings," said Nick Yavorsky, a report
coauthor and Cornerstone Research principal. "Looking ahead,
however, there are some concerns that increased corporate debt
levels, rising interest rates and inflation, and a potential global
recession may contribute to an increase in bankruptcy filings."
In 2021, there were 20 "mega bankruptcies" -- bankruptcy filings
among companies with over $1 billion in reported assets -- a
substantial decline from the 60 mega bankruptcy filings in 2020.
The first half of 2022 saw four Chapter 11 mega bankruptcy filings,
compared to nine in the first half of 2021 and at a pace
significantly lower than the annual average of 22 filings in
2005–2021.
Most industry groups saw bankruptcy filings decrease in 2021 and
the first half of 2022, including those industries with the highest
number of filings following the pandemic's onset: Mining, Oil, and
Gas; Retail Trade; Manufacturing; and Services.
Contact:
Nicholas D. Yavorsky
Principal
CORNERSTONE RESEARCH
Los Angeles
E-mail: nyavorsky@cornerstone.com
Tel: (213) 553-2577
A copy of the report is available free of charge at
https://bit.ly/3x4t002
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
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Copyright 2022. All rights reserved. ISSN: 1520-9474.
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*** End of Transmission ***