/raid1/www/Hosts/bankrupt/TCR_Public/221011.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, October 11, 2022, Vol. 26, No. 283
Headlines
3052 BRIGHTON: Seeks Approval to Hire Special Litigation Counsel
ACER THERAPEUTICS: Receives Notice of Allowance From USPTO
ACTIVA RESOURCES: Amends Unsecured & Several Secured Claims Pay
ADAMIS PHARMACEUTICALS: Chief Medical Officer Resigns
ADRIAN WYATT: Gets OK to Hire Great Neck Realty as Broker
AINOS INC: Okays Amendment to Ownership Interest Requirements
ALCARAZ CATERING: Has Deal on Cash Collateral Access
ALPHATEC HOLDINGS: Signs $50 Million Revolving Credit Facility
ALTERA INFRASTRUCTURE: Committee Taps Friedman as Co-Counsel
AMERICAN AUTO: S&P Alters Outlook to Negative, Affirms 'B-' ICR
ANGI INC: S&P Downgrades ICR to 'B' on Tightened Liquidity
AR TEXTILES: Seeks to Hire Gibbs International as Appraiser
ARCHBISHOP OF AGANA: Unsecured Claims Unimpaired in Plan
AXYEHHO CORPORATION: Taps NB Elite Realty as Real Estate Broker
BAY AREA COMMERCIAL: Operating Profits to Fund Plan Payments
BERWICK HOSPITAL: Starts Subchapter V Case
CAMBER ENERGY: Regains Compliance With NYSE Listing Standards
CELSIUS NETWORK: Vermont, Texas Regulators Object to Stablecoin Sal
CHARLES DEWEESE: Seeks to Hire Hilco as Real Estate Agent
CHICAGO AUTO: All Classes Unimpaired in Subchapter V Plan
CHILD'S TRUCKING: Commences Subchapter V Case
CINEWORLD GROUP: London's Picturehouse to Stay Open
COASTAL DRILLING: Seeks to Hire Okin Adams as Bankruptcy Counsel
COCRYSTAL PHARMA: To Effect 1-for-12 Reverse Common Stock Split
COSMOS HOLDINGS: Holders Agree to Exchange Existing Warrants
COSMOS HOLDINGS: Selling $50 Million Worth of Securities
DARR GROUP: Unsecureds to Get $721 per Month for 60 Months
DOTDASH MEREDITH: S&P Places 'BB-' ICR on CreditWatch Negative
DURAN TRANSFER: McClellan Trucking Also Seeks Chapter 11 Bankruptcy
E-HOUSE (CHINA): Files for Chapter 15 Bankruptcy Protection
EAST COAST WELDING: Seeks to Hire Robert M. Stahl as Legal Counsel
EL MONTE NATURE: LFTC Says Plan Patently Unconfirmable
ENDOCEUTICS INC: Gets CCAA Initial Stay Order; E&Y as Monitor
ENERFLEX LTD: Fitch Gives BB- Rating to New 2nd Lien Notes Due 2027
FINANCIAL INVESTMENTS: Creditors to Get 100% With Interest in Plan
FIRST FRUITS: Seeks Cash Collateral Access
FIRST GUARANTY: Unsecureds to Get GUC Share of Liquidating Proceeds
FOX SUBACUTE: Nov. 22 Plan Confirmation Hearing Set
GIRARDI & KEESE: Proceeds of Erika's Mansion to Pay Tom's Debt
GISSING NORTH AMERICA: Plan & Disclosures Due Dec. 6, 2022
GT REAL ESTATE: Gets OK to Hire K&L Gates as Special Counsel
GULFSLOPE ENERGY: Six Proposals Approved at Annual Meeting
H. EDWARD PARIS DDS: Amends Administrative Claims Pay Details
HARSCO CORP: S&P Lowers Issuer Credit Rating to 'B+', Outlook Neg.
HOUSTON REAL ESTATE: Case Summary & 4 Unsecured Creditors
HOYOS INTEGRITY: Amends GUC Claims Pay Details
IAC INC: S&P Places 'BB' Issuer Credit Rating on Watch Negative
INN S.F. ENTERPRISE: Has Deal on Cash Collateral Access
INTERPACE BIOSCIENCES: Chief Financial Officer Resigns
JUST BELIEVE: Seeks to Hire EXP Realty as Real Estate Broker
KOSA REAL ESTATE: Disclosures Inadequate, Sachem Says
LINKMEYER DEVELOPMENT: Court Confirms Corrected Second Amended Plan
LITTLE WASHINGTON: Gets OK to Hire Costigan Law as Special Counsel
MATLINPATTERSON GLOBAL: Taps LDCM Advogados as Brazilian Counsel
MESOBLAST LIMITED: Registers 10M Ordinary Shares Under Option Plan
MODEN HOLDINGS: Lender Sets Oct. 11 Sale of Property Assets
MOHEGAN TRIBAL: Unit Amends Credit Agreement With Bank of Montreal
NOVA ENTERPRISE: Seeks to Hire Vivona Pandurangi as Counsel
OMNIQ CORP: Gets Purchase Order to Deploy Machine Vision Solution
PARK MONROE: Affiliate Taps Hertz as Special Counsel
PARK MONROE: Affiliate Taps Ivan W. Harper CPA as Tax Professional
PHOTO HOLDINGS: S&P Lowers ICR to 'CCC' on Recession Risk
PIEDMONT POLYMERS: Gets OK to Hire Whelehan as Special Counsel
PLYMOUTH PLACE: Fitch Assigns 'BB+' Rating on 2022 Bonds
PRESCOTT BREWING: Unsecured Creditors to be Paid in Full in Plan
PRIME HEALTHCARE: Fitch Alters Outlook on 'B' LongTerm IDR to Neg.
PUERTO RICO: Supreme Court to Hear Finance Docs Appeal
R & E PETROLEUM: Seeks Cash Collateral Access
REGIONAL WEST: Fitch Affirms 'BB+' Rating on $64MM of 2016A Bonds
RODA EXPRESS: Voluntary Chapter 11 Case Summary
SEQUA CORP: Fitch Hikes LongTerm IDR to 'B-', On Watch Positive
SILVER STATE: Unsecureds Owed $400K Unimpaired in Plan
SOUND HOUSING: Trustee Taps Sound Point as Real Estate Agent
SPRING MOUNTAIN: Wins Cash Collateral Access Thru Oct 21
STARLIN LLC: Affiliate Taps Leech Tishman Robinson Brog as Counsel
STONE CLINICAL: Amends Nole & Whale Capital Secured Claims Details
THUNDER INC: Commences Subchapter V Case
TIMBER PHARMACEUTICALS: Launches $1.3M Registered Direct Offering
TOSCANA LUNA: Graystar Mortgage Says Disclosures Insufficient
TRANSPORTATION DEMAND: Reaches Agreements with FSB & Pritchett
TURNER OAKWOOD: Wins Interim Cash Collateral Access
ULTRA SEAL: Wins Interim Cash Collateral Access
VENUS CONCEPT: Appoints Rajiv De Silva as CEO, Director
VERSACE BERTONI GELATO: Starts Subchapter V Case
VITAL PHARMACEUTICALS: Case Summary & 30 Top Unsecured Creditors
VITAL PHARMACEUTICALS: Expects Full Exit From Pepsi Mid-November
VITAL PHARMACEUTICALS: Files Voluntary Chapter 11 Petition
VITAL PHARMACEUTICALS: In Chapter 11 Amid Monster, OBI Lawsuits
VPR BRANDS: Settles Patent Infringement Suit With MONQ for $275K
WATER MARBLE: Plan Remains Unfeasible, Creditor Says
WATER WIND: Nov. 10 Plan Confirmation Hearing Set
XEBEC HOLDING: Seeks Chapter 15 Bankruptcy to Protect Assets
[] 29th Distressed Investing Conference on Nov. 28 -- Register Now
[^] Large Companies with Insolvent Balance Sheet
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3052 BRIGHTON: Seeks Approval to Hire Special Litigation Counsel
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3052 Brighton First, LLC filed an amended application with the U.S.
Bankruptcy Court for the Eastern District of New York authorizing
it to employ Outerbridge Law, P.C. and authorizing Outerbridge to
hire Kucker Marino Winiarsky & Bittens, LLP.
The Debtor's initial application requested only the employment of
Outerbridge as its special litigation counsel.
Both firms will represent the Debtor in an action currently pending
entitled In the matter of Leonard Roberts, on behalf of himself and
all others similarly situated v. 3052 Brighton First, LLC.
Outerbridge's hourly rate is $400.
Altagracia Pierre-Outerbridge, Esq., a member of Outerbridge,
disclosed in a court filing that her firm neither holds nor
represents any interest adverse to the Debtor.
The firms can be reached through:
Altagracia Pierre-Outerbridge, Esq.
Outerbridge Law, P.C.
250 Park Avenue, 7th Floor
New York, New York 10177
Phone: 1-800-915-5838
Fax: 212-364-5610
Email: Altagracia B. Pierre-Outerbridge
-- and --
Eric McAvey, Esq.
Kucker Marino Winiarsky & Bittens, LLP
747 3rd Ave
New York, NY 10017-2803
Tel: 212-869-5030
Fax: 212 944 5818
Email: emcavey@kuckermarino.com
About 3052 Brighton First
3052 Brighton First, LLC, a New York-based company, filed a Chapter
11 petition (Bankr. E.D.N.Y. Case No. 20-40794) on Feb. 6, 2020,
with as much as $50,000 in both assets and liabilities. Judge
Nancy Hershey Lord oversees the case.
Rosenberg Musso & Weiner and Outerbridge Law P.C. serve as the
Debtor's bankruptcy counsel and special litigation counsel,
respectively.
ACER THERAPEUTICS: Receives Notice of Allowance From USPTO
----------------------------------------------------------
The US Patent and Trademark Office (USPTO) has issued a Notice of
Allowance to Therapeutics Inc. for US patent application No.
16/624,834 for claims related to a kit comprising a combination
therapeutic product composed of sodium phenylbutyrate or glycerol
phenylbutyrate and sodium benzoate. The patent application is
exclusively licensed to Acer from Baylor College of Medicine.
"This Notice of Allowance expands ACER-001's patent protection and
adds an additional component to our product expansion strategy as
we evaluate how to maximize its potential," said Jeff Davis, chief
business officer at Acer. "The combination of phenylbutyrate and
sodium benzoate was synergistic at removing ammonia in healthy
subjects based on data from a study published in Genetics in
Medicine in 2018. As a result, this combination offers the
potential to use lower drug doses of each agent while maintaining
equivalent ammonia removal in urea cycle disorder patients and
becomes part of our lifecycle planning for ACER-001, subject to FDA
approval in this indication."
About Acer Therapeutics
Acer Therapeutics Inc. -- http://www.acertx.com-- is a
pharmaceutical company focused on the acquisition, development and
commercialization of therapies for serious rare and
life-threatening diseases with significant unmet medical needs.
Acer's pipeline includes four investigational programs: ACER-001
(sodium phenylbutyrate) for treatment of various inborn errors of
metabolism, including urea cycle disorders (UCDs) and Maple Syrup
Urine Disease (MSUD); ACER-801 (osanetant) for treatment of induced
Vasomotor Symptoms (iVMS); EDSIVO (celiprolol) for treatment of
vascular Ehlers-Danlos syndrome (vEDS) in patients with a confirmed
type III collagen (COL3A1) mutation; and ACER-2820 (emetine), a
host-directed therapy against a variety of viruses, including
cytomegalovirus, zika, dengue, ebola and COVID-19.
Acer Therapeutics reported a net loss of $15.37 million for the
year ended Dec. 31, 2021, compared to a net loss of $22.89 million
for the year ended Dec. 31, 2020. As of June 30, 2022, the Company
had $23.24 million in total assets, $32.03 million in total
liabilities, and a total stockholders' deficit of $8.78 million.
Boston, MA-based BDO USA, LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March 2,
2022, citing that the Company has recurring losses and negative
cash flows from operations that raise substantial doubt about its
ability to continue as a going concern.
ACTIVA RESOURCES: Amends Unsecured & Several Secured Claims Pay
---------------------------------------------------------------
Activa Resources, LLC, and Tiva Resources, LLC, submitted a
Disclosure Statement for First Amended Joint Plan of Reorganization
dated October 4, 2022.
The proposed Plan is one of reorganization. It provides for the
vesting of the Debtors' assets into the Reorganized Debtors. The
Plan proposes to accomplish payments to holders of Allowed Claims
under the terms of the Plan by continuing the Debtors' business
operations and by investing in drilling new wells to monetize the
Debtors' oil and gas reserves, which will ultimately improve the
value of the Debtors' oil and gas assets, enterprise value and net
cash flows and allow the Debtors to refinance their secured debt
with a new lender in approximately four years.
The intent of the proposed Plan allows the Reorganized Debtors to
operate for the benefit of the holders of Allowed Claims to
accomplish the greatest possible value – full payments to holders
of Allowed Claims. However, to the extent initial drilling in new
wells is not successful or the new wells do not perform consistent
with the Debtors' projections, the Reorganized Debtors' Assets will
be sold and the proceeds of the sale will be distributed to holders
of Allowed Claims against the Debtors on a pro rata basis
consistent with the priority of the Allowed Claim.
The following is a list of provisions and/or goals which will aid
in the understanding of the remainder of this Disclosure Statement
and the accompanying Plan:
* The Plan projects 100% payment of all Allowed Claims,
including to the holders of Allowed Class 6 Operator Claims,
Allowed Class 7 General Unsecured Claims, and Allowed Class 8
Suspense Claims, which is substantially higher than if the Debtors
were liquidated.
* The Plan anticipates that the Debtors will drill new wells,
including in the Pruitt Project and the OSR-Halliday Unit,
utilizing the proceeds of a $4.87 million New Credit Facility and
available cash flow. As set forth in the Financial Projections, the
Debtors anticipate that participating in the drilling of new wells
using the proceeds of the New Credit Facility and available cash
flow will cause the Debtors to generate enough free cashflow to
allow for repayment of the New Credit Facility and to make required
Plan payments. Moreover, by participating in the new wells, the
Debtors will augment the value of the Debtors' oil and gas assets,
their enterprise value and net cash flows, which will enable them
to obtain replacement financing that will repay their secured debt
in full.
Class 3 consists of the Allowed Secured Texas Capital Bank Claim.
The Allowed Secured Texas Capital Bank Claim shall be treated as
follows:
* The holder of the Allowed Secured Texas Capital Bank Claim
shall be paid (1) interest only for the first twelve months
following the Effective Date based on a six year amortization
schedule, (2) principal and interest during the thirteenth to
fortyseventh months following the Effective Date based on a six
year amortization schedule, and (3) a balloon payment during the
forty-eighth month following the Effective Date. The Allowed
Secured Texas Capital Bank Claim shall accrue interest at the Prime
Rate plus 2.5% per annum from the Effective Date through the
thirty-sixth month and at the Prime Rate plus 5% per annum from the
thirty-seventh month through the forty-eighth month following the
Effective Date. The Prime Rate shall be adjusted on the first
business day of each month. Each installment shall be due on the
first Business Day of the month following the date that the Claim
is determined to be an Allowed Secured Texas Capital Bank Claim.
The holder of the Allowed Texas Capital Bank Claim shall be
entitled to assert a Class 7 General Unsecured Claim for any
Deficiency Claim.
* Payment of the Allowed Secured Texas Capital Bank Claim
shall be secured by the Texas Capital Bank Collateral pursuant to
the terms of the New TCB Security Agreement filed with the Plan
Supplement. The New TCB Security Agreement shall reflect that Texas
Capital Bank and Cargill shall be granted liens on all of the
Reorganized Debtors' Assets, including, but not limited to, second
liens on the Pruitt Project's acreage and wells, which liens shall
be subordinate to existing lenders with prior perfected liens on
those properties, including the New Credit Facility Lender, unless
and until those prior liens are satisfied. On the Effective Date,
the Reorganized Debtors shall be authorized to enter into and
execute the New TCB Security Agreement substantially in the form
contained in the Plan Supplement, and any related agreements or
filing without the need for any further corporate or organizational
action and without further action by or approval of the Bankruptcy
Court.
Class 4 consists of the holder of the Allowed Secured Cargill
Claim. The Allowed Secured Cargill Claim shall be treated as
follows:
* The holder of the Allowed Secured Cargill Claim shall be
paid (1) interest only for the first twelve months following the
Effective Date based on a six year amortization schedule, (2)
principal and interest during the thirteenth to forty-seventh
months following the Effective Date based on a six year
amortization schedule, and (3) a balloon payment during the forty
eighth month following the Effective Date. The Allowed Secured
Cargill Claim shall accrue interest at the Prime Rate plus 2.5% per
annum from the Effective Date through the thirty-sixth month and at
the Prime Rate plus 5% per annum from the thirty-seventh month
through the forty-eighth month following the Effective Date. The
Prime Rate shall be adjusted on the first business day of each
month. Each installment shall be due on the first Business Day of
the month following the date that the Claim is determined to be an
Allowed Secured Cargill Claim. The holder of the Allowed Cargill
Claim shall be entitled to assert a Class 7 General Unsecured Claim
for any Deficiency Claim.
* Payment of the Allowed Secured Cargill Claim shall be
secured by the Cargill Collateral pursuant to the terms of the New
TCB Security Agreement filed with the Plan Supplement. The New TCB
Security Agreement shall reflect that Texas Capital Bank and
Cargill shall be granted liens on all of the Reorganized Debtors'
Assets, including, but not limited to, second liens on the Pruitt
Project's acreage and wells, which liens shall be subordinate to
existing lenders with prior perfected liens on those properties,
including the New Credit Facility Lender, unless and until those
prior liens are satisfied. On the Effective Date, the Reorganized
Debtors shall be authorized to enter into and execute the New TCB
Security Agreement substantially in the form contained in the Plan
Supplement, and any related agreements or filing without the need
for any further corporate or organizational action and without
further action by or approval of the Bankruptcy Court.
Class 7 consists of all Allowed General Unsecured Claims. Each
holder of an Allowed General Unsecured Claim, in full satisfaction,
settlement and release of and in exchange for all such Allowed
General Unsecured Claims, shall be entitled to receive (1) a
payment equal to 33% of the Allowed General Unsecured Claim at the
end of the tenth month after the Effective Date, and (2) a second
payment equal to the 33% of the Allowed General Unsecured Claim at
the end of the eleventh month after the Effective Date, and (3) a
payment equal to 34% of the Allowed General Unsecured Claim at the
end of the twelfth month after the Effective Date; provided,
however, that if the Reorganized Debtors are unable to satisfy the
Initial Performance Parameters required by the New Credit Facility
Documents by the end of the tenth month following the Effective
Date, each holder of an Allowed General Unsecured Claim shall
instead receive its pro rata share, if any, of the proceeds from
the Post-Confirmation Sale of the Reorganized Debtors' Assets after
satisfaction of expenses related to the Post-Confirmation Sale,
amounts owed under the New Credit Facility, and amounts owed to
holders of Allowed Claims in Classes 1-6.
The Debtors have negotiated the terms and conditions of the New
Credit Facility with the New Credit Facility Lender, which will be
in the amount of $4.87 million, inclusive of the balance of the DIP
Claims.
A full-text copy of the Disclosure Statement dated October 4, 2022,
is available at https://bit.ly/3T4yeBm from Donlin, Recano &
Company, Inc., the claims agent.
Counsel for the Debtors:
Bernard R. Given II, Esq.
LOEB & LOEB LLP
10100 Santa Monica Blvd., Suite 2200
Los Angeles, CA 90067-4120
Telephone: (310) 282-2000
Facsimile: (310) 282-2200
E-mail: bgiven@loeb.com
- and -
Bethany D. Simmons, Esq.
345 Park Avenue
New York, NY 10154
Telephone: (212) 407-4000
Facsimile: (212) 407-4990
E-mail: bsimmosn@loeb.com
About Activa Resources and Tiva Resources
Activa Resources, LLC and Tiva Resources, LLC operate in the oil
and gas extraction industry. Both companies are based in San
Antonio, Texas.
On Feb. 3, 2022, Activa Resources and Tiva Resources sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.
Tex. Lead Case No. 22-50117). In the petitions signed by John
Hayes, president, Activa Resources disclosed as much as $50 million
in both assets and liabilities while Tiva Resources disclosed up to
$10 million in assets and up to $50 million in liabilities.
Judge Michael M. Parker oversees the cases.
The Debtors tapped Bernard R. Given II, Esq., at Loeb and Loeb, LLP
as legal counsel, and Haynie & Company as accountant and auditor.
Donlin, Recano & Company, Inc. is the claims, noticing and
solicitation agent.
On Aug. 19, 2022, the Debtors filed their proposed joint Chapter 11
plan of reorganization and disclosure statement.
ADAMIS PHARMACEUTICALS: Chief Medical Officer Resigns
-----------------------------------------------------
Ronald B. Moss, M.D., the chief medical officer of Adamis
Pharmaceuticals Corporation, notified the Company that he was
resigning as an officer and employee of the Company effective Oct.
14, 2022, as disclosed in a Form 8-K filed with the Securities and
Exchange Commission.
About Adamis Pharmaceuticals
Adamis Pharmaceuticals Corporation (NASDAQ: ADMP) --
http://www.adamispharmaceuticals.com-- is a specialty
biopharmaceutical company primarily focused on developing and
commercializing products in various therapeutic areas, including
allergy, opioid overdose, respiratory and inflammatory disease.
Adamis reported a net loss applicable to common stock of $45.83
million for the year ended Dec. 31, 2021, compared to a net loss
applicable to common stock of $49.39 million for the year ended
Dec. 31, 2020. As of June 30, 2022, the Company had $17.69 million
in total assets, $10.65 million in total liabilities, and $7.04
million in total stockholders' equity.
San Diego, California-based BDO USA, LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated March 31, 2022, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
ADRIAN WYATT: Gets OK to Hire Great Neck Realty as Broker
---------------------------------------------------------
Adrian Wyatt Adams Drug, Inc. received approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to
employ Great Neck Realty Company of North Carolina, LLC as its
broker.
The Debtor requires a broker to sell Corner Drug Stores of Zebulon
located at 303 N. Arendell Avenue, Zebulon, N.C. and Corner Drug
Stores of Wendell located at 3430 Wendell Blvd., Wendell, N.C., as
well as all tangible and intangible assets.
The firm is entitled to a transaction fee equal to 8 percent of
gross proceeds. The Debtor agreed to reimburse the firm 50 percent
of its marketing expenses from the gross proceeds.
Robert Tramantano, a broker at Great Neck Realty, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Robert Tramantano
Great Neck Realty of North Carolina, LLC
1011 S. Hamilton Road
Chapel Hill, NC 27561
Telephone: (984) 528-3619
Email: rtramantano@greatneckrealtyco.com
About Adrian Wyatt Adams Drub
Adrian Wyatt Adams Drug, Inc. operates two independently-owned drug
stores in Wake County, N.C.
Adrian Wyatt Adams Drug sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01834) on Aug.
18, 2022, with $392,125 in assets and $1,919,109 in liabilities.
Adrian Wyatt Adams, president, signed the petition.
Judge David M. Warren oversees the case.
George Mason Oliver, Esq., at the Law Offices of Oliver and Cheek,
PLLC is the Debtor's counsel.
AINOS INC: Okays Amendment to Ownership Interest Requirements
-------------------------------------------------------------
The Board of Directors of Ainos, Inc. approved an amendment to
Article V, Section 1 and 2 of the Company's Bylaws which, as
amended, require that: (a) the ownership interests in the Company,
inclusive of its common stock and its preferred stock, shall be
either uncertificated or certificated shares, and (b) any
certificated shares that have been issued and are outstanding to
date shall be deemed to be uncertificated shares only after the
certificate is surrendered to the Company in accordance with the
requirements of the Board, as may be adopted at its discretion.
About Ainos
Ainos, Inc., formerly known as Amarillo Biosciences, Inc., is a
diversified healthcare company engaged in the research and
development and sales and marketing of pharmaceutical and biotech
products. The Company is engaged in developing medical
technologies for point-of-care testing and safe and novel medical
treatment for a broad range of disease indications. The Company is
a Texas corporation incorporated in 1984.
Ainos reported a net loss of $3.89 million for the year ended Dec.
31, 2021, compared to a net loss of $1.45 million for the year
ended Dec. 31, 2020. As of June 30, 2022, the Company had $40.41
million in total assets, $34.41 million in total liabilities, and
$6.01 million in total stockholders' equity.
Houston, Texas-based PWR CPA, LLP, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
March 18, 2022, citing that the Company has negative working
capital at Dec. 31, 2021, has incurred recurring losses and
recurring negative cash flow from operating activities, and has an
accumulated deficit which raises substantial doubt about its
ability to continue as a going concern.
ALCARAZ CATERING: Has Deal on Cash Collateral Access
----------------------------------------------------
Alcaraz Catering, Inc. and Prime Alliance Bank advised the U.S.
Bankruptcy Court for the Central District of California, Northern
Division, that they have reached an agreement regarding the
Debtor's use of cash collateral and now desire to memorialize the
terms of this agreement into an agreed order.
The Debtor obtained financing from Prime in the form of a loan for
business purposes. The Loan was extended pursuant to certain
instruments, documents, and agreements executed and delivered to
Prime by Debtor, including without limitation the following:
1. The Promissory Note dated February 8, 2012, in the original
maximum principal amount of $1,994,500;
2. The Business Loan Agreement dated February 8, 2012;
3. The Deed of Trust, in favor of Prime, dated February 8, 2012,
encumbering real property located at 2958 Sturgis Road, Oxnard,
California, recorded on February 14, 2012 in the Official Records
of Ventura County as Document No. 20120214-00024370-0;
4. The Assignment of Rents, in favor of Prime, dated February 8,
2012, recorded on February 14, 2012 in the Official Records of
Ventura County as Document No. 20120214-00024371-0; and
5. Other related Loan Documents.
The Debtor acknowledges that, as of the Petition Date, the
outstanding indebtedness owed to Prime pursuant to the Loan is
$2,218,991, including without limitation outstanding principal of
$1,571,985.
The Debtor has forecasted that it will achieve certain revenues and
expenses as set forth in the Cash Flow Budget which expenses will
include adequate protection payments to Prime of at least $12,876
per month during each month of the Interim Period.
The Debtor has represented to Prime that it needs to operate for a
limited period of time in order to enable it to effectuate a plan
of reorganization, and on an interim basis, Prime has agreed to
consent to the use of cash collateral retroactive from the Petition
Date for an additional approximately 30-day period through and
including November 15, 2022. The Debtor has further represented
that it will operate according to a budget and cash flow projection
during the Interim Period.
Irrespective of whether the Debtor meets its income or expense
projections, the Debtor will pay the Adequate Protection Payments
to Prime via automatic transfer/electronic funds (ACH) by the 1st
business day of each month during the Interim Period.
Solely as adequate protection for any diminution in value,
following the Petition Date, of Prime's asserted security interests
under the Loan Documents, and subject to subsection (b) below,
Prime is granted, effective as of the Petition Date, a
post-petition replacement lien on all presently-owned or hereafter
acquired assets of the Debtor, to the same extent as it had a valid
and perfected security interest in the (i) Pre-Petition Collateral,
including all cash collateral, and (ii) all proceeds therefrom.
A copy of the stipulation and the Debtor's budget is available at
https://bit.ly/3VeUs5B from PacerMonitor.com.
The Debtor projects $60,000 in total income and $46,991 in total
expenses for a 90-day period.
About Alcaraz Catering
Alcaraz Catering Inc. is a catering company.
Alcaraz Catering filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
22-10622) on August 13, 2022. In the petition filed by Antonio
Alcaraz, as president, the Debtor reported assets and liabilities
between $1 million and $10 million each.
Susan K Seflin has been appointed as Subchapter V trustee.
The Law Offices of Kenneth H.J. Henjum is the Debtor's counsel.
ALPHATEC HOLDINGS: Signs $50 Million Revolving Credit Facility
--------------------------------------------------------------
Alphatec Holdings, Inc., together with its wholly owned subsidiary,
Alphatec Spine, Inc., entered into an asset-based revolving credit
facility in the maximum aggregate amount of $50 million, pursuant
to the terms and conditions of that certain Credit, Security and
Guaranty Agreement, dated as of Sept. 29, 2022, by and among the
Borrowers, the other borrowers from time to time party thereto, the
guarantors from time to time party thereto, MidCap Financial Trust
and the other lenders from time to time party thereto, and MidCap
Funding IV Trust, as administrative agent.
The Borrowers will use the proceeds of the Loans to pay transaction
fees and for working capital needs and general corporate purposes
of the Borrowers and their subsidiaries. Under certain
circumstances the commitments of the Lenders under the Revolving
Facility may be increased by additional amounts up to $25 million,
for a total of $75 million. Availability of the Loans under the
Revolving Facility at any time is subject to the Borrowing Base,
which is equal to (i) the sum of (a) 85% of the Eligible Accounts
(the accounts receivable of the Borrowers' qualified under the
terms of the Credit Agreement) plus (b) 40% of the Eligible
Inventory (the inventory of the Borrowers' qualified under the
terms of the Credit Agreement, and in any event not to exceed the
lesser of $15 million or 50% of the Borrowing Base) minus (ii) the
sum of all reserves.
The Loans bear interest at the sum of Term SOFR plus 3.5% per
annum, and mature on the earlier of (i) Sept. 29, 2027 or (ii) 90
days prior to the final maturity date of any of the Company's
outstanding convertible senior notes due 2026. In connection with
the Revolving Facility, the Borrowers are obligated to pay certain
unused line fees, minimum balances fees, collateral management
fees, audit fees and other fees. The Borrowers may borrow, repay
and reborrow the Loans prior to the Maturity Date, subject to the
terms of the Credit Agreement.
As security for its obligations under the Credit Agreement, the
Borrowers granted the Agent, for the benefit of the Lenders, a
continuing security interest in substantially all of their assets,
excluding intellectual property and subject to certain customary
exceptions. The obligations of the Borrowers are also secured by a
first priority lien on the equity interests held by the Borrowers
in their subsidiaries.
The Credit Agreement includes customary conditions to borrowing,
representations and warranties and covenants, including affirmative
covenants and negative covenants that restrict the Borrowers' and
their subsidiaries’ ability to, among other things, incur
indebtedness, grant liens, merge or consolidate, make investments,
dispose of assets, make acquisitions, pay dividends or make
distributions, repurchase stock and enter into certain transactions
with affiliates, in each case subject to certain exceptions. The
Credit Agreement also has a financial covenant requiring the
Borrowers to maintain $10 million of liquidity at all times.
The Credit Agreement also contains customary events of default,
including among other things, the Borrowers' failure to make any
principal or interest payments when due, the occurrence of certain
bankruptcy or insolvency events, or the Borrowers' breach of the
covenants under the Credit Agreement. Upon the occurrence of an
event of default, the Lenders may, among other things, accelerate
the Borrowers' obligations under the Credit Agreement.
About Alphatec Holdings
Alphatec Holdings, Inc. (ATEC) (www.atecspine.com), through its
wholly-owned subsidiaries, Alphatec Spine, Inc. and SafeOp
Surgical, Inc., is a medical device company dedicated to
revolutionizing the approach to spine surgery through clinical
distinction. ATEC architects and commercializes approach-based
technology that integrates seamlessly with the SafeOp Neural
InformatiX System to provide real-time, objective nerve information
that can enhance the safety and reproducibility of spine surgery.
Alphatec reported a net loss of $144.33 million for the year ended
Dec. 31, 2021, a net loss of $78.99 million for the year ended Dec.
31, 2020, a net loss of $57 million for the year ended Dec. 31,
2019, and a net loss of $28.97 million for the year ended Dec. 31,
2018.
ALTERA INFRASTRUCTURE: Committee Taps Friedman as Co-Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Altera
Infrastructure LP and its affiliates seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Friedman Kaplan Seiler & Adelman, LLP as co-counsel with Pachulski
Stang Ziehl & Jones, LLP.
The firm's services include:
a. assisting the committee in its consultations with the
Debtors regarding the administration of their Chapter 11 cases;
b. assisting the committee in analyzing the Debtors' assets
and liabilities, investigating the extent and validity of liens and
participating in and reviewing any financing arrangements and cash
collateral stipulations or proceedings;
c. assisting the committee in investigating the acts, conduct,
assets, liabilities and financial condition of the Debtors, the
Debtors' operations and the desirability of the continuance of any
portion of those operations, and any other matters relevant to the
cases or to the formulation of a Chapter 11 plan;
d. assisting the committee in its participation in the
negotiation, formulation, and drafting of a plan of liquidation or
reorganization;
e. advising the committee on issues concerning the appointment
of a trustee or examiner under Section 1104 of the Bankruptcy
Code;
f. advising the committee of its powers and duties under the
Bankruptcy Code and the Bankruptcy Rules and assisting in
performing other services;
g. assisting the committee in the evaluation of claims and in
any litigation matters, including avoidance actions and claims
against directors, officers and any other party; and
h. providing other necessary services to the committee.
The firm will be paid at these rates:
Lawrence Robbins $1,900 per hour
Robert J. Lack $1,450 per hour
Jeffrey C. Fourmaux $1,050 per hour
Philip J. Biegler $650 per hour
Attorneys $585 - $1,900 per hour
Paraprofessionals $275 - $365 per hour
In addition, Friedman Kaplan will be reimbursed for out-of-pocket
expenses incurred.
Lawrence Robbins, Esq., a partner at Friedman, disclosed in a court
filing that his firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Robbins disclosed that:
-- Friedman has not agreed to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement;
-- No Friedman professional included in the engagement has
varied his rate based on the geographic location of the bankruptcy
case;
-- Friedman has not represented the committee in the 12 months
prior to the Debtors' bankruptcy filing; and
-- Friedman anticipates that the committee's professional fees
will be initially governed by the court order, which approved the
debtor-in-possession financing and budget.
The firm can be reached through:
Lawrence Robbins, Esq.
Friedman Kaplan Seiler & Adelman, LLP
7 Times Square
New York, NY 10036-6516
Tel: 212-833-1118
Fax: 212-373-7918
Email: lrobbins@fklaw.com
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 LP and 37 affiliate sought
Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 22-90130) on
Aug. 12, 2022. Judge Marvin Isgur oversees the cases.
As of the petition date, the Debtors were liable for approximately
$1.6 billion in aggregate principal amount of funded debt.
Kirkland & Ellis LLP, Jackson Walker LLP, and Quinn Emanuel
Urquhart & Sullivan LLP serve as the Debtors' lead counsel, local
counsel, and special counsel, respectively. The Debtors also tapped
Evercore Group LLC as investment banker and PricewaterhouseCoopers
LLP as tax compliance, tax consulting, and accounting advisory
services provider. Stretto is the claims agent. David Rush, senior
managing director at 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.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors on Aug. 22, 2022. The unsecured creditors
committee tapped Friedman Kaplan Seiler & Adelman, LLP and
Pachulski Stang Ziehl & Jones, LLP as legal counsels; and
AlixPartners, LLP as financial advisor.
A committee of coordinators was appointed under and as defined in
the appointment letter originally dated May 6, 2022, among Altera
Infrastructure LP and each member of the CoCom. The CoCom is
represented by Norton Rose Fulbright US, LLP and Norton Rose
Fulbright, LLP as legal counsel and PJT Partners (UK) Ltd. as
financial advisor.
AMERICAN AUTO: S&P Alters Outlook to Negative, Affirms 'B-' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on American Auto Auction
Group LLC (AAAG) to negative from stable and affirmed its 'B-'
issuer credit rating.
The negative outlook reflects the possibility that S&P could
downgrade AAAG over the next 12 months if the company generates
negative FOCF that substantially reduces its liquidity. This could
occur if auction volumes weaken further and margins remain low,
possibly due to an inability to offset inflationary cost
pressures.
AAAG's financial performance in 2022 has dragged because of weaker
auction volumes and inflationary cost pressures that burdened
top-line sales, EBITDA margins, and FOCF. Auction volumes and sales
have suffered due to reduced availability of used vehicles and
weaker demand from buyers. A large mismatch between buyer and
seller price expectations has influenced demand as dealerships and
institutional customers manage inventories amid heightened economic
uncertainty. In addition, inflationary cost pressures stemming from
higher wages and transportation costs have weighed on AAAG's EBITDA
margins, estimated to be nearly 20% in 2022 compared to S&P's
previous forecast of about 30%. The decline in EBITDA margin would
lead to higher S&P Global Ratings-adjusted debt to EBITDA of about
14x and negative FOCF for 2022.
S&P said, "Our base-case forecast anticipates credit metrics will
gradually improve. However, there is higher uncertainty over the
near term as it manages auction volume disruptions, implements
pricing actions, and continues integration efforts of its AAA
Partners acquisition to realize on targeted cost synergies.
Further, S&P Global economists' latest recession forecast stands at
45% over the next 12 months within a band of 40%-50%, representing
the macroeconomic uncertainty in our base-case forecast. While used
car sales generally hold up better in a recession relative to new
vehicle sales, uncertainty is higher at present due to lack of
affordability stemming from a supply imbalance and higher
automotive financing costs. Still, we expect revenue growth will
return in 2023 as greater availability of new and used cars reduces
prices, which could increase auction volumes.
"While liquidity remains adequate, we forecast moderately negative
FOCF in 2022 and believe there are downside risks if AAAG's margins
tighten further. AAAG's liquidity sources at the end of its second
quarter principally consisted of $53 million cash and $55.8 million
of cash flow revolver availability. Our forecast expects cash flow
will improve in the second half, though FOCF could be hindered by
higher borrowing costs as floating interest rates move higher.
AAAG's capital structure consists solely of floating-rate debt,
with the first-lien term loan yielding nearly 8% and the
second-lien term loan at 12.5% based on recent three-month term
secured overnight financing rates.
"Our view that AAAG pursues aggressive financial policies is
unchanged and was validated during the second quarter when the
company paid a $30 million dividend to its financial sponsor with
cash from the balance sheet. While we do not expect that AAAG will
make additional dividend distributions in our base-case forecast,
they would further strain AAAG's cash flow and liquidity.
"The negative outlook reflects that we could downgrade AAAG over
the next 12 months if the company generates negative FOCF that
substantially reduces its liquidity. This could occur if auction
volumes weaken further and margins remain low, possibly due to an
inability to offset inflationary cost pressures.
"We could lower our rating on AAAG over the next 12 months if
auction volumes deteriorate further and pricing actions to address
margin pressures do not materialize, causing FOCF to become
negative on a sustained basis and reduce the company's liquidity.
In addition, AAAG's debt is solely floating-rate debt, and its
capital structure could become unsustainable if the sharp rise in
borrowing costs strains its FOCF, even if EBITDA margins moderately
improve from 2022 lows. Further, aggressive financial policies
including additional dividends or debt-financed mergers and
acquisitions could weaken cash flows and liquidity.
"We could revise our outlook on AAAG to stable if the company's
EBITDA margins stabilize at improved levels, which could allow the
company to deleverage and generate FOCF sustainably. This could
occur if AAAG's revenue outperforms our expectations, it realizes
integration synergies with AAA Partners, and executes on
cost-saving initiatives. Additionally, we would also evaluate the
financial sponsor's plans to ensure that no material mergers,
acquisitions, or shareholder distributions are being considered."
ESG credit indicators: E-2, S-2, G-3
S&P said, "Environmental and social factors have an overall neutral
influence on our credit rating analysis of AAAG. The company
operates physical, mobile, and digital auction venues in addition
to various remarketing services that we expect to remain stable
channels short term, despite the advent of alternate powertrains
and electric vehicles. This is because of the small share of new
electric vehicles sold relative to total used cars remarketed every
year. Governance is a moderately negative consideration. Our
assessment of the company's financial risk profile as highly
leveraged reflects corporate decision-making that prioritizes the
interests of controlling owners, consistent with our view of most
rated entities owned by private-equity sponsors. Our assessment
also reflects financial sponsors typical finite holding periods and
a focus on maximizing shareholder returns."
ANGI INC: S&P Downgrades ICR to 'B' on Tightened Liquidity
----------------------------------------------------------
S&P Global Ratings lowered itsr issuer credit rating on Angi Inc.
to 'B' from 'B+'. S&P also lowered its stand-alone credit profile
(SACP) on the company to 'b-' from 'b'. S&P continues to apply a
one-notch uplift to the SACP to reflect potential group support
from its parent, IAC Inc., in a stress scenario to derive the
issuer credit rating.
S&P lowered its issue-level rating on Angi Group's $500 million
senior unsecured notes to 'B' from 'B+'.
S&P said, "The stable outlook reflects our expectation that the
company's sizable cash balance will provide it sufficient liquidity
to meet its operating and fixed-charge obligations over the next 12
months, despite our expectations for the company to generate
negative to breakeven FOCF in 2023 while sustaining leverage above
10x.
"We do not expect Angi to have significant improvement in credit
metrics until 2024. We expect Angi to generate negative $20 million
to negative $30 million of S&P Global Ratings-adjusted EBITDA in
2022, following negative $7 million of EBITDA in 2021, and $144
million of EBITDA in 2020. The steep decline in profitability the
past two years has been due to elevated marketing spending to
support the company's rebranding campaign, higher investment
expenditures and pricing volatility in its Angi Services business,
and low demand for Angi Ads and Leads due to service providers'
high organic demand. We expect the company will generate $45
million to $55 million of S&P Global Ratings-adjusted EBITDA in
2023 as it gradually ratchets down its pace of expense growth and
continues to see returns from its rebrand and its services business
investment. However, despite expected improvement, we view the
company's credit profile has weakened significantly the past 12
months given negative EBITDA and free cash flow generation, and
declining liquidity."
Angi's elevated marketing and investment spending related to the
company's rebranding campaign has harmed its profitability. In
March 2021, Angi began a rebranding campaign in which it updated
its website and brands from Angie's List to Angi, as well as
curtailed its marketing spending on its HomeAdvisors brand. The
company relies heavily on free, or organic, search results from
search engine optimization, and paid search engine marketing to
drive traffic to its platforms. The brand initiative has adversely
affected the placement and ranking of Angi Inc. websites,
particularly Angi.com, in organic search results as Angi does not
have the same domain history as Angie's List. This cut into the
company's profit margins as it had to spend significantly more on
paid traffic than it had prior to the rebrand. The company has
mostly completed its rebranding campaign, and S&P expects the pace
of marketing spending to decline in the third quarter and for the
company to gradually improve its EBITDA generation. It remains
difficult to ascertain the effectiveness of the rebrand until the
company demonstrates multiple quarters of sustained profit
improvement.
The lower rating also reflects elevated expenditures and pricing
volatility in its Angi Services business that has harmed
profitability. Angi's performance has also been heavily affected by
investment spending and higher material costs in its services
business. Angi Services are the company's fixed-priced offerings by
which the consumer purchases services directly from Angi through
fixed-price service contracts and the company engages a service
professional to perform the service. Angi generates profit on the
spread it charges to the consumer and fees it subsequently pays out
to the service professional. Softer demand for the services
business given macroeconomic weakness and higher third-party
material costs due to inflationary pressures, specifically in the
company's roofing business, has led to negative profitability.
Despite strong revenue growth in the business, growth in
expenditures continues to outpace it. Angi has not yet created a
thriving marketplace or onboarded enough service professionals to
develop pricing power which is critical for it to achieve
profitability. S&P expects inflationary pressures will continue to
create volatility in the business' costs structure through 2023
which negatively affected the business in 2022, as the company was
unable to pass on rising costs in a quick enough manner to
consumers given a rapidly changing price environment.
Significant demand for home services has led to slow growth in its
Ads and Leads business. Revenue growth in the Angi Ads and Leads
business has been flat the past 12 months as Angi's service
providers saw high organic demand that limited their need to
advertise and pay for leads on the Angi platform. This was due to
increased demand for home services that began during the start of
the COVID-19 pandemic from widespread stay-at-home orders. However,
S&P expects low- to mid-single-digit revenue growth in the business
over the next 12 months, as declining demand for home services
given macroeconomic weakness incentives services providers to
advertise and purchase leads from Angi.
S&P said, "We expect a shallow recession will occur during the
first half of 2023, which is likely to delay Angi's recovery. S&P
Global economists have recently revised their baseline forecast to
a shallow recession occurring in the first half of 2023, from
previous expectations of a 40%-50% chance of a recession in 2023.
Rising unemployment, continued supply chain disruptions, persistent
inflation, and continued interest rate increases by the Fed are
likely to erode household purchasing power. We view in this
environment that both consumer spending and subsequently demand for
home services would decrease significantly. Angi Ads and Leads
makes up about two-thirds of Angi's overall business, and provides
some degree of counter cyclicality, and Angi estimates about 60% of
its services requests to be nondiscretionary in nature. In a
recession, we expect Angi's performance to be significantly weaker
than it otherwise would be. In a shallow recession, we're expecting
Angi to maintain leverage above 10x and to have S&P Global
Ratings-adjusted FOCF to debt of only 1%-3%. In a prolonged and
deep recession, Angi's credit metrics would likely be significantly
weaker than our current forecast.
"We believe IAC would provide a moderate level of credit support to
Angi in a stress scenario. We consider Angi to be moderately
strategic to IAC given the parent's significant ownership stake and
investment in Angi, and its desire to gain a market leadership
position in the home services space. IAC has historically
encouraged its investments to be profitable over time on a
stand-alone basis. Therefore, we believe IAC would provide a
moderate degree of credit support to Angi in a stress scenario
because it has an economic incentive to preserve its credit
strength. To reflect this, we apply one notch of uplift to our 'b-'
SACP, arriving at our 'B' issuer credit rating. Over the long term,
we believe IAC will look to expand Angi and could eventually spin
it off as a separate business.
"The stable outlook reflects our expectation that the company's
sizable cash balance will provide it sufficient liquidity to meet
its operating and fixed-charge obligations over the next 12 months,
despite our expectations for the company to generate negative to
breakeven FOCF in 2023 while sustaining leverage above 10x.
"We view it as unlikely that we would lower our rating on Angi over
the next 12 months given its elevated cash balance of over $300
million." However, S&P could lower its rating on Angi if:
-- S&P views its capital structure as unsustainable. This would be
predicated on a long and sustained period of negative cash flow
that occurred due to unprofitable investments, elevated marketing
expenditures, or from slower service provider adoption and low
consumer demand due to unfavorable macroeconomic conditions; or
-- S&P no longer believes that IAC would be able or willing to
provide any support to Angi in a stress scenario.
Although unlikely over the next 12 months, S&P could raise its
rating on Angi if:
-- It generates positive EBITDA such that leverage declines and
remains below 6x; and
-- The company generates FOCF to debt above 5%; and
-- The company continues to increase its scale and the diversity
of its service and product offerings.
ESG credit indicators: E-2, S-2, G-2
AR TEXTILES: Seeks to Hire Gibbs International as Appraiser
-----------------------------------------------------------
AR Textiles Ltd. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of North Carolina to employ Gibbs
International, Inc.
The Debtor requires an appraiser to conduct a valuation of its
personal property at the Robersonville facility and serve as an
expert witness in connection with its motion for valuation of
Deutsche Leasing USA, Inc.'s collateral.
Gibbs will charge a flat fee of $15,600 for its services.
As disclosed in court filings, Gibbs neither holds nor represents
an interest adverse to the Debtor's bankruptcy estate.
The firm can be reached through:
Jimmy Gibbs
Gibbs International, Inc.
9855 Warren H. Abernathy Highway
Spartanburg, SC 29304
Phone: +1 864-439-8752
Email: sales@gibbsinternational.com
About AR Textiles
Robersonville, N.C.-based AR Textiles Ltd. filed a Chapter 11
petition (Bankr. E.D.N.C. Case No. 21-01441) on June 28, 2021, with
$5,744,986 in assets and $22,227,509 in liabilities. Pasqual Alles,
vice president, signed the petition. Judge David M. Warren oversees
the case.
Joseph Z. Frost, Esq., at Buckmiller, Boyette & Frost, PLLC is the
Debtor's legal counsel.
ARCHBISHOP OF AGANA: Unsecured Claims Unimpaired in Plan
--------------------------------------------------------
The Archbishop of Agana and its Official Committee of Unsecured
Creditors submitted a Fifth Amended Joint Chapter 11 Plan of
Reorganization.
Under the Plan, Tort Claims under Class 3 will be paid in
accordance with the provisions of the Trust and Trust Distribution
Plan. The Plan creates a Trust to fund payments to Class 3
Claimants entitled to such payments under the Plan, Trust
Agreement, and Trust Distribution Plan. The Trust shall be funded
as provided in Articles IV, V, and VI, including by contributions
from the Archdiocese, the Settling Insurers, and others and the
assignment of the Transferred Insurance Interests.
With respect to holders of Unknown Tort Claims in Class 4, the
Trust will assume liability for Unknown Tort Claims, including any
liability of any Settling Insurer, and establish the Unknown Tort
Claim Reserve Fund in the amount estimated at $1,500,000. The
Reorganized Debtor shall be responsible for funding the Unknown
Tort Claim Reserve Fund as follows: Funding shall be made over a
five-year period, with a $200,000 deposit made upon the Effective
Date, with the requirement that the fund drop to no less than
$200,000 for five years with a maximum paid in of $1,500,000, or
the amount determined by the Unknown Claims Representative. The
Unknown Claimants shall initially be paid lesser of 50% of the
amounts determined by the Tort Claimant Reviewer, or $50,000.
Under the Plan, holders of Class 5 General Unsecured Claims will
receive, directly from the Reorganized Debtor, payment in full of
such allowed Class 5 Claim, without interest, on the Effective
Date. Class 5 is unimpaired.
This Plan will be funded from these sources:
1. Contributions. Cash and other assets will be paid or
transferred, as applicable, to the Trust Account as provided in the
Plan and as described herein:
(i) Debtor Real Estate. The Debtor will transfer the parcels
of real property with an estimated value of $18,358,034 to the
Trust, free and clear of all claims, liens, and encumbrances
pursuant to 11 U.S.C. section 1123(a)(5)(d);
(ii) Debtor Cash Contribution. The Debtor will transfer
$6,609,998.29 to the Trust.
(iii) Settling Insurer Contributions. The Settling Insurers will
transfer to the Trust the respective Settlement Amounts set forth
in Section 7.11(a) as follows: $18,000,000.00, subject to the terms
and conditions of the AIG Insurers Settlement Agreement as approved
by a Final Order.
(iv) Unknown Claims. The Reorganized Debtor will establish the
Unknown Tort Claim Reserve Fund in the minimum initial amount of
$200,000.00.
(v) Tuition Vouchers. The Reorganized Debtor will provide the
Trust with 150 vouchers for a K-12 Catholic education, which
voucher shall cover 100% of the cost of tuition each year for a
total of not more than thirteen years at any Catholic school in
Guam. The form of "Scholarship Vouchers", including the terms and
conditions of use, are set forth in Exhibit R.
(vi) Cemetery Vouchers. The Reorganized Debtor will provide the
Trust with 50 vouchers, which voucher shall cover 100% of a
cemetery plot easement at a Catholic cemetery in Guam. The form of
"Cemetery Voucher", including the terms and conditions of use, are
set forth at Exhibit S.
(vii) Proceeds of Real Property Sales. Prior to the Effective
Date, the Debtor will market and sell FHP/TakeCare Real Property
and Chancery Real Property. The proceeds of the sale will be used
as follows (i) to fund the treatment of the Class 7 Claim, (ii) up
to $250,000.00 to fund Administrative Claims, (iii) up to
$500,000.00 to renovate and outfit the Cathedral for use as the
Reorganized Debtor's headquarters and Chancery office and moving
expenses (iv) $200,000.00 for the Unknown Claimants funding, and
(v) after the payment of the amounts in (i)-(iv) the remaining
proceeds will be distributed to the Trust. The sale of the Chancery
Real Property shall include six months delayed possession to
accommodate the move. The UCC shall have the right to approve the
Debtor's real estate agent and the terms and conditions of the sale
of the two properties.
2. Additional Trust Insurance Assets: In addition to the funds
and real property transferred to the Trust, the Transferred
Insurance Interests of the Archdiocese are automatically and
without further act or deed assigned and transferred to the Trust
on the Effective Date. In addition, the Interests of the other
Protected Parties in the Transferred Insurance Interests are
automatically and without further act or deed assigned and
transferred to the Trust on the Effective Date. The foregoing
assignment and transfer shall not be construed as an assignment and
transfer of the Non-Settling Insurer Policies.
3. Additional Trust Property Assets: In addition to the
properties transferred to the Trust as listed on Exhibit G, any
interest, cause of action, claim, title, or other right of the
Archdiocese related to any real property not listed on the Debtor's
schedules as of the Confirmation Date will be assigned and
transferred to the Trust on the Effective Date. The Debtor does not
warrant or represent that any such interest exists. The Trustee
shall have full standing, authority, and right to initiate any
action necessary to obtain title or any other interest in real
property that is owned, held, or possessed by the Debtor on the
Confirmation Date, whether or not such right or interest is vested
or unvested, contingent, liquidated, or otherwise, if such right,
title, and/or interest was not listed on the Debtor's schedules as
of the Confirmation Date. The transfer under this subsection of an
interest, cause of action, claim, title, or other right shall not
be a definitive determination of the existence, validity, or extent
of any interest, cause of action, claim, title, or other right of
the Archdiocese.
4. Vesting. On the Effective Date, all Trust Assets shall vest
in the Trust, and the Archdiocese and other Protected Parties shall
be deemed for all purposes to have transferred all of their
respective Interests in the Trust Assets to the Trust. On the
Effective Date, or as soon as practicable thereafter, the
Reorganized Debtor, any other Protected Party, and Settling
Insurers, as applicable, shall take all actions reasonably
necessary to transfer any Trust Assets to the Trust. Upon the
transfer of control of Trust Assets in accordance with this
paragraph, the Archdiocese, the other Protected Parties and the
Settling Insurers shall have no further interest in or with respect
to the Trust Assets except as otherwise explicitly provided in this
Plan.
On or before the Confirmation Date, the Trust shall be established
in accordance with the Trust Documents. The Trust is intended to
qualify as a "Designated" or "Qualified Settlement Fund" pursuant
to Section 467B of the Internal Revenue Code and the Treasury
Regulations promulgated thereunder. The Debtor is the "transferor"
within the meaning of Treasury Regulation Section 1.467B-1(d)(1).
The Trustee shall be classified as the "administrator" within the
meaning of Treasury Regulation Section 1.467B-2(k)(3). The Trust
Documents, including the Trust Agreement, are incorporated herein
by reference.
Attorneys for the Archbishop of Agana:
Ford Elsaesser, Esq.
Bruce A. Anderson, Esq.
ELSAESSER ANDERSON, CHTD.
320 East Neider Avenue, Suite 102
Coeur d'Alene, ID 83815
Tel: (208) 667-2900
Fax: (208) 667-2150
E-mail: ford@eaidaho.com
brucea@eaidaho.com
- and -
John C. Terlaje, Esq.
LAW OFFICE OF JOHN C. TERLAJE
Terlaje Professional Bldg., Suite 216, 194 Hernan Cortez Ave.
Hagatna, Guam 96910
Tel: (671) 477-8894/5
E-mail: john@terlaje.net
Attorneys for the Official Committee of Unsecured Creditors for the
Archbishop of Agana:
Robert T. Kugler, Esq.
Edwin H. Caldie, Esq.
Andrew J. Glasnovich, Esq.
STINSON, LLP
50 South Sixth Street, Suite 2600
Minneapolis, MN 55402
Tel: 612-335-1500
Fax: 612-335-1657
E-mail: robert.kugler@stinson.com
ed.caldie@stinson.com
drew.glasnovich@stinson.com
A copy of the Fifth Amended Joint Chapter 11 Plan of Reorganization
dated September 28, 2022, is available at https://bit.ly/3LVZ9gq
from PacerMonitor.com.
About Archbishop of Agana
Roman Catholic Archdiocese of Agana -- https://www.aganaarch.org/
-- is an ecclesiastical territory or diocese of the Catholic Church
in the United States. It comprises the United States dependency of
Guam. The Diocese of Agana was established on Oct. 14, 1965, as a
suffragan of the Archdiocese of San Francisco, California. It is a
tax-exempt entity (as described in 26 U.S.C. Section 501).
The Archbishop of Agana, also known as the Roman Catholic
Archdiocese of Agana, sought Chapter 11 protection (D. Guam Case
No. 19-00010) on Jan. 16, 2019. Rev. Archbishop Michael Jude
Byrnes, S.T.D., Archbishop of Agana, signed the petition. The
Archdiocese scheduled $22,962,686 in assets and $45,662,941 in
liabilities as of the bankruptcy filing.
The Hon. Frances M. Tydingco-Gatewood is the case judge.
The archdiocese tapped Elsaesser Anderson, Chtd. as bankruptcy
counsel, Deloitte & Touche, LLP as human resource consultant, and
Pacific Human Resource Services, Inc. as accountant. Blank Rome
LLP, LegalWorks Apostolate PLLC, Davis & Davis P.C., and Camacho
Calvo Law Group serve as the archdiocese's special counsels.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on March 6, 2019. Stinson Leonard Street LLP,
The Law Offices of William Gavras, and Hiller Law, LLC serve as the
committee's bankruptcy counsel, local counsel, and special counsel,
respectively.
AXYEHHO CORPORATION: Taps NB Elite Realty as Real Estate Broker
---------------------------------------------------------------
AXYEHHO Corporation received approval from the U.S. Bankruptcy
Court for the Southern District of Florida to hire NB Elite Realty
as its real estate broker.
The Debtor requires a real estate broker to market for sale its
property located at 2026 NE 32nd Ave., Fort Lauderdale, Fla.
The firm will receive compensation equal to 6 percent of the
purchase price.
As disclosed in court filings, NB Elite Realty does not hold any
interest that is adverse to the Debtor or its estate.
Viktoriya Maksimovskaya
NB Elite Realty
1101 Brickell Ave
South Tower 8th Floor
Miami, FL 33140
Phone: (844) 444-6237
About AXYEHHO Corporation
AXYEHHO Corporation is a Fort Lauderdale, Fla.-based company
engaged in activities related to real estate.
AXYEHHO filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14717) on June
17, 2022, with up to $50,000 in assets and up to $10 million in
liabilities. Ekaterina Pushkarshkaya, president of AXYEHHO, signed
the petition.
Judge Scott M. Grossman presides over the case.
Stephen Breuer, Esq., at Breuer Law, PLLC represents the Debtor as
counsel.
BAY AREA COMMERCIAL: Operating Profits to Fund Plan Payments
------------------------------------------------------------
Bay Area Commercial Sweeping, Inc., filed with the U.S. Bankruptcy
Court for the Northern District of California a Plan of
Reorganization for Small Business dated October 6, 2022.
The Debtor is a California corporation. Since 2018, the Debtor has
been in the business of providing commercial street sweeping
services, generally as a hired contractor, for construction sites,
state and municipal roadways, and other customers requiring street
cleaning.
The Debtor was facing litigation and possible judgment related a
dispute with the labor union and alleged breach of the collective
bargaining agreement in the case entitled Operating Engineers
Health and Welfare Trust Fund for Northern California et al. v. Bay
Area Commercial Sweeping Inc. et al., Case No. 3:20-cv-04942- MMC,
pending in the United States District Court for the Northern
District of California. The significant cost of defending this
litigation substantially impacted the Debtor's ability to
successfully operate, and a result, the Debtor sought relief under
Title 11, Chapter 11, Sub-Chapter V of the United States Code to
reorganize its business affairs with the threat and cost of
continual litigation.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $230,623.23.
This Plan of Reorganization proposes to pay creditors of the Debtor
from cash on hand, collection of accounts receivables, and cash
profits from business operations, and to the extent necessary, from
liquidation and sale of certain nonessential assets of the estate.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan is unable
to value in terms of cents on the dollar because the total amount
of all claims is unknown.
Class 1 consists of Priority claims. Class 1 is unimpaired by this
Plan. Each holder of a Class 1 Priority Claim will be paid in full,
in cash, upon the later of the Effective Date of this Plan, or the
date on which such claim is allowed by a final non-appealable
order, or if not, within 6 months after the Effective Date or
allowance, whichever is later.
Class 2(A) consists of Secured claim of Ascentium Capital LLC.
Class 2(A) is impaired by this Plan. The holder of the Class 2(A)
claim shall retain its existing security interest in the Road
Wizard Sweeper, which shall be in the principal amount of the Class
2(A) claim to the extent that it is an Allowed Claim and a Secured
Claim, with accrual of interest on and after the Effective Date at
the Interest Rate, in equal monthly payments amortized over 84
months.
Class 2(B) consists of the Secured claim of U.S. Bank, N.A. Class
2(B) is impaired by this Plan. The holder of the Class 2(B) claim
shall retain its existing security interest in the 2021
Freightliner Sweeper, which shall be in the principal amount of the
Class 2(B) claim to the extent that it is an Allowed Claim and a
Secured Claim, with accrual of interest on and after the Effective
Date at the Interest Rate, in equal monthly payments amortized over
84 months.
Class 2(C) consists of the Secured claim of U.S. Bank, N.A. Class
2(C) is not impaired by this Plan. The holder of the Class 2(C)
claim shall retain its existing security interest in the U.S. Bank
Collateral, and all legal, equitable, and contractual rights remain
unchanged with respect to the U.S. Bank Collateral.
Class 3 consists of Non-priority unsecured creditors. Class 3 is
impaired by this Plan. Allowed general unsecured claims will
receive a pro rata distribution from the GUC Pot after all such
claims have been liquidated.
Class 4 consists of Equity security holders of the Debtor. Class 4
is not impaired by this Plan. Equity security holders of the Debtor
shall retain their respective interest in the Reorganized Debtor
and are deemed to accept the Plan.
The Reorganized Debtor shall fund timely payment of administrative
and priority claims under the Plan. The Court shall establish and
liquidate the amount of the Required Payment, which is estimated to
be in the aggregate amount of approximately $250,000.
The Reorganized Debtor shall pay the entire amount of the Required
Payment by: (a) directly paying administrative and priority claims;
and (b) depositing the balance of the Required Payment into the GUC
Pot. Whenever, from time to time, the Reorganized Debtor's cash on
hand exceeds: (a) the face amount of unpaid administrative and
priority claims; and (b) $40,000, it shall deposit such excess to
the GUC Pot. The Reorganized Debtor shall report to the Plan
Administrator from time to time, and upon request, to enable the
Plan Administrator to monitor compliance with this provision.
The Debtor requires approximately $40,000 of working capital (cash)
to sustain operations. At present, it has approximately $46,586.71
of cash in excess of its working capital needs. This cash will be
sufficient to fund a portion of the Required Payment under the
Plan.
In order to complete the Required Payment under the Plan, it will
need to replace the working capital with operating profits. Based
on its projections, the Debtor anticipates being readily able to
generate $205,000 of operating profits within the next three years.
The Debtor therefore submits that the Plan is highly likely to
prove feasible.
A full-text copy of the Plan of Reorganization dated October 6,
2022, is available at https://bit.ly/3Ey3EMq from PacerMonitor.com
at no charge.
Attorney for the Plan Proponent:
Brent D. Meyer, Esq.
Meyer Law Group, LLP
268 Bush Street #3639
San Francisco, CA 94104
Telephone: (415) 765-1588
Facsimile: (415) 762-5277
Email: brent@meyerllp.com
About Bay Area Commercial
Sweeping
Bay Area Commercial Sweeping, Inc. -- https://www.bacsweeping.com/
-- filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-50590) on July 8,
2022, listing $500,000 to $1 million in assets and $1 million to
$10 million in liabilities. Timothy Nelson has been appointed as
Subchapter V trustee.
Judge Stephen L. Johnson oversees the case.
Brent D. Meyer, Esq., at Meyer Law Group, LLP, is the Debtor's
counsel.
BERWICK HOSPITAL: Starts Subchapter V Case
------------------------------------------
Berwick Hospital Company LLC filed for chapter 11 protection in the
Eastern District of Michigan. The Debtor elected on its voluntary
petition to proceed under Subchapter V of chapter 11 of the
Bankruptcy Code.
According to court filings, Berwick Hospital Company LLC estimates
$1 million to $10 million in debt to 1 to 49 creditors. The
petition states that funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Nov. 7, 2022, at 2:00 PM By Telephone.
Proofs of claim are due by Feb. 6, 2023.
About Berwick Hospital Company LLC
Berwick Hospital Company LLC is a community-based medical center
serving the health care needs of the people of the North Central
Pennsylvania.
All Florida Safety Institute filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code on Sept. 30,
2022. In the petition filed by Priyam Sharma, as principal, the
Debtor reported assets and liabilities between $1 million and $10
million each.
Richardo I. Kilpatrick has been appointed as Subchapter V trustee.
Deborah L. Fish has been named as patient care ombudsman.
The Debtor is represented by Robert N. Bassel.
CAMBER ENERGY: Regains Compliance With NYSE Listing Standards
-------------------------------------------------------------
Camber Energy, Inc. received a letter from the NYSE American LLC
advising that as a result of the Annual Meeting held by the Company
on Sept. 27, 2022, the deficiency set forth in the Exchange's
notification letter to the Company on Jan. 4, 2022, has now been
resolved and the Company is back in compliance with the Exchange's
continued listing standards set forth in Section 704 of the NYSE
American Company Guide.
About Camber Energy
Based in Houston, Texas, Camber Energy, Inc. --
http://www.camber.energy-- is primarily engaged in the
acquisition, development and sale of crude oil, natural gas and
natural gas liquids from various known productive geological
formations, including from the Hunton formation in Lincoln, Logan,
Payne and Okfuskee Counties, in central Oklahoma; the Cline shale
and upper Wolfberry shale in Glasscock County, Texas; and
Hutchinson County, Texas, in connection with its Panhandle
acquisition which closed in March 2018.
Camber Energy reported a net loss attributable to the company of
$169.68 million for the year ended Dec. 31, 2021, compared to a net
loss attributable to the company of $52.01 million for the nine
months ended Dec. 31, 2020. As of June 30, 2021, the Company had
$25 million in total assets, $55.45 million in total liabilities,
and a total stockholders' deficit of $30.45 million.
Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated May 19, 2022, citing that the Company has a
significant working capital deficiency, has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
CELSIUS NETWORK: Vermont, Texas Regulators Object to Stablecoin Sal
-------------------------------------------------------------------
Mehron Rokhy of The Daily Hodl reports that regulators from two
states are objecting to bankrupt crypto lender Celsius seeking
permission to sell their stablecoin holdings.
According to recent court documents, the Vermont Department of
Finance alongside two regulatory agencies from Texas are filing
objections to Celsius asking the bankruptcy court if it can sell
its remaining stablecoins.
The Texas agencies say that Celsius should not be granted
permission because they have not disclosed how many stablecoins
will be sold as well as how the sales would benefit its creditors.
Furthermore, Texas says that an examiner to review Celsius' crypto
holdings has been hired by the government, and it would be
"inappropriate" for them to sell assets while the assessment is
unresolved.
"The debtors fail to disclose in the motion how much stablecoin
will be sold, and how the monetization of the stablecoin ultimately
benefits the bankruptcy estate and the many consumer creditors of
the debtors…
Finally, the United States Trustee is currently in the process of
employing an examiner to review, inter alia, the cryptocurrency
holdings of the debtors. The request to sell certain of these
cryptocurrency assets while this examination is pending is
inappropriate."
Vermont is filing its objection on the grounds that Celsius would
have to illegally operate within its borders to sell the
stablecoins. The state also says Celsius has not made it clear what
it would do with the proceeds of the sales.
"It is not at all clear what the debtors intend to do with the
proceeds of any such sales, whether the relief requested extends to
Stablecoin-denominated assets such as retail loans to consumers,
and the degree to which debtors' use of sale proceeds will be
supervised by the Court.
To the extent debtors' planned activities include the offer or sale
of securities in Vermont or the exchange of money, debtors cannot
proceed lawfully without appropriate securities registration and/or
licensure as a money transmitter."
Celsius, which has 11 different types of stablecoins valued at
around $23 million, initially asked the bankruptcy court for
permission to liquidate its holdings earlier this month. The firm
said selling the tokens would help fund its operations.
"The debtors, in an exercise of their reasonable business judgment,
believe that the sale of their stablecoin consistent with past
practice and in the ordinary course of business is an efficient way
to generate liquidity to help fund the debtors' operations."
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, maintains the page https://cases.stretto.com/celsius
On July 27, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors. On July 29, 2022, the committee voted to
retain White & Case as its counsel. The committee tapped Elementus
as blockchain forensics advisor, M3 as its financial advisor, and
Perella Weinberg Partners LP as its investment banker.
CHARLES DEWEESE: Seeks to Hire Hilco as Real Estate Agent
---------------------------------------------------------
Charles Deweese Construction, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of Kentucky to employ
Hilco Real Estate, LLC to market for sale certain real and personal
property used in its quarry operations.
Hilco will receive a commission equal to 5 percent of the gross
sale proceeds and reimbursement for work-related expenses.
As disclosed in court filings, Hilco is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Sarah Baker
Hilco Real Estate, LLC
5 Revere Dr Suite 206
Northbrook, IL 60062
Phone: 847-509-1100
About Community Eco Power
Community Eco Power, LLC and affiliates, Community Eco Pittsfield,
LLC and Community Eco Springfield, LLC, sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Lead Case
No. 21-30234) on June 25, 2021.
On the petition date, Community Eco Power disclosed up to $50,000
in assets and up to $10 million in liabilities. Affiliates,
Community Eco Pittsfield and Community Eco Springfield each
disclosed $1 million to $10 million in both assets and liabilities.
The petitions were signed by Richard Fish, president and chief
executive officer.
D. Sam Anderson, Esq., Adam R. Prescott, Esq., and Kyle D. Smith,
Esq. at Bernstein, Shur, Sawyer and Nelson, PA, serve as the
Debtor's legal counsel.
The U.S. Trustee for Region 1 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases. The
committee is represented by Dentons Bingham Greenebaum, LLP.
CHICAGO AUTO: All Classes Unimpaired in Subchapter V Plan
---------------------------------------------------------
Chicago Auto Credit Sales, Inc., submitted an Amended Plan of
Reorganization for Small Business under Subchapter V.
This Amended Plan of Reorganization proposes to pay creditors of
the Debtor from cash flow from the operation of business and, to
the extent necessary, from contributions from Carlton McIntosh, the
sole shareholder of the Debtor.
The Plan provides for: one class of priority claims; one class of
secured creditor claims; and general unsecured creditor claims.
Priority and nonpriority unsecured creditors holding allowed claims
will receive payment, in full, on the Effective Date. This Plan
also provides for the payment, in full, on the Effective Date of
administrative claims.
Plan payments are to be paid on the Effective Date which is
anticipated to be on or before November 30, 2022.
Priority Claims, other than Administrative Claims and including
Priority Tax Claims of the Illinois Department of Revenue in the
amount of $3,382.31, and the Internal Revenue Service in the amount
of $1,700.00, shall be paid, in full, in cash, on the Effective
Date.
Class 1 consists of the Claim of NextGear Capital, Inc. By
agreement of the Debtor and NextGear, Bankruptcy Court, NextGear
has an allowed secured claim in the amount of $11,400.00, payable
$1,000.00 per month commencing upon the entry of the Order
Approving the Settlement and Compromise (the "Settlement Order")
with NextGear, and each month thereafter on the 22nd of each month
until such time as NextGear has been paid $11,400.00. The Plan does
not provide for any further distributions to Class 1 claimants.
Class 1 claims are not impaired under the Plan.
Class 2 consists of General Unsecured Non-Priority Claims. General
Unsecured NonPriority Claims aggregate $2,258.60 The claims of
Danny Ata and Sam Jody (the "Landlord") are not included in the
foregoing figure and shall receive no distributions under the Plan.
Class 2 claims shall be paid, in full, on the Effective Date. Class
2 claims are not impaired under the Plan.
This Plan is self-executing. The Debtor shall not be required to
execute any newly created documents to evidence the claims, liens
or terms of repayment to the holder of an Allowed Claim.
The Plan shall be funded by proceeds from the Estate's available
cash, cash equivalents, and proceeds generated from business
operations. The Debtor projects that its cash flow will be
sufficient to make the Plan payments.
A full-text copy of the Amended Plan of Reorganization dated
October 4, 2022, is available at https://bit.ly/3CJI3PR from
PacerMonitor.com at no charge.
Attorney for Debtor:
Gregory K. Stern, Esq.
Dennis E. Quaid, Esq.
Monica C. O'Brien, Esq.
Rachel S. Sandler, Esq.
Gregory K. Stern, P.C.
53 West Jackson Boulevard, Suite 1442
Chicago, IL 60604
Phone: 312- 427-1558
Fax: 312- 427-1289
Email: greg@gregstern.com
dquaid3@gmail.com
monica@gregstern.com
About Chicago Auto Credit Sales
Chicago Auto Credit Sales, Inc., filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
22-03260) on March 22, 2022, listing up to $50,000 in assets and up
to $500,000 in liabilities. Ken Novak serves as Subchapter V
trustee.
Judge Janet S. Baer oversees the case.
Gregory K. Stern, P.C., is the Debtor's bankruptcy counsel.
CHILD'S TRUCKING: Commences Subchapter V Case
---------------------------------------------
Child's Trucking LLC filed for chapter 11 protection in the Central
District of California. The Debtor elected on its voluntary
petition to proceed under Subchapter V of chapter 11 of the
Bankruptcy Code.
Child's Trucking LLC is a Black-owned trucking services provider
from West Covina, California.
The Debtor reported $1.046 million in total assets against $1.224
million in total liabilities as of June 30, 2022.
Child's Trucking LLC estimated $1 million to $10 million in debt to
1 to 49 creditors as of the bankruptcy filing. The petition states
that funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Oct. 19, 2022, at 1:00 PM at UST-LA2, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-816-0394, PARTICIPANT CODE:5282999.
Proofs of claim are due by Dec. 9, 2022.
About Child's Trucking LLC
Child's Trucking LLC -- https://childstruckinglic.com/ -- is a
licensed and DOT registred trucking company running freight hauling
business from York, Alabama.
Child's Trucking LLC filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
2:22-bk-15362) on Oct. 1, 2022. In the petition filed by Canwar
Childs, as chief executive officer, the Debtor reported assets and
liabilities between $1 million and $10 million.
Patrick McGinnis Fritz has been appointed as Subchapter V trustee.
The Debtor is represented by Michael Jay Berger of the Law Offices
of Michael Jay Borger.
CINEWORLD GROUP: London's Picturehouse to Stay Open
---------------------------------------------------
Simon Hunt of Evening Standard reports that London's Cineworld and
Picturehouse venues are set to remain open for the time being after
the boss of beleaguered cinema chain said he still wants the firm
to be "the best place to watch a movie" despite filing for chapter
11 bankruptcy in the US.
The company, which operates over a dozen different venues in London
including the Cineworld Leicester Square and the Piccadilly Circus
Picturehouse, said it expects to operate cinemas as usual and would
continue to pay wages to staff as it began chapter 11 proceedings
in a Texas courtroom in a bid to bring down its eyewatering levels
of debt.
Cineworld CEO Mooky Greidinger said: "This has been a challenging
period for Cineworld due to the unprecedented impact of the
COVID-19 pandemic on our business and its lagging and continuing
disruption to film schedules."
"As we navigate this Chapter 11 process to help position Cineworld
for long-term growth, we remain committed to our strategy to be
'The Best Place to Watch a Movie'."
The firm, which is the world's second largest cinema chain with
almost 10,000 screens globally, posted revenue of $1.5 billion
(£1.4 billion) in the first half of 2022, and made a pre-tax loss
of $294 million, down from the $515 million loss it made in the
previous year, 2021.
About Cineworld Group PLC
London-based Cineworld Group PLC was founded in 1995 and is the
world's second-largest cinema chain. Cineworld operates 751 sites
with 9,000 screens in 10 countries, including the Cineworld and
Picturehouse screens in the UK and Ireland, Yes Planet in Israel,
and Regal Cinemas in the US.
According to The Guardian, the Griedinger family, including Mooky's
brother and deputy chief executive, Israel, have struggled to
maintain control of the ailing business but have been forced to
reduce their stake from 28% in recent years. Cineworld's top five
investors include the Chinese Jangho Group at 13.8%, Polaris
Capital Management (7.82%), Aberdeen Standard Investments (4.98%)
and Aviva Investors (4.88%).
The London-listed Cineworld, which has run up debt of more than
$4.8 billion after losses soared during the pandemic, is pinning
its hopes on a meatier slate of movies in 2022 to bounce back from
a two-year lull.
Cineworld Group plc and 104 affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 22-90168) on Sept. 7, 2022,
estimating more than $1 billion in assets and debt.
PJT Partners LP is providing financial advice, Kirkland & Ellis LLP
and Slaughter and May are acting as legal counsel and AlixPartners
LLP is serving as restructuring advisor to Cineworld. Jackson
Walker LLP is the co-bankruptcy counsel. Kroll is the claims
agent.
COASTAL DRILLING: Seeks to Hire Okin Adams as Bankruptcy Counsel
----------------------------------------------------------------
Coastal Drilling Land Company, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire Okin
Adams Bartlett Curry, LLP as its legal counsel.
The firm's services include:
a) advising the Debtor with respect to its rights, duties and
powers in its Chapter 11 case;
b) assisting the Debtor in its consultations relative to the
administration of the case;
c) assisting the Debtor in analyzing the claims of its
creditors and in negotiating with such creditors;
d) assisting the Debtor in the analysis of and negotiations
with any third-party concerning matters relating to, among other
things, a sale of substantially all of the Debtor's assets, or the
terms of a plan of reorganization;
e) representing the Debtor at all hearings and other
proceedings;
f) reviewing legal documents, statements of operations and
schedules filed with the court and advising the Debtor as to their
propriety;
g) assisting the Debtor in preparing pleadings and
applications; and
h) performing other legal services for the Debtor.
The hourly rates of Okin's attorneys and staff are as follows:
Matthew S. Okin, Partner $675
David L. Curry, Jr., Partner $525
Ryan A. O’Connor, Associate $400
Legal Assistants $140
In addition, Okin will seek reimbursement for expenses incurred.
Matthew Okin, Esq., a partner at Okin, disclosed in court filings
that his firm is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Matthew S. Okin, Esq.
Ryan A. O'Connor, Esq.
Okin Adams Bartlett Curry, LLP
1113 Vine St., Suite 240
Houston, TX 77002
Telephone: (713) 228-4100
Facsimile: (888) 865-2118
Email: mokin@okinadams.com
Email: roconnor@okinadams.com
About Coastal Drilling Land Company
Coastal Drilling Land Company, LLC offers drilling rigs and
services to the South Texas and Gulf Coast regions. The company is
based in Corpus Christi, Texas.
Coastal Drilling sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 22-20204) on Aug. 28,
2022, with $10 million to $50 million in both assets and
liabilities. Coastal Drilling CEO Chris McClanahan signed the
petition.
Judge David R. Jones oversees the case.
Okin Adams Bartlett Curry, LLP is the Debtor's legal counsel.
COCRYSTAL PHARMA: To Effect 1-for-12 Reverse Common Stock Split
---------------------------------------------------------------
Cocystal Pharma, Inc. filed a Certificate of Amendment to the
Certificate of Incorporation with the Delaware Secretary of State
to effect a reverse stock split of all outstanding shares of the
Company's common stock at a ratio of one-for-12.
At the Company's 2022 Annual Meeting of Stockholders, holders of a
majority of the outstanding voting power approved an amendment to
the Certificate of Incorporation of the Company to effect a reverse
stock split of all outstanding shares of the Company's common stock
at a ratio to be determined by the Board of Directors within a
range of one-for-four through one-for-12.
The Board of Directors subsequently determined to effect the
reverse stock split at the ratio of one-for-12. The Amendment will
become effective Oct. 11, 2022, or the later effective date
provided by the Nasdaq Stock Market.
About Cocrystal Pharma
Headquartered in Creek Parkway Bothell, WA, Cocrystal Pharma, Inc.
-- http://www.cocrystalpharma.com-- is a clinical stage
biotechnology company discovering and developing novel antiviral
therapeutics that target the replication machinery of influenza
viruses, hepatitis C viruses, noroviruses, and coronaviruses.
Cocrystal Pharma reported a net loss of $14.19 million for the year
ended Dec. 31, 2021, a net loss of $9.65 million on $2.01 million
of revenues for the year ended Dec. 31, 2020, a net loss of $48.17
million for the year ended Dec. 31, 2019, and a net loss of $49.05
million for the year ended Dec. 31, 2018. As of June 30, 2022, the
Company had $52.38 million in total assets, $2.99 million in total
liabilities, and $49.39 million in total stockholders' equity.
COSMOS HOLDINGS: Holders Agree to Exchange Existing Warrants
------------------------------------------------------------
Cosmos Holdings Inc. entered into a Warrant Exchange Agreement with
each holder of Warrants to purchase an aggregate of 21,238,254
shares of common stock issued pursuant to a Securities Purchase
Agreement dated as of Feb. 28, 2022. Each holder will exchange the
existing warrants for new warrants to purchase twice the number of
shares of Common Stock.
The New Warrants will be exercisable at $0.205 per share (based on
current market prices) for a five-year period from the date of
issuance. The Company agrees to register all of the Exchange
Shares in a resale registration statement to be filed with the SEC
within 90 days from the Closing Date.
As additional consideration for the Exchange Agreement, the Company
will pay each Holder $500,000 within one business day of the
Closing Date, plus any liquidated damages and interest payable by
the Company to the Holders pursuant to a registration rights
agreement relating to the initial registration of the shares
underlying the Existing Warrants. As further consideration for the
Exchange Agreement, all Holders shall have in the aggregate a 30%
percent right of participation into all equity offerings in which
there is a placement agent or underwriter for the 18-month period
following the Closing Date. In the event that any Holder does not
exercise their right of participation in any offering, the
remaining Holders will not have the right to participate for more
than its pro rata share.
About Cosmos Holdings
Cosmos Holdings Inc., together with its subsidiaries, is an
international pharmaceutical company with a proprietary line of
nutraceuticals and distributor of branded and generic
pharmaceuticals, nutraceuticals, over-the-counter (OTC) medications
and medical devices through an extensive, established EU and UK
distribution network.
Cosmos Holdings reported a net loss of $7.96 million for the year
ended Dec. 31, 2021, compared to net income of $820,786 for the
year ended Dec. 31, 2020. As of June 30, 2022, the Company had
$47.84 million in total assets, $39.69 million in total
liabilities, $3.02 million in mezzanine equity, and $5.13 million
in total stockholders' equity.
San Francisco, California-based Armanino LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 15, 2022, citing that the Company has suffered
recurring losses and cash used in operations that raises
substantial doubt about its ability to continue as a going concern.
COSMOS HOLDINGS: Selling $50 Million Worth of Securities
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Cosmos Holdings Inc. filed a Form S-3 registration statement with
the Securities and Exchange Commission relating to the offer and
sale, from time to time, of shares of common stock, shares of
preferred stock, warrants/units, and subscription rights, in one or
more offerings at prices and on terms that the Company will
determine at the time of each offering, for an aggregate initial
offering price of $50,000,000.
Each time the Company offers and sells securities, it will provide
a supplement to this prospectus that contains specific information
about the offering and the amounts, prices and terms of the
securities. The supplement may also add, update or change
information contained in this prospectus with respect to that
offering.
The Company may offer and sell the securities described in this
prospectus and any prospectus supplement to or through one or more
underwriters, dealers and agents, or directly to purchasers, or
through a combination of these methods. These securities also may
be resold by selling securityholders. If any underwriters, dealers
or agents are involved in the sale of any of the securities, their
names and any applicable purchase price, fee, commission or
discount arrangement between or among them will be set forth, or
will be calculable from the information set forth, in an applicable
prospectus supplement.
No securities may be sold without delivery of this prospectus and
the applicable prospectus supplement describing the method and
terms of the offering of such securities.
As of Sept. 16, 2022, there were 26,365,418 shares of Common Stock
outstanding, of which 15,743,826 shares were held by
non-affiliates. The 6,224,825 shares, which are being registered
for sale, represent less than the one-third held by non-affiliates
as of Sept. 16, 2022.
The Company's Common Stock is listed on the Nasdaq Capital Market
under the symbol "COSM." On Sept. 20, 2022, the last reported
sales price of its Common Stock was $0.225.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/1474167/000147793222007094/cosm_s3.htm
About Cosmos Holdings
Cosmos Holdings Inc., together with its subsidiaries, is an
international pharmaceutical company with a proprietary line of
nutraceuticals and distributor of branded and generic
pharmaceuticals, nutraceuticals, over-the-counter (OTC) medications
and medical devices through an extensive, established EU and UK
distribution network.
Cosmos Holdings reported a net loss of $7.96 million for the year
ended Dec. 31, 2021, compared to net income of $820,786 for the
year ended Dec. 31, 2020. As of June 30, 2022, the Company had
$47.84 million in total assets, $39.69 million in total
liabilities, $3.02 million in mezzanine equity, and $5.13 million
in total stockholders' equity.
San Francisco, California-based Armanino LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 15, 2022, citing that the Company has suffered
recurring losses and cash used in operations that raises
substantial doubt about its ability to continue as a going concern.
DARR GROUP: Unsecureds to Get $721 per Month for 60 Months
----------------------------------------------------------
Darr Group LLC filed with the U.S. Bankruptcy Court for the
District of New Jersey a Small Business Plan of Reorganization
dated October 4, 2022.
The debtor operates a convenience store and gas station located on
South Salem Street in Randolph, New Jersey. The Debtor commenced
operating the business on January 1, 2018.
The debtor experienced significant cash flow issues leading into
the COVID pandemic as cash flow crimped due to the overall
reduction in vehicle traffic. The Debtor was required to pay daily
withdrawals from the merchant cash advance lenders, which with
declining business was unsustainable. The merchant cash advance
lenders proceeded to obtain judgments and execute against accounts,
necessitating the filing of the case.
The Plan as three main divisions of creditors: priority tax and
secured tax claims that will be paid in full within 60 months of
the effective date of this Plan. The next division is secured
claims by certain merchant lenders. These, in order of the claims'
perfection, will be paid in decreasing order of priority with the
highest priority (e.g. first filed) claimant receiving its full
secured claim and the other merchant lenders receiving decreasing
amounts of their claims.
The remainder of each secured claim will be treated as general
unsecured claims. The group of unsecured creditors is divided into
two classes, those who have filed claims and those who have not.
The general unsecured claimants having filed claims will receive
100% of their claims at a monthly payment of $721.28 in aggregate
per month for 60 months as of the effective date. The second group
of unsecured creditors are those that did not file proofs of claim.
These claimants will receive 0% of their claims and not be paid
under the Plan.
Class 3a consists of General Unsecured Class having filed claims.
Creditors in this Class include HFH Capital, (LLC) (Claim 4) and
Unique Funding Solutions, LLC (Claim 6)($5522.63). These creditors
will be paid at 100% of the filed claims, with an interest rate of
0%. This Class is impaired.
Class 3b consists of General unsecured class wherein creditors have
not filed a claim. Creditors in this Class include GCF Resources,
LLC (undersecured deficiency), Alpha Capital, LLC (undersecured
deficiency), and Jersey Central Power and Light. These claimants
will receive no distribution under the Plan and shall be discharged
without payment. This Class is impaired.
Class 4 consists of Equity Interest holders. The sole member shall
retain his interest in the debtor. This Class is unimpaired.
On the effective date, the Debtor will commence making payments
from cash on hand and thereafter from regular cash flow. The debtor
will make payment to all creditors, including administrative
creditors in the following order of priority.
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 expects to have sufficient cash on hand to make
the payments required on the Effective Date.
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. It is
estimated that the Chapter 11 payments will aggregate 2502.35 per
month including all administrative, secured, priority and unsecured
class payments.
The Debtor's financial projections show that the Debtor will have
an aggregate annual average cash flow, after paying operating
expenses and post-confirmation taxes, of $30000. The final Plan
payment is expected to be paid on December 31, 2027.
A full-text copy of the Plan of Reorganization dated October 4,
2022, is available at https://bit.ly/3rEdQLQ from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Law Office of Scott J Goldstein LLC
Scott J Goldstein, Esq.
280 West Main Street
Denville, NJ 07834
Tel: (973) 453-2838
Fax: (973) 453-2869
About Darr Group
Darr Group, LLC, operates a gas station and convenience store at
260 South Salem Street, Randolph, New Jersey.
Darr Group filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 21-19640)
on Dec. 15, 2021.
Scott J. Goldstein, Esq., of the LAW OFFICES OF SCOTT J. GOLDSTEIN,
LLC, is the Debtor's Counsel.
DOTDASH MEREDITH: S&P Places 'BB-' ICR on CreditWatch Negative
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S&P Global Ratings placed all its ratings on Dotdash Meredith Inc.,
including its 'BB-' issuer credit rating, on CreditWatch with
negative implications.
S&P said, "We plan to resolve the CreditWatch before the end of the
year after we have reviewed the company's latest earnings and
assessed the impact a recession would have on the business.
"The CreditWatch placement reflects the high likelihood we will
lower our ratings on Dotdash Meredith Inc. before the end of the
year given our revised expectations for an economic recession in
the first half of 2023. S&P Global economists have recently revised
their 2023 baseline forecast to a shallow recession occurring in
the first half of the year, from previous expectations of a 40%-50%
chance of a recession in 2023. Rising unemployment, continued
supply chain disruptions, persistent inflation, and continued
interest rate increases by the Fed are likely to erode household
purchasing power and consumer spending. Advertising is highly
cyclical because expectations for consumer spending drive
advertising budgets. This makes it very easy for advertisers to
scale back or halt their ad campaigns. We believe programmatic
digital is often the first medium to be cut, which is demonstrated
by the marked decline in digital advertising growth across the
industry so far in 2022. It is likely in a recession that Dotdash
Meredith's credit metrics would be materially weaker than the
initial expectations we have set for the rating, given an expected
pullback in spending from advertisers. We plan to update our
analysis before year-end after we have reviewed the company's
latest earnings, and assessed the potential impact a recession
would have on its business.
"The CreditWatch with negative implications indicates there is a
high likelihood that we could lower our ratings on Dotdash Meredith
by one notch given our updated forecast of an economic recession in
the first half of 2023, and that Dotdash Meredith's revenue and
profitability will likely decline. We plan to update our analysis
before year-end after we have reviewed the company's latest
earnings, and assessed the potential impact a recession would have
on its business."
ESG credit indicators: E-2, S-2, G-2
DURAN TRANSFER: McClellan Trucking Also Seeks Chapter 11 Bankruptcy
-------------------------------------------------------------------
NewsForMe reports that two Pennsylvania trucking companies that
contract with the U.S. Postal Service to transport mail have filed
for Chapter 11 bankruptcy.
McClellan Trucking Inc. filed the petition in the U.S. Bankruptcy
Court for the Western District of Pennsylvania on Wednesday,
September 26, 2022, five days after Duran Transfer Inc.'s parent
company on Sept. 23, 2022. filed for bankruptcy protection. The
filings say both companies are based at the same address in
Waterford, Pennsylvania.
Duran Transfer and McClellan filed for joint Chapter 11 filings
Wednesday, according to court documents. Blaine Duran, president
and owner of Duran Transfer and McClellan, signed both petitions.
The enterprises have been operating for more than 30 years, and
they employ 23 people. According to the Federal Motor Carrier
Safety Administration's SAFER database, both trucking companies
have nine power plants and 21 drivers. However, Duran Transfer and
McClellan operate under two Department of Transportation numbers.
In addition to transporting mail for the Postal Service, Duran
Transfer transports general cargo, household goods and construction
materials, as well as other cargo. Its trucks were inspected 11
times and one was taken out of service within two years, resulting
in a 9.1% out-of-service (OSS) rate, well below the national OSS
average of 21.6%.
McClellan exclusively carries mail. Its trucks were inspected five
times and two were taken out of service in the same two-year
period, resulting in a 40% OSS rate. McClellan's general authority
was revoked on May 9 but reinstated on May 16, according to FMCSA.
In court filings, Guy F. Fustin, an attorney for both companies,
said there are two secured creditors in the Chapter 11 bankruptcy.
In August 2021, the Pennsylvania Department of Revenue issued a
judgment against McClellan for more than $4,000.
"This decision is believed to be subject to a cross lien on the
debtor's property tax assessment, including cash security," Fustin
said in a statement.
Fustine had not responded to Freightwaves' request for comment at
the time of publication.
Citizens Bank of Pennsylvania filed a UCC-1 financing application
with the Pennsylvania Department of State in May 2013 for nearly
$24,200.
The filings list the companies' assets and liabilities between
$100,000 and $500,000. Both petitions claim they have up to 49
creditors and say the funds will be available for distribution to
unsecured creditors after administration fees are paid.
Penske Truck Leasing is listed as an unsecured creditor in both
petitions, owing nearly $16,300, while the trucking companies owe
Citizens Bank of Rhode Island nearly $59,000. McClellan owes the
IRS more than $29,000 and Duran Transfer owes the IRS $34,000,
according to the filings.
Rising bankruptcies of postal contractors?
Two other carriers that carry mail for the Postal Service have
filed for bankruptcy since May.
Matheson Postal Services Inc. is a family-owned company. from
Sacramentoof California filed a Chapter 11 petition on May 5 in the
US Bankruptcy Court for the Eastern District of California.
Matheson, which has 248 trucks and 383 drivers, is looking to
reorganize.
Matheson Flight Extenders' terminal services unit also filed for
bankruptcy on the same day.
Rooney Family Trucking Inc. of Paul, Missouri, which also contracts
with the Postal Service to carry the mail, ceased operations and
filed for Chapter 7 bankruptcy in early May.
The 67-year-old trucking company had 37 drivers and 66 power units,
according to the FMCSA SAFER website.
Attorney Ryan Blay told FreightWaves that "fuel and labor costs
were certainly issues that affected Rooney Trucking Inc."
"But the bigger issue was the decision by the US Postal Service to
take away some routes and cancel some contracts," Blay said. "A
business cannot operate profitably with a limited revenue stream.
This was the most important factor in the decision to bankrupt the
company."
About Duran Transfer and McClellan Trucking
Duran Transfer, Inc. and McClellan Trucking, Inc., operate trucking
companies providing services to customers in Pennsylvania, New
York, Ohio and Wisconsin. They have been in business for over 30
years and employ 23
Duran Transfer sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 22-10431) on Sept. 23,
2022. In the petition filed by Blaine Duran, as chief executive
officer, the Debtor reported assets and liabilities between
$100,000 and $500,000.
McClellan Trucking sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 22-10437) on Sept. 28,
2022. In the petition filed by CEO Blaine Duran, the Debtor
reported assets and liabilities between $100,000 and $500,000.
The Debtors have sought joint administration of their cases under
Case No. 22-10431.
William G. Krieger has been appointed as the Subchapter V Trustee
for Duran Transfer.
Guy C. Fustine of Knox McLaughlin Gornall & Sennett, P.C., serves
as counsel to the Debtors.
E-HOUSE (CHINA): Files for Chapter 15 Bankruptcy Protection
-----------------------------------------------------------
E-House China Enterprise Holdings Ltd. on Monday, October 3, 2022,
filed for Chapter 15 bankruptcy in Manhattan, to obtain protection
from creditors in the U.S. while it works out a restructuring in
the Cayman Islands.
The Debtor is the ultimate parent of a group of 300 companies that
provides real estate services in China. The Group's primary
business is real estate agency services in the primary market in
the People’s Republic of China, real estate data and consulting
services, and real estate brokerage network services. The Group
also provides digital marketing services.
$520M in Assets
As the ultimate holding company of the Group, the Debtor's
principal assets are its ownership interests in its subsidiaries,
with a net book value of $520.4 million. The Debtor also has the
following assets as of March 31, 2022: (a) receivables due from
other Group companies of $743.0 million; (b) other receivables,
principally deposits paid to real estate developers in connection
with the Group carrying out services for the developers, of
approximately $43.2 million; (c) loans to real estate developers
and investments in marketable securities with a net book value of
approximately $85.3 million; (d) cash and cash equivalents with a
value of approximately $2.1 million; and (e) investment in an
associate company, CRIC Capital Service Holdings Limited, with a
net book value of approximately $13.1 million.
E-House China, which counts China Evergrande Group among its key
customers, is undergoing a debt restructuring in the Cayman
Islands.
The Debtor has no material operations other than those required to
maintain itself as an exempted holding company in the Cayman
Islands and the issuer of certain notes.
The Debtor issued senior unsecured, comprising $300,000,000
unsecured notes due April 2022 and notes in an aggregate principal
amount of $300,000,000 due in June 10, 2023 (collectively, "Old
Notes"). The principal amount outstanding under the Old Notes, at
par value, is $598.2 million.
Aside from the Old Notes and the Convertible Note, the Debtor owes
other Group companies $223.3 million and has other payables of $1.9
million.
Alexander Lawson of Alvarez & Marsal Cayman Islands Limited, the
scheme supervisor for the restructuring in the Cayman Islands,
signed the Chapter 15 petition.
Road to Bankruptcy
Since mid-2021, sales for residential property in the PRC slowed
significantly and prices for residential units suffered a
substantial reduction. In the same period, a number of
high-profile PRC property developers, including some of the Group's
customers, began to experience difficulties in securing external
financing from PRC banks as well as the onshore and offshore
capital markets. The Group, like many companies in the PRC property
sector, has been negatively affected by this downturn in different
respects, including difficulty raising onshore and offshore
financing; decreased cash flows and liquidity; and tightened
supervision of financing activities and cash balances by onshore
and offshore banks, which significantly reduced the Group's
unrestricted cash.
Due to this fall in revenue and net profits caused by the
deteriorating real estate market in the PRC, the Debtor was unable
to meet its obligations to pay the aggregate principal and accrued
but unpaid interest on the maturity date of the 2022 Notes. In
particular, on April 18, 2022, the Debtor announced it had failed
to repay the 2022 Notes on their maturity date, which failure
constituted an event of default under the indenture governing the
2022 Notes (the "2022 Notes Indenture"). This, in turn,
cross-defaulted the note instrument (the "Convertible Note Trust
Deed") constituting certain convertible notes issued by the Debtor
(the "Convertible Note"), and the indenture governing the 2023
Notes. The default under the Convertible Note has now been waived.
The Old Notes, however, remain due and payable.
On March 31, 2022, the Debtor conducted an exchange offer, offering
eligible holders of the Old Notes the opportunity to exchange their
Old Notes for new notes with new terms designed to allow the Debtor
and the Group to improve their financial condition and continue as
a going concern. By the expiration, more than 75% of all Old Notes
were tendered in the Exchange Offer. The Debtor, however, did not
obtain sufficient (90%) support from the noteholders to effect the
Exchange Offer.
Cayman Scheme
The Debtor also understood that, as an alternative to the Exchange
Offer, a restructuring of the Old Notes could also be implemented
via a scheme of arrangement under section 86 of the Companies Act.
The Debtor entered into the restructuring support agreement dated
March 31, 2022, setting out the terms of the Restructuring with
certain of the Old Notes Subsidiary Guarantors, and invited holders
of the Old Notes to accede to the RSA.
On April 14, 2022, the Debtor announced that it had terminated the
Exchange Offer and that it was prepared to proceed with the Scheme
to exchange all of the Old Notes in accordance with the terms of
the RSA.
As of Oct. 3, 2022, certain Scheme Creditors holding an aggregate
principal amount of approximately $532,808,000 of Old Notes
(representing approximately 89.07% of the aggregate outstanding
principal amount of all Old Notes) had acceded to the RSA (the
"Consenting Creditors").
On June 22, 2022, the Debtor engaged A&M Cayman to act in
connection with the Scheme and the Restructuring, and on July 6,
2022, the Debtor's board of directors passed a resolution, which,
among other things, formalized such engagement. Alexander Lawson,
a Cayman Islands resident and licensed insolvency practitioner of
A&M Cayman, is acting as scheme supervisor.
On July 28, 2022, the Debtor filed a petition with the Cayman Court
commencing the Cayman Proceeding, and a summons seeking an order
that, among other things, the Debtor be at liberty to convene a
single meeting of the Scheme Creditors for the purpose of
considering and, if thought fit, approving the Scheme.
The Cayman Court entered an order granting the Debtor permission to
convene the Scheme Meeting for October 12, 2022, at 7:00 a.m.
(prevailing Cayman Islands time), scheduling the hearing to
sanction the Scheme for October 26, 2022, at 9:00 a.m. (prevailing
Cayman Islands time), and appointing Alexander Lawson as the
Foreign Representative.
At the Scheme Meeting, a vote will be held to determine whether the
Scheme Creditors who vote approve the Scheme by a greater than 50%
majority in number and representing at least 75% in value of the
Scheme Creditors present and voting (in person or by proxy) at the
Scheme Meeting.
The Restructuring shall be implemented through the Scheme, which
will affect the rights of the Debtor, the Old Notes Subsidiary
Guarantors, and the Scheme Creditors only. Subject to the terms of
the Scheme, the Scheme Creditors will release their existing claims
under and in connection with the Old Notes in return for receiving
(or being entitled to receive) their Scheme Consideration.
The Scheme Consideration comprises:
(a) a cash payment of $60 per $1,000 in outstanding principal
amount of the Old Notes held by each Scheme Creditor at the Record
Date;
(b) New Notes in an aggregate principal amount of $940 per
$1,000 in principal amount of the Old Notes held by each Scheme
Creditor at the Record Date;
(c) accrued and unpaid interest up to but not including April
18, 2022, on any Old Notes held by each Scheme Creditor at the
Record Date, which will be paid in cash; and
(d) accrued and unpaid interest from and including April 18,
2022, up to but not including the Restructuring Effective Date on
any Old Notes held by each Scheme Creditor at the Record Date,
which will be paid in kind in the form of New Notes (to be rounded
downward to the nearest $1).
On the Restructuring Effective Date, the Old Notes Indentures will
be deemed fully satisfied and forever discharged, and the Old Notes
will be released, cancelled, fully compromised, and forever
discharged.
Also on the Restructuring Effective Date, the indenture relating to
the New Notes will be executed and delivered by the Debtor on
behalf of the parties thereto, pursuant to which the Debtor will be
issuing new US$-denominated 8.0% senior unsecured notes due 2025
(the "New Notes") in an aggregate amount equal to the sum of (a)
94% of the aggregate outstanding principal amount of Old Notes held
by all Noteholders collectively as of 10:00 a.m. (prevailing Cayman
Islands time) on October 7, 2022 (the "Record Date"), plus (b) the
interest payable accrued from April 18, 2022, up to but not
including the Restructuring Effective Date on any Old Notes held by
each Noteholder at the Record Date (to be rounded downward to the
nearest $1). Madison Pacific Trust Limited will serve as the
trustee for the New Notes (the "New Notes Trustee").
About E-House (China) Enterprise
E-House China Enterprise Holdings Ltd., through its subsidiaries,
provides real estate services in China. E-House offers a
comprehensive online-to-offline (O2O) service platform.
On July 28, 2022, the Debtor commenced scheme proceedings in the
Cayman Islands to seek a restructuring of its $300 million
unsecured notes. Alexander Lawson, a Cayman Islands resident and
licensed insolvency practitioner of A&M Cayman, is acting as scheme
supervisor.
The Scheme Supervisor filed for E-House (China) a petition for
protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr.
S.D.N.Y. Case No. 22-11326) on Oct. 3, 2022, to seek recognition of
its scheme proceedings in the Cayman Islands.
The Scheme Supervisor can be reached at:
Alvarez & Marsal Cayman Islands Limited
c/o Alexander Lawson
2nd Floor, Flagship Building
142 Seafarers Way
P.O. Box 2507
George Town
Grand Cayman KY1-1104
Cayman Islands
Counsel to Scheme Supervisor/Foreign Representative:
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Lisa Laukitis
One Manhattan West
New York, New York 10001
Tel: (212) 735-3000
Fax: (212) 735-2000
– and –
Justin M. Winerman
Anthony R. Joseph
155 North Wacker Drive
Chicago, Illinois 60606-1720
Telephone: (312) 407-0700
Fax: (312) 407-0411
SKADDEN, ARPS, SLATE, MEAGHER & FLOM (UK) LLP
Peter Newman
40 Bank Street
Canary Wharf
London E14 5DS
Telephone: +44 20 7519 7000
Fax: +44 20 7519 7070
EAST COAST WELDING: Seeks to Hire Robert M. Stahl as Legal Counsel
------------------------------------------------------------------
East Coast Welding and Construction Co., Inc. seeks approval from
the U.S. Bankruptcy Court for the District of Maryland to hire the
Law Offices of Robert M. Stahl, LLC as its bankruptcy counsel.
The firm's services include:
a. advising the Debtor of its rights, powers and duties;
b. advising the Debtor concerning, and assisting in the
negotiation and documentation of, financing agreements, debt
restructurings, cash collateral arrangements and related
transactions;
c. representing the Debtor in defense of any proceedings
instituted to reclaim property or to obtain relief from the
automatic stay under Section 362(a) of the Bankruptcy Code;
d. representing the Debtor in any proceedings instituted with
respect to certain Debtor's use of cash collateral;
e. reviewing the nature and validity of liens asserted against
the property of the Debtor and advising the Debtor concerning the
enforceability of such liens;
f. advising the Debtor concerning the actions that it might
take to collect and to recover property for the benefit of the
Debtor's estate;
g. preparing schedules and legal documents, and reviewing all
financial reports to be filed in the Debtor's Chapter 11 case;
h. advising the Debtor concerning, and preparing response to,
legal papers that may be filed and served;
i. counseling the Debtor in connection with the formulation,
negotiation and promulgation of a plan of reorganization or
liquidation and related documents; and
j. performing all other legal services.
The Law Offices of Robert M. Stahl will be paid as follows:
Robert M. Stahl $495
Christina L. Thomas $320
Paralegals $195
The firm received a retainer in the amount of $20,000.
As disclosed in court filings, the Law Offices of Robert M. Stahl
is a "disinterested person" within the meaning of Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Robert M. Stahl, Esq.
Law Offices of Robert M. Stahl, LLC
1142 York Road
Lutherville, MD 21093
Tel: (410) 825-4800
Fax: (410) 825-4880
Email: stahllaw@comcast.net
About East Coast Welding and Construction
East Coast Welding and Construction Co., Inc., a company in Glen
Burnie, Md., filed its voluntary petition for Chapter 11 protection
(Bankr. D. Md. Case No. 22-14850) on Sept. 4, 2022, with up to
$50,000 in assets and $1 million to $10 million in liabilities.
Christopher D. Brown, owner, signed the petition.
Judge David E Rice presides over the case.
Robert M. Stahl, Esq. at the Law Offices Robert M. Stahl, LLC
represents the Debtor as counsel.
EL MONTE NATURE: LFTC Says Plan Patently Unconfirmable
------------------------------------------------------
LFTC Ventures LP ("Creditor") objects to the proposed Disclosure
Statement submitted by El Monte Nature Preserve, LLC because the
Disclosure Statement (a) does not contain adequate information and
(b) the underlying plan is patently unconfirmable.
Creditor points out that the Disclosure Statement fails to explain
any of the basic details that would be asked by even the most naive
hypothetical investor. The Debtor's projected expenses (the
"Forecast") estimates that Debtor will spend $840,000 in
"Entitlement Expenses" through the end of 2024. The Disclosure
Statement has no information whatsoever on what these anticipated
Entitlement Expenses are or how the $840,000 figure was calculated.
The fees owed to San Diego County as part of the entitle process
alone will exceed $500,000. This does not include any of the fees
that Debtor will need to pay experts, lawyers, consultants, and
others to do the actual work to complete the Environmental Impact
Report, shepherd the project through the public comment and
revision phase, and obtain a successful vote from the Board of
Supervisors. The fees to entitle the Property will exceed $6.5
million. In fact, the Disclosure Statement does not even mention
this process or the work that must be done to obtain the right to
mine the Property.
Creditor further points out that the Disclosure Statement and Plan
either misrepresent Debtor's new financing or fail to explain how
Debtor's operations will be funded. The Plan is predicated first
on Debtor obtaining $1.3 million in new financing from Landmark-Key
LLC ("LK Interim Financing"). The Disclosure Statement states that
"The debtor will use the proceeds of the LK Interim Financing to
pay ongoing real property taxes assessed and owing against the
Property, administrative expenses of the chapter 11 case and for
expenses associated with the entitlement of the Property." However,
Debtor's First Amended Plan states that within 5 business days of
the Effective Date, Debtor shall pay Creditor $600,000, and shall
continue to pay Creditor $150,000 per quarter through October 3,
2024, for a total of $1,050,000. Debtor's First Amended Plan also
acknowledges that it owes approximately $188,000 in real property
taxes that it will pay on the Effective Date (and will presumably
keep current after the Effective Date). Accordingly, Debtor's own
projections show that virtually all of the LK Interim Financing
will be used to pay Creditor interest (at less than the contract
rate) and the real property taxes that will come due through Q3
2024. The LK Interim Financing won't even be enough to pay Debtor's
owners the $96,000 annual salary they seek.
Creditor asserts that the Disclosure Statement fails to include any
evidence of feasibility:
* On July 11, 2022, the United States Trustee ("UST") filed
informal objections to the Debtor's Chapter 11 Plan dated July 11,
2022, detailing a litany of problems with the proposed Plan,
including that the Plan failed to provide any evidence of its
feasibility, and that it failed to establish any sort of time frame
by which Debtor must perform.
* Despite Debtor's promises that the Disclosure Statement would
fix the Plan's complete lack of information about how exactly
Debtor was going to generate a profit at some unknown time in the
future, the Disclosure Statement is devoid of this crucial
information. Again, there is no description of the process required
to complete the entitlements and permits process. Even if the Court
were to assume Debtor's unsubstantiated estimates of the costs to
complete the entitlements and permits process were accurate (which
as discussed below, they are not), the Disclosure Statement fails
to explain these costs or how Debtor will pay for them.
Creditor complains that the Plan ignores Creditor's royalty rights.
In addition to the roughly $15,000,000 owed to Creditor and
secured by the Property, Creditor also has the right to recover 15%
of the profits Debtor generates from the Property, whether through
mining, sale of the Property, or otherwise ("Creditor's Royalty
Rights"). Despite this, the Disclosure Statement and Plan fail to
even mention Creditor's Royalty Rights or account for them in the
Forecast. As a result, not only is the Disclosure Statement
fatally defective (as the failure to account for Creditor's Royalty
Rights mean that all of its projections and calculations are
inaccurate), the Plan is not confirmable.
According to Creditor, the Plan is not fair and equitable. The
Plan proposes to pay the royalties owed to the California Wildlife
Foundation, Laksbrosis LLC, and Horizon Hill, even though these
royalty rights are subordinate to Creditor's Royalty Rights. See
Decl. Lynn, Exhibits 1-2. Accordingly, the Plan discriminates
unfairly against Creditor's Royalty Rights, and fails to treat
Creditor fairly and equitably concerning Creditor's Royalty
Rights.
Creditor points out that the Plan is not feasible because Debtor
has insufficient funds. The Plan is predicated on Debtor obtaining
the $1.3 million in LK Interim Financing. However, even according
to Debtor's own estimates, these funds alone will be insufficient
to entitle the Property.
Creditor asserts that the Plan is not feasible because Debtor has
not shown that there is enough profit from the mining operations to
meet its obligations. The Disclosure Statement does not explain
what revenues the mining operation is expected to generate (which
as explained above, is reason alone it should not be approved). If
the projected "SAND REVENUES" identified in the Forecast reflect
100% of the revenues generated from the mining operation, there is
clearly insufficient revenue to fund the Plan, as only 50% of that
revenue would belong to Debtor to start with, and then another
$1.65 million of that revenue would be owed to California Wildlife
Foundation and Laksbrosis LLC. Of the roughly $10-$11 million per
year in revenue that Debtor projects to begin receiving in 2025,
only about $3 million of that would be available to pay the Secured
Creditors ($10 million x 50% = $5 million - $1.65 M = $3.35 million
gross, less Debtor's operating expenses.) That is not sufficient to
retire the $25 million principal and interest currently owed to the
secured creditors in a reasonable amount of time (particularly not
when interest continues to accrue at between 10% and much as 15%
(to Laksbrosis LLC)).
Attorneys for Creditor LFTC Ventures, LP:
Miles D. Grant, Esq.
Alexander J. Kessler, Esq.
GRANT & KESSLER, APC
1331 India Street
San Diego, CA 92101
Tel: (619) 233-7078
Fax: (619) 233-7036
About El Monte Nature Preserve
El Monte Nature Preserve, LLC filed for Chapter 11 protection
(Bankr. S.D. Cal. 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.
ENDOCEUTICS INC: Gets CCAA Initial Stay Order; E&Y as Monitor
-------------------------------------------------------------
Endoceutics Inc. and four of its affiliates have applied for and
obtained an order under the Companies' Creditor Arrangement Act in
Canada, providing certain relief measures while the Companies carry
out a restructuring process. Endoceutics intends to use the
proceedings to stabilize the business and build on its knowledge
and strength in the women's health industry.
The Companies obtained an Initial Order under the CCAA on Sept. 26,
2022. Pursuant to the CCAA Order granted by the Quebec Superior
Court (Commercial Division), Ernst & Young Inc. was appointed
Monitor of the Companies.
Ernst & Young Inc. can be reached at:
Ernst & Young Inc.
Attn: Martin Rosenthal
900 Boul. de Maisonneuve Ouest bureau 2300
Montreal, Quebec H3A 0A8
Tel: 514-879-6549
Email: martin.rosenthal@parthenon.ey.com
Attorneys for the Monitor Ernst & Young:
Stikeman Elliott LLP
1155 Rene-Levesque Blvd. West 41st Floor
Montreal, Quebec H3B 3V2
Danny Duy Vu
Tel: 514-397-6495
Email: ddvu@stikeman.com
Guy P. Martel
Tel: 514-397-3163
Email: gmartel@stikeman.com
Attorneys for Endoceutics:
McCarthy Tetrault LLP
1000, rue De La Gauchetiere Ouest Bureau 2500
Montreal Quebec H3B 0A2
Fax: 514-875-6246
Alain N. Tardif
Tel: 514-397-4274
Email: atardif@mccarthy.ca
Frederique Drainville
Tel: 514-397-4216
Email: fdrainville@mcarthy.ca
A copy of the Initial Order and other information regarding the
CCAA proceedings will be available on the Monitor's website at
https://documentcentre.ey.com/#/detail-engmt?eid=503
Endoceutics Inc. -- https://endoceutics.com/en/ -- is a
biopharmaceutical company. The Company develops hormone therapies
to treat and prevent breast cancer and endocrine-related disorders.
ENERFLEX LTD: Fitch Gives BB- Rating to New 2nd Lien Notes Due 2027
-------------------------------------------------------------------
Fitch Ratings has assigned a 'BB-'/'RR4' rating to Enerflex Ltd.'s
proposed senior second lien secured notes due 2027 and affirmed
Enerflex's Long-Term Issuer Default Rating (IDR) at 'BB-'. The
Rating Outlook is Stable. Enerflex intends to use the proceeds from
the proposed notes offering to fund the repayment of existing
Enerflex and Exterran Corp. debt and pay transaction-related fees
and expenses.
Enerflex's IDR reflects the pro forma credit quality following
successful acquisition of Exterran Corp., which would bolster its
operating and cash flow profile while increasing scale and
diversification. The pro forma company will benefit from stable,
recurring revenue streams, significantly increased scale and
competitiveness, stronger customer and geographic diversification,
sub-3.0x leverage metrics and a simplified capital structure via
the proposed secured note offering.
Credit concerns include expectations for near-term negative FCF
generation given 2022 project-linked capex, project execution and
construction risks, exposure to countries with increased transfer
and convertibility risks and the company's limited track record of
large-scale acquisitions that increases overall integration risk.
KEY RATING DRIVERS
Notes Issuance Simplifies Capital Structure: Fitch believes the
company's proposed secured note issuance will help simplify the
capital structure as Enerflex will remain the primary debt holder
going forward. Fitch expects proceeds from the issuance will be
used to repay the existing debt at Enerflex and Exterran in
addition to transaction fees.
The final capital structure will also include the fully committed
USD700 million revolving credit facility, which Fitch expects will
be entered into upon transaction close, that the company will
utilize for growth capex and other cash shortfalls. The five-year
tenor on the notes provides the company with a long maturity runway
and ample time to optimize integration benefits that may improve
its cost structure and FCF.
Stable, Predictable Cash Flow: Fitch views the pro forma cash flow
profile positively as approximately 70% of the company's gross
margin is generated through stable, recurring revenue streams that
help reduce commodity price linked fluctuations. The company's
contracted asset cash flows are protected by take-or-pay contracts
with five to 10-year terms (approximately 80% contract renewal
rate) while rental asset terms range from three months up to three
years.
These divisions in the Energy Infrastructure segment, in addition
to the company's aftermarket services segment, historically
maintained stable revenue and margins through commodity price
downturns and help stabilize financial performance against the more
cyclical manufacturing segment.
Project Construction Risks: The pro forma company's engineering
systems/product sales segment, comprising approximately 30% of
total gross margin, is exposed to new global natural gas
infrastructure projects and has experienced volatility in recent
commodity price downturns. Costs of projects are typically financed
through customer milestone payments, which brings added project,
construction and execution risks.
Exterran has recently experienced start up delays with a sizeable
project in the Middle East, which has negatively impacted the
working capital and operating cost profiles. Fitch believes these
risks will remain with the pro forma business going forward, but
are partially offset by the pro forma company's geographic and
customer diversification.
Strong Geographic Diversification: The Exterran acquisition
bolsters the company's customer and geographic diversification,
which enables pursuit of a larger, more diverse set of customers
and projects. The pro forma company will operate within 22
countries and exhibit a balanced geographic exposure with the
Middle East, U.S. and Latin America each contributing approximately
25%-30% of total revenues. Exterran is nevertheless exposed to
countries with material transfer and convertibility risk, namely
Argentina.
Supportive Customer Diversification: The combined company's top 10
customers are primarily national oil companies and large, public
E&P's with high credit quality. These customers are forecast to
contribute less than 30% of total revenue with no overlap in the
top 10 customers for each standalone company, which further
minimizes integration and counterparty risks.
Acquisition Improves Competitiveness: The acquisition adds
meaningful size and scale that strengthens Enerflex's competitive
advantage across the globe. Exterran was one of Enerflex's largest
competitors and both companies would often bid on many of the same
projects in overlapping geographies. Overall competitiveness and
bargaining power should improve as both companies will no longer
compete for the same projects. The fixed asset nature of Enerflex's
products helps prevent customers from switching providers and
stabilizes cash flows. Customers are averse to switching providers
given the high switching costs and costly downtime associated with
interrupting the natural gas stream.
Near-Term Negative FCF: Fitch forecasts negative FCF of
approximately CAD300 million in 2022, primarily due to four large
growth projects, FCF of approximately CAD50 million in 2023 and
then positive FCF approaching CAD100 million in 2024. Fitch
forecasts total capex of approximately CAD$400 million in 2022,
which decreases thereafter as growth capex moderates toward
mid-cycle levels. Fitch forecasts that the capital program will be
funded with an approximately CAD275 million draw on the company's
revolving credit facility and the borrowings will be materially
reduced with FCF in early 2024.
Sub-3.0x Leverage Metrics: Fitch's base case forecasts pro forma
gross leverage of approximately 3.0x in 2023 and are expected to
improve thereafter as overall utilization rates improve and FCF is
allocated toward gross debt reduction. Management maintains a
long-term net debt target of less than 2.5x, at which point Fitch
expects modest increases in the base dividend and potential share
repurchases.
DERIVATION SUMMARY
Enerflex's operating profile compares similarly to USA Compression
Partners, LP (USAC; BB-/Stable) in that cash flow streams for both
companies are largely protected by long-term take-or-pay contracts
that help eliminate volumetric and commodity-linked risks.
Approximately 70% of Enerflex's pro forma gross margin will be
generated through recurring revenue streams (30% from the
Engineered Systems segment) while USAC is almost 100%.
Enerflex's operating profile compares favorably to oilfield
servicer Precision Drilling (B+/Stable) which owns and operates a
fleet of onshore drilling rigs and is more exposed to commodity
price fluctuations, but similarly to midstream processor and
service provider Secure Energy (B+/Stable), which also benefits
from long-term contracts.
In terms of leverage, Enerflex has among the lowest leverage of the
peer group, with Fitch forecast pro forma 2023 leverage of 3.0x.
This compares favorably to USAC (5.4x-5.5x) and is similar to both
Precision (forecast at 3.3x in 2022) and Secure Energy (forecast at
2.5x in 2022).
KEY ASSUMPTIONS
- Exterran acquisition successfully closes in 4Q22;
- Single-digit revenue growth following near-term capex spend;
- Capex spend of CAD400 million in 2022, which moderates down to
CAD250 million in 2023;
- Revolver draw of CAD275 million to fund capex program;
- Modest dividends of CAD10 million annually and no material M&A
activity.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Successful transaction integration and execution on growth
projects while maintaining margins and utilization rates;
- Demonstrated commitment to conservative financial policy and
repayment of the revolving credit facility;
- Mid-cycle debt/EBITDA sustained below 3.5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Failure to successfully close the Exterran transaction or a
material change in transaction funding mix and/or terms could
result in negative rating action;
- Failure to integrate acquisition and execute on growth projects
that leads to sustained margin and/or utilization rate erosion;
- Inability to repay revolver borrowings and proactively manage
the maturity that leads to a weakened liquidity profile;
- Deviation from stated financial policy and/or shift in capital
allocation toward shareholders;
- Mid-cycle debt/EBITDA sustained above 4.5x.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: Enerflex has entered into a binding agreement
with the Royal Bank of Canada to provide a three-year, USD700
million revolving credit facility. The company is expected to draw
approximately CAD275 million on the revolver to fund its four
growth projects throughout 2022, which will reduce liquidity in the
near term. Fitch expects the company will transition to positive
FCF in 2023 and forecasts borrowings to be meaningfully reduced in
early 2024.
ESG Considerations
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
ISSUER PROFILE
The Exterran acquisition transforms Enerflex into a global supplier
of natural gas infrastructure and energy transitions solutions with
expanded product lines and additional depth and technical expertise
spanning across 22 countries.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Enerflex Ltd. LT IDR BB- Affirmed BB-
Senior Secured 2nd Lien LT BB- New Rating RR4
FINANCIAL INVESTMENTS: Creditors to Get 100% With Interest in Plan
------------------------------------------------------------------
Financial Investments and Real Estate, LLC, submitted an Amended
Disclosure Statement for the Amended Plan of Reorganization.
The Plan is a culmination of events, including efforts to pivot the
intended use of the rental property and address the Debtor's
outstanding and future obligations. The Plan effectuates the
resolution of significant efforts by the debtor to use the premises
in a manner maximizing the return to creditors. Upon the Effective
Date and substantial consummation of the Plan, the Debtor's equity
shall revest in the current ownership structure and the Debtor will
continue business as usual.
The Debtor has no unsecured claims.
Under the Plan, Class 2 consists of the Secured Claims against the
Debtor by the 3 individual investors/judgment creditors, Monique
Moise (claim#1), Shadonna Charleston (claim #2) and Rasheeda Lewis
(claim #3). The Debtor's original plan was to pay these creditors a
total of $1,500 per month for 16 months and then $3,500 per month
for 48 months for a total of $192,000 (64 Months Total) effective
and due starting 30 days after confirmation and continuing monthly
thereafter. The payments are to be pro-rated between the 3
judgment creditors.
The Amended Plan still pays $1,500 per month for 16 months. During
the $1,500 per month period creditor Moise receives $946,
Charleston $300 and Lawler $255 per month. The remaining 44 months
is amended to require $4,088.50 per month. During the $4,088.50
per month Moise receives $2,575.76 and Charleston $817.70 and
Lawler $695.04 per month. The total paid to the three judgment
creditors is $203,894 (60 Months Total) which represents their full
claim with 6 percent statutory rate of interest.
The judgment creditors will retain their lien on 1203 S. Melville
Street Philadelphia, Pa until all required payments have been made
in full. Upon completion of the plan payments the judgment will be
satisfied in full against all defendants. The judgment creditors
will stay all collection efforts against all defendants if Debtor
is complying with these terms. If debtor ever fails to make a
payment as required counsel for the creditors may send a 15-day
notice to cure to the Debtor. If not cured during that notice
period relief will be granted without further hearing or
opportunity to be heard upon a certification of default filed by
said creditors. Class 2 is impaired.
Counsel to the Debtor and Debtor in Possession:
Michael A. Cataldo, Esq.
GELLERT SCALI BUSENKELL & BROWN, LLC
1628 JFK Blvd., Suite 1901
Philadelphia, PA 19103
Tel: (215) 238-0015
E-mail: mcataldo@gsbblaw.com
A copy of the Amended Disclosure Statement dated September 28,
2022, is available at https://bit.ly/3rhXBUi from
PacerMonitor.com.
About Financial Investments
and Real Estate
Financial Investments and Real Estate, LLC is a Pennsylvania-based
real estate and financial investments company.
Financial Investments and Real Estate sought Chapter 11 bankruptcy
protection (Bankr. E.D. Pa. Case No. 22-11150) on May 3, 2022,
listing as much as $500,000 in both assets and liabilities. Kathryn
Anderson, managing member, signed the petition.
The case is assigned to Judge Magdeline D. Coleman.
Michael A. Cataldo, Esq., at Gellert, Scali, Busenkell & Brown, LLC
is the Debtor's counsel.
FIRST FRUITS: Seeks Cash Collateral Access
------------------------------------------
First Fruits Business Ministry, LLC asks the U.S. Bankruptcy Court
for the District of South Carolina for authority to access cash
collateral.
The Debtor requires the use of cash collateral to pay its ordinary
business expenses such as paying its operational expenses, making
essential payments in the administration of the Chapter 11 case all
in the ordinary course of business, and reimburse the owner for
similar expenses as budgeted paid by the owner on behalf of the
company before court authorization of the budget.
The US Small Business Administration has a UCC-1 filed on June 28,
2020, which claims a lien upon the Debtor's cash collateral.
The Debtor has a loan with Ross Harrison who asserts a lien against
receivables, however no UCC-1 has been filed and the Debtor
believes the lien may be unperfected.
The SBA lien will remain on the cash collateral consistent with its
UCC-1 filing.
The Debtor is without adequate funds to pay creditors without
access to the cash collateral.
The Debtor asserts that if its business continues to operate, the
Debtor will be in a position to maximize the return to creditors,
more so than if the case is dismissed or converted, which would be
the most likely outcome if the Debtor is unable to use the cash
collateral.
A copy of the motion and the Debtor's budget is available at
https://bit.ly/3SNPIlW from PacerMonitor.com.
The Debtor projects $31,000 in revenue and $9,323 in total expenses
for October 2022.
About First Fruits Business Ministry, LLC
First Fruits Business Ministry, LLC is a privately held company
which focuses on health/wellness and fitness through patented and
proprietary products that are "safe with no negative side effects",
as well as being all-natural and plant-based. Its patents and
products focus on losing body fat and building lean muscle.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.S.C. Case No. 22-02747) on October 7,
2022. In the petition signed by Roger Catarino, its chief executive
officer, the Debtor disclosed $23,348,908 in assets and $1,628,225
in liabilities as of July 31, 2022.
Judge David R. Duncan oversees the case.
Jane H. Downey, Esq., at Moore Bradley Myers Law Firm, P.A., is the
Debtor's counsel.
FIRST GUARANTY: Unsecureds to Get GUC Share of Liquidating Proceeds
-------------------------------------------------------------------
First Guaranty Mortgage Corporation ("FGMC") and Maverick II
Holdings, LLC ("Maverick" and together with FGMC, the "Debtors"),
submitted an Amended Combined Disclosure Statement and Chapter 11
Plan dated October 6, 2022.
Pursuant to the Plan, the Debtors will liquidate their remaining
assets, wind down their affairs, and be dissolved through a
Liquidating Trust. The Debtors, the Cash Flow DIP Lender, and the
Committee were able to reach a settlement on the terms of the Plan.
Under that settlement, among other things, after payment of senior
claims as provided in the Plan, the proceeds of the Liquidating
Trust Assets will be distributed to the holder of the Cash Flow DIP
Claims and the holders of general unsecured claims.
Cash Flow DIP Claims, estimated to total approx. $35,048,628.
Pursuant to the terms of the Committee Settlement, the Cash Flow
DIP Lender shall receive (a) any Excess Cash on the Effective Date,
and (b) the Cash Flow DIP Lender Share of the Net Liquidating Trust
Proceeds, until the Cash Flow DIP Claims and DIP Repo Guarantee
Claims have been paid in full, in Cash. Cash Flow DIP Claim will
receive a distribution of 10% to 35% of their allowed claims.
Class 5 consists of Prepetition LVS II Offshore Guaranty Claim. The
holder of the Prepetition LVS II Offshore Guaranty Claim shall
receive any collateral, up to the amount of $6.59 million, granted
to Customers Bank pursuant to the Prepetition Customers Loan
Agreement. Pursuant to the terms of the Committee Settlement., the
holder of the Prepetition LVS II Offshore Guaranty Claim shall not
be entitled to a recovery from the GUC Share unless and until the
Cash Flow DIP Claims and DIP Repo Guarantee Claims have been paid
in full.
Class 6 consists of General Unsecured Claims. Pursuant to the terms
of the Committee Settlement, each Holder of an Allowed General
Unsecured Claim shall receive a Pro Rata share of the GUC Share of
the Net Liquidating Trust Proceeds. This Class is impaired. The
allowed unsecured claims total $51,700,781.
Pursuant to the terms of the Committee Settlement, the Cash Flow
DIP Lender has or will provide additional funding to the Debtors
and Liquidating Trust as follows: (i) prior to or on the Effective
Date, the DIP Budget Amount; (ii) on the Effective Date, the
Additional Administrative Claims Amount; and (iii) on the Effective
Date, the Trust Funding Amount. If the Debtors determine (i) on or
prior to the Effective Date with respect to the DIP Budget Amount,
and (ii) on the Effective Date with respect to the Additional
Administrative Claims Amount and Trust Funding Amount, that the
Debtors have sufficient Cash to satisfy some or all of the DIP
Budget Amount, Additional Administrative Claims Amount, or Trust
Funding Amount, then the Debtors shall use such Cash rather than
request additional funding from the Cash Flow DIP Lender.
The Net Liquidating Trust Proceeds shall be distributed as follows:
(i) first, subject to the terms of the Liquidating Trust Agreement,
to replenish any reserves required for paying the estimated
expenses of the Liquidating Trust; (ii) second, to the Cash Flow
DIP Lender to reimburse it for the (A) the Trust Funding Amount,
plus (B) the Additional Administrative Claims Amount; and (iii)
third, (A) 75% to the Cash Flow DIP Lender, and (B) 25% to the
holders of Allowed General Unsecured Claims (other than any
unsecured claims held by the Cash Flow DIP Lender or any of its
Related Persons).
The portion of the Net Liquidating Trust Proceeds payable to the
Cash Flow DIP Lender under the preceding clauses (ii) and (iii)(A)
shall be referred to as the "Cash Flow DIP Lender Share" and the
portion of the Net Liquidating Trust Proceeds payable to holders of
Allowed Class 6 General Unsecured Claims under the preceding clause
(iii)(B) shall be referred to as the "GUC Share". Upon payment in
full of all Cash Flow DIP Facility Claims and DIP Repo Guarantee
Claims, all Net Liquidating Trust Proceeds shall be distributable
to the GUC Share, provided, however, that in such scenario the
holder of the Prepetition LVS II Offshore Guaranty Claim shall then
be entitled to a pro rata share of the GUC Share.
The Debtors intend to present the Amended Combined Plan to the
Bankruptcy Court for confirmation at the hearing scheduled on
October 31, 2022, at 10:00 a.m.
October 26, 2022 is the Voting Deadline, and the Combined Plan and
Disclosure Statement Objection Deadline.
A full-text copy of the Amended Combined Plan and Disclosure
Statement dated October 6, 2022, is available at
https://bit.ly/3rJrBbY from Kurtzman Carson Consultants, LLC,
claims and notice agent.
Counsel for Debtors:
Samuel R. Maizel, Esq.
Tania M. Moyron, Esq.
Malka S. Zeefe, Esq.
601 S. Figueroa Street, Suite 2500
Los Angeles, CA 90017
Telephone: (213) 623-9300
Email: samuel.maizel@dentons.com
tania.moyron@dentons.com
malka.zeefe@dentons.com
- and -
DENTONS US LLP
David F. Cook, Esq.
1900 K Street, NW
Washington, DC 20006
Telephone: (202) 496-7301
Email: david.f.cook@dentons.com
Laura Davis Jones, Esq.
Pachulski Stang Ziehl & Jones, LLP
919 North Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899-8705Â Â
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
Email: ljones@pszjlaw.com
About First Guaranty Mortgage
First Guaranty Mortgage Corporation -- https://fgmc.com -- was a
full service, non-bank mortgage lender, offering a full suite of
residential mortgage options tailored to borrowers' different
financial situations. It was one of the leading independent
mortgage companies in the United States that originated residential
mortgages through a national platform.
Just before the bankruptcy filing, as a result of an extreme and
unanticipated liquidity crisis and resultant inability to obtain
additional capital, FGMC ceased all of its mortgage loan
origination activity and separated nearly 80% of its workforce.
FGMC and an affiliate commenced Chapter 11 Cases to evaluate their
options, accommodate their customers, and maximize and preserve
value for all stakeholders.
First Guaranty Mortgage Corporation sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del Case No. 22-10584) on
June 30, 2022. Affiliate Maverick II Holdings, LLC also sought
bankruptcy protection (Bankr. D. Del. Case No. 22-10583). In the
petition signed by Aaron Samples, chief executive officer, FGMC
disclosed up to $1 billion in both assets and liabilities.
Dentons US LLP and Pachulski Stang Ziehl, and Jones LLP represent
the Debtor as counsel. Kurtzman Carson Consultants, LLC, serves as
the Debtors' claims and notice agent.
LVS II SPE XXXIV LLC, as Cash Flow DIP Lender, is represented by
lawyers at Greenberg Traurig, LLP. The Cash Flow DIP Lender is an
indirect subsidiary of a private investment managed by Pacific
Investment Management Company LLC. B2 FIE IV LLC, an affiliate of
the DIP Lender, owns 100% of the equity interests of FGMC.
Barclays Bank PLC serves as DIP Repo Agent and DIP Repo Purchaser.
Barclays Capital Inc. serves as DIP MSFTA Counterparty. They are
represented by Hunton Andrews Kurth LLP and Potter Anderson &
Corroon LLP.
FOX SUBACUTE: Nov. 22 Plan Confirmation Hearing Set
---------------------------------------------------
On Oct. 3, 2022, Fox Subacute at Mechanicsburg, LLC, and Fox
Subacute at South Philadelphia, LLC, submitted an Amended
Disclosure Statement in support of the Joint Plan of
Reorganization.
On Oct. 4, 2022, Judge Henry W. Van Eck approved the Disclosure
Statement and ordered that:
* Nov. 8, 2022, is fixed as the last day for filing written
acceptances or rejections of the Plan.
* Nov. 8, 2022, is fixed as the last day for filing and
serving written objections to the confirmation of the Plan.
* Nov. 15, 2022, is fixed as the last day for the Debtors to
file with the Court a tabulation of ballots accepting or rejecting
the Plan.
* Nov. 22, 2022, at 9:30 a.m., is fixed as the date for the
hearing on confirmation of the Plan, such hearing to be in the U.S.
Bankruptcy Courtroom, Third Floor, Federal Building, Third and
Walnut Streets, Harrisburg, Pennsylvania.
A copy of the order dated October 4, 2022, is available at
https://bit.ly/3T6oeaW from PacerMonitor.com at no charge.
Counsel for the Debtor:
Robert E. Chernicoff, Esq.
CUNNINGHAM, CHERNICOFF & WARSHAWSKY, P.C.
2320 North Second Street, P.O. Box 60457
Harrisburg, PA 17106-0457
Tel: (717) 238-6570
About Fox Subacute at Mechanicsburg, LLC
Fox Subacute At Mechanicsburg, LLC is a skilled nursing facility in
Pennsylvania that specializes in pulmonary, neurological, and
rehabilitative care for patients with degenerative neurological and
neuromuscular disease; and pulmonary care and ventilator
requirements with an emphasis on vent weaning. Its facilities
are located in Plymouth Meeting, Warrington, Mechanicsburg and
Philadelphia, Pa., and are licensed by the PA Department of
Health.
On Nov. 1, 2019, Fox Subacute at Mechanicsburg and its affiliates
sought Chapter 11 protection (Bankr. M.D. Pa. Lead Case No. 19
04714). Fox Subacute at Mechanicsburg was estimated to have $1
million to $10 million in assets and liabilities as of the
bankruptcy filing.
Judge Henry W. Van Eck oversees the cases.
The Debtors tapped Cunningham, Chernicoff & Warshawsky, P.C. as
their legal counsel, Kennedy P.C. as special counsel, Isdaner &
Company, LLC as accountant, and Three Twenty-One Capital Partners,
LLC as investment banker.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Dec. 11, 2019. The committee is
represented by Flaster/Greenberg P.C.
GIRARDI & KEESE: Proceeds of Erika's Mansion to Pay Tom's Debt
--------------------------------------------------------------
Ashlee Manalang of The Richest reports that Erika Girardi best
known by her stage name, Erika Jayne, shot to reality-television
stardom when she joined the series in its sixth season one-time
lavish mansion she shared with her estranged husband Tom Girardi
has been sold off as part of the once-respected lawyer's
involuntary bankruptcy.
The 10,277 square foot house was originally listed at $13 million
and was reduced to $8 million before they had any takers. It sat on
the market for almost a year, according to Radar.
The profit from the sale will be used to pay off Erika and Tom’s
massive debts. Girardi & Keese has been accused of operating like a
Ponzi scheme.
However, the trustee had been forced to slash the price several
times over the course of several months. The asking price was
lowered to $11.5 million, then down to $9.98 million and then down
to $8.9 million.
The home sat on the market with no bites and many of the creditors
started to show frustration in court — with one demanding the
home be sold off immediately for a cash influx.
As Radar first reported, Girardi and his law firm were pushed into
bankruptcy by his many creditors. Financial records showed the
now-disbarred attorney ran his firm like a Ponzi scheme.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It
served clients in California in a variety of legal areas. It was
known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7
trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
GISSING NORTH AMERICA: Plan & Disclosures Due Dec. 6, 2022
----------------------------------------------------------
Judge Lisa E. Gretchko has entered an Amended Chapter 11 Case
Management Order, establishing these deadlines and hearing dates in
the Chapter 11 cases of debtor Gissing North America LLC, et al.:
* For creditors who are required by law to file claims, the
deadline is Dec. 14, 2022, except that for governmental units the
deadline to file claims is 180 days from the date the petition was
filed.
* The deadline for the Debtors to file a Combined Plan and
Disclosure Statement is Dec. 6, 2022.
* The deadline to return ballots on the plan, as well as to
file objections to final approval of the Disclosure Statement and
objections to confirmation of the plan, is Feb. 3, 2023.
* The hearing on objections to final approval of the Disclosure
Statement and confirmation of the Plan shall be held on Feb. 10,
2023 at 1:00 p.m., before the Honorable Lisa S. Gretchko, in
Courtroom 1975, 211 West Fort Street, Detroit, Michigan 48226.
* The deadline for all professionals to file final fee
applications pursuant to paragraph 7 is 30 days after confirmation
order entered.
* The deadline to file a motion to extend the deadline to file
a plan is Nov. 8, 2022.
About Gissing North America
Gissing North America LLC, formerly known as 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 and its affiliates sought
Chapter 11 protection (Bankr. E.D. Mich. Lead Case No. 22-46160).
In the petition signed by Steven R. Wybo, chief restructuring
officer, Gissing North America reported up to $100 million in both
assets and liabilities.
Judge Lisa S. Gretchko oversees the case.
The Debtors tapped Wolfson Bolton, PLLC as bankruptcy counsel;
Steven R. Wybo of Riveron Management Services as chief
restructuring officer; and Livingstone Partners, LLC as investment
banker. Epiq Corporate Restructuring, LLC is the Debtors' claims,
noticing and balloting agent and administrative advisor.
On August 15, 2022, the U.S. Trustee for Region 9 appointed an
official committee of unsecured creditors. The committee is
represented by Foley & Lardner, LLP.
GT REAL ESTATE: Gets OK to Hire K&L Gates as Special Counsel
------------------------------------------------------------
GT Real Estate Holdings received approval from the U.S. Bankruptcy
Court for the District of Delaware to hire K&L Gates, LLP as its
special counsel.
The firm will represent the Debtor in certain local law matters.
K&L Gates's representation of the Debtor will be led by Margaret
Westbrook, Esq., who will be assisted by other attorneys and
paraprofessionals at the firm.
K&L Gates will charge these hourly fees:
Margaret R. Westbrook $1,045
Stephen R. McCrae $775
Jennifer Thiem $815
Caitlin Nevin $565
Jon Edel $700
Zechariah Etheridge $500
Katie Conrad $385
Margaret Westbrook, Esq., a partner at K&L Gates, disclosed in a
court filing that her firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Ms.
Westbrook disclosed that:
-- K&L Gates has not agreed to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement;
-- No K&L Gates professional included in the engagement has
varied his rate based on the geographic location of the bankruptcy
case;
-- K&L Gates has not represented the Debtor in the 12 months
prior to the filing of the case; and
-- K&L Gates is working with the Debtor to prepare a budget
and staffing plan.
The firm can be reached at:
Margaret R. Westbrook, Esq.
K&L Gates, LLP
K&L Gates Center, 210 Sixth Avenue
Pittsburgh, PA 15222
Tel: +919-743-7311
Email: Margaret.westbrook@klgates.com
About GT Real Estate Holdings
GT Real Estate Holdings is a real estate company owned by David
Tepper. It was created to own and develop a mixed-use,
pedestrian-friendly community, sports, and entertainment venue,
that would also include a new headquarters and practice facility
for the Carolina Panthers, a National Football League team,
situated on a 234-acre site located in Rock Hill, South Carolina.
The company suspended further development of the Project in March
2022.
GT Real Estate Holdings sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10505) on June 2,
2022. In the petition filed by Jonathan Hickman, as chief
restructuring officer, the Debtor reports estimated assets and
liabilities between $100 million and $500 million each.
The Hon. Karen B. Owens is the case judge.
The Debtor tapped White & Case LLP as restructuring counsel; Farnan
LLP, as Delaware counsel; and Alvarez & Marsal as financial
advisor. Kroll Restructuring Administration, LLC is the claims
agent.
GULFSLOPE ENERGY: Six Proposals Approved at Annual Meeting
----------------------------------------------------------
Gulfslope Energy, Inc. held its 2022 Annual Meeting in Houston,
Texas, at which the stockholders:
(1) elected John N. Seitz, Paul L. Morris, and Richard S.
Langdon as directors to hold office until the next annual meeting
of
the stockholders and until their successors have been duly elected
and qualified;
(2) ratified the selection of Pannell Kerr Forster of Texas,
P.C. as the Company's independent registered public accounting firm
for the fiscal year ending Sept. 30, 2022;
(3) approved the amendment to the Company's certificate of
incorporation increasing the authorized shares of common stock from
1,500,000,000 to 3,000,000,000;
(4) approved an amendment to the Company's certificate of
incorporation to effect one or a series of reverse splits of the
Company's common stock at a ratio of not less than 1-for-2 and not
greater than 1-for-200, with the exact ratio to be set within such
range in the discretion of the Board of Directors, without further
approval or authorization of the Company's stockholders;
(5) did not approve an amendment to the Company's certificate of
incorporation to eliminate reference to the classification of the
board of directors into classes with staggered terms;
(6) approved a non-binding advisory resolution on executive
compensation; and
(7) approved a biannual frequency of future advisory votes on
executive compensation.
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 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.
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.
H. EDWARD PARIS DDS: Amends Administrative Claims Pay Details
-------------------------------------------------------------
H. Edward Paris, DDS, P.C., submitted a Third Amended Plan of
Reorganization for Small Business dated October 4, 2022.
This Third Amended Plan makes minor technical changes suggested by
discovery and pleadings, but makes a significant change in the
assertion Of a budget or projection, which has been adjusted from a
prior budget or projection based on testimony by the objecting
creditor, Paragon Bank's ("objecting creditor") expert, which
testimony was not obtained until October 3, 2022. There is no
negative change in the treatment Of the objecting creditor or any
other creditor.
On page 1, Debtor amends its chapter 1 1 plan in the unnumbered
opening paragraph substituting the following: "A. Description and
History Of the Debtor's Business: The Debtor is a Subchapter S
corporation, which commenced operations on January 1, 1994."
On page 1, Debtor amends its chapter 11 plan in the unnumbered (but
lettered) opening paragraph substituting the following: "C. Ability
to make future plan payments and operate without further
reorganization: Based on information just obtained from objecting
creditor's financial expert, the Debtor substitutes, for Exhibit
"8" on the plan, the attached Exhibit "8," which shows projected
disposable income essentially the same as Exhibit "8" to the prior
Second Amended Plan."
On page 1, Debtor further amends the unnumbered (but lettered)
opening paragraph at: "C. Ability to make future play payments and
operate without further reorganization to show that the final plan
payment expected to be paid will be on November 30, 2025."
On page 2, Debtor further amends, in the second alternative, which
is applicable because it has become clear that there will be on
consensual plan, and says as follows:
Each holder of an administrative claim allowed under § 503 of the
Code, to the extent allowed, will be paid in full, to the extent
possible, out of finds on hand with the Debtor on date of
confirmation and funds on hand with the Trustee as of date of
confirmation in the following order of priority: (a) Debtor's
chapter 11 Trustee will be paid first; (b) Debtor's accountant will
be paid second; (c) Any other professionals hired by the Debtor
between the date of filing of this amendment and confirmation will
be paid third; (d) Any other allowed administrative expenses will
be paid fourth; and (e) To the extent that there are any finds left
over after the payments have been made, payment will be made to
Debtor's attorney.
In the event that Debtor's attorney's fees are allowed in an amount
in excess of the remainder, Debtor and his counsel may agree to
payment terms to be paid in a way that does not diminish the
payment stream for the general unsecured creditors.
On page 6, Debtor further amends Article 10 to add the following
additional provision: "Claims for unpaid administrative expenses,
including claims of professionals, through the effective date of
the plan, must be filed within thirty (30) days of the effective
date of the plan, and, to the extent allowed, will be paid as set
forth above."
Like in the prior iteration of the Plan, Non-priority unsecured
creditors holding allowed claims win receive distributions, which
the proponent of this Plan has valued at approximately 18 cents on
the dollar.
A full-text copy of the Third Amended Plan dated October 4, 2022,
is available at https://bit.ly/3ROdtsP from PacerMonitor.com at no
charge.
About H. Edward Paris, DDS
H. Edward Paris, DDS, P.C., an endodontics practice in Columbus,
Ga., filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Ga. Case No. 21-40150) on April 8,
2021. H. Edward Paris, authorized representative, signed the
petition. At the time of the filing, the Debtor had $50,000 to
$100,000 in assets and $1 million to $10 million in liabilities.
Judge John T Laney, III is assigned to the case. Fife M.
Whiteside PC represents the Debtor as legal counsel.
HARSCO CORP: S&P Lowers Issuer Credit Rating to 'B+', Outlook Neg.
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Harsco Corp.
to 'B+' from 'BB-'. The outlook is negative.
S&P said, "The negative outlook reflects our view that despite
recent price increases, Harsco's profitability will continue to be
weak this year due to our expectation for a recession, higher
costs, and supply chain constraints. We believe these factors will
result in leverage in the 6x-7x range at the end of 2022 before
improving in 2023.
The downgrade reflects Harsco's weaker-than-expected profitability,
specifically within its Clean Earth segment, which resulted in high
S&P Global Ratings-adjusted debt leverage. The high inflationary
environment caused a significant increase in transportation,
disposal, materials, and fuel costs at the company's Clean Earth
segment. As a result, segment EBITDA margins were weak, at
approximately 4% for the first six months of the year. The level of
profitability has caused leverage to increase to 6.1x on an S&P
Global Ratings-adjusted basis from 5x at the end of 2021. S&P
expects sequential improvement in the segment's margins as the
company implemented its largest price increase ever in July
(following two earlier price increases this year), but that the
weak profitability will result in much higher leverage than it
originally anticipated in 2022.
Harsco Environmental requires large capital expenditures to sustain
its base of contracted revenues. Increased costs are impeding
profitability, with segment EBITDA margins down over 200 basis
points for the six months of the year. Further, large capital
expenditure requirements have led to persistently negative cash
flow overall.
Harsco, as a whole, has relatively good geographic diversity
compared to similarly rated companies. Recently, weakness in steel
in Europe was offset with higher volumes in India and China. The
company noted it has relatively little exposure to those European
countries that are most reliant on Russian gas, although we
continue to monitor this risk closely.
The transformation from an industrial business has led to elevated
absolute debt levels. Over the past few years, Harsco has been
transforming itself to capitalize on the demand for environmental
solutions. In accordance with the strategic transformation, the
company has taken on debt-funded acquisitions of Clean Earth (June
2019) and ESOL (April 2020), while divesting its industrial
businesses, Air-X, Patterson-Kelley, and IKG. As a result of the
acquisitions, the company's debt balance has grown significantly to
approximately $1.5 billion as of June 30, 2022, from just over $800
million as of Dec. 31, 2018. The company's S&P Global
Ratings-adjusted EBITDA meanwhile has declined to $257 million from
$342 million over that same period.
Along with the portfolio transformation, the company announced it
would divest its rail business. If completed, the sale would lead
to a sizable debt reduction, bringing leverage to more reasonable
levels for the rating. However, current market conditions have
created a more difficult environment for divesting the business, in
our opinion. Furthermore, the company noted certain complexities
with its European contracts that are also contributing to a delay
in the sale process.
The company's new accounts-receivable securitization accelerates
cash receipts. For the past few years, Harsco has had materially
negative free operating cash flow (FOCF), with a deficit of $86
million in 2021. S&P said, "In our view, this is partly due to high
capital expenditure requirements, which were about 8.6% of sales in
2021. While Harsco was able to generate $56 million of positive
FOCF through the first six months of 2022, it was attributable to
an accounts-receivable securitization facility the company entered,
which allows it to sell trade receivables to a special purpose
entity. Under our criteria, we consider the trade receivables sold
to be debt and adjust the FOCF and leverage figures accordingly. In
our view, generating at least neutral FOCF is key to maintaining
the current rating level."
S&P said, "While the company's liquidity remains adequate, in our
view, thinning covenant cushion is causing the levels to
deteriorate. As of June 30, 2022, the company had $329.2 million
undrawn on its revolver (including outstanding letters of credit),
but availability was limited to $131 million due to the company's
5.5x leverage covenant. At the same date, balance sheet cash and
cash equivalents were about $97 million, and leverage was about
4.98x, per the terms of the agreement, leaving just a 10% cushion.
Harsco's nearest significant debt maturity, however, is in 2026,
when its $700 million revolving credit facility comes due. Its
5.75% senior unsecured notes come due in 2027, followed shortly
thereafter by the maturity of its term loan in 2028.
"The negative outlook reflects our view that that a recession is
likely. This would result in still weak, albeit improved
sequentially, operating performance. In this environment we expect
leverage would remain high, in the 6x-7x range through the balance
of 2022.
"We could lower our rating on Harsco if we expect S&P Global
Ratings-adjusted debt to EBITDA to remain above 5x over the next 12
months. We believe this could happen if the recent changes at Clean
Earth fail to take hold, or if macroeconomic pressures hamper the
performance at Harsco Environmental more than we currently expect.
We could also lower the rating if the company were to continue to
generate negative FOCF, which we believe would begin to pressure
the company's liquidity."
S&P could revise the outlook to stable on Harsco if:
-- It successfully completes the sale of the rail business and
applies proceeds to paydown debt, and improves profitability, such
that leverage trends towards 5x; and
-- The company generates neutral to positive FOCF.
ESG credit indicators: To E-2, S-2, G-3 From E-2, S-2, G-2
S&P said, "We revised our view of Harsco's governance to 'G-3' from
'G-2'. Governance factors are a moderately negative consideration
in our credit rating analysis of Harsco, while environmental and
social factors are neutral to the rating. In our view, this is
evidenced by sustained high debt levels following the
transformation of the business, coupled with recent management
turnover due to weak profitability at the company's Clean Earth
segment."
From an environmental perspective, Harsco has committed to reducing
the energy and carbon intensity of its operations by 2025, and to
avoid more than 25 million tons of carbon emissions from their
recycling and repurposing solutions from 2019 to 2025.
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Risk management, culture, and oversight
HOUSTON REAL ESTATE: Case Summary & 4 Unsecured Creditors
---------------------------------------------------------
Debtor: Houston Real Estate Properties LLC
1001 West Loop, Suite 700
Houston, TX 77027
Chapter 11 Petition Date: October 7, 2022
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 22-32998
Judge: Hon. Jeffrey P. Norman
Debtor's Counsel: Ron Satija, Esq.
HAYWARD PLLC
901 Mopac Expressway
Building 1, Suite 300
Austin, TX 78746
Tel: 737-881-7100
E-mail: rsatija@haywardfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Dward Darjean as manager.
A copy of the Debtor's list of four unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/2EXOF4Q/Houston_Real_Estate_Properties__txsbke-22-32998__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/V23ZGIY/Houston_Real_Estate_Properties__txsbke-22-32998__0001.0.pdf?mcid=tGE4TAMA
HOYOS INTEGRITY: Amends GUC Claims Pay Details
----------------------------------------------
Hoyos Integrity Corporation submitted a Disclosure Statement for
the Amended Plan of Reorganization dated October 6, 2022.
Hoyos commenced this Chapter 11 Case to avoid the sale of 10,000
secure mobile phones by its pre-petition secured creditor. At the
time of its filing, the Debtor had two employees, no accounts
receivable, and no operations to speak of.
It has restarted operations, obtained DIP funding, settled issues
with its pre-petition secured creditor, kept its IP license intact,
(which its pre-petition secured creditor (the licensor) sought to
terminate) which is very important to its future business prospects
and now is hopefully on its way to obtaining 15,000 new, secure
phones to sell or lease all in its overall efforts to create value
for its creditors and interest holders.
The key terms of the restructuring are as follows:
* Debt for Equity Conversion. The Company will pursue a
stand-alone restructuring supported by its DIP Lenders that
converts the Allowed DIP Claims to equity, converts Allowed GUC
Claims to equity (with the ability to receive additional cash
distributions though the GUC Trust) and pays other Priority Claims
and Administrative Claims.
The Plan contemplates a restructuring of the Debtor through a debt
for equity swap whereby the DIP Lenders receive 92.0 percent of the
equity (pro rata per their individual percentage of the DIP) of the
Reorganized Debtor, unsecured creditors receive 8.0 percent (pro
rata based upon a creditor's unsecured debt percentage to the
overall total of unsecured debt). Further, the Debtor will create a
General Unsecured Creditors' Trust (the "GUC Trust") which will
hold and prosecute to judgment or settle certain claims and causes
of action of the Debtor or its estate (as more fully described in
the Plan) (the "Estate Claims").
The Plan also contemplates the appointment of a GUC Trust Trustee
to direct the investigation into, and if appropriate, the
prosecution to conclusion and collection or settlement of the
Estate Claims and then to distribute the proceeds (after payment of
GUC Trust Expenses) to the holders of Allowed GUC Claims, pro rata,
up to the payment in full of all Allowed GUC Claims, with any funds
in excess of that amount to be contributed to the Reorganized
Debtor for its use in its operations.
The Debtor contemplates that its path forward under its Plan is
through a debt for equity swap.
Class 3 consists of GUC Claims. Each Holder of an Allowed GUC Claim
shall receive its Pro Rata share of (i) 8.0 percent of the New
Equity Security, plus (ii) up to the full amount of its Allowed
Claim from its Pro Rata share of the GUC Trust Recovery Pool, if
any. Pro rata share of 8.0% of the New Equity Security. Unable to
determine amount of any distribution from the GUC Trust Recovery
Pool, if any, and therefore percentage recovery cannot be estimated
at this time.
The Debtor estimates that Allowed GUC Claims total approximately $7
million dollars. If Class 3 votes to accept the Plan, then each
holder of an Allowed GUC Claim will receive New Equity Security
equal to its Pro Rata share of 8.0 percent of the New Equity
Security. In addition, each holder of an Allowed GUC Claim shall
receive its Pro Rata share of any recoveries from the proceeds of
the GUC Trust not to exceed its Allowed GUC Claim.GUC Claim.GUC
Claim.
Class 4 consists of Existing Interests. On the Effective Date, each
Holder of an Existing Interest shall have such Interest cancelled,
released, and extinguished and without any distribution.
The Reorganized Debtor will fund distributions under the Plan with
Cash held on the Effective Date by or for the benefit of the Debtor
or Reorganized Debtor, including Cash from operations, proceeds
from all Causes of Action not settled, released, discharged,
enjoined, or exculpated (or transferred to the GUC Trust) under the
Plan or otherwise on or prior to the Effective Date and the DIP
Lender Contribution.
If the Restructuring occurs, the Plan and distributions thereunder
will be funded by the following sources of Cash and consideration:
(a) Cash on hand, (b) the issuance and distribution of New Equity
Security, (c) proceeds from DIP Lenders Contribution, and (d)
proceeds from all Estate Claims, if any, not settled, released,
discharged, enjoined, transferred to the GUC Trust or exculpated
under the Plan or otherwise on or prior to the Effective Date.
A full-text copy of the Disclosure Statement dated October 6, 2022,
is available at https://bit.ly/3CkyiGy from PacerMonitor.com at no
charge.
Debtor's Counsel:
Raymond H. Lemisch, Esq.
Klehr Harrison Harvey Branzburg LLP
919 North Market Street, Suite 1000
Wilmington, DE 19801-3062
Telephone: (302) 426-1189
Email: rlemisch@klehr.com
About Hoyos Integrity
Hoyos Integrity Corporation is an information technology company
that specializes in the fields of mobile, security, and
technology.
Hoyos Integrity sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 22-10365) on April 21,
2022, listing up to $10 million in assets and up to $50 million in
liabilities. Frank Tobin, president of Hoyos Integrity, signed
the petition.
Judge Mary F. Walrath oversees the case.
Raymond H. Lemisch, Esq., at Klehr Harrison Harvey Branzburg, LLP,
and Stout Capital, LLC serve as the Debtor's legal counsel and
investment banker, respectively.
IAC INC: S&P Places 'BB' Issuer Credit Rating on Watch Negative
---------------------------------------------------------------
S&P Global Ratings placed its 'BB' issuer credit rating on IAC
Inc., on CreditWatch with negative implications.
S&P plans to resolve the CreditWatch before the end of the year
after it has reviewed the company's latest earnings and assessed
the impact a recession would have on IAC and its multiple business
lines.
S&P said, "The CreditWatch placement reflects the high likelihood
we will lower our rating on IAC Inc. before the end of the year
given our revised expectations for an economic recession in the
first half of 2023. S&P Global economists have recently revised
their 2023 baseline forecast to a shallow recession occurring in
the first half of the year, from previous expectations of a 40%-50%
chance of a recession in 2023. Rising unemployment, continued
supply chain disruptions, persistent inflation, and continued
interest rate increases by the Fed are likely to erode household
purchasing power and consumer spending. We expect both Angi and
Dotdash Meredith will be materially affected in a recession, which
would likely cause IAC's gross leverage to increase above our 5x
downside threshold. We plan to update our analysis before year-end
after we have reviewed the company's latest earnings, and assessed
the potential impact a recession would have on its multiple
business lines.
"The CreditWatch with negative implications indicates there is a
high likelihood that we could lower our rating on IAC by one notch
given our updated forecast of an economic recession in the first
half of 2023. We believe a recession would materially affect both
Angi and Dotdash Meredith, leading to a reduction in credit quality
at IAC. We plan to resolve the CreditWatch before year-end after we
have reviewed the company's latest earnings and get more
information on potential cost cuts and other strategies that IAC
has to support profitability in a recession."
ESG credit indicators: E-2, S-2, G-2
INN S.F. ENTERPRISE: Has Deal on Cash Collateral Access
-------------------------------------------------------
Inn S.F. Enterprise, Inc. asks the U.S. Bankruptcy Court for the
Northern District of California, San Francisco Division, for
authority to use cash collateral in accordance with its agreement
with First Commercial Bank.
On January 6, 2020, the Debtor executed and delivered to the Lender
a Commercial Guaranty and Commercial Security Agreement, secured by
a UCC-1 Financing Statement filed with the California Secretary of
State on January 16, 2020, as instrument number 20-7757742738. The
FCB Documents were executed by the Debtor in connection with the
guaranty of payment of indebtedness incurred by Martin A. Neely and
Connie Wu as Trustees of the Neely/Wu Family Trust dated 1998. The
FCB Documents granted the Lender a first position lien against the
Debtor's personal property including, but not limited to, all
accounts, deposit accounts, and rights to payment which constitutes
"cash collateral" under section 363(a) of the Bankruptcy Code.
Shortly after the Petition Date, the Debtor initiated communication
with FCB and commenced discussions regarding the use of cash
collateral and, subsequently, the terms of a cash collateral
stipulation.
The Debtor has agreed to grant FCB a replacement lien in the
Debtor's cash collateral and personal property together with a
priority section 507(b) claim for the shortfall to protect from the
diminution in the value of the Collateral during the administration
of the case.
To the extent that the Debtor's use of the Collateral in which the
Lender contends it holds a validly perfected lien results in a
diminution of the value of the Collateral, as determined by the
Court after notice and a hearing, the Lender will be granted an
allowed administrative expense claim under section 507(b) of the
Bankruptcy Code to the extent of the shortfall.
A copy of the motion is available at https://bit.ly/3Vjzvqm from
PacerMonitor.com.
About Inn S.F. Enterprise
Inn S.F. Enterprise, Inc., a company in San Francisco, Calif, filed
its voluntary petition for Chapter 11 protection (Bankr. N.D.
Calif. Case No. 22-30477) on Sept. 14, 2022, with up to $500,000 in
assets and up to $10 million in liabilities. Martin A. Neely,
president of Inn S.F. Enterprise, signed the petition.
Judge Dennis Montali oversees the case.
Sarah M. Stuppi, Esq., at the Law Offices of Stuppi & Stuppi serves
as the Debtor's legal counsel.
INTERPACE BIOSCIENCES: Chief Financial Officer Resigns
------------------------------------------------------
Thomas Freeburg, the chief financial officer of Interpace
Biosciences, Inc., resigned from his position as chief financial
officer and as an employee of the Company on Sept. 30, 2022.
Pursuant to a Severance and Consulting Agreement and General
Release between the Company and Mr. Freeburg effective Sept. 30,
2022, Mr. Freeburg will provide certain consulting services to the
Company, including finance and accounting services, as requested or
deemed appropriate by the Company's chief executive officer and/or
other senior management employees. Mr. Freeburg will continue to
act as the Company's principal financial officer during the
Consulting Term, until such time as the Company recruits a new
Chief Financial Officer to replace Mr. Freeburg.
Pursuant to the Consulting Agreement, the Company agreed to pay Mr.
Freeburg severance payments equal to $127,500 (which amount is
equal to six months of Mr. Freeburg's annual base salary in effect
on the Transition Date), payable in semi-monthly installments in
accordance with the Company's payroll practices. On the Transition
Date, Mr. Freeburg's outstanding equity awards scheduled to vest
during the 24-month period following the Transition Date
accelerated and became fully vested on such date, and any stock
options exercisable into a total of 50,000 shares of common stock
of the Company that have vested on the Transition Date will remain
exercisable until the 90th day following the Consulting Termination
Date. In addition, Mr. Freeburg remains eligible to continue
participation in the Company's health and dental benefit plans for
the six-month period following the Transition Date, or if earlier,
through the date Mr. Freeburg becomes eligible for other group
health coverage in connection with new employment, provided he has
properly and timely elected to continue such coverage under the
Company's plans. The Consulting Agreement includes general
releases of claims by Mr. Freeburg in favor of the Company and
certain Released Parties (as defined therein), and mutual
non-disparagement obligations on Mr. Freeburg and on the Company.
Mr. Freeburg remains subject to the Confidential Information,
Non-Disclosure, Non-Competition, Non-Solicitation, and Rights to
Intellectual Property Agreement, dated as of Feb. 1, 2021, entered
into with the Company. The Consulting Agreement commences on the
Transition Date and terminates no earlier than Jan. 30, 2023 and no
later than March 30, 2023 (subject to extension upon mutual
agreement by the parties). In consideration for Mr. Freeburg's
consulting services, the Company will pay Mr. Freeburg a monthly
fee of $6,000 and reimburse reasonable expenses incurred by Mr.
Freeburg in the performance of such consulting services, in
accordance with the Company's expense reimbursement policy. During
the Consulting Term, Mr. Freeburg will not be required to devote,
on average, more than twenty percent of his time (or approximately
eight hours per week) in providing consulting services to the
Company. In addition, during the Consulting Term, Mr. Freeburg may
enter into other consulting agreements or arrangements or seek and
obtain full-time employment or consulting assignments from other
companies or individuals.
About Interpace
Headquartered in Parsippany, NJ, Interpace Biosciences f/k/a
Interpace Diagnostics Group, Inc. -- http://www.interpace.com--
offers specialized services along the therapeutic value chain from
early diagnosis and prognostic planning to targeted therapeutic
applications. Clinical services, through Interpace Diagnostics,
provides clinically useful molecular diagnostic tests,
bioinformatics and pathology services for evaluating risk of cancer
by leveraging the latest technology in personalized medicine for
improved patient diagnosis and management. Pharma services,
through Interpace Pharma Solutions, provides pharmacogenomics
testing, genotyping, biorepository and other customized services to
the pharmaceutical and biotech industries.
Interpace Biosciences reported a net loss of $14.94 million for the
year ended Dec. 31, 2021, compared to a net loss of $26.45 million
for the year ended Dec. 31, 2020. As of June 30, 2022, the Company
had $35.49 million in total assets, $36.90 million in total
liabilities, $46.54 million in redeemable preferred stock, and a
total stockholders' deficit of $47.95 million.
Woodbridge, New Jersey-based BDO USA, LLP, the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated March 31, 2022, citing that the Company has suffered
operating losses, has negative operating cash flows and is
dependent upon its ability to generate profitable operations in the
future and/or obtain additional financing to meet its obligations
and repay its liabilities arising from normal business operations
when they come due. These conditions raise substantial doubt about
its ability to continue as a going concern.
JUST BELIEVE: Seeks to Hire EXP Realty as Real Estate Broker
------------------------------------------------------------
Just Believe Recovery Center of Port Saint Lucie seeks approval
from the U.S. Bankruptcy Court for the Southern District of Florida
to hire EXP Realty, LLC as its real estate broker.
The Debtor requires a real estate broker to market for sale its
office building located at 4030 NE Indian River Drive, Jensen
Beach, Fla.
The commission to be paid is 5 percent of the purchase price: 2.5
percent to the buyer's agent and 2.5 percent to the seller's
agent.
As disclosed in court filings, EXP Realty is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Joseph Tumolo
EXP Realty, LLC
10752 Deerwood Park Blvd., Suite 100
Jacksonville, FL 32256
Phone: 772-877-1875
Email: joetumolorealtor@gmail.com
About Just Believe Recovery Center
Just Believe Recovery Center of Port Saint Lucie --
https://justbelieverecoverycenter.com/ -- operates a drug and
alcohol addiction rehabilitation and detox facility in Florida and
Pennsylvania.
Just Believe Recovery Center sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15739) on
July 27, 2022, with up to $50,000 in assets and up to $10 million
in liabilities. Cynthia Bellino, manager, signed the petition.
Judge Mindy A. Mora oversees the case.
Craig I. Kelley, Esq., at Kelley, Fulton & Kaplan, P.L. is the
Debtor's counsel.
KOSA REAL ESTATE: Disclosures Inadequate, Sachem Says
-----------------------------------------------------
Sachem Capital Corp. ("Sachem"), a secured creditor of Kosa Real
Estate LLC, objects to the adequacy of the Disclosure Statement
explaining Kosa's Plan.
The Disclosure Statement lacks information necessary for creditors
and other parties in interest to make an informed judgment
regarding whether to vote to accept or reject the proposed Plan of
Reorganization.
Sachem points out that the Disclosure Statement is devoid of any
information:
* disclosing upon what background information the Debtor's
expectation is based;
* describing any efforts or activities undertaken by the Debtor
since the Filing Date to secure such refinancing; and
* providing the anticipated timing of such a refinancing.
Sachem points out that over 7 months have passed since the Debtor
filed its Chapter 11 petition and the Disclosure Statement provides
no information whatsoever concerning any efforts or activities
undertaken or in process to facilitate a successful reorganization.
The only meaningful information included in the Disclosure
Statement is that the estate of the Debtor consists of a single
asset vacant real estate property which does not generate any
income, it lacks any approvals for development, and that real
estate taxes are owing.
Attorney for Sachem Capital Corp.:
Mark D. Cress, Esq.
BULKLEY, RICHARDSON AND GELINAS, LLP
1500 Main Street, Suite 2700
Springfield, MA 01115-5507
Tel: (413) 781-2820
Fax: (413) 272-6805
E-mail: mcress@bulkley.com
About Kosa Real Estate LLC
Kosa Real Estate LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Mass. Case No. 22-40079) on Feb. 9, 2022, disclosing as
much as $1 million in both assets and liabilities. Judge
Christopher J. Panos oversees the case.
The Debtor is represented Gary W. Cruickshank, Esq., an attorney
practicing in Boston.
LINKMEYER DEVELOPMENT: Court Confirms Corrected Second Amended Plan
-------------------------------------------------------------------
Judge Andrea K. McCord has entered an order confirming the
Corrected Linkmeyer Properties, LLC's, Linkmeyer Kroger, LLC's and
Linkmeyer Development II, LLC's Second Amended Plan of
Reorganization.
The court specifically finds as follows:
l. All provisions of section 1191(b) have been met and that the
Plan may be confirmed;
2. The Plan complies with the applicable provisions of section
1191(b) of the Code;
3. The proponent of the Plan complies with the applicable
provisions of the Code;
4. The Plan has been proposed in good faith and not by any means
forbidden by law;
Pursuant to the Plan, creditors shall be paid as follows:
With respect to the Class 3: Secured Claims of The UK Group, LLC,
as successor in interest to City of Lawrenceburg, Indiana, the UK
Group shall have an allowed secured claim in the amount of
$1,882,185 as of May 18, 2022. The Allowed Secured Claim shall be
paid as follows:
* The Allowed Secured Claim of $1,882,184.61 shall be amortized
commencing May 18, 2022, over 10 years at 2% which 1s the contract
rate;
* Payments on the amortization in the amount of $52,034.00 (the
"Payment'") would be made quarterly in advance with the initial
payment on September 30, 2022;
* Payments would be made thereafter on the 30" of December,
March and June and similarly for each year thereafter for the
remaining amortization schedule;
* The UK Group would retain its mortgage and judgment.
Class 4: Unsecured Non-Priority Claims of the Internal Revenue
Service and any other unsecured creditors that may exist shall have
their claims be paid from a pro rata distribution of not more than
$10,000, to be paid in equal annual installments of $2,000, over a
5-year period commencing December 31, 2022, and continuing for 4
years thereafter.
About Linkmeyer Properties
Linkmeyer Properties, LLC, Linkmeyer Kroger, LLC, and Linkmeyer
Development II, LLC filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Lead Case No.
20-90898) on Aug. 13, 2020. At the time of the filing, each Debtor
disclosed estimated assets of less than $50,000 and estimated
liabilities of between $1 million and $10 million. Judge Andrea K.
McCord oversees the cases. Hester Baker Krebs, LLC serves as
Debtors' legal counsel.
LITTLE WASHINGTON: Gets OK to Hire Costigan Law as Special Counsel
------------------------------------------------------------------
Little Washington Fabricators, Inc. received approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to employ
Costigan Law, PLLC as its special counsel.
The Debtor requires a special counsel to assist with the collection
of any judgement in New York.
The firm will be paid at these rates:
William F. Costigan, Esq. $425 per hour
Stephanie D. Drawdy, Esq. $275 per hour
Michelle Ayr, Legal Assistant $125 per hour
As disclosed in court filings, Costigan Law neither holds nor
represents any interest adverse to the Debtor and its estate.
The firm can be reached through:
William F. Costigan, Esq.
Costigan Law PLLC
880 Third Avenue, 12th floor
New York, NY 10022
About Little Washington Fabricators
Little Washington Fabricators, Inc., a company in Wagontown, Pa.,
filed its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 22-10695) on March 22,
2022, with as much as $10 million in both assets and liabilities.
Douglas L. Howe, president, signed the petition.
Judge Patricia M. Mayer presides over the case.
The Debtor tapped Albert A. Ciardi III, Esq., at Ciardi Ciardi &
Astin as bankruptcy counsel. Eastburn and Gray, PC, McNees Wallace
& Nurick, LLC and Costigan Law, PLLC serve as special counsels.
MATLINPATTERSON GLOBAL: Taps LDCM Advogados as Brazilian Counsel
----------------------------------------------------------------
MatlinPatterson Global Opportunities Partners II, L.P. and its
affiliates seek approval from the U.S. Bankruptcy Court for the
Southern District of New York to hire LDCM Advogados as their
special Brazilian counsel.
The Debtors require a special counsel to represent them in a
lawsuit filed by the administrator of the Brazilian bankruptcy
estate of Varig Logistica in Brazil.
The administrator sued the Debtors over claims they had abused
their control of Varig Logistica and caused its bankruptcy.
LDCM's standard hourly rates for its services are as follows:
Partners $550 - $780
Associates $450
Interns $300
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, LDCM
Advogados disclosed that:
-- the firm has not agreed to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement; and
-- the billing rates and material terms of the pre-bankruptcy
engagement are the same as the current rates charged by the firm.
As disclosed in court filings, LDCM is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Leonardo de Campos Melo
LDCM Advogados
Av. Epitácio Pessoa, n° 1274
Ipanema, Rio de Janeiro
RJ, 22410-090, Brazil
Phone: +55 21 3500-3990
Email: leonardo@ldcm.com.br
About MatlinPatterson Global
MatlinPatterson Global Opportunities Partners II L.P. is a private
investment fund structured as limited partnership entity organized
in the State of Delaware.
MatlinPatterson and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No 21-11255) on July 6, 2021, disclosing
total assets of $100 million to $500 million and total liabilities
of $10 million to $50 million. The cases are handled by Judge David
S. Jones.
The Debtors tapped Simpson Thacher & Bartlett, LLP as bankruptcy
counsel; Schulte Roth & Zabel, LLP as conflicts counsel; FTS US
Inc. as tax consultant; Ernst & Young, LLP as tax services
provider; and North Country Capital LLC as restructuring advisor.
Matthew Doheny of North Country Capital serves as the Debtors'
chief restructuring officer. Kurtzman Carson Consultants, LLC is
the claims, noticing and administrative agent.
MESOBLAST LIMITED: Registers 10M Ordinary Shares Under Option Plan
------------------------------------------------------------------
Mesoblast Limited filed a Form S-8 registration statement with the
Securities and Exchange Commission to register an additional
10,000,000 ordinary shares of the Company that may be offered and
sold under the Employee Share Option Plan. This Registration
Statement relates solely to the registration of additional
securities of the same class as other securities for which one or
more other registration statements filed on this form relating to
the same employee share option plan are effective.
A full-text copy of the prospectus is available for free at:
https://www.sec.gov/Archives/edgar/data/1345099/000121390022060383/ea165574-s8_mesoblast.htm
About Mesoblast
Headquartered in Melbourne, Australia, Mesoblast Limited --
www.mesoblast.com -- is a developer of allogeneic (off-the-shelf)
cellular medicines for the treatment of severe and life-threatening
inflammatory conditions. The Company has leveraged its proprietary
mesenchymal lineage cell therapy technology platform to establish a
broad portfolio of late-stage product candidates which respond to
severe inflammation by releasing anti-inflammatory factors that
counter and modulate multiple effector arms of the immune system,
resulting in significant reduction of the damaging inflammatory
process. Mesoblast has locations in Australia, the United States
and Singapore and is listed on the Australian Securities Exchange
(MSB) and on the Nasdaq (MESO).
Mesoblast reported a loss attributable to owners of US$91.35
million on US$10.21 million of revenue for the year ended June 30,
2022, compared to a loss attributable to owners of US$98.81 million
on US$7.45 million of revenue for the year ended June 30, 2021. As
of June 30, 2022, the Company had US$662.14 million in total
assets, US$165.10 million in total liabilities, and US$497.04
million in total equity.
Melbourne, Australia-based PricewaterhouseCoopers, the Company's
auditor since 2008, issued a "going concern" qualification in its
report dated Aug. 31, 2022, citing that the Company has net cash
outflows from operating activities and will need to obtain
financing from one or more sources that raise substantial doubt
about its ability to continue as a going concern.
MODEN HOLDINGS: Lender Sets Oct. 11 Sale of Property Assets
-----------------------------------------------------------
Assembled Brands Capital Funding LLC ("secured party") will conduct
a public sale to the highest bidder for the property assets of Made
Modern Holdings LLC on Oct. 11, 2022, at 11:00 a.m. (Eastern
Time).
The secured party will hold a sale to foreclose the lien and
security interest held by the secured party in and to Made Modern's
property assets including inventory, accounts, fixtures, furniture,
equipment, trademarks and general tangibles.
Any parties interested in further information regarding the sale,
becoming a qualified bidder, and the terms of the public sale, must
contact:
Cohen Tauber Spievack & Waner PC
Attn: Robert A. Boghosian, Esq.
420 Lexington Avenue
Suite 2400
New York, NY 10170
Tel: (212) 381-8726
Email: rboghosian@ctswlaw.com
MOHEGAN TRIBAL: Unit Amends Credit Agreement With Bank of Montreal
------------------------------------------------------------------
MGE Niagara Entertainment Inc., an indirect wholly-owned subsidiary
of the Mohegan Tribal Gaming Authority, entered into an Amending
Agreement to that certain Amended and Restated Credit Agreement,
dated as of July 14, 2021, with, among others, Bank of Montreal, as
administrative agent, and the lenders party thereto.
In connection with the Amendment, the parties agreed to increase
the maximum Swingline Limits (as defined in the Credit Agreement)
to C$25,000,000, with availability under the Swingline Facility (as
defined in the Credit Agreement) determined based on Province of
Ontario-approved gaming capacity levels as set forth in the
Amendment.
In addition, the Amendment added the defined term "Fiscal Year" to
the Credit Agreement, which will permit MGE Niagara to change its
fiscal year to align with that of the Company, and made
corresponding changes to include the new defined term within the
relevant sections of the Credit Agreement.
Finally, the Amendment included consents from the lenders for MGE
Niagara to make a one-time cash payment to the Investor (as defined
in the Credit Agreement) in the amount of C$4,348,715, which
represents the first annual payment of interest payable by MGE
Niagara under the Convertible Debenture (as defined in the Credit
Agreement), in accordance with clause (b)(i) of the definition of
"Permitted Distributions" in the Credit Agreement.
About Mohegan Gaming
Mohegan Tribal Gaming Authority d/b/a Mohegan Gaming &
Entertainment is a master developer and operator of premier global
integrated entertainment resorts, including Mohegan Sun in
Uncasville, Connecticut, Inspire in Incheon, South Korea and
Niagara Casinos in Niagara, Canada. MGE is owner, developer,
and/or manager of integrated entertainment resorts throughout the
United States, including Connecticut, New Jersey, Washington,
Pennsylvania, Louisiana, as well as Northern Asia and Niagara
Falls, Canada, and coming soon pending regulatory approval, Las
Vegas, Nevada. MGE is owner and operator of Connecticut Sun, a
professional basketball team in the WNBA and New England Black
Wolves, a professional lacrosse team in the National Lacrosse
League. For more information on MGE and its properties, visit
www.mohegangaming.com.
Mohegan Gaming reported net income of $7.35 million for the year
ended Sept. 30, 2021, a net loss of $162.02 million for the year
ended Sept. 30, 2020, and a net loss of $2.37 million for the year
ended Sept. 30, 2019. As of March 31, 2022, the Company had $3.09
billion in total assets, $3.28 billion in total liabilities, and a
total capital of ($188.95) million.
* * *
As reported by the TCR on Feb. 4, 2021, Moody's Investors Service
upgraded Mohegan Tribal Gaming Authority's ("MTGA") Corporate
Family Rating to Caa1 from Caa2 and Probability of Default Rating
to Caa1-PD from Caa2-PD. T he upgrade considers that on January 26,
MTGA closed on a refinancing that had a meaningful positive impact
on the company's liquidity.
NOVA ENTERPRISE: Seeks to Hire Vivona Pandurangi as Counsel
-----------------------------------------------------------
Nova Enterprise, LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Virginia to hire Vivona Pandurangi, PLC
to serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. preparing bankruptcy schedules and related forms;
b. representing the Debtor at the initial interview,
creditors' meeting and hearings before the bankruptcy court;
c. advising the Debtor of its duties and responsibilities
under the Bankruptcy Code;
d. assisting in the preparation of monthly operating reports;
e. analyzing the Debtor's financial matters;
f. advising the Debtor in connection with executory contracts
and drafting documents to reflect agreements with creditors;
g. resolving motions for relief from stay and adequate
protection;
h. negotiating for obtaining financing and use of cash
collateral, as necessary;
i. determining whether reorganization, dismissal or conversion
is in the best interests of the Debtor and its creditors;
j. working with the creditors' committee and other counsel, if
any;
k. drafting any disclosure statement and plan of
reorganization; and
l. handling other matters that arise in the normal course of
administration of the Debtor's bankruptcy estate.
Vivona Pandurangi will charge $350 per hour for its services.
The firm received a retainer in the amount of $5,000.
As disclosed in court filings, Vivona Pandurangi is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Jonathan B. Vivona, Esq.
Vivona Pandurangi, PLC
601 King Street, Suite 400
Alexandria, VA 22314
Tel: (703) 739-1353
Fax: (703) 337-0490
Email: jvivona@vpbklaw.com
About Nova Enterprise
Nova Enterprise, LLC sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Case No. 22-11166) on Sept.
5, 2022, with up to $50,000 in assets and $50,001 to $100,000 in
liabilities. Judge Klinette H. Kindred oversees the case.
Jonathan Baird Vivona, Esq., at Vivona Pandurangi, PLC represents
the Debtor as counsel.
OMNIQ CORP: Gets Purchase Order to Deploy Machine Vision Solution
-----------------------------------------------------------------
OMNIQ Corp. has received a contract to deploy their AI enhanced
parking and security solution to its 50th Airport Location, Duluth
International (DLH).
CEO Shai Lustgarten stated "This marks an important milestone for
the Company and our team, as we are now deploying our 50th Airport
location with the addition of Duluth International Airport (DLH).
DLH joins the many locations depending on OMNIQ to not only enhance
the customer experience but also to provide added security to the
most sensitive locations within the airport. We are thrilled to
have DLH join the growing list of airports including JFK, EWR, PHL,
ATL, MIA, DFW and LAX just to mention a few. This is yet another
example of how our technology is playing a critical role in helping
to keep our citizens safe while improving their experience and at
the same time, helping the airport with enhanced revenue
management."
OMNIQ's latest AI based vehicle recognition system consisting of
fixed sensor License Plate Recognition (LPR) along with mobile and
handheld Machine Vision technology provides a frictionless enhanced
experience for airport customers. The technology improves the
customer experience with touchless entry and exit, increased speeds
and assistance with lost vehicle location. The system also
provides the airport with more accurate revenue calculations and
enhanced security throughout the facility.
omniQ's machine vision AI based solution is capable of recognizing
the license plate number, the color of the car and the model along
with state jurisdiction. The technology is widely used for terror
prevention in sensitive zones in the Middle East, and for law
enforcement and crime prevention in several cities in the US, South
America and Asia. Recently, the Company announced the penetration
to retail markets like Drive Through Restaurants, Retail Shops and
Gas Stations.
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 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.
PARK MONROE: Affiliate Taps Hertz as Special Counsel
----------------------------------------------------
984-988 Greene Avenue Housing Development Fund Corp., a
debtor-affiliate of Park Monroe Housing Development Fund
Corporation, seeks approval from the U.S. Bankruptcy Court for the
Eastern District of New York to hire Hertz, Cherson & Rosenthal,
P.C. to substitute for Sperber, Denenberg and Kahan, P.C.
Hertz will represent the Debtor as special counsel in litigation
matters and landlord-tenant disputes.
The firm will be paid at these rates:
Partners $400 per hour
Senior Associates $325 per hour
Junior Associates $275 per hour
As disclosed in court filings, Hertz is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Seth Denenberg, Esq.
Hertz, Cherson & Rosenthal, P.C.
11835 Queens Boulevard
Forest Hills, NY 11375
Phone: +1 718-261-7700
Tel: (718) 261-7700
Email: Seth.Denenberg@rhcrlaw.com
About Park Monroe Housing Development
Park Monroe Housing Development Fund Corporation is a
not-for-profit and tax-exempt corporation that develops a housing
project for persons of low income, pursuant to Section 573 of
Article XI of the New York Private Housing Finance Law. The
Company's primary tangible assets are located at 477 Saratoga
Avenue a/k/a 1352-1354 East New York Avenue, Brooklyn, N.Y.; 1350
Park Place, Brooklyn, N.Y.; 180 Grafton Street, Brooklyn, N.Y.; 257
Mother Gaston Boulevard, Brooklyn, N.Y.; and 249-251 Mother Gaston
Boulevard, Brooklyn, N.Y.
984-988 Greene Avenue Housing Development Fund Corporation is a
not-for-profit corporation whose tangible assets are properties
located at 984-988 Greene Avenue, Brooklyn, N.Y. Its assets are
used consistent with its charitable purposes of providing
affordable housing units for families of low income in the central
sections of Brooklyn, N.Y.
Northeast Brooklyn Partnership is a for-profit partnership whose
primary tangible assets are properties located at 409 Kosciuszko
Street, Brooklyn, N.Y.; 403 Kosciuszko Street, Brooklyn, N.Y.; 399
Kosciuszko Street, Brooklyn, N.Y.; 397 Kosciuszko Street, Brooklyn,
N.Y.; 675 Halsey Street, Brooklyn, N.Y.; and 671 Halsey Street,
Brooklyn, N.Y.
Park Monroe and its affiliates sought Chapter 11 protection (Bankr.
E.D.N.Y. Lead Case No. 19-40820) on Feb. 11, 2019. The petitions
were signed by Jeffrey E. Dunston, president and chief executive
officer. At the time of the filing, each Debtor listed as much as
$10 million in both assets and liabilities.
Judge Alan S. Trust oversees the cases.
The Debtors are represented by Allen G. Kadish, Esq., at Archer &
Greiner, P.C.
PARK MONROE: Affiliate Taps Ivan W. Harper CPA as Tax Professional
------------------------------------------------------------------
984-988 Greene Avenue Housing Development Fund Corp., a
debtor-affiliate of Park Monroe Housing Development Fund Corp.,
seeks approval from the U.S. Bankruptcy Court for the Eastern
District of New York to hire Ivan W. Harper, C.P.A. as tax
professional utilized in the ordinary course of its business.
The firm will receive a fixed fee of $1,400 per annual filing.
As disclosed in court filings, Ivan W. Harper, C.P.A is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Ivan W. Harper
Ivan W. Harper C.P.A.
1322 Carroll St
Brooklyn, NY 11213
Phone: (718) 467-3296
About Park Monroe Housing Development
Park Monroe Housing Development Fund Corporation is a
not-for-profit and tax-exempt corporation that develops a housing
project for persons of low income, pursuant to Section 573 of
Article XI of the New York Private Housing Finance Law. The
Company's primary tangible assets are located at 477 Saratoga
Avenue a/k/a 1352-1354 East New York Avenue, Brooklyn, N.Y.; 1350
Park Place, Brooklyn, N.Y.; 180 Grafton Street, Brooklyn, N.Y.; 257
Mother Gaston Boulevard, Brooklyn, N.Y.; and 249-251 Mother Gaston
Boulevard, Brooklyn, N.Y.
984-988 Greene Avenue Housing Development Fund Corporation is a
not-for-profit corporation whose tangible assets are properties
located at 984-988 Greene Avenue, Brooklyn, N.Y. Its assets are
used consistent with its charitable purposes of providing
affordable housing units for families of low income in the central
sections of Brooklyn, N.Y.
Northeast Brooklyn Partnership is a for-profit partnership whose
primary tangible assets are properties located at 409 Kosciuszko
Street, Brooklyn, N.Y.; 403 Kosciuszko Street, Brooklyn, N.Y.; 399
Kosciuszko Street, Brooklyn, N.Y.; 397 Kosciuszko Street, Brooklyn,
N.Y.; 675 Halsey Street, Brooklyn, N.Y.; and 671 Halsey Street,
Brooklyn, N.Y.
Park Monroe and its affiliates sought Chapter 11 protection (Bankr.
E.D.N.Y. Lead Case No. 19-40820) on Feb. 11, 2019. The petitions
were signed by Jeffrey E. Dunston, president and chief executive
officer. At the time of the filing, each Debtor listed as much as
$10 million in both assets and liabilities.
Judge Alan S. Trust oversees the cases.
The Debtors are represented by Allen G. Kadish, Esq., at Archer &
Greiner, P.C.
PHOTO HOLDINGS: S&P Lowers ICR to 'CCC' on Recession Risk
---------------------------------------------------------
S&P Global Ratings lowered all ratings including its issuer credit
rating on U.S.-based online personalized products manufacturer
Photo Holdings LLC (d/b/a Shutterfly Inc.) to 'CCC' from 'B-'.
The negative outlook reflects S&P's view that economic uncertainty
and rising interest rates reduce financial flexibility and increase
the potential for a distressed exchange.
A recession, which is now more likely, would weaken the company's
operations given the discretionary nature of its product offerings.
S&P Global Ratings economists' have revised GDP and consumer
spending forecasts downward for 2023, such that we now call for a
shallow recession. S&P also recognizes there is still risk for a
more severe contraction whereby the U.S. would continue to suffer
high inflation, along with persistent shortages of labor and
certain goods, forcing the Fed to tighten policy even more
forcefully.
As inflation continues to outpace wage gains, purchasing power has
continued to deteriorate, limiting consumer spending. Any savings
that remained from pandemic-related stimulus could quickly
disappear, further hindering spending. This will likely lead
households to cut back on discretionary items, such as Shutterfly's
products, in order to cover basic living expenses.
S&P said, "The negative outlook reflects our view that economic
uncertainty and rising interest rates reduce financial flexibility
and increase the potential for a distressed exchange. The negative
outlook also reflects our expectation that it is likely for the
company to breach its covenant within the next 12 months.
"We could lower our rating if we expect a default scenario to occur
within the next six months."
This could occur if:
-- The company is unable to meet its covenant requirements due to
the impact from a worsening economy;
-- The company is unable to refinance or repay its outstanding
commitments on its revolving credit facility due 2024 before it
becomes current; or
-- Shutterfly pursues a subpar debt exchange that S&P would view
as a default.
S&P could raise its rating if:
-- The company improves its liquidity position, and increases its
covenant headroom, such that S&P no longer envisions as a possible
default within the next 12 months; and
-- S&P does not believe a subpar debt exchange is likely to
occur.
ESG credit indicators: E-2, S-3, G-3
S&P said, "Social factors are a moderately negative consideration
in our credit rating analysis of Shutterfly as the company faced
significant health and safety challenges stemming from the COVID-19
pandemic that resulted in a significant decline in picture day
activity, revenue and cash flows for its Lifetouch business, which
we estimate will likely contribute about one-third of the company's
EBITDA once it fully recovers. As the company recovers from the
pandemic, we expect our view of the social risk stemming from
health and safety factors to subside. Governance is a moderately
negative consideration, as is the case for most rated entities
owned by private-equity sponsors. We believe the company's highly
leveraged financial risk profile points to corporate
decision-making that prioritizes the interests of the controlling
owners. This also reflects the generally finite holding periods and
a focus on maximizing shareholder returns."
PIEDMONT POLYMERS: Gets OK to Hire Whelehan as Special Counsel
--------------------------------------------------------------
Piedmont Polymers & Fabrications, LLC received approval from the
U.S. Bankruptcy Court for the Western District of North Carolina to
employ Whelehan Law Firm, LLC as its special counsel.
The firm will assist the Debtor in the collection of accounts
receivable due to the estate in the state courts of South Carolina.
Rory Whelehan, Esq., is the principal attorney designated to
represent the Debtor. His hourly rate is $350.
Whelehan Law Firm requested a $2,000 trust deposit for expenses
incurred on behalf of the Debtor.
As disclosed in court filings, Whelehan Law Firm neither holds nor
represents any interest adverse to the Debtor's estate, according
to court filings.
The firm can be reached through:
Rory D. Whelehan, Esq.
Whelehan Law Firm, LLC
200 North Main Street,
Suite 301-D, Greenville, SC 29601
Office: 864-908-3917
Cell: 864-414-5216
Email: rwhelehan@whelehanlaw.com
About Piedmont Polymers & Fabrications
Piedmont Polymers & Fabrications, LLC filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C.
Case No. 20-31027) on Dec. 13, 2020, with $1 million to $10 million
in both assets and liabilities. Judge Laura T. Beyer oversees the
case.
The Debtor tapped Moon Wright & Houston, PLLC as bankruptcy
counsel; and Gardner Skelton, PLLC and Whelehan Law Firm, LLC as
special counsels.
PLYMOUTH PLACE: Fitch Assigns 'BB+' Rating on 2022 Bonds
--------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to the following bonds
expected to be issued by the Illinois Finance Authority on behalf
of Plymouth Place:
- $71,575,000 revenue bonds, series 2022 A (Plymouth Place);
- $13,775,000 series 2022 B-1 (fully redeemed at 40% occupancy);
- $6,900,000 series 2022 B-2 (fully redeemed at 60% occupancy);
- $6,925,000 series 2022 B-3 (fully redeemed at 80% occupancy).
Fitch has also affirmed at 'BB+' the Issuer Default Rating (IDR)
for Plymouth Place (IL) and the 'BB+' revenue rating on the
following Illinois Finance Authority bonds issued on behalf of
Plymouth Place:
- $23,960,000 revenue refunding bonds, series 2021A (Plymouth
Place);
The Rating Outlook is Stable.
The 2022 bonds will be issued as fixed rate. Bond proceeds will be
used to fund the a 59-independent living unit (ILU) expansion
called the Arboretum Villas and an accompanying wellness center,
reimburse Plymouth Place for previous construction-related
expenses, fund debt service reserve funds (DSRF) and pay for the
cost of issuance. Maximum annual debt service (MADS) is expected to
be approximately $5.2 million. The 2022 bonds are expected to sell
via negotiation the week of October 17.
SECURITY
The bonds are secured by an interest in the gross revenues of
Plymouth Place and a security interest in certain mortgaged
properties. The series 2021A bonds have a DSRF and it is expected
that there will be a DSRF associated with the series 2022 bonds.
ANALYTICAL CONCLUSION
Affirmation of the 'BB+' rating reflects Fitch's expectation that
Plymouth Place's ILU expansion project will stabilize as planned,
ultimately driving increased cash flow and balance sheet growth.
Furthermore, Plymouth Place's successful cost containment measures
and modest increase in liquidity over the past few years provided
sufficient additional debt capacity at the 'BB+' rating for the
Arboretum Villa project. Plymouth Place's operating ratio (OR)
improved to an average of 96.3% in 2020 and 2021 (YE December 31)
from an average 103% in YE 2017 to 2019.
This improvement contributed to balance sheet accretion with
unrestricted cash of $35 million at YE 2021 compared to $27 million
at YE 2017. While Fitch expects cash to adjusted debt to fall below
acceptable levels for a 'BB+' rating following issuance of series
2022, cash to adjusted debt is expected to recover to acceptable
levels after the temporary debt redemption in 2024.
Plymouth Place has begun preliminary construction on the Arboretum
Villas, and wellness center. The project is 64% (38/59) with 36 10%
deposits and two $10,000 deposits. Marketing began in February of
2022 indicating a healthy sales velocity with the most expensive
units already sold. The first move-ins are expected in February of
2024. If the project fills according to forecast, the approximately
$28 million in temporary debt will be redeemed with initial
entrance fees by the end of November, 2024.
The 'BB+' IDR and revenue rating additionally reflect Plymouth
Place's market position, characterized by steady independent living
(IL) demand in a solid service area west of Chicago, an adequate
operational performance for a Type 'A' campus, and proforma cash to
adjusted debt and MADS coverage metrics that support a financial
profile consistent with the rating level after project
stabilization, given Fitch's midrange revenue defensibility and
operating risk assessments.
KEY RATING DRIVERS
Revenue Defensibility: 'bbb'
Good IL Demand in Solid Service Area
The midrange revenue defensibility assessment reflects Plymouth
Place's strong IL demand and pricing that is consistent with local
market -- a relatively affluent area of the western Chicago metro
region -- and manageable direct competition in the form of limited
other providers that offer the Type 'A' Lifecare contract.
Operating Risk: 'bbb'
Expectations for Midrange Operating Performance After
Stabilization
The midrange assessment is supported by adequate operating metrics,
with the OR averaging 99% and the net operating margin-adjusted
(NOMA) averaging 21% in the four audited years leading up to 2021.
While these metrics are expected to soften during construction and
fill up, Fitch expects the OR to return below 100% after the
expansion stabilizes.
Financial Profile: 'bb'
Stable Financial Profile Over Next Few Years
At YE 2021, Plymouth Place had unrestricted cash-to-adjusted debt
of about 44% and adequate pro-forma MADS coverage of 2.4x. Given
Plymouth Place's midrange revenue defensibility and midrange
operating risk assessments and Fitch's forward-looking scenario
analysis, Fitch expects Plymouth Place's key leverage metrics to
remain consistent with the 'BB+' rating after the expansion project
stabilizes.
Asymmetric Additional Risk Considerations
No asymmetric risk considerations were relevant to the rating
determination. Issuance of series 2022 will reduce Plymouth Place's
variable rate, privately placed bank debt (hedged with swaps) to
less than half of its total debt compared to nearly all of its debt
pre-issuance. This reduces Plymouth Place's bank exposure (the bank
commitment is for 10 years) and renewal risk.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Following the series 2022 bond issuance, Plymouth Place will
have no additional debt capacity at the current rating. Any
additional debt issuance over the Outlook period will pressure
the rating;
- Material disruptions to construction, cost over runs and
deterioration in demand will pressure the rating;
- Weakening in performance such that the OR is consistently above
105%, cash to adjusted debt is sustained below 35%, and MADS
coverage remains below 1.5x;
- Deterioration in demand such that existing ILU occupancy is
sustained below 90%;
- Stagnation in expansion demand such that presales remain near
70% through the third quarter of 2023.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Strengthening of the financial profile, such that the operating
rating ratio is consistently below 100%, cash to adjusted debt
improves to 50% or greater, and MADS coverage is consistently
above 2x.
CREDIT PROFILE
Plymouth Place operates a Type 'A' life plan community located in
La Grange Park, IL, roughly 15 miles west of downtown Chicago. The
organization operates 182 ILU apartments, 52 assisted living units
(ALUs), 26 memory support units, and 75 skilled nursing facility
(SNF) beds. Plymouth Place offers a variety of resident contracts.
The majority of residents in the existing ILUs have chosen the 90%
refundable contracts. Among the expansion depositors, the most
popular contract includes a lower refund, fee-for-service contract.
Total operating revenue was nearly $31 million in fiscal 2021.
Revenue Defensibility
Plymouth Place's occupancy across the continuum of care has
remained strong. IL occupancy was at 94% at the end of June, 2022.
ILU occupancy averaged 93% over the last four audited years, and
Fitch expects IL occupancy to remain above 93% over the outlook
period. Occupancy levels across ALUs, memory support, and SNF were
also solid over the last four years, generally ranging from 66% to
95%. ALU and memory care occupancies have been stable, holding
steady at 96% and 92%, respectively, at the end of June, 2022.
The majority of Plymouth Place's residents come from a two to
five-mile area that surrounds the campus in La Grange Park. The
service area is sound, with property values above average. Although
population and general economic indicators in the greater metro
Chicago are mixed, La Grange is among the wealthier communities.
The Chicago metro area has many competitors for senior living, but
there are no new developments in the immediate service area.
Additionally, competition from full continuum of care Type 'A'
providers is limited. Most of the area competitors offer a
different type of contract and/or don't offer the full continuum of
care.
The good service area demographics have enabled Plymouth Place to
regularly increase fees, both for monthly service fees and on
entrance fees. According to Zillow data, entrance fees are in line
with prevailing housing prices in the local market.
Operating Risk
Plymouth is a type 'A' (lifecare) community, which limits its cost
management ability, given residents pay a fixed monthly service fee
as they age through the continuum. However, the fee-for-service
contract is proving popular among the expansion depositors. This
new contract will increase Plymouth Place's ability to pass
healthcare costs onto residents.
Plymouth Place's operating metrics have improved over the past
several years. YE 2021 results show the OR measured approximately
98.6%, compared to 102.5% for YE 2018. NOM and NOMA improved as
well to 11.6 and 26.2 respectively compared to 10.1 and 21.9. The
improved ORs reflect successful cost containment strategies under
difficult operating conditions. Fitch expects management will
continue to employ these strategies. However, the expansion will
pressure the ratios to the low end of midrange. Fitch expects
operating metrics to improve to preconstruction levels after
stabilization.
Strong and stable demand mitigates the risk associated with
entrance fee refund liabilities. At YE 2021, Plymouth Place's
entrance fee refund liability was approximately $77 million.
Typically, Plymouth Place generates positive net entrance fee
revenue (except in 2020 due to COVID pressure) which is essential
for a Type 'A' contract provider. Most expansion depositors have
chosen lower-refund liability contracts which will allow Plymouth
Place to decrease its refund liability risk incrementally.
Plymouth Place's average age of plant (AAP) was approximately 11
years at YE 2021, largely reflecting the young age of the campus
which was redeveloped in the early 2000s and opened in 2007. The
expansion will lower AAP as capex increases to over 400% of
depreciation over the next five years from an average 50% of
depreciation from 2017 to 2020.
The new ILUs and wellness center will be built adjacent to the
existing community on the site of 55 demolished cottages. The
majority of cottages have not been occupied in many years with the
last four occupied cottages vacated in 2022. Proximity and planned
pathways will allow the residents of the existing community to
enjoy the new wellness center amenities as well.
Over the last four years, Plymouth Place has had relatively good
pro-forma revenue-only MADS coverage, averaging approximately 1.5x
proforma, which is especially strong for a below investment grade,
Type 'A' contract facility. Pro forma MADS as a percent is good as
well at 14% in 2021. Debt-to-net-available is expected to soften as
total debt will increase but gradually improve to levels more
consistent with the midrange assessment.
Financial Profile
Given Plymouth Place's midrange revenue defensibility and midrange
operating risk assessments and Fitch's forward-looking scenario
analysis, Fitch expects the Plymouth Place's key leverage metrics
to remain consistent with a 'BB+' rating, after the project
stabilizes. As of YE 2021, Plymouth Place had unrestricted cash of
approximately $35 million. This represents about 44% of total
debt.
Fitch's baseline scenario, which is a reasonable forward look of
financial performance over the next five years given current
economic expectations, and the expected expansion fill up, TEMP
debt redemption and construction schedule, shows Plymouth Place
returning to financial metrics that are largely consistent with the
current rating in 2025. Fitch's baseline scenario assumes an
economic stress (to reflect equity volatility), which is specific
to Plymouth Places asset allocation.
After the initial stress of the project, Plymouth Place's
cash-to-adjusted debt levels return to levels consistent with 'BB+'
rating in the third year of the baseline scenario (largely due to
the expected TEMP debt redemption). In year five of the stress
case, Plymouth Place's cash to adjusted debt returns to levels
consistent with a 'BB+' rating potentially indicating a very modest
ability to absorb some additional stress during the project.
In both cases, MADS coverage remains steady and better than the
prior five years. Days cash on hand is expected to remain above 450
days in the forward-looking scenario, indicating a liquidity
profile assessment that is neutral to the rating outcome.
Asymmetric Additional Risk Considerations
No asymmetric risk considerations were relevant to this rating.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
Entity/Debt Rating Prior
----------- ------ -----
Plymouth Place (IL) LT IDR BB+ Affirmed BB+
Plymouth Place (IL)
/General Revenues/1 LT LT BB+ Affirmed BB+
PRESCOTT BREWING: Unsecured Creditors to be Paid in Full in Plan
----------------------------------------------------------------
Prescott Brewing Company, Inc., filed with the U.S. Bankruptcy
Court for the District of Arizona a Plan of Reorganization dated
October 6, 2022.
PBC has been a restaurant and brewing establishment located in the
historic downtown area of Prescott, Arizona, for 28 years.
The Debtor's assets include its FF&E located on the site inside the
restaurant premises, located at 130 W. Gurley Street, Suite A,
Prescott, Arizona 86301. The FF&E consists of smallwares,
hardwares, regular fixtures and furniture and other goods normally
associated with a restaurant and brewery operation, including
dishes, cookware, beer tins, several heavy machinery equipment, and
an upright freezer and refrigerator. The FF&E secures the SBA's
EIDL Loan.
PBC also has a series 6 liquor license, which is specific to
Yavapai County, but fully saleable and transferable. And, PBC owns
the Real Property, which consists of four warehouse units also
located in Prescott, Arizona.
The Debtor has $9,685.77 of estimated unsecured creditors, prior to
any objections to any Claims. With the projected distribution,
creditors should receive 100% of their Claim and would not get more
in a chapter 7 than under the Plan. The Plan also provides faster
payment than in a chapter 7 and more certainty of full payment in
light of the increased recovery by reason of the Estate's assets in
chapter 11.
Any Class 1 Allowed Priority Tax Claim shall be paid in full in
accordance with their terms within thirty days after the Effective
Date.
The Class 2 Claim for taxes and Homeowner's Association shall be
paid in full in accordance with their terms within thirty days
after the Effective Date.
Class 3 consists of Administrative Priority Claims. This Class
shall be paid in full. To the extent any professional has a fee
deposit, it will be first paid from such fee deposit.
Class 4 consists of the SBA Claim. The SBA shall retain its
existing lien. The lien is believed to be junior to an avoidable
landlord's lien in the amount of $21,437.37, which is preserved for
the benefit of the Estate. The Allowed Claim shall receive the
proceeds of the sale of the Debtor's FF&E in satisfaction or
partial satisfaction of the Allowed Claim. It shall be paid in cash
the earlier of thirty days after the sale of the FF&E, or thirty
days after the Effective Date, at the Debtor's discretion.
Class 5 consists of the Landlord Claim. This Class consists of the
potential Claim of the Landlord. The Landlord has not filed a proof
of Claim in this Case. The Landlord allegedly has the ability to
assert a Claim of $1,470,409.52 against the Debtor in connection
with the Lease. Section 502(b)(6) limits such a Claim to $221,238.
Pre Petition, the Landlord alleged a landlord lien of $21,437.37
for trash, CAM, and other charges (that are disputed by the Debtor)
connected to the Lease, but that lien is subject to avoidance under
§ 545(3) and (4) and is preserved for the benefit of the Estate.
* If the Landlord files no Claim and the Landlord cooperates
with the Debtor's sale of FF&E and other assets contemplated in an
in-place auction sale at the Premises, the Debtor will not pursue
its litigation Claims against the Potentially Responsible Parties
and this Class shall be eliminated from the Plan and voting on the
Plan.
* If the Landlord files a Claim, then the § 502(b)(6) amount
of $223,640 shall be sequestered in an account pending the
adjudication of the Debtor's litigation of its Claims against the
Potentially Responsible Parties. The segregated amount will be paid
to Class 5 thirty days after the conclusion of the litigation
against the Potentially Responsible Parties only in the event that
the Debtor was not successful in its litigation, and only in an
amount determined by the Court, but not to exceed the § 502(b)(6)
amount sequestered.
Class 6 consists of Unsecured Claims. The Class consists of
unsecured creditors' Claims that are Allowed Claims and are not
otherwise classified or treated elsewhere in the Plan, which shall
be paid as follows: all Allowed Class 6 Claims shall be paid in
full in thirty days after the Effective Date.
Class 7 consists of Equity Interests. On the Effective Date, all
interests in the Debtor shall be vested in the Reorganized Debtor,
and such equity ownership interests shall remain the same
Post-Confirmation as existed Pre-Petition.
The Plan payments shall be paid from the following:
* The Debtor anticipates an auction sale in-place of its FF&E,
and a sale of other equipment and liquor located off-site, which
will generate cash proceeds. In accomplishing that, the Debtor will
seek the approval of the employment of an auctioneer to handle all
anticipated sales;
* The Debtor shall sell its series 6 liquor license;
* The Debtor has additional cash-on-hand from which to make
Plan payments;
* The Debtor has Real Property which it may sell or rent, in
its discretion, as an additional source of income for Plan
payments.
Following the sale and liquidation of assets, as needed, the Debtor
will have sufficient cash to pay Allowed Claims in accordance with
the treatment outlined in this Plan.
A full-text copy of the Plan of Reorganization dated October 6,
2022, is available at https://bit.ly/3CHuIrk from PacerMonitor.com
at no charge.
Attorneys for Debtor:
Dale C. Schian, Esq.
Kortney K. Otten, Esq.
Gallagher & Kennedy, PA
2575 East Camelback Road
Phoenix, AZ 85016-9225
Telephone: (602) 530-8000
Facsimile: (602) 530-8500
Email: dale.schian@gknet.com
kortney.otten@gknet.com
About Prescott Brewing Company
Prescott Brewing Company, Inc. is a company in Prescott, Ariz.,
which operates in the restaurant and bars industry.
Prescott Brewing Company filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No.
22-04467) on July 8, 2022, disclosing $1,193,265 in total assets
and $274,703 in total liabilities. Christopher C. Simpson serves as
Subchapter V trustee.
Gallagher & Kennedy, PA, serves as the Debtor's counsel.
PRIME HEALTHCARE: Fitch Alters Outlook on 'B' LongTerm IDR to Neg.
------------------------------------------------------------------
Fitch Ratings has affirmed Prime Healthcare Services, Inc.'s (PHSI)
ratings, including its Long-Term Issuer Default Rating (IDR) at 'B'
and instrument/recovery ratings on its ABL at 'BB'/'RR1' and senior
secured notes at 'B'/RR4. In addition, Fitch has revised PHSI's
Rating Outlook to Negative from Stable.
The Negative Outlook reflects a decline in 1H22 EBITDAR to levels
well below Fitch's forecast due to sharp increases in temporary
staffing costs and employed labor utilization and wage rates.
Partially offsetting this, are the positives of PHSI's $51 million
bond redemption and purchase of nine formerly-leased hospitals,
enhancing bond collateralization and boosting FCF by about $25
million. Relative to Fitch's negative rating sensitivity on
rent-adjusted leverage of 5.0x, Fitch sees leverage exceeding 7.0x
by YE 2022, but subsiding to approximately 5.5x by YE 2023 and 4.5x
by YE 2024, reflecting the agency's view that PHSI can cut labor
costs materially in the near term, albeit with increased execution
risk.
KEY RATING DRIVERS
Labor Costs Disrupting Durability: Like other for-profit healthcare
providers, PHSI has historically exhibited more durable revenue and
operating margins than the typical corporate issuer due to demand
characteristics that are generally less discretionary and
economically cyclical. Cash flow has also been more predictable,
with high-quality receivable counterparties (i.e. commercial
insurers, Medicare and Medicaid) and predictable capex needs.
However, COVID surges have constrained volumes, elevated labor
demand and pressured labor supply across most U.S. health systems,
triggering margin pressures varying based on factors including
acute care service mix, geography, scale and managerial acumen,
with credit stress further varying based on financial structure,
leverage, liquidity and other factors.
Fitch expects PHSI can cut labor costs sufficiently to deleverage
below 5.0x EBITDAR and restore positive FCF to levels consistent
with its 'B' IDR, all before its November 2025 debt maturity
becomes current. Fitch expects PHSI can restore double-digit to
low-teens EBITDAR margins by (1) reducing full-time employee wage
supplements as declining severity and frequency of COVID infections
better align labor demand and supply, (2) renegotiating higher
reimbursement from health insurers (and receiving inflation-indexed
rate updates from Medicare), (3) leveraging internal and external
human resources assets to source temporary staff more efficiently
and recruit and retain full-time employees more effectively, and
(4) refine staffing/care models to reduce its reliance on
higher-cost labor.
Smaller Scale to Entail Higher Volatility: Fitch continues to
expect PHSI to exhibit higher volatility in EBITDAR and cash flow
through-the-cycle than its for-profit health system peers due to
its smaller scale and higher concentration based on geography (70%
of 2021 revenue from CA, NV and NJ, with CA alone over 40%),
service line (over 85% of admissions from ED) and Medicaid mix,
including its reliance on California's Hospital Quality Assurance
Fee (QAF) program (30% of 2021 EBITDAR).
Fitch expects PHSI to maintain its historical cash flow from the
QAF program in the near-to-medium term. However, while a Medicaid
Fiscal Accountability proposal is no longer an active threat to
revenue, it is emblematic of the risk of Medicaid cuts that can
materially pressure PHSI's financial results. Lastly, PHSI's focus
on ED care has mixed implications. While ED demand is
less-discretionary than other service lines and less susceptible to
outpatient migration, suggesting more durable volumes, its skew
toward Medicaid and Medicare, which reimburse ED care at rates
below those from commercial payors, is likely to constrain
margins.
Historically Conservative Financial Policy: With leverage likely
well above historical levels by YE 2022 and to a lesser degree in
2023-2024, Fitch's long-term forecast reflects a continuing
expectation that PHSI will look to operate with rent-adjusted
leverage of 4.0x-5.0x, which is at least average relative to its
for-profit health system peers. Fitch notes risk that debt-financed
acquisitions could pressure PHSI's ratings and/or Outlook if
rent-adjusted debt were expected to exceed 5.0x EBITDAR beyond
2023-2024.
Growth via Acquisitions and Operational Improvements: PHSI
assembled its hospital portfolio over the last two decades via
lease- and debt-financed acquisitions, however the purchase of St.
Francis Medical Center (Lynwood, CA) in 2020 marked its only
acquisition since 2016. Its growth strategy focuses on acquiring
and improving results at underperforming ED-focused hospitals, and
PHSI's quality-of-care statistics, historical cost reductions and
(to a lesser extent) revenue improvements suggest its strategy has
been largely successful.
However, it is unclear how much case mix has improved due to
changes in billing practices that are entirely appropriate (e.g.
avoidable claim denials) rather than harder to justify (e.g. as
alleged in past legal disputes). Also, while Fitch expects PHSI to
focus on reducing labor costs to improve margins, its higher-risk
turnaround-oriented acquisition strategy makes execution
paramount.
Governance Increases Risk: Privately-held PHSI has a complex
corporate structure and concentrated ownership that can influence
its managerial judgment and board oversight, potentially
complicating evaluation of its financial performance and the
prudence of related party transactions. PHSI notably manages 14 of
15 hospitals that it previously donated to related not-for-profit,
Prime Healthcare Foundation (PHF). Conversely, bondholders recently
benefitted from related parties of PHSI funding 40% of its $360
million acquisition of nine previously-leased hospitals using
unsecured junior debt.
PHSI also has a history of litigation, having paid $34 million in
2021 and $62 million in 2018 to settle DOJ False Claims Act
allegations including fraudulent billing and kickbacks after
resolving nearly a decade of litigation with Kaiser Permanente in
2015. Fitch sees elevated risk that PHSI could potentially act to
benefit its private owners in a default or restructuring to the
potential detriment of creditor recoveries.
DERIVATION SUMMARY
Relative to its for-profit health system peers, PHSI (B/Negative)
is smaller in terms of revenue and more geographically
concentrated, which increases potential volatility in EBITDAR and
FCF. Its hospitals rely more on Medicaid ED cases and less on
elective treatments for commercially-insured patients, which
provides some durability to revenue but at lower margins given
Medicaid's lower payment rates and the lower acuity mix of ED
volumes generally. This is evident in its lower levels of revenue
and EBITDAR relative to peer Universal Health Services (BB+)
despite their similar number of hospitals.
PHSI has historically offset some of the aforementioned risks by
operating with rent-adjusted total leverage in the middle of the
range that is typical of its publicly-traded health system peers.
Universal Health Services and HCA Healthcare (BB+) have recently
maintained gross leverage of 2.0x-3.0x and 3.0x-4.0x, respectively,
Tenet Healthcare (B+) has recently operated in the 5.0x-6.0x range
and Community Health Systems (B-) is currently leveraged well over
8.0x albeit targeting sub-6.0x levels.
PHSI entails higher group transparency and governance risks than
its for-profit health system peers due to concentrated private
ownership and extensive relationships with related parties, among
them PHF (BBB/Positive), to whom it donated 15 hospitals of which
it now manages 14 in exchange for fees paid by PHF. While this
management arrangement creates some operational overlap between
PHSI and PHF, Fitch does not consider there to be a
parent/subsidiary relationship between them as they are independent
entities, PHSI is not owned by PHF, and PHF is not owned by PHSI or
its parent, Prime Healthcare Holdings, Inc. Moreover, neither
guarantees of debt nor cross-default risk exists between them, and
Fitch does not expect PHSI would provide support to PHF
financially.
KEY ASSUMPTIONS
- Revenue declining in the low-to-mid single-digit range in 2022,
with low single-digit growth thereafter;
- Volumes down in low single digits in 2022 (rebounding in 2H22),
up in low single digits thereafter;
- EBITDAR Margin down to 9.0% in 2022 due to higher labor costs,
recovering to 11.0-13.0% thereafter;
- FCF negative in 2022 due to repayment of Medicare Advances, but
$100+ million annually thereafter;
- Rent-Adjusted Gross Debt / EBITDAR sustained above 5.0x in
2022-2023, below 5.0x thereafter; and
- No FCF allocated to M&A, ABL repaid in 2024-25 to extent cash
would otherwise exceed $100 million.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Improving operating results expected to sustainably reduce
rent-adjusted gross leverage below 4.0x;
- PHSI diversifying service mix away from ED services, better
aligning it with secular trends; and
- Evidence of improvement in corporate governance to levels no
longer adversely affecting its ratings.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Deteriorating operating results expected to sustainably boost
rent-adjusted gross leverage over 5.0x;
- FCF declining from "durably positive" levels and expected to be
sustained at negative levels; and
- Evidence of weak corporate governance independently warranting
lower ratings under Fitch Criteria.
LIQUIDITY AND DEBT STRUCTURE
Ample Liquidity: After PHSI acquired 9 previously-leased hospitals
in Sept. 2022, Fitch estimates liquidity included about $40 million
of ABL revolver availability and $200 million in cash. Fitch
expects negative FCF after repaying Medicare advances in 2022 with
positive FCF and rising ABL availability thereafter.
Debt Structure: As of Sept. 2022, debt consists of $272 million
drawn on the $450 million ABL revolver and $874 million of senior
secured notes (plus $145 million of related party unsecured debt),
which have an equity interest in hospitals collateral securing
related lease liabilities of about $600 million.
Derivation of Recovery Ratings and Debt-Level Ratings: The
'BB'/'RR1' rating on the ABL revolver and the 'B'/'RR4' rating on
the senior secured bonds reflect Fitch's estimated recoveries in a
restructuring scenario of 91%-100% for the ABL and 31%-50% for the
bonds and Fitch's notching of instrument ratings from the 'B' IDR,
both based on a bespoke recovery analysis. This assumes PHSI would
be reorganized in bankruptcy as a going concern, rather than
liquidated, to maximize the value distributable to claims.
Fitch assumes PHSI would likely default and/or restructure if
EBITDAR were to decline below $300 million, which would likely
entail elevated refinancing risk with leverage well above
acquisition multiples for its hospitals and PHSI burning cash
unsustainably. This scenario could involve material cuts to
Medicaid and/or Medicare reimbursement, adverse changes to Medicaid
provider fee programs and/or reductions to, or the elimination of,
management fees received from related not-for-profit PHF.
Fitch believes that any upside in restructuring from corrective
measures would likely be immaterial amid limited cost potential
offsets to a unilateral reduction in government reimbursement,
especially as PHSI has long focused on improving the financial and
operating results of its acquired hospitals, including eliminating
redundancies. Fitch expects PHSI would likely lose the fees it
earns today from managing 14 hospitals owned by PHF, given the
latter has strong financial incentives and contractual rights that
are likely to conflict with those of PHSI's creditors, with EBITDAR
thus likely declining to about $219 million, a going-concern (GC)
level well below PHSI's EBITDAR upon entering bankruptcy.
Fitch also assumes that the senior secured lenders, were they to
enforce their first-lien security interest in PHSI's owned
hospitals, would benefit only from the EBITDA generated by PHSI's
owned hospitals, without the benefit of any equity value in the
hospitals leased by PHSI, due to the likely rejection or amendment
of those leases leaving minimal (if any) equity value.
Fitch thus estimates that the aggregate collateral securing the ABL
revolver and senior secured notes could be valued at $816 million
reflecting two inputs, the first derived by applying a 6.25x EBITDA
multiple (discussed further below) on $110 million of GC EBITDA,
based on Fitch's estimate of the share of PHSI's total GC EBITDAR
that its owned hospitals would generate. The other comprising $131
million of Additional Value based on Fitch's estimate of
receivables generated by leased hospitals collateralizing the ABL,
in addition to those generated by the owned hospitals and captured
above. The sum of these amounts is reduced by 10% to cover assumed
administrative claims in a restructuring, netting distributable
proceeds of $734 million.
Fitch's assumption of a 6.25x EV/EBITDA multiple reflects
historical bankruptcy exit multiples for peer companies with a
median value of 6.00x-6.50x, acquisition multiples for hospitals
acquired by PHSI and trading multiples of its publicly-traded
for-profit health system peers, which have generally ranged from
6.50-9.50x since 2011. In applying distributable proceeds of $734
million, Fitch assumes PHSI's $450 million ABL is drawn in the
amount of $375 million and the senior secured notes total $874
million.
Fitch does not assume any material collateral leakage via
dispositions, contributions, restricted payments, etc. ahead of a
restructuring, but notes the possibility thereof, particularly via
restricted payments as defined under PHSI's debt agreements. The
assumed scenario and certain assumptions such as EBITDAR at time of
restructuring, GC EBITDAR and multiple are unchanged from prior
reviews. Other assumptions such as debt balances or contribution
mix between leased and owned assets have changed from prior reviews
due to factual changes. Fitch is also describing the assumptions
differently than in prior rating action commentaries by focusing on
collateral supporting the ABL and the bonds.
ISSUER PROFILE
Privately-held PHSI operates 31 urban acute care hospitals (about
2/3 owned) having above-average concentration in payor mix and case
mix (skewing toward Medicaid-funded ED care) and geography. PHSI
also manages 14 acute care hospitals owned by Prime Healthcare
Foundation (PHF), a related-party charity established by PHSI's
founder.
Criteria Variation
Fitch considers PHSI's real estate lease liabilities to be
debt-like and assesses PHSI's leverage on the basis of
rent-adjusted gross debt to EBITDAR, rather than gross debt to
EBITDA, which entails a variation from Fitch's Corporate Rating
Criteria. This variation is based on the materiality of such real
estate lease liabilities (which Fitch views as a single, crossed
obligation), their ability to trigger a default on the debt of PHSI
given guarantees thereby, and the fact that the leased real estate
is core to PHSI's operating strategy with sale-leasebacks
frequently used to fund acquisitions. Fitch notes that this
variation did not drive any difference in the rating category
outcome and that no country ceiling, operating environment or
parent and subsidiary analysis influenced the ratings.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch has assessed PHSI using lease adjusted leverage metrics due
to the materiality of its lease obligations, their functioning as
one obligation and corporate guaranty and centrality to the
issuer's operating assets. Fitch has capitalized its estimate of
cash rent expense at a multiple of 8.0x rather than using the
amount reported for lease liabilities by PHSI.
ESG Considerations
PHSI has ESG Relevance Score of '4' for Exposure to Social Impacts,
due to pressure to contain healthcare spending growth, the highly
sensitive political environment, and social pressure to contain
costs or restrict pricing.
PHSI has ESG Relevance Score of '4' for Governance Structure, due
to the significant control the Reddy family has via its ownership,
role within senior management and ability to influence the
composition of PHSI's board of directors (the expertise and
oversight of which is unclear due to limited disclosure).
PHSI has ESG Relevance Score of '4' for Group Structure, due to the
occurrence of related party transactions where benefits to its
private owners have been greater than those to creditors. For
example, PHSI's donation of 15 hospitals (about 1/3 of its
portfolio at the time) to related not-for-profit, PHF, created tax
advantages for its owners but reduced bondholder collateral value,
which Fitch views as a net negative for the credit, despite PHSI
retaining much of their cash flows via fees received from PHF for
continuing to manage and operate 14 of these facilities.
These ESG Relevance Scores are negatives within the credit profile
and relevant to the ratings alongside other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
Debt Rating Recovery Prior
---- ------ -------- -----
Prime Healthcare
Services, Inc. LT IDR B Affirmed B
senior secured LT B Affirmed RR4 B
senior secured LT BB Affirmed RR1 BB
PUERTO RICO: Supreme Court to Hear Finance Docs Appeal
------------------------------------------------------
As widely reported, the U.S. Supreme Court will hear whether the
federal board overseeing Puerto Rico's financial restructuring has
sovereign immunity that would shield it from a news organization's
lawsuit seeking public records.
The U.S. Supreme Court on Monday, October 3, 2022, agreed to hear
the appeal by the Financial Oversight and Management Board of
Puerto Rico of a First Circuit ruling that it does not have
immunity to a lawsuit.
According to Periodismo Investigativo, in an attempt to prevent the
disclosure of documents to the Center for Investigative Journalism
(CPI, in Spanish), the Oversight Board petitioned the U.S. Supreme
Court after the U.S. Court of Appeals for the First Circuit ruled,
in a split panel decision, that the board isn't immune from
litigation and thus should provide those documents.
"The decision, which holds that the Board has no immunity to a
claim under territorial law seeking the disclosure of a broad array
of internal and sensitive documents, will create grave difficulties
for the Board in carrying out its statutory mission," reads the
petition filed by Proskauer Rose, the Board's lead law firm.
The Board created under the federal law PROMESA argues that
disclosing communications between officials of the government of
Puerto Rico and the Board, among other documents, "will interfere
with Puerto Rico's recovery" and will prevent the making of
"sensitive decisions," over concerns about putting their
discussions in writing and having them published.
As its main defense, the Board's lawyers try to argue --
unsuccessfully so far -- that the entity enjoys "sovereign
immunity" under the U.S. Constitution, so it is exempt and immune
from claims under state laws. This includes claims under the right
of access to public information recognized in the Puerto Rico
Constitution, such as the lawsuit that the CPI filed against the
Board in June 2017.
Over the past five years, the U.S. District Court for the District
of Puerto Rico and the U.S. Court of Appeals for the First Circuit
have rejected the Board's arguments, deciding against it in this
case.
"The CPI has requested crucial documents to understand the Board's
formation process, oversee the decisions it has made, and have
details of its relationship with the government, which until now
have been out of the public eye. The fact that they have gone to
the U.S. Supreme Court is conclusive proof that there is
information there that the people of Puerto Rico need and have the
right to know," said Judith Berkan, the CPI's attorney.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.
The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.
The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ('PROMESA').
The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017. On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").
U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases. The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.
Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are on-board as attorneys.
McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico
Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.
O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.
The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.
* * *
The two Title III plans of adjustment have been confirmed to date,
for the Commonwealth and COFINA debtors.
R & E PETROLEUM: Seeks Cash Collateral Access
---------------------------------------------
R & E Petroleum, LLC asks the U.S. Bankruptcy Court for the Eastern
District of Louisiana for authority to use cash collateral and
provide adequate protection.
The Debtor requires the use of cash collateral to pay operating
expenses and make adequate protection payments.
Prior to the bankruptcy filing, TCF National Bank as assignee of
Patriot Capital Corporation, loaned $80,467 to the Debtor to
purchase gasoline pumps for use in the Debtor's business. Pursuant
to the Equipment Finance Agreement dated March 26, 2021, the Debtor
is obligated to pay TCF $1,612 in monthly installments for 60
months. The Agreement provides for a security interest against the
gasoline pumps and proceeds thereof, which security interest was
recorded in Jefferson Parish, Louisiana on March 31, 2021, File No.
26-402446.
Also prior to the bankruptcy filing, the U.S. Small Business
Administration granted the Debtor a COVID-19 Economic Injury
Disaster Loan for $500,000. The SBA EIDL loan is secured by
security interests in substantially all of the Debtor's assets,
including "cash collateral" as that term is defined under 11 U.S.C.
section 363(a). The SBA's security interest was recorded in
Jefferson Davis Parish, Louisiana on July 22, 2020, File No.
27-SOSB2293.
The Debtor offers adequate protection payment to the secured
creditors in the amount of the regular monthly installments due
under their respective loan documents in exchange for the continued
use the Subject Property. The adequate protection payment should be
applied pursuant to the terms and conditions of such loan
documents.
A copy of the motion is available at https://bit.ly/3CKFbCd from
PacerMonitor.com.
About R & E Petroleum, LLC
R & E Petroleum, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. La. Case No. 22-11087) on September
20, 2022. In the petition filed by Ragheb "Ray" Chaar,
member/manager, the Debtor disclosed up to $50,000 in assets and up
to $1 million in liabilities.
Leo D. Congeni, Esq., at Congeni Law Firm, LLC, is the Debtor's
counsel.
REGIONAL WEST: Fitch Affirms 'BB+' Rating on $64MM of 2016A Bonds
-----------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on approximately $64
million of series 2016A bonds issued through Hospital Authority No.
1 of Scotts Bluff County, NE on behalf of Regional West Health
Services (RWHS). Fitch has also affirmed RWHS's Issuer Default
Rating (IDR) at 'BB+'.
SECURITY
The bonds are secured by a pledge of gross revenues and a mortgage
lien from the obligated group (OG).
ANALYTICAL CONCLUSION
The affirmation of the 'BB+' ratings reflect the expected stability
of RWHS's financial profile in Fitch's forward-looking scenario
analysis. The midrange operating risk assessment reflects recent
operational improvement in fiscal 2020 and 2021 despite the
pandemic. RWHS previously had weak operating profitability and
liquidity levels primarily due to issues related to its Cerner EMR
implementation project in 2018. Fitch expects softer margins in
fiscal 2022 as volumes and related revenues recover from volume
declines in the second quarter, although management reports
recovery in the second half of the year.
Despite the weak operating profitability of the consolidated entity
through the first half of 2022, Fitch expects the stronger
performance of the obligated group, which consists solely of
Regional West Medical Center, to result in debt service coverage
over 3x by the end of the fiscal year.
The rating is further supported by RWHS's midrange revenue
defensibility, which is characterized by its dominant market
position and limited competition in a somewhat weak service area in
the Nebraska panhandle. Additionally, there are non-public
developments that may result in accelerated balance sheet
improvement, but they are not certain at this time and are not part
of Fitch's forward-look scenario.
KEY RATING DRIVERS
Revenue Defensibility: 'bbb'
Dominant Market Position; Weak Service Area
Fitch assesses RWHS's revenue defensibility at midrange, supported
by its dominant market position and limited competition in a
somewhat weak service area in the Nebraska panhandle. RWHS has a
notable 2021 market share of about 82.6% in its primary service
area. Although the service area has weak demographic trends, RWHS
acts as a regional referral center in western Nebraska and is the
largest provider within 150 miles. No other hospital has more than
25 licensed beds in RWHS's primary, secondary or tertiary service
areas.
Furthermore, RWHS's payor mix remains solid, as evidenced by
combined Medicaid and self-pay accounting for less than 25% of
gross revenues in recent years, which Fitch views favorably. In
2020, RWHS added 20 critical care beds, which management believes
will continue to drive volumes and top-line revenue growth in
higher acuity services.
Operating Risk: 'bbb'
Improvement in 2023
The midrange operating risk assessment reflects recent improvement
in fiscal 2020 and 2021 despite the pandemic. RWHS previously had
weak operating profitability levels primarily due to issues related
to its Cerner EMR implementation project in 2018. Fiscal 2021
results include an approximate 6.9% operating EBITDA and 11.1%
EBITDA. Fiscal 2022 YTD results as of June 30, 2022 show slim
margins including an approximate 0.5% operating EBITDA and 0.8%
EBITDA. This is largely result of volume declines in the second
quarter. However, management reports that volumes are recovering
and on a positive trajectory for the balance of the year.
Fitch expects profitability levels to remain soft through the
remainder of fiscal 2022 as volumes rebound and stabilize. However,
Fitch expects operating metrics to improve in fiscal 2023, with
RWHS maintaining margins overall consistent with a midrange
operating risk assessment over the next several years.
Over the past five years capital spending has averaged
approximately 113% of depreciation. RWHS's capital spending is
expected to be elevated, but manageable, as it funds various
strategic capital projects to accommodate needs as the regional
referral center in western Nebraska. As of fiscal 2021 RWHS has an
elevated but adequate 16.1 average age of plant.
Financial Profile: 'bb'
Rating Stability Through the Cycle
RWHS's liquidity and leverage have improved recently in fiscal 2020
and 2021 following a period of substantial erosion in cash reserve
levels in 2018 and 2019 from disruptions, costs and revenue cycle
issues related to its Cerner EMR implementation. RWHS ended fiscal
2021 with cash-to-adjusted debt of approximately 77.6% and a 0.5x
net-adjusted debt to adjusted EBITDA (NADAE). Additionally, RWHS
had approximately 73.1 days cash on hand, excluding Medicare
advance payments, which is favorable to approximately 31.5 days
cash on hand at FYE 2019. As of June 30, 2022, RWHS has a
cash-to-adjusted debt of approximately 62.5% and about 50.7 days
cash on hand, excluding Medicare advance payments.
Fitch's forward-looking scenario shows RWHS maintaining key
liquidity and leverage metrics that are overall consistent with a
'bb' assessment, assuming softer operations in fiscal 2022 based on
the disruption to volumes and revenues as a result of lower than
expected physician productivity. The forward-look does not assume
any additional debt.
Asymmetric Additional Risk Considerations
No asymmetric risk factors affected this rating determination.
RWHS's maximum annual debt service (MADS) of $12.4 million is
expected to fall to $9.8 million in 2022 before falling to
approximately $6 million in the coming years. The current low DCOH
of under 75 days does not result in a covenant asymmetric risk
factor as RWHS does not have a liquidity covenant.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- RWHS would need to significantly improve its unrestricted cash
reserves to levels that result in sustained cash to adjusted debt
above 75% and/or improve its operating EBITDA levels consistently
above 9% to be considered for a higher rating level.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Given the minimal financial cushion afforded by its current
liquidity position, any deterioration in unrestricted reserves
could result in a downgrade;
- Failure to sustain an operating EBITDA of about 7% over time.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
Entity/Debt Rating Prior
----------- ------ -----
Regional West Health
Services and Affiliates (NE) LT IDR BB+ Affirmed BB+
Regional West Health
Services and Affiliates
(NE) /General Revenues/1 LT LT BB+ Affirmed BB+
RODA EXPRESS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: RODA Express Logistics, L.L.C.
1320 Coahuila Loop
Laredo, TX 78045
Chapter 11 Petition Date: October 10, 2022
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 22-50069
Debtor's Counsel: Carl M. Barto, Esq.
LAW OFFICES OF CARL M. BARTO
817 Guadalupe
Laredo, TX 78040
Tel: (956) 725-7500
Email: cmblaw@netscorp.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Maria De Los Angeles Villarrea as
president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/COJZNMI/RODA_Express_Logistics_LLC__txsbke-22-50069__0001.0.pdf?mcid=tGE4TAMA
SEQUA CORP: Fitch Hikes LongTerm IDR to 'B-', On Watch Positive
---------------------------------------------------------------
Fitch Ratings has upgraded Sequa Corp.'s Issuer Default Rating
(IDR) to 'B-' from 'CCC+'. The agency has also upgraded the
company's first lien term loan to 'BB-'/'RR1' from 'B-'/'RR3'. The
company's incremental first lien term loan issued in 2020 and
second lien term loan issued in 2017 were repaid using proceeds
from the Precoat divestiture and ratings on these instruments were
subsequently withdrawn. Fitch has also maintained Sequa's IDR on
Rating Watch Positive (RWP). The first lien term loan is no longer
on RWP.
The upgrade of Sequa's ratings is primarily driven by the company's
significantly improved leverage, liquidity and financial
flexibility after the company used proceeds from the Precoat
divestiture to repay nearly $1 billion of debt, resulting in
leverage declining below 4x and improved recovery prospects of the
remaining first lien debt. The company will likely continue to
benefit from an improving aviation market, though economic, labor,
and supply chain concerns could limit near-term momentum. The IDR
upgrade was limited to one notch due to the cyclical nature of the
company's end markets as well as reduced diversification following
the sale.
Fitch maintains its RWP on Sequa's IDR following today's upgrade
after Veritas Capital recently reached an agreement to acquire the
company from Carlyle Group for an undisclosed amount. Fitch
believes the transaction could result in either stabilizing the
ratings or upgrading the ratings by one notch depending on the
value and proportion of debt and equity funding of the transaction.
Fitch could withdraw the ratings after the deal is consummated if
the agency does not believe it will receive adequate information to
monitor the ratings going forward.
KEY RATING DRIVERS
Precoat Divestiture and Deleveraging: Sequa divested its Precoat
business to AZZ Inc. for around $1.3 billion and used the majority
of its proceeds to reduce debt by nearly $1 billion. Fitch
historically viewed Sequa's Precoat business as a positive driver
of the rating, offsetting aerospace aftermarket cyclicality with
stable and high margin revenue, and a strong market position.
However, the company's substantially improved leverage and
financial flexibility supported the upgrade into the 'B' category.
Excluding the effect on leverage from the Veritas transaction,
Fitch believes Sequa would maintain leverage below 4x and coverage
above 3x, a level more in line with at least the 'B' category.
However, given the cyclicality of the aerospace market and lower
diversification without Precoat, the company's operational profile
is generally consistent with 'B' category characteristics. The
company's long-term leverage targets are likely to shift following
the Veritas transaction.
Profitability Improving and Stabilizing: Fitch believes Sequa will
operate with mid-to-high teen EBITDA margins and generate
neutral-to-positive FCF over the next few years. The aerospace
recovery is likely to continue through 2024-2025 and should provide
stability to Sequa's operating and financial profiles, which have
been strained since 2019. The company has also improved the
proportion of aftermarket sales over the last year, which has
contributed to higher margins especially as the industry navigates
various supply chain challenges.
Technology Remains Important: Technology employed by Sequa
subsidiary Chromalloy supports the company's rating. Sequa has made
significant progress integrating itself within customers' workflows
to provide bespoke manufacturing solutions. This has resulted in
more sticky relationships than Sequa has historically maintained.
However, the company must continue to work to maintain these
relations, as future innovation by competitors could severely
affect its credit profile.
Weaker Diversification: Fitch views the divestiture of Precoat as
weakening Sequa's diversification and heightening the company's
overall cash flow risk profile. While these concerns are generally
offset by the improving financial profile, Fitch expects Sequa will
be more susceptible to secular and cyclical aviation downturns than
with Precoat. Approximately two-thirds of the overall business
serves the aerospace market, with the majority of that related to
aftermarket sales and services.
DERIVATION SUMMARY
Sequa's credit metrics following the Precoat divestiture are strong
for the 'B-' rating. Leverage has substantially improved due to
debt repayment, while liquidity and financial flexibility is also
adequate for at least the 'B' category. FCF has been volatile in
recent years, particularly due to working capital swings and capex
investment; however, Fitch believes the company will generate
neutral-to-positive FCF over the forecast horizon.
Fitch expects the company's metrics could continue to improve
marginally over the next few years depending on the shape of the
recovery of the aerospace market. Chromalloy faces pressure in the
commercial aviation aftermarket business from original equipment
manufacturers (OEMs) and other like-sized or larger players,
despite its various contract awards over the past few years. Fitch
considers Chromalloy's technology to be supportive of the rating;
however, future innovation by competitors could severely affect
Sequa's credit profile.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
- Low-to-mid single digit organic annual growth throughout the
forecast, supported by new contracts and entrenched relationships
with customers in tandem with recovery from the pandemic;
- EBITDA margins in the mid-to-high teens reflect the standalone
Chromalloy business after the divestiture of Precoat;
- Maintenance capex in the low single-digit range, with
incremental growth capex increasing with the recovery of the
aerospace market;
- No near-term M&A;
- Aviation market continues to steadily recover through 2024,
with widebody potentially lagging into 2025.
Recovery Analysis
The recovery analysis assumes that Sequa would be considered a
going concern in bankruptcy and that the company would be
reorganized rather than liquidated. A 10% administrative claim is
assumed in the recovery analysis. The analysis also assumes
recovery prior to the Precoat divestiture, as Fitch's expectation
is the majority of debt would be repaid using the transaction
proceeds.
Fitch assumes Sequa will receive a going-concern recovery multiple
of 5.0x EBITDA under this scenario, which is on the lower end of
the range for the industry. Most of the defaulters observed in the
Industrial & Manufacturing and Aerospace & Defense sectors were
smaller in scale, had less diversified product lines or customer
bases and were operating with leveraged capital structures.
Fitch's recovery assumptions are based on the company's modest
contract exposure, the high degree of competition and pressure in
the commercial aftermarket business, particularly from OEMs, as
well as cyclicality in the company's main end-markets. Fitch also
considered Sequa's high degree of technology incorporated into
Chromalloy's products.
In Fitch's recovery analysis, potential default is assumed to come
from a combination of one or more of: the inability to refinance
Sequa's outstanding obligations upon maturity; a significantly
prolonged aviation recovery from the coronavirus pandemic, which
exceeds its forecasted industry recovery by one to two years;
mismanagement of seasonal working capital flows creating a severe
strain on liquidity and limiting the company's ability to cover
cash interest costs or repay term loan amortization; or heightened
competition, particularly by OEMs, or potential technological
advancement by Chromalloy's competitors leads to significant
contract cancellations.
Fitch generally assumes a fully drawn revolver in its recovery
analyses since credit revolvers are tapped as companies are under
distress. As a result, Fitch has assumed full draw of Sequa's
revolver in its analysis, net of outstanding letters of credit.
The 'BB-' rating and Recovery Rating of 'RR1' on the first lien
term loan is based on Fitch's recovery analysis under a going
concern scenario, which indicates outstanding recovery prospects.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Gross leverage (total debt/EBITDA) remains below 4.5x and
EBITDA to Interest Coverage increases above 2.5x for a sustained
period;
- Company's scale and diversification improves to mitigate
program and customer concentration and capital investment risk;
- The company consistently generates positive free cash flow over
a sustained period.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- EBITDA to Interest Coverage declines and remains below 1.7x for
a sustained period;
- The company does not generate adequate seasonally adjusted cash
to support operations, which could be driven by loss of a major
contract or customer, or operational disruptions;
Fitch could stabilize the company's ratings if leverage remains
above the positive sensitivity level post-Veritas transaction, or
if the Veritas transaction does not occur.
LIQUIDITY AND DEBT STRUCTURE
Fitch considers Sequa's liquidity to be adequate to cover working
capital fluctuations, debt servicing and capex over the next few
years. The company's liquidity position could be sensitive to a
prolonged downturn in the aerospace end-market following the
Precoat divestiture due to lower levels of diversification.
The company has enough cash and revolver availability to manage in
the near-term, but may need to issue either debt or additional
preferred equity to cover cash shortfall in case of a resumption in
the aviation market downturn. Sequa's financial flexibility could
also become constrained due to approaching term loan and revolver
maturities in 2023 and 2024 if the Veritas transaction does not
occur and it is unable to refinance its obligations.
ISSUER PROFILE
Sequa is a diversified industrial company that delivers engineered
products in the aerospace, industrial gas turbine and metal coating
industries. The company operates in three primary business
segments: aerospace, metal coating, and other products.
ESG CONSIDERATIONS
Sequa Corp has an ESG Relevance Score of '4' for Financial
Transparency and disclosure risk due to the its private financials
and intermittent reporting which, in combination with other
factors, impacts the rating. Overall, Fitch does not consider this
to be a significant concern in the near to intermediate term, but
could become exacerbated during an extreme stress case scenario.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Sequa Corporation LT IDR B- Upgrade CCC+
senior secured LT BB- Upgrade RR1 B-
SILVER STATE: Unsecureds Owed $400K Unimpaired in Plan
------------------------------------------------------
Silver State Broadcasting, LLC, submitted a Second Amended Plan of
Reorganization.
Under the Plan, Class 1 Allowed Unsecured Claim of Bellaire Lowers
Homeowners Association against Debtor Golden State totaling
$364,003.32, will be paid in full, with statutory California
default interest of 10% per annum from the Petition Date 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 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 all three Debtors equally, with interest
at the contract rate if one exists, or if no contract rate, at the
Nevada legal rate pursuant to NRS 17.130(2) of prime plus 2% per
annum 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 2A is
unimpaired.
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 at the
contract rate if one exists, or if no contract rate, at the Nevada
legal rate pursuant to NRS 17.130(2) of prime plus 2% per annum
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 at the contract rate if one
exists, or if no contract rate, at the Nevada legal rate pursuant
to NRS 17.130(2) of prime plus 2% per annum 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
contract rate if one exists, or if no contract rate, at the Nevada
legal rate pursuant to NRS 17.130(2) of prime plus 2% per annum
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 from the sale of one or more
of the Debtors' Radio Station FCC licenses and related radio
station assets in a sale under 11 U.S.C. Sec. 363(b) and (f), or
funds provided by Edward Stolz and his related Trusts. Edward Stolz
and/or his related Trusts has assets that he is willing to
contribute to the Debtors that exceed $2,000,000 and are detailed
hereinafter in Section XI(2). If claims are paid from the sale of
Golden State's KREV FM license, then Golden State will advance
intercompany unsecured loans to the other Debtors so that they can
pay their allowed claims due under the Plan. If claims are paid
from the sale of one of the other Debtors' assets, then that Debtor
will advance intercompany unsecured loans to the other Debtors so
that they can pay their allowed claims due under the Plan.
Alternatively, the Debtor whose assets are sold will make a
distribution to its parent, Royce International Broadcasting, which
in turn will make capital contributions to the other Debtors to
fund their Plan payments. Debtors will consult with their tax
accountant to determine which method is most appropriate for
accounting purposes. But because all Debtors are solvent, their
creditors are not prejudiced by distribution of excess proceeds to
fund the other Debtors' Plan payments. Although the Debtors may
fund the Plan through ongoing Radio Station Group revenues as net
revenues may become available, Debtors expect that all or a
majority of the money to fund the Plan will come from the sale of
one or more of the Radio Station assets or Edward Stolz and his
related Trusts.
Attorney for Jointly Administered Debtors:
Stephen R. Harris, Esq.
HARRIS LAW PRACTICE LLC
6151 Lakeside Drive, Suite 2100
Reno, NV 89511
Tel: (775) 786-7600
E-mail: steve@harrislawreno.com
A copy of the Second Amended Plan of Reorganization dated September
28, 2022, is available at https://bit.ly/3Cmh3Wr 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.
SOUND HOUSING: Trustee Taps Sound Point as Real Estate Agent
------------------------------------------------------------
Stuart Heath, the Chapter 11 trustee for Sound Housing LLC,
received approval from the U.S. Bankruptcy Court for the Western
District of Washington to hire Sound Point Real Estate, LLC to
assist with the sale of the real property located at 1800 18th Ave.
S., Seattle.
Sound Point will be entitled to a real estate commission not to
exceed 6 percent upon the sale of the property.
As disclosed in court filings, Sound Point is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Keith Bruce
Sound Point Real Estate, LLC
1400 N 80th St #102
Seattle, WA 98103
Phone: 206-397-3828
Email: keith@soundpointre.com
About Sound Housing
Kirkland, Wash.-based Sound Housing, LLC filed a petition for
Chapter 11 protection (Bankr. W.D. Wash. Case No. 21-10341) on Feb.
19, 2021, with as much as $10 million in both assets and
liabilities. Judge Marc Barreca presides over the case.
Jacob D DeGraaff, Esq., at Henry & DeGraaff, P.S., is the Debtor's
legal counsel.
On Sept. 24, 2021, Stuart Heath was appointed Chapter 11 trustee in
the Debtor's case. Manish Borde, Esq., at Borde Law, PLLC and
Richard Ginnis, CPA serve as the trustee's legal counsel and
accountant, respectively.
SPRING MOUNTAIN: Wins Cash Collateral Access Thru Oct 21
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California,
Santa Rosa Division, authorized Spring Mountain Vineyard Inc. to
use the cash collateral of MGG California LLC, solely to the extent
set forth in the Letter Agreement, from the Petition Date through
October 21, 2022.
As previously reported by the Troubled Company Reporter, the
Debtor's sole secured creditor is MGG California LLC, which is the
administrative agent and collateral agent for a group of lenders
who are affiliated with MGG. The Debtor obtained a $185 million
loan from MGG in October 2018. Since that date, the Debtor and MGG
have amended the credit facility twice, entered into a forbearance
agreement, and amended the terms of that forbearance agreement two
times, most recently in July 2022. As a result of these
transactions, with one exception, MGG possesses a security interest
in all of the Debtor's assets: its real property, its 135 vineyard
blocks occupying 150 acres, the grapes that are currently being
harvested, two winery buildings, the estate manor, 79,000 cases of
wine inventory, the caves where the Debtor stores its wine casks,
the well and reservoir where the Debtor gets its liquor license,
its accounts receivable, and its cash.
Whether through sales of assets of the Debtor's principal, Mr.
Jaqui Safra or through collections on insurance claims, since 2018,
MGG has been paid $72.25 million. In addition, with regular
payments and the application of the interest reserve, the total MGG
has received is approximately $103.6 million. In spite of these
very substantial payments, MGG's indebtedness has accrued interest
at a rate of 16% per annum for a number of years. Having borrowed
$185 million in 2018 and having paid over $100,000,000 toward that
debt, MGG's debt has increased by $20 million.
MGG also has a security interest in two non-Debtor assets. As a
result of the amendments to the credit facility after October 2018,
the Debtor's beneficial owner Mr. Jacob Safra pledged additional
collateral to MGG to secure the Loan. He pledged a 100% interest in
the Debtor (held by Freecrest Limited, a company controlled by Mr.
Safra).
Additionally, he granted MGG a $75 million third lien in a company
owned by Mr. Safra -- Encyclopaedia Britannica, Inc., the company
that holds the famed Encyclopedia Britannica and Merriam-Webster
dictionary and thesaurus, a company with an estimated value of $450
million to $550 million. The two liens ahead of MGG total less than
$150 million, making MGG's lien in Britannica oversecured by three
times.
On September 30, 2022 -- the day after the Petition Date -- Mr.
Safra transferred $600,000 of his own money into the Debtor's bank
account as an equity infusion. He did this voluntarily for the
purpose of covering any operating shortfall in the cash collateral
budget which the Debtor asks the Court to approve on an interim
basis.
The Unrestricted Cash will provide an operating cushion that will
cover the Debtor's operating costs through November 30, 2022. Mr.
Safra will make an additional cash infusion of $1.4 million by
November 15 in order to cover operating costs through December 31.
The Debtor contended MGG's adequate protection comes from a
combination sources. The first is the equity cushion provided by
all of the collateral in which the MGG has an interest:
* real property (recently appraised at $218.7 million),
* the Debtor's 79,000 cases of wine inventory ($164 million at
retail, $80 million at wholesale), and
* the third lien in Britannica ($75 million).
A final hearing on the matter is set for October 18 at 11 a.m.
A copy of the order is available at https://bit.ly/3yoS7eD from
PacerMonitor.com.
About Spring Mountain Vineyard Inc.
Spring Mountain Vineyard Inc. is a privately owned estate comprised
of four vineyards. Spring Mountain Vineyard's beneficial owner is
Jacob Safra, who also owns Encyclopaedia Britannica, Inc., the
company that holds the famed Encyclopedia Britannica and
Merriam-Webster dictionary and thesaurus, with an estimated value
of $450 million to $550 million.
Spring Mountain Vineyard sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-10381) on
September 29, 2022. In the petition signed by Constantine S.
Yannias, as president, the Debtor disclosed up to $500 million in
both assets and liabilities.
Judge Charles Novack oversees the case.
Victor A. Sahn, Esq., at Greenspoon Marder, LLP, is the Debtor's
counsel.
STARLIN LLC: Affiliate Taps Leech Tishman Robinson Brog as Counsel
------------------------------------------------------------------
Argo 45, LLC, an affiliate of Starlin, LLC, seeks approval from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Leech Tishman Robinson Brog, PLLC as its legal counsel.
The firm's services include:
(a) advising the Debtor of its powers and duties under the
Bankruptcy Code in the continued operation of its business and the
management of its property;
(b) negotiating, drafting, and pursuing all documentation
necessary, including, without limitation, any debtor-in-possession
financing arrangements and the disposition of the Debtor's assets
by sale or otherwise;
(c) preparing legal papers;
(d) negotiating with creditors, preparing a plan of
reorganization and taking the necessary legal steps to consummate a
plan, including, if necessary, negotiations with respect to
financing a plan;
(e) appearing in court;
(f) attending meetings and negotiating with representatives of
creditors, the Office of the U.S. Trustee, and other
parties-in-interest;
(g) providing legal advice to the Debtor regarding bankruptcy
law, corporate law, corporate governance, tax, litigation, and
other issues attendant to the Debtor's business operations;
(h) 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 in negotiations concerning litigation in
which the Debtor is involved, including objections to claims filed
against the Debtor; and
(i) performing other legal services.
The firm will charge these hourly fees:
Shareholders $500 - $800
Counsel $495 - $600
Associates $325 - $475
Legal Assistants/Paralegals $120 - $250
As disclosed in court filings, Leech Tishman is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Fred Ringel, Esq.
Leech Tishman Robinson Brog, PLLC
875 Third Avenue, 9th Floor
New York, NY 10022
Phone: 212-603-6300
Fax: 212-956-2164
Email: fringel@leechtishman.com
About Starlin LLC
Starlin, LLC and affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10888)
on June 28, 2022. In the petition signed by Robert Gans, as
authorized signatory, Starlin listed up to $50,000 in assets and up
to $50 million in liabilities.
Judge Martin Glenn oversees the cases.
Fred B. Ringel, Esq., at Leech Tishman Robinson Brog, PLLC and
Getzler Henrich & Associates, LLC are the Debtors' legal counsel
and financial advisor, respectively.
STONE CLINICAL: Amends Nole & Whale Capital Secured Claims Details
------------------------------------------------------------------
Stone Clinical Laboratories, LLC and the Official Committee of
Unsecured Creditors submitted an Amended Disclosure Statement for
the Amended Plan of Reorganization dated October 6, 2022.
The Debtor and the Committee reached the conclusion during the case
that it was in the best interests of the estate to monetize the
operating assets of the Debtor in as short a period as possible. To
accomplish this goal, the Debtor retained Gordian Seaport to
conduct a sales process. Incident to the sales process, the Court
approved bidding procedures and an auction of the Debtor's assets
was conducted. The reason for the determination is due to the
nature of the Debtor's operating assets.
The decision to sell the operating assets proved to be correct with
the Court approving a sale of most of the Debtor's assets for
$2,550,000 to a special purpose entity formed by Stone Clinical
Laboratories of FL, LLC named Stone Nola Acquisition, LLC as the
purchaser (SNA). One of the terms of the order approving the sale
and a provision contained in the documents was a limitation on the
rights possessed by the Debtor against the SNA.
Upon the closing of the sale, the Debtor and the Committee will
address claims possessed by the Debtor against entities owned or
controlled by Christopher Ridgeway ("Stone Entities"). Based upon
an investigation performed by the Debtor and others, the Debtor is
aware that in excess of $2,600,000.00 was advanced to Stone Florida
by the Debtor. The Debtor and the Committee believe claims against
other Stone Entities exist for the usurpation of corporate
opportunity and against Ridgeway for mismanagement and breach of
fiduciary duty.
Class 3 consists of the Allowed Secured Claim of Nole, if any, to
the extent that such a Claim exists and the Claim is entitled to
secured status. An objection will be filed to the claim of the
Class 3 creditor. To the extent that Nole is determined, after
Notice and hearing, not to possess in whole or in part an Allowed
Secured Claim or a portion of the Claim shall be determined not to
be an Allowed Secured Claim, the Class 3 creditor shall share pro
rata in the payments to the Class 6 creditors and such Deficiency
Claim shall be included as a Class 6 Claim.
Class 5 consists of the claim of Whale Capital in the amount of
$25,515,500.00, while Whale Capital asserts that its claim is
$36,106,056.45. The treatment of such Claims will depend on the
resolution of Whale Subordination Litigation. To the extent such
Claims are subordinated by compromise or final judgment of a court
of competent jurisdiction in connection with the Whale
Subordination Litigation, then such subordinated Claims shall be
paid only after payment in full of the Claims of the creditors
possessing Allowed Claims in Class 1 (to the extent that a Class 1
Claim exists), 2, 3 and 6. Upon payment in full of the Class 1 (if
a Class 1 Claim exists), 2, 3 and 6, and creditors the Class 5
creditor shall be paid pari passu with the Claims of the Class 8
Creditor unless the claim of the Class 5 creditor is subordinated
to such claim, or the Claims of the Class 8 Creditor are
subordinated to such claim.
Like in the prior iteration of the Plan, Class 6 consists of all
General Unsecured Claims and all Claims arising from the rejection
of any executory contract against the Debtor. The Deficiency Claims
of the Classes 1, 2, and 3 creditors, if any, creditors, shall be
paid pro rata with the Class 6 creditors (and potentially the Class
5 and 8 creditors) out of the Cash Fund until such Claims are paid
in full.
The Court approved the sale of certain of the Debtor's assets,
including equipment, inventory, contracts, and leases, to Stone
Nola Acquisition LLC (SNA) (as designee of Stone Clinical
Laboratories of FL, LLC. In conjunction with the Plan, an auction
was held on June 27, 2022, in which Stone Clinical Laboratories of
FL, LLC was the winning bidder at a purchase price of $2,550,000.
The closing occurred on August 10, 2022.
The Court, upon motion by the Debtor, has approved the payment to
the following creditors in the amount set forth herein:
* Hancock Whitney Bank - $259,753.72. The payment satisfied in
full the proof of claim filed by Hancock Whitney.
* Gordian Seaport Advisors, LLC $172,165.03. The payment
satisfied in full the contractual liability of the Debtor related
to the services provided to the Debtor incident to the sale of the
Debtor’s assets.
* TVT Capital, LLC - $275,613.50. The Debtor acquired the
notes and collateral possessed by TVT. The Debtor, as part of the
acquisition of the TVT Notes and collateral, has agreed not to
assert any claim arising under the notes against Christopher
Ridgeway.
* The Debtor, on a contract basis, has retained Gary Smith,
Blair Barbier and Morris Alexander to assist Dwayne Murray with his
duties as COO.
The Plan Proponents are aware of a directors and officers policy
that may be available to for the Debtor to assert a claim. The
policy is issued by Scottsdale Insurance Company and has policy
limits of $1,000,000 and declining. Notice of a claim under the
policy was made in 2021 and the claim was denied on the basis of an
insured vs insurer exception contained in the policy. The Debtor
will assert whatever claims it may have under the policy.
The Plan proposed herein is a liquidation over time of the assets
of the Debtor. The operating assets have been sold pursuant to the
sales process that was run by Gordian. The Court approved the bid
procedures to be employed by the Debtor and the sale of the
Debtor's Operating Assets for $2,550,000.00.
A full-text copy of the Amended Disclosure Statement dated October
6, 2022, is available at https://bit.ly/3T9KPDy from
PacerMonitor.com at no charge.
Attorneys for the Official Committee of Unsecured Creditors:
Michael D. Rubenstein, Esq.
LISKOW & LEWIS, APLC
1001 Fannin Street, Suite 1800
Houston, TX 77002
Tel: (713) 651-2953
Fax: (713) 651-2908
E-mail: mdrubenstein@liskow.com
Attorneys for Stone Clinical Laboratories LLC:
Douglas S. Draper, Esq.
HELLER, DRAPER & HORN, L.L.C.
650 Poydras Street, Suite 2500
New Orleans, LA 70130
Tel: (504) 299-3300
Fax: (504) 299-3399
E-mail: ddraper@hellerdraper.com
About STONE Clinical Laboratories
STONE Clinical Laboratories, LLC is a full-service clinical
reference laboratory that specializes in preventative and molecular
diagnostics testing. The company is based in New Orleans, La.
On July 15, 2021, Whale Capital, L.P., Hologic, Inc. and Woman's
Hospital Foundation filed an involuntary Chapter 11 petition
against the Debtor. On Jan. 10, 2022, the court entered the order
for relief, thereby, commencing the Chapter 11 case (Bankr. E.D.
La. Case No. 21-10923). The petitioning creditors are represented
by The Derbes Law Firm LLC, Jaffe Raitt Heuer & Weiss P.C., and The
McCarthy Law Firm.
Judge Meredith S. Grabill presides over the case.
Heller, Draper & Horn, LLC and Gordian Seaport Advisors, LLC serve
as the Debtor's legal counsel and investment banker, respectively.
David Asbach, acting U.S. Trustee for Region 5, appointed an
official committee of unsecured creditors on Feb. 3, 2022. The
committee is represented by Liskow & Lewis, APLC.
THUNDER INC: Commences Subchapter V Case
----------------------------------------
Thunder Inc. filed for chapter 11 protection in the Middle District
of Florida. The Debtor elected on its voluntary petition to proceed
under Subchapter V of chapter 11 of the Bankruptcy Code.
According to court filings, Thunder Inc. estimates $1 million to
$10 million in debt to 50 to 99 creditors. The petition states
that funds will be available to unsecured creditors
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Oct. 24, 2022, at 11:00 AM at UST-LA2, TELEPHONIC MEETING.
CONFERENCE LINE: 1-866-816-0394, PARTICIPANT CODE: 5282999.
Proofs of claim are due by Dec. 9, 2022.
About Thunder Inc.
Thunder Inc., doing business as Escobar Construction, is a
construction company in California.
Thunder Inc. filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
22-bk-15357) on Sept. 30, 2022. In the petition filed by Ronald O.
Escobar, as chief executive officer, the Debtor reported assets and
liabilities between $1 million and $10 million each.
The case is overseen by Honorable Bankruptcy Judge Barry Russell.
Gregory K. Jones has been appointed as Subchapter V trustee.
The Debtor is represented by Raymond H. Aver of Law Offices of
Raymond H. Aver.
TIMBER PHARMACEUTICALS: Launches $1.3M Registered Direct Offering
-----------------------------------------------------------------
Timber Pharmaceuticals, Inc. entered into a securities purchase
agreement with several institutional accredited investors to sell
in a registered direct offering (i) 13,000,000 shares of the
Company's common stock, par value $0.001 per share, and (ii) Series
1 common warrants to purchase up to 13,000,000 shares of Common
Stock at a purchase price of $0.10 per share and associated
warrant. The Series 1 Warrants will be immediately exercisable at
an exercise price of $0.10 per share and will expire two and
one-half years following the initial exercise date.
The total gross proceeds from the Registered Offering, before
deducting the placement agent's fees and other estimated offering
expenses, is $1.3 million. The Registered Offering closed on Oct.
3, 2022.
In a concurrent private placement, the Company has also agreed to
issue to the investors: (i) Series 2 warrants to purchase up to an
aggregate of 13,000,000 shares of Common Stock, and (ii) 13,000
shares of Series B Mirroring Preferred Stock. Each share of Series
B Preferred Stock will have a stated value of $0.001 per share.
The Series 2 Warrants will become exercisable six months following
the date of issuance at an exercise price of $0.12 per share and
will expire two and one-half years following the initial exercise
date.
H.C. Wainwright & Co. is acting as the exclusive placement agent
for the offerings.
The Company expects to call a special meeting of stockholders for
the approval of a proposal to effect a reverse split of the Common
Stock. The Series B Preferred Stock has voting rights on the
Proposal equal to 10,000,000 votes per share of Series B Preferred
Stock. The voting rights of the Series B Preferred Stock were
established in order to maintain the Company's NYSE American
listing by raising the average minimum bid price of the Common
Stock to over $0.20 for 30 consecutive trading days.
The Company intends to use the net proceeds from the offerings for
working capital and general corporate purposes.
The Common Stock and Series 1 Warrants and shares of Common Stock
underlying the Series 1 Warrants described above are being offered
pursuant to a registration statement on Form S-3 (333-255743),
which was declared effective by the Commission on May 11, 2021.
The registered direct offering is being made only by means of a
prospectus supplement and a prospectus that form a part of the
registration statement. A final prospectus supplement and
accompanying prospectus relating to the securities being offered in
the registered direct offering will be filed with the SEC.
Electronic copies of the final prospectus supplement and
accompanying prospectus may be obtained, when available, on the
SEC's website at http://www.sec.govor by contacting H.C.
Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY
10022, by phone at (212) 856-5711 or e-mail at
placements@hcwco.com.
The Preferred Stock and Series 2 Warrants sold in the private
placement transaction described above are being issued in a private
placement under Section 4(a)(2) of the Securities Act of 1933, as
amended, and Regulation D promulgated thereunder and, along with
the shares of common stock underlying such Series 2 Warrants issued
in the private placement, have not been registered under the Act,
or applicable state securities laws. Accordingly, the Preferred
Stock, Series 2 Warrants and shares of Common Stock underlying the
Series 2 Warrants issued in the private placement may not be
offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Act and such applicable state
securities laws.
About Timber Pharmaceuticals
Timber Pharmaceuticals, Inc. f/k/a BioPharmX Corporation --
http://www.timberpharma.com-- is a biopharmaceutical company
focused on the development and commercialization of treatments for
orphan dermatologic diseases. The Company's investigational
therapies have proven mechanisms-of-action backed by decades of
clinical experience and well-established CMC (chemistry,
manufacturing and control) and safety profiles. The Company is
initially focused on developing non-systemic treatments for rare
dermatologic diseases including congenital ichthyosis (CI), facial
angiofibromas (FAs) in tuberous sclerosis complex (TSC), and
localized scleroderma.
Timber Pharmaceuticals reported a net loss of $10.64 million for
the year ended Dec. 31, 2021, compared to a net loss of $15.12
million for the year ended Dec. 31, 2020. As of June 30, 2022, the
Company had $9.91 million in total assets, $8.56 million in total
liabilities, and $1.35 million in total stockholders' equity.
Short Hills, New Jersey-based KPMG LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
March 31, 2022, citing that the Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
TOSCANA LUNA: Graystar Mortgage Says Disclosures Insufficient
-------------------------------------------------------------
Graystar Mortgage, LLC, objects to the Disclosure Statement filed
by Toscana Luna, LLC.
Graystar is the holder of a Promissory Note dated April 6, 2018,
issued by Debtor in the original principal amount of $250,000.
Pursuant to that certain Modification of Promissory Note dated June
22, 2021, the principal balance owed was increased to $350,000,
effective May 22, 2019, payable via monthly interest only
installments with interest at the rate of 16.9%, with the full
balance due and payable on May 22, 2022.
As of the filing of the objection, the full principal balance is
due, plus interest, fees and costs. The obligations of Debtor to
Graystar are secured by that certain Collateral Mortgage Note dated
April 6, 2018, Act of Pledge of Mortgage Note dated April 6, 2018,
and Collateral Mortgage, also dated April 6, 2018, pursuant to
which Debtor granted Graystar a first priority mortgage against
real property owned by Debtor and referred to as 505 Frisco Ave.,
Metairie, Louisiana, and leases and rents derived from such
property.
Graystar claims that the Debtor's Disclosure Statement must be
denied because it fails to provide any information relevant to the
proposal to convert Graystar's short term, one year loan, to a 25
year loan. The plan attempts to convert this short term loan into a
25 year loan at a significantly lower interest rate than provided
for pursuant to the parties' agreement. At a minimum, the
disclosure statement must detail the justification for its long
term loan and speculative use of Graystar's money over the next 25
years.
Graystar asserts that the Disclosure Statement also fails to
provide any information regarding the most fundamental aspect of
any plan – future cash flow. Debtor offers to fund its plan "from
the receipt of rental income received from its tenant, Nor-Joe
Imports, LLC." Disclosure Statement, page 19.
Graystar further asserts that no information regarding the insider
tenant's business history, assets, liabilities, prospects, etc.,
are provided. Creditors are apparently being asked to trust that
rent will continue to be paid over the next 25 years. There is no
discussion of the triple net expenses and anticipated impact of
increases over the next 25 years. The Disclosure Statement does not
discuss market rent and whether other prospective, more stable,
businesses are interested in leasing the property.
Graystar points out that the Disclosure Statement should detail the
basis for the interest rate applicable to the secured claims,
including the comparable loans and risk factors considered, if any,
in arriving at the interest rate.
Graystar states that the plan and Disclosure Statement fail to
describe the obligations of the Debtor with respect to the
collateral and creditor's default remedies. Presumably, Graystar
will retain all rights and remedies under its loan documents to the
extent not expressly modified by the plan, but that is uncertain at
this time.
A full-text copy of Graystar's objection dated October 4, 2022, is
available at https://bit.ly/3EtmtAw from PacerMonitor.com at no
charge.
Attorney for Graystar Mortgage:
CONGENI LAW FIRM, LLC
LEO D. CONGENI
650 Poydras St., Suite 2750
New Orleans, LA 70130
Telephone: 504-522-4848
Facsimile: 504-910-3055
Email: leo@congenilawfirm.com
About Toscana Luna
Toscana Luna, LLC, a company in Metairie, La., sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No.
22-10328) on March 29, 2022, listing as much as $10 million in both
assets and liabilities.
Judge Meredith S. Grabill oversees the case.
The Derbes Law Firm, LLC, led by Patrick S. Garrity, Esq., is the
Debtor's legal counsel.
TRANSPORTATION DEMAND: Reaches Agreements with FSB & Pritchett
--------------------------------------------------------------
Transportation Demand Management, LLC ("TDM") and Transportation
Demand Management Holdings, LLC, submitted a First Amended Combined
Disclosure Statement and Chapter 11 Plan of Reorganization dated
October 6, 2022.
On June 27, 2022 and July 28, 2022, hearings were held on the
Objection of Parkview Capital Credit, Inc. to the Debtors'
Designation as Small Business Debtors under Subchapter V of the
Bankruptcy. Ultimately, the Court sustained Parkview's objection
and the Debtors' designations as Subchapter V small business
debtors were vacated.
Accordingly, the Debtors' plan needed to be revised. On September
21, 2022, the Court entered an order permitting the Debtors and
Parkview to each to file its own combined Disclosure Statement and
Plan. Parkview and the Debtors subsequently agreed and had an order
entered that the plans be due on October 6, 2022.
The Debtors have reached an agreement as to plan treatment with its
senior secured creditor, FSB. The Plan restructures FSB's debt in
two key manners. First, the interest rate shall be decreased from
7.5% to 4.1%. This creates cost saving of approximately $50,000 per
month. Second, the term of the loan has been extended for 5 years.
Absent this extension, the loan would come due in December of this
year.
The Debtors have also reached agreement with its largest unsecured
creditor, Rebecca Pritchett. Through the restructure of this
obligation to Pritchett, the Debtors' will have significantly de
levered its balance sheet (by $1M) which will enable to the Debtors
to obtain additional financing for new buses. Additional buses
added to the fleet will lead to a significant increase in the
Debtors' revenue. Pritchett has committed to vote in favor of the
Debtors' Plan.
The Plan divides creditors' claims into 6 Classes. Class 1 consists
of the secured claim of 1st Security Bank. Class 2 consists of the
secured claim of Midland Equipment Finance. Class 3 consists of the
secured claim of Wells Fargo Equipment. Class 4A consists of
general unsecured creditors holding claims less than $10,000. Class
4B consists of general unsecured creditors holding claims greater
than $10,000. Class 4C consists of the general unsecured claim of
Rebecca Pritchett, Class 4D consists of the general unsecured claim
of Michael Gibson. Class 4E consists of the general unsecured claim
of Gladys Gillis. Class 5A consists of preferred equity claim of
Parkview, Class 5B consists of the preferred equity of Glady
Gillis, Class 6 consists of the common equity.
Class 1 consists of the Secured Claim of 1st Security Bank,
("FSB"). The FSB Claim in the amount of $3,921,881.34 shall be paid
in full at the rate of 4.1% in the first 5 years of Plan in equal
monthly installments. Class 1 is impaired under the Plan.
Class 2 consists of the Secured Claim of Midland Equipment Finance.
Midland shall receive (i) an allowed secured claim in the amount of
$50,700 which shall be paid in full in equal monthly installments
commencing on 1st day of the month following the Effective Date and
continuing for years 1 through 5 of the Plan (ii) an unsecured
claim in the amount of $107,138.02 which shall be paid in equal
installments in years six through ten of the Plan in accordance
with Class 4B.
Class 3 consists of the Secured Claim of Wells Fargo Equipment.
Wells Fargo shall receive an allowed secured claim in the amount of
$454,981.43 to be paid in equal monthly installments commencing on
the 1st day of the month following the Effective Date and
continuing for years 1 through 5 of the Plan.
Class 4A consists of General Unsecured Claims. All unsecured
creditors with an allowed unsecured claim less than $10,000.00
shall be paid in full on the Effective Date. Class 4A is unimpaired
under the Plan.
Class 4B consists of General Unsecured Claims. All unsecured
creditors with an allowed unsecured claim in excess of $10,000.00
shall be paid in full years six through ten of the Plan in equal
monthly installments. Class 4B is impaired under the Plan.
Class 4C consists of the General Unsecured Claim of Rebecca
Pritchett. Pritchett shall receive an allowed unsecured claim in
the amount of $1,000,000. The unsecured claim shall be documented
and paid as follows: a promissory note in the principal amount of
$1,000,000 bearing interest at the rate of 5% per annum. Pritchett
shall receive monthly payments of interest only on the promissory
note until such time as FSB is paid full, thereafter, Pritchett
shall receive payments of principal and interest amortized over 8
years commencing on the 1st day of the month following satisfaction
of FSB's claim and (ii) 10% of the total common stock issued to the
reorganized Debtors. Class 4C is impaired under the Plan.
Class 4D consists of General Unsecured Claim of Michael Gibson. At
Gibson's option (i) Gibson shall receive an allowed unsecured claim
in the amount of $272,955.00 to be paid in equal monthly
installments commencing on the Effective Date and continuing until
the end of the Plan Term. In connection with this treatment, Gibson
shall surrender the common equity shares held by CVG OR (ii) Gibson
shall receive the same treatment as Class 4B and receive value for
the equity shares held by CVG. Class 4D is impaired under the
Plan.
Class 4E consists of General Unsecured Claim of Gladys Gillis.
Gillis shall convert her allowed unsecured claim in the amount of
$358,327.38 to common equity. Class 4E is impaired under the Plan.
Class 5A consists of Preferred Equity Claim Parkview. Parkview
shall receive common equity shares of the reorganized Debtors in
the amount of 54%. Parkview's common equity interest was calculated
using its claimed preferred equity Interest balance set forth in
its proof of claim in the amount of $7,903,326.66 adjusted pro rata
to account for the 10% common equity allocated to Pritchett. In
other words, the remaining 90% of common equity was allocated pro
rata by and among Gillis and Parkview.
Class 5B consists of Preferred Equity Claim. Gillis shall receive
common equity shares of the reorganized Debtors in the amount of
36%. Gillis' common equity interest was calculated using (i)
unsecured claim in the amount of $358,327.38, (ii) preferred equity
interest in the amount of $1,377,229.35, (iii) seller carry back
note in the amount of $ $2,484,058 which was converted to common
equity pursuant to the DE Conversion Agreement (Gillis), and (iv)
incentive common units valued for tax purposes at $975,000.
Class 6 consistsof Common Equity. Upon the Effective Date of the
Plan, all common equity Interests of the Debtors (Gillis, CVG, and
TDMM) shall be cancelled. Class 6 is impaired under the Plan.
In accordance with the Amended and Restated Limited Liability
Company Agreement of Transportation Demand Management Holdings
Inc., the current composition of the Debtors' board is as follows:
CVG (1), Gillis (1), and Parkview (1). Following the
reorganization, the Debtors Operating Agreement shall be revised
such that the composition of the board of directors shall be as
follows: Pritchett (1), Gillis (1), and Parkview (1).
All distributions to creditors under the Plan will be funded as
follows by the current operations of the Debtors and available cash
on hand. The Debtors' budget makes clear that they have or will
have sufficient funds to make all required payments under the
Plan.
A full-text copy of the First Amended Combined Plan and Disclosure
Statement dated October 6, 2022, is available at
https://bit.ly/3ysKt2X from PacerMonitor.com at no charge.
Debtor's Counsel:
Nathan T. Riordan, Esq.
Wenokur Riordan PLLC
600 Stewart St #1300
Seattle, WA 98101
Phone: +1 206-724-0846
About Transportation Demand Management
Transportation Demand Management, LLC is a motorcoach and minibus
operator in the Pacific Northwest with a fleet of over 90
motorcoaches and mini buses of varying size generating more than
$15M in annual sales.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-10482-MLB) on March
26, 2022. In the petition signed by Gladys Gillis, chief executive
officer, the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Marc Barreca oversees the case.
Nathan T. Riordan, Esq., at Wenokur Riordan PLLC is the Debtor's
counsel.
TURNER OAKWOOD: Wins Interim Cash Collateral Access
---------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina, Raleigh Division authorized Turner Oakwood Properties,
LLC to use cash collateral on an interim basis for its
post-petition, necessary and reasonable operating expenses, as
detailed in the budget.
The Debtor requires access to the cash collateral generated by its
operations in order to allow it to remain in business.
On October 16, 2006, Celeste Turner and Augusta Turner signed a
promissory note in favor of Wells Fargo Bank, N.A., in the original
principal balance of $248,000.
The note is secured by a deed of trust and assignment of rents
recorded in Book 12217, at Page 1868, of the Wake County Registry,
which encumbers 404 E. Edenton Street. Upon information and belief,
SN Servicing is the servicer of the loan.
On October 26, 2006, Celeste Turner and Augusta Turner signed a
promissory note in favor of Countrywide Bank, N.A., in the original
principal balance of $227,500.
The note is secured by a deed of trust and assignment of rents
recorded in Book 12236, at Page 1382, of the Wake County Registry,
which encumbers 6 N. Bloodworth Street. Shellpoint is the servicer
of this loan.
As adequate protection for the Debtor's use of cash collateral, the
Cash Collateral Creditors are granted postpetition replacement
liens on the same assets to which their liens attached
pre-petition, to the same extent, and with the same validity and
priority as existed on the petition date.
These events constitute an "Event of Default:"
a. The Debtor will fail to comply with any of the terms or
conditions of the Order;
b. The Debtor will fail to maintain insurance;
c. The Debtor will use cash collateral other than as agreed in
the Order; or
d. Appointment of a trustee or examiner in this proceeding, or
the conversion of the case to a proceeding under Chapter 7 of the
Bankruptcy Code.
A further hearing on the matter is set for October 25 at 11 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3SZRFLI from PacerMonitor.com.
The Debtor projects $2,200 in total income and $1,750 in total
expenses for its 404 E. Edenton property.
About Turner Oakwood Properties, LLC
Turner Oakwood Properties, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-02049) on
September 12, 2022. In the petition signed by Augusta Bernadette
Turner, manager, the Debtor disclosed up to $1 million in both
assets and liabilities.
Judge David M. Warren oversees the case.
William Kroll, Esq., at Everett Gaskins Hancock LLP, is the
Debtor's counsel.
ULTRA SEAL: Wins Interim Cash Collateral Access
-----------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York,
Poughkeepsie Division, authorized Ultra Seal Corporation and
Ultra-Tab Laboratories, Inc. to use cash collateral on an
emergency, interim basis to pay only expenses as set forth in the
budget.
As previously reported by the Troubled Company Reporter, the
Debtors require the use of cash collateral to meet the minimal
monthly obligations associated with the Debtor's operations,
including but not limited to, insurance, utilities, and
maintenance.
At the time of the bankruptcy filing, Ultra Seal was the obligor
under a $250,000 note and security agreement with M&T Bank. As of
the Petition Date, Ultra Seal was current with the obligations due
and owing to M&T Bank. The total obligation due and owing to M&T
Bank as of petition date was $744, 200.
Ultra-Tab was the obligor under notes and security agreements with
M&T Bank in the total approximate amount of $494,200. As of the
Petition Date, Ultra-Tab was current with the obligations due and
owing to M&T Bank.
Ultra-Tab expects to sell substantially all of its assets through a
liquidating Chapter 11 plan and satisfy M&T Bank obligation in
full. The obligations owed to M&T Bank are collateralized by
substantially all of the Debtors' assets, including its accounts,
accounts receivable, equipment, machinery and inventory.
A further hearing on the matter is set for October 11 at 2 p.m.
A copy of the order is available at https://bit.ly/3VcHsxk from
PacerMonitor.com.
About Ultra Seal Corporation
Ultra Seal Corporation is a privately owned and operated contract
packager of pharmaceutical products, nutritional supplements and
personal care products located in the heart of New York's Hudson
Valley. Affiliate, Ultra-Tab Laboratories, Inc., is a bulk
manufacturer of those products. Both are regulated by the United
States Food and Drug Administration.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-35630) on October
6, 2022. In the petition signed by Dennis Borrello, president,
Ultra Seal disclosed $8,861,955 in assets and $5,757,027 in
liabilities.
Michelle L. Trier, Esq., at Genova, Malin & Trier, LLP, is the
Debtors' counsel.
Judge Cecelia G. Morris oversees the cases.
VENUS CONCEPT: Appoints Rajiv De Silva as CEO, Director
-------------------------------------------------------
Venus Concept Inc. has appointed Rajiv De Silva as the Company's
chief executive officer and a member of the Board of Directors,
effective Oct. 2, 2022. The Company also announced the separation
of Domenic Serafino as chief executive officer and director,
effective Oct. 2, 2022. The Company said this separation was not
the result of any specific disagreement about strategy with
management or the Board, inappropriate action, violation of company
policy or any accounting irregularity.
Mr. De Silva currently serves as the Chairman of Covis Pharma, a
privately-held, multinational specialty pharmaceutical company, and
is a co-founder of Asiri Skincare, a privately-held company focused
on topical consumer therapeutic skincare products. From 2013 to
2016, he served as president, CEO and Director of Endo
International Plc, a publicly traded multinational specialty
pharmaceutical company. Prior to Endo, Mr. De Silva served as
president of Valeant Pharmaceuticals International, Inc. (now
Bausch Health) from 2010 to 2013, and as COO of Valeant's Specialty
Pharmaceuticals business, which included its flagship dermatology
and aesthetics unit, from 2009 to 2013. From 2003 to 2008, he held
multiple leadership positions within Novartis AG, including
President, Novartis Pharma Canada. Mr. De Silva started his career
in healthcare at McKinsey & Company in 1995, where he rose to
Partner. Mr. De Silva has a BSE, Honors from Princeton University,
an MS from Stanford University, and an MBA with Distinction from
the Wharton School at the University of Pennsylvania.
"We are excited to have Rajiv join the Company to lead Venus
Concept through its next stage of growth and development," said
Scott Barry, Chairman and director of Venus Concept. "He is a
seasoned executive with significant experience in larger,
multinational healthcare companies. Rajiv has a proven track of
record of managing companies through multiple stages of growth –
both organically and inorganically – and through complex
turnarounds that included organizational restructuring and capital
structure transformation. With Rajiv at the helm, the Board feels
the Company has a strong leader to execute its strategic objectives
of achieving sustainable, profitable, growth in the global medical
aesthetics and hair restoration markets and advancing product
development, including our next generation robotic technology
platform for medical aesthetic applications."
Mr. De Silva commented: "I am delighted to join Venus Concept at a
pivotal time for the company. I believe that the Company's
best-in-class products and cutting-edge R&D capabilities provide an
exciting platform to create meaningful partnerships with aesthetics
professionals and make a difference in the lives of consumers. I
am excited by the opportunity to build on the Company's past
successes and achieve near-term profitability and sustainable,
long-term growth."
Mr. Barry continued: "On behalf of the Board, I would like to
express to Dom our deep gratitude for his 12 years of service to
our Company. From his early days as a co-founder, his vision and
leadership fueled the notable growth of Venus Concept to an
established, publicly-traded company today. His legacy will be
substantial: he built a Company that is an innovative, global
leader in the medical aesthetic technology market, with a broad
product portfolio of minimally invasive and non-invasive medical
aesthetic and hair restoration technologies. We wish him continued
personal growth in his future endeavors."
In connection with his appointment as CEO, Mr. De Silva entered
into an employment agreement with the Company for a term to
continue indefinitely until Mr. De Silva resigns or is terminated
in accordance with the terms and conditions of the Employment
Agreement. Pursuant to the terms of the Employment Agreement, Mr.
De Silva is entitled to an annual base salary of US$525,000. Mr.
De Silva will be eligible to earn an annual incentive bonus equal
to 75% of his Base Salary and an equity award. Upon execution of
the Employment Agreement, Mr. De Silva will be granted employee
stock options to purchase 3,300,000 shares in the Company at an
exercise price equal to the closing market price on the date of
grant. Such shares shall vest as follows: 25% shall vest on the
first anniversary of the date of grant and the remaining 75% of
such shares shall vest quarterly at a rate of 6.25% per quarter,
pursuant and subject to Mr. De Silva's execution and return of the
Company's Stock Option Agreement.
Updated Fiscal Year 2022 Revenue Guidance:
In connection with Rajiv De Silva's appointment as chief executive
officer, the Company has withdrawn its previously issued revenue
guidance for fiscal year 2022, which was last updated on Aug. 12,
2022.
While Venus Concept is evaluating potential near-term growth and
profitability expectations under new leadership, it is providing
preliminary third quarter 2022 revenue expectations in the interest
of transparency. Specifically, the Company expects to deliver
total revenue of at least $21 million for the three months ended
Sept. 30, 2022. The preliminary revenue results are based solely
upon information available to management as of the date of this
press release. The Company's actual results may differ from these
estimates due to the completion of its quarter-end closing
procedures, final adjustments and developments that may arise or
information that may become available between now and the time the
Company's financial results for the third quarter ended Sept. 30,
2022 are finalized.
Third Quarter 2022 Conference Call Information:
The Company plans to report financial results for the three and
nine-months ended Sept. 30, 2022 before the market opens on Friday,
Nov. 11, 2022. Management will host a conference call beginning at
8:00 a.m. Eastern Time to discuss third quarter financial results,
recent business developments and the Company's near-term financial
outlook. Those who would like to participate may dial 877-407-2991
(201-389-0925 for international callers) and provide access code
13733044. A live webcast of the call will also be provided on the
investor relations section of the Company's website at
ir.venusconcept.com. For those unable to participate, a replay of
the call will be available for two weeks at 877-660-6853
(201-612-7415 for international callers); access code 13733044.
The webcast will be archived at ir.venusconcept.com.
About Venus Concept
Toronto, Ontario-based Venus Concept Inc. is an innovative global
medical technology company that develops, commercializes, and
delivers minimally invasive and non-invasive medical aesthetic and
hair restoration technologies and related practice enhancement
services. The Company's aesthetic systems have been designed on a
cost-effective, proprietary and flexible platform that enables the
Company to expand beyond the aesthetic industry's traditional
markets of dermatology and plastic surgery, and into
non-traditional markets, including family and general practitioners
and aesthetic medical spas.
Venus Concept reported a net loss of $22.14 million for the year
ended Dec. 31, 2021, compared to a net loss of $82.82 million for
the year ended Dec. 31, 2020. As of June 30, 2022, the Company had
$132.75 million in total assets, $109.36 million in total
liabilities, and a total stockholders' equity of $22.84 million.
Toronto, Canada-based MNP LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March
28, 2022, citing that the Company has reported recurring net losses
and negative cash flows from operations, that raises substantial
doubt about its ability to continue as a going concern.
VERSACE BERTONI GELATO: Starts Subchapter V Case
------------------------------------------------
Versace Bertoni Gelato LLC filed for chapter 11 protection in the
Southern District of Florida. The Debtor elected on its voluntary
petition to proceed under Subchapter V of chapter 11 of the
Bankruptcy Code.
The Debtor is in the food services industry and holds ownership
interests in and manages gelato stores.
The Debtor's principal place of business is located at 2647 W 81st
St., Hialeah, FL 33016. The premises are leased.
The Debtor is experiencing a decline in revenues and is in need of
restructuring its business operations and business model in order
to continue as a going concern. The Debtor is also in need of
additional funding in order to support the gelato businesses in
which it holds an ownership interest and manages.
The Debtor has three employees. It has two managers:
* Stefano Versace (Manager): $168,000/yr. salary
* Belinda Casanova (Manager): $50,400/yr. salary
The Company had gross income of $485,362 in 2021, compared with
$1,832,121 in 2020. For the period Jan. 1, 2022, through Sept. 30,
2022, the Company had gross income of $388,690.
According to court filings, Versace Bertoni Gelato LLC estimates $1
million to $10 million in debt to 1 to 49 creditors. The petition
states that funds will be available to unsecured creditors.
The Company's lone secured creditor is Piero Salussolia Financing,
LLC, owed approximately $343,166. The Company owes the IRS $35,000
in payroll taxes. Unsecured claims against the company total
$1,231,728.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Oct. 28, 2022, at 12:00 PM by TELEPHONE.
Proofs of claim are due by Dec. 9, 2022.
About Versace Bertoni Gelato
Versace Bertoni Gelato LLC is engaged in providing food items and
services in Miami-Dade County, Florida.
Versace Bertoni Gelato LLC filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla.
Case No. 1:22-bk-17688) on Oct. 1, 2022. In the petition filed by
Stefano Versace, as manager, the Debtor reported liabilities
between $1 million and $10 million and assets up to $50,000.
Aleida Martinez-Molina has been appointed as Subchapter V trustee.
The Debtor is represented by Vincent F Alexander of Lewis Brisbois
Bisgaard & Smith.
VITAL PHARMACEUTICALS: Case Summary & 30 Top Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Vital Pharmaceuticals, Inc. (Lead Case)
22-17842
DBA Bang Energy
DBA VPX Sports
DBA Redline
DBA Quash Life Lift
DBA VPX/Redline
DBA VPX
1600 N. Park Dr.
Weston, FL 33326
Business Description: The Debtors are manufacturers, distributors
and sellers of energy drinks and dietary
supplement products. Their products are
available in all 50 states with a
distribution network throughout the United
States, Canada, Latin America, Europe, and
Australian markets. The Debtors are in the
process of expanding their market territory
in certain international markets.
Chapter 11 Petition Date: October 10, 2022
Court: United States Bankruptcy Court
Southern District of Florida
Seven affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
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Vital Pharmaceuticals, Inc. (Lead Case) 22-17842
Bang Energy Canada, Inc. 22-17844
JHO Intellectual Property Holdings, LLC 22-17845
JHO Real Estate Investment, LLC 22-17847
Quash Seltzer, LLC 22-17848
Rainbow Unicorn Bev LLC 22-17849
Vital Pharmaceuticals International Sales, Inc. 22-17850
Judge: Hon. Scott M. Grossman
Debtor's
General
Bankruptcy
Counsel: George A. Davis, Esq.
Tianjiao Li, Esq.
Brian S. Rosen, Esq.
Jonathan J. Weichselbaum, Esq.
LATHAM & WATKINS LLP
1271 Avenue of the Americas
New York, NY 10020
Tel: 212-906-1200
Email: george.davis@lw.com
tj.li@lw.com
brian.rosen@lw.com
jon.weichselbaum@lw.com
– and –
Andrew D. Sorkin, Esq.
LATHAM & WATKINS LLP
555 Eleventh Street, NW, Suite 1000
Washington, D.C. 20004
Tel: (202) 637-2200
Email: andrew.sorkin@lw.com
- and -
Jeramy D. Webb, Esq.
Whit Morley, Esq.
LATHAM & WATKINS LLP
330 N Wabash Ave
Suite 2800
Chicago, IL 60611
Tel: 312-876-7700
Email: jeramy.webb@lw.com
whit.morley@lw.com
Debtors'
Florida
Bankruptcy
Co-Counsel: Jordi Guso, Esq.
Michael J. Niles, Esq.
BERGER SINGERMAN LLP
1450 Brickell Avenue
Suite 1900
Miami, FL 33131
Tel: 305-755-9500
Email: jguso@bergersingerman.com
mniles@bergersingerman.com
Debtors'
Financial
Advisor: Adriana Vidal
HURON CONSULTING GROUP INC.
550 West Van Buren
Chicago, IL 60607C
Debtor's
Investment
Banker: ROTHSCHILD & CO US INC.
1251 Avenue of the Americas
33rd Floor
New York, NY 10020
Tel: 212-403-3500
Debtor's
Claims &
Noticing
Agent: STRETTO
Estimated Assets: $500 million to $1 billion
Estimated Liabilities: $500 million to $1 billion
The petitions were signed by John D. DiDonato as chief
transformation officer.
A full-text copy of the Lead Debtor's petition is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/ZXZRWVQ/Vital_Pharmaceuticals_Inc__flsbke-22-17842__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
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1. Monster Energy Company Litigation Claim $292,939,761
c/o Hueston Henningan LLP
Attn: John C. Hueston, Esq.
523 West 6th St., #400
Los Angeles, CA 90014
John C. Hueston, Esq.
Tel: 949-226-6740
Email: jhueston@hueston.com
2. Orange Bang, Inc. Litigation $214,757,614
c/o Knobbe, Martens, Olson Claim
& Bear, LLP
Attn: Steven J. Nataupsky, Esq.
2040 Main Street, 14th Fl.
Irvine, CA 92614
Steven J. Nataupsky, Esq.
Tel: 949-760-0404
Email: steven.nataupsky@knobbe.com
3. Pepsico Settlement $115,000,000
15 Melanie Lane Agreement
East Hanover, NJ 07936
Eric Hansen
Tel: 914-519-7904
Email: eric.hanson@pepsico.com
4. Doehler USA, Inc. Settlement $22,000,000
400 High Point Road SE Agreement
Suite 100
Cartersville, GA 30120-6610
Paul Graham
Tel: 888-367-8327
Email: paul.graham@doeher.com
5. Stellar Group, Inc. Trade Vendor $18,880,536
2900 Hartley Road
Jacksonville, FL 32257-8221
Derek Bickerton
Tel: 904-260-2900
6. The American Bottling Company Litigation $17,681,149
300 Delaware Avenue Claim
Suite 1410
Wilmington, DE 19801
Joseph S. Naylor
Swartz Campbell LLC
Tel: 302-656-5935
Email: jnaylor@swartzcampbell.com
7. Dairy Farmers of America Inc. Litigation $14,000,000
1200 Main Street Claim
Suite 3800
Kansas City, MO 64105
Robert J. Hoffman
Bryan Cave Leighton Paisner LLP
Tel: 816-374-3200
Email: rjhoffman@bclplaw.com
8. Ardagh Metal Beverage Trade Vendor $11,143,726
USA, Inc.
8770 W. Bryn Mawr Ave.
Suite 175
Chicago, IL 60631-3515
Curt Rothlisberger
Tel: 773-490-1864
9. Trinity Logistics, Inc. Freight Vendor $5,605,440
50 Fallon Avenue
Seaford, DE 19973-1578
Laura Dukes
Tel: 817-359 2505
10. Crown Cork & Seal USA, Inc. Trade Vendor $5,022,187
770 Township Road
Yardley PA 19067-4219
Christine J. Horn
Tel: 215-552-3758
Email: Christine.Horn@crowncork.com
11. Ball Metal Beverage Trade Vendor $3,976,569
Container Corp.
10 Longs Peak Drive
Broomfield, CO 80021
12. Webb & Gerritsen Litigation $2,500,000
1308 Poplar Drive Claim
Waukesha, WI 53188
Email: olddutchmilw@aol.com
13. Graphic Packaging Trade Vendor $2,399,443
International
P.O. Box 404170
Atlanta, GA 30384-4170
Kara D'Amato
Tel: 770-240-7656
Email: kara.damato@graphicpkg.com
14. 7-Eleven, Inc. Customer $2,328,814
3200 Hackberry Road Programs
Irving, TX 75063-0131
Tel: 800-255-0711
15. Pepsico Customer $2,100,000
15 Melanie Lane Programs
East Hanover, NJ 07936
Eric Hansen
Tel: 914-519-7904
Email: eric.hanson@pepsico.com
16. XPO Global Forwarding, Inc. Freight $1,949,393
13777 Ballantyne Corporate Vendor
Place, Suite 400
Charlotte, NC 28277
Tel: 800-765-2728
17. Priority-1, Inc. Freight $1,396,387
1800 E. Roosevelt Rd. Vendor
Little Rock, AR 72206-2516
Tel: 888-569-8035
18. Green Wave Ingredients (GWI) Trade Claim $1,377,375
P.O. Box 102922
Pasadena, CA 91189-2922
Elizabeth Preciado
Tel: 562-207-9770
Email: epreciado@gwiusa.com
19. Bevcorp LLC Trade Claim $1,223,341
5655 Paysphere Circle
Chicago, IL 60674
Tel: 440-954-3500
20. Speedway LLC Customer $1,165,064
P.O. Box 7600 Programs
Springfield, OH 45501-7600
Chris Johnson
Tel: 937-863-6108
Email: cjohnson11@speedway.com
21. QuikTrip Corporation Customer $1,137,997
4705 S. 129th East Ave. Programs
Tulsa, OK 74134-7005
Tel: 918-615-7700
22. Nelson Mullins Broad and Legal Fees $1,078,408
Cassel f/k/a
Nelson Mullins Riley &
Scarborough LLP
1320 Main Street, 17th Fl.
Columbia, SC 29201-3268
Tel: 803-799-2000
23. Varni Brothers Corporation Trade Vendor $1,035,169
400 Hosmer Ave.
Modesto, CA 95351-3920
Laura McClure
Tel: 209-521-1777
Email: lauram@vbcbottling.com
24. Direct Connect Logistix, Inc. Freight Vendor $998,294
314 W. Michigan St.
Indianapolis, IN 46202-3204
Leslie Maish
Tel: 317-218-7777
25. Premier Distributing Trade Vendor $977,000
Company
1017 Santa Fe
Clovis, NM 88101
Julie Ryan
Tel: 505-342-3510
Email: julie.ryan@premierdistributing.com
26. Fona International, Inc. Trade Vendor $859,445
1900 Averill Road
Geneva IL 60134
Michelle Stehouwer
Tel: 630-578-8600
27. Target Corporation Customer $858,780
P.O. Box 1455 Programs
Minneapolis, MN 55440-1455
28. Inventus, LLC/Legility Professional $835,457
P.O. Box 130114 Fees
Dallas, TX 75313-0114
Jo Anna Williams
Tel: 858-354-9066
Email: Joanna.williams@consilio.com
29. Wild Flavors, Inc. Trade Vendor $773,080
1261 Pacific Ave.
Erlanger, KY 41018
Mike Schneider
Tel: 800-888-8576
30. Total Quality Logistics, LLC Freight $762,486
P.O. Box 634558 Vendor
Cincinnati, OH 45263-4558
Nicholas Montenarello
Tel: 813-731-4067
VITAL PHARMACEUTICALS: Expects Full Exit From Pepsi Mid-November
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After terminating its partnership with PepsiCo Inc., Vital
Pharmaceuticals, Inc., said in bankruptcy court filings it has made
significant progress in its transition to its new distribution
network.
John C. DiDonato, Chief Transformation Officer of Vital
Pharmaceuticals, explains that the Company's distribution network
is critical to the sales of its products and overall business
strategy. DiDonato says maintaining and building its distribution
network is and will remain the core focus of the Company in their
newly filed Chapter 11 cases, and the Company strongly believes any
value-maximizing outcome in these cases is dependent upon that
distribution network remaining intact throughout the Chapter 11
Cases and beyond.
The Company has spent the last several months carefully building
out their network of distributors, and that network is now
positioned for success and represents one of the Company's most
valuable assets on a go-forward basis, according to DiDonato.
Historically, the Company relied on a decentralized network of
regional distributors to put its products in the hands of the
ultimate consumers. In April 2020, to both centralize and expand
its distribution footprint and achieve further growth, VPX changed
paths and entered into an exclusive distribution agreement with
PepsiCo, which encompassed the distribution of "BANG-branded
Licensed Products".
On October 23, 2020, the Company terminated the Pepsi Distribution
Agreement due to its view that Pepsi's strategies were suboptimal
and the parties' varying expectations and visions.
Following the termination, various legal proceedings ensued. On
June 21, 2022, VPX and Pepsi entered into that certain confidential
settlement agreement and release of all claims, under which VPX and
Pepsi agreed to, among other things, the dismissal of legal
matters, the termination of the Pepsi Distribution Agreement, and
entered into certain post-termination transition arrangements. In
accordance with the settlement, Pepsi continued to distribute
products for VPX into 2022. In 2021, Pepsi's distribution accounted
for approximately 81.6% of VPX's sales.
Since entering the Pepsi Settlement and through the summer and
early fall of 2022, the Company has been in the process of
transitioning to a decentralized distribution network, which
consists of (a) a best-in-class regional independent distributors,
many of which distributed VPX's products prior to VPX's entry into
the Pepsi Distribution Agreement, and (b) in-house direct store
delivery using existing Company-owned distribution fleet.
This transition includes (a) expanding the territory and coverage
of independent distributors that distributed the Company's Bang
products including, during the period in which VPX was
transitioning distribution to Pepsi (approximately 80% of which
distributors are independent bottlers that have a license to
distribute products on behalf of Anheuser-Busch Inc. and Molson
Coors Beverage Company); (b) adding independent distributors that
previously had been part of VPX's distribution network prior to
VPX's relationship with Pepsi, but had not served as independent
distributors during the period when the Pepsi Distribution
Agreement was in effect; (c) adding additional independent
distributors that had not previously distributed the Bang products;
and (d) reestablishing the DSD network.
New distributors (which are not under a pre-existing distribution
agreement with VPX) are typically required to sign an Exclusive
Distribution Agreement, provide an initial purchase order, and
maintain a mutually agreed upon minimum supply of product. Other
terms of the EDAs, including commitments on the part of the
distributor to achieve certain performance levels/distribution
volumes, are negotiated with each distributor and may vary.
As of the Petition Date, VPX has made significant progress in its
transition to its new distribution network, which is expected to
consist of 269 independent distributors. As of Oct. 3, 2022, 227
of such independent distributors (which cover 92.3% of the overall
distribution volume) are now under contract (whether through an EDA
or a legacy agreement), 149 of such distributors have outstanding
accounts receivable with VPX, and 105 of such distributors are
already actively distributing VPX's products. The transition is
expected to be substantially complete by mid-November 2022, after
which point Pepsi will no longer distribute VPX products. This
fall, the Company also will be negotiating for shelf space with
major national retail outlets in order to maximize the performance
of the best-in-class distribution network.
VPX is highly optimistic about the performance of the new
distribution network. Put simply, the implementation of the new
distribution network is expected to return the Company to the
trajectory of rapid growth it was on as recently as 2019 (prior to
VPX's entry into the Pepsi Distribution Agreement).
About Vital Pharmaceuticals
Since 1993, Florida-based Vital Pharmaceuticals, Inc., d/b/a Bang
Energy and as VPX Sports, has developed delicious performance
beverages, supplements, and workout products to fuel high-energy
lifestyles. VPX Sports is the maker of Bang energy drinks, among
other consumer products
Vital Pharmaceuticals, Inc., along with certain of its domestic
subsidiaries and affiliates, on Oct. 10, 2022, filed voluntary
petitions for protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Lead Case No. 22-17842).
VPX estimated $500 million to $1 billion in assets and liabilities
as of the bankruptcy filing.
The Hon. Scott M. Grossman is the case judge.
The Debtors tapped LATHAM & WATKINS LLP as general bankruptcy
counsel; BERGER SINGERMAN LLP as co-bankruptcy counsel; HURON
CONSULTING GROUP INC., as financial advisor; and ROTHSCHILD & CO US
INC. as investment banker. STRETTO is the claims agent.
VITAL PHARMACEUTICALS: Files Voluntary Chapter 11 Petition
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Vital Pharmaceuticals, Inc., along with certain of its domestic
subsidiaries and affiliates, on Oct. 10 disclosed that it has filed
voluntary petitions for protection under Chapter 11 of the
Bankruptcy Code in the Southern District of Florida. VPX Sports is
the maker of Bang energy drinks, among other consumer products. All
business operations will continue, with improved product delivery
and service to retailers through VPX/Bang Energy's newly
constituted legacy distribution network consisting of more than 269
best-in-class distributors. VPX's Chapter 11 efforts are being
supported by $100 million of additional financing from VPX's
esteemed syndicate lenders to help ensure operations continue
uninterrupted during the restructuring process.
"We are excited about our future, and particularly the new
distribution system that we have spent the better part of this year
assembling, said Jack Owoc, CEO and founder of VPX. "Utilizing our
new state-of-the-art decentralized direct store distribution (DSD)
will allow Bang Energy to get back to our pre-Pepsi meteoric annual
success of several hundred percent year over year growth. We are
coming like a freight train and cannot be stopped."
VPX/Bang Energy intends to reclaim the formidable market share that
dwindled while Pepsi was the national distributor of Bang energy
drink products. Immediately prior to VPX/Bang Energy switching to
Pepsi in early 2020, Bang's share of the energy drink market was
roughly 9.7%. Under Pepsi's distribution, roughly 3.4% of that
market share was lost. At $200 million per share point, that
equates to $680 million in today's energy drink market. Bang
Energy's newly orchestrated and soon-to-launch direct store
distribution network currently covers nearly 95% of the entire
United States market.
"The primary objective of our new DSD network is to regain the
massive market share we earned prior to Pepsi and continue to
achieve double digit growth and progress vigorously beyond 20%
market share in energy drinks," said Owoc. Bang Energy's new DSD
network will launch nationwide and be closer to 100% as it
officially completes its exit from the Pepsi relationship this
month. This will be a comprehensive transition with no impact to
product availability.
This filing is a restorative action to help the company recover
from recent challenges, including multiple lawsuits that impacted
the Company's short-term outlook and the cost impact of
reconstituting the company's national distribution network that
resulted in a summer revenue gap. VPX intends to use the Chapter 11
process to recapitalize and emerge from bankruptcy well-positioned
to continue its rapid growth in the beverage market.
"This company was founded on determination and a relentless passion
for giving our customers and consumers what they want -- and we
will continue do so. I know we will successfully emerge from this
process as a stronger company," Owoc said. "We are the only major
U.S. beverage and hydration brand that has shifted away from
plastic to nearly 100% aluminum production. We are a private,
American-owned and operated beverage company that supports our
local communities, and we continuously innovate flavors and
performance benefits that consumers demand."
"More than 20 years ago, we disrupted the beverage industry with
brilliant, great tasting, better-for-you, highly effective
innovations," said Owoc. "We also invented the performance energy
category with social media supporters who grew along with our
brand. Our inspired and positive contributions have been met with
numerous lawsuits from Monster Energy and also Pepsi, basically Big
Beverage. We will continue to fight these monster corporations and
will not allow them to deprive you of our remarkable beverages and
other inventions."
Owoc emphasized the court filings will enhance operations and the
company expects to continue engage in explosive growth throughout
the process.
"This reorganization will position our company for future growth.
During this transition, our brilliant staff is committed to the
success of our new distribution network and remarkable retailers.
The knowledge we gained over the past several years has been
transformative," said Owoc.
The company is represented by Latham & Watkins LLP and Berger
Singerman LLP as counsel. Huron Consulting Group serves as
financial advisor.
About VPX Sports/Bang Energy
Since 1993, Florida-based Vital Pharmaceuticals, Inc., d/b/a Bang
Energy and as VPX Sports, has developed delicious performance
beverages, supplements, and workout products to fuel high-energy
lifestyles. In addition to one of the top three energy drink brands
in the U.S., Bang Energy, the company's premium quality products
include keto-friendly Meltdown(R), Quash(R), Vooz(TM) and
Redline(R). All of the company's products are personally designed
and approved for taste and effectiveness by founder and CEO, Jack
Owoc, who started the family-owned company with one goal in mind:
to produce the highest-quality sports supplements and performance
beverages in the world backed by university scientific research.
Since its founding 29 years ago, Jack Owoc has commissioned 30 gold
standard university research studies using human test subjects to
prove the efficacy and quality of the company's products by sports
nutrition PhD researchers at prestigious institutions of higher
learning including but not limited to: UCLA, University of South
Alabama, Florida State, Baylor University, University of Southern
Maine, University of Memphis, Florida International University and
College of New Jersey, among others. The company's products and
supplements are available in grocery and convenience stores around
the world. Jack Owoc and his team continuously innovate new
products that deliver on taste, optimal performance benefits and
nutrition needs. For more information and inspiration, visit
http://www.bangenergy.com/
VITAL PHARMACEUTICALS: In Chapter 11 Amid Monster, OBI Lawsuits
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Vital Pharmaceuticals, Inc., the maker of the Bang energy drink,
has sought Chapter 11 protection to fend off a lawsuit brought by
rivals Monster Energy Co. and Orange Bang Inc.
Established in 1993 and headquartered in Weston, Florida, the
Company is a frontrunner in sports nutrition and a pioneer in the
performance energy drink industry. The Company produces beverages
without sugar, calories, carbohydrates, or artificial flavors, and
with caffeine, electrolytes, and other performance ingredients.
The Company's leading product is Bang energy drink, which was
launched by the Company in 2012 and was the fastest growing
beverage in the U.S. non-alcoholic beverage sector in 2018. Bang is
the third best-selling energy drink in the United States as
measured by retail sales and market share data.
The Company historically has been profitable. From 2016 to 2019,
the Company demonstrated significant enterprise growth and received
increased customer demand for the Company's products. In 2019,
prior to its distribution network transition, the Debtors achieved
$1.2 bi11ion in retail sales, $626 million in net revenue, and $175
million in earnings before interest, taxes, depreciation, and
amortization, and had a 184% compound annual growth rate from 2017
to 2019.
Since inception, the Company and its non-Debtor affiliates have
invested approximately $437 million into various manufacturing and
distribution facilities across the United States, with plans to
expand further into international markets. For example, the
Debtors' Phoenix facility, where most Bang products are
manufactured, has a footprint of over 394,000 square feet and can
manufacture 4.8 million twelve-pack cases of Bang every month with
demonstrated efficiencies, capable of producing 3,600 cans per
minute. In addition to the Phoenix facility, certain of the
non-Debtor affiliates lease or own manufacturing, distribution, and
storage facilities in Florida, California, Georgia, North Carolina,
Texas, Arizona, and Canada, which have a combined footprint of
approximately two million square feet.
Bang is available in all 50 states and internationally, and is
distributed through a large network of mainstream retailers and
suppliers throughout the United States, Canada, Latin America,
Europe, and Australia.
As of the Petition Date, the Debtors have $240.0 million in
outstanding principal under a revolving facility and $104.2 million
in outstanding principal under a term loan facility, both with
Truist Bank, as administrative agent. As of the Petition Date, the
Debtors have approximately $83 million in trade payables
outstanding.
Orange Bang, Monster Lawsuits
Orange Bang, Inc., a closely held business that owns the ORANGE
BANG trademark, and Monster Energy Company (assignee of OBI's 2019
settlement with VPX) have asserted claims against VPX for breach of
contract (in connection with a 2010 settlement), and trademark
infringement claims. On Jan. 6, 2022, the arbitrator issued an
interim arbitration award in favor of Monster and OBI and against
VPX and JHO, pursuant to which Monster and OBI jointly elected (i)
a $175 million disgorgement of profits award on OBFs trademark
infringement claim, and (ii) certain injunctive relief providing
for a royalty payment equal to 5% of net sales of BANG-branded
beverages in lieu of VPX's discontinuing its use of the "BANG"
mark.
On April 4, 2022, the arbitrator issued a final award, which
provided: (i) approximately $9.3 million in fees and costs, in
addition to the $175 million disgorgement award that Monster and
OBI had elected, and (ii) granted injunctive relief substantially
beyond that granted in the interim arbitration award. On June 30,
2022, the District Court for the Central District of California
denied the motion to vacate the Final Arbitration Award and granted
the motion to confirm the award.
VPX does not have the financial ability to post a supersedeas bond
in an amount sufficient to stay enforcement of the OBI Judgment.
Accordingly, chapter 11 protection, including the protection of the
automatic stay, is integral to the Debtors' ability to protect
their business and estate assets while the OBI Appeal is pending.
On September 4, 2018, Monster initiated a lawsuit against VPX and
its CEO, John H. Owoc, in the District Court for the Central
District of California, captioned Monster Energy Co. v. Vital
Pharms., Inc. and John H. Owoc., Case No. 5:18-cv-1882. The
lawsuit included claims for false advertising, alleged trade secret
misappropriation, alleged violation of the Federal Computer Fraud
and Abuse Act, and alleged interference with Monster contracts for
retail shelf space. A jury trial was conducted and on September
29, 2022, the jury delivered a verdict in favor of Monster and
against VPX and Mr. Owoc, awarding $293 million in damages to
Monster.
Breathing Room
The Company commenced Chapter 11 cases to (a) obtain "breathing
room" from pending litigation, including the OBI Judgment and FAA
Verdict, as well as consequences of pending defaults under the
Prepetition Credit Agreement; (b) obtain an essential infusion of
liquidity totaling $100 million to help stabilize the Company's
operations at a critical juncture in the Company's business cycle
(i.e., on the precipice of launching its new distribution network)
through the DIP Facility; and (c) pursue a recapitalization, a
replacement financing, or other transaction that will result in the
payment in full of the Company's outstanding obligations under the
Prepetition Credit Agreement and position the Company for success
upon its emergence from chapter 11.
Since March 2022, the Company has been in default under the
Prepetition Credit Agreement because of, among other things,
failure to satisfy certain financial maintenance covenants. From
March 2022 through Sept. 30, 2022, the Prepetition Secured Parties
agreed to forbear from exercising their rights and remedies in
respect of those defaults pursuant to five forbearance agreements
entered into with the Company. Since June 2022, the Secured Lenders
have also advanced critical funding (totaling approximately $60
million) to the Company to enable it to continue operations,
transition away from its distribution arrangement with Pepsi and to
its new best-in-class distribution network, pursue a capital raise
process, and engage in contingency planning around a potential
filing. At all times since June 2022, the Secured Lenders have
made clear that such accommodations were to assist the Company in
achieving their desired outcome: repayment in full of the
obligations owed to them.
Beginning in late June 2022, the Debtors' management, together with
the assistance of their advisors (in particular, Rothschild & Co US
Inc., the Company's proposed investment banker who was engaged in
April 2022), commenced a robust financing process in pursuit of a
capital raise transaction and other alternative transactions
designed to (a) refinance the prepetition lenders, (b) generate
sufficient liquidity for the Company's operations and capital
expenditures, and (c) if necessary, to post a supersedeas bond in
connection with Ninth Circuit Appeal. However, a feasible
transaction that would achieve the Company's objectives did not
materialize in the capital raise process due to, among other
factors, uncertainty regarding the Debtors' then-nascent
distribution network transition, concerns about potential
contingent liabilities related to outstanding litigation, as well
as increasingly challenging macroeconomic factors more generally.
Although the Company remained in discussions regarding potential
financing transactions with numerous parties as of the Petition
Date, in connection with the most recent forbearance, the Secured
Lenders indicated that they would not continue to forbear past
September 30, or advance additional funding outside of chapter 11.
The Secured Lenders did, however, offer to provide sufficient
funding for a chapter 11 process through the proposed facility
under the DIP Credit Agreement, and afford the Company an
opportunity to continue their efforts to recapitalize their balance
sheet and refinance or otherwise repay the obligations under the
Prepetition Credit Facility. To avail themselves of this
opportunity and mitigate the jeopardy to VPX's assets following
entry of the OBI Judgment and FAA Verdict, the Company commenced
these Chapter 11 Cases.
About Vital Pharmaceuticals
Since 1993, Florida-based Vital Pharmaceuticals, Inc., d/b/a Bang
Energy and as VPX Sports, has developed delicious performance
beverages, supplements, and workout products to fuel high-energy
lifestyles. VPX Sports is the maker of Bang energy drinks, among
other consumer products
Vital Pharmaceuticals, Inc., along with certain of its domestic
subsidiaries and affiliates, on Oct. 10, 2022, filed voluntary
petitions for protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Lead Case No. 22-17842).
VPX estimated $500 million to $1 billion in assets and liabilities
as of the bankruptcy filing.
The Hon. Scott M. Grossman is the case judge.
The Debtors tapped LATHAM & WATKINS LLP as general bankruptcy
counsel; BERGER SINGERMAN LLP as co-bankruptcy counsel; HURON
CONSULTING GROUP INC., as financial advisor; and ROTHSCHILD & CO US
INC. as investment banker. STRETTO is the claims agent.
VPR BRANDS: Settles Patent Infringement Suit With MONQ for $275K
----------------------------------------------------------------
VPR Brands, LP entered into a Settlement Agreement by and between
the Company on the one hand, and MONQ, LLC on the other hand.
The Company previously filed a lawsuit in the United States
District Court for the Middle District of Tennessee (Civil Action
No. 3:21-cv-00172) alleging patent infringement of the Company's
U.S. Patent No. 8,205,622 by MONQ. Pursuant to the terms of the
Settlement Agreement, the Company and MONQ agreed to settle the
Action, and MONQ agreed to pay the Company $275,000 per the
following schedule:
$25,000 On or before October 10, 2022
$25,000 On or before November 1, 2022
$25,000 On or before December 1, 2022
$25,000 On or before January 1, 2023
$25,000 On or before February 1, 2023
$25,000 On or before March 1, 2023
$15,000 On or before April 1, 2023
$15,000 On or before May 1, 2023
$15,000 On or before June 1, 2023
$15,000 On or before July 1, 2023
$15,000 On or before August 1, 2023
$15,000 On or before September 1, 2023
$15,000 On or before October 1, 2023
$10,000 On or before November 1, 2023
$10,000 On or before December 1, 2023
In exchange for the Settlement Sum, the Company granted to MONQ a
non-exclusive license through and including Sept. 30, 2022 for
MONQ's use of the Patent and all related patents and applications.
Failure to make a payment in accordance with the Payment Schedule
will automatically result in a breach of the Settlement Agreement.
To retain the non-exclusive license, MONQ must pay the outstanding
balance in accordance with the Payment Schedule within 10 business
days. Failure to make payment after 10 business days will result
in revocation of the non-exclusive license.
Subject to full receipt of the Settlement Sum, the Company also
granted to MONQ a non-exclusive and non-assignable license to the
Patent to allow MONQ to continue to make, use, sell, offer for
sale, import, export, supply, lease, distribute, purchase, perform,
provide, display, transmit, or otherwise practice the Patent with
respect to manufacturing, marketing and selling its devices.
About VPR Brands
Headquartered in Ft. Lauderdale, FL, VPR Brands, LP --
http://www.VPRBrands.com-- is company engaged in the electronic
cigarette and personal vaporizer business.
As of June 30, 2022, the Company had $1.26 million in total assets,
$3.45 million in total liabilities, and a total partners' deficit
of $2.19 million.
Los Angeles, California-based Paris Kreit & Chiu CPA's LLP, the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated April 15, 2022, citing that the
Company has an accumulated deficit of $10,214,999 and a working
capital deficit of $1,834,867 at Dec. 31, 2021. These factors,
among others, raise substantial doubt regarding the Company's
ability to continue as a going concern.
WATER MARBLE: Plan Remains Unfeasible, Creditor Says
----------------------------------------------------
Creditor GBR Group submitted an objection to the Plan of Water
Marble Holding, LLC.
Creditor points out that the Plan remains unfeasible and, as such,
violates section 1129(a)(11) of the Bankruptcy Code. The
projections upon which the Debtor relies continue to be entirely
illusory because they have no basis in actual performance by the
Debtor's hotel tenant. Nothing in the past performance of the hotel
provides any confidence to support the required monthly plan
payment of $51,913, which the Debtor must make every month for the
next 15 years. The Debtor's attempt to supply this confidence
through its engagement of alleged professional management does
exactly the opposite. The proposed manager is NOT the competent,
professional management envisioned by David Gray (GBR's appraiser)
when he prepared the projections now hypocritically adopted by the
Debtor. Rather, the proposed management company is an apparent
crisis management firm, with little track record providing
long-term professional hotel management. Moreover, the shoddy
management agreement is not market, and its material terms only
underscore the fact that the Debtor lacks the requisite
sophistication or even genuine commitment to successfully operate
the hotel. For example, the management agreement, which purports to
apply to a hotel located in Harrison, Ohio and was signed by a
single purpose entity which was dissolved on the date the agreement
was executed, has no marketing plan, permits the management company
to be terminated at the end of one year, and at the end of every
year thereafter or at any time and by either party on a mere 60
days' notice, provides that the hotel cannot retain the management
employees upon termination of the agreement, and gives the manager
sole discretion to determine what working capital and reserve funds
the Debtor must maintain and wide discretion to incur all sorts of
other expenses and employee costs, apparently in accordance with a
budget, which is not attached to the agreement or included in the
projections. In short, the management agreement appears a hasty and
half-hearted attempt by to paper over the cracks in the foundation
of the Plan. And this agreement is not the only problem or even the
main one.
Creditor further points out that the Debtor's failed effort to
establish feasibility also causes the Plan to violate section
1129(b)(2)(A) of the Bankruptcy Code; it is not fair and equitable.
In hoping to establish feasibility, the Plan provides entirely
illusory financial support from the Church— the one thing the
Debtor hopes will overcome the demonstrable inability to operate
the hotel successfully. The Church's only purported
commitment—what the Plan calls a "backstop [for] any shortfall of
payments" by the Debtor—is no real commitment it all. It does not
guarantee any plan payments, and it does not make the Church liable
if the Debtor defaults. Rather, the Plan grants the Church a free
option to make a monthly Plan payment that the Debtor has missed.
Or it can choose not to do so, as and when it pleases. The Church
has the same discretion to make or not make a monthly payment for
the Debtor as anyone else in the universe does. This is no
guarantee and no "backstop." It contributes no financial support to
the Debtor, and accordingly does not improve the Plan's
feasibility.
According to the creditor, if the Church decides not to make the
payment, the Plan says that GBR gets a deed or a stipulated
judgment of foreclosure. But this scheme does not provide GBR with
the "indubitable equivalent" of its secured claim as of the
Effective Date of the Plan, and the Plan accordingly fails to
comply with section 1129(b)(2)(A) of the Bankruptcy Code. Paying
GBR monthly principal and interest payments with the option at any
point thereafter and for any reason or no reason at all to deed the
property to GBR is not an option under the plain language and
meaning of 1129(b)(2)(A). The property was valued as of the
Effective Date for a reason; if the Debtor wants to give GBR its
collateral to comply with 1129(b)(2)(A), it must do so at
confirmation; not sometime thereafter at its option. Who knows what
the condition and value of the property will be at that time.
Attorneys for the GBR Group LTD n/k/a GBR Group LLLP:
Andrew R. Herron, Esq.
1200 Four Seasons Tower, 1441 Brickell Ave.
Miami FL 33131
Tel: (305) 350-5120
Fax: (305) 372-2738
E-mail: aherron@homerbonner.com
About Water Marble Holding
Water Marble Holding, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 21-01034) on April 28, 2021, listing as
much as $10 million in both assets and liabilities. Judge Jerry A.
Funk oversees the case. The Law Offices of Jason A. Burgess, LLC
and Smith Hulsey & Busey serve as the Debtor's bankruptcy counsel
and special counsel, respectively.
WATER WIND: Nov. 10 Plan Confirmation Hearing Set
-------------------------------------------------
On Oct. 3, 2022, Water Wind and Sky LLC filed with the U.S.
Bankruptcy Court for the Western District of Washington a First
Amended Disclosure Statement for the Plan of Reorganization.
On Oct. 4, 2022, Judge Timothy W. Dore approved the Disclosure
Statement and ordered that:
* Nov. 10, 2022 at 9:30 a.m., at the United States Courthouse,
United States Bankruptcy Court, 700 Stewart Street, Courtroom 8106,
Seattle, WA 98101 is the hearing to consider confirmation of the
Plan.
* Nov. 3, 2022 is the deadline for submitting written
acceptances or rejections of the Plan.
* Nov. 3, 2022 is the deadline for filing and serving written
objections to confirmation of the Plan.
* The summary of ballots required by Local Bankruptcy Rule
3018-1 is due by November 7, 2022.
A copy of the order dated October 4, 2022, is available at
https://bit.ly/3T6oeaW from PacerMonitor.com at no charge.
About Water Wind & Sky
Water Wind & Sky, LLC is a domestic limited liability company in
Seattle, Wash.
Water Wind & Sky sought Chapter 11 bankruptcy protection (Bankr.
W.D. Wash. Case No. 22-10752) on May 5, 2022. In the petition
filed by Mark Goldberg, as managing member, Water Wind & Sky listed
as much as $10 million in both assets and liabilities.
Judge Timothy W. Dore oversees the case.
Armand J. Kornfeld, Esq., at Bush Kornfeld, LLP is the Debtor's
counsel.
According to court documents, Water Wind & Sky has up to 49
creditors. The petition states that funds will be available to
unsecured creditors.
XEBEC HOLDING: Seeks Chapter 15 Bankruptcy to Protect Assets
------------------------------------------------------------
Clean energy company Xebec Adsorption Inc. put its U.S. business
into Chapter 15 bankruptcy Friday, September 28, 2022, in order to
protect the unit's assets from creditors while the clean energy
company reorganizes in Canada.
Xebec Holding USA Inc. and several affiliates filed Chapter 15
petitions in US Bankruptcy Court in Wilmington, Delaware.
The Xebec Group primarily supplies a wide range of renewable and
low-emission gas products and services globally through several
channels, including direct sales, channel partners, project
developers, and e-commerce. The Xebec Group portfolio includes
proprietary technologies for the on-site and distributed production
of hydrogen, renewable and low-emission natural gas, oxygen and
nitrogen, and proprietary technologies that transform raw gases
into clean sources of renewable energy. The Xebec Group operates
in North America, Europe, the Middle East, and Asia.
The Xebec Group does not own any real estate and operates out of
leased facilities and offices. Headquartered in Montreal, Quebec,
the Xebec Group operates five manufacturing facilities, fifteen
cleantech service centers, and two research and development
facilities in North America. The Xebec Group also operates three
manufacturing facilities, two cleantech service centers and three
sales offices in Europe, as well as one research and development
facility in the Netherlands, one sales office in Singapore, and one
in the United Arab Emirates.
The Xebec Group employs close to 600 employees globally.
Xebec Adsorption Inc. is the ultimate parent company of the Xebec
Group. The common shares of Xebec Adsorption Inc. are listed on
the Toronto Stock Exchange and are trading under the ticker symbol
"XBC". They are also trading on the OTCQX International, a
marketplace for over-the-counter trading of securities, under the
ticker symbol "XEBEF".
$503 Million in Assets
The Q2 2022 financial statement of Xebec Adsorption Inc. reflected
assets of $503 million. The Debtor's funded debt are comprised
of:
* As of Sept. 26, 2022, Xebec Adsorption has outstanding
aggregate indebtedness totaling approximately $7,000,000 to
National Bank of Canada under a line of credit.
* As of Sept. 18, 2022, Holding USA had outstanding aggregate
indebtedness to Export Development of Canada in the amount of
US$$13,269,478, which loan allowed Holding USA to fund the
acquisitions of certain U.S.-based businesses.
* As of Sept. 19, 2022, Xebec Adsorption had outstanding
aggregate indebtedness owing to FSTQ totaling approximately
$15,000,000, under a financing facility used for working capital
purposes, operational and investment activities and acquisitions.
In addition, as of August 31, 2022, the Debtors had accounts
payable and accrued liabilities in an aggregate amount of
$162,600,000 including to suppliers and landlords.
Operating Losses
The latest financial statements for the years ended on December 31,
2020 and 2021 indicate that Xebec Adsorption Inc. realized
successive material operating losses in 2020 and 2021. For the six
month period ending on June 30, 2022, Xebec Adsorption continued to
incur material losses, incurring a net loss of $41.997 million, as
appears from a copy of the Condensed Interim Consolidated Financial
Statements (Unaudited) for the three-month and six-month periods
ended June 30, 2022, and 2021.
The Xebec Group's financial difficulties arise from a number of
factors, including its inability to raise additional capital,
supply chain constraints, impact of the COVID-19 pandemic, the
geopolitical factors and increasing selling, general and
administrative expenses, resulting from the number of acquisitions
completed over the last two years, and the completion costs of
legacy renewable natural gas ("RNG") contracts and the costs
associated with discontinuing such product line.
On June 3, 2022, further to a recommendation of the Special
Committee, Xebec Adsorption engaged National Bank Financial Inc. as
financial advisor. NBF conducted a broad solicitation of
expressions of interest targeting institutional investors regarding
a potential transaction. The market check resulted in the receipt
by Xebec of only one non-binding letter of intent for the purchase
of XBC Flow Services, the brand encompassing the Xebec Group's U.S.
Cleantech Service Network and industrial product sales and
distribution activities. Xebec, with the assistance of NBF and its
other advisors,
determined that the LOI was not a viable solution.
With the assistance of their advisors and upon the recommendation
of the Special Committee, the Debtors determined that the best
course of action in the current circumstances includes the
implementation of a sale and investment solicitation process in
order to maximize value of the Debtors' business while maintaining
going concern operations, a further streamlining of their
operations, and a divestiture of their non-core assets.
In order to achieve their objectives, the Debtors on September 29,
2022, commenced proceeding under the Companies' Creditors
Arrangement Act, R.S.C. 1985, c. C-36, as amended ("CCAA").
Holding USA Subsidiaries
Xebec Holding USA Inc. is a direct and wholly owned subsidiary of
Xebec Adsorption Inc. In turn, Holding USA directly and wholly
owns the U.S.
subsidiaries:
a. CDA Systems, LLC ("CDA"): CDA is part of the Cleantech
Service Network of the Xebec Group. It is responsible for sales,
rentals and services of compressed air products and also supports
all of Xebec Group's products in California.
b. Xebec Adsorption USA Inc. ("Xebec USA"): Xebec USA leases
and operates an administrative office Mooresville, North Carolina.
c. Enerphase Industrial Solutions, Inc. ("Enerphase"):
Enerphase is part of the Cleantech Service Network of the Xebec
Group, with a focus on preventative maintenance solutions, air
energy system audits and analysis, timely machine rentals and parts
and service. It also sells compressed air products. It leases and
operates facilities in Greensboro, Woodleaf and Rocky Mount, North
Carolina.
d. The Titus Company ("Titus"): Titus is a supplier of
compressed air services and a part of the Cleantech Service
Network. It notably supplies nitrogen generators and membrane
products to the United States Navy. It leases a facility in
Morgantown, Pennsylvania.
e. Nortekbelair Corporation ("Nortekbelair"): Nortekbelair
operates a 18,500 square foot facility in Maryville, Tennessee,
which is a "Center of Excellence" for the Xebec Group’s
dehydration products comprised of compressed air dryers, renewable
and low-emission natural gas dryers and hydrogen dryers and
supports its Cleantech Service Network as well as other third party
customers.
f. California Compression, LLC ("California Compression"): A
part of the Cleantech Service Network, California Compression is a
compressed air distributor and provides the Xebec Group with
distribution and service capabilities for customers located in
Northern California.
g. XBC Flow Services – Wisconsin Inc. ("XBC Wisconsin"): A
part of the Cleantech Service Network, XBC Wisconsin supplies U.S.
customers with high-quality compressed air products from the
industry's top manufacturers, in addition to providing service and
support.
h. Xebec Systems USA, LLC ("Xebec Systems"): Xebec Systems
operates a 100,000 square foot facility located in Henderson,
Colorado, which manufactures containerized Biostream systems and
hydrogen units. Xebec Systems also designs and manufactures air
and gas processing systems with references in landfill gas, natural
gas, biogas, hydrogen and carbon dioxide compression. Xebec Systems
also provides services as part of the Cleantech Service Network.
About Xebec Adsorption Inc.
The Xebec Group is a clean energy company. It primarily supplies a
wide range of renewable and low-emission gas products and services
globally through several channels, including direct sales, channel
partners, project developers, and e-commerce. Xebec Adsorption
Inc. is the ultimate parent company of the Xebec Group. The common
shares of Xebec Adsorption are listed on the Toronto Stock Exchange
and are trading under the ticker symbol "XBC".
Xebex Adsorption and its affiliates on Sept. 29, 2022, commenced
proceeding under the Companies' Creditors Arrangement Act, R.S.C.
1985, c. C-36, as amended ("CCAA"). Deloitte Restructuring Inc.
has been appointed as monitor in the CCAA cases.
Xebec Adsorption Inc.'s U.S. units, Xebec Holding USA Inc., et al.,
sought protection under Chapter 15 of the U.S. Bankruptcy Code
(Bankr. D. Del. Case No. 22-10946) on Sept. 30, 2022, to seek U.S.
recognition of Xebec's CCAA proceedings.
Osler, Hoskin & Harcourt LLP is the Debtors' legal advisor with
respect to its current restructuring process in Canada. McDonald
Hopkins LLC and by Bielli & Klauder, LLC, serve as U.S. counsel to
the Debtors.
The Debtor's U.S. counsel:
David M. Klauder
Bielli & Klauder, LLC
302-803-4600
dklauder@bk-legal.com
[] 29th Distressed Investing Conference on Nov. 28 -- Register Now
------------------------------------------------------------------
Beard Group has announced the agenda for this year's Annual
Distressed Investing Conference.
Top industry experts will discuss the latest topics and trends in
the distressed investing industry, namely:
* The Economy and Current and Future Cases
* Trends in Healthcare
* From Liability Management to Lender-on-Lender Violence
* Out of Court and Other Alternatives to Bankruptcy
* Mass Tort Restructurings and Settlements
* Crypto: How 2022 Will Affect The Future Of The Digital
Currency Industry
This value packed event features special presentations from keynote
speakers, live panel discussions with industry experts and
networking with other insolvency professionals. See complete 2022
Conference Agenda at https://bit.ly/3CI7GAE
This year's speakers include:
* Saul Burian, Managing Director HOULIHAN LOKEY
* Rebecca DeMarb, Senior Managing Director DEVELOPMENT
SPECIALISTS, INC.
* Patrick D. Daugherty, Partner FOLEY & LARDNER LLP
* Daniel M. Eggermann, Partner KRAMER LEVIN NAFTALIS & FRANKEL
LLP
* Steven L. Gidumal, President and Managing Partner VIRTUS
CAPITAL, LP
* Dan Gropper, Managing Partner CARRONADE CAPITAL MANAGEMENT,
LP
* FOLEY & LARDNER LLP, Partner Mark F. Hebbeln
* Harold L. Kaplan, Partner FOLEY & LARDNER LLP
* Michael Lipsky, Portfolio Manager MARINER INVESTMENT GROUP,
LLC
* Samuel R. Maizel, Partner DENTONS
* Douglas Mannal, Partner DECHERT LLP
* Patrick J. Nash Jr., Partner KIRKLAND & ELLIS LLP
* Gregory Pesce, Partner WHITE & CASE LLP
* Rachael Ringer, Partner KRAMER LEVIN NAFTALIS & FRANKEL
* Damian S. Schaible, Partner, Restructuring New York, DAVIS
POLK
* Jennifer Selendy, Founding Partner SELENDY GAY ELSBERG PLLC
* Joshua A. Sussberg, Partner, Restructuring KIRKLAND & ELLIS
LLP
* Steven L. Victor, Senior Managing Director DEVELOPMENT
SPECIALISTS, INC.
* Stephanie Wickouski, Partner LOCKE LORD LLP
William (Bill) Brandt, Jr., Founder & Executive Chairman of
Development Specialists, Inc., will also receive the Harvey R.
Miller Outstanding Achievement Award for Service to the
Restructuring Industry.
This year's conference sponsors are:
* Premier Sponsors:
Foley & Lardner
Kirkland & Ellis
* Major Sponsors:
Development Specialists, Inc
Dentons
Berkeley Research Group
Riveron
Locke Lord
Kramer Levin Naftalis & Frankel
* Patron Sponsors
Troutman Pepper
* Advocate Sponsors
SSG Capital Advisors
AAA Lenders
* Knowledge Partners
PacerMonitor
* Media Sponsors
BankruptcyData
Now on its 29th year, the Annual Distressed Investing Conference
will be held November 28, 2022, in-person at the Harmonie Club, New
York City. Register at https://bit.ly/3CoGpBM
For sponsorships and further information about the Distressed
Investing Conference, contact:
Bernard Toliver, CMP
(240) 629-3300 ext. 149
E-mail: bernard@beardgroup.com
Or visit https://www.distressedinvestingconference.com/
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
7GC & CO HOLD-A VII US 230.8 219.4 -1.2
7GC & CO HOLDING VIIAU US 230.8 219.4 -1.2
ACCELERATE DIAGN AXDX* MM 58.7 -62.0 37.3
AEMETIS INC DW51 GR 178.5 -122.7 -45.3
AEMETIS INC AMTX US 178.5 -122.7 -45.3
AEMETIS INC AMTXGEUR EZ 178.5 -122.7 -45.3
AEMETIS INC AMTXGEUR EU 178.5 -122.7 -45.3
AEMETIS INC DW51 GZ 178.5 -122.7 -45.3
AEMETIS INC DW51 TH 178.5 -122.7 -45.3
AEMETIS INC DW51 QT 178.5 -122.7 -45.3
AERIE PHARMACEUT AERI US 385.3 -141.1 191.7
AERIE PHARMACEUT 0P0 TH 385.3 -141.1 191.7
AERIE PHARMACEUT 0P0 QT 385.3 -141.1 191.7
AERIE PHARMACEUT 0P0 GZ 385.3 -141.1 191.7
AERIE PHARMACEUT AERIEUR EU 385.3 -141.1 191.7
AERIE PHARMACEUT 0P0 GR 385.3 -141.1 191.7
AIR CANADA AC CN 30,364.0 -1,458.0 1,369.0
AIR CANADA ADH2 QT 30,364.0 -1,458.0 1,369.0
AIR CANADA ADH2 GR 30,364.0 -1,458.0 1,369.0
AIR CANADA ACEUR EU 30,364.0 -1,458.0 1,369.0
AIR CANADA ADH2 TH 30,364.0 -1,458.0 1,369.0
AIR CANADA ACDVF US 30,364.0 -1,458.0 1,369.0
AIR CANADA ADH2 GZ 30,364.0 -1,458.0 1,369.0
ALPHA ENERGY INC APHE US 2.0 -3.3 -2.9
ALPINE SUMMIT EN ALPS/U CN 247.4 -15.8 -165.4
ALPINE SUMMIT EN ALPS US 247.4 -15.8 -165.4
ALTICE USA INC-A 15PA GZ 33,119.6 -474.6 -1,901.6
ALTICE USA INC-A ATUS US 33,119.6 -474.6 -1,901.6
ALTICE USA INC-A 15PA TH 33,119.6 -474.6 -1,901.6
ALTICE USA INC-A 15PA GR 33,119.6 -474.6 -1,901.6
ALTICE USA INC-A ATUSEUR EU 33,119.6 -474.6 -1,901.6
ALTICE USA INC-A ATUS* MM 33,119.6 -474.6 -1,901.6
ALTICE USA INC-A ATUS-RM RM 33,119.6 -474.6 -1,901.6
ALTIRA GP-CEDEAR MOC AR 36,746.0 -2,403.0 -4,225.0
ALTIRA GP-CEDEAR MOD AR 36,746.0 -2,403.0 -4,225.0
ALTIRA GP-CEDEAR MO AR 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MO US 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MO SW 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC PHM7 TH 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MO TE 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MOEUR EU 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MO CI 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC ALTR AV 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC PHM7 GZ 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC 0R31 LI 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC PHM7 GR 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MOUSD SW 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC PHM7 QT 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MO* MM 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MOEUR EZ 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP INC MO-RM RM 36,746.0 -2,403.0 -4,225.0
ALTRIA GROUP-BDR MOOO34 BZ 36,746.0 -2,403.0 -4,225.0
AMC ENTERTAINMEN AMC US 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN AMC4EUR EU 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN AMC* MM 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN AH9 TH 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN AH9 QT 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN AH9 GR 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN AH9 GZ 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN AH9 SW 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN AMC-RM RM 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN A2MC34 BZ 9,818.3 -2,326.8 -405.3
AMC ENTERTAINMEN APE* MM 9,818.3 -2,326.8 -405.3
AMERICAN AIR-BDR AALL34 BZ 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE A1G GZ 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE AAL11EUR EU 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE AAL AV 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE AAL TE 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE A1G SW 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE 0HE6 LI 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE A1G QT 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE AAL11EUR EZ 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE AAL US 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE AAL* MM 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE A1G GR 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE A1G TH 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE AAL-RM RM 67,963.0 -8,422.0 -4,245.0
AMERICAN AIRLINE AAL_KZ KZ 67,963.0 -8,422.0 -4,245.0
AMPLIFY ENERGY C AMPY US 456.5 -83.4 -78.1
AMPLIFY ENERGY C 2OQ TH 456.5 -83.4 -78.1
AMPLIFY ENERGY C MPO2EUR EU 456.5 -83.4 -78.1
AMPLIFY ENERGY C 2OQ GR 456.5 -83.4 -78.1
AMPLIFY ENERGY C 2OQ GZ 456.5 -83.4 -78.1
AMPLIFY ENERGY C 2OQ QT 456.5 -83.4 -78.1
AMPRIUS TECHNOLO AMPX US 0.1 -0.0 -0.0
AMYRIS INC 3A01 QT 789.4 -243.6 123.0
AMYRIS INC AMRSEUR EZ 789.4 -243.6 123.0
AMYRIS INC AMRS* MM 789.4 -243.6 123.0
AMYRIS INC A2MR34 BZ 789.4 -243.6 123.0
ARENA GROUP HOLD AREN US 186.4 -20.6 -34.2
ASHFORD HOSPITAL AHT US 4,030.2 -44.4 0.0
ASHFORD HOSPITAL AHD GR 4,030.2 -44.4 0.0
ASHFORD HOSPITAL AHT1EUR EU 4,030.2 -44.4 0.0
ASHFORD HOSPITAL AHD TH 4,030.2 -44.4 0.0
ATLAS TECHNICAL ATCX US 523.1 -138.4 80.2
AUTOZONE INC AZ5 GR 15,275.0 -3,538.9 -1,960.4
AUTOZONE INC AZ5 TH 15,275.0 -3,538.9 -1,960.4
AUTOZONE INC AZO US 15,275.0 -3,538.9 -1,960.4
AUTOZONE INC AZOEUR EU 15,275.0 -3,538.9 -1,960.4
AUTOZONE INC AZ5 QT 15,275.0 -3,538.9 -1,960.4
AUTOZONE INC AZ5 GZ 15,275.0 -3,538.9 -1,960.4
AUTOZONE INC AZOEUR EZ 15,275.0 -3,538.9 -1,960.4
AUTOZONE INC AZO AV 15,275.0 -3,538.9 -1,960.4
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GODADDY INC-A 38D QT 6,904.1 -445.3 -905.9
GODADDY INC-A GDDY US 6,904.1 -445.3 -905.9
GODADDY INC-A 38D TH 6,904.1 -445.3 -905.9
GODADDY INC-A GDDY* MM 6,904.1 -445.3 -905.9
GODADDY INC-A 38D GZ 6,904.1 -445.3 -905.9
GOGO INC GOGO US 723.6 -145.6 208.3
GOGO INC G0G GR 723.6 -145.6 208.3
GOGO INC G0G TH 723.6 -145.6 208.3
GOGO INC GOGOEUR EU 723.6 -145.6 208.3
GOGO INC G0G QT 723.6 -145.6 208.3
GOGO INC G0G GZ 723.6 -145.6 208.3
GOOSEHEAD INSU-A GSHD US 291.3 -58.7 24.9
GOOSEHEAD INSU-A 2OX GR 291.3 -58.7 24.9
GOOSEHEAD INSU-A GSHDEUR EU 291.3 -58.7 24.9
GOOSEHEAD INSU-A 2OX TH 291.3 -58.7 24.9
GOOSEHEAD INSU-A 2OX QT 291.3 -58.7 24.9
GOSSAMER BIO INC GOSSEUR EZ 245.8 -16.5 188.3
GOSSAMER BIO INC GOSS US 245.8 -16.5 188.3
GOSSAMER BIO INC 4GB GR 245.8 -16.5 188.3
GOSSAMER BIO INC 4GB GZ 245.8 -16.5 188.3
GOSSAMER BIO INC GOSSEUR EU 245.8 -16.5 188.3
GOSSAMER BIO INC 4GB TH 245.8 -16.5 188.3
GOSSAMER BIO INC 4GB QT 245.8 -16.5 188.3
HCA HEALTHC-BDR H1CA34 BZ 51,584.0 -1,142.0 4,938.0
HCA HEALTHCARE I 2BH TH 51,584.0 -1,142.0 4,938.0
HCA HEALTHCARE I HCA US 51,584.0 -1,142.0 4,938.0
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HCA HEALTHCARE I 2BH QT 51,584.0 -1,142.0 4,938.0
HCA HEALTHCARE I HCAEUR EU 51,584.0 -1,142.0 4,938.0
HCA HEALTHCARE I HCAEUR EZ 51,584.0 -1,142.0 4,938.0
HCA HEALTHCARE I 2BH TE 51,584.0 -1,142.0 4,938.0
HCA HEALTHCARE I 2BH GZ 51,584.0 -1,142.0 4,938.0
HCA HEALTHCARE I HCA-RM RM 51,584.0 -1,142.0 4,938.0
HCM ACQUISITI-A HCMA US 295.2 276.9 1.0
HCM ACQUISITION HCMAU US 295.2 276.9 1.0
HEALTH ASSURAN-A HAAC US 0.1 0.0 -0.0
HEALTH ASSURANCE HAACU US 0.1 0.0 -0.0
HERBALIFE NUTRIT HLF US 2,802.5 -1,415.4 375.7
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HERBALIFE NUTRIT HOO GZ 2,802.5 -1,415.4 375.7
HERBALIFE NUTRIT HLFEUR EU 2,802.5 -1,415.4 375.7
HERBALIFE NUTRIT HOO QT 2,802.5 -1,415.4 375.7
HERBALIFE NUTRIT HOO TH 2,802.5 -1,415.4 375.7
HERON THERAPEUTI HRTXEUR EU 244.0 -21.7 84.7
HERON THERAPEUTI HRTX US 244.0 -21.7 84.7
HERON THERAPEUTI AXD2 GR 244.0 -21.7 84.7
HERON THERAPEUTI HRTXEUR EZ 244.0 -21.7 84.7
HERON THERAPEUTI AXD2 TH 244.0 -21.7 84.7
HERON THERAPEUTI AXD2 QT 244.0 -21.7 84.7
HERON THERAPEUTI AXD2 GZ 244.0 -21.7 84.7
HERON THERAPEUTI HRTX-RM RM 244.0 -21.7 84.7
HEWLETT-CEDEAR HPQ AR 39,247.0 -2,318.0 -3,813.0
HEWLETT-CEDEAR HPQD AR 39,247.0 -2,318.0 -3,813.0
HEWLETT-CEDEAR HPQC AR 39,247.0 -2,318.0 -3,813.0
HILLEVAX INC HLVX US 341.2 303.2 307.0
HILTON WORLD-BDR H1LT34 BZ 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HLT US 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HLTEUR EU 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HLT* MM 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HI91 QT 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HLTEUR EZ 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HLTW AV 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HI91 TE 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HI91 TH 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HI91 GR 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HI91 GZ 15,382.0 -789.0 -355.0
HILTON WORLDWIDE HLT-RM RM 15,382.0 -789.0 -355.0
HORIZON ACQUIS-A HZON US 525.7 -19.0 -2.4
HORIZON ACQUISIT HZON/U US 525.7 -19.0 -2.4
HP COMPANY-BDR HPQB34 BZ 39,247.0 -2,318.0 -3,813.0
HP INC HPQ TE 39,247.0 -2,318.0 -3,813.0
HP INC 7HP GR 39,247.0 -2,318.0 -3,813.0
HP INC HPQ US 39,247.0 -2,318.0 -3,813.0
HP INC 7HP TH 39,247.0 -2,318.0 -3,813.0
HP INC HPQ CI 39,247.0 -2,318.0 -3,813.0
HP INC HPQEUR EU 39,247.0 -2,318.0 -3,813.0
HP INC 7HP GZ 39,247.0 -2,318.0 -3,813.0
HP INC HPQ* MM 39,247.0 -2,318.0 -3,813.0
HP INC HPQUSD SW 39,247.0 -2,318.0 -3,813.0
HP INC HPQ SW 39,247.0 -2,318.0 -3,813.0
HP INC 7HP QT 39,247.0 -2,318.0 -3,813.0
HP INC HPQEUR EZ 39,247.0 -2,318.0 -3,813.0
HP INC HPQ AV 39,247.0 -2,318.0 -3,813.0
HP INC HPQ-RM RM 39,247.0 -2,318.0 -3,813.0
HP INC HPQCL CI 39,247.0 -2,318.0 -3,813.0
IMMUNITYBIO INC IBRX US 317.7 -422.0 -261.1
IMMUNITYBIO INC 26CA GR 317.7 -422.0 -261.1
IMMUNITYBIO INC NK1EUR EU 317.7 -422.0 -261.1
IMMUNITYBIO INC 26CA GZ 317.7 -422.0 -261.1
IMMUNITYBIO INC NK1EUR EZ 317.7 -422.0 -261.1
IMMUNITYBIO INC 26CA TH 317.7 -422.0 -261.1
IMMUNITYBIO INC 26CA QT 317.7 -422.0 -261.1
IMPINJ INC PI US 304.4 -11.3 213.7
IMPINJ INC 27J TH 304.4 -11.3 213.7
IMPINJ INC 27J GZ 304.4 -11.3 213.7
IMPINJ INC 27J QT 304.4 -11.3 213.7
IMPINJ INC 27J GR 304.4 -11.3 213.7
IMPINJ INC PIEUR EU 304.4 -11.3 213.7
INHIBRX INC INBX US 193.2 -4.9 157.4
INHIBRX INC 1RK GR 193.2 -4.9 157.4
INHIBRX INC 1RK TH 193.2 -4.9 157.4
INHIBRX INC INBXEUR EU 193.2 -4.9 157.4
INHIBRX INC 1RK QT 193.2 -4.9 157.4
INSEEGO CORP INSG-RM RM 191.3 -43.7 34.3
INSPIRED ENTERTA INSE US 300.3 -57.1 48.8
INSPIRED ENTERTA 4U8 GR 300.3 -57.1 48.8
INSPIRED ENTERTA INSEEUR EU 300.3 -57.1 48.8
INTERCEPT PHARMA ICPT US 498.6 -369.8 335.6
INTERCEPT PHARMA I4P GR 498.6 -369.8 335.6
INTERCEPT PHARMA ICPT* MM 498.6 -369.8 335.6
INTERCEPT PHARMA I4P TH 498.6 -369.8 335.6
INTERCEPT PHARMA I4P GZ 498.6 -369.8 335.6
J. JILL INC JILL US 460.3 -11.8 22.8
J. JILL INC 1MJ1 GR 460.3 -11.8 22.8
J. JILL INC JILLEUR EU 460.3 -11.8 22.8
J. JILL INC 1MJ1 GZ 460.3 -11.8 22.8
JACK IN THE BOX JBX GR 2,863.8 -767.9 -262.9
JACK IN THE BOX JACK US 2,863.8 -767.9 -262.9
JACK IN THE BOX JBX GZ 2,863.8 -767.9 -262.9
JACK IN THE BOX JBX QT 2,863.8 -767.9 -262.9
JACK IN THE BOX JACK1EUR EU 2,863.8 -767.9 -262.9
JACK IN THE BOX JACK1EUR EZ 2,863.8 -767.9 -262.9
KARYOPHARM THERA KPTI US 256.5 -116.3 179.9
KARYOPHARM THERA 25K TH 256.5 -116.3 179.9
KARYOPHARM THERA KPTIEUR EU 256.5 -116.3 179.9
KARYOPHARM THERA 25K QT 256.5 -116.3 179.9
KARYOPHARM THERA 25K GZ 256.5 -116.3 179.9
KARYOPHARM THERA 25K GR 256.5 -116.3 179.9
KWIKCLICK INC KWIK US 5.2 -0.1 -0.3
L BRANDS INC-BDR B1BW34 BZ 4,901.0 -2,662.0 496.0
LATAMGROWTH SPAC LATGU US 134.5 128.0 1.5
LATAMGROWTH SPAC LATG US 134.5 128.0 1.5
LENNOX INTL INC LII US 2,659.0 -401.3 661.4
LENNOX INTL INC LII* MM 2,659.0 -401.3 661.4
LENNOX INTL INC LXI TH 2,659.0 -401.3 661.4
LENNOX INTL INC LII1EUR EU 2,659.0 -401.3 661.4
LENNOX INTL INC LXI GR 2,659.0 -401.3 661.4
LESLIE'S INC LESL US 1,117.0 -258.8 199.4
LESLIE'S INC LE3 GR 1,117.0 -258.8 199.4
LESLIE'S INC LESLEUR EU 1,117.0 -258.8 199.4
LESLIE'S INC LE3 QT 1,117.0 -258.8 199.4
LINDBLAD EXPEDIT LIND US 849.3 -51.2 -123.9
LINDBLAD EXPEDIT LI4 GR 849.3 -51.2 -123.9
LINDBLAD EXPEDIT LINDEUR EU 849.3 -51.2 -123.9
LINDBLAD EXPEDIT LI4 TH 849.3 -51.2 -123.9
LINDBLAD EXPEDIT LI4 GZ 849.3 -51.2 -123.9
LINDBLAD EXPEDIT LI4 QT 849.3 -51.2 -123.9
LOOP MEDIA INC LPTV US 18.1 -2.4 -1.6
LOWE'S COS INC LWE TH 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LWE GZ 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LOW* MM 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LWE QT 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LOWEUR EU 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LWE GR 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LOW US 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LOWE AV 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LOWEUR EZ 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LWE TE 46,725.0 -8,442.0 2,301.0
LOWE'S COS INC LOW-RM RM 46,725.0 -8,442.0 2,301.0
LOWE'S COS-BDR LOWC34 BZ 46,725.0 -8,442.0 2,301.0
MADISON SQUARE G MS8 GR 1,302.0 -145.4 -233.0
MADISON SQUARE G MSGS US 1,302.0 -145.4 -233.0
MADISON SQUARE G MSG1EUR EU 1,302.0 -145.4 -233.0
MADISON SQUARE G MS8 TH 1,302.0 -145.4 -233.0
MADISON SQUARE G MS8 QT 1,302.0 -145.4 -233.0
MADISON SQUARE G MS8 GZ 1,302.0 -145.4 -233.0
MANNKIND CORP MNKD US 285.8 -247.1 133.9
MANNKIND CORP NNFN TH 285.8 -247.1 133.9
MANNKIND CORP NNFN GR 285.8 -247.1 133.9
MANNKIND CORP NNFN QT 285.8 -247.1 133.9
MANNKIND CORP MNKDEUR EU 285.8 -247.1 133.9
MANNKIND CORP NNFN GZ 285.8 -247.1 133.9
MARKETWISE INC MKTW* MM 426.6 -359.6 -124.1
MASCO CORP MSQ TH 5,467.0 -541.0 892.0
MASCO CORP MSQ GZ 5,467.0 -541.0 892.0
MASCO CORP MAS US 5,467.0 -541.0 892.0
MASCO CORP MSQ GR 5,467.0 -541.0 892.0
MASCO CORP MSQ QT 5,467.0 -541.0 892.0
MASCO CORP MAS1EUR EU 5,467.0 -541.0 892.0
MASCO CORP MAS1EUR EZ 5,467.0 -541.0 892.0
MASCO CORP MAS* MM 5,467.0 -541.0 892.0
MASCO CORP MAS-RM RM 5,467.0 -541.0 892.0
MASCO CORP-BDR M1AS34 BZ 5,467.0 -541.0 892.0
MASON INDUS-CL A MIT US 501.4 -20.7 0.1
MASON INDUSTRIAL MIT/U US 501.4 -20.7 0.1
MATCH GROUP -BDR M1TC34 BZ 4,193.8 -452.1 177.1
MATCH GROUP INC 0JZ7 LI 4,193.8 -452.1 177.1
MATCH GROUP INC MTCH US 4,193.8 -452.1 177.1
MATCH GROUP INC MTCH1* MM 4,193.8 -452.1 177.1
MATCH GROUP INC 4MGN TH 4,193.8 -452.1 177.1
MATCH GROUP INC 4MGN GR 4,193.8 -452.1 177.1
MATCH GROUP INC 4MGN QT 4,193.8 -452.1 177.1
MATCH GROUP INC MTC2 AV 4,193.8 -452.1 177.1
MATCH GROUP INC 4MGN GZ 4,193.8 -452.1 177.1
MATCH GROUP INC MTCH-RM RM 4,193.8 -452.1 177.1
MBIA INC MBJ TH 4,067.0 -735.0 0.0
MBIA INC MBI US 4,067.0 -735.0 0.0
MBIA INC MBJ GR 4,067.0 -735.0 0.0
MBIA INC MBI1EUR EU 4,067.0 -735.0 0.0
MBIA INC MBJ QT 4,067.0 -735.0 0.0
MBIA INC MBJ GZ 4,067.0 -735.0 0.0
MCDONALD'S - CDR MCDS CN 49,247.8 -6,369.8 1,439.2
MCDONALD'S - CDR MDO0 GR 49,247.8 -6,369.8 1,439.2
MCDONALDS - BDR MCDC34 BZ 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MDO TH 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCD SW 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCD US 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MDO GR 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCD* MM 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCD TE 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCD CI 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCDEUR EU 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MDO GZ 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCD AV 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCDUSD SW 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MDO QT 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCDEUR EZ 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP 0R16 LN 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCD-RM RM 49,247.8 -6,369.8 1,439.2
MCDONALDS CORP MCDCL CI 49,247.8 -6,369.8 1,439.2
MCDONALDS-CEDEAR MCD AR 49,247.8 -6,369.8 1,439.2
MCDONALDS-CEDEAR MCDC AR 49,247.8 -6,369.8 1,439.2
MCDONALDS-CEDEAR MCDD AR 49,247.8 -6,369.8 1,439.2
MCKESSON CORP MCK* MM 62,295.0 -1,472.0 -1,818.0
MCKESSON CORP MCK TH 62,295.0 -1,472.0 -1,818.0
MCKESSON CORP MCK GZ 62,295.0 -1,472.0 -1,818.0
MCKESSON CORP MCK1EUR EU 62,295.0 -1,472.0 -1,818.0
MCKESSON CORP MCK QT 62,295.0 -1,472.0 -1,818.0
MCKESSON CORP MCK GR 62,295.0 -1,472.0 -1,818.0
MCKESSON CORP MCK US 62,295.0 -1,472.0 -1,818.0
MCKESSON CORP MCK1EUR EZ 62,295.0 -1,472.0 -1,818.0
MCKESSON CORP MCK-RM RM 62,295.0 -1,472.0 -1,818.0
MCKESSON-BDR M1CK34 BZ 62,295.0 -1,472.0 -1,818.0
MEDIAALPHA INC-A MAX US 285.9 -59.5 25.0
MICROSTRATEG-BDR M2ST34 BZ 2,568.4 -187.1 -54.4
MICROSTRATEGY MSTR US 2,568.4 -187.1 -54.4
MICROSTRATEGY MIGA GR 2,568.4 -187.1 -54.4
MICROSTRATEGY MIGA SW 2,568.4 -187.1 -54.4
MICROSTRATEGY MSTREUR EU 2,568.4 -187.1 -54.4
MICROSTRATEGY MIGA TH 2,568.4 -187.1 -54.4
MICROSTRATEGY MIGA QT 2,568.4 -187.1 -54.4
MICROSTRATEGY MSTREUR EZ 2,568.4 -187.1 -54.4
MICROSTRATEGY MSTR* MM 2,568.4 -187.1 -54.4
MICROSTRATEGY MIGA GZ 2,568.4 -187.1 -54.4
MICROSTRATEGY MSTR-RM RM 2,568.4 -187.1 -54.4
MICROSTRATEGY MSTR AR 2,568.4 -187.1 -54.4
MONEYGRAM INTERN 9M1N GR 4,504.7 -184.9 -16.6
MONEYGRAM INTERN 9M1N TH 4,504.7 -184.9 -16.6
MONEYGRAM INTERN MGIEUR EU 4,504.7 -184.9 -16.6
MONEYGRAM INTERN 9M1N QT 4,504.7 -184.9 -16.6
MONEYGRAM INTERN MGI US 4,504.7 -184.9 -16.6
MOTOROLA SOL-BDR M1SI34 BZ 11,672.0 -430.0 610.0
MOTOROLA SOL-CED MSI AR 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MTLA GR 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MOT TE 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MSI US 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MTLA TH 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MSI1EUR EU 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MTLA GZ 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MTLA QT 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MSI1EUR EZ 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MOSI AV 11,672.0 -430.0 610.0
MOTOROLA SOLUTIO MSI-RM RM 11,672.0 -430.0 610.0
MSCI INC MSCI US 4,833.4 -1,026.4 368.8
MSCI INC 3HM GR 4,833.4 -1,026.4 368.8
MSCI INC 3HM SW 4,833.4 -1,026.4 368.8
MSCI INC 3HM QT 4,833.4 -1,026.4 368.8
MSCI INC 3HM GZ 4,833.4 -1,026.4 368.8
MSCI INC MSCIEUR EZ 4,833.4 -1,026.4 368.8
MSCI INC MSCI* MM 4,833.4 -1,026.4 368.8
MSCI INC 3HM TH 4,833.4 -1,026.4 368.8
MSCI INC MSCI AV 4,833.4 -1,026.4 368.8
MSCI INC MSCI-RM RM 4,833.4 -1,026.4 368.8
MSCI INC-BDR M1SC34 BZ 4,833.4 -1,026.4 368.8
N/A TCDAEUR EU 114.3 -111.2 82.3
N/A CTIC1EUR EU 134.5 -5.3 77.6
N/A CC-RM RM 2,884.1 -229.0 259.8
NATHANS FAMOUS NATH US 83.5 -50.8 53.2
NATHANS FAMOUS NFA GR 83.5 -50.8 53.2
NATHANS FAMOUS NATHEUR EU 83.5 -50.8 53.2
NEW ENG RLTY-LP NEN US 389.9 -59.4 0.0
NORTONLIFEL- BDR S1YM34 BZ 6,247.0 -299.0 -995.0
NORTONLIFELOCK I NLOK US 6,247.0 -299.0 -995.0
NORTONLIFELOCK I SYM TH 6,247.0 -299.0 -995.0
NORTONLIFELOCK I SYM GR 6,247.0 -299.0 -995.0
NORTONLIFELOCK I SYMC TE 6,247.0 -299.0 -995.0
NORTONLIFELOCK I SYMCEUR EU 6,247.0 -299.0 -995.0
NORTONLIFELOCK I SYM GZ 6,247.0 -299.0 -995.0
NORTONLIFELOCK I SYMC AV 6,247.0 -299.0 -995.0
NORTONLIFELOCK I NLOK* MM 6,247.0 -299.0 -995.0
NORTONLIFELOCK I SYM QT 6,247.0 -299.0 -995.0
NORTONLIFELOCK I SYMCEUR EZ 6,247.0 -299.0 -995.0
NORTONLIFELOCK I NLOK-RM RM 6,247.0 -299.0 -995.0
NOVAVAX INC NVV1 TH 2,623.0 -417.0 -20.2
NOVAVAX INC NVV1 SW 2,623.0 -417.0 -20.2
NOVAVAX INC NVV1 GZ 2,623.0 -417.0 -20.2
NOVAVAX INC NVAX* MM 2,623.0 -417.0 -20.2
NOVAVAX INC NVV1 QT 2,623.0 -417.0 -20.2
NOVAVAX INC NVAXEUR EU 2,623.0 -417.0 -20.2
NOVAVAX INC NVV1 GR 2,623.0 -417.0 -20.2
NOVAVAX INC NVAX US 2,623.0 -417.0 -20.2
NOVAVAX INC 0A3S LI 2,623.0 -417.0 -20.2
NUTANIX INC - A 0NU SW 2,365.7 -790.2 507.8
NUTANIX INC - A 0NU GZ 2,365.7 -790.2 507.8
NUTANIX INC - A 0NU GR 2,365.7 -790.2 507.8
NUTANIX INC - A 0NU TH 2,365.7 -790.2 507.8
NUTANIX INC - A NTNXEUR EU 2,365.7 -790.2 507.8
NUTANIX INC - A 0NU QT 2,365.7 -790.2 507.8
NUTANIX INC - A NTNX US 2,365.7 -790.2 507.8
NUTANIX INC - A NTNXEUR EZ 2,365.7 -790.2 507.8
NUTANIX INC - A NTNX-RM RM 2,365.7 -790.2 507.8
NUTANIX INC-BDR N2TN34 BZ 2,365.7 -790.2 507.8
O'REILLY AUTOMOT OM6 TH 12,067.7 -1,107.4 -1,613.3
O'REILLY AUTOMOT ORLYEUR EU 12,067.7 -1,107.4 -1,613.3
O'REILLY AUTOMOT OM6 GZ 12,067.7 -1,107.4 -1,613.3
O'REILLY AUTOMOT ORLY AV 12,067.7 -1,107.4 -1,613.3
O'REILLY AUTOMOT OM6 GR 12,067.7 -1,107.4 -1,613.3
O'REILLY AUTOMOT ORLY US 12,067.7 -1,107.4 -1,613.3
O'REILLY AUTOMOT ORLY* MM 12,067.7 -1,107.4 -1,613.3
O'REILLY AUTOMOT OM6 QT 12,067.7 -1,107.4 -1,613.3
O'REILLY AUTOMOT ORLYEUR EZ 12,067.7 -1,107.4 -1,613.3
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OAK STREET HEALT OSH US 2,063.2 -101.9 507.9
OAK STREET HEALT HE6 GZ 2,063.2 -101.9 507.9
OAK STREET HEALT OSH3EUR EU 2,063.2 -101.9 507.9
OAK STREET HEALT HE6 TH 2,063.2 -101.9 507.9
OAK STREET HEALT HE6 GR 2,063.2 -101.9 507.9
OAK STREET HEALT HE6 QT 2,063.2 -101.9 507.9
OMEROS CORP OMER US 345.6 -32.7 154.2
OMEROS CORP 3O8 GR 345.6 -32.7 154.2
OMEROS CORP 3O8 TH 345.6 -32.7 154.2
OMEROS CORP OMEREUR EU 345.6 -32.7 154.2
OMEROS CORP 3O8 QT 345.6 -32.7 154.2
OMEROS CORP 3O8 GZ 345.6 -32.7 154.2
OPTINOSE INC 0OP GR 122.8 -60.8 63.0
OPTINOSE INC OPTNEUR EU 122.8 -60.8 63.0
OPTINOSE INC OPTN US 122.8 -60.8 63.0
OPTINOSE INC 0OP GZ 122.8 -60.8 63.0
ORACLE BDR ORCL34 BZ 130,309.0 -5,449.0 -13,815.0
ORACLE CO-CEDEAR ORCLC AR 130,309.0 -5,449.0 -13,815.0
ORACLE CO-CEDEAR ORCL AR 130,309.0 -5,449.0 -13,815.0
ORACLE CO-CEDEAR ORCLD AR 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCL US 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORC GR 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORC TH 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCL TE 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCL* MM 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCL CI 130,309.0 -5,449.0 -13,815.0
ORACLE CORP 0R1Z LN 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCL AV 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORC GZ 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCLUSD SW 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCL SW 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCLEUR EU 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORC QT 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCLEUR EZ 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCLCL CI 130,309.0 -5,449.0 -13,815.0
ORACLE CORP ORCL-RM RM 130,309.0 -5,449.0 -13,815.0
ORGANON & CO OGN US 10,614.0 -1,137.0 1,378.0
ORGANON & CO OGN-WEUR EU 10,614.0 -1,137.0 1,378.0
ORGANON & CO 7XP TH 10,614.0 -1,137.0 1,378.0
ORGANON & CO 7XP GR 10,614.0 -1,137.0 1,378.0
ORGANON & CO OGN* MM 10,614.0 -1,137.0 1,378.0
ORGANON & CO 7XP GZ 10,614.0 -1,137.0 1,378.0
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OTIS WORLDWI 4PG GR 9,913.0 -4,752.0 -188.0
OTIS WORLDWI OTISEUR EU 9,913.0 -4,752.0 -188.0
OTIS WORLDWI 4PG GZ 9,913.0 -4,752.0 -188.0
OTIS WORLDWI OTISEUR EZ 9,913.0 -4,752.0 -188.0
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OTIS WORLDWI-BDR O1TI34 BZ 9,913.0 -4,752.0 -188.0
PANAMERA HOLDING PHCI US 0.0 -0.0 -0.0
PAPA JOHN'S INTL PZZAEUR EU 836.3 -232.6 -10.7
PAPA JOHN'S INTL PZZA US 836.3 -232.6 -10.7
PAPA JOHN'S INTL PP1 GR 836.3 -232.6 -10.7
PAPA JOHN'S INTL PP1 GZ 836.3 -232.6 -10.7
PAPA JOHN'S INTL PP1 TH 836.3 -232.6 -10.7
PAPA JOHN'S INTL PP1 QT 836.3 -232.6 -10.7
PAPAYA GROWTH -A PPYA US 295.2 279.9 1.4
PAPAYA GROWTH OP PPYAU US 295.2 279.9 1.4
PAPAYA GROWTH OP CC40 GR 295.2 279.9 1.4
PAPAYA GROWTH OP PPYAUEUR EU 295.2 279.9 1.4
PARATEK PHARMACE PRTK US 163.7 -149.4 97.7
PARATEK PHARMACE N4CN GR 163.7 -149.4 97.7
PARATEK PHARMACE N4CN TH 163.7 -149.4 97.7
PARATEK PHARMACE N4CN GZ 163.7 -149.4 97.7
PET VALU HOLDING PET CN 657.4 -49.4 46.8
PETRO USA INC PBAJ US 0.0 -0.1 -0.1
PHATHOM PHARMACE PHAT US 213.5 -7.0 188.2
PHILIP MORRI-BDR PHMO34 BZ 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN 4I1 GR 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN PM US 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN PM1CHF EU 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN PM1 TE 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN 4I1 TH 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN PM1EUR EU 40,960.0 -7,260.0 -2,171.0
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PHILIP MORRIS IN PMIZ EB 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN PMIZ IX 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN PMOR AV 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN 4I1 GZ 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN 0M8V LN 40,960.0 -7,260.0 -2,171.0
PHILIP MORRIS IN 4I1 QT 40,960.0 -7,260.0 -2,171.0
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PLANET FITNESS I P2LN34 BZ 2,884.1 -229.0 259.8
PLANET FITNESS-A 3PL QT 2,884.1 -229.0 259.8
PLANET FITNESS-A PLNT1EUR EU 2,884.1 -229.0 259.8
PLANET FITNESS-A PLNT US 2,884.1 -229.0 259.8
PLANET FITNESS-A 3PL TH 2,884.1 -229.0 259.8
PLANET FITNESS-A 3PL GR 2,884.1 -229.0 259.8
PLANET FITNESS-A 3PL GZ 2,884.1 -229.0 259.8
PRIME IMPACT A-A PIAI US 325.2 -12.3 -0.1
PRIME IMPACT ACQ PIAI/U US 325.2 -12.3 -0.1
PROS HOLDINGS IN PH2 GR 461.8 -25.1 110.4
PROS HOLDINGS IN PRO US 461.8 -25.1 110.4
PROS HOLDINGS IN PRO1EUR EU 461.8 -25.1 110.4
PTC THERAPEUTICS PTCT US 1,804.1 -182.2 127.3
PTC THERAPEUTICS BH3 GR 1,804.1 -182.2 127.3
PTC THERAPEUTICS P91 TH 1,804.1 -182.2 127.3
PTC THERAPEUTICS P91 QT 1,804.1 -182.2 127.3
PTC THERAPEUTICS PTCTEUR EZ 1,804.1 -182.2 127.3
RAPID7 INC RPDEUR EU 1,285.5 -148.2 -53.7
RAPID7 INC RPD US 1,285.5 -148.2 -53.7
RAPID7 INC R7D GR 1,285.5 -148.2 -53.7
RAPID7 INC R7D TH 1,285.5 -148.2 -53.7
RAPID7 INC RPD* MM 1,285.5 -148.2 -53.7
RAPID7 INC R7D GZ 1,285.5 -148.2 -53.7
RAPID7 INC R7D QT 1,285.5 -148.2 -53.7
REALREAL INC/THE REAL2EUR EZ 648.4 -107.1 244.8
RED ROCK RESOR-A RRREUR EU 3,070.3 -27.7 143.3
RED ROCK RESOR-A RRK GR 3,070.3 -27.7 143.3
RED ROCK RESOR-A RRK TH 3,070.3 -27.7 143.3
RED ROCK RESOR-A RRR US 3,070.3 -27.7 143.3
REVANCE THERAPEU RTI QT 561.9 -2.6 183.7
REVANCE THERAPEU RVNCEUR EU 561.9 -2.6 183.7
REVANCE THERAPEU RTI TH 561.9 -2.6 183.7
REVANCE THERAPEU RTI GZ 561.9 -2.6 183.7
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REVANCE THERAPEU RVNC US 561.9 -2.6 183.7
REVANCE THERAPEU RTI GR 561.9 -2.6 183.7
REVLON INC-A RVL1 GR 2,503.7 -2,348.2 220.4
REVLON INC-A REV US 2,503.7 -2,348.2 220.4
REVLON INC-A RVL1 TH 2,503.7 -2,348.2 220.4
REVLON INC-A REVEUR EU 2,503.7 -2,348.2 220.4
REVLON INC-A REV* MM 2,503.7 -2,348.2 220.4
RIMINI STREET IN RMNI US 386.2 -76.5 -49.8
RIMINI STREET IN 0QH GR 386.2 -76.5 -49.8
RIMINI STREET IN RMNIEUR EU 386.2 -76.5 -49.8
RIMINI STREET IN 0QH QT 386.2 -76.5 -49.8
RITE AID CORP RTA1 GR 8,367.1 -336.4 922.1
RITE AID CORP RAD US 8,367.1 -336.4 922.1
RITE AID CORP RADEUR EU 8,367.1 -336.4 922.1
RITE AID CORP RTA1 TH 8,367.1 -336.4 922.1
RITE AID CORP RTA1 QT 8,367.1 -336.4 922.1
RITE AID CORP RTA1 GZ 8,367.1 -336.4 922.1
ROSE HILL ACQU-A ROSE US 147.5 -10.0 0.5
ROSE HILL ACQUIS ROSEU US 147.5 -10.0 0.5
SABRE CORP 19S QT 5,176.7 -606.6 840.9
SABRE CORP SABREUR EU 5,176.7 -606.6 840.9
SABRE CORP SABREUR EZ 5,176.7 -606.6 840.9
SABRE CORP SABR US 5,176.7 -606.6 840.9
SABRE CORP 19S GR 5,176.7 -606.6 840.9
SABRE CORP 19S TH 5,176.7 -606.6 840.9
SABRE CORP 19S GZ 5,176.7 -606.6 840.9
SBA COMM CORP 4SB TH 10,011.9 -5,398.7 -823.3
SBA COMM CORP 4SB GZ 10,011.9 -5,398.7 -823.3
SBA COMM CORP 4SB GR 10,011.9 -5,398.7 -823.3
SBA COMM CORP SBAC US 10,011.9 -5,398.7 -823.3
SBA COMM CORP 4SB QT 10,011.9 -5,398.7 -823.3
SBA COMM CORP SBACEUR EU 10,011.9 -5,398.7 -823.3
SBA COMM CORP SBACEUR EZ 10,011.9 -5,398.7 -823.3
SBA COMM CORP SBAC* MM 10,011.9 -5,398.7 -823.3
SEAWORLD ENTERTA SEAS US 2,396.6 -401.5 -168.3
SEAWORLD ENTERTA W2L GR 2,396.6 -401.5 -168.3
SEAWORLD ENTERTA W2L TH 2,396.6 -401.5 -168.3
SEAWORLD ENTERTA W2L QT 2,396.6 -401.5 -168.3
SEAWORLD ENTERTA SEASEUR EU 2,396.6 -401.5 -168.3
SEAWORLD ENTERTA W2L GZ 2,396.6 -401.5 -168.3
SHELL MIDSTREAM SHLX US 2,231.0 -441.0 62.0
SILVER SPIKE-A SPKC/U CN 128.3 -6.7 0.6
SIRIUS XM HO-BDR SRXM34 BZ 10,270.0 -3,579.0 -1,751.0
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SIRIUS XM HOLDIN RDO GR 10,270.0 -3,579.0 -1,751.0
SIRIUS XM HOLDIN RDO TH 10,270.0 -3,579.0 -1,751.0
SIRIUS XM HOLDIN SIRIEUR EU 10,270.0 -3,579.0 -1,751.0
SIRIUS XM HOLDIN RDO GZ 10,270.0 -3,579.0 -1,751.0
SIRIUS XM HOLDIN SIRI AV 10,270.0 -3,579.0 -1,751.0
SIRIUS XM HOLDIN RDO QT 10,270.0 -3,579.0 -1,751.0
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SIX FLAGS ENTERT 6FE GR 2,713.8 -537.3 -377.1
SIX FLAGS ENTERT SIXEUR EU 2,713.8 -537.3 -377.1
SIX FLAGS ENTERT SIX US 2,713.8 -537.3 -377.1
SIX FLAGS ENTERT 6FE QT 2,713.8 -537.3 -377.1
SIX FLAGS ENTERT 6FE TH 2,713.8 -537.3 -377.1
SKYX PLATFORMS C SKYX US 29.4 15.4 21.8
SLEEP NUMBER COR SL2 GR 950.1 -443.0 -723.4
SLEEP NUMBER COR SNBR US 950.1 -443.0 -723.4
SLEEP NUMBER COR SNBREUR EU 950.1 -443.0 -723.4
SLEEP NUMBER COR SL2 TH 950.1 -443.0 -723.4
SLEEP NUMBER COR SL2 QT 950.1 -443.0 -723.4
SLEEP NUMBER COR SL2 GZ 950.1 -443.0 -723.4
SMILEDIRECTCLUB SDC* MM 700.6 -258.5 237.4
SPLUNK INC S0U GR 5,209.6 -684.0 1,097.4
SPLUNK INC SPLK US 5,209.6 -684.0 1,097.4
SPLUNK INC S0U TH 5,209.6 -684.0 1,097.4
SPLUNK INC SPLKEUR EU 5,209.6 -684.0 1,097.4
SPLUNK INC S0U QT 5,209.6 -684.0 1,097.4
SPLUNK INC S0U GZ 5,209.6 -684.0 1,097.4
SPLUNK INC SPLK* MM 5,209.6 -684.0 1,097.4
SPLUNK INC SPLKEUR EZ 5,209.6 -684.0 1,097.4
SPLUNK INC SPLK-RM RM 5,209.6 -684.0 1,097.4
SPLUNK INC - BDR S1PL34 BZ 5,209.6 -684.0 1,097.4
SPRAGUE RESOURCE SRLP US 1,334.3 -95.2 -519.7
SQUARESPACE -BDR S2QS34 BZ 994.3 -42.1 -74.5
SQUARESPACE IN-A SQSP US 994.3 -42.1 -74.5
SQUARESPACE IN-A 8DT GR 994.3 -42.1 -74.5
SQUARESPACE IN-A SQSPEUR EU 994.3 -42.1 -74.5
SQUARESPACE IN-A 8DT GZ 994.3 -42.1 -74.5
SQUARESPACE IN-A 8DT TH 994.3 -42.1 -74.5
SQUARESPACE IN-A 8DT QT 994.3 -42.1 -74.5
STARBUCKS CORP SRB GR 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SRB TH 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX* MM 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX CI 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SRB GZ 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX AV 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX TE 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUXEUR EU 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX IM 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUXUSD SW 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX US 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX PE 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX SW 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SRB QT 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUXEUR EZ 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP 0QZH LI 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX-RM RM 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUXCL CI 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SBUX_KZ KZ 28,156.2 -8,658.9 -1,334.9
STARBUCKS CORP SRBD BQ 28,156.2 -8,658.9 -1,334.9
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STONEMOR INC STON US 1,798.0 -174.7 106.4
STONEMOR INC 3V8 GR 1,798.0 -174.7 106.4
STONEMOR INC STONEUR EU 1,798.0 -174.7 106.4
SYMBOTIC INC SYM US 612.8 73.1 146.1
TELA BIO INC TELA US 51.3 -1.5 33.7
TEMPUR SEALY INT TPX US 4,404.4 -180.9 248.1
TEMPUR SEALY INT TPD GR 4,404.4 -180.9 248.1
TEMPUR SEALY INT TPXEUR EU 4,404.4 -180.9 248.1
TEMPUR SEALY INT TPD TH 4,404.4 -180.9 248.1
TEMPUR SEALY INT TPD GZ 4,404.4 -180.9 248.1
TEMPUR SEALY INT T2PX34 BZ 4,404.4 -180.9 248.1
TEMPUR SEALY INT TPX-RM RM 4,404.4 -180.9 248.1
TORRID HOLDINGS CURV US 556.6 -238.7 -56.4
TRANSDIGM - BDR T1DG34 BZ 18,819.0 -2,968.0 4,964.0
TRANSDIGM GROUP TDG US 18,819.0 -2,968.0 4,964.0
TRANSDIGM GROUP T7D GR 18,819.0 -2,968.0 4,964.0
TRANSDIGM GROUP TDG* MM 18,819.0 -2,968.0 4,964.0
TRANSDIGM GROUP T7D TH 18,819.0 -2,968.0 4,964.0
TRANSDIGM GROUP TDGEUR EU 18,819.0 -2,968.0 4,964.0
TRANSDIGM GROUP T7D QT 18,819.0 -2,968.0 4,964.0
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TRAVEL + LEISURE WD5A TH 6,477.0 -846.0 521.0
TRAVEL + LEISURE 0M1K LI 6,477.0 -846.0 521.0
TRAVEL + LEISURE WD5A QT 6,477.0 -846.0 521.0
TRAVEL + LEISURE WYNEUR EU 6,477.0 -846.0 521.0
TRAVEL + LEISURE WD5A GR 6,477.0 -846.0 521.0
TRAVEL + LEISURE TNL US 6,477.0 -846.0 521.0
TRAVEL + LEISURE WD5A GZ 6,477.0 -846.0 521.0
TRAVEL + LEISURE TNL* MM 6,477.0 -846.0 521.0
TRICIDA INC TCDA US 114.3 -111.2 82.3
TRICIDA INC 1T7 GR 114.3 -111.2 82.3
TRICIDA INC 1T7 TH 114.3 -111.2 82.3
TRICIDA INC 1T7 QT 114.3 -111.2 82.3
TRICIDA INC 1T7 GZ 114.3 -111.2 82.3
TRIUMPH GROUP TG7 GR 1,667.5 -805.3 341.5
TRIUMPH GROUP TGI US 1,667.5 -805.3 341.5
TRIUMPH GROUP TGIEUR EU 1,667.5 -805.3 341.5
TRIUMPH GROUP TG7 TH 1,667.5 -805.3 341.5
TRIUMPH GROUP TG7 GZ 1,667.5 -805.3 341.5
TUPPERWARE BRAND TUP GR 1,105.9 -159.1 127.3
TUPPERWARE BRAND TUP US 1,105.9 -159.1 127.3
TUPPERWARE BRAND TUP GZ 1,105.9 -159.1 127.3
TUPPERWARE BRAND TUP TH 1,105.9 -159.1 127.3
TUPPERWARE BRAND TUP1EUR EU 1,105.9 -159.1 127.3
TUPPERWARE BRAND TUP QT 1,105.9 -159.1 127.3
TUPPERWARE BRAND TUP1EUR EZ 1,105.9 -159.1 127.3
UBIQUITI INC UI US 844.7 -382.9 310.6
UBIQUITI INC 3UB GR 844.7 -382.9 310.6
UBIQUITI INC UBNTEUR EU 844.7 -382.9 310.6
UBIQUITI INC 3UB TH 844.7 -382.9 310.6
UNISYS CORP USY1 TH 2,154.4 -98.5 308.3
UNISYS CORP USY1 GR 2,154.4 -98.5 308.3
UNISYS CORP UIS US 2,154.4 -98.5 308.3
UNISYS CORP UIS SW 2,154.4 -98.5 308.3
UNISYS CORP UISEUR EU 2,154.4 -98.5 308.3
UNISYS CORP USY1 GZ 2,154.4 -98.5 308.3
UNISYS CORP USY1 QT 2,154.4 -98.5 308.3
UNISYS CORP UISEUR EZ 2,154.4 -98.5 308.3
UNITI GROUP INC UNIT US 4,955.2 -2,075.2 0.0
UNITI GROUP INC 8XC GR 4,955.2 -2,075.2 0.0
UNITI GROUP INC 8XC TH 4,955.2 -2,075.2 0.0
UNITI GROUP INC 8XC GZ 4,955.2 -2,075.2 0.0
UROGEN PHARMA LT UR8 GR 146.1 -40.9 121.6
UROGEN PHARMA LT URGNEUR EU 146.1 -40.9 121.6
UROGEN PHARMA LT URGN US 146.1 -40.9 121.6
VECTOR GROUP LTD VGR US 994.6 -830.9 296.9
VECTOR GROUP LTD VGR GR 994.6 -830.9 296.9
VECTOR GROUP LTD VGREUR EU 994.6 -830.9 296.9
VECTOR GROUP LTD VGR QT 994.6 -830.9 296.9
VECTOR GROUP LTD VGREUR EZ 994.6 -830.9 296.9
VECTOR GROUP LTD VGR TH 994.6 -830.9 296.9
VECTOR GROUP LTD VGR GZ 994.6 -830.9 296.9
VERISIGN INC VRS TH 1,762.5 -1,455.0 -5.0
VERISIGN INC VRS GR 1,762.5 -1,455.0 -5.0
VERISIGN INC VRSN US 1,762.5 -1,455.0 -5.0
VERISIGN INC VRSNEUR EU 1,762.5 -1,455.0 -5.0
VERISIGN INC VRS GZ 1,762.5 -1,455.0 -5.0
VERISIGN INC VRSN* MM 1,762.5 -1,455.0 -5.0
VERISIGN INC VRS QT 1,762.5 -1,455.0 -5.0
VERISIGN INC VRSNEUR EZ 1,762.5 -1,455.0 -5.0
VERISIGN INC VRSN-RM RM 1,762.5 -1,455.0 -5.0
VERISIGN INC-BDR VRSN34 BZ 1,762.5 -1,455.0 -5.0
VERISIGN-CEDEAR VRSN AR 1,762.5 -1,455.0 -5.0
VIVINT SMART HOM VVNT US 2,908.3 -1,715.6 -482.5
W&T OFFSHORE INC UWV GR 1,439.8 -124.4 164.2
W&T OFFSHORE INC WTI1EUR EU 1,439.8 -124.4 164.2
W&T OFFSHORE INC WTI US 1,439.8 -124.4 164.2
W&T OFFSHORE INC UWV TH 1,439.8 -124.4 164.2
W&T OFFSHORE INC UWV GZ 1,439.8 -124.4 164.2
WAYFAIR INC- A W US 4,098.0 -2,145.0 242.0
WAYFAIR INC- A 1WF QT 4,098.0 -2,145.0 242.0
WAYFAIR INC- A W* MM 4,098.0 -2,145.0 242.0
WAYFAIR INC- A WEUR EU 4,098.0 -2,145.0 242.0
WAYFAIR INC- A 1WF GR 4,098.0 -2,145.0 242.0
WAYFAIR INC- A 1WF TH 4,098.0 -2,145.0 242.0
WAYFAIR INC- A 1WF GZ 4,098.0 -2,145.0 242.0
WAYFAIR INC- A WEUR EZ 4,098.0 -2,145.0 242.0
WEBER INC - A WEBR US 1,721.7 -243.0 228.7
WEWORK INC-CL A WE* MM 19,638.0 -2,317.0 -889.0
WINGSTOP INC WING1EUR EU 395.4 -415.5 156.8
WINGSTOP INC WING US 395.4 -415.5 156.8
WINGSTOP INC EWG GR 395.4 -415.5 156.8
WINGSTOP INC EWG GZ 395.4 -415.5 156.8
WINMARK CORP WINA US 27.1 -68.8 2.0
WINMARK CORP GBZ GR 27.1 -68.8 2.0
WW INTERNATIONAL WW US 1,390.6 -456.1 57.2
WW INTERNATIONAL WW6 GR 1,390.6 -456.1 57.2
WW INTERNATIONAL WW6 SW 1,390.6 -456.1 57.2
WW INTERNATIONAL WW6 GZ 1,390.6 -456.1 57.2
WW INTERNATIONAL WTWEUR EU 1,390.6 -456.1 57.2
WW INTERNATIONAL WW6 QT 1,390.6 -456.1 57.2
WW INTERNATIONAL WTWEUR EZ 1,390.6 -456.1 57.2
WW INTERNATIONAL WTW AV 1,390.6 -456.1 57.2
WW INTERNATIONAL WW6 TH 1,390.6 -456.1 57.2
WW INTERNATIONAL WW-RM RM 1,390.6 -456.1 57.2
WYNN RESORTS LTD WYR GR 11,788.5 -1,374.3 753.9
WYNN RESORTS LTD WYR TH 11,788.5 -1,374.3 753.9
WYNN RESORTS LTD WYNN* MM 11,788.5 -1,374.3 753.9
WYNN RESORTS LTD WYNN US 11,788.5 -1,374.3 753.9
WYNN RESORTS LTD WYNNEUR EU 11,788.5 -1,374.3 753.9
WYNN RESORTS LTD WYR GZ 11,788.5 -1,374.3 753.9
WYNN RESORTS LTD WYR QT 11,788.5 -1,374.3 753.9
WYNN RESORTS LTD WYNNEUR EZ 11,788.5 -1,374.3 753.9
WYNN RESORTS LTD WYNN-RM RM 11,788.5 -1,374.3 753.9
WYNN RESORTS-BDR W1YN34 BZ 11,788.5 -1,374.3 753.9
YELLOW CORP YEL GR 2,503.9 -324.1 255.7
YELLOW CORP YELL US 2,503.9 -324.1 255.7
YELLOW CORP YRCWEUR EU 2,503.9 -324.1 255.7
YELLOW CORP YEL QT 2,503.9 -324.1 255.7
YELLOW CORP YRCWEUR EZ 2,503.9 -324.1 255.7
YELLOW CORP YEL1 TH 2,503.9 -324.1 255.7
YELLOW CORP YEL GZ 2,503.9 -324.1 255.7
YUM! BRANDS -BDR YUMR34 BZ 5,790.0 -8,568.0 246.0
YUM! BRANDS INC TGR TH 5,790.0 -8,568.0 246.0
YUM! BRANDS INC TGR GR 5,790.0 -8,568.0 246.0
YUM! BRANDS INC YUM* MM 5,790.0 -8,568.0 246.0
YUM! BRANDS INC TGR GZ 5,790.0 -8,568.0 246.0
YUM! BRANDS INC YUMUSD SW 5,790.0 -8,568.0 246.0
YUM! BRANDS INC YUM US 5,790.0 -8,568.0 246.0
YUM! BRANDS INC YUMEUR EU 5,790.0 -8,568.0 246.0
YUM! BRANDS INC TGR QT 5,790.0 -8,568.0 246.0
YUM! BRANDS INC YUM SW 5,790.0 -8,568.0 246.0
YUM! BRANDS INC YUMEUR EZ 5,790.0 -8,568.0 246.0
YUM! BRANDS INC YUM AV 5,790.0 -8,568.0 246.0
YUM! BRANDS INC TGR TE 5,790.0 -8,568.0 246.0
YUM! BRANDS INC YUM-RM RM 5,790.0 -8,568.0 246.0
*********
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
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2022. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***