/raid1/www/Hosts/bankrupt/TCR_Public/230109.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, January 9, 2023, Vol. 27, No. 8
Headlines
4TH AVENUE APARTMENTS: Files for Chapter 11 With Plan
942 PENN RR: Trustee Says Third Amended Plan Not Feasible
ACER THERAPEUTICS: Signs Extension Agreement With MAM Aardvark
ACPRODUCTS HOLDINGS: Fidelity Fund Marks $29M Loan at 31% Off
ADT SECURITY: Egan-Jones Retains B- Senior Unsecured Ratings
ADVANTAGE MANAGEMENT: Wins Cash Collateral Access Thru Feb 15
AEARO TECHNOLOGIES: Examiner Seeks to Tap Database Service Provider
ALAMO RANCH: Seeks to Hire Klenda Austerman as Legal Counsel
AMERICAN CRYOSTEM: Delays Filing of Annual Report
AMMON ANALYTICAL: JPMorgan Chase Opposes Disclosure Motion
APOLLO ENDOSURGERY: CPMG, Two Others Report 13% Equity Stake
ARCHDIOCESE OF SANTA FE: $121-Mil. Clergy Abuse Settlement Approved
ASHFORD HOSPITALITY: Egan-Jones Retains CCC+ Sr. Unsecured Ratings
ASHTON ALEXANDER: Court OKs Cash Collateral Access Thru Jan 31
AVIRTA LLC: Files Bare-Bones Chapter 11 Petition
B GSE GROUP: Case Summary & 20 Largest Unsecured Creditors
BARTECH GROUP: Wins Cash Collateral Access Thru Feb 10
BATH & BODY: Egan-Jones Retains BB Senior Unsecured Ratings
BELDEN INC: Egan-Jones Retains BB- Senior Unsecured Ratings
BIOLASE INC: Signs 10th Amended Credit Agreement With SWK Funding
BLUCORA INC: Egan-Jones Retains B+ Senior Unsecured Ratings
BON WORTH: May Use $55,000 of Cash Collateral Thru Jan 13
BRIGHTHOUSE GREEN: Case Summary & 19 Unsecured Creditors
BUCKHARDT TECHNOLOGIES: Wins Cash Collateral Access Thru Feb 2
BUILT ON THE ROCK: Jan. 31 Plan & Disclosure Hearing Set
BURKE BRANDS: Commences Subchapter V Bankruptcy Proceeding
BURTS CONSTRUCTION: Court OKs Cash Collateral Access Thru March 5
CALAMP CORP: Egan-Jones Retains CCC Senior Unsecured Ratings
CAMLEN TRADE: Files for Chapter 11 Bankruptcy
CAREVIEW COMMUNICATIONS: Inks Deal to Cancel Notes, Warrants
CEDAR FAIR: Egan-Jones Hikes Senior Unsecured Ratings to B-
CHESAPEAKE ENERGY: Egan-Jones Hikes Senior Unsecured Ratings to BB
CHESTER, PA: Judge Orders Appointment of Retirees Committee
CHRISTONE DISTRIBUTION: Case Summary & Six Unsecured Creditors
CII PARENT: Hits Chapter 11 Bankruptcy Protection
CLEAN ENERGY: Issues $123K Convertible Promissory Note to Mast Hill
CMB SQUARED: Seeks to Hire FLP Law Group as Bankruptcy Counsel
COEUR MINING: Egan-Jones Hikes Senior Unsecured Ratings to B+
COGECO COMMUNICATIONS: DBRS Confirms BB(high) Issuer Rating
COHERENT CORP: Egan-Jones Lowers Senior Unsecured Ratings to BB
COMEDYMX LLC: Trustee Seeks to Hire Archer & Greiner as Counsel
COMMUNITY HEALTH: Completes Divestiture of Ronceverte Hospital
CRAWL SPACE: Seeks to Hire Zemanian Law as Bankruptcy Counsel
CREEPY COMPANY: Wins Cash Collateral Access Thru Feb 12
CROWN COMMERCIAL: Wins Cash Collateral Access Thru Jan 26
DCIJ BEE HIVE: Court OKs Deal on Cash Collateral Access
DELL INC: Egan-Jones Retains BB- Senior Unsecured Ratings
DIAMOND SPORTS: Fidelity Fund Marks $71.2M Loan at 81% Off
DUKE REALTY: Egan-Jones Withdraws A Senior Unsecured Ratings
ELITE HOME: M&T Bank Objects Joint Liquidating Plan
EMPLOYEE LOAN: Seeks to Hire Buchalter APC as Legal Counsel
ENDO INTERNATIONAL: Opioid Panel Taps Maples as Foreign Counsel
ENTERCOM MEDIA: Fidelity Fund Marks $10.4M Loan at 24% Off
ENVISION HEALTHCARE: $1B Bank Debt Trades at 58% Discount
F.R. ALEMAN: Court OKs Cash Collateral Access Thru Feb 1
FAST RADIUS: Committee Hires Emerald Capital as Financial Advisor
FIDELITY NATIONAL: Egan-Jones Retains BB+ Senior Unsecured Ratings
FORUM ENERGY: Converts $122.8M of Senior Notes Into Common Shares
FTX TRADING: Clients Want Identities Redacted from Court Filings
FTX TRADING: Sam Bankman-Fried Case Reassigned to NY Judge Kaplan
GAMESTOP CORP: Egan-Jones Retains CC Senior Unsecured Ratings
GENEVER HOLDINGS: Trustee Taps Paul Wright as UK Barrister
GEORGE WESTON: Egan-Jones Hikes Senior Unsecured Ratings to BB+
GIBSON BRANDS: $300M Bank Debt Trades at 26% Discount
GILBERT BARBE: Clinic Files for Chapter 11 Bankruptcy Protection
GLOBALSTAR INC: Egan-Jones Retains CC Senior Unsecured Ratings
GOPHER RESOURCE: $510M Bank Debt Trades at 32% Discount
GRUPO AEROMEXICO: Court Officially Closes Chapter 11 Proceedings
HAYES BUSINESS: Lender Seeks to Prohibit Cash Collateral Access
HEADQUARTERS INVESTMENTS: Files Chapter 11; Lender Seeks Dismissal
HELMERICH & PAYNE: Egan-Jones Retains BB- Senior Unsecured Ratings
HOME TOWN FLORIDA: U.S. Trustee Unable to Appoint Committee
HONX INC: Beats Asbestos Bankruptcy Filing Challenge
HOVNANIAN ENTERPTISES: Egan-Jones Retains BB- Sr. Unsec. Ratings
HUNYGIRLS VENTURES: Starts Subchapter V Bankruptcy Proceeding
IAMGOLD CORP: Egan-Jones Retains B+ Senior Unsecured Ratings
INSTASET PLASTICS: Unsecureds to Recover 10% in Liquidating Plan
IRON MOUNTAIN: Egan-Jones Retains BB Senior Unsecured Ratings
JACK IN THE BOX: Egan-Jones Retains B- Senior Unsecured Ratings
JGR GROUP: Wins Cash Collateral Access Thru Feb 2
JNF INVESTMENTS: CH LM Funding Says Plan Not Feasible
JOHN'S FAMILY: Executes Contribution Agreement with Buyer
KC FXE AVIATION: In Chapter 11 Amid Dispute With Fort Lauderdale
KIRBY CORP: Egan-Jones Retains BB Senior Unsecured Ratings
KURNCZ FARMS: PNL Devine Updates Liquidating Plan
LAREDO PETROLEUM: Egan-Jones Cuts Senior Unsecured Ratings to BB-
LAS VEGAS SANDS: S&P Affirms 'BB+' ICR, Outlook Negative
LHS BORROWER: Fidelity Fund Marks $29.4M Loan at 21% Off
LTI FLEXIBLE PRODUCTS: $142M Bank Debt Trades at 11% Discount
LTI HOLDINGS: $315M Bank Debt Trades at 20% Discount
MARCUSE COMPANIES: Hires Joseph F. Postnikoff as Legal Counsel
MASTEC INC: Egan-Jones Retains BB Senior Unsecured Ratings
MBIA INC: Egan-Jones Retains CCC- Senior Unsecured Ratings
MEDICINE RIVER: Seeks to Hire Klenda Austerman as Legal Counsel
METHANEX CORP: Egan-Jones Retains BB- Senior Unsecured Ratings
MLN US HOLDCO: $1.12B Bank Debt Trades at 63% Discount
MUSCLE MAKER: Board Appoints Benjamin Petel as Director
MUSCLEPHARM CORP: U.S. Trustee Appoints Creditors' Committee
MUSE THREADS: Seeks to Hire Belmont Firm as Reorganization Counsel
MY FLORIDA CASE: Taps Van Horn Law Group as Bankruptcy Counsel
NATIONAL CINEMEDIA: Regal Entertainment, Cineworld Hold 33.2% Stake
NECESSITY RETAIL: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
NERVIVE INC: Case Summary & 20 Largest Unsecured Creditors
NEWAGE INC: Amends Plan; Confirmation Hearing Feb. 8
OMNIQ CORP: Q Shield to be Deployed in Two Additional Iowa Cities
PACESETTER MANUFACTURING: Voluntary Chapter 11 Case Summary
PECF USS INTERMEDIATE: Fidelity Fund Marks $26.8M Loan at 23% Off
PENTA STATE: Court OKs Cash Collateral Access Thru Jan 13
PHANTOM 360: Case Summary & One Unsecured Creditor
PHOENIX SERVICES: Committee Taps Ernst & Young as Tax Provider
PLATINUM MOVING: Files Emergency Bid to Use Cash Collateral
POWER STOP: Fidelity Fund Marks $20M Loan at 26% Off
PRETIUM PKG: $1.25B Bank Debt Trades at 17% Discount
QAZ LLC: Lender Seeks to Prohibit Use of Cash Collateral
QUANERGY SYSTEMS: Seeks to Hire Cooley LLP as Bankruptcy Counsel
QUANERGY SYSTEMS: Seeks to Hire Raymond James as Investment Banker
QUANERGY SYSTEMS: Seeks to Hire Stretto as Administrative Advisor
QUANERGY SYSTEMS: Seeks to Hire Young Conaway as Legal Counsel
QUANERGY SYSTEMS: Taps FTI Consulting Inc as Financial Advisor
QUANERGY SYSTEMS: Taps Mr. Perkins of SierraConstellation as CRO
QUEST SOFTWARE: $2.81B Bank Debt Trades at 20% Discount
R.W. DAVIDSON: Wins Cash Collateral Access Thru Jan 26
RADIATE HOLDCO: $3.42B Bank Debt Trades at 16% Discount
RADIOLOGY PARTNERS: $1.64B Bank Debt Trades at 16% Discount
REGAL REXNORD: S&P Assigns 'BB+' Rating on Senior Unsecured Notes
RENT-A-CENTER INC: Egan-Jones Retains BB Senior Unsecured Ratings
RIOT BLOCKCHAIN: Rebrands Corporate Name to Riot Platforms, Inc.
ROBERTSHAW US: $110M Bank Debt Trades at 47% Discount
SEALED AIR: Egan-Jones Retains BB- Senior Unsecured Ratings
SEARS HOMETOWN: To Close Auburn Location After Chapter 11 Filing
SEMILEDS CORP: Posts $509K Net Loss in First Quarter
SHENANDOAH TELECOM: Egan-Jones Retains BB+ Sr. Unsecured Ratings
SILVER CREEK: Seeks Cash Collateral Access
SINCLAIR TELEVSION: Egan-Jones Hikes Sr. Unsecured Ratings to CCC+
SIX FLAGS: Egan-Jones Retains CCC+ Senior Unsecured Ratings
SM ENERGY: Egan-Jones Lowers Senior Unsecured Ratings to BB
SOUTHWESTERN ENERGY: Egan-Jones Hikes Sr. Unsecured Ratings to B+
SS&C TECHNOLOGIES: Egan-Jones Retains BB Senior Unsecured Ratings
STONEX GROUP: Egan-Jones Retains B+ Senior Unsecured Ratings
STRUCTURAL TECHNOLOGY: Voluntary Chapter 11 Case Summary
SUMMIT MIDSTREAM: Egan-Jones Retains B+ Senior Unsecured Ratings
SUNPOWER CORP: Egan-Jones Retains BB Senior Unsecured Ratings
SUNSTONE HOTEL: Egan-Jones Hikes Senior Unsecured Ratings to BB
SUPERIOR REAL ESTATE: Seeks Approval to Tap Snow Tax as Accountant
TEGNA INC: Egan-Jones Retains CCC+ Senior Unsecured Ratings
TENNECO INC: Egan-Jones Retains B Senior Unsecured Ratings
TG INTEGRATION: Files Amendment to Disclosure Statement
TGPC PROPERTIES: Gets OK to Hire Guidant Law PLC as Counsel
TIMES SQUARE JV: Files for Chapter 11 to Pursue Plan or Sale
TITAN INTERNATIONAL: Egan-Jones Hikes Sr. Unsecured Ratings to BB+
TMK HAWK: $25M Bank Debt Trades at 47% Discount
TOMS KING: Court OKs Cash Collateral Access Thru Feb 1
TRANSALTA CORP: Egan-Jones Retains BB Senior Unsecured Ratings
TRAYLOR CHATEAU: Files Emergency Bid to Use Cash Collateral
TRIBE BUYER: $397M Bank Debt Trades at 37% Discount
TWISTED OAK: Amends Mechanics Bank Secured Claims Pay Details
UNITED AIRLINES: Egan-Jones Cuts Senior Unsecured Ratings to BB-
VAIL RESORTS: Egan-Jones Retains B+ Senior Unsecured Ratings
VERINT SYSTEMS: Egan-Jones Retains BB Senior Unsecured Ratings
VISUAL COMFORT: $295M Bank Debt Trades at 14% Discount
VOLUNTEER ENERGY: Columbia & ANR Say Disclosure Inadequate
VYANT BIO: Unit Closes Sale of Two Business Entities
WENDY'S CO: Egan-Jones Retains B Senior Unsecured Ratings
WINC INC: Cash Collateral Access, $5MM DIP Loan Win Final OK
WORKDAY INC: Egan-Jones Retains B Senior Unsecured Ratings
WYNN RESORTS: S&P Affirms 'B+' ICR, Outlook Negative
XBRIDGE LLC: Involuntary Chapter 11 Case Summary
[*] PE-Backed Companies' Bankruptcy Filings Rose in 202
[^] BOND PRICING: For the Week from January 2 to 6, 2023
*********
4TH AVENUE APARTMENTS: Files for Chapter 11 With Plan
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4th Avenue Apartments LLC filed for chapter 11 protection in the
Western District of Texas.
The Debtor is a single-asset real estate entity that owns a 52-unit
garden-style apartment community built between 1950 and 1956 in
Phenix City, Alabama, part of the Columbus, Georgia Metropolitan
Statistical Area, and directly across the Chattahoochee River from
Fort Benning. The Property comprises 13 buildings totaling 59,200
sq. ft. at an average of 1,138 sq. ft. per unit.
The Debtor purchased the Property on March 5, 2021. On the same
day, the Debtor entered into a note with the Lender in the amount
of $1,700,000 to purchase the Property.
At the time of its purchase, the Property had been nearly abandoned
and in total neglect. Of the 52 units, only 6 contained residents
and only a handful of those were paying rents and many of the
buildings had been condemned by the city. The Phenix City
officials have been incredibly supportive of the Debtor's efforts,
and the Debtor has created a community that provides clean, safe,
and affordable housing. Now, the Property has a 65% occupancy
rate.
The Debtor is one of several affiliated companies that purchase,
refurbish, operate, and manage residential real estate as
attractive investment opportunities. The Property is managed by
Investor Property Solutions, Inc., a Georgia corporation.
The Debtor's ownership is comprised of two classes: Class A and
Class B. Class A members consist of 31 individuals and 1 entity who
collectively have an 85% equity stake in the Debtor. The Class B
shares are held as follows: Wild Mountain Holdings, LLC with a 14%
stake and 5th Avenue Financial Group, Inc, with a 1% stake.
Wild Mountain Holdings, LLC was the initial manager of the Debtor
as of March 13, 2021. On Dec. 21, 2022, upon the effective date of
the Debtor's amended operating agreement, both Wild Mountain
Holdings and Samuel F. Sells concurrently serve as the managers of
the Debtor.
According to court filings, 4th Avenue Apartments estimates between
$1 million and $10 million in debt owed to 1 to 49 creditors. The
petition states that funds will be available to unsecured
creditors.
The Debtor has filed a Plan that proposes that the lender, with a
claim of at least $1.7 million, will receive a restructured
promissory note that has a maturity date that is seven years from
the Effective Date. Meanwhile, unsecured claims totaling $7,000
will be paid in twelve monthly installments commencing on the first
day of the month following the Effective Date and continuing the
first day of the month thereafter until the debts are paid in full.
Holders of Equity Interests held by both Class A and Class B
investors will have their equity interests preserved and reinstated
post-confirmation within the Reorganized Debtor.
About 4th Avenue Apartments
4th Avenue Apartments LLC -- https://wildmountaincapital.com/ --
Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)).
4th Avenue Apartments LLC filed a petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-51475) on
Dec. 29, 2022. In the petition filed by Mark Allen, as manager,
the Debtor reported assets and liabilities between $1 million and
$10 million.
The Debtor is represented by:
Lenard M. Parkins, Esq.
Parkins & Rubio LLP
2115 Stephens Place
Suite 1100
New Braunfels, TX 78130
942 PENN RR: Trustee Says Third Amended Plan Not Feasible
---------------------------------------------------------
Barry Mukamal, the Chapter 11 Trustee of the bankruptcy estate of
942 Penn RR, LLC, objects to the approval of Disclosure Statement
for Third Amended Plan of Reorganization of the Debtor.
The Trustee claims that just like the prior disclosure statement,
the most recent Disclosure Statement discloses very little, and as
filed, cannot be approved because it lacks significant information
that would be relevant to creditors in assessing the 3rd Amended
Plan for voting purposes.
Moreover, and perhaps more importantly, the 3rd Amended Plan (and
perhaps any plan that could be proposed by the out-of-possession
Debtor) is patently unconfirmable because the Debtor cannot
evidence the good faith necessary under the Bankruptcy Code to
propose a confirmable plan. Prior to the Trustee's appointment, the
Debtor could not even comply with the most basic obligations of a
debtor-in-possession, such as its statutory obligation to open and
maintain a DIP account.
In addition, the 3rd Amended Plan as proposed is unfeasible
because, among other things, it leaves the Debtor's management in
place and fails to provide any support for its whimsical suggestion
that the Debtor will pay creditors from the proceeds of a potential
loan from Limitless Capital, LLC based on a non-binding expression
of interest (that has no address, phone number, or email for the
purported lender) for a one-year, 11% interest-only loan with a
balloon payment of $5,500,000 due in 12 months, and no ability
(absent a sale of the Real Property) to fund such balloon payment.
Most importantly, among other things, the Disclosure Statement does
not and cannot properly disclose any verifiable pre-Trustee
appointment financials or account for and provide a plan to pay the
significant tax liabilities (or the associated penalties and
interest) because the Debtor has never: (a) maintained any type of
books and records; (b) set up or maintained any accounting system;
(c) filed federal income tax returns; (d) collected or remitted
sales tax to the state of Florida or filed sales tax returns; or
(e) collected or remitted resort tax to the city of Miami Beach or
filed resort tax returns.
Trustee asserts that the Disclosure Statement also fails to
address, let alone identify with any specificity or provide for the
repayment of, the over $570,000 in insider transfers in the
one-year period immediately preceding the Petition Date, let alone
potentially avoidable and recoverable transfers that likely exist
dating back to the Debtor's inception.
A full-text copy of the Trustee's objection dated January 3, 2023
is available at https://bit.ly/3im1FlL from PacerMonitor.com at no
charge.
Counsel to the Chapter 11 Trustee:
BAST AMRON LLP
Barry E. Mukamal, Esq.
One Southeast Third Avenue, Suite 2410
Miami, Florida 33131
Telephone: (305) 379-7904
Email: sbrown@bastamron.com
Email: dquick@bastamron.com
About 942 Penn RR
942 Penn RR, LLC, owns a short-term luxury apartment building
located at 942 Pennsylvania Ave., Miami Beach, Fla.
942 Penn RR filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14038) on
May 23, 2022, with $1,617,630 in total assets and $27,179,541 in
total liabilities. Raziel Ofer, manager, signed the petition.
Judge Robert A. Mark oversees the case.
The Law Office of Mark S. Roher, PA, is the Debtor's legal
counsel.
On June 29, 2022, the court appointed Barry E. Mukamal as the
Debtor's Chapter 11 trustee. Bast Amron, LLP and KapilaMukamal, LLP
serve as the Debtor's legal counsel and accountant, respectively.
ACER THERAPEUTICS: Signs Extension Agreement With MAM Aardvark
--------------------------------------------------------------
Acer Therapeutics Inc. entered into an extension agreement with MAM
Aardvark, LLC ("Marathon") and the lenders party thereto, which
amends that certain Credit Agreement, dated as of March 4, 2022,
previously entered into by the parties.
The effect of the Extension Agreement is (i) to extend the last
date for the Company to request funding by the Lenders of the Term
Loan Commitment (as defined in the Marathon Credit Agreement) of
$42.5 million, from Dec. 31, 2022 to Jan. 16, 2023, and (ii) to
extend the last date upon which the Company may pay the Term Loan
Commitment fee (as set forth in Section 2.7(b) of the Marathon
Credit Agreement), from 12 business days from approval by the U.S.
Food and Drug Administration of OLPRUVA (sodium phenylbutyrate) for
oral suspension in the U.S. for the treatment of certain patients
living with urea cycle disorders involving deficiencies of
carbamylphosphate synthetase, ornithine transcarbamylase, or
argininosuccinic acid synthetase, which the Company previously
announced on Dec. 27, 2022, to 12 business days from Jan. 16, 2023.
These extensions are intended to provide the Company and Marathon
additional time to conclude discussions presently underway, to
determine whether they have an agreement to further amend or modify
the existing terms and conditions of the Marathon Credit Agreement
and/or related agreements.
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. In
the U.S., OLPRUVA (sodium phenylbutyrate) is approved for the
treatment of urea cycle disorders (UCDs) involving deficiencies of
carbamylphosphate synthetase (CPS), ornithine transcarbamylase
(OTC), or argininosuccinic acid synthetase (AS). Acer is also
advancing a pipeline of investigational product candidates for rare
and life-threatening diseases, including: OLPRUVA (sodium
phenylbutyrate) for treatment of various other inborn errors of
metabolism, including Maple Syrup Urine Disease (MSUD); ACER-801
(osanetant) for treatment of induced Vasomotor Symptoms (iVMS) and
Post-traumatic Stress Disorder (PTSD); 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. In
March 2021, Acer entered into a Collaboration and License Agreement
with Relief for development and commercialization of OLPRUVA in
which Acer retains development and commercialization rights in the
U.S., Canada, Brazil, Turkey, and Japan.
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 Sept. 30, 2022, the
Company had $15.32 million in total assets, $27.53 million in total
liabilities, and a total stockholders' deficit of $12.21 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.
ACPRODUCTS HOLDINGS: Fidelity Fund Marks $29M Loan at 31% Off
-------------------------------------------------------------
Fidelity Advisor Value Fund, a fund of Fidelity Advisor Series I,
has marked its $29,042,000 loan extended to ACProducts Holdings
Inc. to market at $20,142,000, or 69% of the outstanding amount, as
of October 31, 2022, according to a disclosure contained in its
Form N-CSR for the fiscal year ended October 31, 2022, filed with
the Securities and Exchange Commission on December 21.
Fidelity Advisor Value Fund extended a term loan that carries
7.3247% interest (1 month U.S. LIBOR + 4.250%) to ACProducts
Holdings Inc. The loan is scheduled to mature on May 17, 2028.
Fidelity Advisor Value Fund is a fund of Fidelity Advisor Series I,
a Trust that is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company
organized as a Massachusetts business trust. Fidelity Management &
Research Company LLC (FMR) serves as investment manager.
ACProducts, headquartered in The Colony, TX, is a national
manufacturer and distributor of kitchen and bathroom cabinetry.
American Industrial Partners, through its affiliates, is the
primary owner of ACProducts, having acquired it in 2012.
ADT SECURITY: Egan-Jones Retains B- Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on December 14, 2022, maintained its
'B-' foreign currency and local currency senior unsecured ratings
on debt issued by ADT Security Corporation. EJR also maintained its
'B' rating on commercial paper issued by the Company.
Headquartered in Boca Raton, Florida, ADT Security Corporation
provides security systems.
ADVANTAGE MANAGEMENT: Wins Cash Collateral Access Thru Feb 15
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Wisconsin
authorized Advantage Management Beaver Dam, LLC and affiliates,
including Advantage Management Waupun LLC, to continue using cash
collateral on a final basis in accordance with their agreement with
KeyBank National Association through February 15, 2023.
KeyBank asserts an interest in the Debtors' cash collateral.
The Debtors and KeyBank agreed to amend the adequate protection
provisions for the Debtors' continued use of collateral. Commencing
November 1, 2022, and continuing on the first day of each month
afterwards until the Court orders otherwise:
Beaver Dam Holdings will pay no less than $11,382; and
Waupun Holdings will pay no less than $13,144
to KeyBank from rents received from Beaver Dam and Waupun.
As previously reported by the Troubled Company Reporter, KeyBank on
October 1, 2016, extended to Beaver Dam a $4,762,900 loan. The
Beaver Dam Loan is evidenced by a Healthcare Facility Note dated as
of October 1, 2016. The indebtedness evidenced by the Beaver Dam
Note is secured by the Healthcare Mortgage, Assignment of Leases,
Rents and Revenue and Security Agreement (Wisconsin) dated as of
October 1, 2016 and recorded on October 26, 2016 as Instrument No.
1242896 in the Office of the Register of Deeds of Dodge County,
Wisconsin. The amount due under the Beaver Dam Loan, as of April 4,
2022, was $4,367,274.
On October 1, 2016, KeyBank extended to Waupun Holdings a
$8,057,000 loan. The Waupun Loan is evidenced by a Healthcare
Facility Note (Multistate) dated as of October 1, 2016. The amount
due under the Waupun Loan, as of April 4, 2022, was $7,387,752.
As adequate protection, the Lender is granted replacement liens
pursuant to Bankruptcy Code sections 361(2), 363(e), and 552(b) on
all assets of the Debtors now or hereafter existing. The liens have
the same seniority and priority as the Lender's existing liens on
the Properties evidenced by the Loan Documents.
A copy of the order is available at https://bit.ly/3IxQeSQ from
PacerMonitor.com.
About Advantage Management Beaver Dam
Advantage Management Beaver Dam, LLC and affiliates, Advantage
Management Waupun, LLC, BDW Holdings Beaver Dam, LLC, and BDW
Holdings Waupun, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wis. Case No. 22-21438) on April 4,
2022. At the time of the filing, the Debtor disclosed up to
$100,000 in assets and up to $10 million in liabilities.
Judge Beth E. Hanan oversees the case.
Jerome R. Kerkman, Esq., at Kerkman & Dunn serves as the Debtor's
legal counsel.
AEARO TECHNOLOGIES: Examiner Seeks to Tap Database Service Provider
-------------------------------------------------------------------
Judy Wolf Weiker, independent fee examiner of Aearo Technologies,
LLC and its affiliates, seeks approval from the U.S. Bankruptcy
Court for the Southern District of Indiana to employ Sharon F.
Manewitz, Diana G. Adams, Lori Lapin Jones as fee reviewers, and
National CRS, LLC, as the database service provider.
The feereviewers will assist Ms. Weiker in all aspects of her
duties, including:
a. reviewing and assessing the fee applications of certain
retained professionals;
b. identifying billing entries, if any, which appear to be
outside of the applicable rules, guidelines, and Court orders, and
discussing these issues and potential resolutions with the fee
examiner;
c. making recommendations to the fee examiner regarding
identified issues;
d. assisting in the fee examiner and her attorneys in the
preparation of reports and court filings;
e. assisting the fee examiner in developing protocols; and
f. providing such other services as the fee examiner may
request.
The professionals will be paid at these rates:
Sharon F. Manewitz $400 per hour
Diana G. Adams $400 per hour
Lori Lapin Jones $400 per hour
National CRS, LLC $275 per hour
The fee examiners are "disinterested persons" as that term is
defined in 11 U.S.C. Sec. 101(14) , according to court filings.
The examiners can be reached at:
Michael L. Newsom
National CRS, LLC
4846 Sun City Center Blvd #255
Sun City Center, FL 33573
Office Phone: (727) 515-8949
Email: mnewsom@nationalcrsllc.com
About Aearo Technologies
Aearo Technologies, LLC -- https://earglobal.com/en -- is a 3M
company that designs, manufactures, and sells personal protection
equipment. The Indianapolis-based company serves customers
worldwide.
To address claims related to the Combat Arms Earplugs Version 2,
Aearo Technologies and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Lead Case
No. 22-02890) on July 26, 2022. In the petition filed by John R.
Castellano, as authorized signatory, Aearo Technologies listed $1
billion to $10 billion in both assets and liabilities.
The Debtors tapped Kirkland & Ellis and Ice Miller, LLP as
bankruptcy counsels; McDonald Hopkins, LLC as special counsel;
Bates White, LLC as claims valuation consultant; AP Services, LLC
as restructuring advisor; and Kroll, LLC as claims agent and
noticing agent. John R. Castellano, managing director at
AlixPartners LLP, an affiliate of AP Services, serves as the
Debtors' chief restructuring officer.
Judge Jeffrey J. Graham oversees the cases.
The U.S. Trustee for Region 10 appointed two separate official
committees to represent tort claimants in the Debtors' cases. The
tort claimants assert claims related to the use of faulty combat
arms earplugs and respirators manufactured by the companies. The
tort committee related to use of combat arms version 2 earplugs
tapped Houlihan Lokey Capital, Inc. as investment banker and
Province, LLC as financial advisor.
ALAMO RANCH: Seeks to Hire Klenda Austerman as Legal Counsel
------------------------------------------------------------
Alamo Ranch Partners Real Estate LLC seeks approval from the U.S.
Bankruptcy Court for the District of Kansas to hire Klenda
Austerman LLC as its general counsel.
The firm's J. Michael Morris and Eric W. Lomas will lead the
engagement.
The Debtor says it needs the firm's assistance in, inter alia,
investigating the actions of the debtor; consulting with the
debtor-in-possession, the U.S. Trustee, and any chapter 11 trustee;
participating in the formation of a Plan if desirable; and
reviewing other actions in the interest of unsecured creditors.
Current hourly rates of J. Michael Morris is $400; Eric W. Lomas,
$300; and legal assistants and paralegals, from $110 to $140.
Mr. Morris attests that the firm is disinterested to conduct the
case, and does not hold or represent an interest adverse to the
estate.
The firm may be reached at:
J. Michael Morris, Esq.
KLENDA AUSTERMAN LLC
301 North Main, Suite 1600
Wichita, KS 67202-4888
Tel: (316) 267-0331
Fax: (316) 267-0333
E-mail: jmmorris@klendalaw.com
About Alamo Ranch Partners Real Estate
Alamo Ranch Partners Real Estate LLC filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan.
Case No. 22-11079) on Dec. 23, 2022. The petition was signed by
Harry W. Dawson, manager and sole member. At the time of filing,
the Debtor estimated $100,001-$500,000 in assets and
$100,001-$500,000 in liabilities.
The case was assigned to Judge Mitchell L Herren.
J. Michael Morris, Esq. at Klenda Austerman LLC represents the
Debtor as counsel.
AMERICAN CRYOSTEM: Delays Filing of Annual Report
-------------------------------------------------
American CryoStem Corporation filed a Form 12b-25 with the
Securities and Exchange Commission regarding the delay in the
filing of its Annual Report on Form 10-K for the year ended Sept.
30, 2022.
The Company said the compilation, dissemination and review of the
information required to be presented in the Form 10-K for the
period ending Sept. 30, 2022, could not be completed and filed by
Jan. 3, 2023, without undue hardship and expense to the registrant.
The Company anticipates that it will file its Form 10-K within the
"grace" period provided by Securities Exchange Act Rule 12b- 25.
About American CryoStem
Eatontown, New Jersey-based American CryoStem Corporation (OTC:
CRYO) -- http://www.americancryostem.com-- is a developer,
marketer and global licensor of patented adipose tissue-based
cellular technologies and related proprietary services with a focus
on processing, commercial bio-banking and application development
for adipose (fat) tissue and autologous adipose-derived
regenerative cells (ADRCs).
American CryoStem reported a net loss of $2.88 million for the year
ended Sept. 30, 2021, compared to a net loss of $1.18 million for
the year ended Sept. 30, 2020. As of June 30, 2022, the Company
had $1.06 million in total assets, $2.93 million in total
liabilities, and a total stockholders'deficit of $1.87 million.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated Jan. 13, 2022, citing that the
Company has incurred significant losses since inception. This
factor raises substantial doubt about the Company's ability to
continue as a going concern.
AMMON ANALYTICAL: JPMorgan Chase Opposes Disclosure Motion
----------------------------------------------------------
Secured creditor JPMorgan Chase Bank, N.A., objects to the motion
of Analytical Laboratories, LLC for entry of an order approving
Disclosure Statement.
Secured Creditor holds a perfected security interest in, inter
alia, all of Debtor's inventory, chattel paper, accounts, equipment
and general intangibles pursuant to a UCC Financing Statement
recorded with the State of New Jersey, Department of Treasury,
Division of Revenue & Enterprise Services UCC Section on March 27,
2019, in exchange for a loan in the original principal sum of
$1,360,000.00. Secured Creditor filed a proof of claim on the
Claims Register as claim #71-1 evidencing its lien, prepetition
arrears in the amount $1,207,619.87.
On Dec. 5, 2022, Debtor's Combined Plan of Reorganization and
Disclosure Statement was filed. The Plan proposes to reduce Secured
Creditor's claim and provides that Secured Creditor shall be paid
the sum of $650,000.00 plus interest in the amount of 6.000% per
annum over the course of 7 years.
It bears noting that the Liquidation Analysis provides that
Debtor's has assets valued at $1,228,400.00 and secured liabilities
in the amount of $3,575,000.00. Of significant note is that the
value of Debtor's Scheduled Assets far exceed the value of the
assets listed in the Liquidation Analysis.
Secured Creditor hereby objects to the Motion and Plan. Debtor's
Liquidation Analysis values Debtor's assets at substantially less
than the amount set forth in its Schedules. Given the discrepancy
in the value of the assets, Debtor should be required to provide
evidence in support of the value of its assets set forth in the
Liquidation Analysis and Secured Creditor should be afforded the
opportunity to separately obtain and verify the value of Debtor's
assets.
Secured Creditor also objects to the proposed Plan because it
exceeds 5 years in length and fails to provide for default
procedures in the event Debtor fails to make payments.
Presently, Secured Creditor objects to the sufficiency of the
Motion and Plan.
A full-text copy of JPMorgan's objection dated Jan. 3, 2023, is
available https://bit.ly/3Ix3dnF from PacerMonitor.com at no
charge.
Attorneys for Secured Creditor:
Phillip A. Raymond, Esq.
McCalla Raymer Leibert Pierce, LLC
485F US Highway 1 S
Suite 300
Iselin, NJ 08830
Telephone: (732) 902-5399
About Ammon Analytical Laboratories
Ammon Analytical Laboratories, LLC -- https://www.ammonlabs.com/ --
provides the highest quality laboratory testing for healthcare
professionals nationwide. Ammon Analytical Laboratories sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
D.N.J. Case No. 22-14534) on June 7, 2022. In the petition filed
by Stephen Haupt, managing member and CEO, the Debtor estimated
assets between $1 million and $10 million and liabilities between
$10 million and $50 million.
The case is assigned to the Honorable Bankruptcy Judge Stacey L.
Meisel.
Erin Kennedy, Esq., at Forman Holt, is the Debtor's counsel.
APOLLO ENDOSURGERY: CPMG, Two Others Report 13% Equity Stake
------------------------------------------------------------
CPMG, Inc., R. Kent McGaughy, Jr., and Antal Rohit Desai disclosed
in an amended Schedule 13D filed with the Securities and Exchange
Commission that as of Dec. 28, 2022, they beneficially own
6,183,603 shares of common stock of Apollo Endosurgery, Inc.,
representing 13 percent based on 47,549,160 Shares outstanding
after the Forced Conversion, as provided by the Issuer. These
Shares are held for the following accounts:
(A) 45,594 Shares held for the account of Crested Crane;
(B) 675,181 Shares held for the account of Curlew Fund;
(C) 63,671 Shares held for the account of Kestrel Fund;
(D) 400,675 Shares held for the account of Mallard Fund;
(E) 3,687,781 Shares held for the account of Roadrunner Fund;
and
(F) 1,310,701 Shares held for the account of Killdeer Fund.
On Dec. 28, 2022, Apollo Endosurgery notified the holders of its
outstanding 6.0% Convertible Debentures due 2026 that it elected to
cause the eligible portion of the aggregate principal amount of the
Debentures outstanding to be converted into Shares at the fixed
conversion price of $3.25 per Share and to issue Shares to satisfy
accrued but unpaid interest on the principal amount to be converted
through Dec. 28, 2022 ("Forced Conversion"). The conditions under
the Debentures to permit the Forced Conversion were satisfied on
Dec. 27, 2022. Pursuant to the terms of the Debentures, the Issuer
expects to issue the Shares for the Forced Conversion on or about
Jan. 3, 2023. Each Share issued in the Forced Conversion will be
converted into the right to receive $10 in cash, without interest,
at the effective time of the Merger.
As a result of the Forced Conversion: (i) Curlew Fund received
146,577 Shares upon conversion of $476,375 principal amount of the
Debentures held for its account and 1,421 Shares to satisfy accrued
but unpaid interest on the Debentures held for its account as of
December 28, 2022; (ii) Killdeer Fund received 586,308 Shares upon
conversion of $1,905,500 principal amount of the Debentures held
for its account and 5,682 Shares to satisfy accrued but unpaid
interest on the Debentures held for its account as of Dec. 28,
2022; and (iii) Roadrunner Fund received 1,465,770 Shares upon
conversion of $4,763,750 principal amount of the Debentures held
for its account and 14,204 Shares to satisfy accrued but unpaid
interest on the Debentures held for its account as of Dec. 28,
2022.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1251769/000114036122047708/brhc10046128_sc13da.htm
About Apollo Endosurgery
Apollo Endosurgery, Inc. -- http://www.apolloendo.com-- is a
medical technology company focused on less invasive therapies to
treat various gastrointestinal conditions, ranging from
gastrointestinal complications to the treatment of obesity.
Apollo's device-based therapies are an alternative to invasive
surgical procedures, thus lowering complication rates and reducing
total healthcare costs. Apollo's products are offered in over 75
countries and include the OverStitch Endoscopic Suturing System,
the OverStitch Sx Endoscopic Suturing System, and the ORBERA
Intragastric Balloon.
Apollo Endosurgery reported a net loss of $24.68 million for the
year ended Dec. 31, 2021, a net loss of $22.61 million for the year
ended Dec. 31, 2020, and a net loss of $27.43 million for the year
ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $116.03
million in total assets, $73.72 million in total liabilities, and
$42.31 million in total stockholders' equity.
ARCHDIOCESE OF SANTA FE: $121-Mil. Clergy Abuse Settlement Approved
-------------------------------------------------------------------
The Huron Daily Tribune reports that a federal bankruptcy judge on
Dec. 29, 2022, approved a $121 million reorganization plan for one
of the oldest Roman Catholic dioceses in the U.S. as it tries to
stem financial losses from clergy abuse claims that date back
decades.
The Archdiocese of Santa Fe in New Mexico said U.S. Bankruptcy
Judge David T. Thuma confirmed the agreement during a hearing in
which he commended the parties for working through what had been an
arduous process.
In a statement, Archbishop John C. Wester thanked the panel of
abuse survivors who represented fellow survivors in their claims
against the archdiocese. He described it as challenging work as the
group continued to deal with the aftermath of their own abuse.
"While I hope and pray that the bankruptcy outcome will bring a
measure of justice and relief to the victims of clergy sexual
abuse, I realize that nothing can ever compensate them for the
criminal and horrendous abuse they endured," Wester said.
He also pledged that the archdiocese will remain vigilant in
upholding its zero tolerance policy by promptly responding to
allegations and cooperating with local authorities.
The global priest abuse scandal has plunged dioceses around the
world into bankruptcy and has cost the Roman Catholic Church an
estimated $3 billion or more.
Aside from providing monetary payments to nearly 400 claimants, the
terms of the settlement in New Mexico require the establishment of
a public archive of documents showing how decades of abuse occurred
around the state.
The result of nearly four years of legal wrangling, the
reorganization plan effectively halted more than three dozens civil
lawsuits in state court that alleged abuse of children by clergy
and negligence by church hierarchy. Court records show the
accusations dated from the 1940s to the 2010s.
The plan calls for the archdiocese, aided by contributions from
parishes, to put up $75 million toward the total settlement fund,
the Albuquerque Journal reported. Insurance companies agreed to pay
$46.5 million.
In a side agreement, five religious orders that faced pending
lawsuits will pay an additional $8.4 million to be shared by
certain claimants. The orders include the Servants of the
Paraclete, which ran a now-defunct treatment center for troubled
priests and was accused of furnishing the archdiocese with priests
and other clergy who preyed on children and teens.
Archdiocese attorney Thomas Walker said that of 376 survivor
claimants who cast ballots on the plan, four voted to reject and
three did not indicate acceptance or rejection. At least two-thirds
of the abuse survivors who filed claims had to approve the plan.
Albuquerque attorney Brad Hall said his legal team has dealt with
more than 250 clergy abuse survivors over the decade leading up to
the bankruptcy filing in December 2018 and have talked with family
members of others who had heart-wrenching stories.
"As for the actual survivors, it is our hope that some small
compensation, however inadequate it might feel like to some of
them, will help with a sense of closure and some accountability,"
Hall said.
The archdiocese sold numerous properties to come up with the final
negotiated contribution, including the archbishop's house in
Albuquerque. The archdiocese also took out a mortgage on the
Cathedral Basilica of St. Francis of Assisi in Santa Fe.
Terence McKiernan, president of the nonprofit
BishopAccountability.org, told the Journal that other dioceses in
similar bankruptcy actions have had more survivor claimants and
paid out less. He described settlement amounts during the mid-1990s
as "terribly unfair."
McKiernan said a key part of the settlement plan is the disclosure
of documents, with redactions, by the archdiocese that will help
the public understand how the clergy sexual abuse crisis occurred
in New Mexico.
The archdiocese has said the document disclosure to a special
library archive at the University of New Mexico will be
unprecedented.
"It is highly significant that documents are included in such a
massive way to be made available to everyone who wants to read
them. It's utterly remarkable," said McKiernan, "It's going to
change our understanding (of the crisis) in a major way."
About The Archdiocese of Santa Fe
The Roman Catholic Church of the Archdiocese of Santa Fe --
https://www.archdiosf.org/ -- is an ecclesiastical territory or
diocese of the southwestern region of the United States in the
state of New Mexico. At present, the Archdiocese of Santa Fe covers
an area of 61,142 square miles. There are 93 parish seats and 226
active missions throughout this area.
The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr.
D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse
claims. It reported total assets of $49,184,579 and total
liabilities of $3,700,000 as of the bankruptcy filing.
Judge David T. Thuma oversees the case.
The archdiocese tapped Elsaesser Anderson, Chtd. and Walker &
Associates, P.C., as bankruptcy counsel; Stelzner, Winter,
Warburton, Flores, Sanchez & Dawes, P.A as special counsel; and
REDW, LLC as accountant.
ASHFORD HOSPITALITY: Egan-Jones Retains CCC+ Sr. Unsecured Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company, on December 23, 2022, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Ashford Hospitality Trust, Inc. EJR also
maintained its 'B' rating on commercial paper issued by the
Company.
Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc.
operates as a self-advised real estate investment trust focusing on
the lodging industry.
ASHTON ALEXANDER: Court OKs Cash Collateral Access Thru Jan 31
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey authorized
Ashton Alexander Properties, LLC, Ashton Alexander Properties I,
LLC, Dean Taly Properties, Inc., Dean Taly Properties I, LLC and
ATS Group, LLC to use cash collateral on an interim basis in
accordance with the budget through January 31, 2023.
As adequate protection for the use of cash collateral, Truist Bank
is granted valid, binding, enforceable and perfected replacement
security interests in and replacement liens on all now owned or
hereafter acquired property and assets of the Debtor.
All replacement liens granted will attach in the same order of
priority as existed pre-petition.
A further interim hearing on the matter is set for January 31 at 11
a.m.
As previously reported by the Troubled Company Reporter, on May 10,
2018, Truist Bank provided ATG Group, LLC with a line of credit in
the original amount of $600,000. After several modification
agreements and extensions of existing deadlines, the Debtor's books
and records reflect that approximately $637,835 is due and owing to
Truist Bank on account of this line of credit. The Truist LOC is
guaranteed by (1) Dean Taly Properties, Inc., (2) Ashton Alexander
Properties, LLC, and Damon Pennington.
On October 26, 2015, Truist Bank provided a loan to Ashton
Alexander Properties, LLC in the original principal amount of
$165,000. The Debtor's books and records reflect that approximately
$139,731 is due and owing to Truist Bank on account of Truist Note
1. As security for Truist Note 1, Truist Bank holds a mortgage on
309 Market Street in Camden, NJ. Truist Note 1 is also guaranteed
by (1) Nordeen Harris and (2) Dean Taly Properties, Inc.
On April 12, 2018, Truist Bank provided a loan to Ashton Alexander
Properties, LLC and the Debtor's books and records reflect that
approximately $844,287 is due and owing to Truist Bank on account
of Truist Note 2. Truist Note 2 is secured by a mortgage on 517-519
Market Street in Camden, NJ. Truist Note 2 is also guaranteed by
(1) Damon Pennington, (2) ATS Group, LLC and (3) Dean Taly
Properties, Inc.
On December 10, 2019, Wilmington Savings Fund Society provided a
loan to Dean Taly Properties I, LLC and the Debtor's books and
records reflect that approximately $214,152 is due and owing to
WSFS on account of the WSFS Loan. The WSFS Loan is secured by a
mortgage on 39 N. 4th Street in Camden, NJ and guaranteed by Damon
Pennington.
The Debtors, collectively, have approximately $600,000 in unsecured
debt and owe approximately $34,000 in unpaid real estate taxes.
The Debtors have substantial equity in certain of the properties,
across the collective portfolio described supra which provides a
healthy cushion for Truist Bank and WSFS.
A copy of the order is available at https://bit.ly/3vGUOXf from
PacerMonitor.com.
About Ashton Alexander Properties, LLC
Ashton Alexander Properties, LLC and several affiliates sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.
N.J. Lead Case No. 22-18903) on November 9, 2022. In the petition
signed by Damon J. Pennington, managing member, Ashton Alexander
Properties disclosed up to $50,000 in both assets and liabilities.
Judge Jerrold N. Poslusny, Jr. oversees the case.
Albert A. Ciardi III, Esq., at Ciardi Ciardi & Astin, is the
Debtors' legal counsel.
AVIRTA LLC: Files Bare-Bones Chapter 11 Petition
------------------------------------------------
AVIRTA LLC filed for chapter 11 protection in the District of Utah
without stating a reason.
According to court filings, AVIRTA LLC estimates between $1 million
and $10 million in debt owed to 100 to 199 creditors. The petition
states that funds will not be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Jan. 24, 2023, via 405 South Main.
Proofs of claim are due by April 24, 2023.
About AVIRTA LLC
AVIRTA LLC filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Utah Case No. 22-25002) on Dec. 24,
2022. In the petition filed by Mark Allen, as manager, the Debtor
reported assets and liabilities between $1 million and $10
million.
The Debtor is represented by:
Steven William Shaw
ShawLaw Legal PLLC
OFFICE OF RECORD
918 S CRESCENT WAY
MAPLETON, UT 84664
B GSE GROUP: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: B GSE Group, LLC
d/b/a Bullerdick GSE, LLC
14034 Clarendon Point Court
Huntersville, NC 28078
Business Description: The Debtor's principal assets are located
at 134 Tower Lane and 74 Long Street
Westover, WV 26501.
Chapter 11 Petition Date: January 6, 2023
Court: United States Bankruptcy Court
Western District of North Carolina
Case No.: 23-30013
Judge: Hon. J. Craig Whitley
Debtor's Counsel: Richard S. Wright, Esq.
MOON WRIGHT & HOUSTON, PLLC
212 N. McDowell Street
Suite 200
Charlotte, NC 28204
Tel: 704-944-6560
Fax: 704-944-0380
Email: rwright@mwhattorneys.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Bryan M. Bullerdick as member-manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/AAIMEQQ/B_GSE_Group_LLC__ncwbke-23-30013__0001.0.pdf?mcid=tGE4TAMA
BARTECH GROUP: Wins Cash Collateral Access Thru Feb 10
------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized the BarTech Group of Illinois, Inc. to
use cash collateral on an interim basis through February 10, 2023
substantially in accordance with the budget.
Specifically, the Debtor is authorized to use its cash on hand,
funds in its deposit accounts, revenue from the business, and any
further proceeds of its assets, including inventory and accounts
receivable, which may constitute "cash collateral" of certain
lienholders.
BarTech is authorized to continue using cash collateral to pay all
expenses the Debtor incurred in the operation of their ongoing
business post-petition (or if incurred pre-petition, those
expenditures authorized by a specific Order of the Court) pending
the final hearing on the Motion.
A further interim hearing on the matter is set for February 8 at 10
a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3GNTqIo from PacerMonitor.com.
The budget provides for total cash out, on a weekly basis, as
follows:
$710,068 for the week ending January 1, 2023;
$176,715 for the week ending January 8, 2023;
$266,095 for the week ending January 15, 2023;
$251,645 for the week ending January 22, 2023; and
$245,145 for the week ending January 29, 2023.
About The BarTech Group of Illinois Inc.
The BarTech Group of Illinois Inc. -- https://www.bartechgroup.biz
-- is an MBE and DBE certified electrical construction contractor.
The BarTech Group of Illinois Inc. filed a petition for relief
under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ill. Case No. 22-10945) on Sept. 23, 2022. In the petition
filed by Dwayne Barlow, as president, the Debtor reported assets
between $500,000 and $1 million and estimated liabilities between
$1 million and $10 million.
William B Avellone has been appointed as Subchapter V trustee.
Alan L Braunstein of Riemer Braunstein LLP is the Debtor's counsel.
Ringold Financial Management Services, Inc., is the financial
advisor.
BATH & BODY: Egan-Jones Retains BB Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on December 22, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by Bath & Body Works LLC.
Headquartered I Reynoldsburg, Ohio, Bath & Body Works LLC retails
personal care products.
BELDEN INC: Egan-Jones Retains BB- Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on December 19, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Belden Inc.
Headquartered in St. Louis, Missouri, Belden Inc. designs,
manufactures, and markets cable, connectivity, and networking
products.
BIOLASE INC: Signs 10th Amended Credit Agreement With SWK Funding
-----------------------------------------------------------------
Biolase, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission it entered into the Tenth Amendment to Credit
Agreement with SWK Funding LLC in connection with that certain
Credit Agreement by and among the Company, SWK, and the lender
parties thereto. The Tenth Amendment amends the Credit Agreement
by reducing the required minimum consolidated unencumbered liquid
assets from $3,000,000 to $2,500,000 and removing the conditional
minimum last twelve months aggregate revenue and Earnings Before
Interest, Taxes, Depreciation and Amortization as of the end of the
twelve month period ending Dec. 31, 2022. The Tenth Amendment
contains representations, warranties, covenants, releases, and
conditions customary for a credit agreement amendment of this
type.
About Biolase
BIOLASE, Inc. -- http://www.biolase.com-- is a medical device
company that develops, manufactures, markets, and sells laser
systems for the dentistry and medicine industries. BIOLASE's
proprietary laser products incorporate approximately 302 patented
and 28 patent-pending technologies designed to provide biologically
and clinically superior performance with less pain and faster
recovery times.
Biolase reported a net loss of $16.16 million for the year ended
Dec. 31, 2021, a net loss of $16.83 million for the year ended Dec.
31, 2020, a net loss of $17.85 million for the year ended Dec. 31,
2019, and a net loss of $21.52 million for the year ended Dec. 31,
2018. As of Sept. 30, 2022, the Company had $42.86 million in
total assets, $29.01 million in total liabilities, and $13.86
million in total stockholders' equity.
BLUCORA INC: Egan-Jones Retains B+ Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on December 16, 2022, maintained its
'B+' foreign currency and local currency senior unsecured ratings
on debt issued by Blucora, Inc.
Headquartered in Irving, Texas, Blucora, Inc. is a provider of
technology-enabled financial services to consumers, small
businesses and tax professionals through its subsidiaries.
BON WORTH: May Use $55,000 of Cash Collateral Thru Jan 13
---------------------------------------------------------
Bon Worth Holdings, Inc. sought and obtained entry of an order from
the U.S. Bankruptcy Court for the Eastern District of New York
authorizing the use cash collateral in the amount of $55,000 on an
emergency basis through January 13, 2023.
The Debtor requires the immediate use of cash collateral so that
the Debtor can fund employee payroll.
The Debtor's bankruptcy filing was precipitated by litigation
between the Debtor and several vendors and the imminent entry of
judgments against the Debtor.
The party with an interest in the cash collateral is Crossroads
Funding II, LLC.
As of the Petition Date, the Debtor was a party to the Loan and
Security Agreement by and between the Debtor and the Lender, dated
November 12, 2019, in the original maximum advance amount of $2
million as amended by the First Amendment to Loan and Security
Agreement dated October 1, 2022 and all other agreements, documents
and instruments executed and/or delivered with, to, or in favor of
Lender.
As of the Petition Date, the Debtor was indebted to the Lender in
an aggregate outstanding principal amount of not less than $1.757
million.
These events constitute an "Event of Default":
a. The failure by the Debtor to perform, in any respect, any
of the terms, provisions, conditions, covenants, or obligations
under the Interim Order;
b. The entry of any order by the Court granting relief from or
modifying the automatic stay of Bankruptcy Code section 362(a);
c. Dismissal of the Chapter 11 case or conversion of the
Chapter 11 case to a Chapter 7 case, or appointment of a Chapter 11
trustee, or examiner with enlarged powers, or other responsible
person; and/or
d. A default by the Debtors in reporting financial or
operational information as and when required under the Emergency
Order or Existing Loan Agreements that is not cured within two
business days after written notice to the Debtor and its counsel.
The Lender is authorized to transfer cash collateral in an amount
not to exceed $35,000 currently held in depository account ending
in -5908 maintained at CIBC Bank USA by the Lender for the benefit
of the Debtor to the deposit accounts maintained by the Debtor as
of the Petition Date in accordance with the pre-petition cash
management arrangements between the Debtor and the Lender pursuant
to the Existing Loan Agreements.
As adequate protection, the Lender is granted valid, perfected and
enforceable security interests to the same extent that they existed
as of the Petition Date.
The Lender is also granted as and to the extent provided by section
507(b) of the Bankruptcy Code an allowed superpriority
administrative. The Adequate Protection Superpriority Claim will
have priority over all administrative expense claims and unsecured
claims against the Debtor and its Estate now existing or hereafter
arising, of any kind or nature whatsoever.
A copy of the motion is available at https://bit.ly/3ifGLot from
PacerMonitor.com.
A copy of the order is available at https://bit.ly/3Xe0PGt from
PacerMonitor.com.
About Bon Worth Holdings, Inc.
Bon Worth Holdings, Inc. operates a retail clothing business and
owns 28 brick and mortar stores and 1 online store and maintains an
office in Brooklyn, New York City.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-43213) on December 29,
2022. In the petition signed by Dan Young, president, the Debtor
disclosed up to $50,000 in assets and up to $20 million in
liabilities.
Judge Jil Mazer-Marino oversees the case.
Lawerence F. Morrison, Esq., at Morrison Tenenbaum PLLC, is the
Debtor's legal counsel.
BRIGHTHOUSE GREEN: Case Summary & 19 Unsecured Creditors
--------------------------------------------------------
Debtor: Brighthouse Green Home Cleaning, LLC
101 Creekside Xing #1700-131
Brentwood, TN 37027
Business Description: Brighthouse is locally operated provider of
maid service in Nashville, Brentwood and
Franklin. The Company prides itself in
using all-natural and allergy-reducing
products, including HEPA filtrations,
microfiber and recyclable packaging.
Chapter 11 Petition Date: June 6, 2023
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 23-00035
Debtor's Counsel: Robert Gonzales, Esq.
EMERGELAW, PLC
4235 Hillsboro Pike 350
Nashville, TN 37215
Tel: 615-815-1535
Email: robert@emerge.law
Total Assets: $52,590
Total Liabilities: $2,813,817
The petition was signed by Jason Adkins as managing owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 19 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/2I5I35Q/Brighthouse_Green_Home_Cleaning__tnmbke-23-00035__0001.0.pdf?mcid=tGE4TAMA
BUCKHARDT TECHNOLOGIES: Wins Cash Collateral Access Thru Feb 2
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized Buckardt Technologies, Inc., dba
Konsultek, to use cash collateral on an interim basis in accordance
with the budget through the close of business on February 2, 2023.
BMO Harris Bank, N.A. asserts a senior valid blanket lien on the
Debtor's assets. It holds a senior security interest in all of the
Debtor's assets by way of a valid lien duly filed of which the
amount due and owing totals no less than $381,719.
The other potential lien holders are Funding Circle, the Small
Business Administration, Internal Revenue Service, and Ingram
Micro, Inc.
In return for the Debtor's continued interim use of cash
collateral, and for any diminution in value of Prepetition Secured
Lender's interest in the cash collateral from and after the
Petition Date, the Prepetition Secured Lender will receive an
administrative expense claim pursuant to 11 U.S.C. Section 507(b).
In further return for the Debtor's continued interim use of cash
collateral, the Prepetition Secured Lender is granted a replacement
lien in substantially all of the Debtor's assets, including cash
collateral equivalents and the Debtor's cash and accounts
receivable, among other collateral to the extent and validity as
held prepetition.
The Prepetition Secured Lender and all other subordinate lien
holders are granted replacement liens, attaching to the Collateral,
but only to the extent of their prepetition liens and only to the
extent of priority that existed on the date of filing.
The liens granted will be valid, perfected, and enforceable without
any further action by the Debtor and/or the Prepetition Secured
Lender and need not be separately documented.
A further hearing on the matter is scheduled for February 2 at 11
a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3QklF4T from PacerMonitor.com.
A copy of the order is available at https://bit.ly/3QmsKlm from
PacerMonitor.com.
The Debtor projects $198,861 in total expenses for January 2023.
About Buckardt Technologies, Inc.
Buckardt Technologies, Inc. is an information and security
technology consulting firm. Buckardt sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No.
22-04420) on April 18, 2022. In the petition signed by Judith A.
Buckardt, president, the Debtor disclosed up to $50,000 in assets
and up to $10 million in liabilities.
Judge Lashonda A. Hunt oversees the case.
Richard G. Larsen, Esq., at SpringerLarsenGreene, LLC is the
Debtor's counsel.
BUILT ON THE ROCK: Jan. 31 Plan & Disclosure Hearing Set
--------------------------------------------------------
On Dec. 23, 2022, Built on the Rock Properties, Inc., filed with
the U.S. Bankruptcy Court for the Southern District of Florida a
combined plan and disclosure statement. On January 3, 2023, Judge
Laurel M. Isicoff ordered that:
* Jan. 31, 2023, at 2:30 p.m. is the hearing on approval of
the disclosure statement and confirmation of the plan.
* Jan. 20, 2023, is fixed as the last day for filing written
acceptances or rejections of the plan.
* Jan. 17, 2023, is the last day for filing and serving
objections to claims.
* Jan. 10, 2023, is the last day for filing and serving fee
applications.
* Jan. 26, 2023, is fixed as the last day for filing and
serving written objections to the disclosure statement and
confirmation of the plan.
A copy of the order dated January 3, 2023 is available at
https://bit.ly/3GNtVHu from PacerMonitor.com at no charge.
Counsel for the Debtor:
Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
500 N.E. 4th Street, Suite 200
Fort Lauderdale, FL 33301
Telephone: (954) 765-3166
Facsimile: (954) 756-7103
E-mail: Chad@cvhlawgroup.com
About Built on the Rock
Built on the Rock Properties, Inc., filed a petition for Chapter 11
protection (Bankr. S.D. Fla. Case No. 22-11565) on Feb. 25, 2022,
listing as much as $500,000 in both assets and liabilities. Anne
Georges, president, signed the petition.
Judge Laurel M Isicoff oversees the case.
The Debtor tapped Van Horn Law Group, P.A., as legal counsel.
BURKE BRANDS: Commences Subchapter V Bankruptcy Proceeding
----------------------------------------------------------
Burke Brands 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 one of the leading roasters and distributors of high
quality, specialty grade coffee beans in the United States. In
addition to its direct sales, the Debtor's coffee products are
distributed worldwide and in some of the most respected retailers
including Costco, Sam's Club, Amazon, and Kroger, among others.
The Debtor's business operations are located at 521 N.E. 189th
Street, Miami, FL 33179. The business premises are leased by the
Debtor.
Unexpected high expenses and supply chain disruptions caused
somewhat of a strain on cash flow. Green coffee bean prices jumped
starting in 2020, though no issues with cash flow and net income
were anticipated. In 2019 and 2020, Brazil suffered serious
droughts. This raised bean prices in 2020 and 2021, shrinking
profit margins. Sales continued to be significant to Costco and
Sam's Club. Then, overall inflation hit the economy. What that
did is cause most sellers to Costco and Sam’s to ask for
concessions in the form of higher prices, with such requests coming
all at once. The Debtor made the same request, however Costco and
Sam’s could not respond for weeks and sometimes months, as they
were fielding such requests from all directions, so in the meantime
the Debtor was unable to raise prices. It would be several months
before the Debtor could raise its prices with Costco and Sam's
Club. At the same time, the raw coffee bean supplier was not able
to provide financing or better terms, as the supplier was dealing
with these same conditions. On top of all that, the company could
not stop shipping to Costco or Sam's, or it would lose the
accounts. To make matters worse, these customers provided the
lowest profit margins of all the company's sales. Furthermore, as
cash was tight, the company was unable to buy more coffee beans to
sell on its higher profit platforms, including Amazon and Shopify.
The company looked to its primary lender, U.S. Century Bank, to
provide financing in the form of working capital; however, all
owners/investors in the company had to sign off and they refused to
sign and the company was unable to obtain the loan. The company,
with no other choice, took out merchant cash advance 'loans'
("MCAs") with six companies, where up to almost $20,000 per day was
being debited for servicing the debts. The MCAs appeared to be the
only choice the company had to keep operations going, regardless of
the exorbitant payback structure. That all being said, the
company's free cash flow tightened, and the daily MCA debits proved
to be too much to handle.
The purpose behind the filing of the chapter 11 case is to provide
the company with breathing room while it shores up its finances,
utilizes the increased cash flow for funding raw materials orders,
and generate higher net income.
According to court filings, Burke Brands estimates between $1
million and $10 million in debt owed to 1 to 49 creditors. The
petition states that funds will be available to unsecured
creditors.
About Burke Brands LLC
Burke Brands LLC -- https://www.burkebrands.com/ -- is a privately
owned coffee company.
Burke Brands LLC filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
22-19932) on Dec. 30, 2022. In the petition filed by Darron Burke,
as manager, the Debtor reported assets and liabilities between $1
million and $10 million.
Linda Marie Leali has been appointed as Subchapter V trustee.
The Debtor is represented by:
Aaron A Wernick
Wernick Law, PLLC
521 N.E. 189th Street
Miami, FL 33179
BURTS CONSTRUCTION: Court OKs Cash Collateral Access Thru March 5
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Burts Construction, Inc. to use cash
collateral on an interim basis in accordance with the budget.
The Debtor is permitted to use cash collateral to meet its
postpetition obligations in the ordinary course of business.
As adequate protection, Allegiance Bank is granted valid,
perfected, and enforceable replacement security interests in and
liens and mortgages upon all categories of property of the Debtor
and its estate upon which the Lender held valid, perfected,
prepetition liens, security interests, and mortgages, and all
proceeds, rents, products, or profits thereof.
To the extent the replacement liens and adequate protection
payments provided in the Interim Order are insufficient to
adequately protect the Lender's interests in its Collateral, the
Lender will be entitled to a superpriority administrative claim in
an amount equivalent to any diminution in the overall value of its
Collateral (both Prepetition and Postpetition Collateral) during
the term of the Interim Order, pursuant to section 507(b) of the
Bankruptcy Code.
As additional adequate protection to Allegiance Bank, on or before
their due date(s) pursuant to the Allegiance Bank loan documents,
the Debtor will make the payments to Allegiance Bank in the amounts
shown on the Interim Budget; the sums received by the Lender will
be applied to the balance due to Allegiance Bank.
The Order will terminate at the conclusion of the Final Hearing
except to the extent the provisions thereof are continued in effect
after the Final Hearing.
The continued hearing on the matter is set for March 5, 2023 at
10:30 a.m.
A copy of the order is available at https://bit.ly/3GMB0rH from
PacerMonitor.com.
About Burts Construction, Inc.
Burts Construction, Inc. is a family-owned general contractor that
offers, among other services, land clearing, demolition, site
preparation, soil stabilization, underground utilities, and paving
services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-31700) on June 20,
2022. In the petition signed by Katherine Burts, president, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Christopher M. Lopez oversees the case.
Julie M. Koenig, Esq., at Cooper and Scully, PC is the Debtor's
counsel.
CALAMP CORP: Egan-Jones Retains CCC Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on December 23, 2022, maintained its
'CCC' foreign currency and local currency senior unsecured ratings
on debt issued by CalAmp Corp. EJR also maintained its 'C' rating
on commercial paper issued by the Company.
Headquartered in Irvine, California, CalAmp Corp. delivers wireless
access and computer technologies.
CAMLEN TRADE: Files for Chapter 11 Bankruptcy
---------------------------------------------
Camlem Trade LLC filed for chapter 11 protection in the Southern
District of Florida.
The Debtor is an electronics distributor primarily selling Apple
phones, I-Pads,
Computers, and other related goods in the United States and Latin
American countries or territories. The Debtor holds office at
10300 NW 19 th Street Suite 111 Doral Fl. 33172. This is a
sublease on a month-to-month basis after Dec. 31, 2023.
The Debtor has been in business since 2012 and has steadily grown
in size. The Debtor had not missed any monthly payment due to a
creditor until United Community Bank Inc. accelerated its repayment
terms.
Prepetition, UCB declared a nonmonetary default, as the Debtor's
principal, as pled guilty to one count of money laundering. The
Debtor and UCB entered into a forebearance agreement which
accelerated payment of the working capital loan which paid the UCB
loan down at the rate of $800,000 a month reducing the balance from
approximately $10 million to $6.5 million. The term of the
forbearance agreement expired Dec. 31, 2022. UCB has requested
that Debtor extend the forbearance agreement on the same terms and
conditions. But the monthly loan payments of $800,000 are
impairing Debtor's ability to acquire sufficient inventory to
continue to operate at the level required to make the payment and
pay other debt. In addition, American Express closed the Debtor's
credit line which has eliminated another source of working
capital.
The Debtor was current with the payments required under the UCB
Forebearance Agreement, however, the Debtor is struggling to make
the monthly payment of $800,000 pursuant to the Forebearance
Agreement and simultaneously acquire the inventory required in
order to sustain the $800,000 monthly payment. The Debtor must
maintain a certain inventory level in order to sustain its
operation at the level needed to pay UCB, the SBA and its monthly
operating expenses. Accordingly, Debtor would ask the Bankruptcy
Court to allow the Debtor to continue to make a timely monthly
payment to UCB which that would pay UCB in full with interest in 60
monthly payments. The Debtor also intends to pay AMEX in full over
the same term.
About Camlem Trade LLC
Camlem Trade LLC -- https://www.camlemtrade.com/ -- was founded in
2000 in Miami, FL and since then, it has grown to be one of the
largest and most trusted wholesale hardware and accessory
distributors to Latin America. It offers the largest selection of
high-quality accessories and hardware of the most trusted brands in
the world.
Camlem Trade LLC filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-19915) on Dec.
29, 2022. In the petition filed by Marcelo Irigoin, as CEO and
president, the Debtor reported assets between $10 million and $50
million and liabilities between $1 million and $10 million.
The Debtor is represented by:
Susan D. Lasky, Esq
10300 NW 19 St
Doral, FL 33172
CAREVIEW COMMUNICATIONS: Inks Deal to Cancel Notes, Warrants
------------------------------------------------------------
CareView Communications, Inc. said in a Form 8-K filed with the
Securities and Exchange Commission it entered into a consent and
agreement to cancel and exchange existing notes and issue
replacement notes and cancel warrants with certain holders of
senior secured convertible promissory notes and warrants to
purchase the Company's common stock, that were issued pursuant to
that certain Note and Warrant Purchase Agreement, dated as of April
21, 2011. The Cancellation Agreement provided for the cancellation
of all outstanding Notes (with a total aggregate outstanding amount
of approximately $88,300,000) and Warrants (for the purchase of an
aggregate of approximately 15,400,000 shares of common stock)
issued pursuant to the Purchase Agreement in exchange for the
issuance of replacement senior secured convertible promissory notes
with an aggregate principal amount of $44,900,000.
The Replacement Notes have a maturity date of Dec. 31, 2023. No
interest will accrue on the Replacement Notes.
At any time or times after Dec. 30, 2022, the Investors are
entitled to convert any portion of the outstanding principal
balances of the Notes into fully paid and nonassessable shares of
Common Stock at a conversion price of $0.10 per share, subject to
adjustment in accordance with anti-dilution provisions set forth in
the Notes. The initial conversion rate is subject to adjustment
upon the occurrence of stock splits, reverse stock splits, and
similar capital events.
The Company may not enter into or be party to a transaction
resulting in a change of control unless the successor entity
assumes in writing all of the obligations of the Company under the
Replacement Notes. Upon the occurrence of any change of control,
the successor entity shall succeed to, and be substituted for, and
may exercise every right and power of the Company and shall assume
all of the obligations of the Company under the Replacement Notes
with the same effect as if such successor entity had been named as
the Company. Upon consummation of a reclassification or change of
control as a result of which holders of common stock shall be
entitled to receive stock, securities, cash, assets or any other
property with respect to or in exchange for such common stock, the
Company or successor entity, as the case may be, shall deliver to
the holder of the Replacement Note confirmation that there shall be
issued upon conversion of the Replacement Note, in lieu of the
shares of common stock issuable upon the conversion of the
Replacement Note, such shares of stock, securities, cash, assets or
any other property whatsoever which the holder would have been
entitled to receive upon the happening of such reclassification or
change of control had the Replacement Note been converted
immediately prior to such reclassification or change of control.
About CareView Communications
Headquartered in Lewisville, Texas, CareView Communications, Inc.
-- http://www.care-view.com-- is a provider of products and
on-demand application services for the healthcare industry,
specializing in bedside video monitoring, software tools to improve
hospital communications and operations, and patient education and
entertainment packages.
Careview Communications reported a net loss of $10.08 million for
the year ended Dec. 31, 2021, compared to a net loss of $11.68
million for the year ended Dec. 31, 2020. As of June 30, 2022, the
Company had $4.39 million in total assets, $121.58 million in total
liabilities, and a total stockholders' deficit of $117.19 million.
Dallas, Texas-based BDO USA, LLP, the Company's auditor since 2010,
issued a "going concern" qualification in its report dated March
31, 2022, citing that the Company has suffered recurring losses
from operations and has accumulated losses since inception that
raise substantial doubt about its ability to continue as a going
concern.
CEDAR FAIR: Egan-Jones Hikes Senior Unsecured Ratings to B-
-----------------------------------------------------------
Egan-Jones Ratings Company, on December 15, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Cedar Fair, L.P. to B- from CCC+. EJR also
maintained its 'B' rating on commercial paper issued by the
Company.
Headquartered in Sandusky, Ohio, Cedar Fair, L.P. provides
entertainment facilities.
CHESAPEAKE ENERGY: Egan-Jones Hikes Senior Unsecured Ratings to BB
------------------------------------------------------------------
Egan-Jones Ratings Company, on December 22, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Chesapeake Energy Corporation to BB from BB-.
Headquartered in Oklahoma City, Oklahoma, Chesapeake Energy
Corporation produces oil and natural gas.
CHESTER, PA: Judge Orders Appointment of Retirees Committee
-----------------------------------------------------------
Judge Ashely Chan of the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania ordered the U.S. Trustee for Region 3 to
appoint an official committee of retired employees in the Chapter 9
case of the City of Chester, Pa.
The City of Chester's retired employees require an official
committee to represent them in the judicial mediation requested by
the city government to address certain issues.
Among the issues identified by the city government are the funding
of pension plans and the adjustment of pensions as well as retiree
medical and prescription benefits. The city government encourages
participation in the mediation by major creditors, including
retirees.
The city government owes approximately $127 million in unfunded
pension liabilities and over $232 million for unfunded retiree
healthcare benefits, according to documents it filed in court.
About City of Chester
The City of Chester, Pennsylvania, filed a Chapter 9 bankruptcy
petition (Bankr. E.D. Pa. Case No. 22-13032) on Nov. 10, 2022.
Judge Ashely M. Chan oversees the case.
Tobey M. Daluz, Esq., at Ballard Spahr, LLP is the Debtor's
counsel.
The Ad Hoc Committee of Retired Municipal Employees of the City of
Chester is represented by the law firms of Jenner & Block, LLP and
Flaster/Greenberg, P.C.
CHRISTONE DISTRIBUTION: Case Summary & Six Unsecured Creditors
--------------------------------------------------------------
Debtor: Christone Distribution, Inc.
920 Kimbark Ave
Las Vegas, NV 89148
Business Description: The Debtor is a professional auto spares &
tires manufacturer. It has operated with
its partners as a special online e-commerce
supply chain platform with related Online
Orders' fulfillment services in distributing
a variety of aftermarket auto parts such as
tires & wheels, suspension & steering parts,
brake parts, auto LED lighting and many
other motor parts and accessories.
Chapter 11 Petition Date: January 7, 2022
Court: United States Bankruptcy Court
District of Nevada
Case No.: 23-10055
Debtor's Counsel: Seth D. Ballstaedt, Esq.
FAIR FEE LEGAL SERVICES
8751 W. Charlestone Blvd.
Suite 220
Las Vegas, NV 89117
Tel: (702) 715-0000
Fax: (702) 666-8215
Email: help@bkvegas.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jing Liu as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/WNNDS6I/CHRISTONE_DISTRIBUTION_INC__nvbke-23-10055__0001.0.pdf?mcid=tGE4TAMA
CII PARENT: Hits Chapter 11 Bankruptcy Protection
-------------------------------------------------
CII Parent Inc. filed for chapter 11 protection in the District of
Delaware.
CII Parent said it sought Chapter 11 protection after its Board
reviewed and considered the financial and operational condition of
the business on the date hereof, including the current and
long-term liabilities of the Corporation, credit market conditions,
and macroeconomic conditions impacting the Corporation
and its direct and indirect subsidiaries.
According to court filings, CII Parent estimates between $50
million and $100 million in debt owed to 1 to 49 creditors. The
petition states that funds will be available to unsecured
creditors.
About CII Parent Inc.
CII Parent Inc. is a software publisher in Boston, MA.
CII Parent Inc. filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 22-11345) on Dec. 27,
2022. In the petition filed by Thomas Radford, as president, the
Debtor reported assets and liabilities between $50 million and $100
million each.
The Debtor is represented by:
Robert J. Dehney, Esq.
Morris, Nichols, Arsht & Tunnell
21 Custom House Street
Boston, MA 02110
CLEAN ENERGY: Issues $123K Convertible Promissory Note to Mast Hill
-------------------------------------------------------------------
Clean Energy Technology, Inc. disclosed in a Form 8-K filed with
the Securities and Exchange Commission it closed the transactions
contemplated by the Securities Purchase Agreement with Mast Hill,
L.P. dated Dec. 26, 2022 pursuant to which the Company issued to
Mast Hill a $123,000 Convertible Promissory Note, due Dec. 26, 2023
for a purchase price of $110,700 plus an original issue discount in
the amount of $12,300.00, and an interest rate of 15% per annum.
The principal and interest of the Note may be converted in whole or
in part at any time on or following the earlier of (i) upon an
event of default or (ii) the date that the Company consummates an
IPO and up listing to a national exchange, into common stock of the
Company, par value $.001 share, subject to anti-dilution
adjustments and for certain other corporate actions subject to a
beneficial ownership limitation of 4.99% of Mast Hill and its
affiliates. The per share conversion price into which principal
amount and accrued interest may be converted into shares of Common
Stock equals $0.025. However if the Company consummates the Up
List Offering on or before June 24, 2023, then the conversion price
will equal 75% of the offering price per share of Common Stock (or
units) as set in the Up List Offering. Upon an event of default,
the Note will become immediately payable and the Company shall be
required to pay a default rate of interest of 15% per annum. If
the Company issues an equity security or security convertible into
Common Stock following the issue date of the Note, the conversion
price of the Note will be lowered to such price. Certain existing
convertible debt is excluded from these antidilution provisions.
At anytime prior to an event of default, the Note may be prepaid by
the Company at a 115% premium. The note contains customary
representations, warranties and covenants of the Company.
The Securities Purchase Agreement provides customary
representations, warranties and covenants of the Company and Mast
Hill as well as providing Mast Hill with registration rights.
The Company issued Mast Hill a five year warrant to purchase
1,537,500 shares of Common Stock in connection with the
transactions. The Warrant may be exercised, in whole or in part,
on the earlier of (i) on or after June 25, 2023 or (ii) the date
that the Company consummates an Up List Offering. The exercise
price of the Warrant is $0.04 per share, however, that if the
Company consummates an Up List Offering on or before June 25, 2023,
then the exercise price equals 120% of the offering price per share
of Common Stock (or unit) as set in the Up List Offering. If (i)
the date of an exercise notice is on or after June 25, 2023 and
(ii) the per share price of Common Stock is greater than the
exercise price, then, unless there is an effective non-stale
registration statement the Warrant may be exercised on a cashless
exercise basis.
About Clean Energy
Headquartered in Costa Mesa, California, Clean Energy Technologies,
Inc. -- http://www.cetyinc.com-- designs, produces and markets
clean energy products and integrated solutions focused on energy
efficiency and renewables.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2015, issued a "going concern"
qualification in its report dated April 15, 2022, citing that the
Company has an accumulated deficit, net losses, and working capital
deficit from operations. These factors raise substantial doubt
about the Company's ability to continue as a going concern.
CMB SQUARED: Seeks to Hire FLP Law Group as Bankruptcy Counsel
--------------------------------------------------------------
CMB Squared Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire FLP Law Group LLP as its
general bankruptcy and reorganization counsel.
The firms will render these services:
a, assist the Debtor in complying with the requirements of the
Office of the United States Trustee and counsel the Debtor
regarding its duties as Debtor-in-Possession;
b. assist in administering the bankruptcy case, marshaling and
preserving assets, and formulating a Chapter 11 plan of
reorganization;
c. appear in the bankruptcy court on the Debtor's behalf;
d. negotiate with parties-in-interest and counsel the Debtor
about its roles in those negotiations;
e. examine claims files against the estate and resolve any
disputes;
f. prosecute avoidance and dischargeability actions, actions
to determine the extent of liens, other adversary actions or
contested matters, any actions removes to the bankruptcy court;
g. assist and guide other professionals, less familiar with
the bankruptcy processes and rules, in their work for the Debtor
that affects the chapter 11 cases; and
h. perform other services.
The firm received a retainer in the amount of $31,738.
FLP is a disinterested person within the meaning of 11 U.S.C. Sec.
101(14), according to court filings.
The firm can be reached through:
Alan W. Forsley, Esq.
FLP LAW GROUP LLP
1875 Century Park Eat, Ste 2230
Los Angeles, CA 90067
Tel: (310) 284-7350
Fax: (310) 432-5999
Email: alan.forsley@flpllp.com
About CMB Squared Inc.
CMB is part of the pharmaceuticals manufacturing industry.
CMB Squared Inc. dba Canalyte Laboratories filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
C.D. Cal. Case No. 22-14787) on Dec. 23, 2022. The petition was
signed by Cheryl Bucsit as president & CEO. At the time of filing,
the Debtor estimated $1 million to $10 million in both assets and
liabilities.
Judge Magdalena Reyes Bordeaux presides over the case.
Alan W. Forsley, Esq. at FLP LAW GROUP LLP represents the Debtor as
counsel.
COEUR MINING: Egan-Jones Hikes Senior Unsecured Ratings to B+
-------------------------------------------------------------
Egan-Jones Ratings Company, on November 25, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Coeur Mining, Inc. to B+ from BB-.
Headquartered in Chicago, Illinois, Coeur Mining, Inc. operates as
a mining company.
COGECO COMMUNICATIONS: DBRS Confirms BB(high) Issuer Rating
-----------------------------------------------------------
DBRS Limited confirmed Cogeco Communications Inc.'s (Cogeco or the
Company) Issuer Rating at BB (high) and its Senior Secured Notes &
Debentures rating at BBB (low) with a recovery rating of RR1. All
trends are Stable. The confirmations reflect Cogeco's solid
operating performance and integration of the Ohio Broadband systems
acquisition that closed on September 1, 2021, which resulted in
earnings and leverage at year-end F2022 in line with DBRS
Morningstar's expectations. The Stable trends consider the
opportunity to launch a capital-light wireless service in the
Canadian marketplace and continued earnings growth in both the
Canadian and U.S. markets. The ratings consider the Company's
established footprint in existing markets, the growth potential of
the U.S. broadband segment (Breezeline, formerly named Atlantic
Broadband or ABB), and Cogeco's potential entry into the Canadian
mobile market, while reflecting intensifying competition, risks
associated with technological and regulatory changes, and the
resources required to develop a successful wireless offering.
Cogeco's F2022 earnings were driven by solid organic EBITDA growth
at both Cogeco Connexion and the U.S.-based Breezeline business, in
addition to acquisition-driven growth at Breezeline, which, on a
consolidated basis, slightly exceeded DBRS Morningstar's
expectation, resulting in a consistent earnings profile in F2022.
Cogeco's financial profile was stable, as credit metrics were
either in line or slightly better than expected and continue to
support the rating.
Over the long term, Cogeco's earnings profile has the potential to
improve if the Company is able to successfully enter the Canadian
mobile market under the Canadian Radio-television and
Telecommunications Commission's hybrid-mobile virtual network
operator wireless industry framework. Cogeco has already invested a
material amount in 5G-ready spectrum and indicated that it is
developing plans to launch a capital-light mobile service within
its service footprint. However, DBRS Morningstar does not expect
Cogeco to launch a wireless product until F2024.
On a consolidated basis, DBRS Morningstar forecasts F2023 revenue
to increase in the low single digits, with growth in both the
Canadian and U.S. markets. DBRS Morningstar expects F2023 EBITDA
margins to come under modest pressure in the mid-term and then
steadily return to F2021/F2022 levels by F2026.
DBRS Morningstar expects Cogeco's financial profile to remain
supportive of the current ratings, which anticipate continued
network spending in both the Canadian and U.S. markets and
investment in mobile wireless spectrum licenses by Cogeco
Connexion. Cogeco's consolidated leverage is expected to decline
slowly through DBRS Morningstar's forecast horizon, reflecting
earnings growth rather than debt reduction (or a combination),
continued network expansion, participation in upcoming mobile
spectrum license auctions, the launch of a mobile offering, and
returning capital to shareholders.
Should wireline operating metrics deteriorate materially, wireless
not gain sufficient traction in the marketplace, and/or leverage
move structurally higher toward 3.5 times (x) to 4.0x, DBRS
Morningstar may take a negative rating action on Cogeco's Issuer
Rating. Conversely, if operating performance reflects the
successful expansion of Cogeco's service offering and the Company
is able to deleverage in a manner that sustains core or
non-acquisition-driven leverage below 3.0x, DBRS Morningstar may
take a positive rating action on Cogeco's Issuer Rating.
Notes: All figures are in Canadian dollars unless otherwise noted.
COHERENT CORP: Egan-Jones Lowers Senior Unsecured Ratings to BB
---------------------------------------------------------------
Egan-Jones Ratings Company, on December 23, 2022, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Coherent Corp. to BB from BB+.
Headquartered in Saxonburg, Pennsylvania, Coherent Corp. designs
engineered materials and optoelectronic components.
COMEDYMX LLC: Trustee Seeks to Hire Archer & Greiner as Counsel
---------------------------------------------------------------
William A. Homony, the subchapter V trustee appointed in the
chapter 11 cases of ComedyMX, LLC and ComedyMX Inc., seeks approval
from the U.S. Bankruptcy Court for the District of Delaware to
retain Archer & Greiner, P.C., as his counsel.
The firm's services include:
a. representing the Trustee in these Chapter 11 Case and any
matter, proceeding, or hearing before the Court, and in any action
in other courts where the rights of the Trustee, the Debtors or the
estates may be litigated or affected;
b. advising the Trustee concerning the requirements of the
Bankruptcy Code, Bankruptcy Rules, the rules and procedures of this
Court, and the requirements of the U.S. Trustee relating to the
discharge of the Trustee's duties under the Bankruptcy Code;
c. representing the Trustee in any litigation matter or
transaction as it may appear in these Chapter 11 Cases or related
proceeding;
d. assisting the Trustee with reports to the Court, monthly
operating reports, fee applications and other matters required or
requested by the Court or the U.S. Trustee;
e. performing such other legal services as may be required
under the circumstances of these Chapter 11 Cases.
The firm will be paid at these hourly rates:
David W. Carickhoff -- Attorney $685
Alan M. Root -- Attorney $535
Bryan J. Hall -- Attorney $495
Amy M. Huber -- Paralegal $210
Archer & Greiner does not represent and does not hold any interest
adverse to the Debtors' estates or creditors, according to court
filings.
The firm can be reached through:
Alan M. Root, Esq.
Archer & Greiner, P.C.
300 Delaware Avenue, Suite 1100
Wilmington, DE 19801
Phone: (302) 777-4350
Fax: (302) 777-4352
Email: aroot@archerlaw.com
About ComedyMX
ComedyMX, LLC operates the business of making classic cartoons
available to the public on various platforms such as YouTube, under
the name Cartoon Classics.
ComedyMX, LLC and its affiliate, ComedyMX Inc., sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 22-11181) on Nov. 14, 2022. In the petition signed by
Edward Heldman, president and chief executive officer, ComedyMX,
LLC disclosed up to $500,000 in assets and up to $1 million in
liabilities while ComedyMX Inc. disclosed up to $100,000 in assets
and up to $500,000 in liabilities.
Judge Craig T. Goldblatt oversees the cases.
Leech Tishman Fuscaldo & Lampl is the Debtors' legal counsel.
COMMUNITY HEALTH: Completes Divestiture of Ronceverte Hospital
--------------------------------------------------------------
Community Health Systems, Inc. announced that affiliates of the
Company have completed the divestiture of 122-bed Greenbrier Valley
Medical Center in Ronceverte, West Virginia, along with its
respective assets, physician clinic operations and outpatient
services to a subsidiary of Vandalia Health. The transaction was
effective Jan. 1, 2023.
The divestiture of this hospital is among the potential
transactions highlighted on the Company's third quarter 2022
earnings call.
About Community Health Systems Inc.
Community Health Systems, Inc. -- http://www.chs.net-- is a
healthcare company whose affiliates provide healthcare services,
developing and operating healthcare delivery systems in 47 distinct
markets across 16 states. The Company's subsidiaries own or lease
79 affiliated hospitals with approximately 13,000 beds and operate
more than 1,000 sites of care, including physician practices,
urgent care centers, freestanding emergency departments,
occupational medicine clinics, imaging centers, cancer centers and
ambulatory surgery centers. Shares in Community Health Systems,
Inc. are traded on the New York Stock Exchange under the symbol
"CYH."
* * *
As reported by the TCR on Dec. 29, 2020, S&P Global Ratings raised
its issuer credit rating on Community Health Systems Inc. to 'CCC+'
from 'SD' (selective default). S&P said, "The stable outlook
reflects our view that the company has reduced its debt and
improved its operations and cash flow such that its debt is now
more manageable; however, we believe risks to the long-term
sustainability of the capital structure remain, especially given
ongoing uncertainty stemming from the coronavirus pandemic."
CRAWL SPACE: Seeks to Hire Zemanian Law as Bankruptcy Counsel
-------------------------------------------------------------
Crawl Space Door System, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Virginia to hire
Zemanian Law Group as its counsel.
a. prepare the petition, lists, schedules and statements
required by 11 U.S.C. Sec. 521; the pleadings, motions, notices and
orders required for the orderly administration of the estate; and
to ensure the progress of its case; and to consult with and advise
the Debtor on the reorganization of its financial affairs and, as
necessary, the orderly sale of part or all of its assets outside of
the ordinary course of business;
b. prepare for, prosecute, defend, and represent the Debtor's
interests in all contested matters, adversary proceedings, and
other motions and applications arising under, arising in, or
related to its case;
c. advise and consult concerning administration of the estate
in this case, concerning the rights and remedies with regard to the
Debtor's assets; concerning the claims of administrative, secured,
priority, and unsecured creditors and other parties in interest;
d. investigate the existence of other assets of the estate;
and, if any exist, to take appropriate action to have such assets
turned over to the estate;
e. analyze, review, and advise on the impact of pending
litigation brought against, or brought on behalf of the debtor
pending in jurisdictions outside the Eastern District of Virginia;
f. interact with other professionals engaged by the Debtor to
provide services incident to the administration of the estate,
preparation of a plan of reorganization, and prosecution of causes
of actions;
g. prepare and file applications for approval by the Court of
engagement of other professionals to be employed by the Debtor;
and
h. prepare a Plan of Reorganization for the Debtor, and
negotiate with all creditors and parties in interest who may be
affected thereby; to obtain confirmation of a Plan, and perform all
acts reasonably calculated to permit the Debtor to perform such
acts and consummate a Plan.
Zemanian Law received a total of $51,038, as a retainer.
A disclosed in the court filing, Zemanian Law is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Paul A. Driscoll, Esq.
Zemanian Law Group
223 East City Hall Avenue, Suite 201
Norfolk, VA 23510
Telephone: (757) 622-0090
E-mail: paul@zemanianlaw.com
About Crawl Space Door System
Crawl Space Door System supplies homeowners, pest control
companies, contractors, and builders with crawlspace air vents,
flood vents, vent covers, and exhaust fans.
Crawl Space Door System, Inc. files its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Case No. 22-72118) on Dec. 20, 2022. The petition was signed by
William G. Syke as president. At the time of filing, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities.
CREEPY COMPANY: Wins Cash Collateral Access Thru Feb 12
-------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized Creepy Company, LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance through February 12, 2023.
In return for the Debtor's continued interim cash collateral use,
these parties are granted adequate protection for their purported
secured interests in cash collateral equivalents:
Bizfund, LLC
CFT Clear Finance Technology Corp.
Cloud fund
Goldman Sachs Bank USA, Sail Lake
Ouiby Inc. d/b/a Kickfurther
PayPal Working Capital
Shopify Capital Inc.
SBA/EIDL
U.S. Bank - SBA Paycheck Protection Loan
U.S. Bank/SBA
Union Funding Source, Inc.
The Debtor is directed to permit the Secured Parties and the
Subchapter V Trustee to inspect, upon reasonable notice and within
reasonable business hours. The Debtor must maintain and pay
premiums for insurance to cover the collateral from fire, theft,
and water damage.
The Secured Parties are granted replacement liens, attaching to the
Collateral, but only to the extent of their pre-petition liens,
with any valid liens attaching to the Collateral and its proceeds
until further Court order.
A further interim hearing on the matter is scheduled for February 9
at 10:30 a.m.
A copy of the order is available at https://bit.ly/3w40L0F
fromPacerMonitor.com.
About Creepy Company LLC
Creepy Company LLC sells horror-themed blankets, rugs, lapel pins,
apparel and other products.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-08660) on August 1,
2022. In the petition signed by Susanne C. Goethals, owner and
manager, the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Carol A. Doyle oversees the case.
Scott R. Clar, Esq., at Crane, Simon, Clar & Goodman, is the
Debtor's counsel.
CROWN COMMERCIAL: Wins Cash Collateral Access Thru Jan 26
---------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized Crown Commercial Real Estate and
Development, LLC to use cash collateral on an interim basis in
accordance with the budget.
The Debtor and Rialto Capital Advisors, LLC, have agreed to the
terms of the eleventh interim order permitting continued cash
collateral access.
Rialto is the Special Servicer and Attorney-in-Fact for secured
creditor U.S. Bank National Association, as Trustee for the benefit
of the holders of Morgan Stanley Capital I Inc., Commercial
Mortgage Pass-Through Certificates, Series 2012-05.
The Debtor stipulates and agrees to continue operating its business
and pay expenses only in accordance with the terms of the interim
order from January 6 to 26, 2023.
Bank of America made a loan to the Debtor in the original principal
amount of $27,450,000, pursuant to a loan agreement dated June 26,
2012. The Loan is evidenced by a promissory note dated June 26,
2012, made by the Debtor and payable to the order of the Original
Lender.
To secure repayment of the Loan, the Debtor executed and delivered
to the Original Lender a Mortgage, Assignment of Leases and Rents,
and Security Agreement dated as of June 26, 2012, encumbering the
Debtor's real property, a real property improved by a shopping
center commonly known as Chatham Village Square Shopping Center,
located at 87th Street and Cottage Grove Avenue, Chicago, IL 60619,
recorded with the Cook County Recorder of Deeds on July 20, 2012,
as document number 1220213054.
As further security for the Loan, the Debtor granted the Original
Lender a lien on all of its personal assets. On June 29, 2012, the
Original Lender perfected its security interest in the Debtor's
assets by filing a UCC Financing Statement with the Illinois
Secretary of State identifying Crown Commercial as the debtor and
the Original Lender as the secured party.
On July 2, 2012, the Original Lender negotiated the Note to the
order of Rialto pursuant to an allonge and delivered the Note with
the Allonge to Rialto.
On August 8, 2012, the Original Lender assigned the Mortgage to
Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Through
Certificates, Series 2012-05, by executing and delivering to the
Lender an Assignment of Mortgage, Assignment of Leases and Rents,
and Security Agreement, which was recorded with the Cook County
Recorder of Deeds on September 10, 2012, as document number
1225408405.
On August 30, 2012, Rialto perfected its security interest in the
Debtor's assets by filing a UCC Financing Statement Amendment with
the Illinois Secretary of State identifying the Debtor as the
debtor and the Lender as the secured party, as subsequently
continued by filing of those UCC Financing Statement Amendments on
September 6, 2012, January 11, 2017, and January 18, 2022.
As of the Petition Date, the Debtor owed Rialto $22,874,831.
The Debtor is authorized to use the cash collateral to pay only
actual, ordinary and necessary operating expenses for the purpose
of operating its business as Debtor in Possession. The use of the
Lender's cash collateral to pay any extraordinary expense in excess
of actual, ordinary and necessary operating expenses will require
the prior written approval of the Lender or further order of the
Court upon three days' notice.
The Debtor will ensure the payment of all personal property taxes,
real property taxes, sales taxes, payroll taxes, insurance,
maintenance expenses, and payroll/wages in connection with
preserving the Property coming due during the Interim Period.
As further adequate protection, for the use of cash collateral (in
addition to the payment in the First Interim Order), the Debtor
will pay the Lender, on or before , January 15, 2023, one (1)
monthly interest payment in the amount of $83,144.
These events constitute an "Event of Default":
a. The Debtor's failure to maintain appropriate insurance for
the Collateral;
b. Except for disclosed payments made following the Petition
Date through the date of the Order, if the Debtor pays obligations
not showing on the Budget without the Lender's prior written
consent or further Court order or exceeds the Budget amounts by
more than 15%;
c. The Debtor fails to provide, when due, any reports or
accounting information reasonably required by the Agreed Interim
Order;
d. Any termination by the Court of the Debtor's use of cash
collateral; or
e. Failure to make the Adequate Protection Payment when due.
A further interim hearing on the matter is scheduled for January
25, 2023 at 10 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3GlDBr3 from PacerMonitor.com.
The budget provides for total expenses, on a weekly basis, as
follows:
$8,973 for the week ending January 12, 2023;
$92,317 for the week ending January 19, 2022; and
$8,973 for the week ending January 26, 2023.
About Crown Commercial
Real Estate and Development, LLC
Crown Commercial Real Estate and Development, LLC operates shopping
center, located at 87th Street and Cottage Grove Avenue, Chicago,
IL 60619. The Property consists of a shopping center owned and
operated for 25 years by Crown Commercial.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-05113) on May 3,
2022. In the petition signed by Musa P. Tadro, manager, the Debtor
disclosed up to $50,000 in assets and up to $50 million in
liabilities.
The Law Offices of Konstantine Sparagis is the Debtor's counsel.
Judge Janet S. Baer oversees the case.
DCIJ BEE HIVE: Court OKs Deal on Cash Collateral Access
-------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Wisconsin
approved the stipulation filed by DCIJ Beehive, LLC and Citizens
Community Federal, N.A. authorizing the Debtor to continue using
cash collateral and provide adequate protection.
The original Stipulation was previously approved by the Court in an
agreed order entered in the case on April 21, 2022, and extended by
an order dated October 28, 2022.
Under the Stipulation, as modified by the First Extension Order,
the Debtor was to comply with all provisions of the Stipulation,
and CCF agreed that it would take no action upon a judgment entered
in the Litigation between CCF and certain non-Debtor affiliates of
the Debtor until the earlier of (i) December 31, 2022, or (ii)
confirmation of a plan. Confirmation of the Debtor's proposed
chapter 11 plan is presently set for January 30, 2023. The
Extension Stipulation provides for the agreed use of cash
collateral on the same terms through February 28, 2023. The Court
finds sufficient cause to approve the stipulated modification of
the Prior Orders.
As previously reported by the Troubled Company Reporter, the Debtor
was permitted to utilize cash collateral to fund the itemized
expenses identified in the cash flow budget. The Debtor will not be
authorized to use cash collateral to pay any costs, fees, or
expenses not listed in the Budget without (i) CCF's prior written
consent or (ii) a court order.
The Debtor and CCF may, in their sole collective discretion, agree
to increase the projected expenditures associated with the Debtor's
business and, upon CCF's written consent, the Debtor will be
authorized to use cash collateral in such agreed amounts without
the need for further Court order. However, the budgeted line items
for an Administrative Expense Allocation and a Sub V Trustee Fee
Allocation are for budgetary purposes only and no payments will be
made to any professionals or the Subchapter V Trustee except upon
appropriate application and after entry of a court order.
To protect CCF's security interest in cash collateral that existed
on or after the date of the Petition Date, CCF was granted a
post-petition replacement lien on the Debtor's personal property to
the same extent and in the same priority as its prepetition liens.
The CCF Post-petition Lien is perfected as of the Petition Date.
As adequate protection, all other secured creditors, and only to
the extent such creditors hold valid security interests and
properly perfected liens as of the Petition Date under applicable
nonbankruptcy law, are granted post-petition replacement liens to
the same extent, priority, and validity as those held prepetition.
A copy of the order is available at https://bit.ly/3ZaHjfM from
PacerMonitor.com.
About DCIJ Bee Hive, LLC
DCIJ Bee Hive, LLC is part of the health care industry. DCIJ Bee
Hive sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. W.D. Wis. Case No. 22-10427) on March 25, 2022. In the
petition signed by Daniel Peko, managing member, the Debtor
disclosed up to $50,000 in assets and up to $10 million in
liabilities.
Judge Catherine J. Furay oversees the case.
Evan M. Swenson, Esq., at Swenson Law Group, LLC, is the Debtor's
counsel.
DELL INC: Egan-Jones Retains BB- Senior Unsecured Ratings
---------------------------------------------------------
Egan-Jones Ratings Company, on December 12, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Dell Inc.
Headquartered in Round Rock, Texas, Dell Inc. provides computer
products.
DIAMOND SPORTS: Fidelity Fund Marks $71.2M Loan at 81% Off
----------------------------------------------------------
Fidelity Advisor Value Fund, a fund of Fidelity Advisor Series I,
has marked its $71,271,000 loan extended to Diamond Sports Group,
LLC to market at $13,827,000, or 19% of the outstanding amount, as
of October 31, 2022, according to a disclosure contained in the
Fund's Form N-CSR for the fiscal year ended October 31, 2022, filed
with the Securities and Exchange Commission on December 21.
Fidelity Advisor Value Fund extended a second lien term loan that
carries 6.458% interest (CME Term SOFR 1 Month Index + 3.250%) to
Diamond Sports Group, LLC. The loan is scheduled to mature on
August 24, 2026.
Fidelity Advisor Value Fund is a fund of Fidelity Advisor Series I,
a Trust that is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company
organized as a Massachusetts business trust. Fidelity Management &
Research Company LLC (FMR) serves as investment manager.
Diamond Sports Group, LLC operates as a sports marketing company.
The Company offers seminars, combine, speed and agility
assessments, recruiting tools, and online training sessions for
sports including football, baseball, soccer, and basketball.
DUKE REALTY: Egan-Jones Withdraws A Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on December 19, 2022, withdrew its 'A'
foreign currency and local currency senior unsecured ratings on
debt issued by Duke Realty Corporation.
Headquartered in Indianapolis, Indiana, Duke Realty Corporation
operates as an owner, developer, and manager of logistics and
industrial properties.
ELITE HOME: M&T Bank Objects Joint Liquidating Plan
---------------------------------------------------
M&T Bank objects to the Joint Disclosure Statement for the Joint
Plan of Orderly Liquidation proposed by Debtor Elite Home Products,
Inc., and the Official Committee of Unsecured Creditors.
M&T provided pre-petition financing to the Debtor and at the time
of the Chapter 11 filing, the Debtor was indebted to M&T in the
amount of $2,617,022 principal, as of March 23, 2022, plus accrued
interest, fees, and costs, pursuant to the Debtor's revolving
credit facility.
The Debtor admitted, stipulated and agreed to certain findings in
the Final Cash Collateral Order. The Final Cash Collateral Order
provided a "Challenge Deadline" for any third parties to bring a
motion for standing to prosecute any claim against or challenge to
the claims of M&T.
In November 2022, in advance of the upcoming expiration of the
Challenge Deadline on November 30, 2022, the Committee proposed an
extension of the Challenge Deadline to 60 days after the effective
date of a proposed joint plan of liquidation. M&T did not agree to
such an extension, but agreed to provide the Committee with an
additional two weeks, through December 16, 2022, to assert any
claims against M&T.
M&T stated that the docket reflects that the Committee did not file
a motion to seek standing to assert a claim against M&T or
otherwise challenge M&T's lien and claims before the expiration of
the Challenge Deadline. The docket also reflects that the Court did
not extend the Challenge Deadline.
Notwithstanding the expiration of the Challenge Deadline on
December 16, 2022, the Joint Disclosure Statement, as well as the
Plan, provide for an extension of the Challenge Deadline to a date
that is 60 days after the effective date of the Plan.
M&T asserts that the provisions are seriously misleading to
creditors because they falsely suggest that the Litigation Trustee
could commence an action against M&T, although the nature of any
cause of action is not disclosed. Moreover, the Joint Disclosure
Statement appears to suggest that any claim to be pursued by the
Litigation Trustee could include claims specifically waived by the
Debtor in the Final Cash Collateral Order.
Accordingly, there is no basis in fact or law for the effort by the
Committee and the Debtor to eviscerate the rights and protections
afforded to M&T under the Final Cash Collateral Order by
purportedly extending a previously expired deadline.
A full-text copy of M&T's objection dated January 3, 2023 is
available https://bit.ly/3XcH0PL from PacerMonitor.com at no
charge.
Attorneys for M&T Bank:
KLEHR HARRISON HARVEY BRANZBURG, LLP
Carol Ann Slocum, Esq.
10000 Lincoln Drive, Suite 201
Marlton, NJ 08053
Phone: (856) 486-7900
Fax: (856) 486-4875
About Elite Home Products
Elite Home Products, Inc., a home textile company in Saddle Brook,
N.J. At the peak of its operations, the Debtor supplied a wide
variety of finished textile products, including sheets sets, duvet
sets, blankets, towels, quilts, and comfortable ensembles, and
offered specialized distribution methods for wholesalers and
retailers of various sizes.
Elite Home Products sought bankruptcy protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-12353) on
March 24, 2022, with $6,314,175 in assets and $11,104,637 in
liabilities. Scott R. Perretz, president of Elite Home Products,
signed the petition.
The Debtor tapped Genova Burns, LLC, as bankruptcy counsel; Winne
Banta Basralian and Kahn, P.C. as special counsel; Getzler Henrich
and Associates, LLC as financial advisor; and SAX, LLP as
accountant.
EMPLOYEE LOAN: Seeks to Hire Buchalter APC as Legal Counsel
-----------------------------------------------------------
Employee Loan Solutions, LLC seek approval from the U.S. Bankruptcy
Court for the Southern District of California to hire Buchalter, A
Professional Corporation, as its general bankruptcy counsel.
The firm's services include:
a. advising the Debtor regarding the requirements of the
bankruptcy court, Bankruptcy Code, Bankruptcy Rules and the Office
of the U.S. Trustee as they pertain to the Debtor;
b. advising the Debtor regarding certain rights and remedies
of its bankruptcy estate and the rights, claims and interests of
creditors;
c. representing the Debtor in any proceeding or hearing in the
bankruptcy court involving its estate unless the Debtor is
represented in such proceeding or hearing by a special counsel;
d. conducting examinations of witnesses, claimants or adverse
parties, and representing the Debtor in any adversary proceeding
except to the extent that any such proceeding is in an area outside
of the firm's expertise or which is beyond the firm's staffing
capabilities;
e. preparing legal papers;
f. negotiating and seeking bankruptcy court approval to obtain
debtor-in-possession financing or cash collateral;
g. assisting the Debtor in the negotiation, formulation,
preparation and confirmation of a plan of reorganization;
h. assisting the Debtor in its appeal of the judgment entered
in favor of Hill Phoenix and challenging any claim that Hill
Phoenix asserts against the estate; and
i. performing other necessary legal services for the Debtor.
The firm will be paid at these rates:
Shareholders $860 per hour
Associates $325 to $450 per hour
Paralegals $200 to $270 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Buchalter received retainer fees in the total amount of $125,000.
Caroline Djang, Esq., a partner at Buchalter, A Professional
Corporation, 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:
Caroline R. Djang, Esq.
Buchalter, A Professional Corporation
18400 Von Karman Avenue, Suite 800
Irvine, CA 92612-0514
Tel: (949) 760-1121
Email: cdjang@buchalter.com
About Employee Loan Solutions
Employee Loan Solutions, LLC is a wholly owned subsidiary of Emp
Loan Holdings Inc. The Debtor markets and services a web-based
employee benefit platform called TrueConnect a trademarked brand
since 2016. TrueConnect is an employee financial wellness benefit
offered at no cost or financial risk to employers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Cal. Case No. 22-03210) on December
16, 2022. In the petition signed by Douglas Farry, CEO, the Debtor
disclosed $38,144,499 in assets and $7,613,600 in liabilities.
Caroline R. Djang, Esq., at Buchalter, is the Debtor's legal
counsel.
ENDO INTERNATIONAL: Opioid Panel Taps Maples as Foreign Counsel
---------------------------------------------------------------
The official committee representing opioid claimants of Endo
International plc and its affiliates seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Maples and Calder (Ireland) LLP as its special foreign counsel.
The firm's services include:
(a) providing legal and tax advice in connection with the
Debtors' proposed sale of assets, including (but not limited to)
conducting a review of Endo International plc and its subsidiaries'
secured debt in certain foreign jurisdictions;
(b) providing general advice to the OCC regarding any
implications under Irish law relating to any contemplated
transactions or other actions the Debtors seek to effectuate over
the course of these Chapter 11 Cases; and
(c) to the extent that it becomes necessary, providing advice
in relation to any examinership, scheme of arrangement or other
process or proceedings which the Debtors may commence under the
laws of Ireland.
The firm will bill these hourly rates:
Partners/Consultants EUR630 to EUR725
Associates EUR340 to EUR565
Paralegals EUR220 to EUR315
In addition to the hourly rates set forth above, it is Maples'
policy to charge its clients in all areas of practice for all other
expenses incurred in connection with the client's case. All of
Maples' charges are subject to the applicable Value Added Tax rate
(currently 23 percent) where they are supplied or deemed to be
supplied in Ireland.
Maples is a "disinterested person," as that term is defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Maples
disclosed that:
-- it has not agreed to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement;
-- none of the professionals included in the engagement vary
their rate based on the geographic location of the bankruptcy
case;
-- the firm has not represented the Opoid Committee in the 12
months prepetition; and
-- Maples expects to develop a prospective budget and staffing
plan to reasonably comply with the U.S. Trustee's request for
information and additional disclosures, as to which Maples reserves
all rights.
The firm can be reached through:
William J. Fogarty
Maples and Calder (Ireland) LLP
75 St. Stephen's Green
Dublin 2 D02 PR50, Ireland
Tel: +353 1 619 2730
Mobile: +353 86 609 3256
About Endo International
Endo International plc is a generics and branded pharmaceutical
company. It develops, manufactures, and sells branded and generic
products to customers in a wide range of medical fields, including
endocrinology, orthopedics, urology, oncology, neurology, and other
specialty areas. On the Web: http://www.endo.com/
On August 16, 2022, Endo International and certain of its
subsidiaries initiated voluntary prearranged Chapter 11 proceedings
(Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are
pending before the Honorable James L. Garrity, Jr. The Company has
put up a Web site dedicated to its restructuring:
http://www.endotomorrow.com/
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as
legal counsel; PJT Partners LP as investment banker; and Alvarez &
Marsal as financial advisor. Kroll is the claims agent.
Roger Frankel, the legal representative for future claimants in
these Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway
Stargatt & Taylor, LLP as legal counsels, and Ducera Partners, LLC
as investment banker.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on Sept. 2, 2022. The committee tapped Kramer
Levin Naftalis & Frankel as legal counsel; Lazard Freres & Co. LLC
as investment banker; and Dundon Advisers, LLC and Berkeley
Research Group, LLC as financial advisors.
Meanwhile, the official committee representing the Debtors' opioid
claimants tapped Cooley, LLP as bankruptcy counsel; Akin Gump
Strauss Hauer & Feld, LLP as special counsel; Province, LLC as
financial advisor; and Jefferies, LLC as investment banker.
ENTERCOM MEDIA: Fidelity Fund Marks $10.4M Loan at 24% Off
----------------------------------------------------------
Fidelity Advisor Value Fund, a fund of Fidelity Advisor Series I,
has marked its $10,461,000 loan extended to Entercom Media Corp to
market at $7,989,000, or 76% of the outstanding amount, as of
October 31, 2022, according to a disclosure contained in the Fund's
Form N-CSR for the fiscal year ended October 31, 2022, filed with
the Securities and Exchange Commission on December 21.
Fidelity Advisor Value Fund extended a term loan that carries
6.1323% interest (1 month U.S. LIBOR + 2.500%) to Entercom Media
Corp. The loan is scheduled to mature on November 17, 2024.
Fidelity Advisor Value Fund is a fund of Fidelity Advisor Series I,
a Trust that is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company
organized as a Massachusetts business trust. Fidelity Management &
Research Company LLC (FMR) serves as investment manager.
Entercom Media Corp is in the broadcasting industry.
ENVISION HEALTHCARE: $1B Bank Debt Trades at 58% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Envision Healthcare
Corp is a borrower were trading in the secondary market around 41.7
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $1 billion facility is a Term loan that is scheduled to mature
on March 31, 2027. The amount is fully drawn and outstanding.
Envision Healthcare Corporation provides health care services. The
Hospital offers surgery, pharmacy, medical imaging, emergency care,
and other related health care services. Envision Healthcare serves
patients in the United States.
F.R. ALEMAN: Court OKs Cash Collateral Access Thru Feb 1
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
Miami Division, authorized F.R. Aleman and Associates, Inc. to use
cash collateral on an interim basis in accordance with the budget.
The Debtor is permitted to use all cash, proceeds, accounts
receivable and other forms of the First National's cash collateral
within the amounts provided in the Debtor's budget, with a 10%
variance on each line item.
First National will have a replacement lien on post-petition cash
collateral of the Debtor to the same extent, validity and priority
as First National's liens on the Petition Date.
In consideration of and as adequate protection for the Debtor's
continued post-petition use of the cash collateral, the Debtor will
pay the regular monthly installment payment due under First
National's loan documents on the date such payment is due.
The authorization for the Debtor to use cash collateral will
continue until the earlier of: (i) 5:00 p.m. on February 1, 2023;
or (ii) a further Order of the Court prohibiting the use of cash
collateral.
A final hearing on the matter is set for February 1 at 9:30 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3GK6PBk from PacerMonitor.com.
The Debtor projects $390,000 in total revenue and $380,000 in total
expenses.
About F.R. Aleman and Associates
Miami-based F.R. Aleman and Associates, Inc. filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla.
Case No. 22-18696) on Nov. 10, 2022, with up to $10 million in both
assets and liabilities. Aleida Martinez-Molina has been appointed
as Subchapter V trustee.
Judge Laurel M. Isicoff oversees the case.
Hoffman Larin & Agnetti, Leto Law Firm and De La Hoz Perez &
Barbeito, P.A. serve as the Debtor's bankruptcy counsel, special
counsel and accountant, respectively.
FAST RADIUS: Committee Hires Emerald Capital as Financial Advisor
-----------------------------------------------------------------
The official committee of unsecured creditors of Fast Radius, Inc.
and its affiliates seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Emerald Capital Advisors as
its financial advisors.
The firm will render these services:
a) review and analyze the Debtors' operations, financial
condition, business plan, strategy, and operating forecasts;
b) assist in evaluating the terms, conditions, and impact of any
proposed asset sale transactions;
c) review and supplement where applicable the Debtors' advisors
in any merger and acquisition efforts;
d) assist the committee in understanding the business and
financial impact of various restructuring alternatives of the
Debtors;
e) assist and advise the committee in connection with its
identification, development, and implementation of strategies
related to the potential recoveries for unsecured creditors as it
relates to the Debtors' Chapter 11 plan;
f) assist the committee in its analysis of the Debtors'
development of a plan of liquidation and related disclosure
statements;
g) assist in the evaluation and analysis related to the
potential substantive consolidation of the Debtors' estates under
any plan of liquidation;
h) provide testimony, as necessary, in any proceeding before the
bankruptcy court; and
i) provide the committee with other appropriate general
restructuring advice.
The firm will be paid at these rates:
Managing Partners $600 per hour
Managing Directors $500 to $550 per hour
Vice Presidents $400 to $450 per hour
Associates $300 to $350 per hour
Analysts $200 to $250 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
John Madden, a managing partner at Emerald Capital Advisors,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
John P. Madden
Emerald Capital Advisors
150 East 52nd Street, 15th Floor
New York, NY 10022
Telephone: (646) 968-4094
Facsimile: (212) 731-0307
Email: info@emeraldcapitaladvisors.com
About Fast Radius
Fast Radius, Inc. is a cloud manufacturing and digital supply chain
company in Chicago, Ill.
Fast Radius, Inc. and affiliates, Fast Radius Operations, Inc. and
Fast Radius PTE Ltd., sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-11051) on
Nov. 7, 2022. In the petition signed by Patrick McCusker,
authorized signatory, Fast Radius, Inc. disclosed $69.329 million
in assets and $55.212 in liabilities.
The Debtors tapped DLA Piper LLP (US) and Bayard, P.A. as legal
counsels; Lincoln Partners Advisors, LLC as investment banker;
Alvarez & Marsal North, America, LLC as financial advisor; and
Stretto, Inc. as claims and noticing agent and administrative
advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on Nov. 18,
2022. The committee is represented by Potter Anderson Corroon, LLP.
FIDELITY NATIONAL: Egan-Jones Retains BB+ Senior Unsecured Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company, on December 15, 2022, maintained its
'BB+' foreign currency and local currency senior unsecured ratings
on debt issued by Fidelity National Information Services, Inc.
Headquartered in Jacksonville, Florida, Fidelity National
Information Services, Inc. is a payment services provider.
FORUM ENERGY: Converts $122.8M of Senior Notes Into Common Shares
-----------------------------------------------------------------
Forum Energy Technologies, Inc. (NYSE: FET) announced the
satisfaction of the mandatory conversion requirements under its
9.00% Convertible Senior Secured Notes due August 2025. In
connection with the conversion, $122.8 million or 47.8% of the 2025
Notes converted into approximately 4.5 million shares of FET common
stock on Jan. 3, 2023, with a settlement date of Jan. 5, 2023. The
remaining approximately $134.2 million in aggregate principal of
the 2025 Notes are not subject to any optional or further mandatory
conversion provisions. FET's annualized interest payments will
decline by over $11 million following the conversion.
As adjusted for the conversion and the recently announced sale
leaseback, FET's net debt would have been approximately $93 million
as of Sept. 30, 2022, or 2.0 times trailing twelve months Adjusted
EBITDA. Availability under FET's ABL credit facility would remain
$127 million as of that date.
Neal Lux, president and chief executive officer, remarked, "First,
I would like to welcome our newest shareholders to the FET family.
In addition, I want to thank FET's employees for their hard work
and dedication to achieve this important milestone.
"From the third quarter 2020 to the third quarter 2022, and
including our recently announced sale-leaseback transaction, we
have reduced our net debt by approximately $215 million. As we
look ahead, we will continue to execute our strategy of delivering
technology that makes energy production more efficient, safer and
cleaner. The strong macro environment and our ability to capture
market share position us to increase revenue and profit margins.
Importantly, the reduction in cash interest associated with this
debt conversion will bolster our free cash flow generation. The
future is brighter than ever for FET."
About Forum Energy
Forum Energy Technologies, Inc. -- www.f-e-t.com -- is a global
oilfield products company, serving the drilling, downhole, subsea,
completions and production sectors of the oil and natural gas
industry. The Company's products include highly engineered capital
equipment as well as products that are consumed in the drilling,
well construction, production and transportation of oil and natural
gas. Forum is headquartered in Houston, TX with manufacturing and
distribution facilities strategically located around the globe.
Forum Energy reported a net loss of $82.65 million for the year
ended Dec. 31, 2021, a net loss of $96.89 million for the year
ended Dec. 31, 2020, a net loss of $567.06 million for the year
ended Dec. 31, 2019, a net loss of $374.08 million for the year
ended Dec. 31, 2018, a net loss of $59.40 million for the year
ended Dec. 31, 2017, and a net loss of $81.95 million for the year
ended Dec. 31, 2016. As of Sept. 30, 2022, the Company had $790.25
million in total assets, $487.64 million in total liabilities, and
$302.60 million in total equity.
* * *
In July 2022, Moody's Investors Service changed Forum Energy
Technologies, Inc.'s outlook to positive from stable.
Concurrently, Moody's affirmed Forum's Corporate Family Rating at
Caa1. "The change in Forum's rating outlook reflects our
expectation that Forum will grow EBITDA through 2023, driving
improved leverage," said Jonathan Teitel, Moody's analyst.
As reported by the TCR on Aug. 22, 2022, S&P Global Ratings revised
its outlook to positive from stable and affirmed the 'CCC+' issuer
credit rating on Forum Energy Technologies Inc. "The positive
outlook reflects our view that Forum's credit measures will
continue to improve over the next 12 months, based on more
supportive sector conditions, with funds from operations (FFO) to
debt of about 12% in 2022," S&P said.
FTX TRADING: Clients Want Identities Redacted from Court Filings
----------------------------------------------------------------
The Ad Hoc Committee of Non-US Customers of FTX.com, comprising
international customers who held accounts on the FTX.com platform,
filed with the Bankruptcy Court a joinder to a motion filed by
debtors FTX Trading Ltd., et al., to withhold or redact the names
and all associated identifying information of the Debtors'
customers, and the names and personally identifiable information of
all individual creditors or customers from any paper filed or to be
filed with the Court or made publicly available in the chapter 11
cases.
Andrew R. Vara, the United States Trustee for Regions Three and
Nine, filed an objection to the Debtors' Motion. In arguing
against the Debtors' request for redaction, the US Trustee refers
to the public's general right of access to judicial records.
The Ad Hoc Committee, comprised of 15 members holding $1.9 billion
in claims against the Debtors for the value of their assets locked
on the FTX.com platform or otherwise misappropriated, says that
requiring the Debtors to disclose the FTX.com customers' names and
other identifying information to the general public would cause
irreparable harm, further victimizing the FTX.com customers whose
assets were misappropriate.
"While the Ad Hoc Committee recognizes the general public's
interest in open and transparent bankruptcy proceedings, such
interest simply does not compare to the victims' interest in
obtaining maximum recovery in these proceedings and shielding them
from additional injury. While the US Trustee has not provided any
concrete explanation for what purpose public disclosure would serve
here, the repercussions of disclosing the FTX.com customers'
identifying information could be dire," the Ad Hoc Committee said
in court filings.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal the next day amid reports on FTX regarding mishandled customer
funds and alleged US agency investigations.
At 4:30 a.m. on Nov. 11, 2022, Bankman-Fried ultimately agreed to
step aside, and restructuring vet John J. Ray III was quickly named
new CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
Lawyers at Paul Weiss represented SBF but later renounced
representing the entrepreneur due to a conflict of interest.
Morris, Nichols, Arsht & Tunnell LLP and Eversheld Sutherland (US)
LLP are representing the Ad Hoc Group of Non-U.S. Customers of
FTX.com.
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel.
FTX TRADING: Sam Bankman-Fried Case Reassigned to NY Judge Kaplan
-----------------------------------------------------------------
Chris Dolmetsch of Bloomberg News reports that the fraud case
against FTX co-founder Sam Bankman-Fried has been reassigned to US
District Judge Lewis Kaplan in Manhattan after the original judge
in the case recused herself over a potential conflict of interest.
Judge Kaplan, who was assigned the case on Dec. 26, 2022, is taking
over for US District Judge Ronnie Abrams, who stepped down from the
case because her husband is a partner at New York law firm Davis
Polk & Wardwell. She said the firm previously advised FTX and is
currently representing parties that may be adverse to the
cryptocurrency exchange in its bankruptcy proceeding.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal the next day amid reports on FTX regarding mishandled customer
funds and alleged US agency investigations.
At 4:30 a.m. on Nov. 11, 2022, Bankman-Fried ultimately agreed to
step aside, and restructuring vet John J. Ray III was quickly named
new CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
Lawyers at Paul Weiss represented SBF but later renounced
representing the entrepreneur due to a conflict of interest.
Morris, Nichols, Arsht & Tunnell LLP and Eversheld Sutherland (US)
LLP are representing the Ad Hoc Group of Non-U.S. Customers of
FTX.com.
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel.
GAMESTOP CORP: Egan-Jones Retains CC Senior Unsecured Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on December 23, 2022, maintained its
'CC' foreign currency and local currency senior unsecured ratings
on debt issued by GameStop Corporation. EJR also maintained its 'C'
rating on commercial paper issued by the Company.
Headquartered in Grapevine, Texas, GameStop Corporation operates
specialty electronic game and PC entertainment software stores.
GENEVER HOLDINGS: Trustee Taps Paul Wright as UK Barrister
----------------------------------------------------------
The bankruptcy trustee appointed in Ho Wan Kwok's Chapter 11 case
received approval from the U.S. Bankruptcy Court for the District
of Connecticut to employ Paul Wright as barrister in the United
Kingdom.
Luc Despins, the court-appointed Chapter 11 trustee, requires the
services of a barrister in connection with the hearing on his
request for recognition in the United Kingdom as well as with
respect to potential future hearings.
Mr. Wright will be paid at his hourly rate of GBP200.
As disclosed in court filings, Mr. Wright is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Wright can be reached at:
Paul Wright
9 Stone Buildings Barristers' Chambers
Lincoln's Inn, London WC2A 3NN
United Kingdom
About Genever Holdings
About Genever Holdings
Genever Holdings, LLC is the owner of the entire 18th floor
apartment and auxiliary units in the Sherry Netherland Hotel
located at 781 Fifth Ave., N.Y.
Genever Holdings, LLC filed its voluntary petition for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 20-12411) on Oct. 12, 2020,
with $50 million to $100 million in both assets and liabilities. On
Nov. 4, 2022, the case was transferred to the U.S. Bankruptcy Court
for the District of Connecticut and was assigned a new case number
(Case No. 22-50592).
Ho Wan Kwok, owner of Genever Holdings, LLC's parent, Genever
Holdings Corporation, sought Chapter 11 protection (Bankr. D.
Conn.
Case No. 22-50073) on Feb. 15, 2022, with $50,001 to $100,000 in
assets and $100 million to $500 million in liabilities. According
to Reuters, Ho Wan Kwok, also known as Guo Wengui, was a former
real estate magnate who fled China for the U.S. in 2014 ahead of
corruption charges. He filed for bankruptcy after a New York court
ordered him to pay lender Pacific Alliance Asia Opportunity Fund
$254 million stemming from a contract dispute.
Genever Holdings Corporation is a company in Road Town, Tortola,
which is engaged in activities related to real estate. It sought
Chapter 11 protection (Bankr. D. Conn. Case No. 22-50542) on Oct.
11, 2022, with $10 million to $50 million in assets and $100
million to $500 million in liabilities.
On Nov. 21, 2022, the Connecticut bankruptcy court ordered the
consolidation of the three cases for procedural purposes. The cases
are jointly administered under Case No. 22-50073 and are assigned
to Judge Julie A. Manning.
Kevin J. Nash, Esq., at Goldberg Weprin Finkel Goldstein, LLP and
Neubert Pepe & Monteith, P.C. serve as Genever Holdings, LLC's
legal counsels.
Neubert, Pepe & Monteith and Harney Westwood and Riegels, LP serve
as Genever Holdings Corporation's bankruptcy counsel and British
Virgin Islands counsel, respectively.
Luc A. Despins, the Chapter 11 trustee appointed in Ho Wan Kwok's
case, tapped Paul Hastings, LLP as bankruptcy counsel; Neubert,
Pepe & Monteith as local and conflicts counsel; and Harney Westwood
and Riegel as British Virgin Islands counsel.
Pullman & Comley, LLC represents the official committee of
unsecured creditors appointed in Ho Wan Kwok's bankruptcy case.
GEORGE WESTON: Egan-Jones Hikes Senior Unsecured Ratings to BB+
---------------------------------------------------------------
Egan-Jones Ratings Company, on December 13, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by George Weston Limited to BB+ from BB.
Headquartered in Toronto, Ontario, Canada, George Weston Limited
operates as a super market.
GIBSON BRANDS: $300M Bank Debt Trades at 26% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Gibson Brands Inc
is a borrower were trading in the secondary market around 74.0
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $300 million facility is a Term loan that is scheduled to
mature on August 13, 2028. The amount is fully drawn and
outstanding.
Gibson Brands, Inc. is an American manufacturer of guitars, other
musical instruments, and professional audio equipment from
Kalamazoo, Michigan, and now based in Nashville, Tennessee. The
company was formerly known as Gibson Guitar Corporation and renamed
Gibson Brands, Inc. on June 11, 2013.
GILBERT BARBE: Clinic Files for Chapter 11 Bankruptcy Protection
----------------------------------------------------------------
WBKO News reports that Graves Gilbert Clinic has filed for
bankruptcy citing a medical malpractice verdict of $21.3 million.
The clinic filed for Chapter 11 bankruptcy on Thursday, December
29, 2022, in the U.S. Bankruptcy Court for the Western District of
Kentucky.
Court documents indicate that the clinic has a need to meet the
obligations to its employees and business operation.
Court documents also show that Steven Sinclair, the Chief Financial
Officer for the clinic submitted verification that a medical
malpractice complaint was filed on May 30, 2014, against Dr. Tage
F. Haase, the Commonwealth Regional Specialty Hospital, Inc.,
Bowling Green-Warren County Community Hospital Corporation, The
Medical Center at Bowling Green and Graves Gilbert Clinic.
The malpractice complaint was filed in Warren Circuit Court by
Alice and Lloyd Duff, who claimed that Alice developed
complications from an elective hernia surgery.
Court documents indicate that the complications Alice experienced
left her legally blind.
On July 29, 2022, a jury entered a verdict against GGC for $21.3
million, which was $13.3 million for Alice and $8 million for
Lloyd.
In his statement to the court, Sinclair said that the clinic
intends to appeal the verdict.
"Based on the errors in the verdict and judgement, I believe they
will be overturned on appeal,” Sinclair wrote in court
documents." "I trust the legal process to address the mistakes that
prevented a fair trail in the State Court Action."
Sinclair’s statement also says the filing will allow GGC to
consider restructuring alternatives.
A list of the clinic's top 20 "unsecured creditors" was also
submitted to the court showing a total of over $28 million with
U.S. Bank listed as the "top secured creditor" with $22 million
owed.
Financial records submitted to the court show that GGC generated
$200 million in gross receipts during 2021 with a profit of
$150,041 after inclusion of from pandemic related relief funds and
a refund of certain medical fees.
GGC Chief Executive Officer Chris Thorn released a statement saying
that "despite these challenges, our doors are not closing."
"We want to reassure our patients and staff that we remain
committed to caring for the medical needs in this community for
many years to come," Thorn wrote.
In a statement sent to the clinic employees Thorn and president Dr.
Jerry Roy emphasized that the clinic is not closing.
"Our patients will keep their doctors, keep their appointments and
keep depending on Graves Gilbert for excellent healthcare,"
according to the memo sent to employees. "It is business as
usual."
The statement also said the clinic's Board of Directors made the
decision to reorganize under court protection following the
malpractice verdict in large part to rising claims against
healthcare providers across the nation.
"For whatever reason, during the pandemic years, juries have become
far more inclined to return what the legal community calls 'nuclear
verdicts,'" according to the memo. "Our clinic has not escaped this
phenomenon, and we must take steps to insure the Clinic's viability
in the face of potential future threats of this kind."
According to court documents, the next hearing scheduled is for
January 24, 2023.
About Gilbert, Barbee, Moore & McIlvoy P.S.C.
Gilbert, Barbee, Moore & McIlvoy P.S.C. --
https://www.gravesgilbert.com/ -- is a multi-specialty clinic in
Bowling Green, KY. Graves Gilbert Clinic was founded in 1937 by Dr.
G.Y. Graves and Dr. Tom Gilbert.
Gilbert, Barbee, Moore & McIlvoy filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No.
22-10763) on Dec. 29, 2022. In the petition filed by Steven K.
Sinclair, as chief financial officer, the Debtor reported assets
and liabilities between $10 million and $50 million.
The Debtor is represented by:
Charity S Bird, Esq.
Kaplan Johnson Abate & Bird LLP
201 Park Street
Bowling Green, KY 42102
GLOBALSTAR INC: Egan-Jones Retains CC Senior Unsecured Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on November 25, 2022, maintained its
'CC' foreign currency and local currency senior unsecured ratings
on debt issued by Globalstar, Inc. EJR also maintained its 'C'
rating on commercial paper issued by the Company.
Headquartered in Covington, Louisiana, Globalstar, Inc. provides
mobile voice and data communications services via satellite.
GOPHER RESOURCE: $510M Bank Debt Trades at 32% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Gopher Resource LLC
is a borrower were trading in the secondary market around 67.6
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $510 million facility is a Term loan that is scheduled to
mature on March 6, 2025. About $470.5 million of the loan is
withdrawn and outstanding.
Gopher Resource, LLC provides recycling services. The Company
offers lead, plastic, and household waste recycling services.
Gopher Resource serves customers in North America.
GRUPO AEROMEXICO: Court Officially Closes Chapter 11 Proceedings
----------------------------------------------------------------
Daniel Martinz Garbuno of Simple Flying reports that Aeromexico has
formally completed its Chapter 11 bankruptcy filing in the United
States. On Dec. 22, 2022, the United States Bankruptcy Court for
the Southern District of New York issued a final decree, closing
the Chapter 11 cases of the company and its subsidiaries.
Leaving behind the Chapter 11 process
Although Aeromexico had successfully emerged from the Chapter 11
process in March 2022, the case was still open. On December 22,
2022, the court closed the case considering, among other things,
that Aeromexico's plan of reorganization "has been substantially
consummated," the airline announced in a statement. The plan went
into effect on 17th March.
The Mexican carrier first filed for bankruptcy proceedings in June
2020. At that time, the Latin American airline industry was facing
an unprecedented crisis due to the COVID-19 pandemic worldwide.
Many governments in the region, including Mexico, chose not to
financially support their local airlines, which forced several
carriers into bankruptcy.
LATAM Airlines Group, Avianca, and Aeromexico filed for Chapter 11
procedures in the United States. Other airlines were not so lucky
and ceased operations. Examples of now-defunct Latin American
airlines are Interjet, TAME, and Itapemirim Transportes Aéreos.
A look back at Aeromexico's Chapter 11
Aeromexico spent 20 months under the Chapter 11 bankruptcy process,
also known as a voluntary reorganization bankruptcy. During this
time, the airline renegotiated with lessors, aircraft and engine
manufacturers, employees, and creditors to reduce its debt to
manageable levels.
At the end of the bankruptcy procedures, the airline obtained over
$3.7 billion in unsecured loans, debtor-in-possession financing,
and new capital contributions. The largest shareholders of the
reorganized company include funds managed by Apollo Global
Management, Delta Air Lines, and new Mexican investors. At the
time, Andrés Conesa, CEO of the company, said,
"We look forward to starting a new chapter in our Company's
history, backed by a sound financial base, solid capital structure,
and investors who have full confidence in our future. As we move
forward, we will not only continue to streamline our company to
become even more sustainable, resilient, and competitive, but we
will also significantly expand our network and fleet."
The Mexican carrier pledged to invest approximately $5 billion over
the next five years in fleet and customer experience improvements.
This investment would allow the airline to maintain its
state-of-the-art service, it said.
How's Aeromexico looking at the moment?
Between January and September 2022, Aeromexico recorded a net loss
of almost $200 million. Nonetheless, the airline bounced back to
profitability in 2022's third quarter after seeing total revenues
of about $1.07 billion.
In terms of its fleet, the airline closed the quarter with 141
aircraft, including 18 Boeing 787 Dreamliners (since then, the
airline has received one additional widebody), one Boeing 737-700,
36 737-800s, 32 737 MAX 8s, 12 B737 MAX 9s, and 42 Embraer E190s.
As of November 2022, the airline carried 19.39 million passengers,
according to data from the Mexican government. Compared to the same
period in 2019, Aeromexico has had a 3.1% increase in the number of
carried passengers.
About Grupo Aeromexico
Grupo Aeromexico, S.A.B. de C.V. (BMV: AEROMEX) --
https://www.aeromexico.com/ -- is a holding company whose
subsidiaries are engaged in commercial aviation in Mexico and the
promotion of passenger loyalty programs. Aeromexico, Mexico's
global airline, has its main hub at Terminal 2 at the Mexico City
International Airport. Its destinations network features the
United States, Canada, Central America, South America, Asia and
Europe.
Grupo Aeromexico and three of its subsidiaries sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 20-11563) on June 30,
2020. In the petitions signed by CFO Ricardo Javier Sanchez Baker,
the Debtors reported consolidated assets and liabilities of $1
billion to $10 billion.
The Debtors tapped Davis Polk and Wardell LLP as their bankruptcy
counsel, KPMG Cardenas Dosal S.C. as auditor, and Rothschild & Co
US Inc. and Rothschild & Co Mexico S.A. de C.V. as financial
advisor and investment banker. White & Case LLP, Cervantes Sainz
S.C. and De la Vega & Martinez Rojas, S.C., serve as the Debtors'
special counsel. Epiq Corporate Restructuring, LLC, is the claims
and administrative agent.
The U.S. Trustee for Region 2 appointed a committee to represent
unsecured creditors on July 13, 2020. The committee is represented
by Willkie Farr & Gallagher, LLP and Morrison & Foerster, LLP.
HAYES BUSINESS: Lender Seeks to Prohibit Cash Collateral Access
---------------------------------------------------------------
Crown Financial LLC asks the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, to prevent Hayes Business
Solutions, LLC from using cash collateral.
Crown Financial is a factoring company and the largest secured
creditor of the Debtor's estate. Crown has a properly perfected
first lien on all the Debtor’s accounts and other collateral.
Based on Crown's Account Receivable Report, the Debtor had $337,770
in eligible invoices which were used to secure funding by the
Debtor. On a pre-petition basis, Crown advanced funds representing
80% of the A/R Report, approximately $270,216 from the period June
27th, 2022 to October 20, 2022. The Debtor's Balance Sheet filed
with the Court reflected total Accounts Receivable of $315,907;
with $300,117 factored to Crown.
A majority of the Debtor's factored accounts are now over 120 days.
It is unclear how the Debtor is continuing to operate without
additional post-petition funding or credit advances. The Debtor
historically factored 100% of its account receivable base.
The Debtor's Accounts Receivable were to be collected directly by
Crown pursuant to the terms and conditions of the factoring
agreement and related loan documents between Crown and the Debtor.
The current collections balance is slightly over $16,000.
The Debtor's Monthly Operating Report filed with the Court on
December 19, 2022, reflects total A/R of only $14,343. Therefore,
it appears that the Debtor may have collected factored payments
directly from the respective account debtors and failed to turnover
such collections to Crown.
On December 20, 2022, Crown raised these concerns to the Court at
the Status Conference. The Debtor's counsel indicated to the Court
and counsel that the requested collections and A/R status would be
forthcoming in a few days. Despite such assurances, no information
regarding the collections and the status of the respective accounts
has been provided.
On November 18, 2022, the Court entered a Final Order authorizing
the Debtor to use the cash collateral of Crown. However, given the
apparent declining revenues of the Debtor, the replacement liens
provided in the Final Cash Collateral Order do not adequately
protect the interests of Crown. Furthermore, the failure of the
Debtor to provide accurate accounting information regarding the
collections of the accounts, puts the collateral base of Crown in
jeopardy of declining further.
A copy of the motion is available at https://bit.ly/3ZcXIAB from
PacerMonitor.com.
About Hayes Business Solutions, LLC
Hayes Business Solutions, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-33190) on
October 27, 2022. In the petition filed by Timothy Hayes,
president, the Debtor disclosed up to $100,000 in assets and up to
$500,000 in liabilities.
Judge Christopher Lopez oversees the case.
Robert C Lane, Esq., at the Lane Law Firm, represents the Debtor as
legal counsel.
HEADQUARTERS INVESTMENTS: Files Chapter 11; Lender Seeks Dismissal
------------------------------------------------------------------
Headquarters Investments LLC filed for chapter 11 protection in the
Middle District of Florida.
According to court filings, Headquarters Investments LLC estimates
between $50 million and $100 million in debt owed to 1 to 49
creditors. The petition states that funds will be available to
unsecured creditors.
Creditor, 2000 Orange Holdings, LLC, as successor in interest to
Standard Insurance Company, Banner Life Insurance Company, Lincoln
Life Assurance Company of Boston f/k/a Liberty Life Assurance
Company of Boston, and PL Mortgage Fund, LLC, has already filed a
motion to dismiss the Chapter 11 case.
According to 2000 Orange, the Debtor borrowed $7 million in 2019
and defaulted within nine months of loan origination. Throughout
the short loan relationship, Debtor has failed and refused to act
as an owner of the Property, allowing the Property to sit vacant
for over a year, and requiring Lender to advance payments for both
real estate taxes and insurance. Lender attempted to work with
Debtor, granting three forbearance arrangements to avoid
litigation, and settlement within the foreclosure case allowing
Debtor time to sell or refinance the Loan before the foreclosure
sale. The Debtor has met Lender's accommodations with deceit and
broken promises, even going so far as to fabricate leases for
tenants who never existed. The purported leases Borrower presented
to Lender in late 2021 were all signed on the same date, with no
security deposits, no tenant improvement provisions, and immediate
rent commencements. Since that time the Property has sat vacant
and no rental income has been disclosed to 2000 Orange. When all
else failed, with the foreclosure sale looming, Debtor now runs to
the Bankruptcy Court for protection in bad faith.
"This case has all the hallmarks of a bad faith filing and
virtually every Phoenix Piccadilly factor implicated. The Debtor's
bare bones filing, just eight days before the foreclosure sale, is
meant only to frustrate 2000 Orange’s legitimate efforts to
enforce its rights as a secured creditor. The Debtor's financial
problems are essentially a two-party dispute between it and 2000
Orange, which has been adjudicated to judgment. The Property
constitutes a single project, which is the only source of income
for the Debtor. The Debtor has no/few employees and no income or
operations to speak of, the lack of which has caused it to fail to
make payments on the Loan for the last one and a half years, real
estate taxes for three years, and insurance for the Property for
two years. Further, no equity exists in the Property and there is
no ability to reorganize this Debtor. This case should be
dismissed under Section 1112," 2000 Orange said in court filings.
Counsel to 2000 Orange Holdings:
Stephanie C. Lieb, Esq.
TRENAM LAW
101 E. Kennedy Blvd., Suite 2700
Tampa, FL 33602
Telephone: (813) 227-7469
Email: slieb@trenam.com
Gerald D. Davis, Esq.
TRENAM LAW
200 Central Ave., Suite 1600
St. Petersburg, Florida 33701
Telephone: (727) 896-7171
Email: gdavis@trenam.com
About Headquarters Investments
Headquarters Investments LLC filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
22-04542) on December 27, 2022. In the petition filed by Timothy F.
Majors, as manager, the Debtor reported assets between $10 million
and $50 million and liabilities between $50 million and $100
million.
The Debtor is represented by:
Justin M Luna, Esq.
Latham, Luna, Eden & Beaudine, LLP
2000 N Orange Avenue, Suite 200
Orlando, FL 32804
HELMERICH & PAYNE: Egan-Jones Retains BB- Senior Unsecured Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company, on December 22, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Helmerich & Payne, Inc.
Headquartered in Tulsa, Oklahoma, Helmerich & Payne, Inc. provides
contract drilling of oil and gas wells in the Gulf of Mexico and
South America.
HOME TOWN FLORIDA: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of Home Town Florida, LLC, according to court dockets.
About Home Town Florida
Home Town Florida, LLC sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02331) on
Nov. 21, 2022, with up to $50,000 in assets and $100,001 to
$500,000 in liabilities. Judge Jacob A. Brown oversees the case.
The Debtor is represented by Thomas C. Adam, Esq., at Adam Law
Group, P.A.
HONX INC: Beats Asbestos Bankruptcy Filing Challenge
----------------------------------------------------
Akiko Matsuda of The Wall Street Journal reports that a bankruptcy
judge allowed a Hess Corp. subsidiary, Honx Inc., to stay in
chapter 11 to resolve mass asbestos injury claims stemming from an
oil refinery the company previously owned in the U.S. Virgin
Islands. Judge Marvin Isgur of the U.S. Bankruptcy Court in
Houston, Texas, ruled against asbestos-injury claimants who had
challenged the chapter 11 filing by Honx Inc., a defunct Hess unit
that once operated the company's oil refinery on the island of St.
Croix.
About HONX Inc.
HONX Inc. is a subsidiary of Hess Corporation, a publicly-traded
global energy company. HONX is the corporate successor of Hess Oil
Virgin Islands Corporation, which owned and operated an oil
refinery in St. Croix, U.S. Virgin Islands from the beginning of
its construction in 1965 until a non-operating entity with minimal
assets consisting primarily of a 50% ownership in a joint venture
from 1998 to 2016, and post-2016 it has continued its corporate
existence solely to manage its alleged asbestos liabilities related
to the refinery.
HONX sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case
No. 22-90035) on April 28, 2022. In the petition signed by Todd R.
Snyder, chief administrative officer, the Debtor disclosed $10
million to $50 million in assets and $500 million to $1 billion in
liabilities.
Judge Marvin Isgur oversees the case.
The Debtor tapped Kirkland & Ellis and Jackson Walker, LLP as
bankruptcy counsels; Piper Sandler Companies/TRS Advisors, LLC, as
investment banker and financial advisor; and Bates White, LLC as
asbestos consultant. Stretto, Inc., is the claims, noticing and
solicitation agent.
The Honorable Barbara J. Houser (Ret.) was appointed as the legal
representative for future asbestos claimants in this Chapter 11
case. Ms. Houser tapped Young Conaway Stargatt & Taylor, LLP as
bankruptcy counsel; O'ConnorWechsler, PLLC as local counsel; FTI
Consulting, Inc., as financial advisor; and NERA Economic
Consulting as consultant.
HOVNANIAN ENTERPTISES: Egan-Jones Retains BB- Sr. Unsec. Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company, on December 23, 2022, maintained its
'B-' foreign currency and local currency senior unsecured ratings
on debt issued by Hovnanian Enterprises, Inc. EJR also maintained
its 'B' rating on commercial paper issued by the Company.
Headquartered in Matawan, New Jersey, Hovnanian Enterprises, Inc.
designs, constructs, and markets single-family homes, townhomes,
and condominiums in planned residential communities.
HUNYGIRLS VENTURES: Starts Subchapter V Bankruptcy Proceeding
-------------------------------------------------------------
Hunygirls Ventures 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.
Sun Graphic Technologies is a wide-format printing company based in
Sarasota, Florida that provides a variety of commercial printing
services to its diverse customer base. Though the Debtor
originally focused on screen printing capabilities, over the last
few years the Debtor has added digital printing and cutting
technology, providing many benefits to its customers.
The Debtor's operations are located at 2310 Whitfield Park Avenue
in Sarasota, Florida.
The Debtor is party to two leases for the premises where it
conducts its operations. The Debtor leases its 16,000 square foot
manufacturing facility from GEB and Company LLC, and the Debtor
leases an additional 3,000 square feet of neighboring commercial
space from MB 2340 LLC. The Debtor also leases a third neighboring
building with an additional 3,000 square feet from WM 2360 LLC, but
there is no written lease.
Like many small businesses across the country, beginning in March
2020, the Debtor suffered financial difficulties due to the global
COVID-19 pandemic, which led to many weeks without any customer
orders. A lingering decrease in customer demand continued for the
balance of 2020. Beginning in 2021, supply chain issues caused the
Debtor to lose out on orders due to a prolonged inability to source
certain materials. In late 2021 and into 2022, the Debtor's
financial problems became exacerbated by rapidly rising inflation,
which resulted in a sharp increase in its materials prices. In the
early stages of rising inflation, due to pricing terms with its own
customers, the Debtor was unable to pass along the increased costs
to its main customers.
In an effort the carry the Debtor through this period, it turned to
short-term funding sources with high cost of capital known as
"merchant cash advance" ("MCA") funding with various companies.
This, however, only served to further the Debtor's problems as MCA
funders began siphoning the Debtor's cash flow. The Debtor filed
this case primarily to obtain relief from this financial pressure.
As a result of these issues, the Debtor's financial difficulties
mounted such that the chapter 11 case became the best alternative
to allow the Debtor to restructure its obligations and reorganize
for the benefit of all creditors.
According to court filings, Hunygirls Ventures Inc. estimates
between $1 million and $10 million in debt owed to 1 to 49
creditors. The petition states that funds will be available to
unsecured creditors.
About Hunygirls Ventures
Hunygirls Ventures Inc. is a wide-format graphics and signage
manufacturer and screen printer helping customers gain brand
recognition by drawing people's attention.
Hunygirls Ventures Inc. filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla.
Case No. 22-05092) on Dec. 27, 2022. In the petition filed by
Michael Kisha, as president, the Debtor reported assets and
liabilities between $1 million and $10 million.
The Debtor is represented by:
Matthew B Hale, Esq.
Stichter, Riedel, Blain & Postler
2310 Whitfield Park Ave.
Sarasota, FL 34243
IAMGOLD CORP: Egan-Jones Retains B+ Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on December 12, 2022, maintained its
'B+' foreign currency and local currency senior unsecured ratings
on debt issued by IAMGOLD Corporation.
Headquartered in Toronto, Canada, IAMGOLD Corporation is a mid-tier
gold mining company.
INSTASET PLASTICS: Unsecureds to Recover 10% in Liquidating Plan
----------------------------------------------------------------
Instaset Plastics Company, LLC, filed with the U.S. Bankruptcy
Court for the Eastern District of Michigan a Plan of Liquidation
dated January 3, 2023.
IPC is a plastic injection molder. Historically, its customer base
has been concentrated in the auto industry. After the acquisition
of the business operations and assets in 2015, of Instaset
Corporation (k/n/a Old Instaset Corporation) ("IC"), IPC worked to
expand the industries it services and its customer base beyond the
traditional automotive suppliers.
Based on an appraisal performed in June 2022, the Debtor estimated
on its schedules that its tangible personal property assets had a
fair market value of $500,000.00 on the petition date. On the
petition date, the Debtor estimated that its collectable accounts
receivable had an approximate value of $813,542.14.
The Debtor's unsecured claims are comprised of the Debtor's trade
claims due to its vendors, and the prepetition claims of WGS in
connection with loans to the Debtor. The Debtor's general unsecured
claims total $2,911,117.83.
This Plan of Liquidation proposes to pay the Debtor's creditors
from the remaining proceeds from the collection on Debtor's
accounts receivable, the proceeds from the sale of Debtor's assets,
and the resolution of Avoidance Actions.
The Plan provides for full payment in cash of the claims of the
administrative creditors, the claims of WGS in connection with
post-petition financing, and the priority tax claims of the
Internal Revenue Service and the unpaid prepetition commissions
("Group Claims").
The Debtor's general unsecured creditors, including the Debtor's
trade creditors and WGS in connection with its prepetition loans to
the Debtor, shall receive a distribution from the available funds
in Debtor's estate after payment in full of the Group Claims. The
Debtor anticipates the distribution to the unsecured creditors will
be in excess of 10%. The Debtor's equity security holder will
receive no recovery under this Plan. On the effective date,
Debtor's equity holder will surrender his equity in the Debtor.
Class I shall consist of the allowed general Unsecured Claims of
Creditors of the Debtor, including the Debtor's trade creditors and
WGS for its claims for prepetition loans. On the petition date,
Debtor's trade vendors' claims totaled approximately $2,911,117.83.
WGS has a prepetition claim in the amount of $692,745.20 which will
be treated as a Class I general unsecured claim.
The excess proceeds available from the sale of the Debtor's assets
and the collection of its accounts receivable after the payment of
all Group I, Group II, and Group III Claims in full and the payment
of the wind down expense, such proceeds will be distributed to the
Class I Creditors on a pro-rata basis. The Debtor has estimated
that the Class I Creditors shall receive in excess of a 10%
distribution. The Class I Creditors are impaired.
Class II shall consist of the Debtor's member, Christopher Goetz.
The Class II interests shall be deemed cancelled as of the
effective date of this Plan. The Class II interests will receive no
distribution under this Plan. The Class II interests are impaired.
The Debtor shall continue to exist as a Michigan limited liability
company, as a Liquidating Debtor for the limited purposes of
completing the obligations under this Plan. Payments to be made
pursuant to this Plan shall be from funds derived from the
liquidation of the Debtor's assets.
A full-text copy of the Liquidating Plan dated Jan. 3, 2023, is
available at https://bit.ly/3VRpsrx from PacerMonitor.com at no
charge.
Attorneys for Debtor:
Lynn M. Brimer, Esq.
Pamela S. Ritter, Esq.
Strobl Sharp, PLLC
300 East Long Lake Road, Suite 200
Bloomfield Hills, MI 48304-2376
Phone: (248) 540-2300
Fax: (248) 205-2786
Email: lbrimer@strobllaw.com
pritter@strobllaw.com
About Instaset Plastics Company
Instaset Plastics Company, LLC is a plastic fabrication company in
Michigan.
Instaset sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. E.D. Mich. Case No. 22-47794) on Oct. 5, 2022. In the
petition signed by its chief restructuring officer, McGustavus
Miller, Jr., the Debtor disclosed $1,373,383 in assets and
$3,782,844 in liabilities.
Judge Thomas J. Tucker oversees the case.
Lynn M. Brimer, Esq., at Strobl Sharp PLLC and DWH, LLC are the
Debtor's legal counsel and financial consultant, respectively.
IRON MOUNTAIN: Egan-Jones Retains BB Senior Unsecured Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on December 13, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by Iron Mountain Incorporated.
Headquartered in Boston, Massachusetts, Iron Mountain Incorporated
is a storage and information management company.
JACK IN THE BOX: Egan-Jones Retains B- Senior Unsecured Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company, on December 12, 2022, maintained its
'B-' foreign currency and local currency senior unsecured ratings
on debt issued by Jack in the Box Inc.
Headquartered in San Diego, California, Jack in the Box Inc.
operates a chain of restaurants.
JGR GROUP: Wins Cash Collateral Access Thru Feb 2
-------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized JGR Group, Inc. to use cash collateral on an interim
basis for the period spanning January 6 to February 2, 2023.
The Court said the Debtor may only make payments as set forth in
the Third Amended Budget and is not authorized to make any
additional payments without prior Court approval, including any
payments to RGS Consulting Group, G. Sadykov, or R. Sadykov.
The Interim Order as modified will otherwise remain in full force
and effect.
On November 2, 2022, the Court entered a Seventh Amended Emergency
Interim Order (I) Authorizing Debtor's Use of Cash Collateral, (II)
Providing Adequate Protection Thereof And (III) Scheduling A Final
Hearing adjourning the Final Hearing for November 29 at 2 p.m. and
authorizing the Debtor to continue to use cash collateral on an
interim basis in accordance with the Emergency Interim Order as
modified therein through November 30, 2022.
On November 28, 2022, the Debtor and Hartline jointly requested an
adjournment of the Final Hearing in order to allow the Parties an
extension of time to discuss the terms of the Proposed Settlement.
On January 4, 2023, the Debtor and Hartline agreed to an
adjournment of the Final Hearing in order to allow the Parties
additional time to obtain approval of the Proposed Settlement.
A copy of the order is available at https://bit.ly/3CyDcR1 from
PacerMonitor.com.
About JGR Group, Inc.
JGR Group, Inc. is a general contractor focused on residential
renovation. The Debtor sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10710) on June 3,
2022. In the petition signed by Gennadiy Sadykov, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Lisa G. Beckerman oversees the case.
Leo Jacobs, Esq., at Jacobs PC is the Debtor's counsel.
JNF INVESTMENTS: CH LM Funding Says Plan Not Feasible
-----------------------------------------------------
Secured Creditor CH LM Funding, LLC, objects to Chapter 11 Plan of
JNF Investments, LLC.
Secured Creditor is the owner and holder of the note and mortgage
and has the right to enforce the note and mortgage. Secured
Creditor has or will timely file its proof of claim indicating the
arrears and regular monthly payment.
Secured Creditor's claim is secured by a first mortgage encumbering
the real property owned by Debtor located at 8340 SW 155th Terrace,
Palmetto Bay, FL 33157 (hereinafter "The Property").
CH LM Funding claims that confirmation of the proposed plan should
be denied as the Debtor has failed to offer up a feasible plan to
this Court, taking into account the liabilities of the Debtor
compared to its lack of income. The sole funding for the plan is
coming from the sale of the Property and cash infusions of
undisclosed amounts from the Debtor's principal, Jaymet Alvarez.
CH LM Funding states that the Debtor's schedules I and J show that
the Debtor will have difficulty trying to pay as stated in the Plan
to Secured Creditor given the fact that Secured Creditor's claim
was filed in the amount of $751,173.83. Debtor states that it will
sell the Property and pay off Secured Creditor's claim, but this is
not probable. The Property has been listed for over 6 months and
has not received any viable offers, as it is listed above its fair
market value.
CH LM Funding asserts that adequate protection payments to Secured
Creditor are insufficient to protect its interest taking into
account the amount of time that has lapsed without any viable
offers on the Property which has reduced the equity available to
Secured Creditor coupled with the reduced price the Property will
likely need to sell for. Therefore, the confirmation of the Chapter
11 plan under 11 U.S.C. §1129 should be denied pursuant to 11
U.S.C. §1325(a)(6) because the Debtor will not be able to make all
payments under the Plan or comply with the Plan.
CH LM Funding further asserts that it is entitled to attorneys'
fees pursuant to 11 U.S.C. §1322(e). Said fees should be added to
the balance of the Note and Mortgage pursuant to the terms of the
loan documents, but not added to the Debtor's personal obligation
once a discharge is received.
A full-text copy of CH LM Funding's objection dated January 3, 2023
is available https://bit.ly/3vJ7cpy from PacerMonitor.com at no
charge.
Attorneys for Secured Creditor:
Damian G. Waldman, Esq.
Florida Bar No.: 090502
Law Offices of Damian G. Waldman, P.A.
10333 Seminole Boulevard, Unit 1 & 2
Seminole, FL 33778
Telephone: (727) 538-4160
Facsimile: (727) 240-4972
Email: damian@dwaldmanlaw.com
Service Email: service@dwaldmanlaw.com
About JNF Investments
JNF Investments, LLC, sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14005) on May
22, 2022, listing up to $1 million in both assets and liabilities.
Jaymet Alvarez, manager, signed the petition.
Judge Laurel M. Isicoff oversees the case.
Kathy L. Houston, Esq., at The Houston Law Firm, PA, serves as the
Debtor's counsel.
JOHN'S FAMILY: Executes Contribution Agreement with Buyer
---------------------------------------------------------
John's Family, Inc., submitted a First Amended Disclosure Statement
for the First Amended Plan dated January 5, 2023.
The Debtor is a corporation formed under the laws of the State of
New Jersey. Its sole shareholder is Kun H. Kwak ("Mr. Kwak").
Pursuant to a pre-petition appraisal for the Properties, they have
a collective value of approximately $8,670,000. [See Certification
of Kun H. Kwak ("Kwak Cert.") in support of Debtor's Motion to
Terminate Rent Receivership. In addition, the Debtor obtained an
appraisal from StarMark Appraisals on or about October 3, 2019, for
$$8.5 million.
Moreover, an appraisal was performed based on a development of the
Properties. That appraisal was $39 million. On January 5, 2023, MSB
(Anthony Sodono, III), deposed Philip S. Lange, the Rent Receiver
for the Properties. Mr. Lange testified that he was not surprised
by the $39 million value if they are developed to their highest and
best use, i.e., leveling the Properties and building student
housing for Rutgers students. 100 Mile Northeast, LLC ("100 Mile
Northeast") has a first mortgage against the Property in the amount
of approximately $5,600,000.
Outstanding real estate taxes owing to the City of Newark are
approximately $160,000. Thus, the collective debt is approximately
$5,760,000 and the Properties have a collective value of
approximately $8,600,000. As such, there is nearly $1 million of
equity in the Properties. The appraisal is available upon request.
Shareholder Litigation
In or around December 2018, Mr. Kwak was approached by Ruy Almeida
("Almeida") and/or his purchasing group to purchase the Properties
owned by the Debtor. Mr. Kwak told Mr. Almeida that the Properties
were not for sale; he was further advised that there were plans to
develop the Properties. Mr. Almeida insisted that Mr. Kwak meet
with members of the purchasing group to discuss acquisition of the
Properties.
When the purchaser failed to close on time, they released the
deposit directly to Mr. Kwak as seller to convince him of their
intent to close. It was discussed that the deposit that was
released had no other conditions except to prove to Mr. Kwak that
they were willing to move forward but needed a few more weeks.
Although not obligated to do so, Mr. Kwak introduced the purchaser
to HAB Bank located on 1585 Oak Tree Road, Iselin New Jersey. They
obtained an appraisal setting forth the value of the Properties for
8,500,000 on October 3, 2019 and a commitment on January 27, 2020
for $5,940,000.
Unbeknownst to Mr. Kwak or the Debtor, on or about November 11,
2021, a Complaint was filed by University Newark QOZB, LLC,
Cerreto, Deabreu, Best, and Gustavo Albuquerque (collectively, the
"Shareholder Plaintiffs") against the Debtor and Mr. Kwak in the
Superior Court of New Jersey, Law Division, Essex County vicinage,
at Docket No. ESX-L-8948-21 ("Shareholder Litigation").
On December 8, 2022, the Debtor filed a Motion to terminate the
rent receiver, which is currently returnable on January 10, 2022.
The Rent Receiver agreed to be deposed on January 5, 2023 so that
it was before the January 10, 2023 hearing date. The Rent
Receiver's actions, or lack thereof, have interfered with the
Debtor's ability to properly market the Properties and provide due
diligence materials to prospective purchasers. It was not until
December 29, 2022, that Michael Holt, Esq. emailed Debtor's counsel
advising that he was representing the Rent Receiver and would
produce documents and appear for the deposition.
The Buyer executed a Contribution Agreement. The main points to the
Contribution Agreement are as follows:
* The purchaser will form an Opportunity Zone LLC in the State
of New Jersey;
* The total initial amount of the contribution will be
$6,000,000.00.
The Debtor has requested a copious payoff analysis from BCB Bank.
Once provided, the Debtor will have a better understanding of the
accurate payoff amount. Sale is anticipated to close on February
28, 2023 once the due diligence is complete.
Like in the prior iteration of the Plan, General unsecured claims
in Class 3 with a total amount of $5,000, not including Claimants
filing duplicative Claims 4 to 8, which have asserted a secured
claim in the amount of $550,881, shall be paid in full upon the
sale of the Properties on the Effective Date.
The Plan will be funded by the sale and/or refinance of the
Properties, with closing anticipated by February 28, 2023. There
shall be no prepayment penalty for any priority, administrative or
Class of claims. The Debtor is close to finalizing a sale to 130
Market Street Holdings, Inc., Eliseu Nasciment, Nayara DeMoura and
Coral Development Group, LLC (collectively, the "Buyers").
The Buyers are third parties completely unrelated to the Debtor
and/or Mr. Kwak. This is the only pending offer for the Properties.
The Debtor believes that the sale of the estate's interest in the
Properties is fair, reasonable, and in the best interests of the
estate and creditors, as the purchase price will be in an amount to
satisfy 100 Mile, once the amount of their secured claim is
determined. Therefore, the Debtor's proposed sale is for fair value
to a good faith purchaser and has substantial business
justification.
A full-text copy of the First Amended Disclosure Statement dated
January 5, 2023 is available at https://bit.ly/3GNVHmY from
PacerMonitor.com at no charge.
Counsel to the Debtor:
McMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue, Suite 201
Roseland, New Jersey 07068
(973) 622-1800
Anthony Sodono, III, Esq.
Sari B. Placona, Esq.
About John's Family Inc.
John's Family Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. N.J. Case No. 22-17234) on Sept. 13,
2022. In the petition signed by Kun Kwak, its shareholder, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Stacey L. Meisel oversees the case.
Anthony Sodono, III, Esq., at McManimon, Scotland & Baumann, LLC,
is the Debtor's counsel.
KC FXE AVIATION: In Chapter 11 Amid Dispute With Fort Lauderdale
----------------------------------------------------------------
KC FXE Aviation Investments LLC and affiliate Terminal Ventures,
LLC filed for Chapter 11 protection in the Southern District of
Florida.
The Debtors are Florida limited liability companies. Each of the
Debtors is wholly owned by FXE FBO Holdings, LLC, a Florida limited
liability company. FBO Holdings is majority owned by Ignacio
Martinez, who is an FAA-licensed private pilot with instrument and
multi-engine ratings and has a background in real estate
development.
KCFXE is a party to a lease agreement with the City of Fort
Lauderdale, which was entered into by the parties on Oct. 20, 2009
(the "FXE Lease"). In accordance with the FXE Lease, KCFXE leases
Parcel 8AB, which consists of approximately 8.7 acres of land
located at 5900 NW 24th Way, Fort Lauderdale, Florida 33309 (the
"Parcel 8AB") and is situated at the Fort Lauderdale Executive
Airport (the "FXE"). Parcel 8AB is used as a fixed base operation
or "FBO". While KCFXE holds the FXE Lease with the City, W
Aviation, LLC, which is an affiliate of the Debtors and wholly
owned by FBO Holdings, operates the FBO and, in doing so, provides
jet fuel, hangar space, ramp space, and other services. In turn, W
provides funds to the KCFXE sufficient to cover its operating
expenses, including, without limitation, rent due under the FXE
Lease.
On Feb. 24, 2020, TV entered into a lease agreement with the City
(the "TV Lease"). In accordance with the TV Lease, TV leases
Parcel 8G, which adjoins Parcel 8AB. Parcel 8G consists of
approximately 3 acres located at FXE and is to be used as a
"terminal building" for Parcel 8AB.
On May 28, 2021, the Debtors, W, and FBO Holdings (collectively,
the "Borrowers") entered a loan transaction with Dade County
Federal Credit Union (the "Lender"). In accordance with the Loan,
the Lender loaned $10,500,000, the proceeds of which were intended
to be used, in part, for purposes of funding the improvements under
the FXE Lease and the TV Lease. The Borrowers are current under
the Loan Documents and no default has ever been declared by the
Lender
The Debtors commenced Chapter 11 cases to preserve the FXE Lease,
the TV Lease, their value, and the value of the FBO, as well as to
complete the improvements under the FXE Lease and TV Lease. The
Debtors believe there is substantial equity in the assets and FBO
and, therefore, the Debtors wish to preserve the equity for the
benefit of creditors and equity.
According to court filings, KC FXE Aviation estimates between $10
million and $50 million in debt owed to 1 to 49 creditors. The
petition states that funds will not be available to unsecured
creditors.
Dispute with City of Fort Lauderdale
In June 2021, the Debtors began negotiations with a third party
(the "Third Party") regarding the sale of their interests under the
FXE Lease, the TV Lease, and the FBO, which were valued at
$35,000,000. The Third Party had a different development plan for
Parcel 8G, which provided, in part, for demolition of the building
situated on Parcel 8G.
The City was aware of, and encouraged, the discussions occurring
between the Debtors and Third Party. The City also endorsed the
proposed transaction and development plan proposed by Third Party.
On March 14, 2022, representatives of the Debtors, Ignacio
Martinez, and their counsel, met with representatives of the City,
including its Mayor, the Airport Director, the Assistant City
Attorney, and the Mayor's Chief of Staff. At the conclusion of the
meeting, the Mayor suggested an amendment to the TV Lease that
would (a) afford TV until the end of September 2022 to conclude
negotiations with Third Party, and (b) provide that TV would apply
for building permits before the end of 2022, necessary to complete
the 8G Phase 1 and 8G Phase 3 improvements, in the event the
negotiations with Third Party fell through.
Unbeknownst to the Debtors, it is believed the City had been
dealing directly with the Third Party, and in a drastic turn of
events, on April 14, 2022, TV was advised that the City would not
be moving forward with the Proposed Third Amendment, which had been
removed from the City Commission’s agenda.
On the very next day, April 15, 2022, the City notified TV of an
alleged default and provided TV 60 days to cure the default
relating to the 8G Phase 2 improvements.
On April 19, 2022, TV notified the City that it would cure the
alleged default and referenced the section of the TV Lease which
required TV to diligently, continuously and with reasonable
dispatch to cure the default, since the alleged default was not
related to a default in payment of rent.
Since the City's declaration of default, TV has proceeded, in
good-faith, including, without limitation, (a) receiving signed and
sealed construction plans, (b) engaging the services of a permit
expediter, (c) hiring a general contractor to submit permit
applications for 8G Phase 2, (d) commencing work on the 8G Phase 2
improvements, (e) obtaining the City's approval of TV's commercial
permit, and (f) obtaining the commercial permit, which will enable
TV to commence the remainder of work to complete the 8G Phase 2
improvements.
On June 24, 2022, TV attempted to make the June 2022 rent payment,
which was returned by the City, since the City alleged that the TV
Lease had been terminated, a position which is vehemently disputed
by the Debtors. The City then commenced an eviction action against
TV, and TV filed its answer, affirmative defenses, and
counterclaim. The litigation is pending before the County Court of
the Seventeenth Judicial Circuit in and for Broward County,
Florida, Case No. COWE-22-001830. To date, TV has expended more
than $2,000,000, and the improvements under the TV Lease, as
amended, should be completed within a matter of months.
As a result of the foregoing, the City has refused to facilitate
KCFXE's completion of the improvements under the FXE Lease.
Moreover, KCFXE has proceeded diligently towards completion of the
improvements under the FXE Lease.
The City offered to cooperate with KCFXE on Parcel AB, provided
that TV surrender possession of Parcel 8G; however, the Debtors'
lender was granted a leasehold mortgage against Parcel 8G and
Parcel 8AB. The City also pronounced to the aviation community
that it would be terminating the FXE Lease. To date, KCFXE has
expended approximately $25,000,000 on Parcel 8AB.
About KC FXE Aviation Investments
KC FXE Aviation Investments LLC and affiliate Terminal Ventures,
LLC, each filed a petition for relief under Subchapter V of Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 22-19815)
on Dec. 27, 2022. In the petition filed by Ignacio Martinez, as
designated representative, the Debtor reported assets and
liabilities between $1 million and $10 million.
The Debtor is represented by:
Michael D. Seese, Esq.
Seese, P.A.
5901 NW 24th Way
Fort Lauderdale, FL 33309
KIRBY CORP: Egan-Jones Retains BB Senior Unsecured Ratings
----------------------------------------------------------
Egan-Jones Ratings Company, on December 16, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by Kirby Corporation.
Headquartered in Houston, Texas, Kirby Corporation operates a fleet
of inland tank barges.
KURNCZ FARMS: PNL Devine Updates Liquidating Plan
-------------------------------------------------
PNL Devine, LLC, a secured creditor of Kurncz Farms Inc., submitted
an Amended and Restated Disclosure Statement for the Amended and
Restated Plan of Liquidation dated January 5, 2023.
The Amended Creditor Plan places control over the Debtor's assets
into the hands of a Liquidating Trustee to be sold for the benefit
of creditors on an expeditious and reasonable basis. Upon
confirmation of the Amended Creditor Plan, PNL Devine and the
Internal Revenue Service ("IRS") will be granted relief from the
stay to pursue foreclosure and other relief as to Real Property
owned by Kurncz family members and their trusts.
PNL Devine believes that the debts owed to PNL Devine and the IRS
could be paid in full from the liquidation of the Real Property.
The liquidation of the Real Property will reduce, and possibly pay
in full, the Secured Claims of PNL Devine and the IRS. If that
happens, then the unsecured and other creditors could be paid in
full from the liquidation of Debtor's assets. PNL Devine believes
the Amended Creditor Plan presents the best opportunity for
creditors to receive payment in this Case.
A Liquidation Plan is necessary because Debtor has a long history
of failing operations. Debtor has made efforts to generate
profitability, but its long history of forbearances, its inability
to obtain a substantially increased herd, and its accrual and
nonpayment of prepetition debts, among other issues, demonstrate
that a liquidation of Debtor is reasonable and in the best
interests of creditors.
According to Debtor's Combined Disclosure Statement and Plan,
Debtor's assets total $3,802,400.
The Schedules indicate that Ag Direct holds a secured claim of
$67,426.16 with collateral valued at $152,000; Bank of the West
Equipment Finance holds a secured claim of $48,956.32 with
collateral at $40,000; Deere & Company holds a secured claim of
$26,410.27 with collateral valued at $280,000; the IRS holds a
secured claim of $915,000 secured by all assets; and Debtor
indicates that PNL Devine holds a secured claim of $11,060,464.14
secured by all assets. According to the Schedules, the total of the
secured claims is at least $12,118,657.14.
The Schedules list unsecured claims of $3,377,312.84. According to
the Schedules, Debtor owes no priority unsecured claims, and Debtor
has no leases. If the assets owned Debtor were liquidated, it
appears unsecured claims and priority claims would receive no
distributions.
Like in the prior iteration of the Plan, the Trustee shall make
Distributions to Unsecured Allowed Claims as funds become available
and in accordance with this Amended Creditor Plan, on a pro rata
basis.
The plan shall be funded by the liquidation of Debtor's assets by
the Liquidating Trustee on an expeditious and reasonable basis.
Within 5 days of entry of the Confirmation Order, the UST will
appoint the Trustee. The Trustee will work with Debtor to cease
business operations in a manner giving due consideration to the
harvesting of crops and the case of Debtor's cattle herd. Upon
cessation of business operations, the Trustee will commence to
liquidate the assets of Debtor in a prudent and expeditious manner,
consistent with good business judgment.
As assets are sold, and except for the Secured Claims of the IRS
and PNL Devine, Allowed Secured Claims will be paid at each closing
of a sale, in order of priority, after payment of typical sale and
closing costs. Each holder of an Allowed Secured Claim will provide
at the time of closing on the sale of its collateral a partial or
full release, as appropriate, of its lien on the asset being sold.
The sale proceeds remaining after payment of typical sale and
closing costs and any Claims secured by a lien on the assets sold
will be retained by the Trustee (the "Escrowed Funds") for future
Distribution in accordance with this Amended Creditor Plan and an
Order of the Bankruptcy Court.
A full-text copy of the Amended and Restated Disclosure Statement
dated January 5, 2023 is available at https://bit.ly/3GPRoYq from
PacerMonitor.com at no charge.
The Creditor is represented by:
Scott H. Hogan, Esq.
Foster, Swift, Collins & Smith, P.C.
1700 E. Beltline Avenue NE, Suite 200
Grand Rapids, MI 49525
(616) 726-2207
About Kurncz Farms
Kurncz Farms, Inc., operates in the cattle ranching and farming
industry. The company is based in Saint Johns, Mich.
Kurncz Farms sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Mich. Case No. 21-02612) on Nov. 30, 2021,
listing as much as $10 million in both assets and liabilities.
Peter J. Kurncz, president of Kurncz Farms, signed the petition.
Susan M. Cook, Esq., at Warner Norcross + Judd, LLP and Barron
Business Consulting serve as the Debtor's legal counsel and
business consultant, respectively.
The U.S. Trustee for Region 17 appointed an official committee of
unsecured creditors in the Debtor's case on Nov. 22, 2021. The
committee is represented by Keller & Almassian, PLC.
LAREDO PETROLEUM: Egan-Jones Cuts Senior Unsecured Ratings to BB-
-----------------------------------------------------------------
Egan-Jones Ratings Company, on November 25, 2022, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Laredo Petroleum, Inc. to BB- from B+.
Headquartered in Tulsa, Oklahoma, Laredo Petroleum, Inc. is an
independent oil and gas company.
LAS VEGAS SANDS: S&P Affirms 'BB+' ICR, Outlook Negative
--------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' issuer credit ratings on Las
Vegas Sands Corp. (LVS) and its subsidiaries, including Sands China
Ltd. (SCL), and affirmed all issue-level ratings. S&P also removed
its ratings on the company from CreditWatch, where it placed them
with negative implications on July 7, 2022.
S&P said, "The negative outlook reflects continued stress on LVS'
revenue and cash flow in Macao, our forecast for negative free
operating cash flow in Macao in the first half of 2023, and our
expectation that leverage will remain above our 4.5x downgrade
threshold at least over the next several quarters." This is because
of the negative impact of COVID-19 on the company's operations in
Macao over the past three years and some uncertainty as to how the
recovery will unfold in an evolving public health environment
following China's relaxation of COVID-19 policies.
A more rapid easing of COVID-19 control measures in China than
previously anticipated should support Macao's GGR recovery in 2023
and allow LVS to reduce leverage below 4.5x by the end of 2023 on
an EBITDA run-rate basis. In December 2022, China and Macao shifted
away from their prior zero-COVID-19 policy stance, relaxing travel
restrictions, including testing and quarantine requirements. This
was earlier than S&P Global Ratings' prior expectation that the
government would relax its COVID-19 stance more systemically in
2023, likely in the second quarter, and that the relaxation would
be gradual. The ease of testing and quarantine measures, coupled
with the reinstatement of electronic visas (e-visas) on Nov. 1,
will lower entry hurdles for individuals entering Macao, likely
leading to more visitors this year than we previously assumed. S&P
said, "As a result, we believe Macao's GGR recovery could improve
more sustainably assuming the current virus wave begins to subside
over the coming weeks. Therefore, we are updating our base-case
forecast for Macao mass GGR to recover to 60%-70% of 2019 levels in
2023, the upper end of our previously published 50%-70% range. We
expect the recovery could be gradual in the first few months, as
high caseloads in China could make people reluctant to venture out
at least initially. However, we believe the recovery in mass GGR
could accelerate more significantly in the second half of the year
(to above 80% of 2019 levels) based on the recovery we have
observed in other gaming markets like Las Vegas and Singapore."
This should lower LVS' cash burn and support improvement in credit
measures over the next 12 months. LVS relies heavily on a recovery
in Macao to support leverage improvement as the region accounted
for approximately two-thirds of the company's 2019 property-level
EBITDA pro forma for the divestiture of its Las Vegas operations.
Based on S&P's revised forecasts for Macao's GGR, it estimates LVS'
EBITDA could be at 45%-60% of 2019 levels in 2023, and 75%-85% in
2024. As a result, LVS' leverage could end 2023 around 4.5x and
improve closer to 3x in 2024.
S&P said, "We believe LVS' high-quality gaming assets in the
world's deepest gaming markets will eventually recover.Although we
expect LVS' leverage to be above our 4.5x downgrade threshold for
the 'BB+' issuer credit rating through most of 2023, we are willing
to look out to late-2023 for LVS to restore credit measures on an
EBITDA run-rate basis because of the company's high-quality asset
portfolio and our belief that its gaming markets and assets will
eventually recover along with leisure, business, and group travel.
LVS has a good presence in the largest global gaming market (Macao)
which has good long-term growth prospects, limited licenses, and
typically caters to a large number of visitors with high
propensities to game. In addition, the company maintains a strong
market position in Singapore, which is a duopoly.
"In addition, the recovery experienced in other gaming markets
supports our view that Macao's gaming recovery will accelerate
following the relaxation of COVID-19 measures and travel
restrictions between mainland China and Macao." In Singapore, LVS'
Marina Bay Sands (MBS) mass gaming revenue recovered to 104% of
pre-pandemic levels in the third quarter of 2022 and passenger
volumes at Changi Airport have continued to strengthen, reaching
approximately 70% of 2019 levels in November 2022. Visitation to
Singapore has significantly improved since the relaxation of travel
restrictions in April 2022. In Las Vegas, despite visitation that
was 24% lower in 2021 because of a slow convention and group
recovery, gaming revenue on the Las Vegas Strip recovered to about
93% of 2019 levels. In 2022, visitor volume through November has
recovered to over 90% of 2019 levels and gaming revenue exceeds
2019 levels by almost 25%.
The award of a new concession in Macao eliminated licensing
uncertainty, but investments could slow deleveraging. The
government of Macao and Sands China (SCL) signed a new 10-year
gaming concession contract on Dec. 16, 2022, following the award of
the provisional concession on Nov. 26, 2022. This was in line with
our expectation that the six incumbent licensees would secure new
concessions. As part of the agreement, SCL agreed to invest a total
of $3.75 billion on both capital and operating projects, including
$3.5 billion in nongaming projects that will also appeal to
international visitors. These investment commitments will likely be
spread over the 10-year term of the new concession and include a
mixture of capital expenditures (capex) and operating expenses to
support nongaming amenities and events. SCL has not indicated the
breakdown between capex and operating expenses, although another
market participant, MGM, has preliminarily indicated the split will
be fairly even. S&P believes this level of investment will be
manageable for SCL as long as Macao's GGR begins to recover this
year. In addition, we expect that large-scale capex projects will
likely require design planning and government approvals before
beginning. However, depending on the timing and pace of spending,
these investments could slow improvement in cash flow and credit
measures.
S&P said, "We believe the company's financial policy supports the
rating and the company will prioritize restoring credit measures
before resuming any level of dividends.LVS operated with relatively
modest leverage in the years prior to the pandemic and entered it
with S&P Global Ratings-adjusted net leverage at 1.8x as of Dec.
31, 2019. The company took steps early on in the pandemic to
preserve its strong liquidity and protect its balance sheet,
including suspending its quarterly dividend program in the U.S. and
not paying a final dividend for 2019 from SCL due to the COVID-19
pandemic. We viewed this as a prudent decision because it preserved
the company's liquidity, which provided it with financial
flexibility to navigate the significant deterioration in its
operating performance in 2020 and a slow recovery. In addition, the
dividend suspension enabled LVS to continue its ongoing development
projects, particularly in Macao, which we believe will strengthen
its portfolio over the longer term.
"We believe LVS will be prudent in its decision to restart its U.S.
parent dividend program and that SCL's approach to its resumption
of dividends will be similar. We do not expect it to resume paying
dividends until its cash flow is recovering and it has clear
visibility around the sustainability of that recovery. As a result,
we have assumed in our base case that the company does not restart
dividends before 2024 given our forecast for its cash flow recovery
and leverage this year. Prior to resuming dividends, we believe the
company will focus on significantly reducing leverage and
rebuilding its sizable cash balances, especially in Macao, which
were somewhat depleted as a result of the pandemic. Furthermore, we
believe LVS will prioritize investing in the quality of its asset
base over restarting its dividends until credit measures have
substantially improved. We expect it will focus investments
primarily on finishing the renovation of its hotel rooms in
Singapore and beginning its Singapore expansion. Although the
timing and capex for the Singapore project are subject to revision
based upon the impact of the COVID-19 pandemic and have already
been delayed, the company has a committed delayed-draw term loan in
place to fund the development."
LVS should have strong liquidity to navigate a gradual recovery
this year, and asset sale proceeds will enhance liquidity and
support leverage improvement. LVS' cash and revolver availability
totaled $7.9 billion as of Sept. 30, 2022 (excluding remaining
availability of about $1 billion under its SCL revolver as that
currently matures in July 2023). The company had a further $2.57
billion of availability under a delayed-draw term loan to fund
planned expansion capex in Singapore. The company's liquidity
position was bolstered last year by the sale of its Las Vegas
resorts. S&P said, "We expect the company will continue to keep
these asset sale proceeds on the balance sheet as a liquidity
buffer until cash flow and credit measures have sustainably
recovered but may use them over the longer term for new development
projects. These new development projects are likely several years
away at the earliest. As a result, asset sale proceeds are a key
component of our forecasted leverage improvement in 2023 and 2024.
If the company were to use these asset sale proceeds this year or
next in a manner that delays deleveraging below our downgrade
threshold, for example for shareholder returns or acquisitions, we
could lower the rating."
S&P said, "The negative outlook reflects continued stress on LVS'
revenue and cash flow in Macao, our expectation that free operating
cash flow in Macao will remain negative in the first half of 2023,
and our expectation that leverage will remain above our 4.5x
downgrade threshold at least over the next several quarters. This
is because of the negative impact of COVID-19 on the company's
operations in Macao over the past three years and some uncertainty
as to how the recovery will unfold in an evolving public health
environment following China's relaxation of COVID-19 policies.
"The biggest downside risk to our 2023 forecast is that, when large
numbers of people contract COVID-19, fear among the public will
lead to more voluntary social distancing and more suspension of
activity and spending. We also can't fully rule out renewed
imposition of restrictions. This could cause a slower ramp in
Macao's mass GGR recovery. If Macao's mass GGR in 2023 does not
recover in a manner that would allow LVS to reduce our measure of
S&P Global Ratings-adjusted net debt to EBITDA to 4.5x or below in
late 2023 or early 2024 on an EBITDA run-rate basis, we could lower
the ratings. We could also lower the rating if LVS pursues a more
aggressive financial policy and resumes paying dividends or makes
share repurchases prior to improving leverage well below our 4.5x
downgrade threshold so that it has cushion to absorb potential
future operating volatility.
"We could revise our outlook to stable once we expect that LVS'
cash flow in Macao will recover in a manner that would reduce and
sustain leverage below 4.5x. This would likely result if pent-up
demand for gaming in Macao from customers in mainland China leads
to faster recovery in visitation and spend than we currently
anticipate in light of the ongoing public health situation."
ESG credit indicators: E-2, S-4, G-2
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Social - Health and safety
LHS BORROWER: Fidelity Fund Marks $29.4M Loan at 21% Off
--------------------------------------------------------
Fidelity Advisor Value Fund, a fund of Fidelity Advisor Series I,
has marked its $29,417,000 loan extended to LHS Borrower LLC to
market at $23,129,000, or 79% of the outstanding amount, as of
October 31, 2022, according to a disclosure contained in the Fund's
Form N-CSR for the fiscal year ended October 31, 2022, filed with
the Securities and Exchange Commission on December 21.
Fidelity Advisor Value Fund extended a term loan to LHS Borrower
LLC that carries 8.5787% interest (CME Term SOFR 1 Month Index +
4.750%). The loan is scheduled to mature on February 18, 2029.
Fidelity Advisor Value Fund is a fund of Fidelity Advisor Series I,
a Trust that is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company
organized as a Massachusetts business trust. Fidelity Management &
Research Company LLC (FMR) serves as investment manager.
LHS Borrower, LLC, a wholly owned subsidiary of Leaf Home
Solutions, LLC, is a direct-to-consumer home solutions platform
serving underserved markets with home safety and improvement
solutions throughout the United States and Canada. Leaf Home
Solutions, LLC was purchased through a leveraged buyout by Gridiron
Capital in 2016.
LTI FLEXIBLE PRODUCTS: $142M Bank Debt Trades at 11% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which LTI Flexible
Products Inc is a borrower were trading in the secondary market
around 89.4 cents-on-the-dollar during the week ended Friday,
January 6, 2023, according to Bloomberg's Evaluated Pricing service
data.
The $142 million facility is a Term loan that is scheduled to
mature on April 17, 2023. The amount is fully drawn and
outstanding.
LTI Flexible Products, Inc., doing business as Boyd Corporation,
provides metal and chemical products. The Company offers acoustic,
seals, molded rubber, gaskets, thermal insulation, cushioning,
shock absorption, bonding systems, and fabricated metal products.
Boyd serves customers worldwide.
LTI HOLDINGS: $315M Bank Debt Trades at 20% Discount
----------------------------------------------------
Participations in a syndicated loan under which LTI Holdings Inc is
a borrower were trading in the secondary market around 80.5
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $315 million facility is a Term loan that is scheduled to
mature on September 6, 2026. The amount is fully drawn and
outstanding.
LTI Holdings, Inc., doing business as Boyd Corporation, provides
environmental sealing and energy management solutions. The Company
offers gaskets, seals, custom hoses, components, adhesive bonding
systems, surface protection, RV bottom pans, moldings, and graphic
overlay and labels. Boyd serves customers worldwide.
MARCUSE COMPANIES: Hires Joseph F. Postnikoff as Legal Counsel
--------------------------------------------------------------
The Marcuse Companies, Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire the Law Offices of
Joseph F. Postnikoff, PLLC as its counsel.
The firm's services include:
a. advising the Debtor with respect to rights, powers and
duties as Debtor continues to operate and manage the business of
the Debtor;
b. advising the Debtor concerning, and assisting in the
negotiation and documentation of, agreements, debt restructuring,
and related transactions;
c. monitoring transactions proposed by the parties in interest
during the course of this case and advising the Debtor regarding
the same;
d. reviewing the nature and validity of liens asserted against
the property of the Debtor and advising the Debtor concerning the
enforceability of such liens;
e. advising the Debtor concerning the actions that might be
taken to collect and to recover property for the benefit of the
Debtor's estate;
f. reviewing and monitoring the Debtor's ongoing business;
g. preparing on behalf of the Debtor all necessary and
appropriate applications, motions, pleadings, draft orders, notices
and other documents, and reviewing all financial and other reports
to be filed in this chapter 11 case;
h. advising the Debtor concerning, and preparing responses to,
applications, motions, pleadings, notices and other papers that may
be filed and served in this chapter 11 case;
i. advising the Debtor in connection with any suggested or
proposed plans of reorganization;
j. counseling the Debtor in connection with the formulation,
negotiation and promulgation of a plan of reorganization; and
k. performing all other legal services for and on behalf of
the Debtor that may be necessary or appropriate in the
administration of this chapter 11 case.
The firm will be paid at these rates:
Partners $400 to $475 per hour
Associates $300 to $350 per hour
Paraprofessionals $120 per hour
The firm received an initial retainer of $10,000 with additional
$10,000 to be paid by Jan 20, 2023.
Law Offices of Joseph F. Postnikoff is a "disinterested person”
as that term is defined in Section 101(14) of the bankruptcy Code,
according to court filings.
The firm can be reached through:
Joseph F. Postnikoff, esq.
LAW OFFICES OF JOSEPH F. POSTNICKOFF, PLLC
777 Main St Ste 600
Forth Worth, TX 76102-5368
Tel: (817) 335-9400
Email: jpostnikoff@postnikofflaw.com
About The Marcuse Companies
The Marcuse Companies is a distributor of air compressors and air
compressor parts in North Texas. It also sells industrial sized
blast & paint rooms/booths.
The Marcuse Companies, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
22-43146) on Sep. 23, 2022. The petition was signed by Sydney A.
English as president. At the time of filing, the firm estimated
$500,000 to $1 million in assets and $1 million to $10 million in
liabilities.
Judge Edward L. Morris presides over the case.
Joseph F. Postnikoff, Esq. at the Law Offices of Joseph F.
Postnikoff, PLLC represents the Debtor as counsel.
MASTEC INC: Egan-Jones Retains BB Senior Unsecured Ratings
----------------------------------------------------------
Egan-Jones Ratings Company, on December 13, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by MasTec, Inc.
Headquartered in Coral Gables, Florida, MasTec, Inc. is a specialty
contractor operating across a range of industries.
MBIA INC: Egan-Jones Retains CCC- Senior Unsecured Ratings
----------------------------------------------------------
Egan-Jones Ratings Company, on December 23, 2022, maintained its
'CCC-' foreign currency and local currency senior unsecured ratings
on debt issued by MBIA Inc. EJR also maintained its 'C' rating on
commercial paper issued by the Company.
Headquartered in Purchase, Harrison, New York, MBIA Inc. provides
financial guarantee insurance and other forms of credit
protection.
MEDICINE RIVER: Seeks to Hire Klenda Austerman as Legal Counsel
---------------------------------------------------------------
Medicine River Ranch Operating Company, LLC seeks approval from the
U.S. Bankruptcy Court for the District of Kansas to hire Klenda
Austerman LLC as its general counsel.
The firm's J. Michael Morris and Eric W. Lomas will lead the
engagement.
The Debtor says it needs the firm's assistance in, inter alia,
investigating the actions of the debtor; consulting with the
debtor-in-possession, the U.S. Trustee, and any chapter 11 trustee;
participating in the formation of a Plan if desirable; and
reviewing other actions in the interest of unsecured creditors.
Current hourly rates of J. Michael Morris is $400; Eric W. Lomas,
$300; and legal assistants and paralegals, from $110 to $140.
Mr. Morris attests that the firm is disinterested to conduct the
case, and does not hold or represent an interest adverse to the
estate.
The firm may be reached at:
J. Michael Morris, Esq.
KLENDA AUSTERMAN LLC
301 North Main, Suite 1600
Wichita, KS 67202-4888
Tel: (316) 267-0331
Fax: (316) 267-0333
E-mail: jmmorris@klendalaw.com
About Medicine River Ranch Operating Company
Medicine River Ranch Operating Company, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankrutpcy Code (Bankr.
D. Kan. Case No. 22-11078) on Dec. 23, 2022. The petition was
signed by Harry W. Dawson, manager and sole member. At the time of
filing, the Debtor estimted $50,000 in assets and $100,001-$500,000
in liabilities.
The case was assigned to Judge Mitchell L Herren.
J. Michael Morris, Esq. at Klenda Austerman LLC represents the
Debtor as counsel.
METHANEX CORP: Egan-Jones Retains BB- Senior Unsecured Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on December 19, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Methanex Corporation.
Headquartered in Vancouver, Canada, Methanex Corporation produces
and markets methanol.
MLN US HOLDCO: $1.12B Bank Debt Trades at 63% Discount
------------------------------------------------------
Participations in a syndicated loan under which MLN US Holdco LLC
is a borrower were trading in the secondary market around 37.1
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $1.12 billion facility is a Term loan that is scheduled to
mature on November 30, 2025. About $281.0 million of the loan is
withdrawn and outstanding.
MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada,
provides phone systems, collaboration applications (voice, video
calling, audio and web conferencing, instant messaging etc.) and
contact center solutions through on-site and cloud offerings. The
company's customer focus is on small and medium sized businesses.
Mitel is majority-owned by Searchlight Capital Partners, a private
equity firm.
MUSCLE MAKER: Board Appoints Benjamin Petel as Director
-------------------------------------------------------
Aggia LLC FC has nominated Benjamin Petel to the Muscle Maker,
Inc.'s Board of Directors as the initial Designated Director and
the Board voted to increase its size from seven to eight and
appointed Mr. Petel as a director to fill such vacancy, as
disclosed in a Form 8-K filed by the Company with the Securities
and Exchange Commission.
On Oct. 19, 2022, Muscle Maker formed Sadot LLC, a Delaware limited
liability company and a wholly owned subsidiary of the Company. On
Nov. 14, 2021, the Company, Sadot and Aggia LLC FC, a company
formed under the laws of United Arab Emirates, entered into a
Services Agreement whereby Sadot engaged Aggia to provide certain
advisory services to Sadot for creating, acquiring and managing
Sadot's business of delivering food farm to table, wholesaling food
and engaging in the purchase and sale of physical food commodities.
The closing date of the Services Agreement was Nov. 16, 2022. The
parties entered into an Addendum 1 to the Services Agreement on
Nov. 17, 2022.
Subject to certain net income thresholds, Aggia has the right to
nominate up to eight directors to the Board of Directors of the
Company, seven of which will meet the independence requirements of
the NASDAQ Capital Market and the Company will take such actions as
reasonably required to name the directors which Aggia has the right
to nominate to the Board.
Mr. Petel has been appointed as the Company's managing member
representative for Sadot. Mr. Petel will serve as a director until
the Company's next annual meeting of stockholders and until his
successor is elected and duly qualified. Mr. Petel will receive an
annual cash fee of $22,000 and $8,000 annually in shares of common
stock both of which are paid quarterly. The equity component
utilizes the closing price as of the last day of the quarter. Since
Jan. 1, 2020, the Company and Mr. Petel have not entered into any
transaction nor is there any currently proposed transaction, in
which the Company was or is to be a participant involving an amount
exceeding $120,000, and in which Mr. Petel had or will have a
direct or indirect material interest.
Mr. Petel, age 44, has been engaged as a Business Development
Specialist in the global agricultural commodity trading field for
the past decade. His experience spans across the various aspects
of international commodity trading, finance and operations. In
addition, Mr. Petel has worked in other fields as a Business
Development and strategic networking expert, initiating and
executing multi-million dollar projects across the globe. From
2019 through 2022, Mr. Petel has been engaged as a Business
Development Specialist and consultant to various agriculture and
food companies in capacities ranging from corporate finance and M&A
to commercial development and operational control. In addition,
from 2015 and until 2019, Mr. Petel served as a strategic
networking specialist in various fields and industries. Mr. Petel
received a Bachelor of Arts in Business Administration and General
Management from Bar-Ilan University in 2014. Based on his
experience within the wholesale food industry, the Company has
deemed Mr. Petel as a fit to serve on the Board.
About Muscle Maker
Headquartered in League City, Texas, Muscle Maker, Inc. is the
parent company of "healthier for you" brands delivering food
options to consumers through traditional and non-traditional
locations such as military bases, universities, delivery and direct
to consumer ready-made meal prep options. Brands include Muscle
Maker Grill restaurants, Pokemoto Hawaiian Poke and SuperFit Foods
meal prep.
Muscle Maker reported a net loss of $8.18 million for the year
ended Dec. 31, 2021, a net loss of $10.10 million for the year
ended Dec. 31, 2020, and a net loss of $28.39 million for the year
ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had $25.38
million in total assets, $6.45 million in total liabilities, and
$18.93 million in total stockholders' equity.
MUSCLEPHARM CORP: U.S. Trustee Appoints Creditors' Committee
------------------------------------------------------------
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Chapter 11 case of MusclePharm
Corporation.
The committee members are:
(1) MHF Opco, LLC fka Mill Haven Foods, LLC
211 Leer Street
New Lisbon, WI 53950
Phone: (608) 553-5862
Email: brian@millhavenfoods.com
Identified Counsel:
Douglas Poland, Esq.
Stafford Rosenbaum, LLP
222 W. Washington Ave, Suite 900
Madison, WI 53701
Phone: (608) 259-2663
Email: dpoland@staffordlaw.com
(2) Atlantic Grain & Trade
Attn: Anthony Reno
1472 White Oak Drive
Chaska, MN 55318
Phone: (952) 283-1418
Email: treno@atlanticgrain.com
(3) JW Nutritional, LLC
Attn: Jesse Windrix
601 Century Parkway, Suite 300
Allen, TX 75013
Phone: (214) 221-0404
Email: jesse@jwnutritional.com
Identified Counsel:
Adam K. Marshall, Esq.
Barrow & Grim, PC
110 W. 7th Street, Suite 900
Tulsa, OK 74119
Phone: 918-584-1600
Email: marshall@barrowgrimm.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About MusclePharm Corp.
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTCQB:MSLP) -- http://www.musclepharm.com/and
http://www.musclepharmcorp.com/-- is a lifestyle company that
develops, manufactures, markets and distributes branded nutritional
supplements. The Company offers a broad range of performance
powders, capsules, tablets, gels and on-the-go ready to eat snacks
that satisfy the needs of enthusiasts and professionals alike.
MusclePharm filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
22-14422) on Dec. 15, 2022. In the petition filed by its chief
executive officer, Ryan Drexler, the Debtor reported assets and
liabilities between $10 million and $50 million.
The Honorable Natalie M. Cox is the case judge.
The Debtor is represented by Samuel A. Schwartz, Esq., at Schwartz
Law, PLLC.
MUSE THREADS: Seeks to Hire Belmont Firm as Reorganization Counsel
------------------------------------------------------------------
Muse Threads Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Columbia to hire The VerStandig Law Firm, LLC d/b/a
The Belmont Firm as its general reorganization counsel.
The firm will render these legal services:
(a) prepare and file all necessary legal papers;
(b) negotiate with creditors, equity holders, and other
interested parties;
(c) represent the Debtor in any adversary proceedings,
contested matters, and other proceedings before this honorable
court;
(d) prepare a plan of reorganization on behalf of the Debtor;
and
(e) other necessary legal services.
The hourly rates of the firm's attorneys and staff are as follows:
Partners $500
Associates $250
Paralegals $100
Mahlon Mowrer, Esq., a member of The Belmont Firm, disclosed in a
court filing that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Mahlon J. Mowrer, Esq.
THE BELMONT FIRM
1050 Connecticut Avenue, NW, Suite 500
Washington, DC 20036
Phone: (202) 930-4010
E-Mail: mahlon@dcbankruptcy.com
About Muse Threads Inc.
Muse Threads Inc. operates an e-commerce clothing store.
Muse Threads Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No.
22-00238) on Dec. 23, 2022. The petition was signed by Whitney
Mirts as majority shareholder. At the time of filing, the Debtor
estimated $1,639,487 in assets and $784,772 in liabilities.
Judge Elizabeth L. Gunn presides over the case.
Mahlon Mowrer, Esq. at The Belmont Firm represents the Debtor as
counsel.
MY FLORIDA CASE: Taps Van Horn Law Group as Bankruptcy Counsel
--------------------------------------------------------------
My Florida Case Management Services, LLC seeks approval from the
U.S. Bankruptcy Court for the Sothern District of Florida to hire
Van Horn Law Group, P.A. as its counsel.
The firm's services include:
(a) advising the Debtor regarding its powers and duties in the
continued management of its business operations;
(b) advising the Debtor regarding its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) preparing legal papers;
(d) protecting the interest of the Debtor in all matters
pending before the court; and
(e) represent the Debtor in negotiation with its creditors in
the preparation of a Chapter 11 plan.
The firm will be paid at these rates:
Chad Van Horn, Esq. $450 per hour
Associate Attorneys $350 per hour
Senior Paralegals $225 and $250 per hour
Law Clerks/Paralegals $175 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The Debtor paid the firm a retainer of $6,000 plus $1,738 filing
fee.
Chad Van Horn, Esq., an attorney at Van Horn Law Group, disclosed
in a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Chad Van Horn, Esq.
Van Horn Law Group, PA
330 North Andrews Avenue, Suite 450
Fort Lauderdale, FL 33301-1012
Telephone: (954) 637-0000
Email: chad@cvhlawgroup.com
About My Florida Case Management Services
My Florida Case Management Services, LLC is a community behavioral
health in Sweetwater, Florida.
My Florida Case Management Services, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Fla. Case No. 22-19656) on Dec, 20, 2022. At the time of
filing, the Debtor estimated $500,001 to $1 million in both assets
and liabilities.
The case was assigned to Judge Robert A Mark.
Chad T Van Horn, Esq. at Van Horn Law Group, P.A. represents the
Debtor as counsel.
NATIONAL CINEMEDIA: Regal Entertainment, Cineworld Hold 33.2% Stake
-------------------------------------------------------------------
Regal Entertainment Group and Cineworld Group plc disclosed in a
Schedule 13D/A filed with the Securities and Exchange Commission
that as of Dec. 28, 2022, they beneficially own 40,683,797 shares
of common stock of National CineMedia, Inc., representing 33.2% of
the shares outstanding.
The percentage was calculated based on a total of 122,683,949
shares of Common Stock consisting of (i) 82,000,152 shares of
Common Stock outstanding as of Nov. 3, 2022, as reported in the
Issuer's Form 10-Q, as amended, filed on Nov. 9, 2022 and (ii)
40,683,797 shares of Common Stock issued in exchange for, and upon
redemption of, 40,683,797 common membership units of NCM LLC on a
one-for-one basis in accordance with the redemption right set forth
in LLC's Third Amended and Restated Limited Liability Company
Operating Agreement, as amended.
On Dec. 28, 2022, pursuant to the redemption right in the NCM LLCA,
Regal Cinemas, Inc. and Regal CineMedia Holdings, LLC, each a
wholly-owned subsidiary of Regal Entertainment Group, received
40,683,797 newly issued shares of Common Stock in exchange for
40,683,797 NCM Units, pursuant to the redemption right set forth in
the NCM LLCA. In accordance with the terms of the NCM LLCA, no
payments were made by or on behalf of any party in connection with
the December Exchange.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1168696/000110465922131400/tm2233777d1_sc13da.htm
About National CineMedia
National CineMedia Inc. (NCM) is a cinema advertising network in
the U.S., which unites brands with the power of movies and
engage movie fans anytime and anywhere. NCM's Noovie pre-show is
presented exclusively in 50 leading national and regional theater
circuits including AMC Entertainment Inc. (NYSE:AMC), Cinemark
Holdings, Inc. (NYSE:CNK) and Regal Entertainment Group (a
subsidiary of Cineworld Group PLC, LON: CINE). NCM's cinema
advertising network offers broad reach and audience engagement
with over 20,700 screens in over 1,600 theaters in 195 Designated
Market Areas (all of the top 50). NCM Digital and
Digital-Out-Of-Home (DOOH) go beyond the big screen, extending
in-theater campaigns into online, mobile, and place-based marketing
programs to reach entertainment audiences. National CineMedia,
Inc. (NASDAQ:NCMI) owns a 48.3% interest in, and is the managing
member of, National CineMedia, LLC. On the Web: HTTP://www.ncm.com/
and HTTP://www.noovie.com/
National Cinemedia reported a net loss attributable to the company
of $48.7 million in 2021, compared to a net loss attributable to
the company of $65.4 million for the year before. For the six
months ended June 30, 2022, the Company reported a net loss
attributable to the company of $25.9 million on $103 million of
revenue compared to a net loss attributable to the company of $42.1
million on $19.4 million of revenue for the six months ended July
1, 2021. As of Sept. 29, 2022, the Company had $775.4 million in
total assets, $1.23 billion in total liabilities, and a total
deficit of $453.8 million.
* * *
As reported by the TCR on Oct. 5, 2022, S&P Global Ratings lowered
its issuer credit rating to 'CCC' from 'B-' on National Cinemedia
Inc. to reflect the increased risk of a default event due to
upcoming debt maturities and expected covenant breaches over the
next 12 months.
NECESSITY RETAIL: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed The Necessity Retail REIT, Inc. (RTL)
and The Necessity Retail REIT Operating Partnership, L.P.'s
Long-Term Issuer Default Ratings (IDRs) at 'BB'. The Rating
Outlooks remain Stable.
The rating action corrects an error discovered in the rating
actions dated Dec. 19, 2022 and Dec. 21, 2021 in which Fitch
overstated the issuer's liquidity. The liquidity analysis in these
rating actions calculated availability under the revolving credit
facility as commitments less borrowings rather than capacity based
on the borrowing base less borrowings. Correction of the error did
not result in any changes to the Ratings or Outlooks, as Fitch
believes the issuer has sufficient liquidity for the rating given
the lack of recourse debt maturities through the rating horizon.
The 'BB' IDR and prior downgrade reflect Fitch's expectation that
leverage will remain elevated following the $1.3 billion CIM
portfolio acquisition. Material deleveraging will be difficult via
equity issuance given the large and persistent discount at which
RTL shares trade relative to consensus net asset value (NAV)
estimates and via asset sales as the transaction market adjusts
pricing expectations to reflect higher interest rates, given debt
availability for buyers is less plentiful amid a weakening economic
backdrop.
The ratings also consider the expectation of generally durable cash
flows from rental revenues, improving asset quality as it executes
its strategic shift away from a primary focus on single-tenant
retail properties and limited near-term debt maturities. These
factors are offset in part by the indirect effects of its
externally managed structure (e.g. Fitch's view of relative access
to capital), declining unencumbered asset coverage of unsecured
debt (UA/UD), and the REIT's limited operating history.
KEY RATING DRIVERS
Leverage Elevated Post-CIM Portfolio Acquisition: Fitch expects
REIT leverage to increase to the mid-9x as of YE 2022, due to the
timing effects of the CIM portfolio acquisition, and settle in the
low- to mid-8x range through the remainder of the forecast period.
Fitch considers leverage of 8x-9x for RTL at 'BB'.
In Fitch's view, the issuer's plan to de-lever, which was to be
achieved through continued lease-up within the portfolio, asset
sales and equity issuance under its at-the-market (ATM) equity
offering program, has and will continue to face headwinds. While
there is minimal-to-moderate execution risk to RTL's asset sales
during 2022 and 2023 (forecasted to be $402 million and $262
million, respectively), equity issuance has been challenging, given
the large and persistent NAV discount (59%) at which RTL shares
trade. Fitch's rating case assumes $108 million of equity issuance
during 2022 and $75 million during 2023, compared to the previous
expectation of $330 million and $250 million, respectively.
The company's difficult position is further exacerbated by the
current challenging economic and financial trends. In addition to
higher capital costs, wider bid-ask spreads in cap rates, and
increased uncertainty in both capital markets and commercial
property transactions, Fitch expects growth to slow for the net
lease sector, with moderated demand and leasing.
Acquisition Represents A Favorable Strategy Shift: The CIM
portfolio acquisition, which represented a strategic shift away
from a primary focus on single-tenant retail properties, provides
several benefits to RTL's credit profile. The transaction resulted
in numerous portfolio enhancements, including increased
multi-tenant occupancy (90.6% as of 3Q22 vs. 87.6% as of 4Q21, the
last full quarter prior to the CIM portfolio acquisition), reduced
top-10 tenant straight-line rent (SLR) concentration (28%
annualized vs. 38%), reduced SLR derived from office assets (1% vs.
7%), and increased emphasis on necessity-based retail tenants,
which now account for 55% of portfolio SLR.
Moreover, the deal increased RTL's operating scale and portfolio
granularity. Based on annualized rental income on a straight-line
basis as of Sept. 30, 2022, single- and multi-tenant properties
comprised 47% and 53% of its total portfolio, respectively.
Externally Managed Structure: Fitch views RTL's external management
structure as a modest credit negative that could result in
persistent equity valuation discount, which challenges the
execution of its acquisition-led growth strategy. Fitch believes
institutional investors generally favor internally managed REIT
structures given dedicated management and fewer related party
transactions and potential conflicts of interest. RTL is managed by
AR Global Investments, LLC, a $12 billion global real estate asset
manager.
Net Lease Mortgage Notes: RTL's ABS funding program has mixed
implications for its credit profile. As the buyers are typically
ABS-focused and not traditional commercial real estate lenders, RTL
has access to an incremental source of capital compared to peers,
which Fitch views as a credit positive. Moreover, as the structure
is more flexible than CMBS in regard to asset sales and
substitutions, it allows RTL to re-tenant or dispose of
underperforming assets with greater ease than if held in a CMBS
structure, thus better matching the investment strategy of focusing
on non-rated entities.
Further, the program demonstrates leveragability and contingent
liquidity for the company's portfolio. Nonetheless, Fitch expects
diminished capital market activity overall in 2023.
Limited Operating History: RTL's rapid growth and shorter operating
history result in limited comparable performance metrics, even more
so with the CIM portfolio acquisition. Positively, the company's
occupancy and collection rates have been strong during the
pandemic, likely aided by its necessity-based service retail focus
and high percentage of IG-rated tenants.
DERIVATION SUMMARY
RTL's 'BB' ratings consider the expectation of generally durable
cash flows offset by higher leverage and weaker relative access to
capital. Fitch views RTL's portfolio quality favorably and believes
it has improved following the CIM portfolio acquisition. However,
certain of the company's metrics, including occupancy, are weaker
than its net lease peers and the weighted average lease term of
seven years is also lower than the Fitch-rated net lease average of
10 years.
RTL's credit metrics are weaker than net lease peers Getty Realty
Corp. (GTY; BBB-/Stable), Four Corners Property Trust, Inc. (FCPT;
BBB/ Stable) and Essential Properties Realty Trust, Inc. (EPRT;
BBB/Stable), which have leverage policies ranging from the mid-4x
to 6.0x. RTL and Global Net Lease, Inc. (GNL; BB+/Stable) are
relatively comparable from a leverage standpoint.
Fitch rates the IDRs of the parent REIT and subsidiary operating
partnership on a consolidated basis, using the weak parent/strong
subsidiary approach and open access and control factors, based on
the entities operating as a single enterprise with strong legal and
operational ties. Fitch applies 50% equity credit to the company's
perpetual preferred securities given the cumulative nature of
coupon deferral. The instruments are subordinated to debt, lack
material covenants and the terms of the change of control do not
negate the equity credit judgement. Certain metrics calculate
leverage including preferred stock.
KEY ASSUMPTIONS
- Negative SSNOI growth assumption in 2022, with low-single digit
SSNOI growth in 2023-2025;
- Approximately $1.4 billion of acquisitions in 2022, $75 million
in 2023, and $300 million in 2024-2025 at 7%-9% yields;
- Dispositions of over $400 million and $260 million in 2022 and
2023, respectively, with minimal dispositions in the following
years;
- Equity issuance of over $100 million in 2022, $75 million in
2023, and $175 million in 2024-2025.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- REIT leverage (net debt to recurring operating EBITDA) sustaining
below 8.0x;
- Greater demonstrated access to unsecured debt capital;
- Unencumbered assets to unsecured debt (UA/UD) at or above 1.5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- REIT leverage (net debt to recurring operating EBITDA) sustaining
above 9.0x;
- UA/UD sustaining at or below 1.0x;
- Portfolio operational underperformance with respect to occupancy,
tenant retention and rent spreads.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity Given Non-Recourse Maturities: Fitch estimates
RTL's base case liquidity coverage at 0.3x-0.4x for the Oct. 1,
2022 to Dec. 31, 2024 period, though Fitch notes that none of the
maturities through 2024 are recourse and the ratio is 0.9x when
assuming the amounts related to non-recourse mortgages are mostly
refinanced. Moreover, Fitch expects these ratios to improve
meaningfully pro forma for dispositions completed in 4Q22 and
expected to be completed in 2023 as referenced in the company's 8-K
dated Dec. 21, 2022.
As of Sept. 30, 2022, RTL had $41 million in cash and $40 million
of availability under the revolving credit facility given the
borrowing base and borrowings as of Sept. 30, 2022. RTL does not
have any material maturities, with 0%, 10%, 2% and 25% due in 2022,
2023, 2024 and 2025, respectively. The senior unsecured revolver is
due in April 2026 subject to the company's right to extend the
maturity by up to two six-month terms and the notes are due in
2028.
Of note, the company does not engage in development projects and
the double- and triple-net lease nature of the business does not
require material recurring maintenance capex, although Fitch
expects capex needs to increase due to the CIM portfolio
acquisition and includes these amounts in the above analysis. The
company has established and used at-the-market issuance programs
for common and preferred stock, which Fitch views favorably.
However, RTL shares currently trade at a discount to NAV, which has
and could continue to temper equity issuances.
Contingent Liquidity: Fitch estimates RTL's net unencumbered asset
coverage of unsecured debt at 1.5x based on a stressed cap rate of
10.0% at Sept. 30, 2022, which is expected for U.S. equity REITs in
the 'BB' category. Fitch views contingent liquidity as an important
ratings consideration as it allows the company to encumber its
assets during periods of liquidity stress and access the secured
mortgage market to service its debt maturities.
ISSUER PROFILE
The Necessity Retail REIT (RTL) is an externally managed REIT
focusing on acquiring and managing a diversified portfolio of
primarily service-oriented and traditional retail and
distribution-related commercial real estate properties located
primarily in the United States.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
The Necessity Retail
REIT Operating
Partnership, L.P. LT IDR BB Affirmed BB
senior unsecured LT BB Affirmed RR4 BB
The Necessity Retail
REIT, Inc. LT IDR BB Affirmed BB
senior unsecured LT BB Affirmed RR4 BB
NERVIVE INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Nervive, Inc.
5900 Landerbrook Drive
Cleveland, OH 44124
Business Description: Nervive is a for-profit corporation
incorporated in Delaware in December 2013,
with headquarters in North East Ohio.
Nervive is the developer of VitalFlow
stimulator as an emergency treatment for
stroke.
Chapter 11 Petition Date: January 8, 2023
Court: United States Bankruptcy Court
District of Delaware
Case No.: 23-10009
Debtor's Counsel: Bradley P. Lehman, Esq.
GELLERT SCALI BUSENKELL & BROWN, LLC
1201 N. Orange Street
Suite 300
Wilmington, DE 19801
Tel: 302-425-5800
Fax: 302-425-5814
Email: blehman@gsbblaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Emilio Sacristan as chief executive
officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/34SEAMI/Nervive_Inc__debke-23-10009__0001.0.pdf?mcid=tGE4TAMA
NEWAGE INC: Amends Plan; Confirmation Hearing Feb. 8
----------------------------------------------------
NewAge, Inc., et al., submitted a Third Amended Proposed Combined
Disclosure Statement and Joint Chapter 11 Plan of Liquidation dated
January 5, 2023.
The Debtors filed these Chapter 11 Cases to effectuate a going
concern sale of their assets and an orderly winding down of their
Estates. The Chapter 11 Cases provided the Debtors with the best
path forward to address their liquidity concerns and maximize value
for all their stakeholders.
The general and administrative claim bar dates have passed; the
governmental claim bar date is February 27, 2023. The Debtors are
in the process of analyzing the filed proofs of claim and will
object to several that the Debtors believe are meritless or over
stated.
NewAge was the ultimate parent entity for the Debtors and the
non-debtor affiliates. However, pursuant to the Sale, NewAge sold
its stock in Holdings, thereby severing NewAge's equity interest in
Holdings. While Morinda was a subsidiary of Holdings, its stock was
not sold as part of the Sale but only its assets. As of August 10,
2022, there were 244 holders of record of NewAge's common stock and
168,213,761 shares outstanding. Because NewAge's common stock is
held through several brokerage firms, the number of beneficial
stockholders is far greater than the number of holders of record.
On October 17, 2022, the Bankruptcy Court entered an Order (I)
Authorizing the Sale of Assets of the Debtors Free and Clear of All
Liens, Claims, Encumbrances, and Interests; (II) Approving the
Final Asset Purchase Agreement; (III) Authorizing the Assumption
and Assignment of Certain Executory Contracts and Unexpired Leases;
and (IV) Granting Related Relief (the "Sale Order"), thereby
approving the Sale of substantially all of NewAge's, Ariix's, and
Morinda's assets and Holding's equity to DIP Financing, LLC.
On October 17, 2022, the Sale closed. Since the Sale has closed,
the Debtors have continued to work towards reconciling various
accounting issues with DIP Financing that may affect creditors'
recovery. Specifically, after the Sale closed, DIP Financing
retained certain Cash held in the Debtors' bank accounts while the
parties have attempted to work through the reconciliation process.
After entry of the Sale Order, the Debtors have worked toward
preparing an orderly wind-down of the Chapter 11 Cases and the
proposal of a liquidating Chapter 11 plan.
As of the date hereof, the Remaining Assets that will be used for
distribution to creditors consist of (i) the Liquidation Trust with
an initial principal amount of at least $1,500,000; (ii) causes of
action against certain of the Debtors' officers and directors in
the Kwikclick Lawsuit, which are being assigned to the Liquidation
Trust, and of which there may or may not be up to $35,000,000.00 of
D&O insurance coverage available; (iii) all other Causes of Action,
all of which causes of action are specifically preserved and
assigned to the Liquidation Trust; and (iv) any remaining Cash on
hand. The Debtors project that there will be approximately
$1,500,000.00 of net distributable assets to the Liquidation Trust,
in addition to claim recoveries which amounts are currently
undetermined.
The Amended Combined Disclosure Statement and Plan does not alter
the proposed treatment for unsecured creditors and the equity
holder:
* Class 2 comprises all General Unsecured Claims against the
Debtors in the Allowed amount greater than the Convenience Claim
Threshold and who have not voluntarily reduced their General
Unsecured Claim to participate in Class 3. Except to the extent
that a holder of an Allowed General Unsecured Claim has agreed to a
different treatment of such Claim, and only to the extent that any
such Allowed Claim has not been paid by the Debtors prior to the
Effective Date, each holder of an Allowed Class 2 Claim will
receive its Pro Rata Share of an interest in the Liquidation Trust
Assets.
* Class 3 comprises (i) all General Unsecured Claims against
the Debtors in the Allowed amount at or below the Convenience Claim
Threshold and (ii) those holders of General Unsecured Claims
greater than the Convenience Claim Threshold who voluntarily
reduced their General Unsecured Claim to an amount to the
Convenience Claim Threshold when they submit their Ballot. Each
holder of an Allowed Class 3 Claim will receive a Distribution
within 30 days of the Effective Date equal to 50% of its Allowed
General Unsecured Claim unless the amount deposited in the GUC
Administrative Convenience Account is not sufficient to allow for
this percentage distribution, in which case the holders of an
Allowed Class 3 Claim will receive their Pro Rata Share, which will
be less than 50% of each Allowed General Unsecured Claim.
* Class 6 comprises all Interests in NewAge. Each holder of an
Interest in NewAge will receive a Pro Rata Share of an interest in
the Liquidation Trust Assets that is subordinated to the holders of
Allowed General Unsecured Claims in Class 2 and Subordinated Claims
in Class 4 and will only receive a Distribution after Classes 2 and
4 claimants are Paid in Full. On the Effective Date all Interests
in NewAge will be cancelled.
* Class 7 comprises all Intercompany Interests. On the
Effective Date all Intercompany Interests will be cancelled, and
holders of such Interests shall receive no Distribution on account
of such Interests.
Combined Hearing on adequacy of disclosures and confirmation of the
Plan shall be held on February 8, 2023.
Objections to confirmation of the Plan must be filed and served by
January 27, 2023 at 4:00 p.m. Ballots from voting creditors must be
received by January 27, 2023 at 5:00 p.m.
A full-text copy of the Third Amended Disclosure Statement and Plan
dated January 5, 2023 is available at https://bit.ly/3CxQ1ej from
PacerMonitor.com at no charge.
Counsel for the Debtors:
Annette Jarvis, Esq.
Michael F. Thomson, Esq.
Carson Heninger, Esq.
GREENBERG TRAURIG, LLP
222 S. Main Street, Suite 1730
Salt Lake City, UT 84101
Telephone: (801) 478-6900
Facsimile: (801) 303-7397
E-mail: JarvisA@gtlaw.com
ThomsonM@gtlaw.com
Carson.Heninger@gtlaw.com
- and -
Alison Elko Franklin, Esq.
GREENBERG TRAURIG, LLP
3333 Piedmont Road, NE, Suite 2500
Atlanta, GA 30305
Telephone: (678) 553-2100
Facsimile: (678) 553-2212
E-mail: Alison.Franklin@gtlaw.com
- and -
Anthony W. Clark, Esq.
Dennis A. Meloro, Esq.
GREENBERG TRAURIG, LLP
222 Delaware Avenue, Suite 1600
Wilmington, DE 19801
Telephone: (302) 661-7000
Facsimile: (302) 661-7360
E-mail: Anthony.Clark@gtlaw.com
Dennis.Meloro@gtlaw.com
About NewAge Inc.
NewAge Inc. (Nasdaq: NBEV) -- http://www.NewAgeGroup.com/-- a
Utah-based company, commercializes a portfolio of organic and
healthy products worldwide primarily through a direct-to-consumer
(D2C) route to market distribution system across more than 50
countries. The company competes in three major category platforms
including health and wellness, inner and outer beauty, and
nutritional performance and weight management.
NewAge Inc. and certain of its subsidiaries, Ariix LLC, Morinda
Holdings, Inc., and Morinda, Inc., sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No.
22-10819) on August 30, 2022.
NewAge reported total assets of $310,902,000 against total
liabilities of $149,447,000 as of the bankruptcy filing.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Greenberg Traurig, LLP as bankruptcy counsel and
SierraConstellation Partners, LLC as financial advisor. Houlihan
Lokey Capital, Inc. conducted the pre-bankruptcy marketing process
for the Debtors. Stretto is the claims agent.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on Sept. 14,
2022. Cole Schotz P.C. and Dundon Advisers LLC serve as the
committee's legal counsel and financial advisor, respectively.
OMNIQ CORP: Q Shield to be Deployed in Two Additional Iowa Cities
-----------------------------------------------------------------
OMNIQ Corp. said it has been selected by the Cities of
Mitchellville, Iowa and Jewell, Iowa to deploy its Q Shield Safe
City System, based on vehicle recognition systems (VRS) technology
and its cloud based citation management platform. Q Shield
identifies any vehicle driving through the city which is on a
National Crime Information Center (NCIC) data base or the cities
local Bureau of Investigations Database and cites violators who
drive through the city with outstanding traffic violations, and
provide notifications for law enforcement and local authorities,
that allow proactive actions preventing risks from becoming events.
Q Shield is used by law enforcement as a force multiplier and a
strong investigation tool. The system will also identify
additional alerts such as for unregistered vehicles.
Shai Lustgarten, CEO commented "With continued momentum in our Safe
City product, Q Shield, we are excited to expand our footprint in
the state of Iowa. With the addition of Mitchellville and Jewell,
we now have 16 cities under contract nationwide. Our pipeline
continues to grow both in Iowa and in several other states across
the country. This is significant for not only our company but also
for the people and communities who have trusted our technology to
improve everyday lives with an unbiased approach. In addition to
added protection, each city benefits financially with the use of
our Vehicle Recognition Technology adding to the overall impact of
partnering with OMNIQ. We look forward to continuing the momentum
and achieving significant recurring revenue for many years to
come."
Q Shield, OMNIQ's AI-based machine vision VRS solution uses
patented Neural Network algorithms that imitate human brains for
pattern recognition and decision-making. More than 17,000 OMNIQ AI
based machine vision sensors are installed worldwide, including
approximately 7,000 in the U.S.
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 Sept. 30, 2022, the Company had
$70.34 million in total assets, $77.91 million in total
liabilities, and a total deficit of $7.56 million.
PACESETTER MANUFACTURING: Voluntary Chapter 11 Case Summary
-----------------------------------------------------------
Debtor: Pacesetter Manufacturing, Inc.
2841 West Clarendon Ave
Phoenix, AZ 85017
Business Description: Pacesetter is an automotive aftermarket
supplier of catalytic converters.
Chapter 11 Petition Date: January 6, 2023
Court: United States Bankruptcy Court
District of Arizona
Case No.: 23-00093
Judge: Hon. Daniel P. Collins
Debtor's Counsel: James F. Kahn, Esq.
KAHN & AHART, PLLC
Bankruptcy Legal Center
301 E. Bethany Home Road, Suite C-195
Phoenix, AZ 85012-1266
Tel: 602-266-1717
Email: James.Kahn@azbk.biz
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Robert J. Perret as president/CEO.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ILILK5Y/PACESETTER_MANUFACTURING_INC__azbke-23-00093__0001.0.pdf?mcid=tGE4TAMA
PECF USS INTERMEDIATE: Fidelity Fund Marks $26.8M Loan at 23% Off
-----------------------------------------------------------------
Fidelity Advisor Value Fund, a fund of Fidelity Advisor Series I,
has marked its $26,832,000 loan extended to PECF USS Intermediate
Holding III Corporation to market at $20,603,000, or 77% of the
outstanding amount, as of October 31, 2022, according to a
disclosure contained in the Fund's Form N-CSR for the fiscal year
ended October 31, 2022, filed with the Securities and Exchange
Commission on December 21.
Fidelity Advisor Value Fund extended a term loan that carries
8.0039% interest (1 month U.S. LIBOR + 4.250%) to PECF USS
Intermediate Holding III Corporation. The loan is scheduled to
mature on December 17, 2028.
Fidelity Advisor Value Fund is a fund of Fidelity Advisor Series I,
a Trust that is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company
organized as a Massachusetts business trust. Fidelity Management &
Research Company LLC (FMR) serves as investment manager.
PECF USS Intermediate Holding III Corporation is the issuing entity
for a debt extended to United Site Services Inc., a provider of
portable sanitation and related site services.
PENTA STATE: Court OKs Cash Collateral Access Thru Jan 13
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Penta State LLC and affiliates to use cash collateral on
an interim basis through January 13, 2023, in accordance with a
Proposed Extended Budget for the week ending January 14, and its
agreement with Fifth Third Bank, National Association.
The Court extends the objection deadline to January 10 at 4 p.m.
The final hearing will be held on January 12 at 10 a.m.
The Interim Cash Collateral Order as modified will otherwise remain
in full force and effect.
On December 29, 2022, the Debtors filed a Proposed Extended
Budget.
A copy of the order is available at https://bit.ly/3WTZqoC from
PacerMonitor.com.
A copy of the Proposed Extended Budget is available at
https://bit.ly/3CuQsWT from PacerMonitor.com.
The budget provides for total operating disbursements, on a weekly
basis, as follows:
$109 for the week ending January 14, 2023;
$466 for the week ending January 21, 2023;
$119 for the week ending January 28, 2023;
$332 for the week ending February 4, 2023;
$116 for the week ending February 11, 2023;
$281 for the week ending February 18, 2023;
$293 for the week ending February 25, 2023;
$281 for the week ending March 4, 2023;
$116 for the week ending March 11, 2023;
$281 for the week ending March 18, 2023;
$525 for the week ending March 25, 2023;
$281 for the week ending April 1, 2023; and
$116 for the week ending April 8, 2023.
About Penta State
Penta State, LLC is a Tomball, Texas-based company formed by Dr.
Saad Alsaab. Penta State units, Elite Medical Laboratory
Solutions, LLC and Graham Tomball, LLC (each doing business as DIAX
Labs), operate two independent laboratories based near Houston,
Texas. DIAX Labs offers a suite of services, including (a)
toxicology, (b) molecular diagnostics, (c) genetics, and (d) blood
and wellness testing for patients with commercial insurance and
Medicare beneficiaries.
Penta State, along with affiliates Nationwide Laboratory Partners
LLC, Elite Medical Laboratory Solutions, Graham Tomball, and Zayd
Assets, LLC, filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Texas Lead Case No. 22-90331) on Oct. 11, 2022. Amit Gupta,
president of Penta State, signed the petition. In the petition,
Penta State reported $10 million to $50 million in both assets and
liabilities.
Judge David R. Jones oversees the cases.
Munsch Hardt Kopf & Harr, P.C. and Spencer Fane, LLP serve as
theDebtors' bankruptcy counsel and special counsel, respectively.
PHANTOM 360: Case Summary & One Unsecured Creditor
--------------------------------------------------
Debtor: Phantom 360 Ventures, LLC
1060 Morada Drive
Orange, CA 92869
Business Description: The Debtor is the owner in fee simple
title of a property located at 1060 Morada
Drive Orange, CA 92869 valued at $1.31
million.
Chapter 11 Petition Date: January 7, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-10030
Debtor's Counsel: Onyinye N. Anyama, Esq.
ANYAMA LAW FIRM, A PROFESSIONAL CORPORATION
18000 Studebaker Road
Suite 325
Cerritos, CA 90703
Tel: (562) 645-4500
Fax: (562) 645-4494
Email: info@anyamalaw.com
Total Assets: $1,314,500
Total Liabilities: $1,364,198
The petition was signed by Ahmad J. Tukhi as CEO.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/BQVIAYQ/Phantom_360_Ventures_LLC__cacbke-23-10030__0001.0.pdf?mcid=tGE4TAMA
Debtor's One Unsecured Creditor:
Entity Nature of Claim Claim Amount
Bank of America $49,698
P.O. Box 15168
Wilmington, DE
19850
PHOENIX SERVICES: Committee Taps Ernst & Young as Tax Provider
--------------------------------------------------------------
The official committee of unsecured creditors of Phoenix Services
Topco, LLC and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Ernst &
Young LLP to provide audit and tax services.
The firm will render these services:
A. 2022 Audit Engagement Letter:
-- Perform an audit and report on the consolidated financial
statements of the Debtor for the year ended Dec. 31, 2022, and the
related notes subsequent to the Debtors’ filing of their chapter
11 cases.
B. Tax Compliance SOW:
-- prepare tax returns for the entities and jurisdictions
listed in Appendix A thereto, and provide the following related
services in connection therewith:
-- Estimated tax payment computations;
a. Federal and state extensions;
b. Federal tax depreciation calculations as well as
gain/loss on disposals of fixed assets;
c. State tax depreciation calculations;
d. Prepare the required calculations under the global
intangible low-taxed income (GILTI) rules, including tested
income/tested loss, Qualification Business Asset Investment, and
the inclusion percentage;
e. Federal Form 8858, information return of U.S. persons
with respect to foreign disregarded entities and foreign branches;
and
f. Federal Form 5471, information return of U.S. persons
with respect to certain foreign corporations.
C. Routine Tax Advisory SOW:
-- provide routine on call tax advice for Phoenix Services
Parent LLC and affiliates.
EY LLP’s fees for the 2022 Audit Services will be a fixed fee of
$600,000, of which the Debtors have already prepaid $200,000
prepetition.
Special audit-related projects are billed at these hourly rates:
Partner/Principal $850/(950)
Managing Director $825/(875)
Senior Manager $700/(750)
Manager $550
Senior $450
Staff $350
The Debtors have already prepaid in full the $203,940 in fixed fees
for the tax compliance services for the tax year ending Dec. 31,
2021.
As disclosed in court filings, Ernst & Young is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Andrew Jordan
Ernst & Young, LLP
One Commerce Square 2005
Market Street, Suite 700,
Philadelphia 19103
Phone: +1 215 448 5000
Fax: +1 215 448 4069
About Phoenix Services Topco
Phoenix Services Topco, LLC provides services to global
steel-producing companies, including the removal, handling, and
processing of molten slag at customer sites, and the preparation
and transportation of metal scraps, raw materials, and finished
products.
Phoenix Services Topco and eight affiliates, including Phoenix
Services Holdings Corp., sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10906) on
Sept. 27, 2022. In the petitions signed by its chief financial
officer, Robert A. Richard, Phoenix Services Topco disclosed $500
million to $1 billion in both assets and liabilities.
Judge Mary J. Walrath oversees the cases.
The Debtors tapped Weil, Gotshal, and Manges, LLP and Richards
Layton & Finger, P.A. as legal counsels; AlixPartners, LLP as
financial advisor; PJT Partners, Inc. as investment banker; and
Stretto, Inc. as claims and noticing agent and administrative
advisor.
Barclays Bank PLC, as DIP and First Lien Group lender, is
represented by Gibson, Dunn & Crutcher LLP while Credit Suisse Loan
Funding LLC, as DIP lender, is represented by Pachulski Stang Ziehl
& Jones, LLP.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors in the Debtors' Chapter 11 cases
on Oct. 11, 2022. Squire Patton Boggs (US), LLP, Cole Schotz, P.C.
and FTI Consulting, Inc. serve as the committee's lead bankruptcy
counsel, Delaware counsel and financial advisor, respectively.
PLATINUM MOVING: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------------
Platinum Moving Services, Inc. asks the U.S. Bankruptcy Court for
the District of Maryland, Greenbelt, Division, for authority to use
cash collateral and provide adequate protection.
The Debtor urgently needs access to cash to pay operating expenses.
Currently there are four shipments pending scheduled to arrive in
the next few days. The Debtor must pay the shippers upon arrival or
they will not release the shipment to the customers, resulting in
the inability of the Debtor's customers to obtain their property.
In addition, not paying the shippers will subject the Debtor to
potential complaints with the Federal Maritime Commission which
could result in the Debtor losing its license as an oceanborne
shipper. The Debtor also has to pay its office rent, storage fees,
insurance and other operating expenses. If the Debtor does not pay
its storage fees, its inventory could be at risk as it could be
thrown out on the street by the vendor.
On March 24, 2022, the Debtor entered into an agreement titled
Receivables Purchase Agreement (RPA) with Simply Funding, LLC. The
agreement provided that SF would purchase 18% "Purchased
Percentage" of "all of the Debtor's right, title, and interest in
and to a percentage of all proceeds of operations and activities
"Receivables" for $40,00 "Purchase Price." The Debtor was directed
to deliver all Receivables to an M&T bank account "bank account"
and grant the Buyer the right to collect 18% of Receivables from
the bank account. Although the RPA stated that this was not a loan,
it deducted $800 in "Processing Costs" and $18,400 from a prior
balance the Debtor owed SF.
On April 18, 2012, M&T Bank filed a UCC-1 listing all assets of the
debtor to secure a line of credit it issued Debtor. M&T is a
creditor in this case for a debt of approximately $240,000.
The Debtor was not aware of M&T's lien until January 3, 2023.
After disclosing to SF that M&T had a pre-existing lien which is of
public record and should have been discoverable to SF at the time
it filed its UCC-1, SF did not change its position and indicated it
would oppose the motion and file an adversary proceeding.
Therefore, SF refuses to release all of the funds in the Sandy
Spring bank account.
On November 19, 2021, SF filed a UCC Financing Statement listing
"certain future credit card, debit card, bank card, other charge
card, and direct sales and receivables" of the Debtor as
collateral.
The RPA provided that SF would no longer own an 18% interest in the
Receivables until it received a total of $58,400.
Eventually the Debtor defaulted and ceased making deposits into the
Bank Account. Soon thereafter, RPA filed suit against Debtor in New
York and obtained a judgment in the amount of $61,032 on or about
July 21, 2022.
On November 9, 2022, RPA domesticated the foreign judgment in the
Circuit Court for Montgomery County, Maryland.
On November 29, 2022, the Debtor received notice from Sandy Spring
Bank that they received a writ of garnishment against the Debtor's
bank account in the amount of $61, 032.
Approximately $39,097 "cash" in cash has been garnished by SF. The
cash is currently being held by Sandy Spring Bank and has not been
turned over to SF.
The Debtor has approximately $6,000 in operating cash at Truist
Bank and is additional cash collateral as the Internal Revenue
Service is secured by all of the Debtor's assets.
The Internal Revenue Service has three perfected liens that
encumber all of the Debtor's assets, including its cash, all of
which are its collateral.
As adequate protection for the interests of Secured Party in the
cash collateral, the Interim Proposed Order provides replacement
liens upon all categories and property of the Debtor, now existing
and hereafter acquired, upon which Secured Party held prepetition
security interests or liens and all proceeds, rents, or other
income thereof, effective upon the Petition Date and without the
necessity of the execution or filing by the Debtor or the Lender of
mortgages, security agreements, pledge agreements, financing
statements, or otherwise. The Adequate Protection Liens will not
prime, however, any pre-existing liens with priority over the
Lenders' prepetition liens -- such as the liens of ad valorem
taxing authorities. The Adequate Protection Liens will secure any
diminution in value of Secured Party's collateral, whether by use,
sale, lease, depreciation, depletion, disposition, or otherwise.
The Secured Party's interests are further protected by the Debtor's
operation and maintenance of its collateral.
The Debtor forecasts that its operations ending January 15, 2023,
will result in positive cash, including cash flow sufficient for it
to make a timely payment on taxes paid quarterly, avoiding the
creation of additional tax liens senior to Secured Party's claim.
The Debtor will make monthly adequate protection payments to the
Secured Party in the amount of $3,000 beginning February 1, 2023
through February 1, 2024, and one final payment of $3,097 on March
1, 2024.
A copy of the motion is available at https://bit.ly/3CuQDSe from
PacerMonitor.com.
A copy of the budget is available at https://bit.ly/3GJWbum from
PacerMonitor.com.
The budget provides for total operating disbursements, on a weekly
basis, as follows:
$24,963 for the week ending January 8, 2023;
$6,600 for the week ending January 15, 2023;
$6,600 for the week ending January 22, 2023;
$6,600 for the week ending January 29, 2023;
About Platinum Moving Services, Inc.
Platinum Moving Services, Inc. is in the business of providing
moving services to individuals via land and sea.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 22-17189) on December 27,
2022. In the petition signed by Raquel Fazio, owner, the Debtor
disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Diana C. Valle, Esq., at The Valle Law Firm, LLC, is the Debtor's
legal counsel.
POWER STOP: Fidelity Fund Marks $20M Loan at 26% Off
----------------------------------------------------
Fidelity Advisor Value Fund, a fund of Fidelity Advisor Series I,
has marked its $20,039,000 loan extended to Power Stop LLC to
market at $14,929,000, or 74% of the outstanding amount, as of
October 31, 2022, according to a disclosure contained in the Fund's
Form N-CSR for the fiscal year ended October 31, 2022, filed with
the Securities and Exchange Commission on December 21.
Fidelity Advisor Value Fund extended a term loan to Power Stop LLC
that carries 7.8196% interest (1 month U.S. LIBOR + 4.750%). The
loan is scheduled to mature on January 26, 2029.
Fidelity Advisor Value Fund is a fund of Fidelity Advisor Series I,
a Trust that is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company
organized as a Massachusetts business trust. Fidelity Management &
Research Company LLC (FMR) serves as investment manager.
Power Stop LLC manufactures and distributes auto parts. The Company
offers brake pads and calipers, rotor kits, sensors wires, and
other braking systems for cars, trucks, SUVs, duty trucks and tows,
and utility vehicles.
PRETIUM PKG: $1.25B Bank Debt Trades at 17% Discount
----------------------------------------------------
Participations in a syndicated loan under which Pretium PKG
Holdings Inc is a borrower were trading in the secondary market
around 82.9 cents-on-the-dollar during the week ended Friday,
January 6, 2023, according to Bloomberg's Evaluated Pricing service
data.
The $1.25 billion facility is a Term loan that is scheduled to
mature on October 1, 2028. The amount is fully drawn and
outstanding.
Pretium PKG Holdings, Inc. Is a manufacturer of rigid plastic
containers for variety of end markets, including food and beverage,
chemicals, healthcare, wellness and personal care. Pretium PKG
Holdings, Inc. is a portfolio company of Clearlake since January
2020.
QAZ LLC: Lender Seeks to Prohibit Use of Cash Collateral
--------------------------------------------------------
Barnett REI Finance 1 LLC asks the U.S. Bankruptcy Court for the
Eastern District of Wisconsin to prohibit QAZ, LLC from using cash
collateral.
The Debtor own a rental property in Milwaukee, Wisconsin, which
secures a debt owed to Barnett. Although the rents from that
property constitute cash collateral, Barnett believes the Debtor
has used or may use those funds in the ordinary course of its
business in violation of 11 U.S.C. section 363.
The Real Property is a duplex which secures a debt owed to Barnett,
with an outstanding balance of approximately $132,864.
In 2021, the Debtor defaulted on its obligations to Barnett.
Accordingly, on November 29, 2021, Barnett commenced a foreclosure
proceeding in Milwaukee County Circuit Court. Barnett obtained a
judgment of foreclosure and the Real Property was scheduled to be
sold through a Sherriff's Sale. However, on August 27, 2022, the
Debtor filed a voluntary petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code.
The Debtor filed its proposed plan on November 23, 2022. The
Debtor's plan indicates the Debtor has $5,000 cash on hand and
$4,500 in security deposits. The cash on hand and security deposits
are derived in part from renting the Real Property.
When the Debtor filed its plan, the Debtor reported it was not
collecting rent from the Real Property, stating that the lower unit
is currently unoccupied and the tenant in the upper unit has
stopped paying rent and claims to be moving out.
Because Barnett has an interest in the Debtor's rents obtained from
the Real Property based on the assignment of rents in the Security
Documents, those rents constitute "cash collateral." Barnett has
not and does not consent to the Debtor's use of its cash
collateral, and the Debtor has not obtained Court authorization to
use cash collateral.
A copy of the motion is available at https://bit.ly/3Qo3OKi from
PacerMonitor.com.
About QAZ LLC
QAZ, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D. Wisc.
Case No. 22-23802) on Aug. 27, 2022, with as much as $1 million in
both assets and liabilities.
Judge Rachel M. Blise oversees the case.
The Debtor is represented by Jonathan V. Goodman, Esq., at the Law
Offices of Jonathan V. Goodman.
QUANERGY SYSTEMS: Seeks to Hire Cooley LLP as Bankruptcy Counsel
----------------------------------------------------------------
Quanergy Systems Inc. seeks approval from the United States
Bankruptcy Court for the District of Delaware to hire Cooley LLP as
its counsel.
Cooley will render these services:
(a) advise the Debtor of their rights, powers, and duties
under Chapter 11 of the Bankruptcy Code;
(b) prepare, on behalf of the Debtor, all necessary legal
papers be filed in this case;
(c) advise the Debtor concerning, and prepare responses to,
legal papers that may be filed and served in this case;
(d) advise the Debtor with respect to, and assist in the
negotiation and documentation of, financing agreements and related
transactions;
(e) review the nature and validity of any liens asserted
against the Debtor's property and advise the Debtor concerning the
enforceability of such liens;
(f) advise the Debtor regarding their ability to initiate
actions to collect and recover property for the benefit of their
estates;
(g) counsel the Debtor in connection with any sale of assets
and related documents;
(h) counsel the Debtor in connection with any Chapter 11 plan
and related documents;
(i) advise and assist the Debtor in connection with any
potential property dispositions;
(j) advise the Debtor concerning executory contract and
unexpired lease assumptions, assignments, and rejections;
(k) assist the Debtor in reviewing, estimating, and resolving
claims asserted against the Debtor's estates;
(l) commence and conduct litigation necessary or appropriate
to assert rights held by the Debtor, protect assets of the Debtor's
estates, or otherwise further the goal of completing its Chapter 11
plan;
(m) provide corporate, employee benefit, litigation, tax, and
other general non-bankruptcy services to the Debtor; and
(n) perform all other necessary or appropriate legal services
in connection with this case.
The hourly rates of the firm's counsel and staff are as follows:
Partners $1,180 - $1,450
Counsel $1,165 - $1,165
Associates $620 - $1,155
Paralegals $350 - $515
Professional Staff $150 - $385
In addition, the firm will seek reimbursement for expenses
incurred.
On Oct. 20, 2022, the Debtor paid Cooley a general retainer in the
amount of $250,000.
Cullen Speckhart, Esq., a partner at Cooley, disclosed in a court
filing that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Cullen Drescher Speckhart, Esq.
Michael A. Klein, Esq.
Lauren A. Reichardt, Esq.
COOLEY LLP
55 Hudson Yards
New York, NY 10001
Telephone: (212) 479-6000
Email: cspeckhart@cooley.com
mklein@cooley.com
lreichardt@cooley.com
About Quanergy Systems
Quanergy Systems, Inc., designs, develops and markets Light
Detection and Ranging (LiDAR) sensors and 3D perception software
solutions that enable intelligent, real-time detection, tracking
and classification of objects such as people and vehicles in
mission-critical markets such as security, smart cities and
industrial automation. The company is based in Sunnyvale, Calif.
Quanergy Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Delaware Case No. 22-11305) on Dec. 13,
2022, with $10 million to $50 million in both assets and
liabilities. Larry Perkins, chief restructuring officer of
Quanergy Systems, signed the petition.
The Debtor tapped Young Conaway Stargatt & Taylor, LLP and Cooley,
LLP as legal counsels; SierraConstellation Partners as
restructuring advisor; FTI Consulting, Inc. as financial Advisor;
and Raymond James Financial, Inc. as investment Banker. Bankruptcy
Management Solutions, Inc., doing business as Stretto, Inc. is the
claims, noticing and solicitation agent.
QUANERGY SYSTEMS: Seeks to Hire Raymond James as Investment Banker
------------------------------------------------------------------
Quanergy Systems Inc. seeks approval from the United States
Bankruptcy Court for the District of Delaware to hire Raymond James
& Associates, Inc. as its investment banker.
The firm will render these services:
a. review and analyze the Debtor's business, operations,
properties, financial condition and Interested Parties on a
stand-alone and consolidated basis;
b. evaluate the Debtor's debt capacity, including by advising
the Debtor generally as to available financing and assist in the
determination of an appropriate capital structure;
c. evaluate potential Transaction alternatives, structures and
strategies;
d. prepare documentation within Raymond James's area of
expertise that is required in connection with a Transaction;
e. identify Interested Parties regarding one or more
particular Transactions;
f. contact Interested Parties on behalf of the Debtor and with
prior written consent by the Debtor, which Raymond James, after
consultation with the Debtor's management, believes meet certain
industry, financial, and strategic criteria and assist the Debtor
in negotiating and structuring a Transaction; and
g. advise the Debtor as to potential Business Combination
Transactions.
h. additionally, Raymond James will, as reasonably requested,
advise the Debtor on tactics and strategies for negotiating with
holders of the Debtor's debt or other claims of the Debtor;
i. advise the Debtor on the timing, nature and terms of any
new securities, other considerations or other inducements to be
offered to its Stakeholders in connection with any Restructuring
Transaction;
j. participate in the Debtor's board of directors meetings as
determined by the Debtor to be appropriate, and, upon request,
provide periodic status reports and advice to the board with
respect to matters falling within the scope of Raymond James's
retention;
k. review and analyze the Debtor's contemplated business
restructuring efforts and advise the Debtor as to the impact of any
restructuring efforts on potential Transactions;
l. assist the Debtor with the compilation of any long-range
financial projections related to business restructuring efforts
which may include the development of one or several financial
projections tied to potential restructuring scenarios or
alternatives;
m. work with the Debtor and, to the extent reasonable and
within the scope of Raymond James's engagement, its other advisors
to review and advise on the Debtor's near-term liquidity position;
n. advise the Debtor on available in-court restructuring
strategic alternatives, as required;
o. identify interested parties, prepare documentation, contact
interested parties, and assist the Debtor with negotiations in
relation to the Debtor's potential need for DIP financing, if
required;
p. identify interested parties, prepare documentation, contact
interested parties, and assist the Debtor with negotiations as it
relates to locating a "Stalking Horse" bid, as required; and
q. assist the Debtor and its advisors with the preparation of
any Chapter 11 materials and/or documentation that may relate to
work done by Raymond James per ongoing advisory services, as
requested by the Debtor and mutually agreed by Raymond James.
The firm will be compensated as follows:
a. Monthly Advisory Fee. $125,000 ("Advisory Fee") on the
first business day of every month during the term of the Engagement
Letter.
b. Financing Transaction Fee. If, during the Term or during
the12 months following any termination of the Engagement Letter
(the "Tail Period"), any Financing Transaction is agreed upon (as
evidenced by fully executed Definitive Agreement(s)) and
subsequently closes (the "Financing Transaction Closing"),
regardless of when such Financing Transaction Closing occurs, the
Debtor will pay Raymond James immediately and directly out of the
proceeds of the Financing Transaction, at each Financing
Transaction Closing of each Financing Transaction as a cost of sale
of each Financing Transaction, a non-refundable cash transaction
fee (the "Financing Transaction Fee") equal to the greater of (A)
$1,000,000 and (B) 5 percent of the Proceeds of all capital raised;
provided that the Financing Transaction Fee related to any Proceeds
attributable to the parties listed on Schedule 1 to the Engagement
Letter in a Financing Transaction that closes on or before Jan. 15,
2023 (or is agreed upon in such time period and subsequently
closes) shall be equal to the greater of (x) $1,000,000 and (y) 2
percent of such Proceeds from such capital raised; provided that,
notwithstanding the foregoing in this sentence, as it relates to
any Financing Transaction that constitutes solely a Debtor in
Possession financing for a Chapter 11 Bankruptcy, the Financing
Transaction Fee will be adjusted to equal the greater of (1)
$250,000 and (2) 5 percent of the Proceeds. For the avoidance of
doubt, if the Financing Transaction Fee payable is $1,000,000 due
to the "greater of" provision, once such payment has been made, no
Financing Transaction Fees shall be due or payable upon additional
closings of the same Transaction until the aggregate Proceeds
actually received by the Debtor for such Transaction would require
application of clause "(B)" of such "greater of" provision.
c. Restructuring Transaction Fee. If, during the Term or
during the Tail Period, any Restructuring Transaction closes, or is
agreed upon and subsequently closes, or any amendment to or other
changes in the instruments or terms pursuant to which any Existing
Obligations were issued or entered into becomes effective (as
applicable, a "Restructuring Transaction Closing"), regardless of
when such Restructuring Transaction Closing occurs, the Debtor
shall pay Raymond James a non-refundable cash transaction fee of
$1,200,000 (the "Restructuring Transaction Fee"). The Debtor shall
pay the Restructuring Transaction Fee, as a cost of the
Restructuring Transaction to Raymond James upon the earlier of (i)
the Restructuring Transaction Closing of each Restructuring
Transaction or (ii) the date on which any amendment to or other
changes in the instruments or terms pursuant to which any Existing
Obligations were issued or entered into became effective.
d. Business Combination Transaction Fee. If, during the Term
or during the Tail Period, any Business Combination Transaction is
agreed upon (as evidenced by fully-executed Definitive
Agreement(s)) and subsequently closes (the "Business Combination
Closing" and together with any Financing Closing or Restructuring
Closing, each a "Closing")), regardless of when such Business
Combination Closing occurs, the Debtor shall pay Raymond James
immediately and directly out of the proceeds at the Business
Combination Closing, as a cost of sale of such Business
Combination Transaction, a non-refundable cash transaction fee (the
"Business Combination Transaction Fee" and together with any
Financing Fee or Restructuring Fee, each a "Transaction Fee") equal
to (A) $1,200,000 (the "Minimum Business Combination Fee") plus (B)
3 percent of the "Transaction Value" between $20,000,000 and
$30,000,000, plus (C) 5 percent of the Transaction Value greater
than $30,000,000.
e. Alternative Transaction. Notwithstanding the foregoing, if
in lieu of a Business Combination Transaction, during the Term or
during the Tail Period, any Alternative Transaction (as defined in
the Engagement Letter) closes (the "Alternative Transaction
Closing") or is agreed upon (as evidenced by fully executed
Definitive Agreement(s)) and subsequently closes (regardless of
when such Alternative Transaction Closing occurs), Raymond James
will be paid a customary advisory fee for transactions of similar
size and nature (but in no event less than the Minimum Business
Combination Fee), as mutually agreed upon by the Parties (the
"Alternative Transaction Fee") and any reference to a "Business
Combination Transaction" in this Agreement (other than under
Section 2(d)(i)) above) will be deemed to refer to such Alternative
Transaction. Should one or more Alternative Transactions be agreed
upon or close within the Term or the Tail Period that, together
with the previously agreed-upon or closed Alternative Transaction,
constitutes in the aggregate a Business Combination Transaction, an
additional fee will be payable to the extent that the Business
Combination Transaction Fee is greater than the previously paid
Alternative Transaction Fee, provided, however, that in no event
shall the total Alternative Transaction Fees be greater than the
Business Transaction Fee.
f. Break-Up Amount. Additionally, if the Debtor or its
securityholders enters into a Definitive Agreement regarding a
Business Combination Transaction that is later terminated, and the
Debtor or its securityholders receives a "break-up," "termination"
or similar fee or payment including, without limitation, any
judgment for damages or amount in settlement of any dispute as a
result of such termination, the Debtor shall pay Raymond James a
cash fee equal to 20 percent of all such amounts promptly upon
receipt by the Debtor or its securityholders.
g. Chapter 11 Preparation Fee. Upon the execution of the
Amended Engagement Letter by the Debtor, the Debtor paid Raymond
James, a nonrefundable cash fee (the "Chapter 11 Preparation Fee",
and together with any Financing Transaction Fee, Restructuring
Transaction Fee or Business Combination Transaction Fee, each a
"Transaction Fee") equal to $200,000. The Chapter 11 Preparation
Fee received by Raymond James will be credited against any
Restructuring Transaction Fee or Business Combination Transaction
Fee that is payable under this Engagement Letter.
Raymond James is a "disinterested person" within the meaning of
section 101(14) of the Bankruptcy Code, as modified by section
1107(b) of the Bankruptcy Code; and does not hold or represent an
interest materially adverse to the Debtor, its creditors, and
shareholders for the matters for which it is to be employed,
according to court filings.
The firm can be reached through:
Geoffrey Richards
Raymond James & Associates, Inc.
320 Park Ave, FL 12
New York, NY 10022
Phone: 281-679-3940
Email: geoffrey.richards@raymondjames.com
About Quanergy Systems
Quanergy Systems, Inc., designs, develops and markets Light
Detection and Ranging (LiDAR) sensors and 3D perception software
solutions that enable intelligent, real-time detection, tracking
and classification of objects such as people and vehicles in
mission-critical markets such as security, smart cities and
industrial automation. The company is based in Sunnyvale, Calif.
Quanergy Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Delaware Case No. 22-11305) on Dec. 13,
2022, with $10 million to $50 million in both assets and
liabilities. Larry Perkins, chief restructuring officer of
Quanergy Systems, signed the petition.
The Debtor tapped Young Conaway Stargatt & Taylor, LLP and Cooley,
LLP as legal counsels; SierraConstellation Partners as
restructuring advisor; FTI Consulting, Inc. as financial Advisor;
and Raymond James Financial, Inc. as investment Banker. Bankruptcy
Management Solutions, Inc., doing business as Stretto, Inc. is the
claims, noticing and solicitation agent.
QUANERGY SYSTEMS: Seeks to Hire Stretto as Administrative Advisor
-----------------------------------------------------------------
Quanergy Systems Inc. seeks approval from the United States
Bankruptcy Court for the District of Delaware to hire Stretto, Inc.
as its administrative advisor.
The Debtors require an administrative advisor to:
a. assist with, among other things, solicitation, balloting,
and tabulation of votes, and prepare any related reports in support
of confirmation of a Chapter 11 plan;
b. prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c. assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs, and
gather data in conjunction therewith;
d. provide a confidential data room;
e. manage and coordinate any distributions pursuant to a
Chapter 11 plan if designated as distribution agent under such
plan; and
f. provide other administrative services.
Stretto shall apply to this Court for allowance of compensation and
reimbursement of expenses incurred after the petition date.
Sheryl Betance, a senior managing director at Stretto, disclosed in
a court filing that her firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Sheryl Betance
Stretto, Inc.
410 Exchange, Ste. 100
Irvine, CA 92602
Tel: (714) 716-1872
Email: Sheryl.betance@stretto.com
About Quanergy Systems
Quanergy Systems, Inc., designs, develops and markets Light
Detection and Ranging (LiDAR) sensors and 3D perception software
solutions that enable intelligent, real-time detection, tracking
and classification of objects such as people and vehicles in
mission-critical markets such as security, smart cities and
industrial automation. The company is based in Sunnyvale, Calif.
Quanergy Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Delaware Case No. 22-11305) on Dec. 13,
2022, with $10 million to $50 million in both assets and
liabilities. Larry Perkins, chief restructuring officer of
Quanergy Systems, signed the petition.
The Debtor tapped Young Conaway Stargatt & Taylor, LLP and Cooley,
LLP as legal counsels; SierraConstellation Partners as
restructuring advisor; FTI Consulting, Inc. as financial Advisor;
and Raymond James Financial, Inc. as investment Banker. Bankruptcy
Management Solutions, Inc., doing business as Stretto, Inc. is the
claims, noticing and solicitation agent.
QUANERGY SYSTEMS: Seeks to Hire Young Conaway as Legal Counsel
--------------------------------------------------------------
Quanergy Systems Inc. seeks approval from the United States
Bankruptcy Court for the District of Delaware to hire Young Conaway
Stargatt & Taylor, LLP as its counsel.
The firm's services include:
a. providing legal advice with respect to the Debtor's powers
and duties as a debtor in possession in the management of its
properties;
b. preparing, on behalf of the Debtor, necessary applications,
motions, answers, orders, reports, and other legal papers;
c. appearing in Court and protecting the interests of the
Debtor before the Court; and
d. performing all other legal services for the Debtor that may
be necessary and proper in this proceeding.
The firm's current standard hourly rates are:
Sean M. Beach $955
Shane M. Reil $625
Catherine C. Lyons $500
Heather P. Smillie $450
Emily C.S. Jones $375
Debbie Laskin (paralegal) $335
Young Conaway continues to hold a Retainer in the amount of
$198,783.60.
Sean Beach, Esq., a partner at Young Conaway, 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 through:
Sean M. Beach, Esq.
Shane M. Reil, Esq.
Catherine C. Lyons, Esq.
Heather P. Smillie, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 N. King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Email: sbeach@ycst.com
sreil@ycst.com
clyons@ycst.com
hsmillie@ycst.com
About Quanergy Systems
Quanergy Systems, Inc., designs, develops and markets Light
Detection and Ranging (LiDAR) sensors and 3D perception software
solutions that enable intelligent, real-time detection, tracking
and classification of objects such as people and vehicles in
mission-critical markets such as security, smart cities and
industrial automation. The company is based in Sunnyvale, Calif.
Quanergy Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Delaware Case No. 22-11305) on Dec. 13,
2022, with $10 million to $50 million in both assets and
liabilities. Larry Perkins, chief restructuring officer of
Quanergy Systems, signed the petition.
The Debtor tapped Young Conaway Stargatt & Taylor, LLP and Cooley,
LLP as legal counsels; SierraConstellation Partners as
restructuring advisor; FTI Consulting, Inc. as financial Advisor;
and Raymond James Financial, Inc. as investment Banker. Bankruptcy
Management Solutions, Inc., doing business as Stretto, Inc. is the
claims, noticing and solicitation agent.
QUANERGY SYSTEMS: Taps FTI Consulting Inc as Financial Advisor
--------------------------------------------------------------
Quanergy Systems Inc. seeks approval from the United States
Bankruptcy Court for the District of Delaware to hire FTI
Consulting, Inc. as its financial advisor.
FTI's consulting and advisory services include:
-- Assistance with developing strategic and operational
alternatives;
-- Assistance with preparation of cash and liquidity forecasts,
including a rolling 13-week cash flow forecast, cash receipts and
disbursement analyses, and budget vs. actual reporting;
-- Assistance with sizing/budgeting for contingency reserves,
and developing strategies to conserve cash, preserve optionality
and extend liquidity runway;
-- Assistance with contingency planning, including preparation
of associated required financial and operating information,
assistance with operational readiness and due diligence support for
any new financing in connection with such contingency plans;
-- Assistance with the development of creditor, customer and
employee communication plans;
-- Assistance with the development of management incentive and
employee retention plans that may be required to maintain key
individuals and continuity through a transaction;
-- Provision of such other advisory services as may be agreed
upon by FTI and the Debtor;
-- Assistance to the Debtor in the preparation of financial
related disclosures required by the Court, including the Schedules
of Assets and Liabilities, the Statement of Financial Affairs and
Monthly Operating Reports;
-- Assistance with the identification and implementation of
short-term cash management procedures;
-- Assistance and advice to the Debtor with respect to the
identification of core business assets and the disposition of
assets or liquidation of unprofitable operations;
-- Assistance with the identification of executory contracts and
leases and performance of cost/benefit evaluations with respect to
the affirmation or rejection of each;
-- Assistance in the preparation of financial information for
distribution to creditors and others, including, but not limited
to, cash flow projections and budgets, cash receipts and
disbursement analysis, analysis of various asset and liability
accounts, and analysis of proposed transactions for which Court
approval is sought;
-- Attendance at meetings and assistance in discussions with
potential investors, banks, secured lenders, any official
committee(s) appointed in these chapter 11 cases, the U.S. Trustee,
other parties in interest and professionals hired by the same, as
requested;
-- Analysis of creditor claims by type, entity and individual
claim, including assistance with development of databases, as
necessary, to track such claims;
-- Assistance in the preparation of information and analysis
necessary for the confirmation of a plan in these chapter 11
proceedings; and
-- Render such other general business consulting or such other
assistance as Debtor's management or counsel may deem necessary
that are consistent with the role of a financial advisor and not
duplicative of services provided by other professionals in this
proceeding.
The hourly rates of FTI's personnel are as follows:
Senior Managing Directors $1,045 to $1,495
Senior Directors/Managing Directors $785 to $1,055
Consultants/Senior Consultants $435 to $750
Administrative/Paraprofessionals $175 to $325
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, FTI received advance payments of
$124,189.17.
Andrew Hinkelman, a senior managing director at FTI Consulting,
disclosed in a court filing that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Andrew Hinkelman
FTI Consulting, Inc.
50 California Street, Suite 1900
San Francisco, CA 94111
Phone: +1 415 283 4214
Email: andrew.hinkelman@fticonsulting.com
About Quanergy Systems
Quanergy Systems, Inc., designs, develops and markets Light
Detection and Ranging (LiDAR) sensors and 3D perception software
solutions that enable intelligent, real-time detection, tracking
and classification of objects such as people and vehicles in
mission-critical markets such as security, smart cities and
industrial automation. The company is based in Sunnyvale, Calif.
Quanergy Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Delaware Case No. 22-11305) on Dec. 13,
2022, with $10 million to $50 million in both assets and
liabilities. Larry Perkins, chief restructuring officer of
Quanergy Systems, signed the petition.
The Debtor tapped Young Conaway Stargatt & Taylor, LLP and Cooley,
LLP as legal counsels; SierraConstellation Partners as
restructuring advisor; FTI Consulting, Inc. as financial Advisor;
and Raymond James Financial, Inc. as investment Banker. Bankruptcy
Management Solutions, Inc., doing business as Stretto, Inc. is the
claims, noticing and solicitation agent.
QUANERGY SYSTEMS: Taps Mr. Perkins of SierraConstellation as CRO
----------------------------------------------------------------
Quanergy Systems Inc. seeks approval from the United States
Bankruptcy Court for the District of Delaware to hire
SierraConstellation Partners LLC to provide Lawrence Perkins as
chief restructuring officer.
The firm's services include:
a. making Mr. Perkins available to the Debtor, to be named its
CRO by the board of directors;
b. providing additional SCP personnel (the "CRO Support") to
the Debtor to provide assistance to the CRO, the Debtor, and the
Board from time to time;
c. fulfilling such duties as the Board shall determine from
time to time, and serving as an officer of the Debtor, taking
direction from and answering to the Board rather than officers or
employees of the Debtor;
d. providing oversight and assistance with the preparation of
financial information for distribution to creditors and others,
including, but not limited to, cash flow projections and budgets,
cash receipts and disbursements, analysis of various asset and
liability accounts, and analysis of proposed transactions;
e. evaluating and making recommendations in connection with
strategic alternatives as needed to maximize the value of the
Debtor and the Debtor's estate;
f. evaluating the cash flow generation capabilities of the
Debtor for valuation maximization opportunities; and
g. providing oversight and assistance in connection with
communications and negotiations with constituents including trade
vendors, investors, and other crucial constituents to the
successful execution of the Debtor's near-term business plan;
h. Evaluating the cash generation capabilities of the Debtor
for valuation maximization opportunities;
i. providing oversight and assistance in connection with
communications and negotiations with constituents including trade
vendors, investors, and other critical constituents to the
successful execution of the Debtor's near-term business plan;
j. evaluating, negotiating, and making recommendations to the
Board (or the appropriate committee thereof), with respect to
various strategic alternatives, including, but not limited to, a
debt issuance, asset sale, restructuring, and/or other balance
sheet transaction in an effort to maximize the value of the Debtor
and its assets (each such strategic alternative, a "Transaction");
k. determining whether a potential Transaction(s) is in the
best interests of the Debtor, its stockholders, and any other
constituency the CRO deems appropriate, and recommending to the
full Board (or the appropriate committee thereof) the rejection or
acceptance of any proposal, offer, inquiry, or agreement relating
to a potential
Transaction(s);
l. investigating any cause of action that the Debtor may have
with respect to any transactions of the company or decisions of the
Board (or the appropriate committee thereof) prior to the Petition
Date (the "Prior Transactions");
m. determining and making recommendations to the Board (or the
appropriate committee thereof) with respect to prosecuting,
waiving, releasing, settling, or negotiating any claims or causes
of action of the Debtor that arise out of relate to the Prior
Transactions (the "Specified Matters");
n. determining and making recommendations to the Board (or the
appropriate committee thereof) with respect to any proposed
releases, exculpations, or indemnifications by the Debtor of its
current or former directors, officers, insiders, or affiliates, in
each case, solely with respect to the Specified Matters; and
o. retaining and compensating, and entering into engagement
letters with, as the CRO deems appropriate, such professional
services providers as are necessary or appropriate to carry out the
purposes and intent of the Services.
SierraConstellation will charge a monthly fixed fee of $37,500 plus
reimbursable expenses at cost. In addition, the firm received a
$50,000 retainer.
Lawrence Perkins, chief executive officer of SierraConstellation,
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:
Lawrence Perkins
SierraConstellation Partners, LLC
355 S Grand Ave. # 1450
Los Angeles, CA 90071
Tel: (213) 289-9060
Fax: 213 402 3548
Email: info@sierraconstellation.com
About Quanergy Systems
Quanergy Systems, Inc., designs, develops and markets Light
Detection and Ranging (LiDAR) sensors and 3D perception software
solutions that enable intelligent, real-time detection, tracking
and classification of objects such as people and vehicles in
mission-critical markets such as security, smart cities and
industrial automation. The company is based in Sunnyvale, Calif.
Quanergy Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Delaware Case No. 22-11305) on Dec. 13,
2022, with $10 million to $50 million in both assets and
liabilities. Larry Perkins, chief restructuring officer of
Quanergy Systems, signed the petition.
The Debtor tapped Young Conaway Stargatt & Taylor, LLP and Cooley,
LLP as legal counsels; SierraConstellation Partners as
restructuring advisor; FTI Consulting, Inc. as financial Advisor;
and Raymond James Financial, Inc. as investment Banker. Bankruptcy
Management Solutions, Inc., doing business as Stretto, Inc. is the
claims, noticing and solicitation agent.
QUEST SOFTWARE: $2.81B Bank Debt Trades at 20% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Quest Software Inc
is a borrower were trading in the secondary market around 79.8
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $2.81 billion facility is a Term loan that is scheduled to
mature on February 1, 2029. About $2.80 billion of the loan is
withdrawn and outstanding.
Quest Software Inc. provides software solutions. The Company offers
an enterprise software that identities, users and data, streamlines
IT operations, and hardens cybersecurity from the inside out.
R.W. DAVIDSON: Wins Cash Collateral Access Thru Jan 26
------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Kentucky,
Frankfort Division, authorized R.W. Davidson Contracting, LLC to
use cash collateral on an interim basis in accordance with the
budget, through January 26, 2023.
The Debtor will not make the payment to German American Bank until
further Court order.
Each of Round Table Financial; Mulligan Funding; and LG Funding is
granted a replacement lien on and in all property acquired or
generated post-petition by the Debtor and its continued operations
to the same extent and priority and of the same kind and nature as
each such creditor had prior to the Petition Date, provided,
however, that the collateral will not include the Debtor's interest
in any cause of action arising under chapter 5 of the Bankruptcy
Code.
The replacement liens are deemed to be valid and perfected to the
same extent as existed on the Petition Date, without need for the
execution, filing, or recording of any further documents or
instruments otherwise required to be executed or filed under
non-bankruptcy law.
A copy of the order is available at https://bit.ly/3w3WbiZ from
PacerMonitor.com.
About R.W. Davidson Contracting, LLC
R.W. Davidson Contracting, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Ky. Case No. 22-30304) on
December 30, 2022. In the petition signed by Robert W. Davidson,
president, the Debtor disclosed up to $500,000 in assets and up to
$1 million in liabilities.
Neil C. Bordy, Esq., at Seiller Waterman LLC, is the Debtor's legal
counsel.
RADIATE HOLDCO: $3.42B Bank Debt Trades at 16% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Radiate Holdco LLC
is a borrower were trading in the secondary market around 84.5
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $3.42 billion facility is a Term loan that is scheduled to
mature on September 25, 2026. About $3.38 billion of the loan is
withdrawn and outstanding.
Radiate Holdco LLC, also known as Astound Broadband, and backed by
Stonepeak, is a broadband communications services provider and
cable operator doing business via regional providers RCN, Grande
Communications, Wave Broadband and enTouch Systems.
RADIOLOGY PARTNERS: $1.64B Bank Debt Trades at 16% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Radiology Partners
Inc is a borrower were trading in the secondary market around 84.5
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $1.64 billion facility is a Term loan that is scheduled to
mature on July 9, 2025. The amount is fully drawn and
outstanding.
Radiology Partners, Inc. operates as a health care testing center.
The Company offers diagnostic and interventional radiology services
by local radiologists. Radiology Partners serves customers in the
United States.
REGAL REXNORD: S&P Assigns 'BB+' Rating on Senior Unsecured Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '3'
recovery rating to Regal Rexnord Corp.'s proposed senior unsecured
notes, which the company will issue in multiple tranches. The
company plans to use the proceeds from the proposed notes, which
could range from $4.2 billion to $4.7 billion, along with proceeds
from an $840 million incremental senior unsecured term loan and
cash from the balance sheet, to fund its acquisition of Altra
Industrial Motion Corp. for about $4.95 billion and pay related
transaction fees and expenses. Regal will use any proceeds in
excess of $4.2 billion to redeem all or some of the company's
existing private placement notes. The '3' recovery rating indicates
our expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery in the event of a payment default.
Regal's acquisition of Altra will strengthen its existing motion
control business and significantly increase its presence in the
higher-growth automation end market. Following the acquisition, the
company will be one of the largest players in the motion control
space with a good market position in a highly fragmented market.
S&P said, "We estimate Regal's year-end 2022 S&P Global
Ratings-adjusted debt-to-EBITDA, pro forma for 12 months of
contributions from Altra, will be in the high-4x area, which we
forecast will decline below 4.0x over the 12-18 months after
acquisition close and remain at that level. Consequently, our 'BB+'
issuer credit rating and stable outlook on Regal Rexnord Corp.
remain unchanged."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- Pro forma for the transaction, Regal's capital structure will
comprise senior unsecured credit facilities and multiple tranches
of senior unsecured notes, all of which are pari passu. The senior
unsecured credit facilities include a $1.5 billion revolving credit
facility ($600 million drawn as of Sept. 30, 2022) and several term
loan A facilities that total about $1.87 billion as of Sept. 30,
2022. S&P expects the total amount of senior unsecured notes at
transaction close to be about $4.7 billion, including both existing
private placement notes and proposed new senior unsecured notes.
-- The proposed notes will be jointly and severally
unconditionally guaranteed on a senior unsecured basis by each of
the pro forma company's subsidiaries that guarantee the senior
credit facilities. Estimated recovery rates for the unsecured debt
benefit from the absence of secured debt claims in the company's
capital structure and the absence of any material debt claims at
its foreign non-guarantor subsidiaries, which we estimate represent
nearly half of its enterprise value.
-- S&P's simulated default scenario assumes a payment default in
2028, reflecting a sustained economic downturn that leads to a
decrease in industrial activity and, consequently, a decline in
demand for Regal's products. S&P notes that it would require a
significant amount of stress to default Regal given its pro forma
debt structure.
-- S&P believes that following a payment default, Regal would
likely be reorganized rather than liquidated, given its good market
position and solid engineering capabilities. Therefore, it values
the company as a going concern.
-- S&P values the company using a 5.5x EBITDA multiple, which is
0.5x above the median multiple it uses for the capital goods
sector. This multiple reflects Regal's good scale and exposure to
markets with secular growth trends.
Simulated default assumptions
-- Simulated year of default: 2028
-- EBITDA at emergence: $970 million
-- EBITDA multiple: 5.5x
-- Cash flow revolver facility: 85% drawn at default
-- S&P's estimated claim amounts include approximately six months
of accrued but unpaid interest.
Simplified waterfall
-- Net enterprise value at default (after 5% administrative
costs): $5.07 billion
-- Obligor/nonobligor valuation split: 52%/48%
-- Estimated value available to unsecured claims: $5.07 billion
-- Estimated unsecured debt claims: $7.81 billion
--Recovery expectations: 50%-70% (rounded estimated: 60%)
RENT-A-CENTER INC: Egan-Jones Retains BB Senior Unsecured Ratings
-----------------------------------------------------------------
Egan-Jones Ratings Company, on November 25, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by Rent-A-Center, Inc.
Headquartered in Plano, Texas, Rent-A-Center, Inc. operates
franchised and company-owned Rent-A-Center and ColorTyme
rent-to-own merchandise stores.
RIOT BLOCKCHAIN: Rebrands Corporate Name to Riot Platforms, Inc.
----------------------------------------------------------------
Riot Platforms, Inc., (formerly Riot Blockchain, Inc.) announced it
has rebranded its corporate name from Riot Blockchain, Inc. to Riot
Platforms, Inc.
Riot's rebranding underpins the Company's growth strategy to
continue expanding its increasingly diversified business operations
and reflects a renewal of its corporate vision to become the
world's leading Bitcoin-driven infrastructure platform.
"This is a significant milestone for Riot and comes as a result of
our unique strategic position in the market," said Jason Les, CEO
of Riot. "Our successful acquisitions of Whinstone U.S., which
developed and operates North America's largest dedicated Bitcoin
mining data center facility, and ESS Metron, which enhanced our
electrical component engineering and supply chain capabilities,
have formed the foundation on which our teams have built, and will
continue to develop, business platforms for further growth. The
scope and scale of our businesses continues to expand, and this
rebranding better reflects our position as strategic allocators of
capital to increasingly broaden the scope of our Bitcoin-focused
operations."
Riot remains focused on securing opportunities to enhance the
Company's expansion projects across its growing, vertically
integrated business lines. Riot and Whinstone U.S. will brand
together under Riot Platforms, Inc., while Riot's electrical
equipment manufacturing business will continue to operate under the
ESS Metron brand in order to support its long-established client
base.
Riot's common stock continue to be listed for trading on NASDAQ
Capital Market under the same ticker symbol 'RIOT'. The Company's
common stock was not assigned a new CUSIP as a result of the name
change and remains 767292105.
About Riot Platforms
Headquartered in Castle Rock, Colorado, Riot Platforms --
www.riotplatforms.com -- is a Bitcoin mining and digital
infrastructure company focused on a vertically integrated strategy.
The Company has Bitcoin mining data center operations in central
Texas, Bitcoin mining operations in central Texas, and electrical
switchgear engineering and fabrication operations in Denver,
Colorado.
Riot Blockchain reported a net loss of $7.93 million for the year
ended Dec. 31, 2021, a net loss of $12.67 million for the year
ended Dec. 31, 2020, a net loss of $20.30 million for the year
ended Dec. 31, 2019, and a net loss of $60.21 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $1.45
billion in total assets, $154.25 million in total liabilities, and
$1.30 billion in total stockholders' equity.
ROBERTSHAW US: $110M Bank Debt Trades at 47% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Robertshaw US
Holding Corp is a borrower were trading in the secondary market
around 52.9 cents-on-the-dollar during the week ended Friday,
January 6, 2023, according to Bloomberg's Evaluated Pricing service
data.
The $110 million facility is a Term loan that is scheduled to
mature on February 28, 2026. The amount is fully drawn and
outstanding.
Robertshaw US Holding Corp. operates as holding company. The
Company, through its subsidiaries, provides environmental
consultancy services. Robertshaw US Holding offers its services in
the United States.
SEALED AIR: Egan-Jones Retains BB- Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on December 13, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Sealed Air Corporation.
Headquartered in Charlotte, North Carolina, Sealed Air Corporation
manufactures packaging and performance-based materials and
equipment systems that serve food, industrial, medical, and
consumer applications.
SEARS HOMETOWN: To Close Auburn Location After Chapter 11 Filing
----------------------------------------------------------------
Anne Stych and Jake Abbott of Sacramento Business Journal reports
that Sears Hometown Stores Inc. has filed for Chapter 11 bankruptcy
and plans to liquidate the inventory at its 121 stores, CEO Elissa
Robertson said in a bankruptcy petition filed earlier this December
2022 in Delaware.
One local site is included in the company's closure plans. Sears
Hometown Stores has a store at 415 Grass Valley Highway in Auburn.
Craig George, a manager at the local store, confirmed the Auburn
location is closing. George said an official closing date has not
been set, but will occur once all inventory has been sold through a
liquidation sale.
Locally owned and operated Sears Hometown Stores sell home
appliances, lawn and garden equipment and tools. The retailer said
disputes about finances with its parent company TransformCo as well
as a lack of inventory contributed to the filing, Chain Store Age
reported.
Sears Hometown and Outlet Stores Inc. separated from Sears Holdings
Corp., the parent company of Sears and Kmart, in October 2012 and
became Transform Holdco LLC in 2019 when Transform acquired its
assets during a bankruptcy proceeding. The current filing lists
TransformCo CEO Eddie Lampert as a 37.75% owner of Sears Hometown.
For the fiscal year ended Jan. 29, 2022, the chain had operating
and net losses of $16.2 million and $18.3 million, respectively.
About Sears Hometown Stores
Sears Authorized Hometown Stores, LLC distributes products through
approximately 121 "Sears Hometown Stores," which are locally owned
and operated businesses that offer a selection of the trusted names
in home appliances, lawn and garden equipment, and tools.
Sears Authorized Hometown Stores, LLC and Sears Hometown Stores,
Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Del. Lead Case No. 22-11303) on Dec. 12, 2022.
In the petition signed by Elissa Robertson, CEO, Sears Authorized
Hometown disclosed up to $50 million in assets and up to $100
million in liabilities.
Judge Laurie Selber Silverstein oversees the cases.
Saul Ewing LLP is the Debtors' legal counsel, and Gray & Company,
LLC, is the Debtors' financial advisor. Stretto is the claims and
noticing agent.
SEMILEDS CORP: Posts $509K Net Loss in First Quarter
----------------------------------------------------
SemiLeds Corporation reported a net loss of $509,000 on $1.69
million of net revenues for the three months ended Nov. 30, 2022,
anda net loss of $1.14 million on $1.63 million of net revenues for
the three months ended Aug 31, 2022.
GAAP gross margin for the first quarter of fiscal 2023 was 27%,
compared with gross margin for the fourth quarter of fiscal 2022 of
21%. Operating margin for the first quarter of fiscal 2023 was
negative 39%, compared with negative 66% in the fourth quarter of
fiscal 2022. The Company's cash and cash equivalents was $4.5
million at Nov. 30, 2022, compared to $4.3 million at the end of
fiscal 2022.
The Company is unable to forecast revenue for the second quarter
ending Feb. 28, 2023 at this time given the uncertain impact of
COVID-19 on the economy and the Company.
As of Nov. 30, 2022, the Company had $15.57 million in total assts,
$12.51 million in total liabilities, and $3.06 million in total
equity.
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/1333822/000095017023000008/leds-ex99_1.htm
About SemiLEDs
Headquartered in Miao-Li County, Taiwan, R.O.C., SemiLeds
Corporation -- http://www.semileds.com-- develops and manufactures
LED chips and LED components for general lighting applications,
including street lights and commercial, industrial, system and
residential lighting, along with specialty industrial applications
such as ultraviolet (UV) curing, medical/cosmetic, counterfeit
detection, horticulture, architectural lighting and entertainment
lighting.
SemiLEDs reported a net loss of $2.73 million for the year ended
Aug. 31, 2022, compared to a net loss of $2.86 million for the year
ended Aug. 31, 2021.
Diamond Bar, California-based KCCW Accountancy Corp., the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated Nov. 7, 2022, citing that the Company incurred
recurring losses from operations and has an accumulated deficit,
which raises substantial doubt about its ability to continue as a
going concern.
SHENANDOAH TELECOM: Egan-Jones Retains BB+ Sr. Unsecured Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company, on December 14, 2022, maintained its
'BB+' foreign currency and local currency senior unsecured ratings
on debt issued by Shenandoah Telecommunications Company.
Headquartered in Edinburg, Virginia, Shenandoah Telecommunications
Company provides telecommunications services through its
subsidiaries.
SILVER CREEK: Seeks Cash Collateral Access
------------------------------------------
Silver Creek Investments, LLC asks the U.S. Bankruptcy Court for
the Northern District of Texas, Fort Worth Division, for authority
to use the cash collateral of Bank of DeSoto and provide adequate
protection.
The Debtor requires the use of cash collateral including cash
proceeds to continue operating its business.
Bank of DeSoto holds a security interest in the Debtor's retail
shopping center in Dallas, Texas, and any proceeds thereof.
As part of its operations, the Debtor, among other things: (i)
maintains the property; (ii) collects rents; and (iii) pays normal
operating expenses.
As of the Petition Date, unpaid secured claims owed to Bank of
DeSoto totaled approximately $1.8 million.
In the ordinary course of it business, the Debtor uses a variety of
vendors, including labor and repair contractors, parts and
equipment suppliers, laborers and professionals. As of the Petition
Date, the amount owed to unsecured creditors totaled less than
$5,000.
The Debtor proposes to use cash collateral to pay these types of
expenses incurred by the Debtor during the pendency of the
Bankruptcy Case:
(i) Expenses incurred in the reorganization and restructuring
of the Debtor and its operations for the preservation of value in
the Debtor's asset that serves as collateral for amounts owing to
Bank of DeSoto in relation to its prepetition claims and existing
security interests and liens;
(ii) Expenses incurred in the reorganization and restructuring
of the Debtor and its operations for the preservation of value in
any of the Debtor's assets, if any, in which the Bank of DeSoto may
not hold validly-existing security interests or liens, or in
relation to which such security interests or liens are avoided;
and
(iii) Expenses of case administration, including, without
limitation, overhead incurred during the course of the Bankruptcy
case incurred by professionals employed by Debtor, and all
statutory fees assessed by or payable to the U.S. Trustee or the
Court.
The Debtor proposes to provide the following forms of adequate
protection to the Bank of DeSoto:
a. Reporting: During the Usage Period and until a Termination
Event, the Debtor will provide Monthly Operating Reports to Bank of
DeSoto, executed by the Debtor's Managing Member, which provides a
statement of monthly income and expenses.
b. Segregation: The Debtor will segregate cash collateral from
all other unencumbered funds, if any, and ensure that all
post-petition collections generated from the Prepetition Collateral
likewise be segregated as cash collateral for use in the Debtor's
operations pursuant to the Interim Budget; and
c. Maintenance: The Debtor will maintain adequate insurance
coverage in relation to the Prepetition Collateral and timely pay
all post-petition taxes assessed due in relation to the Prepetition
Collateral in the ordinary course of the Debtor's business, thereby
keeping the properties free of liens and therefore ready to be
assigned.
d. According to a recent appraisal by Bank of Desoto, the
value of the Prepetition collateral is in excess of $4 million, an
amount that far exceeds the amount owed to Bank of DeSoto. The
amount owed to Bank of DeSoto is approximately $1.8 million, which
provides an equity cushion of approximately in excess of $2
million.
A copy of the motion is available at https://bit.ly/3WTEdeI from
PacerMonitor.com.
A copy of the budget is available at https://bit.ly/3CuFNeO from
PacerMonitor.com.
The Debtor projects $38,700 in gross monthly income and $35,861 in
total monthly expenses.
About Silver Creek Investments
Silver Creek Investments, LLC filed a Chapter 11 petition (Bankr.
N.D. Texas Case No. 22-42956) on Dec. 5, 2022, with up to $50,000
in both assets and liabilities.
Judge Edward L. Morris oversees the case.
The Debtor is represented by Marilyn D. Garner, Esq., at the Law
Offices of Marilyn D. Garner.
SINCLAIR TELEVSION: Egan-Jones Hikes Sr. Unsecured Ratings to CCC+
------------------------------------------------------------------
Egan-Jones Ratings Company, on December 14, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Sinclair Television Group, Inc. to CCC+ from CCC.
EJR also upgraded the rating on commercial paper issued by the
Company to B from C.
Headquartered in Hunt Valley, Cockeysville, Maryland, Sinclair
Television Group, Inc. provides media broadcasting services.
SIX FLAGS: Egan-Jones Retains CCC+ Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on November 25, 2022, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Six Flags, Inc. EJR also maintained its 'B'
rating on commercial paper issued by the Company.
Headquartered in Arlington, Texas, Six Flags, Inc. owns and
operates theme parks.
SM ENERGY: Egan-Jones Lowers Senior Unsecured Ratings to BB
-----------------------------------------------------------
Egan-Jones Ratings Company, on December 12, 2022, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by SM Energy Company to BB from B+.
Headquartered in Denver, Colorado, SM Energy Company is an
independent energy company that explores for and produces natural
gas and crude oil.
SOUTHWESTERN ENERGY: Egan-Jones Hikes Sr. Unsecured Ratings to B+
-----------------------------------------------------------------
Egan-Jones Ratings Company, on December 16, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Southwestern Energy Company to B+ from B.
Headquartered in Houston, Texas, Southwestern Energy Company is an
independent energy company.
SS&C TECHNOLOGIES: Egan-Jones Retains BB Senior Unsecured Ratings
-----------------------------------------------------------------
Egan-Jones Ratings Company, on December 14, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by SS&C Technologies, Inc.
Headquartered in Windsor, Connecticut, SS&C Technologies, Inc.
develops financial software solutions.
STONEX GROUP: Egan-Jones Retains B+ Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on December 23, 2022, maintained its
'B+' foreign currency and local currency senior unsecured ratings
on debt issued by StoneX Group Inc. EJR also maintained its 'B'
rating on commercial paper issued by the Company.
Headquartered in New York, New York, StoneX Group Inc. is an
institutional-grade financial services network that connects
companies, organizations, and investors to the global markets
ecosystem through digital platforms, end-to-end clearing, and
execution services.
STRUCTURAL TECHNOLOGY: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Structural Technology Custom Homes LLC
d/b/a Structural Technology Home Repairs
70757 E Hillview St
Mesa, AZ 85207
Business Description: The Debtor is a home repair company
serving Mesa, AZ and the surrounding areas.
Chapter 11 Petition Date: January 6, 2023
Court: United States Bankruptcy Court
District of Arizona
Case No.: 23-00080
Debtor's Counsel: D. Lamar Hawkins, Esq.
GUIDANT LAW, PLC
402 E. Southern Ave
Tempe, AZ 85282
Tel: 602-888-9229
Email: lamar@guidant.law
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Joseph Rubanow as manager.
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/TK2ECKQ/STRUCTURAL_TECHNOLOGY_CUSTOM_HOMES__azbke-23-00080__0001.0.pdf?mcid=tGE4TAMA
SUMMIT MIDSTREAM: Egan-Jones Retains B+ Senior Unsecured Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company, on December 14, 2022, maintained its
'B+' foreign currency and local currency senior unsecured ratings
on debt issued by Summit Midstream Partners LP.
Headquartered in Houston, Texas, Summit Midstream Partners LP is
focused on owning and operating midstream energy infrastructure
that is strategically located in the core producing areas of
unconventional resource basins, primarily shale formations, in
North America.
SUNPOWER CORP: Egan-Jones Retains BB Senior Unsecured Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on November 25, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by SunPower Corporation.
Headquartered in San Jose, California, SunPower Corporation is an
integrated solar products and services company.
SUNSTONE HOTEL: Egan-Jones Hikes Senior Unsecured Ratings to BB
---------------------------------------------------------------
Egan-Jones Ratings Company, on December 16, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Sunstone Hotel Investors, Inc. to BB from BB-.
Headquartered in Irvine, California, Sunstone Hotel Investors, Inc.
operates as a hospitality and lodging real estate investment trust.
SUPERIOR REAL ESTATE: Seeks Approval to Tap Snow Tax as Accountant
------------------------------------------------------------------
Superior Real Estate Solutions LLC seeks approval from the U.S.
Bankruptcy Court fir the Eastern District of Arkansas to hire Snow
Tax and Business Services as its accountant.
The firm will perform accounting functions, including the
preparation of financial statements and bankruptcy operating
reports; and preparation and filing of state and federal income,
use, sales or personal property tax returns.
The firm will charge $60 per hour for its services.
Snow Tax is a "disinterested person" as defined by Bankruptcy Code
Sec. 101(4), according to court filings.
The firm can be reached through:
Kevin P. Keech, Esq.
KEECH LAW FIRM, PA
2011 Broadway Avenue
Little Rock, AR 72206
Phone: 501-221-3200
Fax: 501-221-3201
About Superior Real Estate Solutions
Superior Real Estate Solutions LLC owns and manages residential and
commercial real estate.
Superior Real Estate Solutions filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ark. Case No.
22-13494) on Dec. 15, 2022. In the petition filed by Alvin Franks
Jr. as authorized signatory, the Debtor reported assets and
liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge Bianca M. Rucker handles the case.
The Debtor is represented by Kevin P. Keech, Esq. at KEECH LAW
FIRM, PA.
TEGNA INC: Egan-Jones Retains CCC+ Senior Unsecured Ratings
-----------------------------------------------------------
Egan-Jones Ratings Company, on December 23, 2022, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by TEGNA Inc. EJR also maintained its 'B' rating on
commercial paper issued by the Company.
Headquartered in Tysons, Virginia, TEGNA Inc. is a broadcasting,
digital media and marketing services company.
TENNECO INC: Egan-Jones Retains B Senior Unsecured Ratings
----------------------------------------------------------
Egan-Jones Ratings Company, on December 12, 2022, maintained its
'B' foreign currency and local currency senior unsecured ratings on
debt issued by Tenneco Inc.
Headquartered in Lake Forest, Illinois, Tenneco Inc. designs,
manufactures, and markets emission control and ride control
products and systems for the automotive original equipment market
and the aftermarket.
TG INTEGRATION: Files Amendment to Disclosure Statement
-------------------------------------------------------
TG Integration, LLC, et al., submitted a First Amended Joint
Combined Disclosure Statement and Plan of Liquidation dated January
5, 2023.
The assets of the Debtors have all been sold or liquidated. Secured
Lender Bank of America has a valid first position security interest
and lien on the proceeds of those sales, as previously detailed in
the motions and court orders approving those sales.
The liquidating plan as proposed will pay in full all priority tax
and employee claims, all postpetition payroll claims and known
administrative claims. Unsecured creditors will receive a pro-rata
distribution of $25,000.00, which the secured lender Bank of
America agreed to as a carve out in the early stages of these
proceedings.
The $25,000 carve out was arrived at as part of a negotiated
compromise with Bank of America as $12,500 components of two prior
sales (the sale of Integration, Coatings, and Turnkey as a going
concern, and the separate auction sale of Manufacturing). The carve
out payment of $25,000 is subject only to a confirmed chapter 11
plan, and is not otherwise payable to unsecured creditors through a
liquidation.
Professional fees will be paid in at a significantly, voluntarily
reduced compromised amount in order for these proposed
distributions to be made. Keller & Almassian, PLC, and Gantry
Business Solutions LLC anticipate a write down of their
professional fees by a combined approximate amount of $200,000.00.
The professionals and Bank of America have made significant efforts
to ensure the administrative insolvency of these Estates was
avoided. Debtors' estimation of a distribution to unsecured
creditors in a Chapter 7 proceeding would be $0.
The Debtors and their professionals undertook marketing efforts to
promote the sale of the assets, both pre-petition and
post-petition. The Debtors and their professionals approached
parties that included strategic purchasers, financial companies
engaged in the process of the purchase and sale of similar assets,
and customers of the Debtors.
Ultimately, these efforts resulted in an offer from an independent
unrelated third party, The Owl Group, to purchase the Gaming
Entities (Integration, Turnkey, and Coatings) as a going concern
for substantially all the assets of the Gaming Entity Debtors.
After ongoing negotiations with the Debtors' professionals, and
after extensive efforts to increase the offer price and numerous
rounds of negotiations, a final offer was eventually obtained for
the sum of $777,100.00, plus an additional amount of $100,000.00 to
be used for post-petition employee payroll (total of $877,100). The
Gaming Entity Debtors were sold by Order of the Bankruptcy Court to
a buyer as a going concern, and a closing occurred on July 1,
2022.
The Plan provides for the liquidation and conversion of all of the
Debtors' remaining assets to Cash and the distribution of the net
proceeds realized from the sale of assets to creditors holding
Allowed Claims in accordance with the treatment set forth in the
Plan.
Like in the prior iteration of the Plan, each Holder of an Allowed
Unsecured Claim in Class 3 will receive (i) upon the Effective
Date, a release from any liability under Avoidance Actions; plus
(ii) upon the later of the Distribution Date or the date on which
all other Allowed Administrative Expense Claims (professionals will
reduce their fees) and Class 1 Claims have been paid in full, a Pro
Rata share of $25,000.
The Bankruptcy Court has scheduled a hearing to consider final
approval of the disclosure statement and confirmation of the Joint
Plan for Feb, 16, 2023, at 10:00 a.m. (the "Confirmation Hearing").
A full-text copy of the First Amended Combined Disclosure and Plan
dated January 5, 2023 is available at https://bit.ly/3Zok2qL from
PacerMonitor.com at no charge.
Counsel to Debtors:
A. Todd Almassian, Esq.
Greg J. Ekdahl, Esq.
Nicholas S. Laue, Esq.
KELLER & ALMASSIAN, PLC
230 E. Fulton Street
Grand Rapids, MI 49503
(616) 364-2100
Telephone: talmassian@kalawgr.com
gekdahl@kalawgr.com
nlaue@kalawgr.com
About TG Integration LLC
TG Integration, LLC, sought protection under Chapter 11 of the U.S.
Bankruptcy Court (Bankr. W.D. Mich. Case No. 22-00615) on March 27,
2022. In the petition signed by Kevin Kyle, president, the Debtor
disclosed up to $1 million in assets and up to $500,000 in
liabilities.
Judge John T. Gregg oversees the case.
A. Todd Almassian, Esq., at Keller & Almassian, PLC, is serving as
the Debtor's counsel.
TGPC PROPERTIES: Gets OK to Hire Guidant Law PLC as Counsel
-----------------------------------------------------------
TGPC Properties, LLC received approval from the U.S. Bankruptcy
Court for the District of Arizona to hire Guidant Law, PLC, as its
bankruptcy counsel.
Guidant Law will render these services:
(a) advise the Debtor with respect to all legal matters in
connection with the continued operation of its business;
(b) reject executory contracts;
(c) make new contracts;
(d) prepare pleadings and applications;
(e) develop the relationship of the status of the Debtor to
the claims of creditors;
(f) advise the Debtor of its rights, duties and obligations in
this Chapter 11 case;
(g) take all necessary action incident to the proper
preservation and administration of the bankruptcy estate; and
(h) advise the Debtor in the formulation and presentation of a
plan of reorganization pursuant to Chapter 11 of the Bankruptcy
Code.
The hourly rates of the firm's counsel and staff are as follows:
Gary Michael Smith, Attorney $400
J. Phillip Glassrock, Attorney $430
Sam Saks, Attorney $415
D. Lamar Hawkins, Attorney $475
Scott T. Jensen, Attorney $425
Eric Faas, Associate Attorney $375
JoAnn Falgout, Associate Attorney $350
Senior Paralegal $150
Paralegal $125
Clerk 1 $100
Clerk 2 $90
Clerk 3 $80
D. Lamar Hawkins, Esq., an attorney at Guidant Law, disclosed in a
court filing that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
D. Lamar Hawkins, Esq.
JoAnn Falgout, Esq.
Guidant Law PLC
402 E. Southern Ave.
Tempe, AZ 85282
Telephone: (602) 888-9229
Facsimile: (480) 725-0087
Email: lamar@guidant.law
joann.falgout@guidant.law
About TGPC Properties
TGPC is primarily engaged in renting and leasing real estate
properties.
TGPC Properties, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
22-08374) on Dec. 19, 2022. The petition was signed by Paul Johnson
as manager. At the time of filing, the Debtor estimated $1 million
to $10 million in both assets and liabilities. D. Lamar Hawkins,
Esq. at GUIDANT LAW PLC represents the Debtor as counsel.
TIMES SQUARE JV: Files for Chapter 11 to Pursue Plan or Sale
-------------------------------------------------------------
Vornado Capital Partners' Times Square JV LLC, et al., corporate
entities that own and operate a Times Square building and an
attached Crowne Plaza hotel, filed for bankruptcy in New York on
Dec. 27, 2022.
The Debtors have struggled for years, even before the global
COVID-19 pandemic, which dramatically exacerbated those struggles.
In connection with the Pandemic, in an effort to attempt to curtail
losses, the Hotel closed on March 2020 and just recently resumed
operations on Nov. 1, 2022. While some tenants remain in the
Office Space and the Retail Space, the Pandemic led to a
significant number of tenants defaulting on their obligation to pay
rent or otherwise vacating the premises.
As of the Petition Date, $418,726,016 in total of principal,
accrued interest and fees is outstanding under a mezzanine loan.
On March 18, 2021, despite the defaults under the mezzanine loan,
an affiliate of Argent, the Mezzanine Lender, purchased the
mezzanine loan from Apollo and assumed the rights and obligations
of Apollo as lender thereunder.
The Debtors filed together with the petitions a Joint Chapter 11
Plan that incorporates the terms of their restructuring support
agreement.
In weighing their options and ultimately determining to pursue a
chapter 11 filing, the Debtors engaged with certain entities with
interests in the Premises to formulate a consensus regarding the
terms of the Debtors' restructuring. The Debtors entered into a
restructuring support agreement with Vornado Capital Partners,
L.P., Vornado Capital Partners Parallel, L.P. and Argent
(collectively, the "RSA Parties"). Importantly, the RSA provides a
path to a restructuring, through the Plan, which outlines the
pursuit of the sale of the Premises and related rights (via the
Plan or under section 363 of the Bankruptcy Code) or an
equitization of the Mortgage Lender's secured debt. After
extensive discussions, on Dec. 28, 2022, the RSA Parties executed
the RSA regarding the material terms of a chapter 11 filing that
would conclude in a sale transaction or
restructuring.
The RSA Parties have agreed to support the restructuring
transactions set forth in the Chapter 11 Plan. Among other things,
the Mortgage Lender agreed to permit the Debtors to use cash
collateral on a consensual basis and to provide post-petition
financing to enable the Debtors to implement their restructuring
process through confirmation of the Chapter 11 Plan, including to
commence a marketing process for the sale of all or substantially
all of the Debtors’ assets through the Chapter 11 Plan or
separately under section 363 of the Bankruptcy Code.
The RSA provides that all parties thereto will use commercially
reasonable efforts to take such steps as are necessary or
appropriate to implement or support the Plan, and the related
restructuring transactions, as applicable, and includes a variety
of other commitments from the parties, including that 1605 Broadway
LLC (in such capacity, the "DIP Lender") shall provide DIP
financing in the amount of up to $10,000,000, subject to the
Bankruptcy Court's entry of an order approving such DIP financing
(the "DIP Order").
The RSA also requires the Debtors to file certain documents and
satisfy certain objectives within a specified period of time. These
Milestones include, among others, the Debtors' commitment to:
(i) file a disclosure statement and the Chapter 11 Plan, in
form and substance reasonably acceptable to the Mezzanine Lender,
the Mortgage Lender and the DIP Lender, within one business day
after the Petition Date,
(ii) file a motion seeking approval of bidding procedures, in
form and substance reasonably acceptable to the Mezzanine Lender,
the Mortgage Lender and the DIP Lender, no later than one day after
the Petition Date,
(iii) obtain entry of the DIP Order on an interim basis, no later
than three business days after the Petition Date, and on a final
basis, no later than 35 business days after the Petition Date,
(iv) obtain entry of the Bankruptcy Court's order approving the
bidding procedures within 25 business days
after the Petition Date,
(v) obtain approval of a disclosure statement within 35 days of
the Petition Date,
(vi) select a stalking horse bidder, if any, for a sale of the
Premises and related assets no later than 28 days after the
Petition Date,
(vii) commit to a bid deadline no later than 35 days after the
Petition Date,
(viii) conduct an auction, if necessary, no later than two
business days after the bid deadline,
(ix) schedule a hearing to obtain entry of an order approving
the sale and entering an order approving the sale of the Debtors'
assets to the successful bidder, if applicable, within 75 business
days from the Petition Date,
(x) obtain confirmation of a chapter 11 plan within 75 days of
the Petition Date, and
(xi) ensure occurrence of the effective date of the chapter 11
plan within ninety (90) days of the Petition Date
About Times Square JV LLC
Times Square JV LLC owns a building (the "Premises") located at
1605 Broadway, New York, NY 10019, in central Times Square (between
West 48th and 49th Streets). The Premises is a total of 840,000
square feet and consists, among other things, of certain hotel
space on the 15th through 46th floors, currently branded as the
Crowne Plaza Times Square Manhattan Hotel; 196,300 square feet of
commercial office space, portions of which are currently leased to
three third-party tenants; 17,800 square feet of ground floor
retail space; certain billboard spaces; and a parking garage.
Debtor TJV leases the Premises to affiliate CPTS Hotel Lessee LLC
pursuant to an Agreement of Lease dated as of Jan. 1, 2017, as
amended. Affiliates 1601 Broadway Owner LLC and 1601 Broadway
Holdings LLC directly or indirectly own or lease certain real
property underlying the Premises.
Vornado is the ultimate indirect majority parent of non-debtor CPTS
Mezz Borrower, which is the sole legal and beneficial owner of 100%
of the issued and outstanding limited liability company membership
interests in Debtor CPTS.
On Dec. 28, 2022, CPTS Hotel Lessee LLC ("CPTS"), Times Square JV
LLC ("TSJV"), 1601 Broadway Owner LLC and 1601 Broadway Holdings
LLC filed voluntary petitions for relief under chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-11715) on Dec.
27, 2022. In the petition filed by Richard Shinder, as president,
treasurer and sole director, TSJV reported assets and liabilities
between $100 million and $500 million.
The Debtors are represented by:
John R. Ashmead, Esq.
Seward & Kissel, LLP
15 East Putnam Avenue
Suite 406
Greenwich, CT 06830
TITAN INTERNATIONAL: Egan-Jones Hikes Sr. Unsecured Ratings to BB+
------------------------------------------------------------------
Egan-Jones Ratings Company, on December 15, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Titan International, Inc. to BB+ from BB-.
Headquartered in Quincy, Illinois, Titan International, Inc.
manufactures mounted tire and wheel systems for off-highway
equipment used in agriculture, construction, mining, military,
recreation, and grounds care.
TMK HAWK: $25M Bank Debt Trades at 47% Discount
-----------------------------------------------
Participations in a syndicated loan under which TMK Hawk Parent
Corp is a borrower were trading in the secondary market around 53.1
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $25 million facility is a Delay-Draw Term loan that is
scheduled to mature on August 30, 2024.
TMK Hawk Parent Corp. is the holding company of TriMark USA, LLC, a
foodservice equipment and supplies distributor.
TOMS KING: Court OKs Cash Collateral Access Thru Feb 1
------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Ohio,
Eastern Division, authorized TOMS King (Ohio) LLC and affiliates to
use cash collateral on an interim basis in accordance with the
budget.
Unless an extension is otherwise agreed to in writing by the
Debtors and the Agent and Pre-Petition Lender, and subject to the
Carve-Out, the Debtors are authorized to use cash collateral
commencing from Petition Date through and including (but not
beyond) the earliest to occur of (i) the date on which a
Termination Event will occur, (ii) any order modifying the Debtors'
authority to use cash collateral not consented to by the Agent and
Pre-Petition Lender and (iii) the close of business on February 1,
2023; provided that such use of cash collateral will be in
accordance with the Budget and to pay Statutory Fees.
The Debtors have a pressing need for the continued use of cash
collateral to continue operating as a going concern -- including
funding their day-to-day operations which includes payroll,
vendors, and the costs of these Chapter 11 Cases -- minimize
disruption, rebut any skepticism regarding the Debtors' ability to
operate as a going concern and stabilize business operations in
response to these Chapter 11 Cases.
Prior to the Petition Date, the Debtors -- other than TOMS King
(Ohio II) LLC and TOMS King III LLC -- entered into a Credit
Agreement, dated as of March 7, 2014, by and among the Debtors --
other than TOMS King (Ohio II) LLC and TOMS King III LLC -- as
borrowers, Bank of America, N.A., as administrative agent and
lender, which was amended and restated from time to time, including
most recently pursuant to the Fifth Amended and Restated Credit
Agreement, dated as of January 28, 2020, as well as by a
forbearance agreement and deferral agreement.
Pursuant to the terms of the Pre-Petition Credit Agreement, the
Debtors -- other than TOMS King (Ohio II) LLC and TOMS King III LLC
-- incurred (a) a term loan facility in an aggregate amount of $44
million; (b) a revolving credit facility in a principal amount of
up to $2.5 million, and (c) a development loan facility
reestablished in a principal amount of $5 million. The obligations
under the Pre-Petition Credit Agreement have an outside maturity
date of January 28, 2025.
The Debtors also have a purchasing card with the Pre-Petition
Lender which has a $200,000 purchasing limit as of the Petition
Date. As of the Petition Date, the aggregate outstanding balance
due under the Pre-Petition Credit Agreement was approximately
$35.494 million and the P-Card Agreement was approximately $57,692,
plus interest, costs and fees. The obligations under the
Pre-Petition Credit Agreement are secured by first priority liens
on and security interests in substantially all assets of the
Debtors.
As adequate protection, the Pre-Petition Secured Parties are
granted, replacement security interest in, and lien junior only to
the Carve-Out. The Replacement Liens will have the same priority,
validity, force, extent, and effect as the liens that they replace,
effective as of the Petition Date without the necessity of Agent
taking any further action, upon the right, title and interest in
the following property of the Debtors.
The Replacement Liens will be deemed automatically valid and
perfected with such priority as provided in the Interim Order,
without any further notice or act by any party that may otherwise
be required under any other law.
The "Carve Out" means the sum of:
a. with respect to professional fees and disbursements by the
professionals retained by the Debtors, pursuant to Bankruptcy Code
section 327 and/or section 363 (i) professional fees and
disbursements incurred on or prior to the receipt by the Debtors of
written notice of the occurrence of a Termination Event, in an
amount not to exceed the aggregate amounts approved pursuant to the
Budget and allowed by the Court and (ii) professional fees and
disbursements incurred following receipt by the Debtors of written
notice of the occurrence of a Termination Event, in an amount not
to exceed $100,000;
b. with respect to the professionals retained by the
Committee, if any, pursuant to Bankruptcy Code section 1103(a), the
lesser of (x) $50,000 and (y) an amount not to exceed the aggregate
amounts approved pursuant to the Budget and allowed by the Court
for the period prior to the receipt by the Debtors of written
notice of the occurrence of a Termination Event; and
c. statutory fees payable to the U.S. Trustee pursuant to 28
U.S.C. section 1930(a)(6), together with the statutory rate of
interest, and any fees payable to the Clerk of the Bankruptcy
Court, which Statutory Fees will not be subject to any budget.
These events constitute a "Termination Event" under the Interim
Order, unless waived in writing by the Pre-Petition Secured
Parties:
a. Failure of the Debtors to abide by the terms, covenants,
and conditions of the Interim Order or the Budget;
b. An application is filed by any Debtor for the approval of
(or an order is entered by the Court approving) any claim arising
under Section 507(b) of the Bankruptcy Code or otherwise, or any
lien in any of the Chapter 11 Cases, which is pari passu with or
senior to the Pre-Petition Obligations or the adequate protection
liens granted therein, unless consented to in writing by Bank of
America, N.A. (in its capacity as Agent and Pre-Petition Lender);
c. The commencement or support of any action by any Debtor or
any other authorized person against Bank of America, N.A. (in its
capacity as Agent and Pre-Petition Lender) to subordinate or avoid
any liens made in connection with the PrePetition Loan Documents or
to avoid any obligations incurred in connection therewith;
d. The Debtors' failure to comply with any of the milestones
set forth in the Interim Order;
e. TOMS King Services LLC fails and/or refuses to provide
support to the Debtors' operations and businesses through Closing;
f. The use of cash collateral for any purpose not authorized
by the Interim Order;
g. Failure of the Debtors to timely pay undisputed fees of the
U.S. Trustee pursuant to 28 U.S.C. section 1930;
h. Appointment of a Chapter 11 trustee or the appointment of
an examiner with expanded powers over one or more of the Debtors;
i. Termination of one or more of the Debtors' franchise
agreements with Burger King Corporation, other than for a store
closed with Pre-Petition Secured Lender's prior written consent;
j. Conversion of the Chapter 11 Cases to cases under Chapter 7
of the Bankruptcy Code;
k. The Chapter 11 Cases are dismissed;
l. The entry of an order by any other Court of competent
jurisdiction (other than the Final Order) reversing, staying,
vacating or otherwise modifying in any material respect the terms
of the Interim Order; or
m. The Debtors seek to obtain financing that does not satisfy
the Pre-Petition Obligations in full that seeks to prime Agent
and/or Pre-Petition Lender's lien on any of the Collateral not
otherwise entitled to be primed under the Pre-Petition Credit
Agreement.
A copy of the order is available at https://bit.ly/3VRWVlB from
PacerMonitor.com.
About TOMS King (Ohio) LLC
TOMS King (Ohio) LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ohio Case No. 23-50001) on January 2,
2023. In the petition filed by Daniel F. Dooley, chief
restructuring officer, the Debtor disclosed up to $50,000 in assets
and up to $50 million in liabilities.
Richard K. Stovall, Esq., at Allen Stovall Neuman & Ashton LLP, is
the Debtor's legal counsel.
TRANSALTA CORP: Egan-Jones Retains BB Senior Unsecured Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on December 15, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by TransAlta Corporation.
Headquartered in Calgary, Canada, TransAlta Corporation is a
non-regulated electric generation and marketing company with its
growth focused in developing coal and gas-fired generation.
TRAYLOR CHATEAU: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------------
Traylor Chateau LLC asks the U.S. Bankruptcy Court for the Eastern
District of Missouri, Eastern Division, for authority to use cash
collateral.
The Debtor requires the use of cash collateral for the operation of
the Debtor's apartment business. The Debtor also seeks authority
to pay post-petition professional fees in amounts approved by the
Court.
The Debtor is seeking to sell its property and has engaged in
discussions regarding the sale of the Property with a prospective
buyer but does not yet have a real estate sales contract with a
prospective buyer.
In September 2017, the Debtor entered into a mortgage loan
agreement with Reliance Bank with a maturity date in September
2022. After the Mortgage Loan origination date and prior to the
maturity date, Simmons Bank acquired Reliance Bank and therefore
became holder of the Mortgage Loan note.
Simmons Bank extended the maturity date of the Mortgage Loan to
December 6, 2022.
The Debtor's estimated monthly expenses other than payments to its
mortgage lender are as follows:
advertising -- $35 per month, $99 per month, $86 per month,
insurance -- $781 per month,
repairs and maintenance -- $850,
meals, entertainment, and travel -- $85 per month,
supplies -- $505 per month,
telephone -- $153,
utilities other than telephone -- $153,
office expenses -- $486, and
manager compensation -- $2,500.
Additionally, the Debtor estimates it will need to make a monthly
adequate protection payment to the mortgagee and seeks
authorization from the Court to use cash collateral to make any
adequate protection payment to its mortgagee.
A hearing on the matter is set for January 9, 2023 at 11 a.m.
A copy of the motion is available at https://bit.ly/3VQMY7V from
PacerMonitor.com.
About Traylor Chateau LLC
Traylor Chateau LLC is a Missouri limited liability company that
owns an apartment building located at 5832-5840 Cabanne Avenue, in
Saint Louis City, Missouri. The Property contains approximately 30
apartment units. Traylor Chateau LLC is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mo. Case No. 22-43815) on December 6,
2022. In the petition signed by Rena T. Traylor, member, the Debtor
disclosed up to $10 million in assets and up to $1 million in
liabilities.
Judge Kathy A. Surratt-States oversees the case.
Frank R. Ledbetter, Esq., at Ledbetter Law Firm, LLC, represents
the Debtor as counsel.
TRIBE BUYER: $397M Bank Debt Trades at 37% Discount
---------------------------------------------------
Participations in a syndicated loan under which Tribe Buyer LLC is
a borrower were trading in the secondary market around 63.3
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $397 million facility is a Term loan that is scheduled to
mature on February 16, 2024. The amount is fully drawn and
outstanding.
Tribe Buyer LLC provides construction services. The Company
operates in the United States.
TWISTED OAK: Amends Mechanics Bank Secured Claims Pay Details
-------------------------------------------------------------
Twisted Oak Winery, LLC, submitted a First Modified Plan of
Reorganization for Small Business.
Under the Plan, all of the Debtor's projected disposal income will
be applied to make payments. The final Plan payment is expected to
be paid on December 1, 2026.
This Plan of Reorganization proposes to pay creditors of the Debtor
from cash flow from future operations over a 60-month period.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 100 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 2 consists of Secured Claims of Mechanics Bank. Class 2 is
impaired by this Plan. Mechanics Bank shall retain its security
interest according to the instruments and statutes creating same.
Class 2 principal shall be paid in full with interest at 5.75% per
annum on 30 years amortization with a January 1, 2033 maturity
date, with interest and principal payments of $10,836.86 per month,
commencing October 1, 2022 and continuing for 123 months, then a
balloon payment for the remaining balance due January 1, 2033.
Class 2 accrued pre-petition interest through September 30, 2022 of
$459,022.28 shall be paid in full with 0% interest per annum in the
amount of $1,000 per month, commencing October 1, 2022, then a
balloon payment for the remaining balance due January 1, 2033. The
sum of (i) foreclosure fees of $16,149.76.; (ii) legal expenses
through September 30, 2022, of $43,126.20; (iii) appraisal fee of
$6,500.00; and (iv) prior, suspended interest of $109,075 shall be
paid upon maturity.
The Modified Plan does not alter the proposed treatment for
unsecured creditors and the equity holder:
* Class 4 consists of Noninsider nonpriority unsecured
creditors. Class 4 is unimpaired in this Plan. Class 4 consists of
one creditor: Stange/Matate. To the extent Class 4 is entitled to
any recovery, it shall first be offset against any claim or
recovery by the Debtor. If there is no net recovery by Debtor, in
equal installments commencing July 1, 2022, for a period of 6
months.
* Class 5 consists of Insider non-priority unsecured
creditors. Class 5 is unimpaired and will be paid only after all
other allowed claims have been paid in full, and then on such terms
as the Debtor and the holders of Class 5 agree.
* Class 6 consists of Equity security holders of the debtor.
Equity Holder will retain its current membership interest in
Debtor.
With the business assets and ongoing operations, Debtor will have
sufficient cash to pay all allowed unclassified claims, future
allowed expenses of administration, and all Class 1 claims
(nominal, if any), and to purchase the additional equipment and
supplies needed to continue the manufacture of wine and to maintain
operations.
The Debtor will have sufficient cash flow commencing in January
2022, and continuing thereafter, to make the monthly payments
required for Classes 2, 3, and 4.
The Plan is relatively simple as only one creditor is impaired.
Allowed unclassified claims and priority claims will be paid upon
confirmation of the Plan. Subsequent unclassified claims (such as
expenses of administration) will be paid as the Court allows them.
Only one of the claims of the two secured creditors will be
impaired: Mechanics Bank. SBA is not impaired and will receive
their usual monthly payments $713 with no changes in interest rate,
monthly payment, or maturity. Non-priority unsecured creditors will
be paid 100 cents on the dollar over a 6-month period.
A full-text copy of the First Modified Plan dated January 5, 2023
is available at https://bit.ly/3jUzn25 from PacerMonitor.com at no
charge.
About Twisted Oak
Twisted Oak, LLC, specializes in wines that are made from
Tempranillo, Grenache, Mourvedre, Viognier, and more. It filed a
Chapter 11 petition (Bankr. E.D. Cal. Case No. 21-90484) on Oct. 4,
2021. In the petition signed by Jeff Stai, managing member, the
Debtor disclosed $1 million to $10 million in assets and $1 million
to $10 million in liabilities. The Hon. Ronald H. Sargis oversees
the case. Brian S. Haddix, of HADDIX LAW FIRM, is the Debtor's
counsel.
UNITED AIRLINES: Egan-Jones Cuts Senior Unsecured Ratings to BB-
----------------------------------------------------------------
Egan-Jones Ratings Company, on December 12, 2022, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by United Airlines, Inc. to BB- from B+.
Headquartered in Chicago, Illinois, United Airlines, Inc. provides
commercial airline services.
VAIL RESORTS: Egan-Jones Retains B+ Senior Unsecured Ratings
------------------------------------------------------------
Egan-Jones Ratings Company, on December 22, 2022, maintained its
'B+' foreign currency and local currency senior unsecured ratings
on debt issued by Vail Resorts, Inc.
Headquartered in Broomfield, Colorado, Vail Resorts, Inc. operates
as a holding company.
VERINT SYSTEMS: Egan-Jones Retains BB Senior Unsecured Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on December 20, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by Verint Systems Inc.
Headquartered in Huntington, New York, Verint Systems Inc. provides
analytic solutions for communications, interception, digital video
security and surveillance, and enterprise business intelligence.
VISUAL COMFORT: $295M Bank Debt Trades at 14% Discount
------------------------------------------------------
Participations in a syndicated loan under which VC GB Holdings I
Corp is a borrower were trading in the secondary market around 85.6
cents-on-the-dollar during the week ended Friday, January 6, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $295 million facility is a Term loan that is scheduled to
mature on September 30, 2029. The amount is fully drawn and
outstanding.
Visual Comfort & Co., headquartered in Houston, TX and Skokie, IL,
is a collection of brands including Visual Comfort premium
decorative lighting collections, Tech Lighting decorative and
functional lighting, Generation Lighting lighting and Monte Carlo
ceiling fans.
VOLUNTEER ENERGY: Columbia & ANR Say Disclosure Inadequate
----------------------------------------------------------
Columbia Gas Transmission, LLC, and ANR Pipeline Company object to
the motion of Volunteer Energy Services, Inc. for entry of an order
approving adequacy of Disclosure Statement.
Columbia and ANR assert that the Court should not approve the
Debtor's proposed Disclosure Statement because it lacks the
adequate information required for creditors to make an informed
decision:
* First, the Disclosure Statement does not sufficiently
identify available assets and their value. The Debtor makes passing
reference to asset sales during the case, but that paragraph does
not address which assets remain, if any. The Debtor's failure to
inform creditors about remaining assets also leaves creditors
unable to evaluate the proposed releases.
* Second, the Disclosure Statement does not adequately
describe the claims against the estate. Both the amount of allowed
claims and the potential recovery due to creditors are left blank
as placeholders. Creditors cannot evaluate whether the Plan is a
good or bad deal without this essential information.
* Third, the Disclosure Statement does not include a
liquidation analysis.
* Fourth, in part because the Disclosure Statement does not
contain financial information about the value of its assets and
anticipated recoveries, Columbia and ANR cannot identify any
location in the Disclosure Statement that discloses the accounting
and valuation methods used by the Debtor.
* Fifth, the Disclosure Statement does not contain adequate
information about future management, i.e., the Liquidating Trustee.
The Disclosure Statement states that the Committee will select the
trustee in consultation with the Debtor before the Effective Date,
but the Disclosure Statement does not state what criteria the
Committee will incorporate when making a selection. Moreover, it is
not clear why the Liquidating Trustee cannot be identified before
confirmation or why the selection process will occur without direct
supervision by the Court or by the U.S. Trustee.
Columbia and ANR further assert that the Debtor's Plan proposes to
enjoin creditors' setoff rights in violation of the Bankruptcy
Code, making the plan patently unconfirmable.
Columbia and ANR claim that the provision violates the protections
afforded setoff rights in the Bankruptcy Code and is therefore
unenforceable. The Debtor should omit it from the Plan.
Alternatively, if the Debtor intends this provision to be
effective, the Debtor should articulate now why it does not fail as
a matter of law. Columbia, ANR, and other creditors should not bear
the risk and cost of defending their rights after the confirmation
process.
A full-text copy of Columbia and ANR's objection dated January 3,
2023 is available at https://bit.ly/3GoFKm3 from PacerMonitor.com
at no charge.
Counsel to Columbia Gas Transmission, LLC and ANR:
BRACEWELL LLP
William A. (Trey) Wood III, Esq.
trey.wood@bracewell.com
711 Louisiana Street, Suite 2300
Houston, TX 77002
Telephone: (713) 221-1166
Facsimile: (713) 221-1212t
About Volunteer Energy Services
Volunteer Energy Services, Inc., an electric power provider based
in Pickerington, Ohio, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ohio Case No. 22-50804) on March 25,
2022. In the petition signed by David Warner, chief financial
officer, the Debtor disclosed up to $100 million in both assets and
liabilities.
Judge C. Kathryn Preston oversees the case.
McDermott Will & Emery, LLP, and Isaac Wiles and Burkholder, LLC
serve as the Debtor's lead bankruptcy counsel and local counsel,
respectively. GlassRatner Advisory & Capital Group, LLC, doing
business as B. Riley Advisory Services, is the Debtor's financial
advisor. Epiq Corporate Restructuring, LLC, is the claims agent
and administrative advisor.
VYANT BIO: Unit Closes Sale of Two Business Entities
----------------------------------------------------
vivoPharm Pty, Ltd. ("vivoPharm"), a wholly owned subsidiary of
Vyant Bio, Inc., entered into a Share Purchase Agreement with
Sabine Brandt as trustee for the Brandt Family Trust ("Buyer"),
pursuant to which vivoPharm sold the entirety of the Company's
remaining vivoPharm business for early discovery services,
represented by 100% of the outstanding shares of (i) of RDDT a
vivoPharm Company Pty Ltd; and (ii) vivoPharm Europe Ltd, to Buyer
in exchange for a nominal cash amount, subject to adjustments for
closing cash and accounts payable, on and subject to the terms and
conditions set forth therein. According to a Form 8-K filed with
the Securities and Exchange Commission, the Transaction results in
the Company delivering target closing cash as part of the sold
entities of approximately $827,000 and the assumption by Buyer of
liabilities of the sold entities aggregating approximately $2.2
million. The Transaction was consummated effective Dec. 31, 2022.
The Agreement contains customary representations, warranties,
covenants and indemnification provisions.
About Vyant Bio
Headquartered in Cherry Hill, New Jersey, Vyant Bio, Inc. (formerly
known as Cancer Genetics, Inc.) is an innovative biotechnology
company reinventing drug discovery for complex neurodevelopmental
and neurodegenerative disorders. Its central nervous system drug
discovery platform combines human-derived organoid models of brain
disease, scaled biology, and machine learning.
Vyant Bio reported a net loss of $40.86 million for the year ended
Dec. 31, 2021, a net loss of $8.65 million for the year ended Dec.
31, 2020, a net loss of $6.71 million for the year ended Dec. 31,
2019, and a net loss of $20.37 million for the year ended Dec. 31,
2018. As of Sept. 30, 2022, the Company had $23.04 million in
total assets, $9.20 million in total liabilities, and $13.84
million in total stockholders' equity.
WENDY'S CO: Egan-Jones Retains B Senior Unsecured Ratings
---------------------------------------------------------
Egan-Jones Ratings Company, on November 25, 2022, maintained its
'B' foreign currency senior unsecured ratings on debt issued by
Wendy's Company.
Headquartered in Dublin, Ohio, Wendy's Company operates fast-food
restaurants.
WINC INC: Cash Collateral Access, $5MM DIP Loan Win Final OK
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Winc, Inc. and affiliates to use cash collateral and obtain
postpetition financing, on a final basis.
The Debtors sought to obtain secured postpetition financing from
Project Crush Acquisition Corp LLC on a pari passu basis pursuant
to the terms and conditions of a Superpriority Secured
Debtor-in-Possession Credit Facility Term Sheet, dated as of
December 6, 2022 in the aggregate principal amount of up to $5
million.
Available financing under the DIP Loan Documents will be made to
fund, strictly in accordance with the Approved Budget, working
capital and general corporate requirements of the Debtors,
bankruptcy-related costs and expenses, and any other amounts
required or allowed to be paid in accordance with the Final Order,
but only as and to the extent authorized by the Approved Budget and
the DIP Loan Documents.
The Debtors are party to a credit agreement dated December 15, 2022
by and among Winc, Inc. and BWSC, LLC, as borrowers, and Banc of
California, N.A., as successor-by-merger to Pacific Mercantile
Bank.
To secure the Prepetition Senior Obligations, the Debtors granted
to the Prepetition Secured Party first priority liens upon and
senior security interests in substantially all of the Debtors'
property and assets as more particularly set forth in the security
documents and instruments, including but not limited to the
Security Agreement, dated as of December 15, 2020, by Winc, Inc.
and BWSC, LLC as grantors, in favor of the Prepetition Secured
Party.
As of the Petition Date, the Debtors' Prepetition Senior
Obligations is not less than $3.4 million.
To secure the DIP Obligations and other obligations of the Debtors
under the DIP Facility and DIP Loan Documents, the DIP Lender is
granted for the benefit of itself, pursuant to and in accordance
with sections 361, 362, 364(c)(2), 364(c)(3), and 364(d) of the
Bankruptcy Code, subject to the Carve Out at all times, valid,
enforceable, and fully perfected:
i. first priority liens, pari passu in all respects with any
valid, perfected and unavoidable liens of the Prepetition Secured
Party (including the Adequate Protection Liens), on all property of
the Debtors' estates in these Chapter 11 Cases that is not subject
to valid, perfect, and non-avoidable liens as of the Petition
Date;
ii. junior liens, pari passu in all respects with any valid,
perfected and unavoidable liens of the Prepetition Secured Party,
on all property of the Debtors' estates in these Chapter 11 Cases,
that is subject to valid, perfected, and non-avoidable liens in
existence as of the Petition Date and
iii. first priority, senior liens, pari passu in all
respectswith any valid, perfected and unavoidable liens of the
Prepetition Secured Party on all of the property of the Debtors'
estates.
The DIP Lender is also granted an allowed superpriority
administrative expense claim, which claim will be pari passu with
the Adequate Protection Superpriority Claim and the Prepetition
Senior Obligations, pursuant to section 364(c)(1) of the Bankruptcy
Code in each of the Chapter 11 Cases and in any successor case(s)
under the Bankruptcy Code.
A copy of the budget is available at https://bit.ly/3vLH39s also
from Epiq.
The budget provides for total disbursements, on a weekly basis, as
follows:
$1,772,000 for the week ending January 6, 2022;
$1,577,000 for the week ending January 13, 2022; and
$1,379,000 for the week ending January 20, 2022.
About Winc, Inc.
Winc, Inc. develops, produces and sells alcoholic beverages through
wholesale and direct to consumer business channels in conjunction
with winemakers, vineyards, distillers, and manufacturers, both
domestically and internationally. Its products are available at
retailers and restaurants throughout the United States.
Winc, Inc. and its affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. Del Lead Case No. 22-11238) on
November 30, 2022. In the petition signed by Brian Smith, interim
chief executive officer and president. The Debtor disclosed up to
$50,318,000 in assets and up to $36,751,000 in liabilities.
Laurie Selber Silverstein oversees the case.
Young Conaway Stargatt & Taylor LLP is the Debtor's restructuring &
bankruptcy counsel. RPA Advisors LLC is the Debtors' financial
advisor. Canaccord Genuity Group Inc. is the Debtor's investment
banker. Epiq Corporate Restructuring LLC is Debtors' notice,
claims, solicitation & balloting agent.
WORKDAY INC: Egan-Jones Retains B Senior Unsecured Ratings
----------------------------------------------------------
Egan-Jones Ratings Company, on December 13, 2022, maintained its
'B' foreign currency and local currency senior unsecured ratings on
debt issued by Workday, Inc.
Headquartered in Pleasanton, California, Workday, Inc. provides
enterprise cloud-based applications.
WYNN RESORTS: S&P Affirms 'B+' ICR, Outlook Negative
----------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit ratings on Wynn
Resorts Ltd. and its subsidiaries and affirmed all issue-level
ratings. S&P also removed its ratings on the company from
CreditWatch, where S&P placed them with negative implications on
July 7, 2022.
S&P said, "The negative outlook reflects continued stress on Wynn's
revenue and cash flow in Macao, our forecast for Macao's free
operating cash flow to remain negative in the first half of 2023,
and our expectation that leverage will remain above our 7x
downgrade threshold at least over the next several quarters." This
is because of the negative impact of COVID-19 on the company's
operations in Macao over the past three years and some uncertainty
as to how the recovery will unfold in an evolving public health
environment following China's relaxation of COVID-19 policies.
A more rapid easing of COVID-19 control measures in China than
previously anticipated should support Macao's gross gaming revenue
(GGR) recovery in 2023 and allow Wynn to reduce leverage below 7x
by late 2023 to early 2024 on an EBITDA run-rate basis. In December
2022, China and Macao shifted away from their previous
zero-COVID-19 policy stance, relaxing travel restrictions,
including testing and quarantine requirements. This was earlier
than S&P Global Ratings' previous expectation that the government
would relax its COVID-19 stance more systemically in 2023, likely
in the second quarter, and that the relaxation would likely be
gradual. S&P said, "The ease of testing and quarantine measures,
coupled with the reinstatement of electronic visas (e-visas) on
Nov. 1, will lower entry hurdles for individuals entering Macao,
likely leading to more visitors this year than we previously
assumed. As a result, we believe Macao's GGR recovery could improve
more sustainably, assuming the current virus wave begins to subside
over the coming weeks. Therefore, we are updating our base case
forecast for Macao mass GGR to recover to 60%-70% of 2019 levels in
2023, the upper end of our previously published 50%-70% range. We
expect the recovery could be gradual in the first few months
because high caseloads in China could make people reluctant to
venture out at least initially. However, we believe the recovery in
mass GGR could accelerate more significantly in the second half of
the year (to above 80% of 2019 levels) based on the recovery we
have observed in other gaming markets like Las Vegas and
Singapore."
This should lower Wynn's cash burn and support improvement in
credit measures over the next 12 months. Wynn relies heavily on a
recovery in Macao because the region accounted for approximately
two-thirds of the company's property-level EBITDA pro forma for a
full-year contribution of Encore Boston Harbor (which opened in
June 2019) and using 2019 EBITDA for Wynn Macau. S&P said, "Based
on our revised forecasts for Macao's GGR, the company's strong
operating results at its U.S. properties and an expected reduction
in interactive losses, which are a drag on EBITDA, we estimate
Wynn's EBITDA could be 20%-25% below 2019 levels in 2023 and
15%-20% higher than 2019 in 2024." As a result, Wynn's leverage
could improve to the mid-7x area in 2023 from over 16x in 2022 and
to 5x-5.5x in 2024.
S&P said, "We believe Wynn's high-quality gaming assets in the
world's deepest gaming markets will eventually recover. Although we
expect Wynn's leverage to be above our 7x downgrade threshold for
the 'B+' issuer credit rating at the end of 2023, we are willing to
consider Wynn's ability to restore credit measures on an EBITDA
run-rate basis by late 2023 to early 2024 because of the company's
high-quality asset portfolio and our belief that its gaming markets
and assets will eventually recover along with leisure, business,
and group travel. Wynn has a good presence in the largest global
gaming market (Macao), which has good long-term growth prospects
and limited licenses and typically caters to a large number of
visitors with high propensities to game.
"In addition, the recovery experienced in other gaming markets
supports our view that Macao's gaming recovery will accelerate
following the relaxation of COVID-19 measures and travel
restrictions between mainland China and Macao. In Las Vegas,
despite visitation that was 24% lower in 2021 because of a slow
convention and group recovery, gaming revenue on the Las Vegas
Strip recovered to about 93% of 2019 levels. In 2022, visitor
volume through November has recovered to over 90% of 2019 levels
and gaming revenue exceeds 2019 levels by almost 25%. In Singapore,
visitation to the market has significantly improved since the
relaxation of travel restrictions in April 2022, with passenger
volumes at Changi Airport reaching approximately 70% of 2019 levels
in November 2022. In addition, LVS' Marina Bay Sands mass gaming
revenue recovered to 104% of pre-pandemic levels in the third
quarter of 2022 and Genting Singapore's revenue exceeded
pre-pandemic levels in the third quarter.
"The award of a new concession in Macao eliminated licensing
uncertainty, but investments could slow deleveraging. The
government of Macao and Wynn Resorts (Macau) S.A. entered into a
new 10-year gaming concession contract on Dec. 16, 2022. This was
in line with our expectation that the six incumbent licensees would
secure new concessions. As part of the agreement, Wynn Macau
committed to investing a total of $2.2 billion for the development
of certain non-gaming and gaming projects, of which about $2.05
billion will be used for non-gaming capital projects and event
programming. These investment commitments will likely be spread
over the 10-year term of the new concession and include a mixture
of capital expenditures (capex) and operating expenses to support
nongaming amenities and events. Wynn has not indicated the
breakdown between capex and operating expenses, but another market
participant, MGM, has preliminarily indicated the split will be
fairly even. We believe this level of investment will be manageable
for Wynn Macau as long as Macao's GGR begins to recover this year.
In addition, we expect that large scale capex projects will likely
require design planning and government approvals before beginning.
However, depending on the timing and pace of spending, these
investments could slow improvement in cash flow and credit
measures."
Macroeconomic factors that could impede discretionary spending are
rising and pose risks to Wynn's currently strong U.S. cash flow,
but convention and group recovery in Las Vegas may be an offset. As
the U.S. economy heads into 2023, rising prices and interest rates
eat away at household purchasing power. S&P said, "As a result, we
lowered our U.S. GDP forecast to negative 0.1% for 2023, as the
economy falls into a shallow recession in the first half of the
year. While our baseline now includes a recession, we can't rule
out the chances of an even harder landing if the Federal Reserve
becomes more aggressive with rate hikes to quell inflation."
Although the shift in spending to experiences from products may
continue for a while longer, the surge in leisure spending in Las
Vegas and good regional gaming revenue may begin to slow if
consumers' willingness to spend on travel and entertainment in 2023
is hit by reduced accumulated savings, ongoing high inflation, and
higher unemployment. Acceleration in convention and group business
in Las Vegas in 2023 could partly replace a moderation in leisure
demand, but a weakening macroeconomic environment could slow the
pace of recovery if corporate travel budgets fall. Visitor volumes
to Las Vegas and hotel occupancy year to date through November 2022
remain 9% and 10%, respectively, below the same period in 2019.
This is largely the result of convention attendance that is
currently 24% below 2019 levels.
While destination markets like Las Vegas tend to experience more
volatility in a downturn than regional gaming markets, continued
group and convention recovery, incremental returns from Wynn Las
Vegas' convention center expansion, the return of international
travel, and investment in new attractions, including the opening of
Allegiant Stadium (2020) and the MSG Sphere (scheduled to complete
construction in 2023) should continue to support recovery in
visitation to Las Vegas. International visitors comprised about 20%
of total visitation pre-pandemic and about 15% of visitors
historically traveled to Las Vegas to attend a convention or group
meeting. In addition, supply growth in the market is relatively
modest and much lower than in 2008-2010. S&P said, "As a result, we
expect the impacts of a shallow recession on Las Vegas in 2023
would be less dramatic than during the financial crisis. In
addition, the first quarter of 2023 will likely be an easy
comparison with the first quarter of 2022 due to the negative
impact the Omicron variant had on travel and hotel demand in Las
Vegas, especially the group and convention segment and the CES show
held every January. CES had about 44,000 attendees in 2022 and
event organizers are estimating attendance could rise to 100,000
this year, approximately 40% below 2020's attendance. A favorable
event calendar in 2023 should also help. The market will benefit
this year from the return of CONEXPO-CON/AGG, a construction trade
show held every three years that attracted just under 130,000
attendees in March 2017 as well as Formula 1's Las Vegas Grand Prix
in November 2023."
Wynn Resorts' sale of Encore Boston Harbor's real estate enhances
the company's liquidity. Wynn completed sale of the land and real
estate of Encore Boston Harbor for $1.7 billion via a sale
leaseback transaction on Dec. 1, 2022. The transaction provides the
company with significant liquidity for debt repayment and growth
investments. The net proceeds strengthen the company's global
liquidity position to $4.4 billion. Wynn has agreed to lease the
Encore Boston real estate from Realty Income for an initial annual
rent of $100 million and an initial term of 30 years. S&P said,
"Based on the terms of the lease (including the modest annual rent
escalators), as well as the discount rates that its gaming peers
use to value their lease obligations, we estimate the lease--which
we add to our measure of the company's adjusted debt--could total
$1.3 billion-$1.6 billion." This would largely offset the proceeds
it will receive from the sale. Wynn could potentially use these
proceeds to repay debt and invest in its upcoming development
projects. One possible investment would be an expansion of the
Encore Boston Harbor, which the company estimates could entail
approximately $275 million of spending over 2023-2025. Another
possibility would be an equity contribution to its integrated
resort development in the United Arab Emirates with partners Marjan
and RAK Hospitality Holding that could entail $250 million-$400
million of spending over the next several years based on our
assumption of an estimated $2 billion development, the assumption
that it will be 50% funded with equity funded by contributions from
all the equity owners, and Wynn's 25%-40% equity ownership. In
addition, Wynn could use this liquidity to support investments
under the new Macao gaming concession. The company's secured credit
agreement requires it to use the asset sale proceeds either for
debt repayment or to reinvest in its business in the 18 months
following the transaction.
The negative outlook reflects continued stress on Wynn's revenue
and cash flow in Macao, S&P's forecast for negative free operating
cash flow in Macao in the first half of 2023, and its expectation
that leverage will remain above its 7x downgrade threshold at least
over the next several quarters. This is because of the negative
impact of COVID-19 on the company's operations in Macao over the
past three years and some uncertainty as to how the recovery will
unfold in an evolving public health environment following China's
relaxation of COVID-19 policies.
S&P said, "The biggest downside risk to our 2023 forecast is that,
when large numbers of people contract COVID-19, fear among the
public will lead to more voluntary social distancing and more
suspension of activity and spending. We also can't fully rule out
renewed imposition of restrictions. This could cause a slower ramp
up in Macao's mass GGR recovery. If Macao's mass GGR in 2023 does
not recover in a manner that would allow Wynn to reduce our measure
of adjusted net debt to EBITDA to 7x or below in late 2023 or early
2024 on an EBITDA run-rate basis, we could lower the ratings. We
could also lower the ratings if more aggressive development
spending slows the company's ability to improve leverage below 7x.
"We could revise our outlook to stable once we become more certain
Wynn's cash flow in Macao will recover in a manner that would
reduce and sustain leverage below 7x. This would likely result if
pent up demand for gaming in Macao from customers in mainland China
led to faster recovery in visitation and spending than we currently
anticipate in light of the ongoing public health situation."
ESG credit indicators: E-2, S-4, G-3
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Social - Health and safety
XBRIDGE LLC: Involuntary Chapter 11 Case Summary
------------------------------------------------
Alleged Debtor: XBridge, LLC
171 Fox Shores Drive
De Pere WI 54115
Business Description: XBridge, LLC specialized in healthcare
data technology. It offers CRM, patient
monitoring technologies, and financial
packages.
Involuntary Chapter
11 Petition Date: January 6, 2023
Court: United States Bankruptcy Court
District of Colorado
Case No.: 23-10045
Petitioner's Counsel: Keri L. Riley, Esq.
KUTNER BRINEN DICKEY RILEY, P.C.
1660 Lincoln Street, Suite 1720
Denver CO 80264
Tel: 303-832-2400
Email: klr@kutnerlaw.com
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/7OBTK6A/XBridge_LLC__cobke-23-10045__0001.0.pdf?mcid=tGE4TAMA
Alleged creditor who signed the petition:
Petitioner Nature of Claim Claim Amount
Gerald Kernis Loan $100,000
6551 E. Ida Avenue
Greenwood Village CO 8011-1708
[*] PE-Backed Companies' Bankruptcy Filings Rose in 202
-------------------------------------------------------
Karl Angelo of SP Global reports that the number of bankruptcy
filings by private equity-backed companies in the U.S. edged higher
in 2022, with the consumer sector, battered by supply chain
disruptions and surging inflation, leading the pack.
Forty-nine private equity portfolio companies have filed for
bankruptcy in 2022, representing 6.6% of total filings in the U.S.,
according to S&P Global Market Intelligence data as of Dec. 9. This
compares with 42 portfolio companies that filed the previous year,
2021, representing 3.5% of the total.
U.S. PE Portfolio Companies that filed bankruptcies in 2022
Liquidating
* XG Sciences Inc.
* Power Home Solar LLC
* B Hospitality Corp.
* Simply Inc.
* Generex Biotechnology Corp.
* Medrobotics Corp.
Reorganizing
* Winc Inc.
* BlockFi Inc.
* BlockFi Lending LLC
* Deck Technologies Inc.
* Taronis Fuels Inc.
* West Realm Shires Services Inc.
* Fast Radius Inc.
* RubrYc Therapeutics Inc.
* PhaseBio Pharmaceuticals Inc.
* Custom Alloy Corp.
Operating
* Redcon1 LLC
* Hale & Hearty Soups LLC
* Corsicana Bedding LLC
* ION Geophysical Corp.
* BH Cosmetics Inc.
Of the portfolio companies that filed for bankruptcy in 2022, 38
are restructuring, six have liquidated and the remaining five are
still operating.
The consumer sector accounted for 15 of those bankruptcies,
followed by the healthcare industry with 11 filings.
Bankrupt companies
Cosmetics company Revlon Inc. on June 16, 2022 announced that it
filed for Chapter 11 bankruptcy, citing liquidity constraints
brought about by supply chain disruptions, rising inflation and
obligations to its lenders. The company, which counts Ares Private
Equity Group among its investors, sought $575 million in
debtor-in-possession financing from its existing lender base to
support its day-to-day operations.
Another cosmetics company, BH Cosmetics Inc., also filed for
bankruptcy Jan. 14, 2022. It was bought out of bankruptcy by
Revolution Beauty Group PLC, which acquired certain BH intellectual
property assets and inventory for $3.9 million. BH counts Trinity
Capital Investment LLC and Trinity Capital Inc. among its
investors.
Cryptocurrency companies also had a disastrous year. Cryptocurrency
exchange West Realm Shires Services Inc., doing business as FTX US,
filed for bankruptcy Nov. 11, 2022. FTX founder Sam Bankman-Fried
was charged by the U.S. Justice Department over alleged
misappropriation of customer funds deposited with the platform.
West Realm counts Temasek Holdings (Pvt.) Ltd., Lightspeed Ventures
LLC and Greenoaks Capital Partners LLC among its backers.
Other bankrupt private equity-backed companies that have links with
FTX include BlockFi Inc., Blockfi Lending LLC and Deck Technologies
Inc.
Cryptocurrency lender Voyager Digital Ltd., which is backed by
venture capital firms Jump Capital LLC, Digital Currency Group Inc.
and Streamlined Ventures, began a voluntary Chapter 11
reorganization process July 5, 2022 days after its operating
platform Voyager Digital LLC suspended trading, deposits,
withdrawals and loyalty rewards due to prevailing market
conditions.
Voyager agreed to sell its assets to FTX in September 2022 for
about $1.42 billion, but it decided to reopen the bidding process
months later following FTX's collapse.
[^] BOND PRICING: For the Week from January 2 to 6, 2023
--------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
AMC Entertainment
Holdings Inc AMC 10.000 43.604 6/15/2026
AMC Entertainment
Holdings Inc AMC 5.750 41.836 6/15/2025
AMC Entertainment
Holdings Inc AMC 6.125 28.052 5/15/2027
AMC Entertainment
Holdings Inc AMC 10.000 43.492 6/15/2026
AMC Entertainment
Holdings Inc AMC 10.000 43.776 6/15/2026
AMC Entertainment
Holdings Inc AMC 5.875 28.251 11/15/2026
Accelerate
Diagnostics Inc AXDX 2.500 91.925 3/15/2023
Air Methods Corp AIRM 8.000 5.614 5/15/2025
Air Methods Corp AIRM 8.000 5.720 5/15/2025
Allen Media LLC /
Allen Media
Co-Issuer Inc ALNMED 10.500 39.734 2/15/2028
Allen Media LLC /
Allen Media
Co-Issuer Inc ALNMED 10.500 40.324 2/15/2028
Allen Media LLC /
Allen Media
Co-Issuer Inc ALNMED 10.500 39.322 2/15/2028
Audacy Capital Corp CBSR 6.500 19.396 5/1/2027
Audacy Capital Corp CBSR 6.750 18.404 3/31/2029
Audacy Capital Corp CBSR 6.750 18.174 3/31/2029
Avaya Inc AVYA 8.000 35.500 12/15/2027
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Bed Bath & Beyond Inc BBBY 5.165 3.908 8/1/2044
Bed Bath & Beyond Inc BBBY 3.749 5.042 8/1/2024
Bed Bath & Beyond Inc BBBY 4.915 4.452 8/1/2034
Buckeye Partners LP BPL 6.375 84.688 1/22/2078
Carvana Co CVNA 5.625 45.187 10/1/2025
Carvana Co CVNA 5.625 45.449 10/1/2025
Clovis Oncology Inc CLVS 1.250 20.125 5/1/2025
Clovis Oncology Inc CLVS 4.500 19.875 8/1/2024
Clovis Oncology Inc CLVS 4.500 19.875 8/1/2024
Diamond Sports
Group LLC / Diamond
Sports Finance Co DSPORT 5.375 9.456 8/15/2026
Diamond Sports
Group LLC / Diamond
Sports Finance Co DSPORT 6.625 0.679 8/15/2027
Diamond Sports
Group LLC / Diamond
Sports Finance Co DSPORT 5.375 6.000 8/15/2026
Diamond Sports
Group LLC / Diamond
Sports Finance Co DSPORT 5.375 10.322 8/15/2026
Diamond Sports
Group LLC / Diamond
Sports Finance Co DSPORT 6.625 0.845 8/15/2027
Diamond Sports
Group LLC / Diamond
Sports Finance Co DSPORT 5.375 3.361 8/15/2026
Diamond Sports
Group LLC / Diamond
Sports Finance Co DSPORT 5.375 10.344 8/15/2026
Diebold Nixdorf Inc DBD 8.500 65.145 4/15/2024
EIDP Inc CTVA 4.286 100.000 2/15/2038
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Transfer LP ET 6.250 87.250 N/A
Envision Healthcare EVHC 8.750 27.825 10/15/2026
Envision Healthcare EVHC 8.750 27.636 10/15/2026
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 11.500 16.249 7/15/2026
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 11.500 16.997 7/15/2026
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 10.000 64.918 7/15/2023
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 10.000 64.918 7/15/2023
GNC Holdings Inc GNC 1.500 0.819 8/15/2020
General Electric Co GE 4.200 82.000 N/A
Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022
Gossamer Bio Inc GOSS 5.000 32.240 6/1/2027
ION Geophysical Corp IO 8.000 11.000 12/15/2025
Lannett Co Inc LCI 7.750 22.539 4/15/2026
Lannett Co Inc LCI 4.500 13.759 10/1/2026
Lannett Co Inc LCI 7.750 20.613 4/15/2026
Lightning eMotors Inc ZEV 7.500 20.250 5/15/2024
MAI Holdings Inc MAIHLD 9.500 35.285 6/1/2023
MAI Holdings Inc MAIHLD 9.500 35.285 6/1/2023
MAI Holdings Inc MAIHLD 9.500 35.285 6/1/2023
MBIA Insurance Corp MBI 15.339 7.672 1/15/2033
MBIA Insurance Corp MBI 16.070 7.410 1/15/2033
Macquarie
Infrastructure
Holdings LLC MIC 2.000 93.926 10/1/2023
Marathon Digital
Holdings Inc MARA 1.000 23.515 12/1/2026
Metropolitan Life
Global Funding I MET 3.000 99.996 1/10/2023
Morgan Stanley MS 1.800 72.331 8/27/2036
Morgan Stanley
Finance LLC MS 12.100 37.750 11/24/2023
National CineMedia NATCIN 5.875 22.233 4/15/2028
National CineMedia NATCIN 5.750 2.553 8/15/2026
National CineMedia NATCIN 5.875 22.108 4/15/2028
OMX Timber Finance
Investments II LLC OMX 5.540 0.850 1/29/2020
Party City Holdings PRTY 8.750 20.926 2/15/2026
Party City Holdings PRTY 8.061 26.624 7/15/2025
Party City Holdings PRTY 6.625 1.796 8/1/2026
Party City Holdings PRTY 8.750 20.930 2/15/2026
Party City Holdings PRTY 6.625 1.796 8/1/2026
Party City Holdings PRTY 8.061 29.334 7/15/2025
Pluralsight Inc PS 0.375 44.625 3/1/2024
Polar US Borrower
LLC / Schenectady
International
Group Inc SIGRP 6.750 41.430 5/15/2026
Polar US Borrower
LLC / Schenectady
International
Group Inc SIGRP 6.750 41.507 5/15/2026
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
RumbleON Inc RMBL 6.750 32.833 1/1/2025
Sears Holdings Corp SHLD 8.000 5.500 12/15/2019
Sears Holdings Corp SHLD 6.625 0.956 10/15/2018
Sears Roebuck
Acceptance Corp SHLD 6.500 11.100 12/1/2028
Shift Technologies SFT 4.750 14.679 5/15/2026
TMX Finance LLC /
TitleMax
Finance Corp TMXFIN 11.125 91.778 4/1/2023
TMX Finance LLC /
TitleMax
Finance Corp TMXFIN 11.125 93.178 4/1/2023
TMX Finance LLC /
TitleMax
Finance Corp TMXFIN 11.125 93.177 4/1/2023
TPC Group Inc TPCG 10.500 60.000 8/1/2024
TPC Group Inc TPCG 10.500 59.500 8/1/2024
Talen Energy Supply TLN 6.500 46.500 6/1/2025
Talen Energy Supply TLN 10.500 46.750 1/15/2026
Talen Energy Supply TLN 6.500 40.677 9/15/2024
Talen Energy Supply TLN 10.500 46.557 1/15/2026
Talen Energy Supply TLN 6.500 40.677 9/15/2024
Talen Energy Supply TLN 10.500 46.557 1/15/2026
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
Tricida Inc TCDA 3.500 9.000 5/15/2027
US Renal Care Inc USRENA 10.625 21.741 7/15/2027
US Renal Care Inc USRENA 10.625 21.388 7/15/2027
United Community
Banks Inc/GA UCBI 4.500 97.125 1/30/2028
UpHealth Inc UPH 6.250 31.326 6/15/2026
Veeco Instruments Inc VECO 2.700 99.520 1/15/2023
WeWork Cos Inc WEWORK 7.875 39.782 5/1/2025
WeWork Cos Inc WEWORK 7.875 38.754 5/1/2025
WeWork Cos LLC /
WW Co-Obligor Inc WEWORK 5.000 33.638 7/10/2025
WeWork Cos LLC /
WW Co-Obligor Inc WEWORK 5.000 33.741 7/10/2025
Wesco Aircraft
Holdings Inc WAIR 8.500 49.708 11/15/2024
Wesco Aircraft
Holdings Inc WAIR 13.125 25.183 11/15/2027
Wesco Aircraft
Holdings Inc WAIR 13.125 25.183 11/15/2027
Wesco Aircraft
Holdings Inc WAIR 8.500 49.000 11/15/2024
Western Midstream
Operating LP WES 5.041 99.415 1/13/2023
*********
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
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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
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equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
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liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
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Each Friday's edition of the TCR includes a review about a book of
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Monthly Operating Reports are summarized in every Saturday edition
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The Sunday TCR delivers securitization rating news from the week
then-ending.
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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 2023. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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*** End of Transmission ***