/raid1/www/Hosts/bankrupt/TCR_Public/230119.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, January 19, 2023, Vol. 27, No. 18
Headlines
44TH STREET: Case Summary & Three Unsecured Creditors
ASSOCIATED ORAL: Seeks Cash Collateral Access
AVAYA HOLDINGS: Said to Be in Talks With Lenders on Chapter 11
BACKYARD WORKROOM: Unsecureds Will Get 100% of Claims in Plan
BED BATH & BEYOND: Commences Bankruptcy Loan, Takeover Talks
BOMBARDIER INC: S&P Rates New US$500MM Senior Unsecured Notes 'B-'
CAMBRIDGE JOINT AUTHORITY: Moody's Cuts Revenue Rating to Ba1
CRED INC: Uphold Wants $783 Mil. Crypto Suit Tossed
CRESTWOOD EQUITY: S&P Assigns 'BB' Rating on New Unsecured Notes
DISH NETWORK: New $500MM Notes Add-on No Impact on Moody's B2 CFR
EMS BILLING: Court OKs Interim Cash Collateral Access
ENDO INT'L: Heads to Mediation With Creditors on Bankruptcy Sale
EVERGREEN SITE: Seeks to Hire Fisher Skrobot as Special Counsel
FARMA SCI LIFE: Case Summary & 20 Largest Unsecured Creditors
GENAPSYS INC: Court Enters Redwood Plan Confirmation Order
GENERATOR TECHNOLOGIES: Gets OK to Hire Taylor Auction & Realty
GUITAR CENTER: S&P Downgrades ICR to 'B-', Outlook Negative
HOWARD MIDSTREAM: S&P Upgrades ICR to 'BB-', Outlook Stable
JUMBA LLC: Seeks to Hire Ahuja & Clark as Accountant
KRISHNA HOTELS: SARE Files for Chapter 11 Bankruptcy
LUCKY BUCKS: S&P Downgrades ICR to 'CCC-', On CreditWatch Negative
MARCH ON HOSPITALITY: Files Emergency Bid to Use Cash Collateral
MARCH ON HOSPITALITY: Voluntary Chapter 11 Case Summary
MARY A II: Creditors' Committee Says Disclosure Inadequate
MISTER ROBERTS: Continued Operations to Fund Plan Payments
MOBIQUITY TECHNOLOGIES: Falls Short of Nasdaq Bid Price Requirement
MOVIA ROBOTICS: Case Summary & 20 Largest Unsecured Creditors
NAI ENTERTAINMENT: Moody's Alters Outlook on 'B3' CFR to Stable
NEW YORK HAND: Amends Unsecureds & Administrative Claims Pay
NEW YORK INN: Amends Spectra Bank Secured Claim Pay Details
NINE ENERGY: Moody's Puts 'Caa3' CFR Under Review for Upgrade
NINE ENERGY: S&P Rates Secured Debt Offering 'CCC', On Watch Pos.
PARTY CITY: Case Summary & 30 Largest Unsecured Creditors
PARTY CITY: Seeks Chapter 11 Bankruptcy Protection
PLATINUM GROUP: Incurs US$1.6 Million Net Loss in First Quarter
QUANTUM HEALTH: Moody's Alters Outlook on 'B3' CFR to Negative
RAYONIER ADVANCED: S&P Rates New $325MM Senior Secured Notes 'B'
RENEWABLE ENERGY: Exclusivity Period Extended to Feb. 28
S2 ENERGY: Files Emergency Bid to Use Cash Collateral
SBW PROPERTIES: Unsecureds to Get 100% Under Plan
SCHIERHOLZ AND ASSOCIATES: Case Summary & 7 Unsecured Creditors
SEALED AIR: S&P Rates New $775MM Senior Unsecured Notes 'BB+'
SINTX TECHNOLOGIES: Extends Equity Distribution Deal Expiration
SRAK CORPORATION: Taps Glast Phillips & Murray as Legal Counsel
TACORA RESOURCES: Moody's Cuts CFR & Senior Secured Notes to Caa3
TOP HOME CARE: Seeks Cash Collateral Access
TRANSOCEAN INC: Moody's Rates New $1.175BB Sr. Secured Notes 'B2'
TULYA KOGAN: March 1 Plan Confirmation Hearing Set
UNIVERSAL ACADEMY: S&P Affirms 'BB-' LT Rating on 2014 Rev. Bonds
VA TECHNOSOLUTIONS: Files Emergency Bid to Use Cash Collateral
VISION DEMOLITION: Ongoing Operations to Fund Plan
WAHOO FITNESS: S&P Downgrades ICR to 'CCC-', Outlook Negative
WHITEWATER WHISTLER: Moody's Assigns First Time 'Ba2' CFR
WHITEWATER WHISTLER: S&P Assigns 'BB+' ICR, Outlook Stable
WILDFLOWER GROUP: Unsecureds Will Get 5% of Claims over 3 Years
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
44TH STREET: Case Summary & Three Unsecured Creditors
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Debtor: 44th Street Investment LLC
3191 E. 44th St.
Tucson, AZ 85713
Business Description: The Debtor is a Single Asset Real Estate
as defined in 11 U.S.C. Section 101(51B).
The Debtor is the fee simple owner of a real
property located at 3191 E. 44th Street,
Tucson AZ 85713 having a listing amount of
$1.15 million.
Chapter 11 Petition Date: January 18, 2023
Court: United States Bankruptcy Court
District of Arizona
Case No.: 23-00317
Debtor's Counsel: Robert M. Charles, Jr., Esq.
LEWIS ROCA ROTHGERBER CHRISTIE LLP
One S. Church Avenue
Suite 2000
Tucson, AZ 85701
Tel: (520) 629-4427
Fax: (529) 879-4705
Email: RCharles@lewisroca.com
Total Assets: $1,160,312
Total Liabilities: $2,037,208
The petition was signed by Rodney A. Davis, trustee, Davis Family
Trust.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/QK6NXLI/44TH_STREET_INVESTMENT_LLC__azbke-23-00317__0001.0.pdf?mcid=tGE4TAMA
ASSOCIATED ORAL: Seeks Cash Collateral Access
---------------------------------------------
Associated Oral Specialties, Inc. asks the U.S. Bankruptcy Court
for the Northern District of Georgia, Atlanta Division, for
authority to use cash collateral.
The Debtor requires the use of cash collateral to pay the operating
expenses of the business.
Citizens Bank asserts a first priority security interest in all
accounts receivable.
As adequate protection, the Debtor proposes to grant Citizen Bank a
replacement lien all pre-petition collateral of the Debtor, to the
extent and validity of those liens that existed pre-petition. Cash
collateral will only be used for items set forth in the budget to
be approved by the Court.
A copy of the motion and the Debtor's budget is available at
https://bit.ly/3QKgtYc from PacerMonitor.com.
The budget provides for total payments, on a monthly basis, as
follows:
$14,858 for March 2023;
$7,358 for April 2023;
$7,358 for May 2023;
$7,358 for June 2023;
$7,358 for July 2023;
$7,358 for August 2023;
$7,358 for September 2023;
$7,358 for October 2023;
$7,358 for November 2023;
$7,358 for December 2023; and
$7,358 for January 2024.
About Associated Oral Specialties
Associated Oral Specialties, Inc. in Atlanta, GA, operates a dental
practice that specializes in oral surgery. The Debtor filed its
voluntary petition for Chapter 11 protection (Bankr. N.D. Ga. Case
No. 22-58327) on October 17, 2022, listing up to $50,000 in assets
and $1 million to $10 million in liabilities. Freddie J. Wakefield,
as CEO, signed the petition.
Bankruptcy Judge Barbara Ellis-Monro presides over the case.
Milton D. Jones, Esq., serves as the Debtor's legal counsel.
AVAYA HOLDINGS: Said to Be in Talks With Lenders on Chapter 11
--------------------------------------------------------------
Reshmi Basu and Allison McNeely of Bloomberg News report Avaya
Holdings Corp. has held talks with lenders over a plan that could
hand them control of the company as part of a bankruptcy filing,
according to people with knowledge of the situation.
The Chapter 11 filing, which allows a company to keep operating
while working out a plan to repay creditors, could come as soon as
the end of January 2023, said the people, who asked not to be
identified because the matter is private. The company has been in
negotiations with first-lien lenders including Apollo Global
Management, Ares Management and Invesco, the people added.
About Avaya Holdings
Avaya Holdings Corp. offers digital communications products,
solutions and services for businesses of all sizes delivering its
technology predominantly through software and services.
Avaya reported a net loss of $13 million for the year ended Sept.
30, 2021, a net loss of $680 million for the year ended Sept. 30,
2020, and a net loss of $671 million for the year ended Sept. 30,
2019.
* * *
As reported by the TCR on Dec. 20, 2022, S&P Global Ratings lowered
its issuer credit rating on Avaya Holdings Corp. to 'CC' from
'CCC-'. S&P said, "We think Avaya, lacking alternative options to
strengthen its balance sheet, is very likely to pursue a debt
restructuring, which we consider tantamount to, or filing for,
bankruptcy protection."
In August 2022, Moody's Investors Service downgraded the Corporate
Family Rating of Avaya Holdings Corp. to Caa2 from B3. Moody's said
Avaya's Caa2 CFR reflects the Company's unsustainably high
financial leverage, sustained cash burn, and increased near term
performance challenges that may worsen substantially as customers
reassess Avaya's financial standing.
BACKYARD WORKROOM: Unsecureds Will Get 100% of Claims in Plan
-------------------------------------------------------------
Backyard Workroom, LLC filed with the U.S. Bankruptcy Court for the
Eastern District of Texas a Chapter 11 Plan dated January 12,
2023.
The Debtor operates a company that designs, manufactures and
installs out door workroom and tiny houses. The Debtor's assets are
limited to money in the bank, the furniture and fixtures in the
location and any product inventory on hand.
The Debtor filed this case on October 14, 2022 and has continued to
operate the business on a small scale. When it was determined that
the materials the Debtor had been using for workrooms would not
pass fire inspection for tiny houses the Debtor began looking for
buyers in earnest. The Debtor has received an offer to purchase the
company assets. This offer will provide a substantial dividend to
the creditors of the estate.
The Debtor is currently owned 100% by Eric Benavides. Upon the
effective date the Debtor will cease all operations.
The Debtor proposes to sell its operations to provide a dividend to
the creditors of Debtor.
Class 6 consists of Allowed Unsecured Claims. All unsecured
creditors shall share pro rata in the funds remaining from the sale
after the payments of all Allowed Claims in Classes 1 through 5.
Based upon the Debtor's schedules and the timely filed Proof of
Claim the Class 6 creditors will receive 100% of their Allowed
Claims under this Plan. Class 6 creditors are impaired.
Class 7 consists of the Current Owner. The current owner will
receive no payments under the Plan, however, he will be allowed to
retain his ownership in the Debtor. Class 7 Claimants are not
impaired under the Plan.
A full-text copy of the Plan of Reorganization dated January 12,
2023 is available at https://bit.ly/3WkB9Y3 from PacerMonitor.com
at no charge.
Proposed Attorneys for Debtor:
Eric A. Liepins, Esq.
Eric A. Liepins, PC
12770 Coit Road, Suite 850
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 991-5788
Email: eric@ealpc.com
About Backyard Workroom
Backyard Workroom, LLC designs, manufactures and installs out door
workroom and tiny houses. The Debtor sought protection for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No.
22-41366) on Oct. 14, 2022, with up to $500,000 in both assets and
liabilities. Eric A Liepins, Esq. at Eric A. Liepins, P.C. serves
as the Debtor's counsel.
BED BATH & BEYOND: Commences Bankruptcy Loan, Takeover Talks
------------------------------------------------------------
Eliza Ronalds-Hannon and Reshmi Basu of Bloomberg News reported
that Bed Bath & Beyond Inc. is speaking with potential lenders that
would finance the company during bankruptcy proceedings, according
to people with knowledge of the matter. The talks include the
potential for a so-called stalking horse bid, in which the party
would also offer to buy some or all of the company's assets in
bankruptcy and set the low-end of the bidding bar so that others
can't offer less, said the people, who asked not to be identified
discussing private negotiations. Talks are in the early stages and
terms could change, the people said.
About Bed Bath & Beyond
Bed Bath & Beyond Inc., together with its subsidiaries, is an
omnichannel retailer selling a wide assortment of merchandise in
the Home, Baby, Beauty & Wellness markets and operate under the
names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face
Values. The Company also operates Decorist, an online interior
design platform that provides personalized home design services.
The Company reported a net loss of $559.62 million for the fiscal
year ended Feb. 26, 2022, a net loss of $150.77 million for the
year ended Feb. 27, 2021, and a net loss of $613.82 million for
the
year ended Feb. 29, 2020. As of Aug. 27, 2022, the Company had
$4.66 billion in total assets, $5.24 billion in total liabilities,
and a total shareholders' deficit of $577.65 million.
* * *
As reported by the TCR on Nov. 16, 2022, S&P Global Ratings lowered
its issuer credit rating on Union, N.J.-based specialty home
retailer Bed Bath & Beyond Inc. (BBBY) to 'SD' (selective default)
from 'CC'. This action follows the Company's announcement of
privately negotiated exchanges of over $150 million par value of
its senior unsecured notes for the company's common stock. S&P
views the exchange as distressed and not opportunistic.
As reported by the TCR on Nov. 28, 2022, Moody's Investors Service
retained Bed Bath's corporate family rating at Ca and the outlook
remains stable. According to Moody's, Bed Bath & Beyond's Ca
corporate family rating reflects the very high likelihood of
further defaults over the next twelve months.
BOMBARDIER INC: S&P Rates New US$500MM Senior Unsecured Notes 'B-'
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S&P Global Ratings assigned its 'B-' issue-level rating and '4'
recovery rating to Bombardier Inc.'s proposed US$500 million senior
unsecured notes due 2029. The '4' recovery rating indicates its
expectation that lenders would receive average (30%-50%; rounded
estimate: 45%) recovery in the event of default. S&P expect
Bombardier to use the proceeds to redeem senior unsecured notes
outstanding with maturities through 2025 and for other related
costs.
The 'B-' issuer credit rating and stable outlook on Bombardier
reflects the company's ability to spur further profitability
improvements and deleverage as the company executes upon close to
US$15 billion contracted revenue backlog over the next couple of
years. S&P expects Bombardier will maintain liquidity (about close
to its target of US$1.5 billion) sufficient to support its growth
as well as absorb potentially lower cash flow from a moderately
weaker business jet aviation market that we anticipate through
2023. The proposed refinancing of its remaining 2024, and a portion
of its March 2025 debt maturities (combined about US$1.54 billion)
mitigates refinancing risk and offers adequate financial
flexibility.
CAMBRIDGE JOINT AUTHORITY: Moody's Cuts Revenue Rating to Ba1
-------------------------------------------------------------
Moody's Investors Service has downgraded Cambridge Area Joint
Authority, PA's revenue rating to Ba1 from Baa3, affecting $8.7
million in rated debt outstanding. The outlook has been revised to
negative from stable.
RATINGS RATIONALE
The Ba1 rating reflects the authority's limited scale of operations
and significant customer concentration, a factor that has led to a
material decline in revenues and a covenant violation as debt
service coverage has dropped below sum sufficient. The rating
further reflects the authority's strong liquidity, elevated
leverage and the limited financial resources of the municipalities
that guarantee the rated debt.
RATING OUTLOOK
The negative outlook reflects the view that the authority will
remain in violation of its covenant absent a significant uptick in
revenue from its largest customer, a prison that has seen a
significant drop in its population due to the coronavirus
pandemic.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING
Sustained, material improvement in debt service coverage
Significant growth in system size
Moderation of customer concentration
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING
Continued violation of debt service covenant
Deterioration of guarantors' credit quality
Material declines in liquidity
LEGAL SECURITY
The authority's rated debt is secured by a pledge of its net water
and sewer revenues, and is further secured by a guarantee from its
constituent municipalities.
PROFILE
Located approximately 100 miles north of Pittsburgh (A1 stable) and
25 miles south of Erie, in the northwestern section of Pennsylvania
(Aa3 stable), the authority provides water and sewer services to
Cambridge Township and sewer services to the Borough of Cambridge
Springs. The system has sufficient excess capacity.
METHODOLOGY
The principal methodology used in this rating was US Municipal
Utility Revenue Debt Methodology published in April 2022.
CRED INC: Uphold Wants $783 Mil. Crypto Suit Tossed
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Leslie A. Pappas of Law360 reports that crypto exchange Uphold on
Wednesday, January 11, 2023, denied that it owes more than $783. 9
million to the liquidation trust of bankrupt cryptocurrency
investment platform Cred Inc., calling the trust's allegations
against Uphold "incoherent, conclusory, and conspiratorial" and
urging a Delaware bankruptcy court to reject them.
A hearing on Uphold's motion to dismiss the complaint was held Jan.
11, 2023.
The case is Cred Inc. Liquidation Trust v. Uphold HQ Inc. et al,
Adv. Pro. No. 1:22-ap-50398 (Bankr. D. Del.).
About Cred Inc.
Cred Inc. is a cryptocurrency platform that accepts loans of
cryptocurrency from non-U.S. persons and pays interest on those
loans. Cred -- https://mycred.io/ -- is a global financial
services platform serving customers in over 100 countries. Cred is
a licensed lender and allows some borrowers to earn a yield on
cryptocurrency pledged as collateral.
Cred Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 20-12836) on Nov. 7, 2020. Cred was
estimated to have assets of $50 million to $100 million and
liabilities of $100 million to $500 million as of the bankruptcy
filing.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Paul Hastings LLP as their bankruptcy counsel,
Cousins Law LLC as local counsel, and MACCO Restructuring Group,
LLC as financial advisor. Donlin, Recano & Company, Inc., 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 Dec. 3,
2020. The committee tapped McDermott Will & Emery LLLP as
counsel,
and Dundon Advisers LLC as financial advisor.
Robert Stark is the examiner appointed in the Debtors' cases. Ashby
& Geddes, P.A., and Ankura Consulting Group, LLC, serve as the
examiner's legal counsel and financial advisor, respectively.
CRESTWOOD EQUITY: S&P Assigns 'BB' Rating on New Unsecured Notes
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to $500
million proposed senior unsecured notes due in 2031, issued by
Crestwood Midstream Partners L.P. and Crestwood Midstream Finance
Corp., subsidiaries of Crestwood Equity Partners L.P. The recovery
rating is '4' (rounded estimate 40%).
The company intends to use the net proceeds to repay borrowings
under its revolving credit facilities. As of Sept. 30, 2022,
Crestwood Equity Partners had outstanding debt of approximately
$3.57 billion.
Crestwood Equity Partners is a publicly traded master limited
partnership that owns and operates energy infrastructure assets
located in the Bakken, Delaware, Marcellus, Powder River, and
Barnett Basins. The partnership focuses on natural gas and crude
oil gathering and processing (80% of 2021 EBITDA), storage and
transportation (8%), and marketing, supply, and logistics (12%).
DISH NETWORK: New $500MM Notes Add-on No Impact on Moody's B2 CFR
-----------------------------------------------------------------
Moody's Investors Service says Dish Network Corporation's new $500
million secured notes add-on has no immediate impact on the
company's ratings or outlook. The proposed notes will be an add-on
to the existing $2 billion of senior secured notes issued in
November 2022 rated Ba3 and therefore the terms are the same for
the new notes. In November, Moody's downgraded DISH's senior
unsecured convertible notes to B3 from B2, downgraded its
probability of default rating to B2-PD from B1-PD and affirmed its
B2 corporate family rating. The rating outlook is stable. The B3
rating on the company's unsecured convertible notes reflects a one
notch override lift from the LGD model derived rating as the new
secured notes as well as the intercompany notes have priority only
on certain designated spectrum, not on all assets. This override
lift could go away if there is a material increase in the amount of
assets (spectrum in particular) that is encumbered. The use of
proceeds for DISH's new secured issuance will be for general
corporate purposes, including the build out of wireless
infrastructure and debt repayment.
The downgrade of DISH's unsecured convertible notes in November was
caused by the issuance of the secured notes, which resulted in
effective subordination of the unsecured notes and potential
disproportionate loss absorption relative to the new secured notes
in a default scenario. The new secured notes benefit from a first
priority lien on the equity interests in ParkerB.com Wireless
L.L.C., owner of the Company's 600 MHz spectrum licenses. The
transaction has a maximum loan to value of 35% against the
collateral at the time of the issuance appraisal. The book value of
the collateral at September 30, 2022 is $6.2 billion but the
appraisal value is materially higher based on a recent comparable
transaction in the band. The secured notes issued in November as
well as the add-on notes required a third-party appraisal to be
delivered within 4 months of closing, which has now been completed
and is $10.04 billion. While the FCC prohibits security interests
in FCC licenses, and some potential uncertainty exists as to the
ability to perfect a security interest in the proceeds of a sale of
FCC licenses, in Moody's view the negative pledge against any other
encumbrances of the collateral mitigates that potential deficiency.
DISH's 600 Mhz spectrum is not subject to the June 2023 automatic
forfeiture provisions of its agreement with the FCC which requires
75% build out by 2025, materially reducing risks around collateral
forfeiture. The secured notes also benefit from a first priority
lien of the equity of wholly owned pay TV subsidiary DISH DBS
Corporation (DBS), as well as an unsecured guarantee from DISH
Wireless Holding, L.L.C., the intermediate parent of the various
other spectrum entities, and unsecured guarantees from other
select, though not all, material subsidiaries of DISH. The secured
notes do not have guarantees from the direct DBS operating subs,
any subsidiaries directly holding spectrum, or subsidiaries holding
the retail wireless business. The unsecured notes of DISH do not
benefit from any of these equity pledges or guarantees. The add-on
issuance helps the pre-funding of the remaining build out needs of
DISH through 2024 with the proceeds of the proposed notes which
reduces the risk of DISH failing to meet build-out deadlines in
June 2023 and June 2025. The additional debt and leverage at DISH
in connection with the proposed add-on is offset by the expected
debt reduction from repayment (verses refinancing) of most or all
of DBS's March 2023 $1.5 billion maturity, which Moody's believes
can be satisfied with cash flow generation and cash on hand. The
offering also significantly reduces risk associated with liquidity
and capital needs until the company's 2024 maturities ($2 billion
at DBS and $1 billion at DISH). While the capital will take the
company much closer towards completing its targeted build out, it
will not prove adequate to fund the material losses of a startup
enterprise nor will it be sufficient to meet the capital needs to
fund handsets and success-based growth. Pro forma consolidated debt
at DISH for the new issuance is about $22.6 billion (LTM September
30, 2022 pro forma for pending transactions). Moody's believes that
it is less likely that DBS will be used to support DISH's financial
needs going forward except to the extent that it has excess cash
over its maturity repayment needs over time.
DBS bondholders have no legal recourse to DISH or its wireless
spectrum licenses other than any wireless spectrum licenses pledged
as collateral for the intercompany loan, and have limited
protection against the upstreaming of cash to DISH, although the
intercompany loan restricts DBS from using any proceeds from
prepayment of the loan to directly make cash dividends or
distributions to DISH prior to repayment in full of the
intercompany loan.
DISH's B2 CFR reflects high consolidated pro forma leverage (around
6.5x gross debt to EBITDA at consolidated DISH) incorporating
Moody's standard adjustments. The company's DBS subsidiary is also
facing strong secular headwinds and DISH is facing significant
startup and build out costs. Moody's anticipate that leverage will
climb further without balance in capital raising. DISH's B2 CFR is
supported by the substantial asset value derived from its vast
wireless spectrum license holdings, although they are in process of
being converted into operating assets which will need to generate
revenues and eventually profits since it is unlikely at this point
that these assets will or could be sold/monetized as financial
assets. DISH's only subscribers are those acquired from Sprint and
T-Mobile in mid-2020 and the revenue stream it gets from leasing
certain satellite assets to DBS.
As of September 30, 2022, and pro forma for pending transactions,
DISH and DBS had about $3.3 billion of cash and cash and marketable
securities, combined. The company has no revolving bank facility,
but Moody's believe that the company has significant potential for
alternate liquidity with very significant spectrum asset value
(with fair market value that is likely in excess of book) that
could be leveraged. An additional risk includes the potential for
DISH to acquire additional spectrum licenses (though there are no
material new auctions planned by the FCC at this point), but it may
pursue other wireless spectrum license transactions and has a
standing option to acquire $3 billion of wireless spectrum licenses
from T-Mobile. The company also has exposure to the eventual
re-auction of AWS spectrum which was returned to the FCC by DISH
for the difference between the new auction result and the $3
billion that was originally bid for the licenses. DISH's need for
additional capital to fund the build-out of its wireless network
was largely expected. However, further increases in debt and
leverage without additional equity capital raising would increase
financial risks at a time when DISH is still in its developmental
IOT network build out stage and while DBS is unlikely to see
secular pressures recede in its pay TV business.
The company's stable outlook reflects Moody's expectation that the
company has adequate liquidity for DISH and DBS for the next 12 to
18 months to fund 5G build-out costs over that period and fund
DBS's $1.5 billion unsecured notes maturity in March 2023.
DISH Network Corporation has two wireless business units, Retail
Wireless and 5G Network Deployment, and is the fourth U.S. national
carrier. DISH's consolidated revenue for LTM September 30, 2022 was
roughly $17.1 billion. DISH DBS is a wholly owned subsidiary of
DISH and is a direct broadcast satellite pay-TV provider, as well
as an Internet pay-TV provider through its SLING TV business, with
a total of approximately 10.02 million subscribers as of September
30, 2022.
EMS BILLING: Court OKs Interim Cash Collateral Access
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The U.S. Bankruptcy Court for the District of Colorado authorized
EMS Billing Solutions, Inc. to use cash collateral on an interim
basis in the amount of $16,826 for the limited purpose of meeting
payroll obligations and paying IT Consultants through January 31,
2023.
The Debtor requires immediate use of cash collateral to avoid
irreparable harm to its business.
Funding Circle, a/k/a FC Marketplace and Bankers Health Group are
the Debtor's secured creditors.
As adequate protection, the secured creditors will have a
replacement lien on the Debtor's post-petition receivables as
collateral, to the same extent and priority as existed pre-petition
and to the extent that the use of cash collateral results in the
decrease in the secured lender's interests in the cash collateral
pursuant to 11 U.S.C. section 361(2).
A final hearing on the matter is set for February 3 at 10 a.m.
Objections are due February 1.
A copy of the order is available at https://bit.ly/3ZLHONx from
PacerMonitor.com.
About EMS Billing Solutions, Inc.
EMS Billing Solutions, Inc. is engaged in the business of medical
billing. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 22-15088) on December 30,
2022. In the petition signed by Gaylene Garcia-Kabel, president,
the Debtor disclosed up to $100,000 in assets and up to $1 million
in liabilities.
Judge Elizabeth E. Brown oversees the case.
Sean Cloyes, Esq., at Berken Cloyes, PC, represents the Debtor as
legal counsel.
ENDO INT'L: Heads to Mediation With Creditors on Bankruptcy Sale
----------------------------------------------------------------
Jeremy Hill and Reshmi Basu of Bloomberg News report Endo
International Plc and certain key creditor groups are expected to
head into mediation over the opioid maker's controversial
bankruptcy sale and related issues, according to people familiar
with the matter. The drugmaker, pushed to insolvency by more than
$8 billion in debt and opioid litigation, has proposed handing its
ownership to first-lien lenders. But the process has been met by a
flurry of objections from creditors including a subset of lenders
and a committee of opioid victims.
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 cases are pending
before Judge James L. Garrity, Jr. The Debtors have 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 North America, LLC as financial advisor. Kroll
Restructuring
Administration, LLC is the claims agent and administrative
advisor.
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.
EVERGREEN SITE: Seeks to Hire Fisher Skrobot as Special Counsel
---------------------------------------------------------------
Evergreen Site Holdings, Inc. received approval from the U.S.
Bankruptcy Court for the Southern District of Ohio to employ
Fisher, Skrobot and Sheraw, LLC as its special counsel.
The firm will assist the Debtor's bankruptcy counsel with the
drafting of a supplemental response to Reg Martin's motion for
relief from stay and briefing issues related to the Debtor's
ownership interest in a certain property.
The firm will be paid at these rates:
Attorneys:
David Skrobot $275 per hour
Beth M. Miller $275 per hour
Paralegals:
Georgette Skrobot $120 per hour
Lisa Lumbatis $120 per hour
Richard Phelps $120 per hour
David Skrobot, Esq., a member of Fisher, Skrobot and Sheraw,
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:
David Skrobot, Esq.
Fisher, Skrobot, and Sheraw, LLC
Motorist Insurance Building
471 E Broad St # 1810
Columbus, OH 43215
Telephone: (614) 233-6950
Fax: (614) 233-6960
Email: dskrobot@fisherskrobot.com
About Evergreen Site Holdings
Evergreen Site Holdings, Inc. filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio
Case No. 22-52799) on Sept. 22, 2022, with $1 million to $10
million in both assets and liabilities. Matthew T. Schaeffer has
been appointed as Subchapter V trustee.
Judge C. Kathryn Preston oversees the case.
The Debtor is represented by the Law Offices of Ira H. Thomsen.
FARMA SCI LIFE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Farma Sci Life, Inc.
FDBA BMH Ventures, Inc.
FDBA Blue Moon Hemp, Inc.
DBA Blue Moon Hemp
DBA Swiss Relief
DBA Blue Bayou Hemp
DBA SeXXXy CBD
151 SE 3rd Ave, Suite 317
Delray Beach, FL 33483
Business Description: Farma Sci is a retailer and manufacturer of
Premium CBD hemp & delta products.
Chapter 11 Petition Date: January 18, 2023
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 23-10398
Judge: Hon. Mindy A. Mora
Debtor's Counsel: Bradley S. Shraiberg, Esq.
SHRAIBERG PAGE PA
2385 NW Executive Center Dr
Suite 300
Boca Raton, FL 33431
Tel: 561 443 0800
Email: bss@slp.law
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by John M. Maloney, Jr. as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/MTB7MPQ/Farma_Sci_Life_Inc__flsbke-23-10398__0001.0.pdf?mcid=tGE4TAMA
GENAPSYS INC: Court Enters Redwood Plan Confirmation Order
----------------------------------------------------------
Judge Brendan L. Shannon has entered an order approving and
confirming the Combined Disclosure Statement and Chapter 11 Plan of
Liquidation of Redwood Liquidating Co.
Any and all objections or reservations of rights to the Combined
Disclosure Statement and Plan that have not been withdrawn or
resolved prior to the Confirmation Hearing are overruled on the
merits.
Class 3 (General Unsecured Claims) is impaired under the Combined
Disclosure Statement and Plan and voted to accept the Combined
Disclosure Statement and Plan. Classes 1, 2 and 3 were deemed to
accept the Combined Disclosure Statement and Plan. Classes 4a
(Series D Preferred Equity Interests), Class 4b (Series D 510(b)
Claims), Class 5a (Series C Preferred Equity Interests), Class 5b
(Series C 510(b) Claims), Class 6a (Series B Preferred Equity
Interests), Class 6b (Series B 510(b) Claims), Class 7a (Series A
Preferred Equity Interests), Class 7b (Series A 510(b) Claims),
Class 8a (Common Equity Interests), and Class 8b (Common Equity
510(b) Claims) have been deemed to reject the Combined Disclosure
Statement and Plan pursuant to section 1126(g) of the Bankruptcy
Code.
Based upon the evidence proffered, adduced and presented by the
Debtor at the Confirmation Hearing, the Combined Disclosure
Statement and Plan does not discriminate unfairly against, and is
fair and equitable with respect to, Classes 4a, 4b, 5a, 5b, 6a, 6b,
7a, 7b, 8a, and 8b, as required by sections 1129(b)(1) and (b)(2)
of the Bankruptcy Code. Thus, the Combined Disclosure Statement and
Plan may be confirmed notwithstanding the deemed rejection of the
Combined Disclosure Statement and Plan by the foregoing classes.
Liquidating Plan
Redwood Liquidating Co., known as GenapSys Inc. before the sale of
its assets, submitted a Combined Disclosure Statement and Chapter
11 Plan of Liquidation.
Lazard launched a marketing process in May 2022, contacting over
100 potential investors on behalf of the Debtor, including
strategic investors, financial investors, venture investors, and
existing stakeholders.
On July 14, 2022, the Debtor filed a motion seeking approval of,
among other things, certain key dates and deadlines in connection
with the Post-Petition Sale Process and the Debtor's Bidding
Procedures.
Following the Petition Date, the Debtor and Lazard's continued
negotiations with Farallon resulted in the Debtor receiving a
Stalking Horse Bid for substantially all of the Debtor's assets
from the Stalking Horse Bidder, Sequencing Health, a purchaser
entity affiliated with entities, funds and/or accounts managed or
advised, directly or indirectly, by, or under common control with,
two investors holding Series D Preferred Equity Interests in the
Debtor: Farallon and Soleus Private Equity Fund II, LP. Pursuant
to the Stalking Horse Bid, the Stalking Horse Bidder proposed to
purchase the Purchased Assets for the aggregate purchase price of
up to $10,000,000 in cash consideration and the assumption of
certain prepetition indebtedness to Oxford. The aggregate Purchase
Price, based on the Cash Purchase Price and the Assumed Oxford
Indebtedness, was approximately $42 million.
On August 24, 2022, the Bankruptcy Court entered an order
designating Sequencing Health as the Stalking Horse Bidder under
the final form of Asset Purchase Agreement and approving only the
expense reimbursement.
After discussions with Love Health, the Debtor, with the consent of
Oxford, entered into a Letter Agreement, dated Aug. 31, 2022,
whereby the Debtor agreed to extend the Bid Deadline to Sept. 2,
2022.
On Sept. 2, 2022, Love Health notified the Debtor that it would not
be able to meet the extended Bid Deadline and requested a further
extension of the Bid Deadline. After consultation with Oxford, the
Debtor determined it was not in the best interest of the Debtor's
estate to further extend the Bid Deadline or any related
milestones, especially given (i) the uncertainty over whether any
further extension would assist Love Health being able to meet the
requirements for submitting a qualified bid and (ii) the ability of
Sequencing Health to terminate the Asset Purchase Agreement in the
event that a sale had not closed by an outside date of Sept. 16,
2022.
Although the Debtor and Lazard vigorously marketed the Debtor's
assets, the Debtor did not receive any actionable letters of
intent, non-binding expressions of interest or draft purchase
agreements, other than the Asset Purchase Agreement provided by
Sequencing Health. Accordingly, following the expiration of the
Bid Deadline, as extended, the Debtor, in consultation with its
advisors and Oxford, selected the Stalking Horse Bid as the
successful bid.
On Sept. 12, 2022, the Bankruptcy Court entered an order approving
the sale to Sequencing Health.
Under the Plan, Class 3 General Unsecured Claims total $6,333,208.
Each Holder of an Allowed General Unsecured Claim shall be paid its
Pro Rata share of the Net Distributable Assets, in full and final
satisfaction of the claims. Creditors will recover approximately
17% of their claims. Class 3 is impaired. "Net Distributable
Assets" means (a) the gross amount available from the liquidation
of the Assets, including the proceeds from the Sale minus (b) the
amount of (i) Statutory Fees, (ii) Allowed Professional Claims,
(iii) Allowed Administrative Expense Claims, (iv) Allowed Priority
Tax Claims, and (v) Plan Administrator Expenses.
Allowed Claims, Allowed Equity Interests, and any amounts necessary
to wind down the Debtor's Estate shall be paid from the Net
Distributable Assets, subject to the limitations and qualifications
described herein.
Counsel to the Debtor:
Daniel J. DeFranceschi, Esq.
Michael J. Merchant, Esq.
David T. Queroli, Esq.
J. Zachary Noble, Esq.
James F. McCauley, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square, 920 North King Street
Wilmington, DE 19801
Telephone: (302) 651-7700
Facsimile: (302) 651-7701
E-mail: defranceschi@rlf.com
merchant@rlf.com
queroli@rlf.com
noble@rlf.com
mccauley@rlf.com
A copy of the Order dated Jan. 6, 2023, is available at
https://bit.ly/3VWPNnO from PacerMonitor.com.
A copy of the Combined Disclosure Statement and Chapter 11 Plan
dated Jan. 6, 2023, is available at https://bit.ly/3irEcQg from
PacerMonitor.com.
About GenapSys Inc.
GenapSys Inc. -- https://genapsys.com/ -- is a biotechnology
company that transforms the human condition by building a scalable,
affordable genomic sequencing ecosystem that will support research
and diagnostics. It is based in Redwood City, Calif.
GenapSys sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 22-10621) on July 11, 2022. In the
petition filed by Britton Russell, chief financial officer and
treasurer, the Debtor listed assets between $10 million and $50
million and liabilities between $50 million and $100 million.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Richards, Layton & Finger, PA as bankruptcy
counsel; Willkie Farr & Gallagher LLP as special litigation and
corporate counsel; and Lazard Freres & Co. LLC as investment
banker. Kroll Restructuring Administration LLC is the Debtor's
claims and noticing agent and administrative advisor.
GENERATOR TECHNOLOGIES: Gets OK to Hire Taylor Auction & Realty
---------------------------------------------------------------
Generator Technologies, LLC received approval from the U.S.
Bankruptcy Court for the Southern District of Mississippi to employ
Taylor Auction & Realty, Inc. to market and sell its motor
vehicles.
The firm will get a 5 percent seller commission, advertisement fee
of $1,000, and 10 percent buyer's premium to be paid by the buyer.
As disclosed in court filings, Taylor Auction & Realty is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached at:
Benny Taylor
Taylor Auction & Realty, Inc.
15488 Hwy 51 North
Grenada, MS 38902
Tel: (662) 226-2080
Email: benny@taylorauction.com
About Generator Technologies
Generator Technologies, LLC is a company in Madison, Miss., which
offers various services such as generator installations, repairs
and sales.
Generator Technologies filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No.
22-00833) on April 29, 2022. In the petition signed by its manager,
Les Battles, the Debtor disclosed up to $10 million in both assets
and liabilities.
Judge Jamie A. Wilson oversees the case.
The Law Offices of Craig M. Geno, PLLC serves as the Debtor's
counsel.
GUITAR CENTER: S&P Downgrades ICR to 'B-', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Guitar
Center Inc. to 'B-' from 'B' to reflect its expectation that
performance will remain challenged through 2023.
S&P said, "We also lowered our issue-level rating on its $550.0
million senior secured notes to 'B-' from 'B'. Our '3' recovery
rating on senior secured notes remains unchanged, indicating our
expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery in the event of a default.
"The negative outlook reflects our expectation that cash flow
metrics and liquidity will remain pressured over the next 12 months
amid softening demand and macroeconomic headwinds.
"The downgrade reflects Guitar Center's deteriorating operating
performance and our expectation that operations will continue to be
challenged over the next year. Guitar Center has faced significant
challenges stemming from inflation, supply chain constraints, and
softening demand. Through the second and third quarters of 2022,
the company's S&P Global Ratings'-adjusted EBITDA margin declined
to 9.3% and 8.9% respectively, down from 10.8% for the year ended
January 2022. This has led to increased leverage and we are
expecting negative free operating cash flow (FOCF) for the year.
"The company's product offering is discretionary by nature and we
expect continued challenges in a recessionary environment in 2023.
Strong top line growth from last year carried into the first
quarter of this year. However, consumers reversed course and we now
expect a high-single-digit decline in revenue for the year.
Macroeconomic headwinds have caused margins to compress as well,
leading us to revise our S&P Global Ratings-adjusted EBITDA margin
projection to the high-single digits for the end of the year.
"Guitar Center operates in the highly competitive and discretionary
musical instrument retail industry, which we believe is vulnerable
to high volatility during economic downturns. Guitar Center faces
heavy competition in this fragmented industry in the form of other
retailers, direct-to-customer alternatives, and large mass
merchants such as Sam Ash Music. Large e-commerce companies (Amazon
and eBay) have expanded their offerings of musical instruments as
well. That said, Guitar Center has good brand recognition among
professional musicians and a leading market share in the musical
retail niche. The company is also considerable larger than its next
largest competitor. We expect macroeconomic headwinds will continue
to affect the company in 2023. We project the company's inventory
position to remain elevated through the year due to softening
demand. We believe revenue growth will remain challenged after a
high-single-digit decline in 2022. While the company works to
balance its inventory position, we expects its S&P Global
Ratings'-adjusted EBITDA margins to remain below 9%. The expected
decline in performance leads us to believe its S&P Global
Ratings'-adjusted leverage will exceed 6x in 2023.
"We expect company's liquidity will remain adequate over the next
12 months. The company's total liquidity of $246.5 million
consisted of about $4.5 million in cash and $242 million available
under its asset-based loan (ABL) facility as of Oct. 29, 2022. We
expect the increased inventory to constrain liquidity until it is
back in balance. We believe the company's ABL availability will be
sufficient to meet its expected cash uses over the next 12 months
with sufficient covenant headroom. However, we acknowledge there
are risks to our forecasts. If operating performance deteriorates
further relative to our base case and the company draws
significantly on the ABL facility, we may revise our liquidity
assessment. Should the company successfully rebalance its inventory
position, it could boost cash flows from working capital.
"The negative outlook reflects our belief that cash flow metrics
and liquidity will remain pressured within a recessionary
environment in 2023 and dependent on a recovery in 2024. We believe
macroeconomic headwinds will continue to impact the company's
performance as we believe demand will continue to soften. The ABL
facility matures in December 2025 and the senior secured notes are
due in January 2026. If performance continues to deteriorate into
2024 including negative FOCF, the company may face a liquidity
shortfall and be unable to refinance its debt.
"The negative outlook on Guitar Center reflects our expectation
that its cash flow metrics and liquidity will remain pressured over
the next 12 months amid softening demand and macroeconomic
headwinds."
S&P could lower its ratings on Guitar Center if:
-- Operating performance and liquidity deteriorate further such
that the company generates sustained negative FOCF, leading S&P to
believe it will be unable to refinance its debt; or
-- S&P believes its capital structure is unsustainable.
S&P could consider revising the outlook to stable if:
-- S&P believes the company can generate FOCF of at least $30.0
million annually; and
-- S&P expects the company will be able to manage 2025 maturities
without an event it would consider a default.
ESG credit indicators: E-2, S-2, G-3
S&P said, "Governance is a moderately negative consideration in our
credit analysis of Guitar Center. Our highly leveraged assessment
of the company's financial risk profile reflects its corporate
decision making that prioritizes the interests of its controlling
owners, which is in line with our view of the majority of rated
entities owned by private-equity sponsors. Our assessment also
reflects private-equity sponsors' generally finite holding periods
and focus on maximizing shareholder returns."
HOWARD MIDSTREAM: S&P Upgrades ICR to 'BB-', Outlook Stable
-----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Howard
Midstream Energy Partners LLC (HEP) to 'BB-' from 'B+'. The outlook
is stable.
At the same time, S&P raised its issue-level rating on HEP's $400
million senior unsecured notes to 'B+' from 'B'. The '5' (20%)
recovery rating is unchanged.
S&P said, "The stable outlook reflects our expectation that HEP
will maintain ample liquidity and adjusted EBITDA of $250
million-$270 million in 2023 and 2024 with the completion of
material growth projects. We expect adjusted debt to EBITDA of
3.5x-4x in 2023 and below 3.5x in 2024, due to the conversion of
its preferred equity securities.”
On Dec. 30, 2022, HEP converted its $430 million series B preferred
units into common equity. S&P previously treated these securities
as 100% debt in our assessment of the company's financial measures.
With the conversion, credit ratios materially improved.
S&P said, "Following the conversion of the $430 million series B
preferred units, HEP's credit metrics have materially improved over
our forecasted period. We previously considered the preferred
securities as debt when calculating our adjusted credit metrics. We
now expect S&P Global Ratings- adjusted debt to be about $980
million in 2023, compared with our previous expectation of about
$1.4 billion. At the time of the transaction, HEP also repurchased
approximately $54 million in common equity. Going forward, HEP will
no longer have to pay $42 million in annual preferred
distributions. HEP also converted all accrued and unpaid
distributions, resulting in an additional $20 million of savings
going forward. We now forecast adjusted debt to EBITDA of 3.5x-4.0x
in 2023, improving to 3.5x in 2024, compared with our previous
expectation of 5.5x-6.0x in 2023 and 5.0x-5.5x in 2024.
"The stable outlook reflects our expectation that HEP will maintain
ample liquidity and adjusted EBITDA of $250 million-$270 million in
2023 and 2024 with the completion of material growth projects. We
expect adjusted debt to EBITDA of 3.5x-4x in 2023, stepping down to
below 3.5x in 2024, as a result of the conversion of its preferred
equity securities."
S&P could consider a negative rating action if:
-- HEP sustains operational underperformance; or
-- Delays to material expansion projects cause elevated expenses,
resulting in adjusted debt to EBITDA sustained above 4x.
Although unlikely in the near term, S&P could consider a positive
rating action if the company materially increases its scale and
diversity and sustains adjusted debt to EBITDA below 3x.
ESG credit indicators: E-3, S-2, G-2
S&P said, "Environmental factors are a moderately negative
consideration in our credit analysis of HEP. Howard's natural gas
gathering and processing business faces multiple risks relating to
climate change, including volume declines and the general energy
transition pressures facing the midstream industry. We note that
HEP's future renewable diesel storage facility will help mitigate
some of these risks compared with peers."
JUMBA LLC: Seeks to Hire Ahuja & Clark as Accountant
----------------------------------------------------
The Jumba, LLC received approval from the U.S. Bankruptcy Court for
the Northern District of Texas to employ Ahuja & Clark, PLLC as its
accountant.
The Debtor requires an accountant to assist in preparing tax
returns, review the accounting records to determine the value of
the estate's interest, and provide accounting-related matters that
arise in its administration of the estate.
The firm will be paid based upon its normal and usual hourly
billing rates.
Madhu Ahuja, a partner at Ahuja & Clark, disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Madhu Ahuja
Ahuja & Clark, PLLC
2901 N. Dallas Pkwy. Ste 320
Plano, TX 75093
Tel: (469) 467-4510
About The Jumba LLC
The Jumba LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-31740) on Sept. 23,
2022. In the petition filed by its manager, Andrea Vernon, the
Debtor reported assets between $10 million and $50 million and
liabilities between $1 million and $10 million.
Judge Stacey G. Jernigan oversees the case.
Lyndel Anne Vargas, Esq., at Cavazos Hendricks Poirot, P.C. and
Ahuja & Clark, PLLC serve as the Debtor's legal counsel and
accountant, respectively.
KRISHNA HOTELS: SARE Files for Chapter 11 Bankruptcy
----------------------------------------------------
Krishna Hotels Inc. filed for chapter 11 protection in the Northern
District of Illinois without stating a reason.
Krishna Hotels listed $1,218,700 in total assets against $2,121,167
in total debt. The Debtor says its property at 1750 Fifth St.,
Lincoln, Illinois, is worth $1,200,000.
The petition states that funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Feb. 15, 2023, at 1:30 PM at Appear by Telephone 341s only.
About Krishna Hotels
Krishna Hotels Inc. is a Single Asset Real Estate as defined in 11
U.S.C. Sec. 101(51B).
Krishna Hotels Inc. filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-00384) on Jan.
12, 2023. In the petition filed by Jigisha Bhatt, as president,
the Debtor reported assets and liabilities between $1 million and
$10 million each.
The Debtor is represented by:
Timothy C. Culbertson, Esq.
433 Meadow Dr.
Schaumburg, IL 60193
LUCKY BUCKS: S&P Downgrades ICR to 'CCC-', On CreditWatch Negative
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit and issue-level
ratings on Lucky Bucks LLC to 'CCC-' from 'CCC'. S&P placed the
ratings on CreditWatch with negative implications.
The CreditWatch negative listing indicates S&P could lower its
ratings on Lucky Bucks if it breaches its covenant, has a payment
default, or announces a debt restructuring transaction that we
conclude is distressed and tantamount to default.
S&P said, "Lucky Bucks' operating performance continues to
deteriorate due to ongoing regulatory enforcement and economic
softness, and we believe the company won't meet its near-term
mandatory fixed charges. In the third quarter of 2022, further
Lucky Bucks location shutdowns resulted from the Georgia Lottery
Commission's enforcement of its 50 Percent Rule, as well as general
economic softness in the Georgia coin-operated amusement machine
market. Although this has slowed in recent weeks, weak in-store
sales at various locations continues to challenge the company's
performance. A reduction of about 200 machines in the quarter
(based on ending machine count, including machines that are
temporarily offline or going through a change of ownership) lowered
revenue 8% and EBITDA 7%. We believe Lucky Bucks will continue to
face economic headwinds over the near term as inflationary
pressures on consumer budgets and a lack of government stimulus
impair in-store sales and wins per unit per day.
"As of Sept. 30, Lucky Bucks had $4.8 million cash and about $5.1
million available under its revolving credit facility, representing
a 9% covenant cushion against EBITDA declines. We believe the
company has insufficient liquidity to meet its ongoing debt
obligations due to our expectation of continued EBITDA declines
resulting from further machine shutdowns, rising interest rates
putting upward pressure on its fixed charges, and a high annual
debt amortization of $27.75 million. We also expect Lucky Bucks
will likely breach its springing 7.75x maximum leverage covenant in
the near term. The company recently announced it has engaged
Evercore and Milbank as advisers to help navigate the liquidity
crunch, but no long-term solution has been reached.
"The CreditWatch negative listing indicates that we could lower our
ratings on Lucky Bucks if it breaches its covenant, has a payment
default, or announces a debt restructuring transaction that we
conclude is distressed and tantamount to default."
MARCH ON HOSPITALITY: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------------
March on Hospitality LLC asks the U.S. Bankruptcy Court for the
Northern District of Texas, Fort Worth Division, for authority to
use cash collateral and provide adequate protection.
The Debtor requires the use of cash collateral to continue
operating its business and satisfy its payroll and other direct
operating expenses.
The Debtor's principal asset is a La Quinta hotel located at 1503
Breckinridge Road, Mansfield, Texas, located in Tarrant County,
Texas. The Debtor's sole member and manager is Douglas Whatley, who
is the Chapter 7 trustee for Rajpal Singh Chatha and Taranjit Kaur
Chatha, the Chapter 7 debtors in Case No. 17-25355-B-7 pending in
the U.S. Bankruptcy Court for the Eastern District of California.
At the time of Rajpal's bankruptcy filing on August 11, 2017,
Rajpal was the sole member and manager of March On. The filing of
the Chapter 7 Case created an estate, which comprised all interests
of Rajpal and Taranjit in any property. Therefore, his interests in
March On became property of his Chapter 7 Estate.
The Debtor believes the Hotel has a value of at least $5.5
million.
The Debtor disputes that Simmons Bank, a successor-in-interest to
Southwest Bank, possesses a valid lien the Debtor's cash
collateral. However, because the Debtor believes Simmons asserts a
security interest in the Debtor's cash collateral.
Just days before the Chathas filed their Chapter 7 Bankruptcy Case,
on August 7, 2017, their son, Simranjit Chatha, executed a General
Warranty Deed purporting to transfer the Hotel and its associated
fixtures and personal property from Brightside (which had changed
its name to March On two years earlier in 2015) to Summerfest
Hospitality, LLC, a Texas limited liability company owned by
Simranjit. Simranjit signed the Deed in the name of Brightside
(rather than March On), purportedly as its Manager.
The Deed from Brightside to March On was recorded in the Official
Records of Tarrant County on August 15, 2017, four days after the
Chapter 7 Case was filed.
Simranjit was not the Manager of March On (or Brightside) when he
signed the Deed. Instead, Rajpal, the sole Member and Manager of
March On, was the only person with authority to effect a
disposition of March On's assets. Likewise, after August 11, 2017,
the Trustee in Rajpal's Chapter 7 Case, succeeded to all managerial
rights for March On, and is the only person with authority to
dispose of March On's assets. As a result, both before and after
August 7, 2017, Simranjit lacked authority to effect a transfer of
the Hotel from March On to Summerfest or to sign or deliver a deed
on behalf of March On as its Manager.
Because it was not executed by March On's Manager, the Deed dated
August 7, 2017, is ivalid and a legal nullity. Indeed, on August 9,
2021, in Adversary Proceeding No. 18-2102, styled Whatley v.
Simranjit Chatha and Summerfest Hospitality, LLC, the Bankruptcy
Court for the Eastern District of California made a ruling that the
Deed dated August 7, 2017, which purported to convey the Hotel from
Brightside (then named March On) to Summerfest, was invalid and a
legal nullity. The Sacramento Bankruptcy Court also entered a
Judgment in favor of the Trustee against Summerfest and Simranjit
concurrently with its Ruling.
On the basis of the Chapter 7 Court's Ruling and Judgement on
August 9, 2021, the Deed dated August 7, 2017 is invalid and a
legal nullity. To give effect to the Ruling and Judgment, on August
26, 2021, Summerfest executed a Special Warranty Deed transferring
the Hotel from Summerfest to the Debtor.
On the same day as the invalid attempted transfer of the Hotel from
Brightside (March On) to Summerfest, Simranjit (acing as the
manager of Summerfest) signed a promissory note and Deed of Trust,
Security Agreement, Financing Statement and Assignment of Rents as
part of a loan from Southwest (now Simmons) to Summerfest in the
amount of $2.5 million. The Deed of Trust purportedly gave
Southwest a lien against the Hotel, and a security interest in the
Hotel's fixtures, personal property, and rents as security for the
$2.5 million loan.
The Debtor contends that because the Deed to Summerfest was invalid
and a legal nullity, the Deed of Trust was likewise invalid and a
legal nullity. Because Summerfest did not have title to the Hotel,
Summerfest could not validly encumber the Hotel in favor of
Southwest or Simmons. The Debtor intends to file an adversary
proceeding pursuant to Fed. R. Bankr. P. 7001(2) and (9) against
Simmons seeking a declaration that the lien and security interest
asserted by Simmons against the Hotel and any personal property
associa ted therewith is in all respects invalid and that Simmons
therefore has no interest in any cash collateral.
However, until the validity of Simmons' lien can be determined,
Simmons asserts a lien against the Hotel (through the Deed of
Trust) and security interest in all personal property relating to
the Hotel (through a UCC-1 financing statement). Specifically, on
August 15, 2017, Southwest recorded its Deed of Trust as Document
No. D217187706 in the real property records of Tarrant County,
Texas.
In the event the Bankruptcy Court were to find that Simmons' lien
is invalid, the Debtor believes Simmons may seek to assert an
equitable subrogation lien in the amount of $2.054 million (less
the amount of payments it received from Summerfest but plus a
statutory interest rate) based on funds advanced by Simmons to pay
off a prior lien against the Hotel.
Although the validity of Simmons' lien and security interest is
disputed, the Debtor believes Simmons asserts a secured claim in
the principal amount of approximately $2.2 million, plus an
assertion that it is entitled to 18% interest, monthly fees and
penalties, costs (including unnecessary force placed insurance),
and attorneys' fees (the right to which are disputed by the
Debtor), in the Debtor's cash collateral.
The Debtor will use the cash collateral for the payment of
operating expenses in accordance with the Budget and with
subsequently approved budgets.
The Debtor seeks to grant adequate protection through the issuance
of a replacement lien in favor of Simmons to the extent it holds a
valid, unavoidable lien in prepetition cash and cash equivalents
(a) to the extent of the value of each such security interest in
Prepetition Collateral, and (b) in the same order of priority as
presently existing in the Prepetition Collateral, for any
diminution in value of their individual security interests in the
Prepetition Collateral as of the Petition Date as a result of the
use of cash collateral and the imposition of the automatic stay.
A copy of the motion and the Debtor's budget is available at
https://bit.ly/3IXfylo from PacerMonitor.com.
The budget provides for total payroll and related expenses, on a
monthly basis, as follows:
$21,850 for January 2023;
$21,347 for February 2023; and
$23,637 for March 2023.
About March on Hospitality LLC
March on Hospitality LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-40140-mxm11) on
January 17, 2023. In the petition signed by Douglas Whatley, the
Debtor disclosed up to $10 million in both assets and liabilities.
Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, represents the
Debtor as legal counsel.
MARCH ON HOSPITALITY: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: March On Hospitality, LLC
1503 Breckenridge Rd.
Mansfield TX 76063
Business Description: The Debtor's principal asset is a La Quinta
hotel located at 1503 Breckinridge Road,
Mansfield, Texas, located in Tarrant County,
Texas.
Chapter 11 Petition Date: January 17, 2023
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 23-40140
Debtor's Counsel: Suzanne K. Rosen, Esq.
FORSHEY & PROSTOK, LLP
777 Main Street, Suite 1550
Fort Worth TX 76102
Tel: 817-877-8855
Email: srosen@forsheyprostok.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Douglas Whatley, Chapter 7 Trustee for
the bankruptcy estate of In re Rajpal Singh Chatha and Taranjit
Kaur Chatha, Case No. 17-25335-B-7 in the U.S. Bankruptcy Court of
Eastern District of California, acting as the sole member and
Manager of March on Hospitality LLC.
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/YPZCRIQ/March_On_Hospitality_LLC__txnbke-23-40140__0001.0.pdf?mcid=tGE4TAMA
MARY A II: Creditors' Committee Says Disclosure Inadequate
----------------------------------------------------------
The Official Committee of Unsecured Creditors for The Mary A II,
LLC (the "Committee") objects to the Disclosure Statement for the
Plan of Reorganization of the Debtor.
The Committee objects to the Disclosure Statement on the basis that
it fails to provide creditors with adequate information to make an
informed decision for voting purposes.
Specifically, the Committee objects to the following:
* The Disclosure Statement provides an incomplete picture to
creditors of the Debtor's business and future prospects by not
adequately describing the wetlands mitigation credit allowance and
release process and what permitted credits allocated to the
Mitigation Bank remain to be released and sold by the Debtor at a
future date.
* Similarly, in Section II.D., the Disclosure Statement states
"[t]he Mitigation Bank has significant competition from other
successful mitigation banks with an adequate supply of credits that
keep wetland credit pricing depressed." but provides no detail or
explanation on who those competitors are, how wetland credit
pricing works and what current wetland credit pricing is.
* The Disclosure Statement does not provide creditors with
sufficient information regarding the Debtor's business and future
prospects for creditors to make an informed decision as to whether
the New Value Contribution is fair and equitable under the
circumstances.
* The Disclosure Statement fails to provide support for the
value of the Debtor's assets. The arbitrary valuation of the assets
in the Liquidation Analysis, for example the Mitigation Bank (the
Debtor's primary and largest income generating asset), lacks a
discussion of accounting and valuation methods used to produce this
information.
* The Plan also fails to adequately describe the risks and
issues associated with the Bank Litigation and Rudnick Entity
Litigation that could affect their viability and likelihood of
success. Such information is needed because the Plan proposes the
Litigation Proceeds from the Bank Litigation and Rudnick Entity
Litigation (in conjunction with a portion of the New Value
Contribution) will fund the recovery to unsecured creditors.
A full-text copy of the Committee's objection dated January 12,
2023 is available at https://bit.ly/3XHd1Q6 from PacerMonitor.com
at no charge.
Attorneys for the Official Committee of Unsecured Creditors:
Lara Roeske Fernandez, Esq.
Stephanie C. Lieb, Esq.
Trenam Kemker Scharf Barkin
Frye O'Neill & Mullis, P.A.
101 E. Kennedy Blvd., Suite 2700
Tampa, FL 33602-5150
Tel: (813) 223-7474
Fax: (813) 229-6553
Email: lfernandez@trenam.com
slieb@trenam.com
About The Mary A II
The Mary A II, LLC, a company based in Tampa, Fla., filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 22-01177) on March 25, 2022, with as
much as $10 million in both assets and liabilities. Ruediger
Mueller serves as Subchapter V trustee.
Judge Caryl E. Delano oversees the case.
Alberto F. Gomez, Jr., Esq., at Johnson Pope Bokor Ruppel & Burns,
LLP serves as the Debtor's legal counsel and William Long, Jr. at
Jonah Consulting Group, LLC, serves as is chief restructuring
officer.
The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors in the Debtor's Chapter 11 case on Nov. 22,
2022. The committee is represented by Trenam, Kemker, Scharf,
Barkin, Frye, O'Neill & Mullis, P.A.
MISTER ROBERTS: Continued Operations to Fund Plan Payments
----------------------------------------------------------
Mister Roberts Furniture, LLC filed with the U.S. Bankruptcy Court
for the Southern District of Texas a Plan of Reorganization for
Small Business under Subchapter V dated January 12, 2023.
Mister Roberts is rustic furniture store in the Conroe, Texas area.
Mister Roberts has been in existence for since approximately
January of 2016.
Mister Roberts took out several loans in 2021 and 2022 in
expectation of increases in the business. The business did not
increase as expected and the lenders continued to remove
significant amounts from the bank account of the Debtor. The
removal of funds by the lenders caused the Debtor to seek
bankruptcy to re-structure payments to certain lenders to allow it
to remain in business. This Plan provides a basis to move forward.
Mister Roberts estimates its debts at approximately $255,000 of
which approximately $168,500 is secured, less than $1,500 is
priority and approximately $85,000 is unsecured. The Debtor has
concerns about amounts claimed by certain lenders and has not been
able to verify the amounts claimed by the lenders. The Debtor
reserves the right to object to the claims of creditors.
This Plan of Reorganization proposes to pay Debtor's creditors from
income from its operations and the cash flow generated in the
ordinary course of the Debtor's business after confirmation.
Class 7 consists of all priority unsecured claims. Debtor estimates
that less than $1,500 may be owed. The Debtor will pay allowed
amounts in Class 7 over a 60-month period at 12% interest. This
Class is impaired.
Class 8 consists of unsecured claims. The Debtor estimates the
unsecured claims to be approximately $85,000. The Debtor will pay
allowed amounts in Class 8 over a 60-month period starting after
the administrative and priority amounts have been paid. Upon
payment of the allowed claims of creditors in Class 8, the Debtor
may request releases from the creditors and the creditors are
required to confirm that payments have been made and the claims are
released. This Class is impaired.
Class 9 consists of the equity security holders of the Debtor.
Current equity security holders will retain their interest in the
Debtor. This Class is unimpaired.
Debtor will retain the property of the bankruptcy estate. The
Debtor will continue to operate its business. The Debtor may elect
to pay other amounts in advance.
Debtor may pursue claims against certain lenders, including without
limitation, White Road Capital, LLC series 119552 also known as
GFE, IOU Capital, LLC, Everest Business Funding and other merchant
cash advance lenders. The Debtor may also pursue claims against
13080 Conroe Ventures for actions that significantly and adversely
affected the business of the Debtor.
Any recoveries from any of the litigation will be used to pay
amounts to creditors. The Debtor will allocate at least 35% of any
net amounts received to payment of claims in Classes 1, 2, 7 and 8,
with classes 1, 2 and 7 being paid first.
A full-text copy of the Plan of Reorganization dated January 12,
2023 is available at https://bit.ly/3IWVteT from PacerMonitor.com
at no charge.
Attorney for Debtor:
Reese W. Baker, Esq.
Baker & Associates
950 Echo Lane, Ste. 300
Houston, TX 770024
Telephone: (713) 869-9200
Facsimile: (713) 869-9100
Email: courtdocs@bakerassociates.net
About Mister Roberts Furniture
Mister Roberts Furniture, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 22-33098) on
Oct. 18, 2022, with up to $500,000 in both assets and liabilities.
Robert Way, president of Mister Roberts Furniture, signed the
petition.
Judge Christopher Lopez oversees the case.
Reese W. Baker, Esq., at Baker & Associates, is the Debtor's legal
counsel.
MOBIQUITY TECHNOLOGIES: Falls Short of Nasdaq Bid Price Requirement
-------------------------------------------------------------------
Mobiquity Technologies, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission it received on Jan. 13 a letter
from The Nasdaq Stock Market stating that the Company was not in
compliance with Nasdaq Listing Rule 5550(a)(2) because the closing
bid price of the Company's common stock was below $1.00 per share
for 30 consecutive business days. The notice has no immediate
impact on the Company's listing.
Pursuant to Nasdaq's Listing Rules, the Company has a 180 day grace
period, until July 12, 2023, during which the Company may regain
compliance if the bid price of its common stock closes at $1.00 per
share or more for a minimum of 10 consecutive business days. The
Company may be eligible for an additional 180-day grace period if
the Company meets Nasdaq's initial listing standards (other than
with respect to minimum bid price) for The Nasdaq Capital Market.
The Company intends to actively monitor the bid price for its
common stock between now and July 12, 2023 and will consider
available options to regain compliance with the Nasdaq minimum bid
price requirements.
About Mobiquity
Headquartered in Shoreham, NY, Mobiquity Technologies, Inc. is a
next-generation marketing and advertising technology and data
intelligence company which operates through its proprietary
software platforms in the programmatic advertising space. The
Company's product solutions are comprised of two proprietary
software platforms: its advertising technology operating system
(or
ATOS) platform; and its data intelligence platform.
Mobiquity reported a net comprehensive loss of $34.95 million for
the year ended Dec. 31, 2021, a net comprehensive loss of $15.03
million for the year ended Dec. 31, 2020, and a net comprehensive
loss of $44.03 million for the year ended Dec. 31, 2019. As of
Sept. 30, 2022, the Company had $4.02 million in total assets,
$1.83 million in total liabilities, and $2.20 million in total
stockholders' equity.
Lakewood, Co-based BF Borgers CPA PC, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
March 29, 2022, citing that the Company has suffered recurring
losses from operations and has a significant accumulated deficit.
In addition, the Company continues to experience negative cash
flows from operations. These factors raise substantial doubt about
the Company's ability to continue as a going concern.
MOVIA ROBOTICS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Movia Robotics, Inc.
72 Prospect Place
Bristol, CT 06010
Business Description: Movia is a robotics company Bristol, CT.
Chapter 11 Petition Date: January 18, 2023
Court: United States Bankruptcy Court
District of Connecticut
Case No.: 23-20024
Judge: Hon. James J. Tancredi
Debtor's Counsel: Timothy D. Miltenberger, Esq.
COHN BIRNBAUM & SHEA, P.C.
CityPlace II, 15th Floor
185 Asylum Street
Hartford, CT 06103
Tel: (860) 493-2200
Fax: (860) 727-0361
Email: tmiltenberger@cbshealaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Timothy Gifford as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/WAZLIMI/Movia_Robotics_Inc__ctbke-23-20024__0001.0.pdf?mcid=tGE4TAMA
NAI ENTERTAINMENT: Moody's Alters Outlook on 'B3' CFR to Stable
---------------------------------------------------------------
Moody's Investors Service affirmed NAI Entertainment Holdings LLC's
("NAIEH" or the "company") B3 Corporate Family Rating, B3-PD
Probability of Default Rating and B3 rating on the $257.5 million
outstanding senior secured term loan facility. The outlook was
revised to stable from positive due to increased leverage from a
new term loan add-on.
Following is a summary of the rating action:
Affirmations:
Issuer: NAI Entertainment Holdings LLC
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
$300 Million ($257.5 Million outstanding) Senior Secured Term Loan
B due 2025, Affirmed B3 (LGD3)
Outlook Actions:
Issuer: NAI Entertainment Holdings LLC
Outlook, Changed To Stable From Positive
RATINGS RATIONALE
The affirmation of the B3 CFR reflects Moody's expectation for
continuing improvement in NAIEH's operating performance with
adequate liquidity amid greater overall attendance levels at the
box office combined with Moody's view for a robust movie slate in
2023. This will be supported by the planned release of numerous
blockbuster and franchise titles as well as Moody's belief that a
majority of the big studios will adhere to the 45-day theatrical
window for major film releases before distribution to
video-on-demand (VOD) streaming platforms. Notwithstanding somewhat
disappointing Q4 2022 domestic box office results (14% below Q4
2021) and weaker-than-expected moviegoer attendance, gross receipts
last year managed to increase 64% to $7.4 billion. Moody's expects
ticket sales could climb to $8.5 - $9 billion in 2023, a 15%-20%
increase. Despite these improving trends, the cinema industry will
remain below its 2019 pre-pandemic level of $11.4 billion due to
structural challenges, changes in consumer movie viewing
preferences and the increasing number of first-run movies
distributed to competing streaming platforms.
The revision of the outlook to stable reflects increased governance
risk arising from higher-than-expected financial leverage and
delayed deleveraging due to NAIEH's plan to raise a $50 million
incremental term loan maturing May 2025 (unrated) as well as
Moody's expectation for negative free cash flow (FCF) generation.
On a pro forma basis, total debt to EBITDA increases to 13.9x from
12.6x as of September 29, 2022. Moody's forecasts the company will
continue to experience good moviegoer demand, higher average ticket
prices relative to peers and a greater proportion of higher margin
concessions revenue, which will support organic revenue growth and
expanding EBITDA margins over the course of the year. However,
owing to the increased debt load and a box office expected to be
20%-25% below its historical peak, Moody's projects leverage will
decline gradually to around 11x at the end of 2023 before
rebounding to 8x by year end 2024 (all leverage metrics calculated
and adjusted by Moody's and include NAIEH's dividend income). In
addition, FCF will remain negative in 2023. While the outlook
considers the impact of higher inflation and potential recessionary
pressures in a sluggish economy, which could slow margin expansion
and moderate revenue growth amid rising operating expenses and a
pullback in consumer spending, Moody's recognizes that the average
cost for a movie ticket remains one of the most inexpensive forms
of out-of-home entertainment. Notably, during past recessionary
periods (excluding the pandemic), moviegoer demand and ticket sales
remained fairly resilient.
To collateralize the new term loan and achieve an initial
collateral package valued at $87.5 million, or a 1.75x collateral
coverage ratio (i.e., value of pledged shares to debt), NAIEH will
contribute 50% of its approximately 7.2 million unpledged Paramount
Global ("Paramount") common shares (i.e., roughly 3.6 million
shares, currently valued at $80.4 million pre-tax as of January 13,
2023), and its parent, National Amusements, Inc. ("NAI"), will
contribute the remaining shares from its unpledged holdings. The
incremental term loan will have a financial maintenance covenant
that requires at least 1.15x collateral coverage. While the
existing $257.5 million term loan's 16.1 million pledged shares and
1.3x collateral coverage ratio will not be impacted by the
transaction, the reduction in unpledged shares will decrease the
value of pledged and unpledged shares to term loan B debt to
roughly 1.6x from 1.9x.
Since the existing term loan B is void of financial covenants,
NAIEH is not required to maintain a certain level of unpledged
shares, and lenders have no rights to them. However, the company's
ownership of the unpledged shares serves as an insurance policy to
provide an additional cushion of value, that could be converted to
pledged shares in a scenario in which the value of existing pledged
shares were to experience a precipitous decline below the loan's
outstanding balance. Following this transaction, that cushion will
be diminished. Offsetting this is NAIEH's ownership of a relatively
high proportion of its theatres in the US and UK (approximately
60%), of which most are unpledged and have good market value.
Across the company's global theatre circuit, currently about 30% of
its 71 theatres are owned. While selling these assets would lower
NAIEH's earnings and cash flow, they are monetizable. Combined, the
value of the company's stock and theatre real estate assets would
cover the existing term loan's balance.
NAIEH's B3 CFR is supported by the company's weak, albeit
improving, operating and financial performance, which suffered from
pandemic-induced revenue and operating losses in 2020 and 2021 when
theatres were closed or not fully operational, and delayed recovery
when they reopened. While Moody's expects continued improvement in
NAIEH's operating performance, uncertainty exists surrounding
Disney's adherence to the theatrical window as well as inflationary
concerns that could dampen moviegoer demand. Moody's forecasts
NAIEH will generate improving EBITDA in 2023, however FCF is
expected to remain negative. The rating considers NAIEH's good
over-collateralization of debt resulting from the company's pledged
Paramount shares. Cash flow is boosted by the $5.5 million
quarterly dividend income that NAIEH receives from its pledged and
unpledged shares, which enhances liquidity, a credit positive.
The rating also considers NAIEH's elevated pro forma financial
leverage, albeit expected to decline gradually over the rating
horizon. The cinema industry's structural challenges are similarly
captured in the rating, including: (i) excess screen capacity in
North America, which will eventually require reduction; (ii)
comparatively lower moviegoer demand as studios simultaneously
release some films online via SVOD/PVOD or release them downstream
in a shortened theatrical window; (iii) lower theatrical release
volumes relative to historical levels; (iv) reduced show times
compared to pre-pandemic periods; and (v) the impact from some
cost-conscious consumers reducing their out-of-home entertainment
and number of trips to the cinema amid affordable
subscription-based VOD movie viewing.
Moody's expects NAIEH to maintain adequate liquidity over the
coming 12-18 months, supported by sufficient cash balances (at
September 29, 2022 unrestricted cash totaled $4.3 million), annual
dividend income of $22 million from its Paramount shares and access
to the amended $90 million senior secured revolving credit facility
(RCF) maturing November 2023 at the parent, NAI. The RCF will step
down to $75 million on April 1, 2023 and currently has $67 million
of outstanding borrowings, of which $46 million will be repaid with
proceeds from the proposed $50 million incremental term loan. In
conjunction with the add-on financing, the RCF's maturity will be
extended to November 2024. Given that FCF was -$3.3 million for LTM
September 29, 2022, NAIEH was able to enhance liquidity primarily
via non-core asset sales (i.e., land unrelated to theatre
operations and a UK theatre property) totaling approximately $28.6
million in 2022. Moody's forecasts negative FCF in the range of
-$15 million to -$20 million in 2023 and expects further asset
sales to boost liquidity.
The $257.5 million outstanding term loan B, which is secured to
16.1 million common shares of Paramount stock currently valued at
approximately $337.8 million (note: all stock values are pre-tax,
as of January 13, 2023), is not subject to financial maintenance
covenants. NAIEH benefits from a long-dated capital structure given
that the term loan matures in May 2025. Pro forma for the $50
million term loan add-on that will be partially collateralized by a
portion of NAIEH's unpledged shares, the company will continue to
have sizable alternate liquidity via the ownership of 3.6 million
remaining unpledged shares of Paramount stock currently valued at
approximately $80.4 million and supplemental theatre assets.
ESG CONSIDERATIONS
NAIEH's ESG Credit Impact Score is highly negative (CIS-4),
reflecting the company's neutral-to-low exposure to environmental
risks (E-2) and highly-negative exposures to demographic and
societal trends (S-4), as well as governance risks (G-4).
STRUCTURAL CONSIDERATIONS
The B3 rating on the $257.5 million senior secured term loan is one
notch lower than the outcome from Moody's Loss Given Default (LGD)
model to reflect the continued operating challenges facing the
company, elevated leverage and lack of financial covenants. The
rating also reflects the instrument's priority position in NAIEH's
capital structure versus unsecured non-debt obligations. The
proposed $50 million incremental term loan will be governed under a
separate credit agreement.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if NAIEH experiences box office
attendance growth, stable-to-improving market share, positive and
expanding EBITDA with margins approaching pre-pandemic levels and
enhanced liquidity; and exhibits prudent financial policies that
translate into an improved credit profile. An upgrade would also be
considered if financial leverage as measured by total debt to
EBITDA was sustained below 6x (Moody's adjusted, including the
Paramount dividend income) and free cash flow as a percentage of
total debt improves to above 1.5% (Moody's adjusted).
Ratings could be downgraded if there was: (i) weakening of the
company's liquidity or an inability to access additional sources of
liquidity to cover cash outlays; (ii) poor execution on reducing or
managing operating expenses; or (iii) limited prospects for
operating performance recovery over the rating horizon. A downgrade
could also be considered if the term loan B's collateral coverage
ratio from pledged Paramount shares falls below 1.0x, Moody's
expects total debt to EBITDA to remain above 8x (Moody's adjusted,
including the Paramount dividend income) or free cash flow to
remain negative on a sustained basis.
Headquartered in Norwood, Massachusetts, NAI Entertainment Holdings
LLC is a wholly-owned subsidiary of National Amusements, Inc., a
private media holding company 100% owned and controlled by the
Redstone family, and operates a significant proportion of NAI's
cinema assets through its 71 theatres and 700 screens across a
global footprint with18 theatres in the US and 53 theatres overseas
(17 in the UK and 36 in Latin America). Revenue totaled
approximately $300 million for the twelve months ended September
29, 2022.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
NEW YORK HAND: Amends Unsecureds & Administrative Claims Pay
------------------------------------------------------------
New York Hand & Physical Therapy, PLLC, submitted a Third Amended
Plan of Reorganization dated January 12, 2023.
At the time of the filing, the Debtor's most significant tangible
asset is a nonexempt cash deposit, in the amount of approximately
$8,000 currently being held by the Debtor. The Debtor also
considers his name, the name New York Hand & Physical Therapy and
his reputation in the industry to be his most valuable asset,
although it is not a quantifiable asset.
Class 1 consists of Administrative Claims. Class 1 claims shall be
paid in full or in accordance with an agreement between the debtor
and the claimant. At the present time, it is estimated that
administrative expenses with consist of the following: (1)
approximately $10,000.00 in attorneys' fees, expenses and
disbursements to the firm of Salts Law Office, less the
pre-petition retainer fee and costs paid by the debtor in the sum
of $4000.00; (2) approximately $7,000.00 in fees owed to the
Sub-Chapter V Trustee, Charles Persing; and (3) U.S. Trustee
quarterly fees, if any, shall be paid on the effective date of the
Plan and shall continue to be paid post-confirmation, pursuant to
28 U.S.C. §1930, until such time as the Court enters a final
decree closing the case. Total unpaid administrative debt is
estimated at $13,000.00.
Class 5 consists of all Allowed Unsecured Claims against the debtor
not entitled to priority treatment, including the general unsecured
claims of Poughkeepsie K Holdings, LLC. and Practice Care
Management Group. The Class 5 Claims shall be paid pro rata from
the debtor's projected disposable income, on a bi-yearly basis
(June 15 and December 15), over a period of 5 years without
interest. The claims in Class 5 total the sum of approximately
$93,567.11. The debtor anticipates a distribution to Class 5
claimants of 5%, or a total of $4,678.35. This results in bi yearly
payments to Class 5 claimants of $467.84.
This results in bi-yearly payments to Class 5 claimants of $467.84.
If any part of the $31,977.81 contingent, unliquidated claim of the
U.S. Department of Health and Human Services ("HHS") becomes
liquidated before the 5-year-period ends, the debtor shall make
evenly divided bi-yearly payments to HHS (on June 15 and December
15) for the remainder of the 5-year period for 5% of the liquidated
amount (for a maximum total payment of $1,598.89) Nothing in this
paragraph of Plan diminishes any right of setoff or recoupment of
the United States. This Class is impaired.
The debtor's Chapter 11 Plan will be implemented by revenues
generated and received in the ordinary course and operation of the
debtor's business.
A full-text copy of the Third Amended Plan dated January 12, 2023
is available at https://bit.ly/3XItDat from PacerMonitor.com at no
charge.
About New York Hand & Physical Therapy
New York Hand & Physical Therapy PLLC is a Poughkeepsie, New
York-based physical therapy business.  New York Hand & Physical
Therapy -- http://www.NewYorkHand.com/-- is committed to providing
the best physical therapy experience with the highest quality of
care for optimal results. Patrick Clough PT CHT, owner of New York
Hand & Physical Therapy, opened the private practice in response to
the needs of the local community.
New York Hand & Physical Therapy PLLC filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Case No. 21-35911) on Dec. 23, 2021.  Patrick Clough,
president, signed the petition. Devon Salts, Esq., at the Salts Law
Office, serves as the Debtor's legal counsel.
NEW YORK INN: Amends Spectra Bank Secured Claim Pay Details
-----------------------------------------------------------
New York Inn Inc. submitted a Second Amended Plan of Reorganization
under Subchapter V dated January 12, 2023.
Under the Plan the Debtor will pay Secured Claims and will pay a
10% return to Allowed Unsecured Claims over 36 months.
Class 4 shall consist of the Allowed Secured Claim of Spectra Bank.
The Debtor owes Spectra Bank the amount of $1,679,497.92 as of the
Confirmation Date. This amount does not reflect adjustments for
adequate protection payments made by the Debtor. Spectra Bank has
taken the Section 1111(b) election.
Debtor will pay the Allowed Secured Claim which is in the amount
$675,000.00 over a 360-month amortization at an interest rate of
6.5% per annum as of the Confirmation Date with a balloon payment
at the end of 240 months in the amount of $655,547.52 (which is the
greater of the amortized amount ($377,775.50) and payments made and
applied amount ($1,023,950.40)). The monthly payment amount of
principal and interest is $4,266.46. The first Plan payment shall
be made on the 15th day of the month following the Effective Date.
The Class 4 Creditor shall be secured for an Allowed 1111(b) Claim
on the Debtor's real property described in its loan documents and
mortgage (the "Collateral"), in the amount of $1,679,497.92 as of
the Confirmation Date ("Allowed 1111(b) Claim"). Spectra Bank shall
have no unsecured claim.
The plan proposes to pay the Class 4 Claim at $4,266.46 per month
based on a 360-month amortization and 6.5% annual percentage rate.
Payments shall be made on the 15th day of the month for 240 months
with the first payment on the Effective Date. If the Effective Date
occurs after the 15th day of the month, the first payment shall be
due on the 15th day of the following month unless otherwise
provided. The Plan also repays the entire Allowed Class 4 Claim by
totaling all payments being made and making sure they equal no less
than the full Allowed Secured Claim. Payments shall credit against
the full Allowed 1111(b) Claim as they are made. At any point in
time the Debtor must pay the greater of the remaining amount of the
Allowed Secured Claim or the unpaid balance of the Allowed 1111(b)
Claim (less payments made). Spectra Bank shall retain its lien to
secure its Allowed Claim until paid in full under this Plan.
Like in the prior iteration of the Plan, Class 6: Allowed General
Unsecured Claims: Class 6 Claimants shall receive 10% of the amount
of their Allowed Claims, payable over 60 months in equal monthly
installments commencing on the first day of the first month
following the Effective Date and continuing on the first day of
each month thereafter.
Class 8 consists of Equity Interests. Class 8 Equity Interests
shall be retained 100% by Danny Patel.
The Debtor intends to make all payments required under the Plan
from available cash and income from the business operations of the
Debtor. Further the needed repairs to the Property shall be made
from insurance proceeds.
A full-text copy of the Second Amended Plan of Reorganization dated
January 12, 2023 is available at https://bit.ly/3ZKwrFW from
PacerMonitor.com at no charge.
Attorneys for Debtor:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer Attorney, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Tel.: (972) 503-4033
Fax: (972) 503-4034
Email: Joyce@joycelindauer.com
About New York Inn Inc.
A group of creditors including AP Interior, Prateek Desai and
Wajattat Ali Khan filed an involuntary Chapter 11 petition against
Arlington, Texas-based New York Inn Inc. (Bankr. N.D. Texas Case
No. 21-30958) on May 21, 2021. The creditors are represented by
Bill Rielly, Esq.
Judge Michelle V. Larson oversees the case.
New York Inn tapped Joyce W. Lindauer Attorney, PLLC as bankruptcy
counsel and Jules P. Slim, Esq., an attorney practicing in Dallas,
Texas, as special counsel.
NINE ENERGY: Moody's Puts 'Caa3' CFR Under Review for Upgrade
-------------------------------------------------------------
Moody's Investors Service assigned a Caa2 rating to Nine Energy
Service, Inc.'s proposed $300 million proposed senior secured notes
due 2028. Concurrently, Moody's placed Nine's Caa3 Corporate Family
Rating under review for upgrade. Nine's SGL-3 Speculative Grade
Liquidity (SGL) rating remains unchanged. The outlook was changed
to ratings on review from negative.
Nine will use net proceeds from its proposed 300,000 units in
conjunction with revolver borrowings and cash on the balance sheet
to refinance its $307 million of senior notes due 2023 that are
outstanding. Each unit will be comprised of $1,000 principal amount
of senior secured notes (an aggregate of $300 million of notes) and
five shares of Nine common stock (an aggregate of 1.5 million
shares). After about two months, unit owners can choose to separate
the notes from the stock, and there is mandatory separation after
nine months. As part of the transaction, Nine will refinance its
existing ABL revolver with a new ABL revolver due 2027. The
revolver will have an initial borrowing base of $95 million and
$150 million in lender commitments.
"The review of Nine Energy's ratings reflects the company's pending
refinancing, which extends its debt maturity profile, and an
improved oilfield services industry environment," commented
Jonathan Teitel, a Moody's analyst.
On Review for Upgrade:
Issuer: Nine Energy Service, Inc.
Corporate Family Rating, Placed on Review for Upgrade, currently
Caa3
Probability of Default Rating, Placed on Review for Upgrade,
currently Caa3-PD
Assignments:
Issuer: Nine Energy Service, Inc.
Senior Secured Regular Bond/Debenture, Assigned Caa2 (LGD4)
Outlook Actions:
Issuer: Nine Energy Service, Inc.
Outlook, Changed To Rating Under Review From Negative
RATINGS RATIONALE
Nine's review for upgrade reflects the launch of the refinancing
transaction which would extend the debt maturity profile upon
completion, as well as an improved oilfield services industry
environment that supports stronger credit metrics. Based on the
terms of the transaction as proposed, Moody's expects that Nine's
ratings will be upgraded to Caa1 CFR and Caa1-PD PDR. Based on this
and the company's pro forma capital structure, Moody's assigned a
Caa2 rating to Nine's proposed senior secured notes due 2028.
Nine has improving leverage offset by small size and the highly
cyclical nature of the oilfield services sector. Revenue and EBITDA
will continue to rebound in 2023 amid an improved industry
environment. Already, revenue grew by a sizable percentage year
over year in the first nine months of 2022, increasing sequentially
each quarter. Similarly, the company grew EBITDA significantly
during the first nine months of 2022. The company has benefited
from both increased pricing for its services and activity
improvements amid a tighter market for oilfield services. While
operating performance is improving, the sector remains highly
competitive amid continued capital discipline by upstream
companies. Nine benefits from diversification across multiple
business lines and exposure to various basins.
As of September 30, 2022, Nine had $21 million of cash on its
balance sheet and $27 million drawn on its existing ABL revolver
due 2023. The company borrowed another $5 million in the fourth
quarter of 2022. The new ABL revolver due 2027 will have an initial
borrowing base of $95 million and $150 million in lender
commitments. For rolling 30-day periods, availability on the
revolver cannot be less than the greater of (1) 15% of the loan
limit and (2) $22.5 million and the fixed charge coverage ratio
needs to be at least 1x. Or availability cannot be less than the
greater of (1) 20% of the loan limit and (2) $30 million. Moody's
expects the company to maintain compliance with this covenant
through 2023. Pro forma for the transaction, Moody's expects the
company to have sizable borrowings on the revolver and for the
company to repay these borrowings over time with free cash flow.
Beginning in November 2023, and every six months thereafter, the
company will need to offer to repurchase the notes at par in an
aggregate amount equal to 75% of excess cash flow for the prior two
quarters.
The revolver has a first lien priority claim on certain assets
including accounts receivable, inventory and equipment (ABL
priority collateral). The senior secured notes have a first lien on
non-ABL priority collateral and a second lien on ABL priority
collateral. The ABL revolver will have a second lien on non-ABL
priority collateral.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's review will focus on the credit profile benefits from the
extended debt maturity profile, as well as on maintaining adequate
liquidity and will be concluded after the financing transaction is
completed.
Nine, headquartered in Houston, Texas, is a publicly traded
provider of oilfield services, focused on well completions, to
exploration and production companies.
The principal methodology used in these ratings was Oilfield
Services published in August 2021.
NINE ENERGY: S&P Rates Secured Debt Offering 'CCC', On Watch Pos.
-----------------------------------------------------------------
S&P Global Ratings assigned its 'CCC' issue-level rating and '3'
recovery rating to the proposed senior secured notes on U.S.-based
oilfield services provider Nine Energy Service Inc. The '3'
recovery rating indicates its expectation for meaningful (50%-70%;
rounded estimate: 65%) recovery to creditors in the event of a
payment default.
S&P said, "Subsequently, we placed all of our ratings on Nine,
including our 'CCC' issuer credit rating, on CreditWatch with
positive implications.
"The CreditWatch reflects that, if the unit offering closes without
material unfavorable changes to the proposed terms, we would likely
raise our rating on Nine by one notch to reflect the changes in its
capital structure, the improved conditions in the oilfield services
sector, and our expectation it will use its positive free cash flow
generation in 2023 to reduce its debt.
"The CreditWatch placement reflects the possibility that we will
upgrade the company based on its proposed refinancing, under which
it will repay its outstanding $307 million unsecured notes due 2023
and associated fees with a combination of cash on hand, ABL
borrowings, and proceeds from an offering of new units comprised of
$300 million of senior secured notes due 2028 and 1.5 million
shares of its common stock). Concurrent with the new issuance, we
anticipate ABL commitments will be reduced to $150 million and the
facility will be extended by four years to 2027. We believe Nine's
liquidity following the transaction could be somewhat tight, with a
significant portion of the ABL drawn, and note that potentially
higher interest expense could be detrimental to cash flows.
However, given significantly improved business conditions and the
company's relatively low capital intensity, we expect it will
primarily use the free cash flow it generates in 2023 to reduce its
debt."
CreditWatch
If the unit offering closes and funds without material unfavorable
changes to the proposed terms, S&P would likely raise its rating on
Nine by one notch to reflect the changes in its capital structure,
the improved conditions in the oilfield services sector, and its
expectation it will use the free cash flow it generates in 2023 to
reduce its debt.
ESG credit indicators: E-4, S-2, G-2
PARTY CITY: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------
Lead Debtor: Party City Holdco Inc.
100 Tice Blvd.
Woodcliff Lake NJ 07677
Business Description: Party City is a global designer,
manufacturer, distributor, and retailer of
consumer party products.
Chapter 11 Petition Date: January 17, 2023
Court: United States Bankruptcy Court
Southern District of Texas
Fourteen affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Party City Holdco Inc. (Lead Case) 23-90005
Print Appeal, Inc. 23-90004
PC Nextco Holdings, LLC 23-90006
PC Intermediate Holdings, Inc. 23-90007
PC Nextco Finance, Inc. 23-90008
Party City Holdings Inc. 23-90009
Party City Corporation 23-90010
Amscan Inc. 23-90011
Anagram Eden Prairie Property Holdings LLC 23-90012
Am-Source, LLC 23-90013
Trisar, Inc. 23-90014
Amscan Custom Injection Molding, LLC 23-90015
Amscan Purple Sage, LLC 23-90016
Party Horizon Inc. 23-90017
Debtors' Counsel: John F. Higgins, Esq.
M. Shane Johnson, Esq.
Megan Young-John, Esq.
PORTER HEDGES LLP
1000 Main St., 36th Floor
Houston, TX 77002
Tel: (713) 226-6648
Fax: (713) 226-6248
Email: jhiggins@porterhedges.com
sjohnson@porterhedges.com
myoung-john@porterhedges.com
- and -
Paul M. Basta, Esq.
Kenneth S. Ziman, Esq.
Michael M. Turkel, Esq.
Grace C. Hotz, Esq.
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
1285 Avenue of the Americas
New York, NY 10019
Tel: 212.373.3000
Fax: 212.757.3990
Email: pbasta@paulweiss.com
kziman@paulweiss.com
mturkel@paulweiss.com
ghotz@paulweiss.com
Debtors'
Investment
Banker &
Financial
Advisor: MOELIS & COMPANY LLC
Debtors'
Consultant: ALIXPARTNERS, LLP
Debtors'
Notice &
Claims
Agent: KROLL RESTRUCTURING ADMINISTRATION LLC
Total Assets as of Sept. 30, 2022: $2,869,248,000
Total Debts as Sept. 30, 2022: $3,022,960,000
The petitions were signed by David Orlofsky as chief restructuring
officer.
Full-text copies of two of the Debtors' petitions are available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/GZZQZXY/Party_City_Holdco_Inc__txsbke-23-90005__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/G73H7TQ/Print_Appeal_Inc__txsbke-23-90004__0001.0.pdf?mcid=tGE4TAMA
List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Ankura Trust Company, LLC as 6.625% Senior $92,254,000
Trustee to 6.625% Senior Notes - Notes Due 2026
due 2026
Ankura Trust Company, LLC, as
Trustee and Collateral Trustee,
140 Sherman Street, Fourth Floor,
Fairfield, CT 06824
Krista Gulalo
Tel: 475-282-1580
Email: Krista.Gulalo@ankura.com
2. Wilmington Trust, National 6.125% Senior $22,924,000
Association as Trustee to 6.125% Notes due 2023
Senior Notes - due 2023
Wilmington Trust, National
Association
246 Goose Lane, Suite 105
Guilford CT 06437
Emilia Gazzuolo
Tel: 612-217-5640
Fax: 612-217-5651
Email: EGAZZUOLO@WilmingtonTrust.com
3. DAH Loong Development Trade Debt $7,398,182
8F NO. 217 SEC 3 Nanjing E Rd,
Taipei 104
Josephine Chen
Tel: 886-2206-7155
Email: jochen@dahloong.com.tw
4. Dentsu X LLC Trade Debt $5,591,937
32 Avenue of the Americas
16th Floor
New York, NY 10013
Jordan Barker, Boris Litvinov,
Jasmin Allen
Tel: 630-881-5034, 646-970-
0911
Email: Jordan.barker@dentsu.com
Boris.litvinov@dentsu.com
jasmin.allen@dentsu.com
5. CAC Specialty Trade Debt $3,425,550
115 Office Park Dr. Ste. 200,
Birmingham, AL 35223
Brad Kotlewski
Tel: 201-658-9959
Email: Brad.Kotlewski@cacspecialty.com
6. Maryland Plastics Inc. Trade Debt $3,228,204
251 East Central Ave,
Federalsburg, MD, 21632
Dan Penrod
Tel: 410-754-5566
Email: DANP@MDPLASTICSINC.COM
7. Everts (Malaysia) Sdn.Bhd. Trade Debt $3,189,338
103-107 Jalan Usaha 6
Kawasan, Melaka, MY 75450
Nurul Izzah Alias
Tel: 606-2513800
Email: IZZAH@EVERTS.COM.MY
8. Trick or Treat Studios Trade Debt $2,982,717
3170 Mar Vista Drive
Aptos, CA 95003
Nigel Febland, Chris Zephro
Tel: 917-864-1685,
831-234-2762
Email: THEFEBLANDGROUP@GMAIL.COM
chris@trickortreatstudios.com
9. Salson Logistics Inc. Trade Debt $2,787,363
888 Doremus Avenue
Newark, NJ 07114
Dawn Castronova
Tel: 973-986-0211
Email: Dcastronova@salson.com
10. Mission Pets Inc. Trade Debt $1,801,000
986 Mission St, FL 5
San Francisco, CA 94103
Alice Tse
Tel: 415-904-1106
Email: ALICE@MISSION-PETS.COM
11. John Tyler Enterprises Inc. Trade Debt $1,766,726
550 Crescent Blvd
Glouchester City, NJ 8030
Jason Bishop, Jillian Scafide
Tel: 856-456-5668
Email: Jason.Bishop@enternest.com,
Jillian.Scafide@enternest.com
12. McLane Company LLC Trade Debt $1,741,583
6201 HK Dodsen Loop NW
Temple, TX 76502
Carly Bridgers
Tel: 479-295-2788
Email: carly.bridgers@MCLANECO.COM
13. Sinomac International Trade Debt $1,719,011
Limited- Unit 2501, Global
Gateway Tower
63 Wing Hong Street, Cheung
Sha Wan, Kowloon
Fiona Ngao
Tel: 852-242-61621
Email: FIONA@SUNWING.COM.HK
14. Worthington Cylinder PA Trade Debt $1,668,437
27406 Network Place
Chicago, IL 60673-1274
Brad Kushinski
Tel: 614-840-3953
Email: BRAD.KUSHINSKI@WORTHINGTO
NINDUSTRIES.COM
15. King Zak Industries, Inc. Trade Debt $1,662,712
3 Police Drive
Goshen, NY 10924
Saadia Zakarin
Tel: 845-291-1200
Email: SZAKARIN@KINGZAK.COM
16. Kay Global Group Inc. Trade Debt $1,661,545
1 Middleton St#3R
Brooklyn, NY 11206
Izzy Kraus
Tel: 718-306-9773
Email: izzy@kaygrp.com
17. ITS National LLC Trade Debt $1,638,633
555 Vista Blvd
Sparks, NV 89434
Jeff Janza
Tel: 775-501-3200
Email: jjanza@its4logistics.com
18. Ningbo Jingcheng Plastic Trade Debt $1,554,884
PRDTS- Market Union Co., Ltd,
8F, NO1 Bldg
High Tech and Science, NO 1498
Square, Jingnan Road
Ningbo, Zhejiang, 315300
Jane Wang
Tel: 86-574-8622-1063
Email: JANE@CHINASINCERE.COM
19. Praxair Distribution Inc. Trade Debt $1,336,958
5860 Chedworth Way
Missisauga, ON L5R 0A2, Canada
Theresa Allen, Abhijeet Parmar
Tel: 1-515-963-3887
Email: Theresa.Allen@linde.com
Abhijeet.Parmar@linde.com
20. SHIPT Inc. Trade Debt $1,304,960
420 20th St North Suite 1000
Birmingham, AL 35203
Lindsay Miller Guy
Tel: 205-305-9766
Email: lguy@shipt.com
21. Xinle Huabao Plastic PRDTS Co Trade Debt $1,277,665
No 210 Nanhuan Road, Xinle,
HEB 050700
Tracy Zhu
Tel: 86-311-8859-5779
Email: ZHIPIN@HUABAOSULIAO.COM
22. Ningbo Lilart IMP& EXP Co Ltd Trade Debt $1,253,566
NO 35 Huacheng Garden NO
611, Ningbo, ZJ 315100
Catherine Wang
Tel: 0574-5571-2783
Email: SALES01@LILART.CN
23. Dancker LLC Trade Debt $1,214,951
291 Evans Way
Somerville, NJ 8876
Steven Lang, Ted Grillo
Tel: 908-231-1600,
908-252-6102
Email: info@dancker.com
TGrillo@dancker.com
24. Funworld Trade Debt $1,198,038
80 Voice Road
Carle Place, NY 11514
Alan Geller
Tel: 516-873-9000 x222
Email: ALANG@FUN-WORLD.NET
25. Zhejiang Xieli (CN) S- NO. 19-133 Trade Debt $2,163,710
Cendong Road, Wenzhou, ZJ
325802
Gerogina Wang
Tel: 86-18868159263
Email: GEORGINA@XIELICN.COM
26. Wuxi Raychina INTL Corp Trade Debt $1,086,056
28F Mingzhu Mansion No 88-1,
Wuxi, JS 214001
Chenye Yin
Tel: 0086-510-82739499
Email: chenye@RAYCHINA-CN.COM
27. Wing Hing Plastic Bags Ind. Co Trade Debt $1,076,178
Flat A1,10F/L,KIN HING IND BLD,
Kwai Chung, N.T., HK 0
Ngo King Hok
Tel: 852-9098-8618
Email: CDNGO@NETVIGATOR.COM
28. Nassau Candy Distributors, Inc. Trade Debt $1,075,507
530 West John St.
Hicksville, NY 11801
Carol Baca
Tel: 516-433-7100
Email: CAROL.BACA@NASSAUCANDY.COM
29. Zephyr Solutions Trade Debt $1,054,836
1050 Lear Industrial Pkwy
Avon, OH 44011
Heather Kehl
Tel: 440-937-9993
Email: HEATHER@ASKZEPHYR.COM
30. Terra Worldwide Logistics, LLC Trade Debt $940,971
309E Paces Ferry Rd NE,STE 600
Atlanta, GA 30305
David Troha
Tel: 630-327-8094
Email: dtroha@shipterra.com
PARTY CITY: Seeks Chapter 11 Bankruptcy Protection
--------------------------------------------------
Party City Holdco Inc. is seeking bankruptcy protection to
implement a pre-negotiated restructuring.
The Company announced Jan. 17, 2023, announced that it has entered
into an agreement with an ad hoc group of holders of more than 70%
of the Company's senior secured first lien notes (the "Ad Hoc
Group") to support an expedited restructuring that would
substantially reduce PCHI's debt and optimize its capital structure
and liquidity. This would ensure that PCHI is best equipped to
continue to advance its transformational initiatives and enhance
its market leadership in all things celebration from a strengthened
financial position.
To implement the Company's pre-negotiated restructuring, PCHI and
certain of its domestic subsidiaries filed voluntary Chapter 11
petitions for relief in the U.S. Bankruptcy Court for the Southern
District of Texas. The Company's subsidiaries outside of the U.S.,
its Party City franchise stores, and its Anagram business, which is
the global market leader in foil balloons, are not part of the
Chapter 11 proceedings and will continue as core components of the
PCHI enterprise.
"In the face of pandemic headwinds, a global supply chain crisis,
and other macroeconomic challenges that have faced our industry, we
have made significant strides in PCHI's ongoing transformation --
establishing a solid foundation for long-term growth and continued
success as the market leader in the celebrations space," said Brad
Weston, Chief Executive Officer of PCHI. "Today's action to
strengthen PCHI's balance sheet will bolster our ability to further
advance our strategic priorities and continue to innovate and
elevate the customer experience."
Mr. Weston added, "As we take this important step to put our
business on stronger financial footing for the future, we are as
committed as ever to inspiring joy by making it easy for our
customers to create unforgettable memories. We appreciate the
commitment of our team members and the continued support of our
partners as we further enhance our position as the 'go to'
one-stop-shop for celebrating life's special moments."
The Company continues to welcome shoppers at the more than 800
Party City stores and online at www.partycity.com. Retail and
wholesale customers across all of the Company's businesses and
brands can expect the same amazing product selection and service.
PCHI will continue to advance its key initiatives underway,
including the further conversion of Party City stores to
next-generation prototypes, evolving its Halloween City pop-up
stores to drive performance in this channel, building out a
best-in-class online shopping experience, establishing localized
marketplaces to revolutionize one-stop-shopping in the celebrations
space, and delivering more compelling assortments and innovation
for customers.
PCHI has secured a commitment from the Ad Hoc Group for $150
million in debtor-in-possession financing. Subject to Court
approval, this "new money" financing will provide ample liquidity
to support continued operations during the process across the
Company's retail and consumer products divisions while maintaining
momentum on its transformation.
The Company is filing with the Court a series of customary motions
seeking to maintain business-as-usual operations and uphold its
commitments to its valued stakeholders. These "first day" motions,
which PCHI expects to be approved in short order, include requests
to continue to pay wages and provide benefits to the Company's
employees as usual as well as honor customer programs and policies.
The Company intends to pay suppliers in the ordinary course for
authorized goods received and services provided after the filing.
The restructuring is expected to be completed in the second quarter
of 2023.
About Party City
Party City Holdco Inc. (NYSE: PRTY) is the global leader in the
celebrations industry, with its offerings spanning more than 70
countries around the world. Party City is also the largest
designer, manufacturer, distributor, and retailer of party goods in
North America. Party City had 761 company-owned stores as of
September 2022. PCHI is headquartered in Woodcliff Lake,
N.J. with additional locations throughout the Americas and Asia.
On the Web: http://www.partycity.com/
Party City Holdco Inc. and its domestic subsidiaries sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
S.D. Tex. 23-90005) on Jan. 17, 2023.
The Company disclosed total assets of $2,869,248,000 against total
debt of $3,022,960,000 as of Sept. 30, 2022.
Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal
counsel, Moelis & Company LLC is serving as investment banker,
AlixPartners, LLP is serving as financial advisor, and A&G Realty
Partners is serving as real estate advisor to the Company. Kroll
is the claims agent, maintaining the page
https://cases.ra.kroll.com/PCHI
Davis Polk & Wardwell LLP is serving as legal counsel and Lazard is
serving as investment banker to the Ad Hoc Group of First Lien
Holders.
PLATINUM GROUP: Incurs US$1.6 Million Net Loss in First Quarter
---------------------------------------------------------------
Platinum Group Metals Ltd. has filed with the Securities and
Exchange Commission its Quarterly Report disclosing a loss of
US$1.61 million for the three months ended Nov. 30, 2022, compared
to a loss of US$3.32 million for the three months ended Nov. 30,
2021.
The current period loss was lower primarily due to interest expense
being $Nil in the current period versus $1.07 million in the first
quarter of fiscal 2022 as the Company has repaid all of its
remaining debt in fiscal 2022. General and administrative expenses
during the current period were lower at $1.17 million (Nov. 30,
2021 - $1.3 million). Share based compensation was $0.83 million
(Nov. 30, 2021 - $0.68 million). The foreign exchange gain
recognized in the current period was $0.25 million (Nov. 30, 2021 -
$0.14 million loss) due to the U.S. Dollar increasing in value
relative to the Canadian Dollar and the South African Rand during
the current period.
As of Nov. 30, 2022, the Company had US$54.54 million in total
assets, US$2.41 million in total liabilities, and US$52.13 million
in total shareholders' equity.
At Nov. 30, 2022, finance income consisting of interest earned and
property rental fees in the period amounted to $0.14 million
(Nov. 30, 2021 - $0.03 million). Loss per share for the current
period amounted to $0.02, as compared to a loss of $0.04 per share
for the three months ended Nov. 30, 2021.
Amounts receivable at Nov. 30, 2022 (including 2022 ATM Offering
proceeds receivable of $0.14 million) totalled $0.67 million
(Aug. 31, 2022 - $0.38 million) while accounts payable and accrued
liabilities amounted to $1.19 million (Aug. 31, 2022 - $1.12
million). Amounts receivable were comprised mainly of value added
taxes repayable to the Company in South Africa. Accounts payable
consisted primarily of Waterberg engineering fees, infill and
geotechnical drilling costs, accrued professional fees and regular
trade payables.
Total expenditures on the Waterberg Project, before partner
reimbursements, for the three months ended Nov. 30, 2022 were
approximately $1.06 million (Nov. 30, 2021 - $1.26 million). At
Nov. 30, 2022, $41.5 million in accumulated net costs had been
capitalized to the Waterberg Project (Nov. 30, 2021, $41.4
million). Total expenditures on the property since inception from
all investor sources to Nov. 30, 2022 are approximately $81.5
million.
A full-text copy of the Interim Condensed Consolidated Financial
Statements is available for free at:
https://www.sec.gov/Archives/edgar/data/1095052/000106299323000926/exhibit99-1.htm
About Platinum Group Metals
Headquartered in British Columbia, Canada, Platinum Group Metals
Ltd. -- http://www.platinumgroupmetals.net-- is a platinum and
palladium focused exploration, development and operating company
conducting work primarily on mineral properties it has staked or
acquired by way of option agreements or applications in the
Republic of South Africa and in Canada.
Platinum Group reported a net loss of US$8.24 million for the year
ended Aug. 31, 2022, a net loss of US$13.06 million for the year
ended Aug. 31, 2021, a net loss of US$7.13 million for the year
ended Aug. 31, 2020, a loss of $16.78 million for the year
ended Aug. 31, 2019, and a loss of $41.02 million for the year
ended Aug. 31, 2018.
QUANTUM HEALTH: Moody's Alters Outlook on 'B3' CFR to Negative
--------------------------------------------------------------
Moody's Investors Service revised Quantum Health, Inc.'s outlook to
negative from stable. At the same time, Moody's affirmed Quantum's
B3 Corporate Family Rating, B3-PD Probability of Default Rating,
and B3 rating on the senior secured credit facility.
The revision of the outlook to negative reflects Moody's view that
Quantum's financial leverage will remain elevated if the company is
unable to contain expense growth in fiscal year 2024. Quantum's
debt to EBITDA has risen materially to 13x for the twelve months
ending August 31, 2022 on a Moody's adjusted basis due to wage
pressure and higher sales and marketing expenditures. These factors
along with elevated capital expenditures have also negatively
impacted liquidity.
Moody's affirmation of the B3 CFR reflects Quantum's leading
position in the healthcare benefits navigation industry, its track
record of profitability and strong growth outlook.
Affirmations:
Issuer: Quantum Health, Inc.
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Backed Senior Secured Bank Credit Facility, Affirmed B3 to (LGD3)
from (LGD4)
Outlook Actions:
Issuer: Quantum Health, Inc.
Outlook, Changed To Negative From Stable
RATINGS RATIONALE
Quantum's B3 rating reflects its leading position in the healthcare
benefits navigation industry, its track record of profitability and
its strong growth outlook due to rising customer demand. Moody's
anticipates that the company will continue to grow its client base
of large employers, resulting in significant expansion in revenue.
Quantum offers a compelling value proposition in helping employers
reduce employee benefit costs and complexity while improving member
satisfaction.
These strengths are tempered by very high financial leverage. As
measured on a Moody's adjusted basis, debt to EBITDA was 13.0x for
the twelve months ending August 31, 2022. Moody's anticipates
meaningful deleveraging over the next 12 to 18 months on subsiding
wage pressure as well as operating leverage tied to new contract
wins. Moody's anticipates leverage will remain above 7.0x over this
period. While customer diversity is strong, Quantum's business
model diversity is low with a narrow service offering. In addition,
the benefits navigation industry remains somewhat nascent, with
overall low penetration among large employers and high market
fragmentation. As such, Quantum's ability to competitively
differentiate itself over the long-term is uncertain.
Moody's anticipates that Quantum will maintain adequate liquidity
over the next 12 to 18 months. This reflects cash on hand of $18
million and Moody's expectation for negative free cash flow the
second half of fiscal year 2023 and full fiscal year 2024. While
there was full availability on the $60 million revolving credit
facility at August 31, 2022, $5 million was drawn as of November 3
and Moody's expect Quantum to continue to rely on its revolver
through the end of fiscal year 2024 to support elevated capital
expenditures.
ESG CONSIDERATIONS
Quantum's ESG credit impact score is highly negative (CIS-4)
reflecting highly negative exposure to governance risk
considerations. Quantum has aggressive financial policies and is
owned by private equity funds. Quantum has moderately negative
credit exposure to social risks (S-3). Demographics and societal
trends favor increasing demand for Quantum's services given rising
medical costs and employers' goals of providing attractive but
efficient healthcare benefits. However social risks stem from the
handling of confidential patient information, exposure to security
breaches, litigation risks, and various regulatory risks that could
change the nature of employer-provided healthcare benefits.
Quantum's credit exposure to governance risk considerations is
highly negative (G-4) reflecting aggressive financial policy under
private equity ownership as evidenced by the company's very high
financial leverage.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade include a sustained track
record of solid growth through new customer wins and high customer
retention, and greater diversity in the company's business model
and service offerings. Quantitatively, debt/EBITDA sustained below
5x would support an upgrade.
Factors that could lead to a downgrade include a further
deterioration of operating performance. Ratings could also
downgraded if liquidity continues to deteriorate, including
sustained negative free cash flow and interest coverage sustained
below 1.0x. Ratings could also be downgraded if there are
significant client terminations, business disruptions or client
servicing issues stemming from high growth.
Headquartered in Columbus, Ohio, Quantum Health, Inc. provides
healthcare coordination and navigation services to large US
employers offering health benefits to employees. Quantum is
privately-owned by Great Hill Partners, Warburg Pincus LLC and
company management.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
RAYONIER ADVANCED: S&P Rates New $325MM Senior Secured Notes 'B'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '3'
recovery rating to Rayonier Advanced Materials Inc.'s (RYAM)
proposed $325 million senior secured notes due 2028 (issued by
Rayonier A.M. Products Inc). The '3' recovery rating indicates
S&P's expectation for meaningful (50%-70%; rounded estimate: 50%)
recovery in the event of a payment default. At the same time, S&P
lowered its issue-level rating on the company's 7.625% senior
secured notes due 2026 to 'B' from 'B+' and revised our recovery
rating on the notes to '3' from '2'.
The company plans to use the net proceeds from the proposed notes,
in addition to cash on hand, to redeem its senior unsecured notes
due 2024 and pay related transaction costs. The proposed notes will
rank pari passu with the company's existing senior secured notes.
S&P said, "Our 'B' issuer credit rating and stable outlook on RYAM
are unchanged. While our updated forecast does not include a
decline in topline in fiscal 2023, we continue to expect softening
demand in some of the company's core end markets as the global
economy slows. Nonetheless, we believe there is sufficient cushion
at the current rating to withstand potential volatility through the
economic cycle."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario contemplates a payment default
in 2026, amid a severe global recession that severely curtails the
demand for RYAM's products across its end markets.
-- S&P believes that, following a payment default, RYAM would
likely be reorganized, rather than liquidated, because of its top
market share in the specialty pulp business, its highly specialized
plants, and its difficult-to-replicate intellectual expertise.
Therefore, S&P values the company as a going concern.
Simulated default assumptions
-- Simulated year of default: 2026
-- EBITDA at emergence: $147 million
-- EBITDA multiple: 5x
-- Asset-based lending revolving credit facility: 85% drawn at
default
-- S&P's estimated claim amounts include approximately six months
of accrued but unpaid interest.
-- Pension and benefit obligations at default: $58.8 million
Simplified waterfall
-- Adjusted net enterprise value (after 5% administrative costs):
$642.9 million
-- Obligor/non-obligor valuation split: 65%/35%
-- Value distributed to priority claims: $194 million
-- Total collateral, including deficiency: $448.9 million
-- Estimated secured claims at default: $834.4 million
--Recovery expectations: 50%-70% (rounded estimate: 50%)
RENEWABLE ENERGY: Exclusivity Period Extended to Feb. 28
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia
extended the time Renewable Energy Holdings of Georgia, LLC can
keep exclusive control of its Chapter 11 case, giving the company
until Feb. 28 to file a bankruptcy plan and until April 28 to
solicit votes on that plan.
The ruling allows the company to pursue its own plan without the
threat of a rival plan from creditors.
Renewable Energy Holdings will use the extension to negotiate a
potential refinancing and sale of a portion of its assets,
according to its attorney, Cameron McCord, Esq., at Jones & Walden,
LLC.
The company originally asked to extend the exclusive filing period
and solicitation period to March 27 and May 26, respectively. Prior
to the hearing, Renewable Energy Holdings and Comerica Bank, which
initially opposed the extension given the lack of progress in the
case, agreed to shorten the time the company can keep exclusive
control of its bankruptcy.
About Renewable Energy Holdings of Georgia
Renewable Energy Holdings of Georgia, LLC specializes in hauling,
disposal and recycling of construction demolition waste with its
principal place of business located at 375 Industrial Park Road,
Cartersville, Ga., and its headquarters located at 2859 Paces Ferry
Road, Suite 1150, Atlanta, Ga.
Renewable Energy Holdings of Georgia sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No.
22-41005) on Aug. 26, 2022, with up to $50,000 in assets and up to
$10 million in liabilities. Carson Cash King, authorized
representative, signed the petition.
Judge Barbara Ellis-Monro oversees the case.
The Debtor tapped Cameron M. McCord, Esq., at Jones & Walden, LLC
as bankruptcy counsel; Lawrence M. Merlin, Esq., at Merlin &
ssociates, LLC as special counsel; and Windham Brannon, LLC as
accountant.
S2 ENERGY: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------
S2 Energy Operating, LLC, Krewe Energy, LLC, S2 Energy 1, LP and
Krewe-TBay, LLC ask the U.S. Bankruptcy Court for the Eastern
District of Louisiana for authority to use cash collateral and
provide adequate protection.
The Debtors seek authority to use cash received from the sale of
oil and gas they extract from the ground and sell to third parties,
in which a secured creditor pursuant to either a Louisiana Oil Well
Lien Act or a UCC lien, may assert valid and perfected security
interests.
The Debtors require the use of cash collateral to meet necessary
expenses incurred in the ordinary course of their business.
The Debtors believe CRC Krewe Energy AIV, LLC may possess a
security interest in certain assets of Krewe pursuant to a UCC-1
filing. Certain known persons, firms or entities that have filed
liens pursuant to the Louisiana Oil Well Lien Act and other unknown
persons, firms or entities also may possess lien rights under LOWLA
against certain of the Debtors' assets.
The liens asserted by those parties pursuant to LOWLA do not attach
to all of the properties owned by each Debtor. Instead, the liens,
if valid, attach to each Debtor's property pursuant to La RS
9:4863. Unfortunately, the entire universe of LOWLA liens is not
known by the Debtors as certain parties that may assert LOWLA liens
have not filed such liens as of the Petition Date. The Debtors have
requested the Court to set a bar date for the filing of LOWLA
proofs of claim.
Given that secured creditors may assert liens on the Debtors'
assets, the Debtors propose to grant replacement liens on
post-petition assets, including post-petition accounts receivable,
having the same respective priority as their respective prepetition
liens to the extent such interests are entitled to adequate
protection against such diminution under the Bankruptcy Code.
The Debtors also request the Court to conduct an emergency hearing
on the matter.
A copy of the motion is available at https://bit.ly/3QOG6qO from
PacerMonitor.com.
About S2 Energy Operating, LLC
S2 Energy Operating, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. La. Lead Case No. 23-10066) on
January 16, 2023. In the petition signed by Barry R. Salsbury,
member, the Debtor disclosed up to $10 million in assets and up to
$50 million in liabilities.
Douglas S. Draper, Esq., at Heller, Draper & Horn, LLC, represents
the Debtor as legal counsel.
SBW PROPERTIES: Unsecureds to Get 100% Under Plan
-------------------------------------------------
SBW Properties, LLC, filed a Plan and a Disclosure Statement.
The Debtor proposes to restructure its current indebtedness and
continue its operations to provide a dividend to the creditors of
the Debtor.
The Debtor will continue in business. Claimants will receive cash
payments over a period of time beginning on the Effective Date.
The Debtor's Plan will break the existing claims into 5 categories
of Claimants. Under the Plan, Class 4 Allowed Unsecured Claims are
impaired and will be satisfied as follows: All unsecured creditors
of Debtor shall share pro rata in the unsecured creditors pool.
The Debtor will make monthly payments commencing 30 days after the
Effective Date of $100 into the unsecured creditors' pool. The
Debtor shall make up to 60 payments into the unsecured creditors
pool. Based upon the Debtor's schedules and the timely filed Proof
of Claim the Class 4 creditors will receive 100% of their Allowed
Claims under the Plan.
The Debtor anticipates the continued operations of the business and
the rentals from the properties to fund the Plan.
Attorneys for the Debtor:
Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
12770 Coit Road, Suite 850
Dallas, TX 75251
Tel: (972) 991-5591
Fax: (972) 991-5788
A copy of the Disclosure Statement dated Jan. 6, 2023, is available
at https://bit.ly/3WZMmhQ from PacerMonitor.com.
About SBW Properties
SBW Properties, LLC, owns several rental properties in Dallas,
Texas.
SBW Properties filed a voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-31838) on
Oct. 3, 2022, with up to $1 million in both assets and liabilities.
Eric A. Liepins, PC serves as the Debtor's counsel.
SCHIERHOLZ AND ASSOCIATES: Case Summary & 7 Unsecured Creditors
---------------------------------------------------------------
Debtor: Schierholz and Associates, Inc.
d/b/a Broadmoor Valley
d/b/a Broadmoor Valley Mobile Home Park
501 N. Nevada Ave.
Colorado Springs, CO 80903
Business Description: The Debtor is a mobile home dealer in
Marshall, Minnesota.
Chapter 11 Petition Date: January 18, 2023
Court: United States Bankruptcy Court
District of Colorado
Case No.: 23-10183
Debtor's Counsel: David J. Warner, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 West Main Street
Suite 200
Littleton, CO 80120
Tel: 303-296-1999
Email: dwarner@wgwc-law.com
Total Assets: $1,592,663
Total Liabilities: $1,805,273
The petition was signed by Paul Schierholz as presient/CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/Q54UBAA/Schierholz_and_Associates_Inc__cobke-23-10183__0001.0.pdf?mcid=tGE4TAMA
SEALED AIR: S&P Rates New $775MM Senior Unsecured Notes 'BB+'
-------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating to Sealed
Air Corp.'s proposed $775 million senior unsecured notes due 2028.
The recovery rating is '4', indicating S&P's expectation for
average (rounded estimate: 30%) recovery in the event of a payment
default. S&P's 'BB+' issuer credit rating as well as the 'BB+'
issue-level rating and '4' recovery rating on the company's
existing unsecured debt are unchanged.
The company intends to use the proceeds from this offering, along
with $650 million from a delayed-draw term loan A, and balance
sheet cash to fund the acquisition of Liqui-Box Holdings Inc.
(CCC+/Positive/--) for $1.15 billion and refinance its 4.5% euro
senior notes due 2023. Liqui-Box is a provider of liquid packaging,
bag-in-box, and dispensing solutions, and is expected to expand
Sealed Air's fluids and liquids packaging business, principally
complementing its Cryovac Food Packaging. The acquisition positions
Sealed Air to take advantage of growing markets Liqui-Box is
positioned in, including consumer packaged goods, e-commerce, and
quick service restaurants. The company believes the Liqui-Box
fitments and dispenser offerings combined with Cryovac barrier bags
and films technology will provide valuable products for customers
with cross-selling opportunities.
S&P expects leverage to rise modestly in 2023 to the mid-to-high-3x
area, but remain well in line for the current rating.
SINTX TECHNOLOGIES: Extends Equity Distribution Deal Expiration
---------------------------------------------------------------
As previously disclosed, on Feb. 25, 2021, SINTX Technologies, Inc.
entered into an Equity Distribution Agreement with Maxim Group LLC.
There have been no sales of common stock under the Distribution
Agreement.
On Jan. 10, 2023, the Company and Maxim entered into an amendment
to the Distribution Agreement to extend the expiration date of the
Distribution Agreement until the earlier of: (i) the sale of shares
having an aggregate offering price of $15,000,000, (ii) the
termination by either Maxim or the Company upon the provision of 15
days written notice, or (iii) Feb. 25, 2024. No other changes were
made to the terms of the Distribution Agreement.
About SINTX Technologies
Headquartered in Salt Lake City, Utah, SINTX Technologies, Inc. --
https://ir.sintx.com -- is an OEM ceramics company that develops
and commercializes silicon nitride for medical and non-medical
applications. SINTX is a global leader in the research,
development, and manufacturing of silicon nitride, and its products
have been implanted in humans since 2008. Over the past two years,
The Company has manufacturing facilities in Utah and Maryland.
SINTX reported a net loss of $8.78 million for the year ended Dec.
31, 2021, a net loss of $7.03 million for the year ended Dec. 31,
2020, and a net loss of $4.79 million for the year ended Dec. 31,
2019. As of Sept. 30, 2022, the Company had $14.56 million in
total assets, $5.15 million in total liabilities, and $9.41 million
in total stockholders' equity.
SRAK CORPORATION: Taps Glast Phillips & Murray as Legal Counsel
---------------------------------------------------------------
SRAK Corporation seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to employ Glast Phillips & Murray,
P.C. as its legal counsel.
The firm's services include:
(a) providing the Debtor with legal advice regarding its
powers and duties in the continued operation of its business and
the management of its property;
(b) taking all necessary action to protect and preserve the
Debtor's estate;
(c) preparing legal papers;
(d) assisting the Debtor in preparing and filing a plan of
reorganization;
(e) performing other legal services for the Debtor in
connection with its Chapter 11 case; and
(f) performing such legal services as the Debtor may request
with respect to any matter, including, but not limited to,
corporate finance and governance, contracts, antitrust, labor, and
tax.
The firm will be paid at these rates:
Brandon Tittle, Esq. $495 per hour
Associate $325 per hour
Paralegals $225 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
Brandon Tittle, Esq., a partner at Glast, Phillips & Murray,
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:
Brandon J. Tittle, Esq.
Glast, Phillips & Murray, P.C.
14801 Quorum Drive, Suite 500
Dallas TX 75254-1449
Telephone: (972) 419-7186
Facsimile: (972) 419-8329
Email: btittle@gpm-law.com
About SRAK Corporation
SRAK Corp. is a privately held company in the gasoline stations
business. The company is based in Fort Worth, Texas.
SRAK Corporation sought Chapter 11 bankruptcy protection (Bankr.
N.D. Texas Case No. 22-40931) on April 27, 2022, with $1 million to
$10 million in both assets and liabilities. Rajeev Gupta, SRAK
owner and president, signed the petition.
Judge Mark X. Mullin oversees the case.
Brandon J. Tittle, Esq., at Tittle Law Group, PLLC is the Debtor's
counsel.
TACORA RESOURCES: Moody's Cuts CFR & Senior Secured Notes to Caa3
-----------------------------------------------------------------
Moody's Investors Service downgraded Canadian iron ore producer
Tacora Resources Inc.'s corporate family rating to Caa3 from B3,
its probability of default rating to Caa3-PD from B2-PD and its
senior secured notes rating to Caa3 from B3. The outlook remains
negative.
"The downgrade of Tacora's ratings reflects the company's stressed
liquidity position and continued cash burn because of lower iron
ore prices and its inability to increase production." said Jamie
Koutsoukis, Moody's analyst.
Tacora in its most recent financial statements noted that based on
its projected cash flows, it does not have sufficient cash on hand
or available liquidity to sustain its operations and meet its
obligations as they become due for twelve months following the date
the third quarter consolidated financial statements were issued
(January 2023). It further stated that these conditions and events
raise substantial doubt about its ability to continue as a going
concern. Moody's views governance as a factor in the rating action
because of the company's inability to execute on its plans to
increase production.
Downgrades:
Issuer: Tacora Resources Inc.
Corporate Family Rating, Downgraded to Caa3 from B3
Probability of Default Rating, Downgraded to Caa3-PD from B2-PD
Senior Secured Regular Bond/Debenture, Downgraded to Caa3 (LGD3)
from B3 (LGD4)
Outlook Actions:
Issuer: Tacora Resources Inc.
Outlook, Remains Negative
RATINGS RATIONALE
Tacora's credit profile is constrained by 1) weak liquidity and
that it may be unable to continue as a going concern; 2) continued
operational under performance and execution risk in ramping
production to 6 million tonnes per year from about 3.2 million
tonnes and reducing high operating costs (FOB cash cost Pointe
Noire of $86.80/dry tonne (dmt), for the nine months ending
September 2022); 3) a concentration of cash flows from one metal
(iron ore), which has volatile pricing; and 4) a single mine site
with a small production relative to the major iron ore miners
globally. The company benefits from 1) high grade iron ore (65.6%
Fe) produced at the Scully Mine; and 2) the mine's location in
Labrador Canada, an established iron ore mining region with access
to infrastructure including rail.
Governance is a factor in this rating action as Tacora's operating
performance has been below expectations since the original rating
was assigned in May 2021. Tacora's performance in 2022 was below
expectations with production of 2.4 million tonnes for the nine
months ending September 2022 which on a run rate basis would be
relatively flat with 2021 production of 3.2 million tonnes.
Tacora's short-term strategy is to improve the Scully Mine and
achieve name plate production capacity of 6 million tonnes per year
of high-grade iron ore. Lower production has resulted in in the
company consuming over $60 million of cash (after capital spending)
during the first nine months of 2022 despite iron ore prices
averaging about $130/tonne during the period.
Tacora has weak liquidity through the end of 2023. Sources are its
cash balance of $17 million as of Q3/22 and uses are Moody's
expectation of free cash flow usage of about $50 million (which
includes capital spending). The company does not have financial
covenants.
On January 11, 2023 Tacora closed an advanced payments facility
agreement which would provide an amount of up to $35 million
against future deliveries of iron ore concentrate to be made
through an initial advance payment of US$25 million, of which US$15
million is to be applied as payment for a floor price premium and
up to two future advance payments of US$5 million. Proceeds from
the facility will be used to fund the operations at the Scully
Mine, and for general corporate purposes.
The negative outlook reflects Tacora's inadequate liquidity and the
heightened risk of default.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if the company is expected to
default.
The ratings could be upgraded if Tacora is able to secure funding
to cover its financial and operating obligations and is able to
increase production resulting in lower costs.
The principal methodology used in these ratings was Mining
published in October 2021.
Headquartered in Montreal, Quebec, Tacora Resources Inc. has one
operating mine in Canada, the Scully Mine in Wabush, Newfoundland
and Labrador.
TOP HOME CARE: Seeks Cash Collateral Access
-------------------------------------------
Top Home Care Agency LLC asks the U.S. Bankruptcy Court for the
Western District of Pennsylvania for authority to use cash
collateral on an emergency basis, to continue to operate its
business.
There are seven tax liens entered against the Debtor in Allegheny
County, Pennsylvania, which have not been satisfied:
a) Tax lien with Docket No. GD 21-3775 filed by the
Pennsylvania Department of Labor and Industry in the amount of
$112,946 for unpaid withholding taxes for 2019 and 2020 filed on
April 13, 2021.
b) Tax lien with Docket No. GD 21-101217 filed by the
Pennsylvania Department of Labor and Industry in the amount of
$24,571 for unpaid withholding taxes for 2021 filed on September 3,
2021.
c) Tax lien with Docket No. FTL-21-2189 filed by the Internal
Revenue Service in the amount of $336,254 for unpaid withholding
taxes for 2018-2020 filed on September 24, 2021.
d) Tax lien with Docket No. FTL-21-441filed by the Internal
Revenue Service in the amount of $115,670 for unpaid withholding
taxes for 2018 and 2020 filed on December 23, 2021.
e) Tax lien with Docket No. FTL-22-11 filed by the Internal
Revenue Service in the amount of $67,900 for unpaid withholding
taxes for 2019 filed on March 1, 2022.
f) Tax lien with Docket No. GD 22-100829 filed by the
Pennsylvania Department of Labor and Industry in the amount of
$31,145 for unpaid withholding taxes for 2021 and 2022 filed on
June 3, 2022.
f) Tax lien with Docket No. GD 22-101705 filed by the
Pennsylvania Department of Revenue in the amount of $67,855 for
unpaid withholding taxes for 2018-2021 filed on December 20, 2022.
There are two UCC Financing Statements filed with the State of
Pennsylvania with respect to the assets of the Debtor that have not
been terminated:
a) File Number 2021120900747 filed on December 9, 2021by
Corporation Service Company, as Representative.
b) File Number 2022020401420 filed on February 4, 2022 by
Corporation Service Company, as Representative.
The Debtor believes that, based on the filing dates of the tax
liens and UCC statements, the Pennsylvania Department of Labor and
Industry has first position on the cash collateral of the Debtor
and likely encumbers the entirety of the assets of the Debtor.
A copy of the motion is available at https://bit.ly/3HdiHw1 from
PacerMonitor.com.
About Top Home Care Agency LLC
Top Home Care Agency LLC is a home health care agency in Western
Pennsylvania.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-20082) on February 16,
2023. In the petition signed by India Benson, member, the Debtor
disclosed up to $50,000 in assets and up to $1 million in
liabilities.
Christopher M. Frye, Esq., at Steidl & Steinberg, P.C., is the
Debtor's legal counsel.
TRANSOCEAN INC: Moody's Rates New $1.175BB Sr. Secured Notes 'B2'
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Transocean Inc.'s
proposed $1.175 billion senior secured notes due 2030.
Concurrently, Moody's upgraded Transocean's Probability of Default
Rating to Caa1-PD from Caa2-PD, its Priority Guaranteed senior
unsecured notes rating to Caa2 from Caa3, and its senior unsecured
notes rating to Caa3 from Ca. All other ratings, including the Caa1
Corporate Family Rating were affirmed. The SGL-3 Speculative Grade
Liquidity Rating is unchanged. The outlook was changed to positive
from stable.
The proceeds from the proposed notes will be used to repay four
secured note issues of wholly-owned subsidiaries of Transocean,
including Transocean Guardian Limited (Guardian, B2 stable) and
Transocean Pontus Limited (Pontus, B2 stable). The proposed notes
will be secured by a first lien on the three drillships and two
semisubmersible rigs that back the four note offerings being
refinanced. Following the issuance of the proposed notes and
repayment of the existing notes, Moody's will withdraw the ratings
of Guardian and Pontus.
Assignments:
Issuer: Transocean Inc.
Backed Senior Secured Regular Bond/Debenture, Assigned B2 (LGD2)
Upgrades:
Issuer: Transocean Inc.
Probability of Default Rating, Upgraded to Caa1-PD from Caa2-PD
Senior Unsecured Regular Bond/Debenture, Upgraded to Caa3 (LGD6)
from Ca (LGD5)
Backed Senior Unsecured Regular Bond/DebentureUpgraded to Caa2
(LGD5) from Caa3 (LGD4)
Affirmations:
Issuer: Transocean Inc.
Corporate Family Rating, Affirmed Caa1
Senior Secured Revolving Credit Facility, Affirmed B1 to (LGD2)
from (LGD1)
Backed Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 to
(LGD4) from (LGD3)
Issuer: Transocean Pontus Limited
Backed Senior Secured Regular Bond/Debenture, Affirmed B2 (LGD2)
Issuer: Transocean Guardian Limited
Backed Senior Secured Regular Bond/Debenture, Affirmed B2 (LGD2)
Issuer: Transocean Poseidon Limited
Backed Senior Secured Regular Bond/Debenture, Affirmed B2 (LGD2)
Issuer: Transocean Sentry Limited
Backed Senior Secured Regular Bond/Debenture, Affirmed B2 (LGD2)
Issuer: Transocean Titan Financing Limited
Backed Senior Secured Regular Bond/Debenture, Affirmed B2 (LGD2)
Outlook Actions:
Issuer: Transocean Guardian Limited
Outlook, Changed to Positive from Stable
Issuer: Transocean Inc.
Outlook, Changed to Positive from Stable
Issuer: Transocean Pontus Limited
Outlook, Changed to Positive from Stable
Issuer: Transocean Poseidon Limited
Outlook, Changed to Positive from Stable
Issuer: Transocean Sentry Limited
Outlook, Changed to Positive from Stable
Issuer: Transocean Titan Financing Limited
Outlook, Changed to Positive from Stable
RATINGS RATIONALE
The proposed secured notes are rated B2, in line with the
rig-secured notes of Transocean's indirect subsidiaries. The rating
is one notch below the senior secured revolving credit facility's
B1 rating because of the proposed notes' security interest in only
five of Transocean's rigs and the cash flow generated from the
contracts on these rigs.
The positive outlook reflects Transocean's improved liquidity and
substantially improved 2023 and 2024 debt maturity profile, along
with ongoing recovery in the offshore drilling market that should
continue to drive stronger dayrates and utilization. Lengthening
the company's maturity profile better provides Transocean with
greater flexibility around deleveraging its capital structure.
The Caa1 PDR, equal to Transocean's CFR, reflects reduced
probability of default and the improved maturity profile resulting
from the refinancing; the company's 2023 and 2024 combined debt
maturities will be reduced to about $500 million from approximately
$1.6 billion. Other than ongoing amortization of about $200 million
annually and combined maturities in the first and second quarter of
2023 of less than $200 million, Transocean's next scheduled
maturity will be in November 2025.
The Caa2 Priority Guaranteed senior unsecured notes and the Caa3
senior unsecured notes ratings reflect the reduced restructuring
risks and, to an extent, a more constructive view on recovery for
these securities.
Transocean's Caa1 CFR reflects the company's high debt leverage,
and Moody's view on overall recovery on the company's debt.
Although Transocean's credit metrics are improving, they still
remain weak, making the company highly reliant on continued
strengthening of offshore drilling fundamentals for its capital
structure to become sustainable. The company's high debt levels and
complex capital structure pose the risk for future transactions
that could be viewed as distressed exchanges.
Transocean benefits from its $8.3 billion revenue backlog and the
company's efforts to maintain high levels of revenue efficiency,
reduce operating costs, and enhance operational utilization of its
active rigs. An improving deepwater drilling market, evidenced by
continued strengthening in day rates, along with moderating capital
spending provide potential for cash flow growth in 2024 and the
opportunity for some organic deleveraging.
Moody's expects Transocean to maintain adequate liquidity as
reflected in its SGL-3 rating because of its still sizable cash
balance and borrowing availability under its committed credit
facility. As of September 30, 2022, the company had $954 million of
cash, which was enhanced by $515 million in proceeds from a note
offering earlier this month, and nothing borrowed under its senior
secured revolving credit facility maturing in June 2025. The
revolver has committed availability of $774 million through June
2023, when availability is reduced to $600 million.
Moody's expects Transocean to meet its cash needs into 2024 from
its operating cash, cash on hand and revolver borrowings. The
credit agreement contains several financial covenants including
maximum debt to capitalization ratio of 60%, minimum liquidity of
$500 million, minimum guarantee coverage ratio of 3.00x and minimum
collateral coverage ratio of 2.1x. Moody's expects that the company
will remain in compliance with its covenant requirements. Pro forma
for the notes offering, Transocean has $330 million of maturities,
principal payments and other installments (contractual interest
payments of previously restructured debt) due in 2023 and an
additional $165 million in 2024.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade of Transocean's ratings would require the continued
improvement in offshore fundamentals leading to substantially
higher EBITDA, improved liquidity, and reduced leverage. Interest
coverage above 2x could be supportive of an upgrade.
Transocean's ratings could be downgraded if the company's liquidity
weakens materially, interest coverage drops below 1x, or if
commodity prices weaken significantly resulting in a deterioration
in offshore drilling fundamentals. Ratings could be downgraded if
Moody's view on the company's overall debt recovery or specific
debt instrument recovery is reduced.
Transocean Inc. is a wholly-owned subsidiary of Transocean Ltd., a
leading international offshore drilling contractor operating in
every major offshore producing basin around the world.
The principal methodology used in these ratings was Oilfield
Services published in August 2021.
TULYA KOGAN: March 1 Plan Confirmation Hearing Set
--------------------------------------------------
On Dec. 2, 2022, Tulya Kogan Associates Inc., filed with the U.S.
Bankruptcy Court for the Eastern District of New York a Disclosure
Statement and Chapter 11 Plan of Reorganization.
On Jan. 12, 2023, Judge Jil Mazer-Marino approved the Disclosure
Statement and ordered that:
* March 1, 2023 at 11:30 A.M. at the United States Bankruptcy
Court for the Eastern District of New York, 271-C Cadman Plaza
East, Brooklyn, New York, Courtroom 3529 is the hearing to consider
confirmation of the Plan.
* February 22, 2023 at 4:00 p.m., is fixed as the last day to
submit all ballots voting in favor of or against the Plan.
* February 15, 2023 at 4:00 p.m. is fixed as the last day to
file objections to confirmation of the Plan.
A copy of the order dated January 12, 2023 is available at
https://bit.ly/3kpvzX0 from PacerMonitor.com at no charge.
Attorney for Debtor Tulya Kogan Associates Inc.:
Alla Kachan, Esq.
2799 Coney Island Ave, Suite 202
Brooklyn, NY 11235
Tel: (718) 513-3145
Fax: (347) 342-315
E-mail: alla@kachanlaw.com
About Tulya Kogan Associates
Tulya Kogan Associates Inc. filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 22-40503) on March 15, 2022, listing as
much as $1 million in both assets and liabilities. Judge Jil
Mazer-Marino oversees the case.
Alla Kachan, Esq., at the Law Offices of Alla Kachan, P.C. and
Wisdom Professional Services Inc. serve as the Debtor's legal
counsel and accountant, respectively.
UNIVERSAL ACADEMY: S&P Affirms 'BB-' LT Rating on 2014 Rev. Bonds
-----------------------------------------------------------------
S&P Global Ratings revised the outlook to negative from stable and
affirmed its 'BB-' long-term rating on Arlington Higher Education
Financial Corp., Texas' series 2014 tax-exempt fixed-rate education
revenue bonds, issued for LTTS Charter School Inc., doing business
as Universal Academy (UA).
"The outlook revision reflects our view of recent unexpected
declines in enrollment and UA's aggressive expansion strategy,
which we believe could compress already-thin operating margins and
coverage metrics," said S&P Global Ratings credit analyst John
Miceli.
VA TECHNOSOLUTIONS: Files Emergency Bid to Use Cash Collateral
--------------------------------------------------------------
VA Technosolutions and Services, LLC asks the U.S. Bankruptcy Court
for the Southern District of Florida, Miami Division, for authority
to use cash collateral.
The Debtor requires the use of cash collateral in which the U.S.
Small Business Administration may assert an interest, to continue
its business operations.
As of the filing date, the Debtor allegedly owed the Lender
$500,000. The Indebtedness is secured by, inter alia, a Promissory
Note (under Secured Disaster Loans) and Commercial Security
Agreement dated June 9, 2020 (amended September 24, 2021) and a UCC
financing statement filed in the Florida Secured Transaction
Registry on June 17, 2020, ID number 202002361361, Florida.
The Court is slated to conduct a hearing on the matter on January
19, 2023.
As adequate protection, the Debtor proposes to grant the Lender a
first priority post-petition lien on all cash generated by the
Debtor's services postpetition.
A copy of the motion and the Debtor's budget is available at
https://bit.ly/3w8VLHU from PacerMonitor.com.
The Debtor projects $42,623 in gross profit and $41,219 in total
expenses.
About VA Technosolutions and Services, LLC
VA Technosolutions and Services, LLC is a merchant wholesaler of
professional and commercial Equipment and supplies.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-10161) on January 10,
2023. In the petition signed by Victor M. Arias, managing
member/president, the Debtor disclosed up to $1 million in assets
and up to $10 million in liabilities.
Judge Robert A. Mark oversees the case.
Tarek K. Kiem, Esq., at Kiem Law, PLLC, is the Debtor's legal
counsel.
VISION DEMOLITION: Ongoing Operations to Fund Plan
--------------------------------------------------
Vision Demolition and Excavating, LLC, filed with the U.S.
Bankruptcy Court for the Southern District of Indiana a Combined
Small Business Plan of Reorganization and Disclosure Statement
dated January 16, 2023.
The Debtor employs seven people and is an excavating contractor
that specializes in both residential and commercial projects.
Debtor had issues receiving operating cash flow from customers and
when that proved insufficient it turned to more volatile sources of
operating cash using internet lenders. Despite the fundamentally
unmanageable cash flow those credit facilities present, the Debtor
has a core operating profitability that will allow it to
reorganize, and that profitability is what drives its ability to
leverage cash collateral for the benefit of all of its creditors.
Operations have continued under the supervision of Stacy Payne
Miller in the office and her husband Henry Miller in the field and
have been profitable post-petition. While the construction industry
often delivers changes in scope and timing of work the delays or
eliminates revenue, the Debtor expects to remain profitable. The
Debtor's primary secured creditor is Commercial Credit Group Inc.
("CCG"), who has played an active role in the case since filing and
who has agreed to allow the Debtor to use cash collateral to keep
operations going.
Cash generated by ongoing operations shall first be used to fund
administrative expenses, including professional and case Trustee
fees and expenses, secured and lease claims (including the Allowed
Claim of CCG), and operating expenses. The Plan pays priority
claims in accordance with the treatment allowed under the Code.
After satisfaction of these claims, general unsecured creditors
shall be paid pro rata out of all remaining Plan payments.
The Plan shall last for 36 months following the first payment made
under it, which is due within 30 days of the date the Confirmation
Order becomes a Final Order; provided however, payments to certain
secured creditors will exceed this 36-month time-frame.
Class 2.1 consists of the Secured Claim of CCG. CCG shall be deemed
to have an Allowed Secured Claim, (the "Allowed Secured Claim of
CCG") in the amount of $732,486.05, plus all postpetition interest,
expenses, and attorneys' fees, less any payments received since the
Petition Date through the Effective Date of the Plan. The Debtor
shall pay the Allowed Secured Claim of CCG by continuing the
regular payments due under the Debtor's loan documents with CCG,
with such payments to be paid on the third day of each month via
ACH, unless otherwise agreed to by CCG and the Debtor. Payments
shall continue until the Allowed Secured Claim of CCG is paid in
full.
Class 2.2 consists of the claim of North Mill Equipment Finance,
LLC as a secured creditor with an interest in a Link Belt 350x4
that the Debtor values at $200,000.00. North Mill shall be deemed
to have an Allowed Secured Claim, (the "Allowed Secured Claim of
Financial Pacific") equal to the value of the collateral securing
such creditor's claim as listed by the Debtor. The Debtor shall pay
the Allowed Secured Claim of North Mill by thirty-six monthly
installments commencing thirty days after the effective date of
$6,175.42 representing principal plus interest at 7%. Payments
continue until the Allowed Secured Claim of North Mill is paid in
full.
Class 3 consists of Allowed General Unsecured Claims, including
Intrepid Finance and Venture, Reco Equipment, Inc., National
Funding, Inc., Valley Transportation Service and Valley Forwarding,
Inc., which claims shall receive a pro rata payment after
satisfaction of the superior class claims treated under the Plan up
to the full amount of the allowed claim of such creditor. Such
claims shall be allowed, settled, compromised, satisfied and paid
by a quarterly distribution of the greater of $15,000 or 100% of
the net profits of the Debtor for the preceding quarter calculated
in accordance with generally accepted accounting principles, less
such priority payments, for 12 quarters following confirmation of
the Plan. Payment of such claims is expressly subordinate to the
payment of priority claims under this Plan. Class 3 is impaired.
Class 4 consists of the Equity Interests, which interests shall be
retained by existing interest owners.
Debtor shall continue to operate its business in accordance with
the projection of income, expense and cash flow, and shall pay its
net after tax cash profit to satisfy creditor claims.
A full-text copy of the Combined Plan and Disclosure Statement
dated January 16, 2023 is available at https://bit.ly/3XjOaCn from
PacerMonitor.com at no charge.
Attorney for the Debtor:
KC Cohen, Esq.
KC Cohen, Lawyer, PC
151 N. Delaware St., Ste. 1106
Indianapolis, IN 46204
Telephone: (317) 715-1845
Facsimile: (317) 636-8686
Email: kc@smallbusiness11.com
About Vision Demolition and Excavating, LLC
Vision Demolition and Excavating, LLC is an excavating contractor
specializing in both residential and commercial projects. The
Debtor sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Ind. Case No. 22-04156) on October 17, 2022. In
the petition signed by Stacy Payne Miller, president, the Debtor
disclosed $818,300 in assets and $1,060,830 in liabilities.
Judge Jeffrey J. Graham oversees the case.
KC Cohen, Esq., at KC Cohen, Lawyer, PC, is the Debtor's legal
counsel.
WAHOO FITNESS: S&P Downgrades ICR to 'CCC-', Outlook Negative
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
fitness technology company Wahoo Fitness Acquisition LLC to 'CCC-'
from 'CCC' to reflect its view that a default scenario is likely in
the upcoming months.
S&P said, "At the same time, we lowered our issue-level rating on
Wahoo's senior secured credit facilities to 'CCC' from 'CCC+'. The
'2' recovery rating is unchanged, indicating our expectation for
substantial (70%-90%; rounded estimate: 70%) recovery in the event
of a payment default.
"The negative outlook reflects our expectation that the tough
operating conditions will persist over the near term, causing the
company to face a liquidity shortfall over the next six months
absent a liquidity enhancing transaction.
"The 'CCC-' rating reflects our belief the company will pursue a
debt restructuring or distressed exchange over the next six months
due to a liquidity shortfall.
"Wahoo's capital structure is unsustainable given its negative
EBITDA and cash flow. We assess the company's liquidity as weak
because its liquidity sources are insufficient to cover its cash
needs over the next 12 months. Wahoo had minimal cash on hand and
no availability under its revolver as of the end of 2022 after
funding its quarterly interest and mandatory debt amortization
payments. Further, we expect its operating conditions will remain
pressured over the next few months as it laps the COVID-related
demand tailwinds it benefitted from last year. This will lead it to
generate negative free operating cash flow (FOCF), which--along
with the higher interest expense on its floating-rate debt--will
likely lead to a near-term liquidity shortfall. We forecast Wahoo
will also violate its consolidated total net leverage covenant,
which became effective as of Dec. 31, 2022, adding to its default
risk in the first half of 2023."
Wahoo's operating performance continues to deteriorate amid the
weakening macroeconomic environment as consumer spending shifts
toward non-discretionary categories.
S&P said, "The company's sales during the third quarter of fiscal
year 2022 declined by 56% year over year and we estimate they fell
by an additional 35% in the fourth quarter of 2022. The demand for
Wahoo's products deteriorated because consumers shifted their
purchasing behavior, which led to a sharp drop in its retailers'
inventory replenishment orders. The company continues to be
affected by high costs related to commodities, freight, and
warehousing, which it cannot offset with higher prices given the
aggressive promotional activity by its competitors. Additionally,
the promotional activities to manage its elevated inventory levels
(including Cyber Week discounts) continue to drag on its
profitability. Therefore, we expect the company will report
negative EBITDA in 2022. In addition, we do not expect Wahoo will
be able to significantly improve its profitability and cash flow
amid the weakening macroeconomic environment, reduced consumer
discretionary spending, and ongoing shift in consumer spending
toward other categories.
"The negative outlook reflects our expectation that the tough
operating conditions will persist over the near term, causing the
company to face a liquidity shortfall over the next six months
absent a liquidity enhancing transaction.
"We will lower our ratings on Wahoo if it announces that it will
miss an interest or principal payment or undertake an exchange
offer or similar restructuring that we classify as distressed.
"We could raise our ratings on Wahoo if we no longer believe it is
at risk of a default in the next six months."
ESG credit indicators: E-2, S-2, G-3
WHITEWATER WHISTLER: Moody's Assigns First Time 'Ba2' CFR
---------------------------------------------------------
Moody's Investors Service assigned first time ratings to Whitewater
Whistler Holdings, LLC (WhiteWater), including a Ba2 Corporate
Family Rating, a Ba2-PD Probability of Default Rating and a Ba2
rating to its proposed $500 million secured Term Loan B due 2030.
The rating outlook is stable.
WhiteWater will use the debt proceeds along with $1.5 billion of
equity contributions from a fund managed by I Squared Capital (I
Squared, unrated), including retained equity by the management
team, to acquire a 62.5% interest in Whistler Pipeline, LLC
(Whistler). Whistler includes the Whistler Pipeline system, a 70%
interest in ADCC Pipeline, LLC (ADCC), and a 50% interest in Waha
Gas Storage, LLC (WGS). The Whitewater team will continue to
operate Whistler, just as it operates some other pipelines out of
the Permian basin.
Whistler pipeline is a 450 mile long natural gas pipeline with 2
billion cubic feet per day (Bcf/d) of takeaway capacity that
transports natural gas from the Permian Basin to Gulf Coast
markets. The takeaway capacity will increase to 2.5 Bcf/d once the
ongoing compressor expansion project is complete by year-end 2023.
The pipeline was put in service in July 2021, and should generate
roughly $410 million EBITDA in 2023 and about $490 million starting
in 2024.
Assignments:
Issuer: Whitewater Whistler Holdings, LLC
Corporate Family Rating, Assigned Ba2
Probability of Default Rating, Assigned Ba2-PD
Senior Secured Term Loan B, Assigned Ba2 (LGD4)
Outlooks:
Issuer: Whitewater Whistler Holdings, LLC
Outlook, Assigned Stable
RATINGS RATIONALE
On December 11, 2022, I Squared entered into an agreement with
First Infrastructure Capital, Ridgemont Equity Partners, and
WTG-Stonepeak, LLC to acquire their combined 62.5% interest in the
pipeline for about $2 billion of total consideration.
WhiteWater's Ba2 CFR is supported by its relatively predictable
distributions from its majority ownership interest in Whistler.
Whistler's credit profile is underpinned by the over 90% of
take-or-pay contracts (minimum volume commitments, MVCs) on its
pipeline system that transports natural gas from the highly
prolific and low-cost Permian Basin to the demand centers connected
to the US Gulf Coast, LNG export centers, and Mexico. About 85% of
Whistler's projected revenue will come from investment-grade
shippers with an overall weighted average remaining contract life
of over 10 years on the Whistler mainline and a weighted average
counterparty credit rating of Baa1. Whistler's cash flows are
derived under multi-year firm fixed price Transportation Services
Agreements (TSA) with multiple creditworthy shippers that are
expected to provide both significant deleveraging at Whistler as
well as more meaningful distributions to its equity owners over
time.
The positive credit features incorporated in WhiteWater's ratings
are counterbalanced by the proposed term loan's structural
subordination to Whistler's $1.7 billion of project level balance
sheet debt. WhiteWater has no physical assets nor does it generate
revenue or cash flow. It will be entirely dependent on
distributions from Whistler to service its term loan, which will be
subject to the terms of Whistler's debts.
The remaining equity ownership in Whistler owned by an affialiate
of MPLX LP (Baa2 stable), a strong midstream company that is also
key shipper on the pipeline. This co-owership by MPLX is a
favorable attribute for Whistler's credit profile, which in turn
benefits WhiteWater's credit profile as well.
From a governance perspective, with its 62.5% ownership and sole
operatorship of Whistler, WhiteWater will benefit from majority
ownership rights and founding member approval rights that provide
voting power over all key governance items. However, MPLX has the
ability to participate in major decisions, and Moody's expects
there to be strategic alignment between WhiteWater and MPLX in
their financial management of Whistler.
The secured Term Loan is rated Ba2, same as the Ba2 CFR, reflecting
a single class of debt with no other priority-claim debt present
ahead of the Term Loan in WhiteWater's capital structure.
As proposed, the new credit facilities are expected to provide
covenant flexibility that if utilized could negatively impact
creditors. Notable terms include the following: Incremental debt
capacity up to $286 million, provided it will be used for
growth/reinvestment of an asset owned by Whistler. The credit
agreement permits the transfer of assets to unrestricted
subsidiaries, up to the carve-out capacities, subject to "blocker"
provisions which relate to material intellectual property rights.
Non-wholly-owned subsidiaries are not required to provide
guarantees; dividends or transfers resulting in partial ownership
of subsidiary guarantors could jeopardize guarantees, with no
explicit protective provisions limiting such guarantee releases.
The credit agreement provides some limitations on up-tiering
transactions, including a requirement that each directly affected
lender consents to amendments to the waterfall and certain pro rata
provisions, or amendments that subordinate the liens on all or
substantially all the value of the collateral to the liens securing
any other indebtedness or to contractually subordinate any
obligations under the credit documentation.
WhiteWater will have adequate liquidity through 2023 based on
fairly predictable distributions from Whistler. Although WhiteWater
will not have a revolving credit facility, the company should be
able to maintain a small cash balance to cover any unplanned
operating expenses and will have a debt service reserve account
backed by a $25 million letter of credit facility. The holding
company is entirely dependent on cash distributions from Whistler
to service its debt and to support any distributions by WhiteWater
to its sponsors. Excess liquidity will be swept into mandatory Term
Loan B debt prepayments based on preset debt/EBITDA levels. The
Term Loan B requires the maintenance of a 1.1x minimum debt service
coverage ratio covenant, which Moody's anticipates will be met by
an acceptable margin.
The stable outlook reflects Whistler's fully contracted and highly
predictable cash flow profile and Moody's expectation of declining
financial leverage over time.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A material improvement in Whistler's credit profile and scale would
be required to consider a ratings upgrade for WhiteWater. In
addition, if proportionately consolidated debt/EBITDA declines
below 4x with FFO/debt above 20% alongside a strong contractual
position then the ratings could be upgraded. A downgrade could
occur should the credit profile of Whistler materially decline,
including if the credit quality of its contracted shippers
deteriorates and remaining contract term shortens significantly.
FFO/debt that falls below 10% could also result in a downgrade.
Whitewater Whistler Holdings, LLC is an I Squared Capital backed
holding company that owns a 62.5% operating interest in the
Whistler natural gas pipeline and other associated assets in
Texas.
The principal methodology used in these ratings was Natural Gas
Pipelines published in July 2018.
WHITEWATER WHISTLER: S&P Assigns 'BB+' ICR, Outlook Stable
----------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issuer credit rating to
Whistler Holdings LLC (WhiteWater).
S&P said, "At the same time, we assigned our 'BB+' issue-level
rating and '4' recovery rating to the company's senior secured term
loan. The '4' recovery rating indicates our expectation for average
(30%-50%; rounded estimate: 30%) recovery in a payment default
scenario.
"The stable outlook reflects the predictability and stability of
WhiteWater's cash flows. We expect its S&P Global Ratings-adjusted
debt to EBITDA will be about 6.0x in 2023 and improve to between
4.50x and 4.75x in 2024."
I Squared Capital Advisors LLC (I Squared), via WhiteWater,
announced that it intends to acquire a 62.5% equity interest in
Whistler Pipeline LLC (Whistler) for a total purchase price of
approximately $2 billion. WhiteWater will fund the transaction with
the proceeds from the issuance of a $500 million senior secured
term loan B, as well as equity of approximately $1.5 billion from
its sponsor, I Squared, and retained equity by management.
The company has an above-average contract profile. Whistler
benefits from highly predictable cash flow due to its long-term
take-or-pay contracts with high-quality counterparties, 85% of
which are rated in the investment-grade category. Approximately 95%
of the company's capacity is underpinned by minimum volume
commitments (MVCs) with an approximately 12-year weighted average
remaining contract life. This favorable contract structure
minimizes the company's direct exposure to the cyclical commodity
markets.
The company's assets are strategically located. All of Whistler's
assets are located in Texas, where it connects the supply in the
Permian basin with demand from the Gulf Coast and Mexico, as well
as for liquified natural gas (LNG) exports. Almost 60% of its MVCs
are with upstream companies which we consider to be supply push in
nature, and we tend to view demand pull cash flows more favorably.
That said, S&P recognizes the limited available capacity of gas
pipelines in the Permian basin, which leads it to expect drilling
activity in other basins with greater capacity would decline first
in the event of softening commodity prices. S&P believes
WhiteWater's completion of expansion projects will provide
additional capacity and help drive cash flow growth.
These business strengths are partially offset by the company's
geographic concentration and lack of full asset control.
WhiteWater's assets are somewhat limited in scale, given that S&P
forecasts it will generate S&P Global Ratings-adjusted EBITDA of
approximately $250 million in 2023 and more than $300 million in
2024. Although the company owns 62.5% of Whistler, MPLX L.P. owns
the remaining 37.5% and has certain voting rights that limit
WhiteWater's ability to fully dictate the financial policy of its
asset base. For example, the company can't issue debt that would
cause its debt to EBITDA to exceed 6x or approve a bankruptcy or
certain other items. That said, due to its majority interest,
WhiteWater has the ability to dictate many other cash and business
uses without MPLX's approval.
S&P asid, "We see a clear path for WhiteWater to improve its
financial measures through 2024.The company is completely dependent
on the cash flow from Whistler and its subsidiaries to service its
financial obligations. Therefore, we proportionally consolidate its
62.5% stake in Whistler. We forecast WhiteWater will deleverage to
about 4.0x given the benefits from the excess cash flow (ECF)
sweep, the mandatory amortization payments at its subsidiary, and
the increased cash flow from its expansion projects. Over the next
two years, we forecast its weighted average S&P Global
Ratings-adjusted debt to EBITDA will be in the 5.25x-5.50x area. We
also forecast the company will generate surplus free operating cash
flow (FOCF) of about $100 million in 2023 and over $200 million in
2024 given its minimal maintenance capital needs over the next two
years. WhiteWater's growth capital will be elevated over the next
two years as it advances the construction of the ADCC Pipeline,
which is a critical supply line into Cheniere Energy Inc.'s
facility. ADCC will provide approximately 50% (2.5 billion cubic
feet per day [Bcf/d]) of Cheniere's Corpus Christi LNG supply needs
under a 20-year MVC contract. When ADCC becomes operational, we
forecast the company's S&P Global Ratings-adjusted leverage will
improve to the 4.50x-4.75x area in 2024.
"We assess WhiteWater as being owned by a financial sponsor.
WhiteWater is owned by affiliates of I Squared Capital, which we
consider to be a private-equity firm. In our view, private-equity
firms generally have shorter investment holding periods and use
leverage to maximize the shareholder returns. That said, we do not
expect WhiteWater to pursue incremental borrowings at Whistler such
that its leverage approaches 6x. In addition, the credit agreement
requires I Squared to maintain majority control and does not permit
it to reduce its equity interest below 50.1%.
"The stable outlook reflects the predictability and stability of
WhiteWater's cash flows due to Whistler's long term MVCs. We expect
the company's S&P Global Ratings-adjusted debt to EBITDA will be
about 6.0x in 2023 and improve to between 4.50x and 4.75x in 2024.
We also expect the company's leverage will gradually decline to the
4.0x area as its benefits from the cash flow sweep and the
completion of its various expansion projects.
"We could consider a negative rating action if WhiteWater's S&P
Global Ratings-adjusted debt to EBITDA increases above 5.5x on a
consistent basis, which could occur due to a lower-than-anticipated
excess cash sweep, incremental debt, or if it pursues a more
aggressive financial policy.
"We could consider a positive rating action if WhiteWater achieves
S&P Global Ratings-adjusted debt to EBITDA of below 4.5x on a
consistent basis while expanding the scale of its operations and
demonstrating a track record of stable profitability measures such
that we view its business risk profile more favorably."
ESG credit indicators E-3, S-2, G-3
S&P said, "Environmental and governance factors are a moderately
negative consideration in our credit rating analysis of WhiteWater,
which reflects our view of its operating subsidiaries. We believe
the company is susceptible to longer-term volume declines from
producers because of reduced demand for hydrocarbons, reduced
drilling activity, and the transition to renewable energy sources.
Although Whistler is a relatively new pipeline and does not have a
track record of material operational issues, it faces other direct
environmental risks related to potential gas leakage and damage to
the environment. Governance factors are a moderately negative
consideration, as is the case for most rated entities owned by
private-equity sponsors. We believe the company's financial risk
profile points to corporate decision-making that prioritizes the
interests of its controlling owners. Our assessment also reflects
the company's generally finite holding periods and focus on
maximizing shareholder returns."
WILDFLOWER GROUP: Unsecureds Will Get 5% of Claims over 3 Years
---------------------------------------------------------------
The Wildflower Group LLC and TWG Konnect LLC filed with the U.S.
Bankruptcy Court for the District of New Jersey a Plan of
Reorganization dated January 12, 2023.
The Debtors are limited liability companies of the State of New
Jersey. The Debtors are award winning license and e-commerce
service providers working to increase sales and brand awareness of
brands in manufacturing, retail and entertainment.
The Debtors elected to commence the Chapter 11 bankruptcy cases in
order to stop Amerifi Capital from effectively shutting down the
Debtors' business operations. Filing the bankruptcy proceedings was
also believed by the Debtors to be a necessary step to protect the
senior priority position of the SBA, whose loan is critical to the
Debtors' operations.
The Debtors' assets as of the November 4, 2022 filing date
consisted of the following (i) $6,759.76 in bank deposits; (ii)
landlord security deposits of $25,200; (iii) miscellaneous office
and equipment having an unknown value of likely less than $15,000;
and (iv) inventory having a book value of $366,000, but a likely
forced sale value of less than $50,000.
The Debtors have the following outstanding liabilities: (i) a
Secured Claim due to the SBA having a balance due of $529,482.12,
which claim is secured by a lien upon all assets; (ii) General
Unsecured Claims of approximately $2,877,958, including claims of
wholly unsecured alleged secured creditors, numerous merchant
credit obliges who provided funding to the Debtors, and the office
premises landlord and does not include the estimated damage
rejection claim of executory contracts.
The Plan provides for the payments to be made from the Debtors'
ongoing business operations.
The US Small Business Administration (the "SBA") holds an Allowed
Secured Claim as of the Petition Date in the amount of $529,482.12
and shall continue receiving monthly payments in accordance with
the applicable pre-petition loan documents.
Priority Tax Claims are proposed to be paid a total of $150,000 in
quarterly distributions over a period of 3 years. The Debtors
estimate that the aggregate amount of Unsecured Claims is
approximately $2,877,598/ This estimation does not include an
estimation of the rejection damage claims of the leases and
executory contracts. Thus, Unsecured Creditors are projected to
realize just over 5% of their Allowed Claims over the three-year
period of payments under the Plan.
The Plan will be funded by the Debtors' cash on hand as of
Confirmation and the cash generated by the Debtors' continuing
operations. The Debtors expect to have sufficient cash on hand to
make the payments required on the effective date.
Michael Carlisle will continue to manage the Debtors' daily
operations. Michael Carlisle's annual, pre-petition compensation
has consisted of an annual salary of $125,000, and shall continue
at such level for the three-year period of the Plan.
A full-text copy of the Plan of Reorganization dated January 12,
2023 is available at https://bit.ly/3iOn9rI from PacerMonitor.com
at no charge.
Counsel to the Debtors:
RABINOWITZ, LUBETKIN & TULLY, LLC
Jay L. Lubetkin, Esq.
293 Eisenhower Parkway, Suite 100
Livingston, NJ 07039
Telephone: (973) 597-9100
About The Wildflower Group LLC
The Wildflower Group LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-18793) on Nov. 4,
2022. In the petition signed by Michael Carlisle, member, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Jay L. Lubetkin, Esq., at Rabinowitz, Lubetkin & Tully, LLC, is the
Debtor's legal counsel.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Vogans Alley Bistro LLC
Bankr. D. Ariz. Case No. 22-08285
Chapter 11 Petition filed December 30, 2022
See
https://www.pacermonitor.com/view/MRXXPBA/VOGANS_ALLEY_BISTRO_LLC__azbke-22-08285__0019.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Carla S. Carraway
Bankr. D.C. Case No. 23-00008
Chapter 11 Petition filed January 9, 2023
represented by: Douglas Gottron, Esq.
In re Bistro 1804 Inc.
Bankr. E.D.N.Y. Case No. 23-40053
Chapter 11 Petition filed January 9, 2023
See
https://www.pacermonitor.com/view/QLCO56Y/Bistro_1804_Inc__nyebke-23-40053__0001.0.pdf?mcid=tGE4TAMA
represented by: Rachel S. Blumenfeld, Esq.
LAW OFFICE OF RACHEL S. BLUMENFELD PLLC
E-mail: rachel@blumenfeldbankruptcy.com
In re James Eugene Baker
Bankr. N.D. Ala. Case No. 23-40027
Chapter 11 Petition filed January 10, 2023
represented by: Robert D. McWhorter, Jr., Esq.
In re Church Capital Corporation
Bankr. N.D. Cal. Case No. 23-40021
Chapter 11 Petition filed January 10, 2023
See
https://www.pacermonitor.com/view/P3DSFCA/Church_Capital_Corporation__canbke-23-40021__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert L. Goldstein, Esq.
LAW OFFICES OF ROBERT L. GOLDSTEIN
E-mail: info@taxexit.com
In re Creative Investors, Inc.
Bankr. S.D. Fla. Case No. 23-10171
Chapter 11 Petition filed January 10, 2023
See
https://www.pacermonitor.com/view/CUHPXTY/Creative_Investors_Inc__flsbke-23-10171__0001.0.pdf?mcid=tGE4TAMA
represented by: Joel Aresty, Esq.
JOEL M. ARESTY PA
E-mail: aresty@icloud.com
In re Le Yang
Bankr. S.D. Ind. Case No. 23-00075
Chapter 11 Petition filed January 10, 2023
represented by: Weston Overturf, Esq.
KROGER GARDIS & REGAS LLP
In re CCI Driveline, LLC
Bankr. E.D. Mich. Case No. 23-40198
Chapter 11 Petition filed January 10, 2023
See
https://www.pacermonitor.com/view/H2L472A/CCI_Driveline_LLC__miebke-23-40198__0001.0.pdf?mcid=tGE4TAMA
represented by: Jay S. Kalish, Esq.
LAW OFFICE OF JAY S. KALISH, P.C.
E-mail: jskalish@aol.com
In re Todd Raines
Bankr. E.D. Mich. Case No. 23-40189
Chapter 11 Petition filed January 10, 2023
represented by: George Jacobs, Esq.
In re Johnson Gas, LLC
Bankr. S.D. Miss. Case No. 23-00056
Chapter 11 Petition filed January 10, 2023
See
https://www.pacermonitor.com/view/CUEVJ6A/Johnson_Gas_LLC__mssbke-23-00056__0001.0.pdf?mcid=tGE4TAMA
represented by: Nicholas T. Grillo, Esq.
GRILLO LAW FIRM
E-mail: grillolawms@gmail.com
In re J B Montgomery Township II, LLC
Bankr. D.N.J. Case No. 23-10203
Chapter 11 Petition filed January 10, 2023
See
https://www.pacermonitor.com/view/22I3CUQ/J_B_Montgomery_Township_II_LLC__njbke-23-10203__0001.0.pdf?mcid=tGE4TAMA
represented by: Stuart D. Gavzy, Esq.
STUART D. GAVZY, ESQUIRE
E-mail: stuart@gavzylaw.com
In re Ranxez Garcia
Bankr. D.N.J. Case No. 23-10221
Chapter 11 Petition filed January 10, 2023
In re Anabell's Brazilian Wax, LLC
Bankr. E.D. Tex. Case No. 23-40064
Chapter 11 Petition filed January 10, 2023
See
https://www.pacermonitor.com/view/5DEXGRQ/Anabells_Brazilian_Wax_LLC__txebke-23-40064__0001.0.pdf?mcid=tGE4TAMA
represented by: Howard Marc Spector, Esq.
SPECTOR & COX, PLLC
E-mail: hms7@cornell.edu
In re Luciana Rosa
Bankr. E.D. Tex. Case No. 23-40065
Chapter 11 Petition filed January 10, 2023
represented by: Howard Spector, Esq.
In re Fenix Group, LLC
Bankr. D. Ariz. Case No. 23-00155
Chapter 11 Petition filed January 11, 2023
See
https://www.pacermonitor.com/view/FKSGGWI/FENIX_GROUP_LLC__azbke-23-00155__0001.0.pdf?mcid=tGE4TAMA
represented by: D. Lamar Hawkins, Esq.
GUIDANT LAW, PLC
E-mail: lamar@guidant.law
In re Michael Francisco Jimenez
Bankr. M.D. Tenn. Case No. 23-00077
Chapter 11 Petition filed January 11, 2023
represented by: Denis Waldron, Esq.
In re ATG Laboratories Corp.
Bankr. S.D. Fla. Case No. 23-10244
Chapter 11 Petition filed January 12, 2023
See
https://www.pacermonitor.com/view/XJS564Y/ATG_Laboratories_Corp__flsbke-23-10244__0001.0.pdf?mcid=tGE4TAMA
represented by: Mark S. Roher, Esq.
LAW OFFICE OF MARK S. ROHER, P.A.
E-mail: mroher@markroherlaw.com
In re Alliance Partners, Ltd.
Bankr. N.D. Ill. Case No. 23-00418
Chapter 11 Petition filed January 12, 2023
See
https://www.pacermonitor.com/view/3SDIM4Q/Alliance_Partners_Ltd__ilnbke-23-00418__0001.0.pdf?mcid=tGE4TAMA
represented by: Joel Schechter, Esq.
LAW OFFICES OF JOEL A. SCHECHTER
E-mail: joelschechter1953@gmail.com
In re Poseidon Moving, Inc.
Bankr. D. Mass. Case No. 23-10031
Chapter 11 Petition filed January 12, 2023
See
https://www.pacermonitor.com/view/LP722UA/Poseidon_Moving_Inc__mabke-23-10031__0001.0.pdf?mcid=tGE4TAMA
represented by: Richard N. Gottlieb, Esq.
LAW OFFICES OF RICHARD N. GOTTLIEB
E-mail: rnglaw@verizon.net
In re Decatur 429 LLC
Bankr. E.D.N.Y. Case No. 23-40081
Chapter 11 Petition filed January 12, 2023
See
https://www.pacermonitor.com/view/IFP25XY/Decatur_429_LLC__nyebke-23-40081__0001.0.pdf?mcid=tGE4TAMA
represented by: James J. Rufo, Esq.
LAW OFFICE OF JAMES J. RUFO
E-mail: jrufo@jamesrufolaw.com
In re Jordan Davis and Crystal Davis
Bankr. D. Ariz. Case No. 23-00230
Chapter 11 Petition filed January 13, 2023
represented by: D. Lamar Hawkins, Esq.
GUIDANT LAW, PLC
E-mail: lamar@guidant.law
In re Plant Based Pizza Boston LLC
Bankr. C.D. Cal. Case No. 23-10208
Chapter 11 Petition filed January 13, 2023
See
https://www.pacermonitor.com/view/LATEARQ/Plant_Based_Pizza_Boston_LLC__cacbke-23-10208__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Mary J Roberts
Bankr. N.D. Fla. Case No. 23-40015
Chapter 11 Petition filed January 13, 2023
represented by: Byron Wright, Esq.
In re DFK Transportation, LLC
Bankr. D.N.J. Case No. 23-10311
Chapter 11 Petition filed January 13, 2023
See
https://www.pacermonitor.com/view/TIJBJSA/DFK_Transportation_LLC__njbke-23-10311__0001.0.pdf?mcid=tGE4TAMA
represented by: Bruce W. Radowitz, Esq.
BRUCE W. RADOWITZ, ESQ. PA
E-mail: bradowitz@comcast.net
In re Jody Sean McIntyre
Bankr. S.D. Tex. Case No. 23-10006
Chapter 11 Petition filed January 13, 2023
represented by: Rios Verlinda, Esq.
In re Elite Drywall, Inc.
Bankr. W.D. Tex. Case No. 23-10013
Chapter 11 Petition filed January 13, 2023
See
https://www.pacermonitor.com/view/NSTXFWA/Elite_Drywall_Inc__txwbke-23-10013__0001.0.pdf?mcid=tGE4TAMA
represented by: Todd TH Headden, Esq.
HAYWARD PLLC
E-mail: theadden@haywardfirm.com
In re Mariscos Los Primoz
Bankr. E.D. Cal. Case No. 23-20124
Chapter 11 Petition filed January 16, 2023
See
https://www.pacermonitor.com/view/6LDLDRY/Mariscos_Los_Primoz__caebke-23-20124__0001.0.pdf?mcid=tGE4TAMA
represented by: Noel Christopher Knight, Esq.
THE KNIGHT LAW GROUP
E-mail: lawknight@theknightlawgroup.com
In re Top Home Care Agency LLC
Bankr. W.D. Pa. Case No. 23-20082
Chapter 11 Petition filed January 16, 2023
See
https://www.pacermonitor.com/view/BABHPLA/Top_Home_Care_Agency_LLC__pawbke-23-20082__0001.0.pdf?mcid=tGE4TAMA
represented by: Christopher M. Frye, Esq.
STEIDL & STEINBERG, P.C.
E-mail: chris.frye@steidl-steinberg.com
*********
Monday's edition of the TCR delivers a list of indicative prices
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