/raid1/www/Hosts/bankrupt/TCR_Public/230127.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, January 27, 2023, Vol. 27, No. 26
Headlines
141 TROUTMAN: Jan. 31 Hearing on Interim Approval of Disclosures
3 WISEMEN: Seeks to Hire Steidl and Steinberg as Legal Counsel
44TH STREET: SARE Files for Chapter 11 Bankruptcy
4TH AVENUE APARTMENTS: Feb. 27 Hearing on Plan & Disclosures
942 PENN RR: Sale Proceeds to Fund Trustee's Plan
AD1 URBAN: Owners of 8 Florida Hotels Seek Chapter 11 Bankruptcy
ADG CMDOMS: Unsecureds Will Get 27% of Claims over 5 Years
AETHON UNITED: S&P Affirms 'B Issuer Credit Rating, Outlook Stable
AGAVE AZUL: Voluntary Chapter 11 Case Summary
ALWAYS CARING: April 13 Combined Hearing on Plan & Disclosures
AMC ENTERTAINMENT: Gets Add'l Extension to Covenant Suspension
AMERICAN GREETINGS: S&P Rates Senior Secured Term Loan B 'B+'
AMERICANAS S.A.: Chapter 15 Case Summary
ARSENAL INTERMEDIATE: Case Summary & 17 Unsecured Creditors
BEER REPUBLIC: Taps Law Offices of Henry F. Sewell as Counsel
BLOCKFI INC: Intends to Sell $160M Bitcoin Miner-Backed Loans
BOLTA US: Seeks Approval to Hire Ordinary Course Professionals
BOLTA US: Seeks Approval to Hire Rosen Harwood as Local Counsel
BOLTA US: Seeks to Hire McDonald Hopkins as Bankruptcy Counsel
BUCKINGHAM TOWER: Taps Maltz Auctions as Real Estate Broker
C & M TRUCKING: Seeks to Hire Johnson & Johnson as Legal Counsel
CINEWORLD GROUP: Regal Cinemas to Close 39 More Locations
CORE SCIENTIFIC: Seeks to Hire Ordinary Course Professionals
CRESCENT ENERGY: Moody's Ups CFR to Ba3 & Alters Outlook to Stable
CRESCENT ENERGY: S&P Alters Outlook to Positive, Affirms 'B' ICR
CUREPOINT LLC: Seeks to Hire Radiology Oncology as Appraiser
CUREPOINT LLC: Trustee Taps OCP to Provide Accounting Services
ENDO INTERNATIONAL: Opioid Panel Taps Klestadt as Conflicts Counsel
EVERGREEN ACQCO 1: Moody's Affirms B2 CFR & Rates $500MM Notes B2
FARMA SCI LIFE: Starts Subchapter V Bankruptcy
FIRST PREMIER FUNDING: Seeks Chapter 11 Bankruptcy Protection
FJC MANAGEMENT: Case Summary & Six Unsecured Creditors
FRANCHISE GROUP: Moody's Rates New $200MM Add-on Term Loan 'B1'
FREE SPEECH: Court OKs Interim Cash Collateral Access
FTX GROUP: $700M Assets of Sam Bankman-Fried May be Forfeited
GIRARDI & KEESE: Erika Renews Bid to Drop Edelson Racketeering Suit
GUNTHER CHARTERS: Charter Bus Company Files for Chapter 11
HANJRA TRUCKING: Taps Lonestar Business as Real Estate Broker
HEADQUARTERS INVESTMENTS: Property Sale Proceeds to Fund Plan
HIGGINS AG: Seeks Approval to Hire Spencer Fane as Legal Counsel
HUNYGIRLS VENTURES: Seeks to Hire Stichter as Legal Counsel
INNER CITY: Taps Sophia Graves of Keller Williams as Realtor
JAMES AND JAN: Seeks to Hire Michael Jay Berger as Legal Counsel
JSM GLOBAL: Chapter 15 Case Summary
JUMBA LLC: Home Sale Proceeds & Operations Income to Fund Plan
JUST BELIEVE: Creditors to Get Proceeds From Liquidation
LABORATORIES BODYCAD: Obtains CCAA Initial Stay Order
LAW OFFICES OF BRIAN: Case Summary & Two Unsecured Creditors
M.A.R. DESIGNS: Seeks to Hire Carr Riggs & Ingram as Accountant
MARYMOUNT UNIVERSITY: Moody's Downgrades Issuer Rating to B1
MATADOR RESOURCES: Advance Deal No Impact on Moody's 'Ba3' Rating
MATCON CONSTRUCTION: Files for Chapter 11 Bankruptcy
MAUSER PACKAGING: Moody's Rates New $2.75BB Secured Notes 'B2'
MEDFORD LLC: Case Summary & 14 Unsecured Creditors
MIAMI JET TOURS: Case Summary & 13 Unsecured Creditors
MYLIFE.COM INC: Seeks to Hire Hahn & Hahn as Special Counsel
NATIONAL ADVANCED: Taps Morris & Morris as Bankruptcy Counsel
NATIONWIDE INVESTORS: Rental Income to Fund Plan Payments
NGV GLOBAL: Seeks to Hire Harney Partners as Financial Advisor
NUOVO CIAO-DI: 88 Washington Place Units Owner Seeks Chapter 11
PHYSIQ INC: Case Summary & 20 Largest Unsecured Creditors
POSEIDON MOVING: Seeks Approval to Hire TicTax as Accountant
PREMIER GRILLING: Taps BlackBriar as Financial Advisor
RAYONIER ADVANCED: Refinancing Delay No Impact on Moody's B3 CFR
REVERSE MORTGAGE: Committee Taps Blank Rome as Delaware Counsel
REVERSE MORTGAGE: Committee Taps Province as Financial Advisor
REVERSE MORTGAGE: Committee Taps Thompson as Legal Counsel
S2 ENERGY: Seeks to Hire Seaport Global as Investment Banker
SCHIERHOLZ & ASSOCIATES: Broadmoor Mobile Home Park in Chapter 11
SILVER INVESTORS: Seeks to Hire Stacey Simon Reeves as Counsel
SOUTHERN EFFICIENCY: Taps Wilson as Bankruptcy Counsel
STAT HOME: Gets OK to Hire Healthcare Consulting as Business Broker
STOCKTON GOLF: Taps Z Gordon Davidson as Real Estate Appraiser
SUNLIGHT RIVER: Trustee Taps Chambers Realty Group as Broker
TAG MOBILE: Trustee Taps Rochelle McCullough as New Counsel
TANDEM REAL ESTATE: Commences Subchapter V Proceedings
TOMS KING: Seeks to Hire A&G Realty as Real Estate Advisor
UNITED FURNITURE: Involuntary Chapter 7 Converted to Chapter 11
VANTAGE DRILLING: S&P Raises First-Lien Notes Rating to 'CCC+'
VITAL PHARMACEUTICALS: Taps Grant Thornton as Financial Advisor
WEI SALES: Moody's Withdraws 'B2' CFR Following Debt Repayment
WINC INC: Committee Seeks to Hire A.M. Saccullo as Co-Counsel
WINC INC: Committee Seeks to Hire ArentFox Schiff as Legal Counsel
WINC INC: Committee Seeks to Hire CohnReznick as Financial Advisor
WORLEY CHIROPRACTIC: Unsecureds Will Get 100% of Claims in Plan
WYTHE BERRY: Bankruptcy Case Can Proceed, Judge Rules
YOLANDA C. HOLMES: Unsecureds to Recover 5.7% in Subchapter V Plan
*********
141 TROUTMAN: Jan. 31 Hearing on Interim Approval of Disclosures
----------------------------------------------------------------
The Honorable Nancy H. Lord of the United States Bankruptcy Court
for the Eastern District of New York has agreed to hold a hearing
on January 31, 2023 at 3:15 p.m. via Zoom platform to consider 141
Troutman, LLC, et al.'s motion seeking conditional approval of the
Debtors' revised amended disclosure statement and scheduling
a combined hearing on shortened notice to consider final approval
of the Disclosure Statement and confirmation of the Debtors'
revised amended chapter 11 joint plan of reorganization.
Objections, if any, to the Combined Hearing Motion shall be filed
in writing with the Clerk of the Bankruptcy Court through the
Bankruptcy Court's electronic case filing system, with a copy
emailed to counsel for the Debtors at knash@gwfglaw.com before the
Hearing.
About 141 Troutman, et al.
141 Troutman, LLC, 243 Suydam, LLC, and Union Residence, LLC, are
owners of residential buildings in Brooklyn, New York,
141 Troutman filed a petition for Chapter 11 protection (Bankr.
E.D.N.Y. Lead Case No. 22-40337) on Feb. 24, 2022, listing
$2,372,944 in total assets and $14,537,068 in total liabilities.
243 Suydam filed for Chapter 11 protection (Bankr. E.D.N.Y. Case
No. 22-40339) on Feb. 24, 2022, listing $4,605,790 in total assets
and $14,675,136 in total liabilities.
Union Residence filed for Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 22-40342) on Feb. 24, 2022, listing $6,758,667 in assets
and $14,536,870 in liabilities.
The Debtors' cases are jointly administered.
Chaim Lefkowitz, manager, signed the petitions.
Judge Nancy Hershey Lord oversees the cases.
Goldberg Weprin Finkel Goldstein, LLP, serves as the Debtors' legal
counsel.
3 WISEMEN: Seeks to Hire Steidl and Steinberg as Legal Counsel
--------------------------------------------------------------
The 3 Wisemen LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of Pennsylvania to hire Steidl and Steinberg,
P.C. to handle its Chapter 11 case.
The hourly rate for Steidl and Steinberg is $350 per hour.
A retainer totaling $5,000, plus the filing fee of $1,738, was paid
by the Debtor to the firm prior to the filing of the case.
As disclosed in court filings, Steidl and Steinberg is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Christopher M. Frye, Esq.
Steidl and Steinberg, P.C.
2830 Gulf Tower
707 Grant Street
Pittsburgh, PA 15219
Phone: 412- 391-8000
Email: chris.frye@steidl-steinberg.com
About The 3 Wisemen
The 3 Wisemen, LLC provides tree removal services in Western
Pennsylvania.
The 3 Wisemen sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 22-22565) on Dec 30,
2022, with up to $100,000 in assets and up to $500,000 in
liabilities. Rhonda L. Weber, member of The 3 Wisemen, signed the
petition.
Judge Carlota M. Bohm oversees the case.
Christopher M. Frye, Esq., at Steidl & Steinberg, P.C., is the
Debtor's legal counsel.
44TH STREET: SARE Files for Chapter 11 Bankruptcy
-------------------------------------------------
44th Street Investment LLC filed for chapter 11 protection in the
District of Arizona.
The Debtor disclosed $1,160,312 in assets against $2,037,208 in
liabilities
The Debtor, a Single Asset Real Estate, owns the property at 191 E.
44th Street, Tucson AZ 85713 APN 132-04-2740, valued at $1,150,000.
The Debtor's 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. 23, 2023, at 10:30 AM as a Telephonic Hearing (341).
About 44th Street Investment
44th Street Investment LLC is a Single Asset Real Estate (as
defined in 11 U.S.C. Sec. 101(51B)).
44th Street Investment filed a petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Ariz. Case No. 23-00317) on Jan.
18, 2023. In the petition filed by Mark Allen, as manager, the
Debtor reported assets and liabilities between $1 million and $10
million.
The Debtor is represented by:
Robert M. Charles, Jr., Esq.
LEWIS ROCA ROTHGERBER CHRISTIE LLP
3191 E. 44TH ST.
TUCSON, AZ 85713
4TH AVENUE APARTMENTS: Feb. 27 Hearing on Plan & Disclosures
------------------------------------------------------------
Judge Craig A. Gargotta has entered an order conditionally
approving the Disclosure Statement of 4th Avenue Apartments, LLC.
The Court will conduct a combined hearing on final approval of the
Disclosure Statement and confirmation of the Plan, including timely
filed objections to confirmation and to final approval of the
Disclosure Statement, on Feb. 27, 2023, at 10:00 a.m. (CT).
The Plan Supplement filing deadline will be on February 9, 2023.
The Plan voting deadline and the deadline to object to Disclosure
Statement and Confirmation will be on Feb. 16, 2023, at 4:00 p.m.
(CT).
The following exhibits attached to the Motion are approved:
* Ballot: Class 1: First Lien Secured Claim
* Ballot: Class 2: Property Tax Claims
* Ballot: Class 3: General Unsecured Claims
* Notice of Non-Voting Status
* Notice of Combined Hearing
Proposed Counsel to the Debtor and Debtor in Possession:
Lenard M. Parkins, Esq.
Charles M. Rubio, Esq.
Matthew W. Bourda, Esq.
PARKINS & RUBIO LLP
700 Milam Street, Suite 1300
Houston, TX 77002
Tel: (713) 715-1660
Fax: (713) 715-1669
E-mail: lparkins@parkinsrubio.com
crubio@parkinsrubio.com
mbourda@parkinsrubio.com
About 4th Avenue Apartments
4th Avenue Apartments LLC is a Single Asset Real Estate (as defined
in 11 U.S.C. Sec. 101(51B)). The Company is one of several
affiliated companies that purchase, refurbish, operate, and manage
residential real estate as attractive investment opportunities. The
Company owns a 52-unit garden-style apartment community built
between 1950 and 1956 in Phenix City, Alabama, part of the
Columbus, Georgia Metropolitan Statistical Area, and directly
across the Chattahoochee River from Fort Benning. The Property
comprises 13 buildings totaling 59,200 sq. ft. at an average of
1,138 sq. ft. per unit. On the Web:
https://wildmountaincapital.com/
4th Avenue Apartments LLC filed a petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-51475) on
Dec. 29, 2022. In the petition filed by Mark Allen, as manager, the
Debtor reported assets and liabilities between $1 million and $10
million.
The Debtor is represented by:
Lenard M. Parkins, Esq.
Parkins & Rubio LLP
2115 Stephens Place
Suite 1100
New Braunfels, TX 78130
942 PENN RR: Sale Proceeds to Fund Trustee's Plan
-------------------------------------------------
Barry Mukamal, solely in his capacity as Chapter 11 Trustee of the
bankruptcy estate of 942 Penn RR, LLC, filed a First Amended Plan
of Liquidation and a corresponding Disclosure Statement.
The Debtor owns real property located at 942 Pennsylvania Ave.,
Miami Beach. FL 33139 (the "Real Property"). On September 25, 2017,
the Debtor acquired title to the Real Property via quit claim deed
(the "QCD") from J.E. Bley Overseas Trade of South Florida, Inc.
("JE Bley"). The QCD was executed on behalf of JE Bley by, among
others, Mendez as JE Bley's vice-president. The Debtor asserts that
after acquiring the Real Property it undertook major renovations of
the Real Property. at an alleged cost of approximately $8 million.
Although to date, the Debtor and its principals have been unable to
provide the Trustee with any documents evidencing the amounts spent
renovating the Real Property. The Real Property is a 29-unit
building that operates as a short-term vacation rental through
websites such as Booking.com and VRBO. The operation of the Real
Property as a short-term vacation rental comprises substantially
all of the Debtor's business operations. and the Real Property.
together with the furnishings and fixtures located therein and
incident to the operation of the Debtor's business as listed on
Line 39 of the Debtor's Amended Schedule A/B (but excluding any and
all computers and the management, employees and operating business
but including existing future reservations past the closing date.
if any) (the "Furniture." and together with the Real Property. the
"Sale Property"), comprises nearly all of the Debtor's assets.
On December 8, 2022, the Trustee filed his Expedited Motion to
Employ (i) Jason Welt and Trustee Realty, Inc. and (ii) Lamar
Fisher and Fisher Auction Company as Real Estate Brokers to the
Estate to Market Real Estate Property Located at 942 Pennsylvania
Ave., Miami Beach, FL 33139 (the "Broker Motion"), which sought to
employ Jason Welt and Trustee Realty, Inc. ("Welt") and Lamar P.
Fisher and Fisher Auction Company ("Fisher" and together with Welt,
the "Brokers") as brokers to market and sell at auction (1) the
Real Property, and (11) the furnishings and fixtures located
therein and incident to the operation of the Debtor's business as
listed on Line 39 of the Debtor's Amended Schedule AB (excluding
any and all computers and the management, employees, and operating
business, but including existing future reservations past the
closing date, if any) (the "Furniture" and collectively with the
Real Property, the "Sale Property"). At a hearing held on December
14. 2022, the Court approved in part the Broker Motion,
authorizing: (1) the Trustee to employ the Brokers to market and
sell the Sale Property: (11) approving a commission structure, to
be paid by a 6% buyer's premium, of which 2% is payable to Welt, 2%
payable to Fisher and the remaining 2% payable to a buyer side
broker if one 1s involved, or otherwise to be paid to the Estate:
(111) authorizing the Estate to reimburse the Brokers for up to
$25,000 in out-of-pocket expenses incurred by the Brokers related
to marketing, advertising, and other sale related costs in
connection to the sale: and (iv) reserved ruling on the Trustee's
request for approval of a $100,000 No Auction Fee in the event the
Debtor's Principals redeem the Sale Property pending further
briefing by the Trustee. Thereafter, the Trustee filed a Supplement
to Expedited Motion to Employ (i) Jason Welt and Trustee Realty,
Inc., and (ii) Lamar P. Fisher and Fisher Auction Company as Real
Estate Brokers to the Estate to Market Real Estate Property Located
at 942 Pennsylvania Ave., Miami Beach, FL 33139, in support of the
$100.000 No Auction Fee in the event of a redemption by the Debtor
or its principals. At the continued hearing on January 5, 2023, the
Court granted in part the Trustee's request for approval of the No
Auction Fee.
On December 13, 2022, the Trustee filed his Motion for Entry of
Order (i) Establishing and Approving Bid Procedures; (ii)
Authorizing Auction Sale Free and Clear of All Liens, Claims,
Interests, and Encumbrances; (iii) Establishing Dates for Sale and
Approval of Sale; and (iv) Granting Other Related Relief (ECF No.
577) (the "Bid Procedures Motion"). which sought the approval of
bidding procedures and redemption procedures. The Trustee later
filed his Supplement to Motion for Entry of Order (i) Establishing
and Approving Bid Procedures; (ii) Authorizing Auction Sale Free
and Clear of All Liens, Claims, Interests, and Encumbrances; (iii)
Establishing Dates for Sale and Approval of Sale; and (iv) Granting
Other Related Relief (the Supplement"). The Bid Procedures Motion
was heard by the Court on January 5, 2023. and was approved as
modified by the Supplement, and as stated on the record at the
hearing (the "Sale Procedures Order"). Due to the likelihood that
there may be equity in the Real Property, the Trustee sought and
the Court approved procedures to permit the Debtor and/or the
Debtor's Principals to redeem the Sale Property.
Under the Plan, Class 2 General Unsecured Creditors will be paid
upon the closing of the Sale Property, or soon thereafter as funds
may be available taking into consideration adequate reserves
determined by the Plan Administrator in the exercise of his
business judgment for Post-Confirmation Administrative Claims. To
the extent there are not adequate funds in the Estate to pay Class
2 creditors in full, Class 2 creditors will receive a pro-rata
share of the remaining funds in the Estate.
No holder of a Class 2 claim will be paid unless and until all of
the following are paid in full, resolved or otherwise reserved for
distribution: all Allowed Administrative Claims, all Allowed
Post-Confirmation Administrative Claims, all Allowed Priority Tax
Claims, and all Allowed Claims in Classes 1A. Class 2 is
impaired.
The means necessary for the execution and implementation of the
Plan shall be a sale of the Debtor's assets. including the Sale
Property (the "Sale Transaction"), pursuant to the procedures and
in the Sale Procedures Order. The approved Bidding Procedures
provide among other things: a procedure by which the Brokers shall
market and sell the Sale Property; establish requirements and
deadlines for becoming a qualified bidder for the auction, permit a
procedure for establishing (but not requiring) a stalking horse
bidder; and approve compensation terms for the Brokers. All
interested parties are urged to carefully review Sale Procedures
Order. The Bidding Procedures shall govern a sale of the Sale
Property in the event the Debtor or its principals do not timely
redeem the Sale Property and/or do not otherwise confirm a
competing plan of reorganization. In such circumstances, the
Trustee's Plan shall become effective on the closing of the sale of
the Sale Property, and the Plan Administrator shall be appointed.
Attorneys for the Trustee:
Scott N. Brown, Esq.
Dana R. Quick, Esq.
BAST AMRON LLP
One Southeast Third Avenue, Suite 2410
Miami, FL 33131
Telephone: (305) 379-7904
Facsimile: (786) 206-8740
E-mail: sbrown@bastamron.com
dquick@bastamron.com
A copy of the Disclosure Statement dated Jan. 18, 2023, is
available at https://bit.ly/3Xr0JvD from PacerMonitor.com.
About 942 Penn RR
942 Penn RR, LLC, owns a short-term luxury apartment building
located at 942 Pennsylvania Ave., Miami Beach, Fla.
942 Penn RR filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14038) on
May 23, 2022, with $1,617,630 in total assets and $27,179,541 in
total liabilities. Raziel Ofer, manager, signed the petition.
Judge Robert A. Mark oversees the case.
The Law Office of Mark S. Roher, PA is the Debtor's legal counsel.
On June 29, 2022, the Court appointed Barry E. Mukamal as the
Debtor's Chapter 11 trustee. Bast Amron, LLP and KapilaMukamal,
LLP, serve as the Trustee's legal counsel and accountant,
respectively.
AD1 URBAN: Owners of 8 Florida Hotels Seek Chapter 11 Bankruptcy
----------------------------------------------------------------
AD1 Urban Palm Bay, LLC and 13 affiliates that own and operate
eight, either newly constructed or renovated, hotels throughout
Florida that are under the "flags" of the IHG, Marriot, Hilton, and
Hyatt brands have sought Chapter 11 bankruptcy protection.
The Debtors that own the hotels are:
1. AD1 Celebration Hotels, LLC: Staybridge Suites Orlando Royale
Parc Suites (224 rooms, Built in 1988)
2. AD1 Urban Palm Bay Place, LLC: Hyatt Place Melbourne, Palm
Bay, FL (106 rooms, Built in 2020)
3. AD1 Daytona Hotels, LLC: Rushhh Daytona Beach, Tapestry
Collection by Hilton (110 rooms, Built in 1972, Renovated in 2021)
4. AD1 Urban Palm Bay, LLC Home Suites by Hilton Palm Bay I95 (87
rooms, Built in 2020)
5. AD1 LBV1, LLC: Crowne Plaza Orlando Lake Buena Vista (200
rooms, Built in 1988)
6. AD1 Urban SW, LLC: Aloft Orlando International Drive (144
rooms, Built in 2021)
7. AD1 Urban SW, LLC: Element Orlando International Drive (140
rooms, Built in 2021)
8. AD1 PB Airport Hotels, LLC: Holiday Inn Palm Beach Airport
Conference Center (199 rooms, Built in 1987).
The Properties collectively offer 1,210 rooms with four of the
Properties situated within Orlando's primary tourism corridors: two
properties (Aloft/Element) are in the International Drive
submarket, one (Crowne Plaza) is in Lake Buena Vista and one
(Staybridge) is in the Celebration area. Two properties (Hyatt
Place/Home2) are in the Melbourne/Palm Bay market, one (Crowne
Plaza) is in the Palm Beach/West Palm Beach market, and one (Rushhh
Tapestry) is in the Daytona Beach/Beachside market.
Six of the Properties are either newly built or recently
repositioned (after a transformative renovation), with the Holiday
Inn Palm Beach Airport still being under renovation to convert to a
Crowne Plaza branded-property, a process that has significantly
been delayed by certain Lender.
The beachfront Rushhh Tapestry in Daytona Beach underwent
renovations in mid to late 2022 and was also scheduled to open in
2022 but was damaged because of Hurricane Nicole, and the opening
has been delayed as a result. Debtor AD1 Daytona Hotels, LLC has
filed insurance claims for the damage
$262M As-Stabilized Value
The Debtors' most recent set of unaudited financial statements
reflect assets with a book value totaling $204,853,088 and
liabilities totaling $186,411,881 as of Nov. 30, 2022.
Berkadia Proprietary Holding LLC, a leading finance broker in the
commercial real estate industry, issued a broker's opinion of value
in October 2022 (the "Berkadia BOV") that valued the total
portfolio of Properties at an "as-is" price of $210,500,000 and
valued the Properties "as-stabilized value" at $262,000,000.
AD1 LBV1, LLC; AD1 Celebration Hotels, LLC; AD1 Daytona Hotels,
LLC; AD1 PB Airport Hotels, LLC; AD1 SW Property Holdings, LLC; AD1
Urban Palm Pay Place, LLC; and AD1 Urban Palm Bay, LLC
(collectively, the "Borrowers") are parties to a Loan Agreement
dated as of Dec. 10, 2021, with HPS Investment Partners, LLC, as
lender, as amended by a First Amendment dated as of June 30, 2022
by and among the Borrowers, the Lender and non-debtor guarantors
Jose Daniel Berman, myself, Arie Fridzon, and AD1 Management, Inc.
(together, the "Prepetition Loan"). Each of the Borrowers executed
documents related thereto pursuant to which the Lender may purport
to have a security interest in certain or all the Debtors' real and
personal assets. Debtors AD1 LBV Hotels, LLC; AD1 Celebration
Holdings, LLC; AD1 Daytona Holdings, LLC; AD1 Palm Beach Airport
Hotels, LLC; AD1 Urban Strategy Palm Bay, LLC; and AD1 Urban SW,
LLC each executed a Pledge Agreement and Pledgor Guaranty dated as
of Dec. 10, 2021. As of the Petition Date, the outstanding
principal amount under and in connection with the Loan Documents is
approximately $165,000,000, plus interest and charges.
Events Leading to Chapter 11 Filing
Alex Fridzon, the Chief Operating Officer and Partner of AD1 Global
Hotels, LLC, explains that although hotel revenues stabilize over
time and experience predictable cash flows with normal seasonal
variation, at all relevant times from the inception of the
Prepetition Loan, the Properties have been in various states of
development and capital improvement. In light of the developmental
nature of these Properties, as well as the uncertainty of the
recovery in the hospitality market following the COVID pandemic,
the Loan Agreement contains various covenants relating to, among
other things, (i) the completion date for certain CAPEX projects;
(ii) the maintenance of cash reserves for future capital
expenditures; and (iii) the maintenance of significant cash
reserves to pay monthly debt service payments to Lender in the
event of short falls in operational cash flows.
During the 2022 calendar year, the Borrowers experienced several
significant setbacks that impacted operating cash flows, including
(i) the unprecedented rise in interest rates, which considerably
increased the debt service on the Prepetition Loan, (ii) a
significant inflation increase for goods and services, (iii)
construction delays outside of the Borrowers' Control, and the
impact of Hurricane Nicole on the Rushhh Tapestry (Daytona Beach).
Beginning in September 2022, the Lender began being inconsistent on
providing access to cash for certain necessary expenses, which
created a strain on the Debtors' operations.
By October 2022, the interest reserve account ("IR Account")
established to cover operating cash flow shortfalls was depleted
and the Borrowers' operating cash flows were insufficient to pay
all of the Borrowers' operating expenses and the monthly debt
service due under the Loan Agreement.
As a result of the above-described events, on Nov. 2, 2022, Lender
declared that certain events of default had occurred under the Loan
Documents and were continuing. In connection therewith, the Lender
exercised its rights under certain Deposit Account Control
Agreements ("DACAs") and the Debtors became unable to utilize the
funds received into their Customer Deposit Accounts without
explicit approval from the Lender. In addition, the Lender began
to accrue interest on the outstanding principal balance of the
Prepetition Loan at the default rate starting November 1, 2022.
On Nov. 14, 2022, Borrowers, Lender, and Mr. Berman executed an
agreement (the "Pre-Negotiation Agreement"), pursuant to which the
parties thereto made certain acknowledgements, including that as of
such date the outstanding principal amount of the Prepetition Loan,
including all accrued and unpaid interest, was $164,977,611 and
that certain events of default under the Loan Documents had
occurred and were continuing, and to set forth certain procedures
for on-going negotiations.
On Nov. 23, 2022, Lender sent Borrowers a letter attaching a
proposal dated Nov. 17, 2022, laying out a list of requirements
that it sought in exchange for entering into a modification of the
Prepetition Loan. The Lender offered a short term forbearance
through Jan. 31, 2023 provided that the Borrowers (a) immediately
retain Fulcrum Hospitality, a third-party hotel asset management
firm, (b) fund $15,000,000 to the Prepetition Loan's IR Account on
or before January 31, 2023, (c) purchase an interest rate cap no
later than Dec. 15, 2022, and (d) agree to a "deed-in-a-box"
structure by Dec. 15, 2022 whereby the deeds to the Properties
would be transferred to a title company selected by Lender and
placed in escrow. In the event that the Borrowers failed to
perform any of the foregoing before January 31, 2023, the Deeds
would immediately transfer to Lender (collectively, the
"Forbearance Proposal").
The Forbearance Proposal was later modified by that certain
Modification Letter, dated Dec. 15, 2022 (the "Modification
Letter"), between Lender, Borrowers and Mr. Berman. The
Modification Letter extended the timeline for certain of the
requirements of the Forbearance Proposal until Jan. 9, 2023.
On and after Jan. 16, 2023, the Lender failed to provide the
Borrowers any access to Lender-controlled cash to fund operating
expenses or otherwise despite Borrowers request that, among other
things, funds were needed to pay sales and use taxes and
labor-related expenses and provided no meaningful response as to
whether they would ultimately release the needed funds.
The Debtors sought to work consensually with the Lender in good
faith, including providing a $1,500,000 payment on short notice to
the IR Account during their negotiations.
However, the Lender's requirements were unreasonable, their
deadlines unrealistic, and the Lender was uncooperative when Robert
Douglas and the Borrowers identified a potential source of new
equity that would have addressed the Lender's issues.
All the while, the Debtors' limited access to their cash assets put
a significant strain on the operation of the Properties and the
Debtors' business. The Lender's delays, refusals, and
non-responsiveness to the Debtors' requests to release the Debtors'
funds resulted in "slow-pays" and "no-pays" of certain of the
Debtors' vendors, including those vendors that provide staff for
the Properties.
Despite having significant funds in their Bank Accounts, the
Debtors' inability to access their cash to fund operations,
including payment of staff and contract labor, left them with no
other option than filing for chapter 11 protection. Any further
delay could have resulted in significant disruption to their
day-to-day operations and destruction of the going-concern value of
the Debtors' portfolio of Properties.
Objectives of Chapter 11 Cases
In November 2022, the Borrowers engaged RobertDouglas, an
investment banking firm specializing in hotel properties, to
investigate the Borrowers' options to raise equity capital,
refinance, or sell the Properties in a manner that maximized value
for all stakeholders.
The Borrowers have engaged in a diligence process with at least one
potential equity investor and believe that it has the ability to
complete a process, during the pendency of the Chapter 11 Cases, to
raise significant capital in an equity recapitalization which will
allow Borrowers to cure all monetary defaults, if any, to post
sufficient reserves to guarantee future performance of all loan
obligations and to reinstate its Prepetition Loans.
With the benefit of the automatic stay and an exclusive period to
propose a restructuring or reorganization, Borrowers also intend to
investigate their options to refinance the current loans with terms
that may provide more value to existing stakeholders compared to an
equity recapitalization that will dilute the interests of current
stakeholders.
Borrowers are confident that the Properties will provide sufficient
cash flows to pay all operating costs and administrative expenses
during the pendency of these Chapter 11 cases and that through an
equity capital raise, refinancing and/or sale of the Properties,
they will be able to satisfy creditors in full and maximize the
interests of all stakeholders.
About AD1 Urban
AD1 Urban Palm Bay, LLC and its affiliates own and operate eight,
either newly constructed or renovated, hotels throughout Florida
that are under the "flags" of the IHG, Marriot, Hilton, and Hyatt
brands.
AD1 Urban Palm Bay and 12 affiliates filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead
Case No. 23-10074) on Jan. 22, 2023.
The Debtors' unaudited financial statements as of Nov. 30, 2022,
reflect assets with a book value totaling $204,853,088 and
liabilities totaling $186,411,881.
The Hon. Karen B. Owens oversees the case.
The Debtors tapped FAEGRE DRINKER BIDDLE & REATH LLP as counsel and
ROBERT DOUGLAS as agent and broker.
ADG CMDOMS: Unsecureds Will Get 27% of Claims over 5 Years
----------------------------------------------------------
ADG CMDOMS Management, LLC, filed with the U.S. Bankruptcy Court
for the District of Maryland a Chapter 11 Plan of Reorganization
under Subchapter V dated January 23, 2023.
The Debtor provides non-clinical management services to Central
Maryland Oral and Maxillofacial Surgery, P.A. (the "Practice"), an
oral surgery practice located in Howard County, Maryland. Richard
Nessif, D.D.S., an oral surgeon, founded the Practice in 1985. In
April of 2009, Domenick Coletti, D.D.S., M.D., also an oral
surgeon, joined the Practice.
The Debtor, itself, provides no dental or any clinical services to
patients; rather, pursuant to a Management Services Agreement (the
"Management Agreement") dated June 18, 2019 by and between the
Debtor and the Practice, the Debtor agreed to provide non-clinical
administrative services.
For a variety of reasons, including, among other things, Dr.
Nessif's early departure from the Practice, the Practice generates
insufficient revenues to fund the management fee in accordance with
the priority scheme set forth in the Management Agreement.
Notwithstanding the foregoing, during the term of this Plan, the
Debtor intends to earmark $6,000 per month to Allowed Claims under
the Plan (including Administrative Claims), which funds are derived
from a monthly equipment use fee payable to the Debtor for the
Practice's use of the FF&E owned by the Debtor. Though it is not
expected to be realized during the term of the Plan, once senior
payments in the priority set forth in the Management Agreement are
satisfied, it is expected that the Practice will be able to
commence payment of some or all of the management fee.
Class 1 consists of the Allowed Secured Personal Property Tax Claim
of Howard County, Maryland for fiscal year 2023 in the estimated
amount of $5,824.00, plus interest at the applicable legal rate.
The Holder of the Class 1 Claim shall be paid in full on the
Effective Date. Class 1 is Unimpaired.
Class 2 consists of Allowed General Unsecured Claims. In full and
complete satisfaction, discharge and release of Class 2 Claims, the
Debtor shall pay Holders of Allowed Class 2 Claims, without
interest, their pro-rata share of all projected disposable income
of the Debtor. Distributions to Holders of Allowed Class 2 Claims
shall occur quarterly on the first day of each quarter beginning on
the calendar quarter following the Effective Date, and on the first
day of each quarter thereafter during the term of this 5 year
Plan.
The original sum of General Unsecured Claims is approximately
$2,429,919, which includes a Class 2 Claim in favor of Array Dental
in the amount of $2,103,484.00. However, for purposes of
confirmation and treatment under the Plan, Array Dental Group has
agreed to subordinate one-half of its Claim (or $1,051,742.00) to
Holders of all Class 2 Claims, resulting in aggregate Class 2
Claims under this Plan in the amount of $1,378,177.00. Holders of
Class 2 Claims are expected to receive approximately 27.0% of their
Allowed Claims. Class 2 is Impaired.
Class 3 consists of the Subordinated General Unsecured Claim of
Array Dental Group, LLC. Subject to payment of Holders of Class 2
Claims, the Debtor shall pay Holders of Allowed Class 3 Claims,
without interest, its pro-rata share of all projected disposable
income of the Debtor. It is not anticipated that the Holder of the
Class 3 Claim will receive any distribution under the Plan on
account of this Class 3 Claim. Class 3 is Impaired.
Class 4 consists of Allowed Interests. Array Dental Group, LLC is
the sole holder of the Equity Interests in the Debtor. On the
Effective Date, the legal, equitable and contractual rights of the
Holders of the Interests in the Debtor shall remain unaltered.
Class 4 is Unimpaired. As a result, pursuant to § 1126(f) of the
Bankruptcy Code, the Holder of the Class 4 Interest is conclusively
deemed to have accepted the Plan and, therefore, is not entitled to
vote to accept or reject the Plan.
During the term of this Plan, the Debtor shall pay all available
disposable income necessary for the performance of the Plan, which
disposable income shall be from collection of Equipment Lease
Payments and, to the extent applicable, recovery of any avoidance
action(s) and, in the remote chance available funds exist, through
payment of some or all of the management fee.
The term of the Plan begins on the Effective Date and ends on the
60th month subsequent thereto.
A full-text copy of the Subchapter V Plan dated January 23, 2023 is
available at https://bit.ly/3wA28V4 from PacerMonitor.com at no
charge.
Counsel for Debtor:
Steven L. Goldberg, Esq.
McNamee Hosea, P.A.
6411 Ivy Lane, Suite 200
Greenbelt, MD 20770
Tel: (301) 441-2420
Fax: (301) 982-9450
Email: sgoldberg@mhlawyers.com
About ADG CMDOMS Management
ADG CMDOMS Management, LLC provides non-clinical management
services to Central Maryland Oral and Maxillofacial Surgery, P.A.,
an oral surgery practice located in Howard County, Maryland.
ADG CMDOMS Management filed a Chapter 11 bankruptcy petition
(Bankr. D. Md. Case No. 22-16623) on Nov. 30, 2022, with as much as
$1 million in both assets and liabilities. The Debtor is
represented by Steven L. Goldberg, Esq., at McNamee Hosea, P.A.
AETHON UNITED: S&P Affirms 'B Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed the 'B' issuer credit and 'B+' senior
unsecured issue-level ratings on privately held Aethon United BR
L.P.. The outlook is stable.
The stable outlook reflects S&P's expectation that Aethon will
focus on free cash flow generation and use it to repay debt.
S&P expects improving financial metrics over the next 12 to 24
months.
S&P said, "We expect Aethon to focus on free cash flow generation
after several years of outspending to fund rapid growth, which
should help support improving financial measures and liquidity.
Modest financial policies should support average funds from
operations (FFO) to debt comfortably above 50% and debt to EBITDA
below 2x through 2024. Additionally, we expect the company to use
excess cash flow to repay outstanding borrowings on Aethon's
reserve-based lending facility (RBL), further improving liquidity."
Additional support for financial measures is provided by the
vertical integration of its midstream and marketing businesses,
which helps keep operating costs low, provides access to favorable
end markets, and generates third-party revenues.
Aethon's robust hedging program limits cash flow volatility in
2023.
Aethon's extensive hedging program, over 70% of expected production
in 2023, should provide some stability through the often volatile
price cycles of natural gas. S&P said, "As a result, we would not
expect to see EBITDA and debt leverage swings as severe as many of
its exploration and production (E&P) peers. Nevertheless, due to
hedging, Aethon has not fully benefitted from stronger natural gas
prices, although over time pricing should improve as it places new
hedges at higher prices. We have adjusted historical financial
measures for noncash mark-to-market hedge losses, as they don't
reflect financial performance in the current period."
Aethon continues to grow production, supporting unhedged cash flow
growth.
Aethon is expected to grow average production to 777 to 827 million
cubic ft. equivalent (mmcfe) per day in 2022, and maintain proved
reserves at levels comparable to 'B' category peers such as
Rockcliff Energy and Encino Acquisition Partners. S&P said,
"Additionally, we expect the pace of growth to slow from historical
levels this year, and believe the high proved undeveloped portion
of total proved reserves, about 60% as of Jan. 1, 2022, will
continue to improve, something we would take into consideration for
further ratings improvement. Finally, we believe Aethon will
continue to pursue less aggressive growth and focus on free cash
flow generation, which should support improving financial
performance and liquidity."
S&P said, "The stable outlook reflects our expectation that Aethon
will maintain financial policies that support modest growth while
focusing on positive free cash flow. Over the next 12 months we
expect FFO to debt to average above 50%, while debt to EBITDA
averages below 2x. We also anticipate that the company will use any
excess cash flow to reduce outstanding borrowings on the credit
facility."
S&P could lower the rating if:
-- Aethon pursues a more aggressive financial policy than
anticipated, such as large debt-financed acquisitions or
debt-funded shareholder returns;
-- FFO to debt approaches 20% with no near-term remedy; or
-- Liquidity materially weakens.
S&P could raise its rating on Aethon if:
-- It further expands its production and developed reserves to
levels comparable with those of higher-rated peers; and
-- It maintains at least adequate liquidity, with a low proportion
of outstanding RBL borrowings relative to its capacity, and FFO to
debt comfortably above 20%.
ESG credit indicators: E-4, S-2, G-2
S&P said, "Environmental factors are a negative consideration in
our credit rating analysis of Aethon as the E&P industry contends
with an accelerating energy transition and adoption of renewable
energy sources. We believe falling demand for fossil fuels will
lead to declining profitability and returns for the industry as it
fights to retain and regain investors that seek higher return
investments. As part of its ESG initiatives Aethon has reduced
emissions intensity by 75% from 2016 to 2021 and uses standardized
measures including the Global Reporting Initiative and
Sustainability Accounting Standards Board to help measure and
report emissions."
AGAVE AZUL: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Agave Azul Acquisition Group Holdings, LLC
6755 Agave Azul CT
Las Vegas, NV 89120
Chapter 11 Petition Date: January 26, 2023
Court: United States Bankruptcy Court
District of Nevada
Case No.: 23-10238
Debtor's Counsel: Michael J. Harker, Esq.
LAW OFFICES OF MICHAEL J. HARKER
2901 El Camino Ave
Suite 200
Las Vegas, NV 89102
Tel: 702-248-3000
Email: notices@harkerlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael Evers as manager.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/T3KLJ3A/AGAVE_AZUL_ACQUISITION_GROUP_HOLDINGS__nvbke-23-10238__0001.0.pdf?mcid=tGE4TAMA
ALWAYS CARING: April 13 Combined Hearing on Plan & Disclosures
--------------------------------------------------------------
Judge H. Christopher Mott has entered an order conditionally
approving the Disclosure Statement of Always Caring Health Care
Services, Inc.
April 13, 2023, at 10:00 a.m. (MT), at the U.S. Bankruptcy Court,
511 E. San Antonio Ave, 4th Floor, El Paso, Texas, is fixed as the
time and place of the hearing on final approval of the Disclosure
Statement combined with the hearing on confirmation of the Plan and
any objections thereto.
March 31, 2023 at 5:00 p.m. (MT) is fixed as the last day for
filing and serving objections to final approval of the Disclosure
Statement.
March 31, 2023 at 5:00 p.m. (MT) is also fixed as the last day for
submitting ballots for acceptance or rejection of the Plan.
March 31, 2023 at 5:00 p.m. (MT) is also fixed, pursuant to
Bankruptcy Rule 3020(b)(1), as the last day for filing and serving
written objections to confirmation of the Plan.
By April 5, 2023, counsel for the Debtor must file with the Court:
(a) a ballot summary in the form required by Local Bankruptcy Rule
3018(b) with a copy of the ballots; and (b) a memorandum of legal
authorities addressing any objections filed to the Plan.
On or before January 31, 2023, counsel for the Debtor must mail, by
first class mail, a copy of the Disclosure Statement, Plan, this
Order or a notice of its provisions, and a ballot conforming with
Official Bankruptcy Form 314, to all creditors, equity security
holders, the Debtor, and all other parties in interest as provided
in Bankruptcy Rule 3017(d).
About Always Caring Health Care Services
Always Caring Health Care Services, Inc. filed a petition for
Chapter 11 protection (Bankr. W.D. Tex. Case No. 22-30120) on Feb.
18, 20212, listing up to $50,000 in assets and up to $10 million in
liabilities. J. Thomas Ullrich, authorized representative, signed
the petition.
Judge H. Christopher Mott oversees the case.
The Debtor tapped Miranda & Maldonado, PC, as legal counsel.
AMC ENTERTAINMENT: Gets Add'l Extension to Covenant Suspension
--------------------------------------------------------------
AMC Entertainment Holdings, Inc., said in a regulatory filing on
Jan. 25, 2023,
that it entered into an amendment to extend the covenant suspension
period of a loan for an additional year.
On Jan. 25, 2023, AMC Entertainment entered into the Twelfth
Amendment to the Credit Agreement, which amendment extends the
fixed date for the termination of the Covenant Suspension Period
for one additional year to March 31, 2024.
The Twelfth Amendment was to the credit agreement, dated as of
April 30, 2013, with the lenders from time to time party thereto
and Wilmington Savings Fund Society, FSB, as administrative agent,
pursuant to which the revolving lenders party thereto (constituting
the requisite revolving lenders) granted an extension of the
existing suspension of the financial covenant under the Credit
Agreement for the period from and after the effective date of the
Twelfth Amendment to and including the earlier of (a) March 31,
2024 and (b) the day immediately preceding the last day of the Test
Period (as defined in the Credit Agreement) during which the
Company has delivered a Financial Covenant Election (as defined in
the Credit Agreement) to the administrative agent under the Credit
Agreement (such period, the "Covenant Suspension Period").
During the Covenant Suspension Period, the Company will not, and
will not permit any of its restricted subsidiaries to, (i) make
certain restricted payments, (ii) subject to certain exceptions,
incur any indebtedness for borrowed money that is pari passu or
senior in right of payment or security with the Revolving Loans (as
defined in the Credit Agreement) or (iii) make any investment in or
otherwise dispose of any assets to any subsidiary of the Company
that is not a Loan Party (as defined in the Credit Agreement) to
facilitate a new financing incurred by a subsidiary of the
Company.
As an ongoing condition to the suspension of the financial
covenant, the Company also agreed to (i) a minimum liquidity test,
(ii) an anti-cash hoarding test at any time Revolving Loans are
outstanding and (iii) additional reporting obligations.
The company, which in April 2013 first signed this credit agreement
with some unnamed revolving lenders, has been reaching amendments
to the dateline since November 2016.
About AMC Entertainment
AMC Entertainment Holdings, Inc., is engaged in the theatrical
exhibition business. It operates through theatrical exhibition
operations segment. It licenses first-run motion pictures from
distributors owned by film production companies and from
independent distributors. The Company also offers a range of food
and beverage items, which include popcorn; soft drinks; candy; hot
dogs; specialty drinks, including beers, wine and mixed drinks, and
made to order hot foods, including menu choices, such as curly
fries, chicken tenders and mozzarella sticks.
AMC operates over 900 theatres with 10,000 screens globally,
including over 661 theatres with 8,200 screens in the United States
and over 244 theatres with approximately 2,200 screens in Europe.
The Company's subsidiary also includes Carmike Cinemas, Inc.
AMC was forced to shutter its theaters when the Covid-19 pandemic
struck in March 2020. But the cinema industry struggling to
recover from the pandemic with 2021 and 2022 attendance still below
pre-pandemic levels.
AMC, the world's biggest theater chain, warned in October 2020 that
liquidity will be largely depleted by the end of 2020 or early 2021
if attendance doesn't pick up, and it's exploring actions that
include asset sales and joint ventures.
However, AMC managed to raise $1.8 billion in 2021, capitalizing on
the rally triggered by retail investors' interest in meme stocks.
* * *
In December 2022 , S&P Global Ratings lowered its issuer credit
rating on AMC Entertainment Holdings Inc. to 'CC' from
'CCC+'. In addition, S&P also lowered its issue-level rating on
the second-lien notes due 2026 to 'CC' from 'CCC-'. The negative
outlook reflects S&P's expectation that it will lower its issuer
credit rating on the company to 'SD' (selective default) upon the
completion of the proposed exchange offer.
AMC announced it is exchanging $100 million of its second-lien
notes due 2026 for preferred equity. S&P said it views the
debt-for-equity exchange as distressed and tantamount to default.
AMERICAN GREETINGS: S&P Rates Senior Secured Term Loan B 'B+'
-------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating to American
Greetings Corp.'s proposed $282 million senior secured term loan B.
S&P's recovery rating on the term loan is '2', reflecting its
expectation for substantial (70%-90%; rounded estimate: 85%)
recovery in the event of a payment default. The proposed maturity
extension to 2026 from 2024 mitigates its prior concerns for
refinancing risk as the term loan was scheduled to become a current
obligation in April 2023.
S&P said, "Our ratings continue to reflect American Greetings'
narrow focus in the mature greeting card industry, which accounts
for the majority of its sales. The company has good sales-channel
penetration and some diversity among big box retailers, dollar
stores, supermarkets, and drug stores. It also has very high market
share as one of two dominant players in the industry. However,
American Greetings' revenue is significantly concentrated among its
largest customers, which contribute approximately 70% of sales. We
forecast the company will maintain adjusted leverage in the 5x area
in the longer term due to its majority ownership by financial
sponsor CD&R. Although the company has taken initiatives to reduce
its debt load through optional prepayments, we believe leverage
improvement will be driven by EBITDA base expansion rather than
debt repayment, as we expect the company to benefit from continued
implementation of its cost-savings initiatives. Furthermore, we do
not rule out the possibility of material debt-funded dividends in
the future given the sponsor's history of extracting debt-funded
returns from the company and view this as a potential risk factor
to our rating."
ISSUE RATINGS--RECOVERY ANALYSIS
S&P said, "Our simulated default scenario contemplates a default
occurring in the first half of 2026. This scenario assumes a
significant sales decline due to the loss of a major customer. This
could lead to American Greetings' cash flows deteriorating
substantially, triggering a payment default. We value the company
on a going-concern basis using a 5.5x multiple of our projected
emergence EBITDA. This is in line with the multiple used for
U.S.-based branded nondurable goods issuers."
Key analytical factors
The company's capital structure consists of:
-- $250 million senior secured revolving credit facility maturing
in April 2026;
-- $282 million senior secured term loan maturing in 2026; and
-- $282.5 million 8.75% senior unsecured notes maturing in April
2025.
Simulated default assumptions
-- Simulated year of default: 2026
-- Debt service assumptions: $61 million (default year interest
plus amortization)
-- Minimum capex assumptions: $23.8 million
-- Operational adjustment: 0%
-- EBITDA at emergence: $84.8 million
-- EBITDA multiple: 5.5x
-- Gross enterprise value: $466.6 million
Simplified waterfall
-- Emergence EBITDA: $84.8 million
-- Gross recovery value: $466.6 million
-- Net recovery value for waterfall after administrative expenses
(5%): $443.3 million
-- Obligor/nonobligor split: 85%/15%
-- Net value available to senior secured creditors: $420 million
-- Estimated senior secured claims: $493.9 million
--Recovery expectation: 70%-90% (rounded estimate: 85%)
-- Net value available to unsecured creditors and senior secured
deficiency claims: $23.3 million
-- Senior unsecured notes claims: $295.7 million
-- Estimated senior unsecured claims and senior secured deficiency
claims: $376.6 million
--Recovery expectation: 0%-10% (rounded estimate: 5%)
*All debt amounts include six months of pre-petition interest.
ESG credit indicators: E-2, S-2 G-3
AMERICANAS S.A.: Chapter 15 Case Summary
----------------------------------------
Chapter 15 Debtor: Americanas S.A.
Rua Sacadura Cabral, No. 102, Saude
Rio de Janeiro, RJ
Brazil
Type of Business: The Debtor is a Brazilian retail chain.
Foreign Proceeding: Brazilian RJ Proceeding (case number
0803087-20.2023.8.19.0001) pending
before the 4th Business Court of Rio de
Janeiro
Chapter 15 Petition Date: January 25, 2023
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 23-10092
Judge: Hon. Michael E. Wiles
Foreign Representative: Antonio Reinaldo Rabelo Filho
Rua Barao da Torre, 550, Apt. 201
Ipanema
Rio de Janeiro, RJ
Brazil
Foreign
Representative's
Counsel: John K. Cunningham, Esq.
WHITE & CASE LLP
1221 Avenue of the Americas
New York, NY 10020
Tel: (212) 819-8200
Email: jcunningham@whitecase.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/FEQT4MI/Americanas_SA_and_Americanas_SA__nysbke-23-10092__0001.0.pdf?mcid=tGE4TAMA
ARSENAL INTERMEDIATE: Case Summary & 17 Unsecured Creditors
-----------------------------------------------------------
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Arsenal Intermediate Holdings, LLC (Lead Debtor) 23-10097
120 18th Street South, Suite 201,
Birmingham, Alabama 35233
Arsenal Health, LLC 23-10098
Arsenal Insurance Management, LLC 23-10099
Business Description: Arsenal was founded in 2006 as an
independent captive management and
alternative-risk manager. It provides broad
customer solutions in risk management for
captive insurance companies and various
other insurance entities through its office
location in Alabama.
Chapter 11 Petition Date: January 26, 2023
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. Craig T. Goldblatt
Debtors' Counsel: Sean M. Beach, Esq.
Elizabeth S. Justison, Esq.
S. Alexander Faris, Esq.
Shella Borovinskaya, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1256
Emails: sbeach@ycst.com
ejustison@ycst.com
afaris@ycst.com
sborovinskaya@ycst.com
Debtors'
Notice,
Claims,
Solicitation &
Balloting
Agent: KROLL RESTRUCTURING ADMINISTRATION LLC
Estimated Assets
(on a consolidated basis): $100,000 to $500,000
Estimated Liabilities
(on a consolidated basis): $1 million to $10 million
The petitions were signed by Michael Wyse as chief restructuring
officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/3LXORAA/Arsenal_Intermediate_Holdings__debke-23-10097__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/SBTFTQI/Arsenal_Health_LLC__debke-23-10098__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/SOKE4QQ/Arsenal_Insurance_Management_LLC__debke-23-10099__0001.0.pdf?mcid=tGE4TAMA
List of Debtors' 17 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Rx Valet LLC Health Plan $244,342
1580 Atkinson Road Services
Lawrenceville, GA 30043
Attn: President or General Counsel
EMAIL: gsantulli@myrxvalet.com
2. Milliman, Inc. Trade Debt $241,627
15800 W. Bluemound Road, Suite 100
Brookfield, WI 53005
Attn: President or General Counsel
EMAIL: Fritz.Busch@milliman.com
3. Fringe Benefit Health Plan $239,830
Coordinators, Inc. Services
4500 NW 27th Ave
Gainesville, FL 32606
Attn: President or General Counsel
EMAIL: jay@benebay.com
4. DirectWeb Administrative Trade Debt $130,105
Services, LLC d/b/a Genius Avenue
4280 N. Campbell Avenue, Suite 200
Tucson, AZ 85718
Attn: President or General Counsel
EMAIL: matt@5lightsgroup.com
5. Selectsys Tech LLC Trade Debt $102,500
1905 Belcaro Dr
Knoxville, TN 37918
Attn: President or General Counsel
EMAIL: tim.mcdonald@selectsys.com
6. Insuriun II, LLC Customer $18,000
910 Ravenwood Drive Obligations
Selma, AL 36701
Attn: President or General Counsel
EMAIL: jennifer@talton.com
7. Taylor Chandler, LLC Professional $10,546
5151 Hampstead High St., Suite 200 Services
Montgomery, AL 36116
Attn: President or General Counsel
EMAIL: btaylor@taylorchandler.com
8. Iron Reassurance Company, LLC Customer $6,607
5151 Hampstead High St., Suite 200 Obligations
Montgomery, AL 36116
Attn: President or General Counsel
EMAIL: btaylor@taylorchandler.com
9. Tuggle Duggins, P.A. Professional $5,521
400 Bellemeade Street, Suite 800 Services
P.O. Box. 2888-27402
Greensboro, NJ 27401
Attn: Sharon L. Nester
Email: Snester@tuggleduggins.com
10. BevCap Management LLC Insurance $3,862
102 W. Virginia St., Suite 200
McKinney, TX 75069
Attn: President or General Counsel
EMAIL: abbott@bevcapmanagement.com
11. Alabama Department of Revenue Licensing $2,050
Business Privilege Tax Section
P.O. Box 327320
Montgomery, AL 36132-7320
Attn: President or General Counsel
12. Alabama Department of Insurance Taxes $364
P.O. Box 303351
Montgomery, AL 36130-3351
Attn: President or General Counsel
13. State of Tennessee Licensing $200
500 Deaderick Street
Nashville, TN 37242
Attn: President or General Counsel
14. CS Disco, Inc. Professional $122
P.O. Box 670533 Services
Dallas, TX 75267-0533
Attn: President or General Counsel
EMAIL: conners@csdisco.com
15. Iron Reinsurance Company, Inc. Contract Undetermined
5151 Hampstead High Street Counterparty
Montgomery, AL 36116
Attn: President or General Counsel
EMAIL: davidlaw@charter.net
16. Norman Chandler Litigation Undetermined
562 Castlebridge Lane
Shoal Creek, AL 35242
EMAIL: nchandler@taylorchandler.com
17. Justin Law Litigation Undetermined
1143 1st Avenue South 310
Birmingham, AL 35233
EMAIL: jlaw@taylorchandler.com
BEER REPUBLIC: Taps Law Offices of Henry F. Sewell as Counsel
-------------------------------------------------------------
Beer Republic Brewing, LLC received approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire the
Law Offices of Henry F. Sewell, Jr., LLC as its bankruptcy
counsel.
The firm's services include:
(a) advising the Debtor regarding its powers and duties in the
continued management and operation of its business and property;
(b) attending meetings and negotiating with representatives of
creditors and other parties-in-interest, and advising and
consulting on the conduct of the Chapter 11 case;
(c) taking necessary action to protect and preserve the
Debtor's estate;
(d) reviewing and preparing all documents and agreements;
(e) reviewing and preparing legal papers;
(f) negotiating and preparing a plan of reorganization,
disclosure statement and all related documents, and taking any
necessary action to obtain confirmation of such plan;
(g) reviewing and objecting to claims, and analyzing,
recommending, preparing and bringing any causes of action created
under the Bankruptcy Code;
(h) advising the Debtor in connection with any sale of
assets;
(i) appearing before the bankruptcy court, any appellate
courts, and the Office of the U.S. Trustee; and
(j) other necessary legal services.
The firm received a retainer of $31,700 from the Debtor.
The hourly rates of the firm's attorneys are as follows:
Henry F. Sewell, Jr. $400
Eric Silva $300
In addition, the firm will seek reimbursement for expenses
incurred.
Henry Sewell, Jr., Esq., sole member of the Law Offices of Henry F.
Sewell, Jr., disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Henry F. Sewell, Jr., Esq.
Law Offices of Henry F. Sewell, Jr., LLC
2965 Peachtree Road, NW, Suite 555
Atlanta, GA 30305
Telephone: (404) 926-0053
Email: hsewell@sewellfirm.com
About Beer Republic Brewing
Beer Republic Brewing, LLC is an American microbrewery company in
Lawrenceville, Ga.
Beer Republic Brewing filed a petition for relief under Subchapter
V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
23-50032) on Jan. 2, 2022, with $1 million to $10 million in both
assets and liabilities. Gary Murphey has been appointed as
Subchapter V trustee.
Judge Paul W. Bonapfel oversees the case.
The Debtor is represented by Henry F. Sewell, Jr., Esq., at the Law
Offices of Henry F. Sewell, Jr., LLC.
BLOCKFI INC: Intends to Sell $160M Bitcoin Miner-Backed Loans
-------------------------------------------------------------
David Pan of Bloomberg News reports that bankrupt crypto lender
BlockFi Inc. plans to sell about $160 million of loans backed by
around 68,000 Bitcoin mining machines, according to two people
familiar with the matter.
The Jersey City, New Jersey-based company, which filed for
protection from creditors in November, started on the bidding
process for the loans last 2022, the people said. Some of the loans
have already defaulted and appear to be undercollateralized given
the current prices of Bitcoin mining equipment, according to the
people. BlockFi didn’t immediately return a message seeking
comment.
About BlockFi Inc.
BlockFi is building a bridge between digital assets and traditional
financial and wealth management products to advance the overall
digital asset ecosystem for individual and institutional
investors.
BlockFi was founded in 2017 by Zac Prince and Flori Marquez and in
its early days had backing from influential Wall Street investors
like Mike Novogratz and, later on, Valar Ventures, a Peter
Thiel-backed venture fund as well as Winklevoss Capital, among
others. BlockFi made waves in 2019 when it began providing
interest-bearing accounts with returns paid in Bitcoin and Ether,
with its program attracting millions of dollars in deposits right
away.
BlockFi grew during the pandemic years and had offices in New York,
New Jersey, Singapore, Poland and Argentina.
BlockFi worked with FTX US after it took an $80 million hit from
the bad debt of crypto hedge fund Three Arrows Capital, which
imploded after the TerraUSD stablecoin wipeout in May 2022.
BlockFi had significant exposure to the companies founded by former
FTX Chief Executive Officer Sam Bankman-Fried. BlockFi received a
$400 million credit line from FTX US in an agreement that also gave
FTX the option to acquire BlockFi through a bailout orchestrated by
Bankman-Fried over the summer. BlockFi also had collateralized
loans to Alameda Research, the trading firm
co-founded by Bankman-Fried.
BlockFi is the latest crypto firm to seek bankruptcy amid a
prolonged slump in digital asset prices. Lenders Celsius Network
LLC and Voyager Digital Holdings Inc. also filed for court
protection this year. Kirkland & Ellis is also advising Celsius and
Voyager in their separate Chapter 11 cases.
BlockFi Inc. and eight affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361) on
Nov. 28, 2022. In the petitions signed by their chief executive
officer, Zachary Prince, the Debtors reported $1 billion to $10
billion in both assets and liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors taped Kirkland & Ellis and Haynes and Boone, LLP as
general bankruptcy counsels; Walkers (Bermuda) Limited as special
Bermuda counsel; Cole Schotz, P.C., as local counsel; Berkeley
Research Group, LLC as financial advisor; Moelis & Company as
investment banker; and Street Advisory Group, LLC as strategic and
communications advisor. Kroll Restructuring Administration, LLC is
the notice and claims agent.
BOLTA US: Seeks Approval to Hire Ordinary Course Professionals
--------------------------------------------------------------
Bolta US Ltd. seeks approval from the U.S. Bankruptcy Court for the
Northern District of Alabama to retain, employ, and compensate
certain professionals utilized in the ordinary course of business.
The "ordinary course professionals" are:
Winter McFarland LLC
3515 Watermelon Rd
Northport, AL 35473
Phone: +1 205-650-1400
-- Corporate counsel
JamisonMoneyFarmer PC
2200 Jack Warner Parkway, Suite 300
Tuscaloosa, AL 35401
Phone: (205) 345-8440
Fax: (205) 366-4000
-- Accountant
Each ordinary course professional will be paid up to $80,000 over
the duration of the Chapter 11 case.
About Bolta US Ltd.
Bolta US Ltd. is an auto parts manufacturer in Tuscaloosa, Alabama.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ala. Case No. 23-70042) on January 13,
2023. In the petition signed by Jeffrey Truitt, chief restructuring
officer, the Debtor disclosed up to $50 million in assets and up to
$100 million in liabilities.
Judge Jennifer H. Henderson oversees the case.
Stephen Gross, Esq., at McDonald Hopkins, LLC, Rosen Harwood, P.C.,
and Winter McFarland, LLC serve as the Debtor's general bankruptcy
counsel, local counsel and special counsel, respectively.
BOLTA US: Seeks Approval to Hire Rosen Harwood as Local Counsel
---------------------------------------------------------------
Bolta US, Ltd. seeks approval from the U.S. Bankruptcy Court for
the Northern District of Alabama to hire Rosen Harwood, P.A. as its
local bankruptcy counsel.
The firm's services include:
(a) advising the Debtor on local procedure and practice
issues;
(b) providing legal advice with respect to the Debtor's powers
and duties in the continued and management of its property;
(c) attending meetings and negotiating with representatives of
creditors and other parties in interest and advising on the conduct
of the Chapter 11 case, including the legal and administrative
requirements of operating in Chapter 11;
(d) taking necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions commenced
under the Bankruptcy Code on its behalf, and objections to claims
filed against the estate;
(e) assisting with the preparation of legal papers;
(f) engaging with third parties and any committee with regard
to information requests, claims review and other matters as
needed;
(g) advising and assisting the Debtor with respect to any
litigation;
(h) advising and assisting the Debtor with financing, sale and
other transactional matters as may arise during the Chapter 11
case;
(i) assisting with the preparation of a plan of reorganization
or liquidation for the Debtor;
(j) appearing in court; and
(k) other necessary legal services.
The firm will charge these hourly fees:
Kristofor D. Sodergren $375
Jillian L. Guin White $300
Paralegals $100
In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.
Kristofor Sodergren, Esq., a partner at Rosen Harwood, disclosed in
a court filing that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Kristofor D. Sodergren, Esq.
Rosen Harwood, P.A.
2200 Jack Warner Pkwy, #200
Tuscaloosa, AL 35401
Phone: 205-469-2388
Email: ksodergren@rosenharwood.com
About Bolta US Ltd.
Bolta US Ltd. is an auto parts manufacturer in Tuscaloosa, Alabama.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ala. Case No. 23-70042) on January 13,
2023. In the petition signed by Jeffrey Truitt, chief restructuring
officer, the Debtor disclosed up to $50 million in assets and up to
$100 million in liabilities.
Judge Jennifer H. Henderson oversees the case.
Stephen Gross, Esq., at McDonald Hopkins, LLC, Rosen Harwood, P.C.,
and Winter McFarland, LLC serve as the Debtor's general bankruptcy
counsel, local counsel and special counsel, respectively.
BOLTA US: Seeks to Hire McDonald Hopkins as Bankruptcy Counsel
--------------------------------------------------------------
Bolta US, Ltd. seeks approval from the U.S. Bankruptcy Court for
the Northern District of Alabama to hire McDonald Hopkins, LLC as
its general bankruptcy counsel.
The firm's services include:
(a) providing legal advice with respect to the Debtor's powers
and duties in the continued management of its property;
(b) attending meetings and negotiating with representatives of
creditors and other parties in interest, and advising on the
conduct of the Chapter 11 case, including the legal and
administrative requirements of operating in Chapter 11;
(c) taking necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions commenced
under the Bankruptcy Code and objections to claims filed against
the estate;
(d) preparing legal papers;
(e) engaging with third parties and any committee with regard
to information requests, claims review, and other matters as
needed;
(f) advising and assisting the Debtor with respect to any
litigation;
(g) advising and assisting the Debtor with financing, sale,
and other transactional matters as may arise during the Chapter 11
case;
(h) preparing a plan of reorganization or liquidation for the
Debtor;
(i) appearing in court; and
(j) other necessary legal services.
The firm will charge these hourly fees:
Members $390 - $1,020
Of Counsel $345 - $990
Associates $265 - $585
Paralegals $180 - $360
In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.
Stephen Gross, Esq., a partner at McDonald Hopkins, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Stephen M. Gross, Esq.
McDonald Hopkins LLC
39533 Woodward Avenue. Suite 318
Bloomfield Hills, MI 48304
Tel: 248-646-5070
Email: sgross@mcdonaldhopkins.com
About Bolta US Ltd.
Bolta US Ltd. is an auto parts manufacturer in Tuscaloosa, Alabama.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ala. Case No. 23-70042) on January 13,
2023. In the petition signed by Jeffrey Truitt, chief restructuring
officer, the Debtor disclosed up to $50 million in assets and up to
$100 million in liabilities.
Judge Jennifer H. Henderson oversees the case.
Stephen Gross, Esq., at McDonald Hopkins, LLC, Rosen Harwood, P.C.,
and Winter McFarland, LLC serve as the Debtor's general bankruptcy
counsel, local counsel and special counsel, respectively.
BUCKINGHAM TOWER: Taps Maltz Auctions as Real Estate Broker
-----------------------------------------------------------
Buckingham Tower Condominium, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Maltz Auctions, Inc. as its real estate broker.
The Debtor requires the assistance of Maltz to create a marketing
program for the sale of the remaining cooperative apartments,
provide potential buyers with a due diligence package, prepare
brochures and other materials and ultimately consummate the sale of
the units.
Maltz will be seeking a commission of a 6 percent buyer's premium
for the gross purchase price of each unit. The firm will offer a
reduced commission (2 percent) for "staking horse bidders" and
individual bidders, including shareholders.
Richard Maltz, a member of Maltz Auctions, disclosed in a court
filing that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Richard B. Maltz
Maltz Auctions, Inc.
39 Windsor Place
Central Islip, NY 11722
Telephone: (516) 349-7022
Facsimile: (516) 349-0105
About Buckingham Tower Condominium
Buckingham Tower Condominium, Inc. is a cooperative corporation,
which owns and manages 24 sponsored cooperative apartments, most of
which are occupied by individual shareholders and their families.
The apartments are located at 615 Warburton Ave., Yonkers, N.Y.
Buckingham Tower Condominium filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Case No. 22-22403) on June 30, 2022, with between $1 million and
$10 million in both assets and liabilities. Heidi J Sorvino, Esq.,
at White and Williams, LLP has been appointed as Subchapter V
trustee.
Judge Sean H. Lane oversees the case.
Anne J. Penachio, Esq., at Penachio Malara, LLP, and Raneri, Light
& O'Dell, PLLC serve as the Debtor's bankruptcy counsel and special
counsel, respectively.
C & M TRUCKING: Seeks to Hire Johnson & Johnson as Legal Counsel
----------------------------------------------------------------
C & M Trucking Enterprises, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of Tennessee to employ
Johnson & Johnson, P.C. as its legal counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
in the continued operation of its business and management of its
property;
b. assisting the Debtor in the preparation of its statement of
financial affairs, schedules, statement of executory contracts and
unexpired leases, and any papers or pleadings, or any amendments
thereto that the Debtor is required to file in its Chapter 11
case;
c. representing the Debtor in any proceeding that is
instituted to reclaim property or obtain relief from the automatic
stay imposed by Section 362 of the Bankruptcy Code or that seeks
the turnover or recovery of property;
d. providing assistance, advice and representation concerning
the formulation, negotiation and confirmation of a plan of
reorganization;
e. providing assistance, advice and representation concerning
any investigation of the assets, liabilities and financial
condition of the Debtor that may be required;
f. representing the Debtor at hearings or matters pertaining
to its affairs;
g. prosecuting and defending litigation matters and such other
matters that might arise during and related to the case;
h. providing counseling and representation with respect to the
assumption or rejection of executory contracts and leases and other
bankruptcy-related matters;
i. representing the Debtor in matters that may arise in
connection with its business operations, its financial and legal
affairs, its dealings with creditors and other parties-in-interest
and any other matters, which may arise during the bankruptcy case;
j. rendering advice with respect to the myriad of general
corporate and litigation issues relating to the cases, including,
but not limited to, health care, ERISA, corporate finance,
commercial matters, preparing legal papers and appearing in
proceedings instituted by or against the Debtor; and
k. other legal services.
Johnson & Johnson will be paid at these rates:
Curtis D. Johnson, Jr. $400 per hour
Florence M. Johnson $400 per hour
The firm received a retainer in the amount of $5,000.
As disclosed in court filings, Johnson & Johnson and its attorneys
are "disinterested" within the meaning of Section 101(4) of the
Bankruptcy Code.
The firm can be reached through:
Curtis D. Johnson, Jr., Esq.
Johnson & Johnson, PC
Suite 1002, 1407 Union Avenue
Memphis, TN 38104
Phone: 901.725.7520
Email: cjohnson@johnsonandjohnsonattys.com
About C & M Trucking Enterprises
C & M Trucking Enterprises, Inc. sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No.
22-24919) on Nov. 8, 2022, with $500,001 to $1 million in assets
and $100,001 to $500,000 in liabilities.
Judge Jennie D Latta presides over the case.
Curtis D. Johnson, Jr., Esq., at Johnson & Johnson, PC represents
the Debtor as counsel.
CINEWORLD GROUP: Regal Cinemas to Close 39 More Locations
---------------------------------------------------------
Cineworld Group PLC and its debtor-affiliates on Jan. 17, 2023,
filed with the Bankruptcy Court a fifth omnibus motion to reject
cinema leases in the U.S. Regal Cinemas and certain of the Debtor
seek to reject leases for two New Jersey movie theaters and 37
others across the country.
Rejecting the 39 leases will save the Debtors' estates
approximately $22 million annually.
In court filings, the Debtors explained that their U.S. theater
portfolio is a significant contributing factor to their current
financial challenges. Primarily due to the impact of deferred rent
payments, the Debtors estimate
that the average monthly rent obligations per theater increased by
almost 30% year-to-date July 2022 compared to full-year 2019.
In the lead up to the chapter 11 cases, the Debtors undertook an
extensive analysis of their U.S. lease portfolio as part of
formulating a revised, go-forward business plan. Since the filing
of the chapter 11 cases, the Debtors have taken meaningful steps to
right-size their lease portfolio. Prior lease rejections by the
Debtors are:
* On Sept. 7, 2022, the Debtors filed their first omnibus lease
rejection motion. On Oct. 21, 2022, the Court entered an order
authorizing the Debtors to reject seventeen leases and granting
related relief.
* On Sept. 30, 2022, the Debtors filed their second omnibus
lease rejection motion. On Oct. 25, 2022, the Court entered an
order authorizing the Debtors to reject five leases. In addition,
on Oct. 24, 2022, the Court entered a stipulation and agreed order
authorizing the termination and rejection of one additional lease.
* On Nov. 7, 2022 the Debtors filed their third omnibus lease
rejection motion. On Nov. 30, 2022, the Court entered an order
authorizing the Debtors to reject five leases.
* On Dec. 8, 2022 the Debtors filed their fourth omnibus lease
rejection motion. The hearing on the motion has been reset to Feb.
16, 2023, at 10:00 a.m. (prevailing Central Standard Time).
NJ.com reports that Regal, the second-largest cinema chain in the
United States, has more than 500 theaters nationwide and 11 in New
Jersey.
About Cineworld Group PLC
London-based Cineworld Group PLC (LSE: CINE) was founded in 1995
and is the world's second-largest cinema chain. Cineworld operates
751 sites with 9,000 screens in 10 countries, including the
Cineworld and Picturehouse screens in the UK and Ireland, Yes
Planet in Israel, and Regal Cinemas in the US.
According to The Guardian, the Griedinger family, including Mooky's
brother and deputy chief executive, Israel, have struggled to
maintain control of the ailing business but have been forced to
reduce their stake from 28% in recent years. Cineworld's top five
investors include the Chinese Jangho Group at 13.8%, Polaris
Capital Management (7.82%), Aberdeen Standard Investments (4.98%)
and Aviva Investors (4.88%).
The London-listed Cineworld, which has run up debt of more than
$4.8 billion after losses soared during the pandemic, is pinning
its hopes on a meatier slate of movies in 2022 to bounce back from
a two-year lull.
Cineworld Group plc and 104 affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 22-90168) on Sept. 7, 2022,
estimating more than $1 billion in assets and debt.
PJT Partners LP is providing financial advice, Kirkland & Ellis LLP
and Slaughter and May are acting as legal counsel and AlixPartners
LLP is serving as restructuring advisor to Cineworld. Jackson
Walker LLP is the co-bankruptcy counsel. Kroll is the claims
agent.
CORE SCIENTIFIC: Seeks to Hire Ordinary Course Professionals
------------------------------------------------------------
Core Scientific, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
professionals retained in the ordinary course of business.
The "ordinary course professionals" are:
TIER 1
Ernst & Young LLP
920 Fifth Avenue, Suite 900, Seattle,
WA 98104
-- Tax and Accounting Services
Quinn Emanuel
Urquhart & Sullivan, LLP
51 Madison Avenue,
22nd Floor
New York, NY 10010
-- Legal Services
TIER 2
Alston & Bird LLP
One Atlantic Center
1201 W Peachtree St
NE #4900
Atlanta, GA 30309
-- Legal Services
Andersen Tax LLC
1200 Fifth Avenue, Suite 1600
Seattle, WA 98101
-- Tax and Accounting Services
Cooley LLP
1299 Pennsylvania Avenue NW, Suite 700
Washington DC 20004-2400
-- Legal Services
CrossCountry Consulting LLC
1600 Tysons Blvd, Suite 1100
Mclean, VA 22102
-- Professional Services
Frost, Brown Todd LLC
20 F St NW, Suite 850
Washington, DC 20001
-- Tax and Accounting Services
Horne, LLP 661 Sunnybrook
Road Suite 100
Ridgeland, Mississippi 39157
-- Tax and Accounting Services
KPMG LLP
1918 Eighth Avenue, Suite 2900
Seattle, WA 98101
-- Consulting, Professional, and
Accounting, Services
Williams & Connolly LLP
680 Maine Avenue SW
Washington DC 20024
-- Legal Services
TIER 3
Blue Ridge Law & Policy, P.C.
888 17th Street, NW, Suite 810,
Washington DC 20006
-- Governmental and Regulatory Services
Carey Olson Services
Cayman Limited
P.O. Box 10008,
Willow House, Cricket Square
Grand Cayman, KY1-1001
Cayman Islands
-- Legal Services Tier 3
CSS Partners, LLC
P.O. Box 21262,
Oklahoma City, OK 73156
-- Tax, Regulatory, and Accounting Services
Cypress Advocacy, LLC dba Mindset
655 New York Ave,
NW, Suite 820,
Washington, DC 20001
-- Professional Services
Deloitte & Touche LLP
695 Town Center Dr., Suite 1000
Costa Mesa, CA 92626
-- Consulting, Accounting and
Professional Services
Fishman Stewart PLLC
39533 Woodward Ave., Suite. 140
Bloomfield Hills, Michigan 48304
-- Legal Services
Greenberg Traurig, LLP
Griffith Peak Drive, Suite 600
Las Vegas, NV 89135
-- Legal Services
Jackson Walker LLP
100 Congress Avenue, Suite 1100
Austin, TX 78701
-- Legal Services
Moss Adams LLP
999 Third Avenue, Suite 2800
Seattle, WA 98104-4057
-- Tax and Accounting Services
Murphy & Grantland, P.A.
4406-B Forest Drive,
PO Box 6648
Columbia SC 59206
-- Legal Services
PricewaterhouseCoopers LLP
601 South Figueroa Street, Suite 900
Los Angeles, California 90017
-- Tax and Accounting Services
Ryan & Associates
Three Galleria Tower
13155 Noel Road, Suite 100
Dallas, TX 75240- 5090
-- Tax and Accounting Services
Sternhell Group
1201 New York NW, Suite 900
Washington, DC 20005
-- Professional Services
Zuckerman Gore Brandeis & Crossman, LLP
Eleven Times Square, Fifteenth Floor
New York, NY 10036
-- Legal Services
About Core Scientific
Core Scientific, Inc. (NASDAQ: CORZ) is the largest U.S.
publicly-traded Bitcoin mining company in computing power. Core
Scientific, which was formed following a business combination in
July 2021 with blank check company XPDI, is a large-scale operator
of dedicated, purpose-built facilities for digital asset mining
colocation services and a provider of blockchain infrastructure,
software solutions and services. Core mines Bitcoin, Ethereum and
other digital assets for third-party hosting customers and for its
own account at its six fully operational data centers in North
Carolina (2), Georgia (2), North Dakota (1) and Kentucky (1). Core
was formed following a business combination in July 2021 with XPDI,
a blank check company.
In July 2022, one of the Company's largest customers, Celsius
Mining LLC, filed for Chapter 11 bankruptcy in New York.
With low Bitcoin prices depressing mining revenue to a record low,
Core Scientific first warned in October 2022 that it may have to
file for bankruptcy if the company can't find more funding to repay
its debt that amounts to over $1 billion. Core Scientific did not
make payments that came due in late October and early November 2022
with respect to several of its equipment and other financings,
including its two bridge promissory notes.
Core Scientific Inc. and its affiliates filed petitions for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. TexasLead Case
No. 22-90340) on Dec. 21, 2022. As of Sept. 30, 2022, Core
Scientific had total assets of US$1.4 billion and total liabilities
of US$1.3 billion.
Judge David R. Jones oversees the cases.
The Debtors hired Weil, Gotshal & Manges, LLP as legal counsel; PJT
Partners, LP as investment banker; and AlixPartners, LLP as
financial advisor. Stretto is the claims agent.
A group of Core Scientific convertible bondholders is working with
restructuring lawyers at Paul Hastings.
CRESCENT ENERGY: Moody's Ups CFR to Ba3 & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Investors Service upgraded Crescent Energy Finance LLC's
Corporate Family Rating to Ba3 from B1 and its senior unsecured
notes due 2026 to B1 from B2. Moody's assigned a B1 rating to
Crescent's proposed offering of $400 million of senior unsecured
notes due 2028. Moody's upgraded Crescent's Speculative Grade
Liquidity (SGL) rating to SGL-1 from SGL-2. The outlook was changed
to stable from positive.
Crescent will use the net proceeds from its proposed $400 million
notes issuance to partially repay revolver borrowings.
"The upgrade of Crescent's ratings reflects strong execution on
operating plans, solid credit metrics and very good liquidity,"
commented Jonathan Teitel, a Moody's analyst. "The refinancing
transaction will term out the company's debt maturity profile while
increasing liquidity by freeing up capacity on the revolver."
Upgrades:
Issuer: Crescent Energy Finance LLC
Corporate Family Rating, Upgraded to Ba3 from B1
Probability of Default Rating, Upgraded to Ba3-PD from B1-PD
Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2
Senior Unsecured Regular Bond/Debenture, Upgraded to B1 (LGD5)
from B2 (LGD5)
Assignments:
Issuer: Crescent Energy Finance LLC
Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD5)
Outlook Actions:
Issuer: Crescent Energy Finance LLC
Outlook, Changed To Stable From Positive
RATINGS RATIONALE
Crescent's Ba3 CFR reflects the company's low leverage, strong
interest coverage and solid retained cash flow to debt. The company
has meaningful scale and is diversified across regions, including
the Rockies, Eagle Ford, Barnett and Permian. The vast majority of
Crescent's reserves are proved developed, and the company is
focused on producing assets with low decline rates. Crescent uses
acquisitions to drive growth and its platform is well positioned to
benefit from a sector ripe for further consolidation. Most
recently, the company acquired assets in the Uinta Basin early in
2022. The company has a publicly-articulated long-term leverage
target of 1x but could temporarily go somewhat above this level in
conjunction with the financing of acquisitions.
Crescent targets paying dividends amounting to 10% of adjusted
EBITDAX. The company hedges a portion of its production, increasing
visibility into cash flow that supports capital spending, debt
service needs and dividends. Moody's expects Crescent will continue
to pursue acquisitions, focusing on those that are complementary to
the existing portfolio of assets, and to continue the return of
capital to shareholders, doing both in a disciplined manner that
preserves the company's strong balance sheet and liquidity.
Crescent has equity ownership interests in some midstream
infrastructure that it uses, which provide additional value to the
company.
The SGL-1 rating reflects Moody's expectation that Crescent will
maintain very good liquidity well into 2024. As of September 30,
2022, the company had $22 million of cash and $685 million in
borrowings (and $12 million in outstanding letters of credit) on
its RBL revolver with elected commitments of $1.3 billion and a $2
billion borrowing base. In November 2022, the company entered into
an agreement to sell non-core assets in the Permian for $80 million
with proceeds planned to repay revolver borrowings. The company
will use net proceeds from its proposed $400 million senior notes
to further reduce revolver borrowings, freeing up capacity on the
facility. The revolver matures in September 2027 but has a
springing maturity to January 2026 if more than $100 million of the
senior notes due May 2026 are then outstanding. The revolver's
financial covenants are comprised of a maximum leverage ratio of
3.5x and a minimum current ratio of 1x. Moody's expects the company
to maintain ample headroom for future compliance with these
covenants.
Crescent Energy Finance LLC's $700 million of senior unsecured
notes due 2026 and proposed $400 million of senior unsecured notes
due 2028 are rated B1, which is one notch below the CFR, reflecting
their effective subordination to the secured revolver. While not
expected by Moody's, if the company were to meaningfully increase
elected commitments on its revolving credit facility, the notes
could be downgraded because of the larger amount of potential
priority debt.
The stable outlook reflects Moody's expectation for Crescent to
sustain production levels, maintain strong credit metrics and very
good liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade include a substantial
increase in scale; sustained low leverage and strong credit
metrics; consistent positive free cash flow generation and
maintenance of strong liquidity and conservative financial
policies; retained cash flow (RCF) to debt remaining above 50%; and
a leveraged full cycle ratio (LFCR) above 2x.
Factors that could lead to a downgrade include a meaningful decline
in production; large increases in leverage; RCF/debt below 35%; an
LFCR approaching 1x; or weakening liquidity.
Crescent Energy Finance LLC, headquartered in Houston, Texas, is a
subsidiary of publicly traded Crescent Energy Company, an
independent exploration and production company, with assets in
several regions, including the Rockies, Eagle Ford, Barnett and
Permian. During the third quarter of 2022, the company produced 150
Mboe/d (46% oil, 41% natural gas and 13% NGLs). KKR has a 16%
ownership interest in Crescent, manages some funds with ownership
stakes in Crescent, and also manages Crescent.
The principal methodology used in these ratings was Independent
Exploration and Production published in December 2022.
CRESCENT ENERGY: S&P Alters Outlook to Positive, Affirms 'B' ICR
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
U.S.-based oil and gas exploration and production (E&P) company
Crescent Energy Co. and revised its ratings outlook to positive
from stable.
S&P said, "The positive outlook reflects our view that the company
will bring funds from operations (FFO) to debt above 45% over the
next 12 months, as it shifts capital toward developing its two core
areas and improves profitability.
"We also assigned a 'B+' issue-level and '2' recovery rating to the
company's new five-year $400 million senior unsecured notes
offering, which will be used to repay a portion of the outstanding
borrowings on its credit facility."
The outlook revision reflects the coring up of Crescent's asset
base.
Following the reverse merger with Contango Oil & Gas in late 2021
and the acquisition of Uinta Basin assets in early 2022, Crescent's
production is now concentrated in two key areas: the Uinta Basin in
Utah (43% of 2022 production) and the Eagle Ford shale in South
Texas (22% of production). Crescent operates both areas, bringing
its total operated production to about 70% from 50% at the
beginning of 2021. S&P views operated acreage more favorably as the
company has control over the method and pace of development.
S&P said, "Although it's still relatively early days, we expect
Crescent will sustain production with relatively low development
capital expenditures (capex), given its overall low decline rate
(22%) and its focus on keeping its reinvestment rate at less than
50% of cash flow. The company should also now be less dependent on
acquisitions to sustain production. We expect this shift in
strategy to lead to improved profitability."
S&P expects leverage to improve over the next 12 months.
S&P said, "We forecast Crescent's FFO to debt will average about
40% this year, down from 50% in 2022, due primarily to our lower
commodity price assumptions and incorporating modest cost
inflation. We anticipate leverage will improve in 2024 as our
natural gas price assumptions increase and lower-priced hedges roll
off, and assuming the company maintains volumes from its two core
operated areas while keeping capital spending well within cash
flows."
New debt issuance will replenish liquidity.
S&P said, "We assigned a 'B+' issue-level rating and '2' recovery
rating to the company's proposed $400 million senior unsecured
notes due 2028. The '2' recovery reflects our expectations for
substantial (70%-90%, capped at 85%) recovery to creditors in the
event of a payment default. We expect the company to use proceeds
to pay down a portion of the outstanding borrowings on its
reserve-based lending facility, which had $685 million drawn as of
Sept. 30, 2022."
S&P's leverage metrics include an adjustment for redeemable common
stock held by minority shareholders.
Crescent's common stock is split into Class A public shares (29% of
the total) and Class B private shares (71%). Class B shareholders
also own 71% of the units in Crescent's operating subsidiary
Crescent Energy OpCo LLC. Private-equity sponsor KKR owns about 16%
of the total shares outright (through Class B shares), with a large
proportion of the remaining Class B shares held in KKR-managed
funds. A minority shareholder holds about 30% of the Class B
shares.
S&P said, "In accordance with S&P Global standard debt adjustments,
we include the minority interest portion of the company's total
$2.4 billion in redeemable non-controlling interest as debt, given
the ability of the minority shareholder to redeem its Class B
shares and OpCo units for either Class A stock or cash (with the
payment mechanism determined by the company). We do not believe KKR
would redeem its Class B shares and OpCo units for cash over the
near term, given its stated target of keeping leverage below 1.5x.
"The positive outlook reflects our view that Crescent will sustain
production as it shifts capital to its core operated areas in the
Eagle Ford shale and Uinta Basin, while maintaining adequate
liquidity and generating positive discretionary cash flow (DCF). We
estimate the company's FFO to debt will be around 40% this year and
increase to 45%-50% in 2024 as our natural gas assumptions improve
and low-priced hedges roll off. Although we expect the company will
be less dependent on acquisitions to sustain production now that it
has cored up in two basins, we expect Crescent to fund any
potential deals in a balanced manner."
S&P could raise its rating if Crescent:
-- Sustains production while keeping reinvestment rates low; and
-- Maintains FFO to debt above 45% and positive DCF for a
sustained period.
S&P could revise the outlook to stable if:
-- S&P expects Crescent's FFO to debt to approach 30% for a
sustained period, most likely due to declining commodity prices
without a corresponding reduction in spending levels or production
falling short of its expectations; or
-- Crescent pursues a large, debt-financed acquisition that does
not add to its near-term cash flow or increases shareholder
distributions beyond its internally generated cash flow.
ESG credit indicators: E-4, S-2, G-3
S&P said, "Environmental factors are a negative consideration in
our credit rating analysis because the E&P industry contends with
the accelerating energy transition and increasing adoption of
renewable energy sources. We believe falling demand for fossil
fuels will lead to declining profitability and returns for the
industry as it fights to retain and regain investors that seek
higher return investments. The company committed to reducing Scope
1 greenhouse gas (GHG) emissions by 50% by 2027 (from a 2021
baseline), as well as to maintain methane emissions intensity of
0.2%.
"Governance is a moderately negative consideration. Our aggressive
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 views on 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."
CUREPOINT LLC: Seeks to Hire Radiology Oncology as Appraiser
------------------------------------------------------------
David Wender, the Chapter 11 trustee for Curepoint, LLC, seeks
approval from the U.S. Bankruptcy Court for the Northern District
of Georgia to employ Radiology Oncology Systems, Inc.
The Debtor requires an appraiser to prepare a written valuation
report concerning the fair market value and in-place value of its
equipment.
Radiology will receive a one-time fee of $3,800.
As disclosed in court filings, Radiology is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Michael Teague
Radiology Oncology Systems
5465 Morehouse Dr., Ste 250
San Diego, CA 92121
Phone: +1 858-454-8100
Fax: +1 858-454-8555
Email: info@oncologysystems.com
About Curepoint LLC
Curepoint, LLC -- https://www.curepointcancer.com/ -- provides
radiation treatment for cancer patients at its facility in Dublin,
Ga.
Curepoint filed a petition for Chapter 11 protection (Bankr. N.D.
Ga. Case No. 22-56501) on Aug. 19, 2022, with between $1 million
and $10 million in both assets and liabilities. Phillip Miles,
designated officer, signed the petition.
Judge Paul Baisier oversees the case.
Will B. Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC is the
Debtor's counsel.
David A. Wender was appointed as the Chapter 11 trustee in the
Debtor's case. The trustee tapped Eversheds Sutherland (US), LLP as
counsel and SOLIC Capital Advisors, LLC and SOLIC Capital, LLC as
investment bankers.
CUREPOINT LLC: Trustee Taps OCP to Provide Accounting Services
--------------------------------------------------------------
David Wender, the Chapter 11 trustee for Curepoint, LLC, seeks
approval from the U.S. Bankruptcy Court for the Northern District
of Georgia to employ Michael Miles to provide financial and
accounting services in the ordinary course of business.
Mr. Miles' services include:
a. advising and assisting the trustee with regard to the
preparation and filing of any and all tax returns which may be
required;
b. providing assistance and advice with regard to the
transitioning of the Debtor's business and on-going operations with
respect to the sale;
c. advising and assisting the trustee and his legal counsel in
connection with the investigation, analysis, and compilation of
data relating to financial and accounting matters or issues in
connection with any proceeding in this bankruptcy case, and to
prepare such reports, summaries, documents and exhibits as may be
required in connection therewith, including, but not limited to,
the preparation and filing of reports required by the U.S.
Trustee;
d. providing support and assistance with regard to the proper
receipt, disbursement, and accounting for funds and other property
of the estate; and
e. performing any other financial and accounting services that
may be required for the trustee.
The trustee and Mr. Miles have agreed on a flat fee of $1,500 for
the preparation and filing of any tax returns and an hourly rate of
$35 for any additional services.
Mr. Miles can be reached at:
Michael Miles
Curepoint Dublin, LLC
300 Hayward Lane
Alpharetta, GA 30022
Phone: 478-272-2252
About Curepoint LLC
Curepoint, LLC -- https://www.curepointcancer.com/ -- provides
radiation treatment for cancer patients at its facility in Dublin,
Ga.
Curepoint filed a petition for Chapter 11 protection (Bankr. N.D.
Ga. Case No. 22-56501) on Aug. 19, 2022, with between $1 million
and $10 million in both assets and liabilities. Phillip Miles,
designated officer, signed the petition.
Judge Paul Baisier oversees the case.
Will B. Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC is the
Debtor's counsel.
David A. Wender was appointed as the Chapter 11 trustee in the
Debtor's case. The trustee tapped Eversheds Sutherland (US), LLP as
counsel and SOLIC Capital Advisors, LLC and SOLIC Capital, LLC as
investment banker.
ENDO INTERNATIONAL: Opioid Panel Taps Klestadt as Conflicts Counsel
-------------------------------------------------------------------
The official committee representing opioid claimants of Endo
International plc and its affiliates seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Klestadt Winters Jureller Southard & Stevens, LLP as its conflicts
counsel.
Klestadt Winters will provide legal advice on matters where Cooley,
the committee's lead counsel, cannot represent the committee due to
a conflict of interest.
Klestadt Winters's standard hourly rates are as follows:
Partners $675 - $895
Associates $495 - $525
Paralegals $250
Legal Assistants $250
Tracy Klestadt, Esq., a partner at Klestadt, disclosed in court
filings that his firm is a "disinterested person" within the
meaning of Bankruptcy Code Section 101(14).
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Klestadt disclosed that:
-- Klestadt did not agree to a variation from, or an
alternative to, its standard or customary billing arrangements;
-- no professional at Klestadt included in the engagement
varied his rate based on the geographic location of Debtors'
bankruptcy cases; and
-- the firm did not represent the committee in the 12 months
prior to Debtors' bankruptcy filing.
The firm can be reached through:
Tracy L. Klestadt, Esq.
Klestadt Winters Jureller Southard & Stevens, LLP
200 West 41st Street, 17th Floor
New York, NY 10036
Phone: (212) 972-3000
Email: tklestadt@klestadt.com
About Endo International
Endo International plc is a generics and branded pharmaceutical
company. It develops, manufactures, and sells branded and generic
products to customers in a wide range of medical fields, including
endocrinology, orthopedics, urology, oncology, neurology, and other
specialty areas. On the Web: http://www.endo.com/
On August 16, 2022, Endo International and certain of its
subsidiaries initiated voluntary prearranged Chapter 11 proceedings
(Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are
pending before the Honorable James L. Garrity, Jr. The Company has
put up a Web site dedicated to its restructuring:
http://www.endotomorrow.com/
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as
legal counsel; PJT Partners LP as investment banker; and Alvarez &
Marsal as financial advisor. Kroll is the claims agent.
Roger Frankel, the legal representative for future claimants in
these Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway
Stargatt & Taylor, LLP as legal counsels, and Ducera Partners, LLC
as investment banker.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on Sept. 2, 2022. The committee tapped Kramer
Levin Naftalis & Frankel as legal counsel; Lazard Freres & Co. LLC
as investment banker; and Dundon Advisers, LLC and Berkeley
Research Group, LLC as financial advisors.
Meanwhile, the official committee representing the Debtors' opioid
claimants tapped Cooley, LLP as bankruptcy counsel; Akin Gump
Strauss Hauer & Feld, LLP as special counsel; Klestadt Winters
Jureller Southard & Stevens, LLP as conflicts counsel; Province,
LLC as financial advisor; and Jefferies, LLC as investment banker.
EVERGREEN ACQCO 1: Moody's Affirms B2 CFR & Rates $500MM Notes B2
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Evergreen AcqCo 1
LP's ("Savers") proposed $500 million senior secured notes due
2028. At the same time, Moody's affirmed Savers' B2 corporate
family rating, B2-PD probability of default rating and B2 senior
secured first lien term loan and senior secured first lien
revolving credit facility ratings. The outlook remains stable. The
proceeds will be used to fund a $230 million dividend, pay a $21
million special bonus and the remainder will be used to repay a
portion of its first lien term loan.
The affirmation reflects Savers' strong operating performance and
good liquidity and cash flow generation. Pro forma for the
transaction, Moody's adjusted debt/EBITDA is approximately 4x while
Moody's adjusted EBIT/interest expense is approximately 1.8x. The
company has been mostly insulated from the inventory management and
logistics issues plaguing many retailers because of how it receives
product through a local supply of used goods donated to the
company's non-profit partners. Demand is relatively resilient in
inflationary periods due to the lack of trade down options and
currently benefits from the rising popularity of the
environmentally friendly nature of purchasing used goods.
Assignments:
Issuer: Evergreen AcqCo 1 LP
Backed Senior Secured Global Notes, Assigned B2 (LGD3)
Affirmations:
Issuer: Evergreen AcqCo 1 LP
Corporate Family Rating, Affirmed B2
Probability of Default Rating, Affirmed B2-PD
Senior Secured 1st Lien Term Loan, Affirmed B2 (LGD3)
Senior Secured 1st Lien Revolving Credit Facility, Affirmed B2
(LGD3)
Outlook Actions:
Issuer: Evergreen AcqCo 1 LP
Outlook, Remains Stable
RATINGS RATIONALE
Savers' B2 CFR is constrained by its small scale compared to other
rated retailers, private equity ownership, as well as FX exposure
given its Canadian and Australian businesses. The company has taken
steps to reduce its FX exposure through hedging and also through
increasing its share of EBITDA from the US versus Canada. The
company is also at risk to wage increases as a majority of its
employees are low wage workers. Nonetheless, capital investments in
self-checkout, central processing centers ("CPCs") and automated
book processing centers ("ABPs") should reduce exposure to rising
wages as these investments will reduce the labor needed to sort
through product and operate stores. Savers is exposed to rag price
changes. However there is less reliance on its recycling business
as a driver of EBITDA than in years past. Savers has good liquidity
due to its ability to generate cash flow with excess cash used for
capital investments and dividends. Leverage is moderate with
debt/EBITDA expected to be in the 4x range, pro forma for the
transaction and interest coverage is reasonable. Savers' rating
benefits from its differentiated business model and market position
in for-profit thrift in the US and Canada. Savers also has a track
record of recession-resistant growth in its core store operations
given its low average price point.
The stable outlook reflects the expectation that the company will
maintain solid credit metrics and good liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A ratings upgrade would require a significant increase in scale as
well as consistent improvement in operating performance and good
liquidity evidenced by positive free cash flow. The ratings could
also be upgraded with a commitment to conservative financial
strategies such that debt/EBITDA is sustained below 4.25x and
EBIT/interest expense is sustained over 2.25x.
The ratings could be downgraded if there is a deterioration of the
company's overall operating performance or liquidity profile.
Quantitatively, the ratings could be downgraded if debt/EBITDA is
sustained above 5.25x or EBIT/interest expense approaches 1.5x.
Headquartered in Bellevue, Washington, Savers operates roughly 309
for-profit thrift stores in the United States, Canada, and
Australia under the Savers, Value Village, and Village des Valeurs,
Unique and 2nd Ave banners. Revenue for the twelve months ended
October 1, 2022 was approximately $1.4 billion. The company is
owned by Ares Management.
The principal methodology used in these ratings was Retail
published in November 2021.
FARMA SCI LIFE: Starts Subchapter V Bankruptcy
----------------------------------------------
Farma Sci Life Inc. filed for chapter 11 protection in the Southern
District of Florida. The Debtor elected on its voluntary petition
to proceed under Subchapter V of chapter 11 of the Bankruptcy
Code.
Farma Sci Life manufactures, distributes and engages in the online
sale of cannabidiol (CBD) and Delta 8 tetrahydrocannabinol consumer
products sold under the Blue Moon Hemp brand name. The company is
led by John M. Maloney, Jr., the Debtor's Director, President, and
CEO.
The Debtor generated gross income of $4,122,953 in 2021 and
$167,865 year to date.
The Debtor leases premises at 1100 Park Central Blvd South, Suite
2420B, Pompano Beach, Florida 33064, and 1751 W. Copans Road, Suite
11 & 12, Pompano Beach, Florida 33064.
The Debtor said that its inability to service debt obligations
prompted the Chapter 11 filing.
According to court filings, Farma Sci Life estimates between $1
million and $10 million in debt owed to 50 to 99 creditors. The
petition states that funds will be available to unsecured
creditors.
About Farma Sci Life Inc.
Farma Sci Life Inc. -- https://bluemoonhemp.com/ -- provides the
highest grade CBD and D8 products like CBD oil tinctures, CBD and
D8 gummies, CBD creams, Vapes and D8 Cartridges and more.
Farma Sci Life Inc. filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
23-10398) on January 18, 2022. In the petition filed by John M.
Maloney, Jr., as president, the Debtor reported assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
Bradley S Shraiberg, Esq.
151 SE 3rd Ave, Suite 317
Delray Beach, FL 33483
FIRST PREMIER FUNDING: Seeks Chapter 11 Bankruptcy Protection
-------------------------------------------------------------
First Premier Funding LLC filed for chapter 11 protection without
stating a reason.
The Debtor disclosed $2,005,100 in total assets against $682,316 in
total liabilities in its schedules. The Debtor holds the
beneficial interest ina private land trust that holds the title to
the property at 17100 S. Halsted Harvey, Illinois, valued at $2
million.
The Debtor said it requires a date by which claims must be filed in
order to proceed with filing a combined Disclosure Statement and
Chapter 11 Plan and eventually confirmation of the Chapter 11 plan.
Accordingly, the Debtor proposes a bar date for filing of claims
for non-governmental creditors of April 7, 2023.
First Premier Funding's petition states that funds will not be
available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
January 6, 2023 at 10:00 a.m.
About First Premier Funding
First Premier Funding LLC is a Single Asset Real Estate (as defined
in 11 U.S.C. Sec. 101(51B)). The Debtor is the holder of the
beneficial interest to a property located at 17100 S. Halsted
Harvey, Illinois (title is held in private land trust). The
Debtor's interest in the property is valued at $2 million.
First Premier Funding LLC filed a petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-00811) on
Jan. 21, 2023. In the petition filed by Tiffany Webb, as Member
First Premier Funding LLC/Holder of Beneficial Int., the Debtor
reported assets between $500,000 and $1 million and liabilities
between $1 million and $10 million.
The Debtor is represented by:
Paul M. Bach, Esq.
Bach Law Offices
4653 N. Milwaukee Avenue
Chicago, IL 60630
FJC MANAGEMENT: Case Summary & Six Unsecured Creditors
------------------------------------------------------
Debtor: FJC Management Inc.
2150 Portola Avenue
Livermore CA 94451
Chapter 11 Petition Date: January 25, 2023
Court: United States Bankruptcy Court
Northern District of California
Case No.: 23-40085
Debtor's Counsel: Evelina Gentry, Esq.
AKERMAN LLP
601 West Fifth Street, Ste. 300
Los Angeles, CA 90071
Tel: 213-688-9500
Email: evelina.gentry@akerman.com
Total Assets: $6,546,824
Total Liabilities: $3,018,769
The petition was signed by Pravesh Chopra as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/ADXR4CI/FJC_Management_Inc__canbke-23-40085__0001.0.pdf?mcid=tGE4TAMA
FRANCHISE GROUP: Moody's Rates New $200MM Add-on Term Loan 'B1'
---------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Franchise Group,
Inc.'s proposed $200 million add-on senior secured first lien term
loan. All other ratings are unchanged, including the B1 corporate
family rating, B1-PD probability of default rating, B1 senior
secured first lien term loan rating, and the B3 senior secured
second lien term loan rating. The company's SGL-3 speculative grade
liquidity rating (SGL) is also unchanged. The outlook remains
negative.
Proceeds from the proposed add-on term loan will be used to
refinance outstanding borrowings under the company's unrated $400
million ABL revolving credit facility. The refinancing transaction
is leverage neutral and frees up additional borrowing capacity
under the revolver to support cash flow needs over the next 12
months. However, the refinancing will increase Franchise Group's
interest expense and reduce its already weak interest coverage.
Moody's expects improved performance at American Freight, and that
the company will fully transition the Badcock customer finance
business to a third party over the very near term. This will result
in free cash flow turning positive, debt reduction and improving
credit metrics. However, execution risk remains high, particularly
given the difficult economic environment.
Assignments:
Issuer: Franchise Group, Inc.
Senior Secured 1st Lien Term Loan, Assigned B1 (LGD3)
Outlook Actions:
Issuer: Franchise Group, Inc.
Outlook, Remains Negative
RATINGS RATIONALE
Franchise Group's B1 CFR incorporates governance factors including
the company's aggressive financial policies, such as its
acquisitive growth strategy and the use of significant amount of
free cash flow to pay dividends and, more recently, repurchase
shares. Franchise Group's rapid acquisition activity increases
operating risk and diminishes the visibility of near term earnings.
However, this is balanced against a more moderate leverage policy,
with a recent track record of issuing equity to help fund
acquisitions and significant debt reduction following transactions.
The rating is supported by the strategic benefits of recent
acquisitions, including increased scale, industry and product
diversification, and potential synergy realization. Franchise Group
operates in five separate retail segments and one services segment,
with no one segment representing more than 28% year-to-date
revenue. Liquidity is adequate, with balance sheet cash, a return
to positive free cash flow, and ample excess revolver availability
expected to more than cover cash flow needs over the next twelve
months. Moody's expects excess cash will be used to reduce debt
and improve credit metrics.
While Moody's continues to expect Franchise Group to maintain
moderate leverage levels over the longer term, future acquisitions
could once again temporarily increase leverage. Franchise Group's
limited operating history with ownership of the recently acquired
groups is also a key consideration. Given that the company has
rapidly grown through many successive acquisitions since being
formed in July 2019, it has yet to prove that its business
strategies and financial policies are sustainable over the longer
term. The December 2021 acquisition of Badcock came on the heels of
the debt-funded Pet Supplies Plus, LLC acquisition in March 2021
and Sylvan cash acquisition in September 2021. While having
successfully paid down acquisition debt using proceeds from asset
sales, the integration of Badcock remains incomplete because it has
not yet transitioned customer financing to a third party as
planned.
The negative outlook reflects Franchise Group's weaker than
expected 2022 operating performance and credit metrics,
particularly interest coverage, and need to execute the turnaround
of American Freight, fully transition its Badcock customer
financing business to a third party over the very near term, return
to positive free cash flow and improve credit metrics.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Ratings could be downgraded if financial policies remain
aggressive, such as continued share repurchases or acquisitions
prior to reducing Moody's debt/EBITDA below 4x or improving
EBIT/interest expense to above 2x. An inability to transition the
customer financing business to a third party in the very near term,
or improve liquidity, including a turn to positive free cash flow
or improving average revolver availability, could also result in a
downgrade.
Ratings could be upgraded over time if Franchise Group demonstrates
steady revenue and profit growth, successful acquisition
integration and synergy realization, positive free cash flow and a
full transition of Badcock's customer financing business to a third
party. An upgrade would also require a balanced financial policy
that allows the company to maintain Moody's debt/EBITDA below 3x
and EBIT/interest expense above 2.5x.
Franchise Group, Inc. (NASDAQ: FRG), through its subsidiaries,
operates franchised and franchisable businesses including The
Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture &
More, American Freight, Buddy's Home Furnishings and Sylvan
Learning Systems, Inc. Revenue for the twelve month period ended
September 2022 exceeded $4.2 billion.
The principal methodology used in this rating was Retail published
in November 2021.
FREE SPEECH: Court OKs Interim Cash Collateral Access
-----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Victoria Division, authorized Free Speech Systems, LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance.
The Court directed the Debtor to maintain debtor-in-possession
accounts at Axos Bank, which accounts will contain all operating
revenues and any other source of cash constituting cash collateral,
which is (or has been) generated by and is attributable to the
Debtor's business.
Other than as provided for in the Budget, the Debtor will not make
any payment to or for the benefit of any insider of the Debtor,
either directly or indirectly, as that term is defined in section
101(31) of the Bankruptcy Code. In addition, no payments to any
insider during the Interim Period will exceed $10,000.
The Court's order provides that (i) the rights of creditors and
parties-in-interest to object to the appropriateness of
post-petition payments to PQPR for Inventory Purchases and file
pleadings with the Court seeking to claw back the PQPR Payment as
set forth in the First and Second Interim Cash Collateral Orders
are fully preserved by the Order and (ii) the Debtor will provide
notice to creditors and parties in interest upon the upon payment
in full of the $500,000 inventory purchase payment to PQPR
originally scheduled to be paid in the Second Interim Cash
Collateral Order and the time for objections to that payment will
expire 30 days following the date the notice of final payment is
filed with the Court.
The Debtor will report each Tuesday for the preceding calendar week
reflecting weekly sales and disbursement of the proceeds of those
sales. A copy of the report will be forwarded to the U.S. Trustee,
the Subchapter V Trustee, counsel for PQPR and Jarrod Martin as a
representative of the Connecticut and Texas plaintiffs.
A further hearing on the matter is set for February 14, 2023 at 1
p.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3R0ZSzn from PacerMonitor.com.
The budget provides for total operating expenses, on a weekly
basis, as follows:
$235,550 for the week ending January 27, 2023;
$338,910 for the week ending February 3, 2023;
$226,150 for the week ending February 10, 2023; and
$49,850 for the week ending February 17, 2023.
About Free Speech Systems LLC
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public.
On July 29, 2022, Free Speech Systems LLC filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Case No. 22-60043). The Debtor has elected to proceed
under subchapter V of chapter 11.
In the petition filed by W. Marc Schwartz, as chief restructuring
officer, the Debtor estimated assets and liabilities between $50
million and $100 million.
Judge Christopher Lopez oversees the case.
Melissa A. Haselden has been appointed as Subchapter V trustee.
The Law Offices of Ray Battaglia, PLLC, is the Debtor's counsel.
FTX GROUP: $700M Assets of Sam Bankman-Fried May be Forfeited
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Yahoo! Finance reports that disgraced FTX founder Sam Bankman-Fried
will have to give up around $700 million worth of assets if he's
found guilty of fraud, going by a court document filed by US
prosecutors.
Federal prosecutors seized most of the assets listed in the Friday
filing from Bankman-Fried earlier this month -- including around 55
million Robinhood shares that were worth $526 million as of
Friday's closing bell.
US attorneys in New York allege Bankman-Fried got the shares, cash
and crypto assets illegally by using funds deposited by customers
of now-bankrupt crypto exchange FTX. They include assets held by
the former FTX CEO in three accounts with rival exchange Binance.
Bankman-Fried pleaded not guilty to eight criminal charges
including fraud, money laundering, and violating campaign finance
laws earlier in January. He's scheduled to face trial in October.
Prosecutors say he stole billions of dollars from the exchange's
customers to pay off debts owed by FTX's crypto trading arm,
Alameda Research. Any assets he forfeits will likely be used to
pay them back.
Bankman-Fried, FTX's new bosses, failed crypto lender BlockFi and
an FTX creditor in Antigua are currently locked in a separate
four-way fight for ownership of the Robinhood shares.
All are laying claim to the assets held by Antigua-based holding
company Emergent Fidelity Technologies -- whose sole director and
majority stakeholder is Bankman-Fried.
Emergent and Bankman-Fried disclosed a 7.6% stake in the trading
app provider in May 2022, paying $648 million for just over 56.3
million shares, according to a Securities and Exchange Commission
filing.
US authorities have seized over $170 million in dollar-denominated
cash from Bankman-Fried, according to Friday's court filing.
He held just over $100 million in an account with the
crypto-focused bank Silvergate Capital, as well as $50 million with
Farmington State Bank and $21 million with the brokerage firm ED&F
Man Capital Markets.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel, FTI Consulting, Inc., as financial advisor, and
Jefferies LLC as the investment banker. Young Conaway Stargatt &
Taylor LLP is the Committee's Delaware and conflicts counsel.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
GIRARDI & KEESE: Erika Renews Bid to Drop Edelson Racketeering Suit
-------------------------------------------------------------------
Joyce E. Cutler of Bloomberg Law reports that Erika Jayne Girardi,
ex-wife of disbarred attorney Thomas Girardi, filed motions to
dismiss a racketeering lawsuit filed against the defunct Girardi
Keese law firm and related parties by Chicago-based Edelson PC.
It's the second time dismissal motions were filed since Edelson
last summer of 2022 sued Girardi Keese's former partners and
employees, litigation funders, and Erika Girardi. The Chicago firm
was Girardi Keese's local counsel in the lawsuit over the deadly
Lion Air crash in the Indonesian Ocean.
Thomas Girardi is accused of stealing client and co-counsel funds
to furnish a lavish lifestyle for himself and for his now estranged
spouse, Erika Girardi.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It
served clients in California in a variety of legal areas. It was
known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7
trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
GUNTHER CHARTERS: Charter Bus Company Files for Chapter 11
----------------------------------------------------------
Gunther Charters Inc. filed for chapter 11 protection in the
District of Maryland.
The Debtor is a charter bus company who operated at 7443 Shipley
Avenue at Harmans,
Maryland 21077. On the Web http://www.gunthercharters.com/
According to court filings, Gunther Charters estimates between $10
million and $50 million in debt owed to 1 to 49 creditors. The
petition states that funds will be available to unsecured
creditors.
About Gunther Charters Inc.
Gunther Charters Inc. is a Maryland-based bus charter that provides
safe and reliable transportation services for group travel needs.
Gunther Charters Inc. filed a petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Md. Case No. 23-10416) on January
20, 2022. In the petition filed by Martin Gunther, as president,
the Debtor reported assets between $1 million and $10 million and
liabilities between $1 million and $10 million.
The Debtor is represented by:
Daniel Alan Staeven, Esq.
Frost & Associates, LLC
7443 Shipley Ave.
Harmans, MD 21077
HANJRA TRUCKING: Taps Lonestar Business as Real Estate Broker
-------------------------------------------------------------
Hanjra Trucking, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Lonestar Business
Advisors, a Dallas-based real estate broker, to market its assets
for sale.
The Debtor agreed to pay Lonestar a minimum commission of $300,000
or 6 percent of the sale price.
As disclosed in court filings, Lonestar is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Sam Ali
Lonestar Business Advisors
Harry Hines Boulevard, Suite B214
Dallas, TX 75229
Phone: 972-900-9903
Email: Sam@LonestarBA.com
About Hanjra Trucking
Hanjra Trucking, Inc. is a licensed and bonded freight shipping and
trucking company running freight hauling business. The company is
based in Westbury, N.Y.
Hanjra Trucking filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
22-72237) on Aug. 29, 2022, with $1 million to $10 million in both
assets and liabilities. Salvatore LaMonica has been appointed as
Subchapter V trustee.
Judge Robert E. Grossman oversees the case.
The Debtor is represented by Charles Wertman, Esq., at the Law
Offices of Charles Wertman P.C.
HEADQUARTERS INVESTMENTS: Property Sale Proceeds to Fund Plan
-------------------------------------------------------------
Headquarters Investments, LLC, filed with the U.S. Bankruptcy Court
for the Middle District of Florida a Disclosure Statement for the
Chapter 11 Plan of Liquidation dated January 23, 2023.
The Debtor is a Florida limited liability company formed in July
2015. The Debtor owns certain real property located at 2000 N
Orange Avenue, Orlando, FL, 2008 N Orange Avenue, Orlando, FL, 2010
N Orange Avenue, Orlando, FL; 316 E Harvard Street, Orlando, FL;
and 321 E Yale Street, Orlando, FL (collectively, the "Property").
The Property collectively serves as a commercial building with a
gross leasable area totaling 48,283 square feet. The Property
previously consisted of an event venue, known as the M Bar, and a
rooftop bar, known as the M Lounge. The M Bar and the M Lounge have
been largely closed since the beginning of the COVID-19 pandemic.
Likewise, the Debtor has experienced difficulty attracting new
tenants into the Property.
The Debtor filed the instant case to preserve the value of its
Property and sell its property through this bankruptcy case. The
Debtor has already filed its Motion to Sell. The net proceeds from
the sale will pay all creditors in this case 100% and provide a
substantial return to the Debtor's equity holder.
The Plan provides the respective Holders of Allowed Administrative
Claims, Allowed Priority Claims, and Allowed Priority Tax Claims,
if any, will be paid in full on the Effective Date or the Closing
Date in accordance with the treatment specified herein. The Plan
further provides that Holders of Allowed Claims will receive full
payment from the Sale of Debtor's assets.
Class 1 consists of the Allowed Secured Claim of the Orange County
Tax Collector. The Class 1 claim is secured by a statutory lien on
each piece of the Debtor's real property, on account of 2022
property taxes. In full satisfaction of the Allowed Class 1 Claim,
Orange County Tax Collector shall retain its lien on the Debtor's
property and be paid the outstanding 2022 taxes from the closing on
the sale of the Debtor's real and personal property. Payment shall
be made at the closing or the Effective Date, whichever comes
first. Class 1 is Impaired.
Class 2 consists of the Allowed Secured Claim of 2000 Orange
Holdings, LLC. The Class 2 Claim is secured by a first priority
mortgage lien on all of the Debtor's real property and certain
personal property, including 2000 N Orange Avenue, Orlando, FL,
2008 N Orange Avenue, Orlando, FL, 2010 N Orange Avenue, Orlando,
FL; 316 E Harvard Street, Orlando, FL; and 321 E Yale Street,
Orlando, FL. In full satisfaction of its Allowed Claim against the
Debtor: (a) Orange shall retain its lien on the Debtor's property
until the Closing and, (b) Orange shall receive the net proceeds of
the sale of the Debtor's real and personal property up to the
amount of the established Allowed Class 2 Claim after payment of
all closing costs and Allowed Class 1 Claim. Payment shall be made
on the Effective Date. Class 2 is Impaired.
Class 3 consists of the Allowed Secured claim of Ilya Mikhailov.
The Allowed Class 3 Claim is secured by a second priority mortgage
lien on all of the Debtor's real property, including 2000 N Orange
Avenue, Orlando, FL, 2008 N Orange Avenue, Orlando, FL, 2010 N
Orange Avenue, Orlando, FL; 316 E Harvard Street, Orlando, FL; and
321 E Yale Street, Orlando, FL. In full satisfaction of its Allowed
Claim against the Debtor: (a) Mikhailov shall retain its lien on
the Debtor's property until the Closing and, (b) Mikhailov shall
receive the net proceeds of the sale of the Debtor's real and
personal property up to the amount of the established Allowed Class
3 Claim after payment of all closing costs, the Allowed Class 1
Claim, and the Allowed Class 2 Claim. Payment shall be made on the
Effective Date. Class 3 is Impaired.
Class 4 consists of all equitable interests in the Debtor. Holders
of such interests shall receive a pro rata share of the net
proceeds of the sale of the Debtor's real and personal property and
any cash on hand after payments to Allowed Administrative Claims,
Allowed Priority Tax Claims, and the Allowed Class 1, 2, and 3
Claims. Additionally, the Allowed Class 4 Claims shall retain their
interest in any property of the Debtor not included in the Motion
to Sell. Class 4 is Impaired.
The Plan is premised upon, and will be funded by, the sale and the
liquidation of Debtor's real and personal property, specifically
located at 2000 N Orange Avenue, Orlando, FL, 32804 and 321 E Yale
Street (collectively, the "Sale Property") pursuant to that certain
Motion to Sell. Any and all outstanding United States Trustees fees
shall be paid at the sale Closing. Confirmation will be
contemporaneous with Bankruptcy Court approval of the sale and
Motion to Sell. The gross sales price of $15,500,000.00 will pay
all allowed claimholders in full and return amounts to Allowed
Equity Interest Holders.
All cash in excess of operating expenses generated by the Debtor
until the Effective Date will be used for Plan Payments
A full-text copy of the Disclosure Statement dated January 23, 2023
is available at https://bit.ly/3Y2fFAu from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Justin M. Luna, Esq.
Benjamin R. Taylor, Esq.
Latham Luna Eden & Beaudine, LLP
201 S. Orange Ave., Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: jluna@lathamluna.com
btaylor@lathamluna.com
About Headquarters Investments
Headquarters Investments, LLC owns certain real property located at
2000 N Orange Avenue, Orlando, FL, 2008 N Orange Avenue, Orlando,
FL, 2010 N Orange Avenue, Orlando, FL; 316 E Harvard Street,
Orlando, FL; and 321 E Yale Street, Orlando, FL (collectively, the
"Property"). The Debtor filed a petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-04542) on
Dec. 27, 2022.
In the petition filed by Timothy F. Majors as manager, the Debtor
reported assets between $10 million and $50 million and liabilities
between $50 million and $100 million.
Judge Grace E. Robson oversees the case.
The Debtor is represented by Latham, Luna, Eden & Beaudine, LLP.
HIGGINS AG: Seeks Approval to Hire Spencer Fane as Legal Counsel
----------------------------------------------------------------
Higgins AG, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to hire Spencer Fane, LLP as its
legal counsel.
The firm's services include:
(a) providing legal advice with respect to the Debtor's 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, including the prosecution of actions on behalf of
the Debtor, the defense of any actions commenced against the
Debtor, negotiations concerning litigation in which the Debtor is
involved, and objections to claims filed against the estate;
(c) preparing legal papers;
(d) assisting the Debtor in preparing and filing a plan of
reorganization;
(e) 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
(f) other necessary legal services.
Spencer Fane will charge these hourly fees:
Partners $360 to $825
Counsel $300 to $825
Associates $240 to $490
Paralegals $100 to 340
The firm received a retainer in the amount of $50,000.
As disclosed in court filings, Spencer Fane is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Jason P. Kathman, Esq.
Spencer Fane, LLP
9400 N. Broadway Extension, Suite 600
Oklahoma City, Oklahoma 73114
Telephone: (405) 844-9900
Facsimile: (405) 844-9958
Email: cpowell@spencerfane.com
About Higgins AG
Higgins AG, LLC is a Dallas-based company, which operates in the
construction industry.
Higgins AG filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Tex.as Case No. 23-30032) on
Jan. 3, 2023, with up to $50,000 in assets and $1 million to $10
million in liabilities. Chase McLendon, manager, signed the
petition.
Judge Stacey G. Jernigan oversees the case.
Jason P. Kathman, Esq., at Spencer Fane, LLP represents the Debtor
as counsel.
HUNYGIRLS VENTURES: Seeks to Hire Stichter as Legal Counsel
-----------------------------------------------------------
Hunygirls Ventures Inc. seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Stichter, Riedel,
Blain & Postler, P.A. as its counsel.
The firm's services include:
a. rendering legal advice with respect to the Debtor's powers
and duties;
b. preparing legal papers;
c. appearing before the court and the Office of the U.S.
Trustee;
d. participating in negotiations with creditors and other
parties in interest in formulating and drafting a Chapter 11 plan,
and taking necessary legal steps to confirm such a plan;
e. representing the Debtor in all adversary proceedings,
contested matters, and matters involving administration of the
bankruptcy case;
f. performing all other necessary legal services for the
Debtor.
The firm will charge these hourly fees:
Partners $300 - $550 per hour
Associates $375 per hour
Paralegals $200 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The retainer is $30,000.
Matthew Hale, Esq., a partner at Stichter, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Matthew B. Hale, Esq.
Stichter, Riedel, Blain & Postler, P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602
Telephone: (813) 229-0144
Email: mhale@srbp.com
About Hunygirls Ventures
Hunygirls Ventures, Inc. is a wide-format graphics and signage
manufacturer and screen printer helping customers gain brand
recognition by drawing people's attention. The company is based in
Sarasota, Fla.
Hunygirls Ventures filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
22-05092) on Dec. 27, 2022, with $1 million to $10 million in both
assets and liabilities. Kathleen L. DiSanto has been appointed as
Subchapter V trustee.
Judge Roberta A. Colton oversees the case.
The Debtor is represented by Matthew B. Hale, Esq., at Stichter,
Riedel, Blain & Postler.
INNER CITY: Taps Sophia Graves of Keller Williams as Realtor
------------------------------------------------------------
Inner City Builders and Developers, LLC seeks approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Sophia Graves, a licensed broker associate for Keller Williams
Premier Realty.
Ms. Graves will assist in selling the Debtor's property located at
2408 Pierce, Houston, Texas. She will receive a commission in the
amount of $30,000.
In court filings, Ms. Graves disclosed that she does not have
connections with the Debtor, its creditors or any other party in
interest.
Ms. Graves can be reached at:
Sophia Graves
Keller Williams Premier Realty
22762 Westheimer Pkwy, Ste 430
Katy, TX 77450
Tel: (713) 835-7805
Email: sophiaygraves@gmail.com
About Inner City Builders and Developers
Inner City Builders and Developers, LLC filed a voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (S.D. Texas Case
No. 22-32616) on Sept. 5, 2022, with up to $1 million in both
assets and liabilities. Creg Thompson, managing member, signed the
petition.
Judge Christopher M. Lopez oversees the case.
James Q. Pope, Esq., at The Pope Law Firm serves as the Debtor's
counsel.
JAMES AND JAN: Seeks to Hire Michael Jay Berger as Legal Counsel
----------------------------------------------------------------
James and Jan, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Central California to hire the Law Offices of
Michael Jay Berger as its bankruptcy counsel.
The firm's services include:
(a) assisting the Debtor in drafting its bankruptcy schedules,
statement of financial affairs, and other necessary documents;
(b) assisting the Debtor in complying the requirements of the
Office of the U.S. Trustee;
(c) communicating with creditors to explain the facts and
circumstances surrounding the Debtor's Chapter 11 case, investigate
possible claims against the Debtor, and gain its cooperation with
regards to the continued business of the Debtor; and
(d) other necessary legal services.
The hourly rates of the firm's attorneys and staff are as follows:
Michael Jay Berger, Esq. $595
Sofya Davtyan, Senior Associate Attorney $545
Carolyn M. Afari, Mid-level Associate Attorney $435
Robert Poteete, Mid-level Associate Attorney $435
Gary Baddin, Bankruptcy Analyst/Field Agent $275
Senior Paralegals and Law Clerks $250
Bankruptcy Paralegals $200
The Debtor paid the firm a $40,000 retainer.
Michael Jay Berger, Esq., the sole owner of the Law Offices of
Michael Jay Berger, disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Michael Jay Berger, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Blvd., 6th Floor
Beverly Hills, CA 90212-2929
Telephone: (310) 271-6223
Facsimile: (310) 271-9805
Email: michael.berger@bankruptcypower.com
About James and Jan
James and Jan, LLC filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No.
23-10155) on Jan. 11, 2023, with $1 million to $10 million in both
assets and liabilities. Susan K. Seflin has been appointed as
Subchapter V trustee.
Judge Barry Russell oversees the case.
The Debtor is represented by the Law Offices of Michael Jay Berger.
JSM GLOBAL: Chapter 15 Case Summary
-----------------------------------
Chapter 15 Debtor: JSM Global S.a.r.l.
16 Rue Eugene Ruppert
Luxembourg
Grand Duchy of Luxembourg
Foreign Proceeding: Brazilian RJ Proceeding (case number
0803087-20.2023.8.19.0001) pending
before the 4th Business Court of Rio
de Janeiro
Chapter 15 Petition Date: January 25, 2023
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 23-10093
Judge: Hon. Michael E. Wiles
Foreign Representative: Antonio Reinaldo Rabelo Filho
Rua Barao da Torre, 550, Apt. 201,
Ipanema
Rio de Janeiro, RJ
Brazil
Foreign
Representative's
Counsel: John K. Cunningham, Esq.
WHITE & CASE LLP
1221 Avenue of the Americas
New York NY 10020
Tel: (212) 819-8200
Email: jcunningham@whitecase.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/OHBDCAQ/JSM_Global_Sarl_and_Antonio_Reinaldo__nysbke-23-10093__0001.0.pdf?mcid=tGE4TAMA
JUMBA LLC: Home Sale Proceeds & Operations Income to Fund Plan
--------------------------------------------------------------
The Jumba, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of Texas a Disclosure Statement for the Chapter
11 Plan of Reorganization dated January 23, 2023.
The Debtor was originally formed by Andrea Vernon in May of 2017 as
a land acquisition and development company. The Debtor is a
single-member LLC, with the sole manager and member being Andrea
Vernon.
The Debtor has been fortunate by making wise investments (as its
land has significantly appreciated) and also by receiving
accommodations from the former landowners who took back mortgages
for portions of the land purchase prices and have accepted lump sum
paydowns and granted extensions.
Unfortunately, COVID, changes in the economy and real estate
market, as a whole, significantly delayed development of homes that
were slated to pay off the balance of the Debtor's debts.
Additionally, the failure of the Parker County appraiser to
properly handle Debtor's timely agricultural exemption on the
Parker County land, has resulted in higher taxes on the Parker land
and legal fees arising from a tax lawsuit served in July of 2022.
Instead of granting an extension, to be funded by the guarantor on
that loan, a Notice of Foreclosure was posted, forcing the Debtor
to seek Chapter 11 Relief.
The Debtor commenced this Chapter 11 Case to implement this
restructuring through the Plan. The Plan contemplates completion of
the pending land sales to fully satisfy the tax and mortgage
obligations on both the Johnson County and Parker County parcels
and refinancing the remaining debt on the Jack County parcel to
provide terms of repayment which will work for the Debtor.
As of January 6, 2023, the Debtor had approximately $2.6 million in
total debt obligations due to a paydown of the C&G Realty E, LLC
mortgage from the homes built in Johnson County pursuant to the
joint venture. The remaining 5 home sales have been approved by the
Court, and it is anticipated that they will be closed prior to the
Effective Date. If they have not, or the claim of C&G has not been
fully paid, C&G shall participate in voting on this plan.
The Debtor anticipates that it will pay down a portion of its
funded debt obligations with a replacement mortgage on the Jack
County parcel. The remaining debts will be satisfied by the
consummation of sales by the Debtor of portions of its real estate
and note income to fully satisfy the mortgage and current tax
obligations secured by said properties.
To implement a comprehensive financial restructuring of its
remaining funded debt, the Debtor commenced a chapter 11 case in
the United States Bankruptcy Court for the Northern District of
Texas Dallas Division:
* each Holder of an Undisputed Secured Claim will paid 100% of
their Allowed Claim which is still outstanding, if any, with
interest pursuant to the terms of each such obligation.
* all unpaid Priority Tax Claims will receive post
confirmation interest at the rate of 5% per annum. The Estate will
pay the Priority Tax Claims not satisfied in the previously court
approved real estate closings, within 12 months of the Effective
Date with interest at the rate of 5% per annum. The Estate will pay
any and all post-petition sales and ad valorem taxes when due and
in the ordinary course of business;
* all Administrative Claims and Other Secured Claims will be
paid in full in Cash or receive such other treatment that renders
such Claims unimpaired;
* each Holder of unliquidated secured claims will continue to
hold secured status and thus their collateral, if any, and the
amount of the secured portion of their claim, will need to be
determined by agreement or the Court for purposes of allowance.
The Debtor shall obtain a new loan sufficient to pay Effective Date
obligations as well as the Cunningham mortgage in connection with
funds from the Debtor's sole member.
Class 8 consists of Tri County Utilities Unsecured Claim. Class 8
consists of small claims for deposits on homes as they are being
built. The deposit surplus is moved to the next property. If there
is a balance due it will be paid in full.
Class 9 consists of the obligation to transfer a portion of the
Johnson County land once the C&G mortgage obligation has been fully
satisfied. The Debtor will perform this obligation when it becomes
due by execution of a deed.
The Debtor has identified two lenders willing to provide the
funding needed for the Plan's consummation. Due to the Debtor's
income, the Debtor will need to go with a private lender in order
to extend the repayment obligation without the high interest rates
being offered by land banks.
The Debtor or Reorganized Debtor, as applicable, shall use Cash on
hand to fund distributions to certain Holders of Claims, including
the payment of Allowed General Unsecured Claims.
The Plan will be funded by the operations income arising from the
anticipated construction and sale of additional homes, as well as
the sale of same acreage. The Plan provides for the Reorganized
Debtor to pay 100 percent on all claims.
A full-text copy of the Disclosure Statement dated January 23, 2023
is available at https://bit.ly/3j7uPW8 from PacerMonitor.com at no
charge.
Attorney for Debtor:
Lyndel Anne Vargas, Esq.
Cavazos Hendricks Poirot, P.C.
Suite 570, Founders Square
900 Jackson Street
Dallas, TX 75202
Phone: (214) 573-7322
Fax: (214) 573-7399
Email: LVargas@chfirm.com
About Jumba LLC
The Jumba LLC was originally formed by Andrea Vernon in May of 2017
as a land acquisition and development company.
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 Andrea Vernon, as manager, the
Debtor reported assets between $10 million and $50 million and
liabilities between $1 million and $10 million.
The Debtor is represented by Lyndel Anne Vargas of Cavazos
Hendricks Poirot, P.C.
JUST BELIEVE: Creditors to Get Proceeds From Liquidation
--------------------------------------------------------
Just Believe Recovery Center of Port Saint Lucie, d/b/a Just
Believe Recovery Center, filed with the U.S. Bankruptcy Court for
the Southern District of Florida a Disclosure Statement for Chapter
11 Plan of Liquidation dated January 23, 2023.
The Debtor is a substance abuse treatment recovery center. The
Debtor's primary office is in Port St. Lucie, Florida.
The Debtor's financial issues began during the COVID pandemic when
potential payments were unable to travel to and from their home
state to receive residential treatment services due to the travel
ban imposed throughout the country. The Debtor was forced to incur
several Merchant Cash Advances to continue to meet its outstanding
obligations. Once the Debtor was able to restart operations, it
found that it was unable to meet its debt obligations. The Debtor
then filed this case in an attempt to reorganize its debt.
During the course of this case, the Debtor determined that even
with a reorganization, it would be unable to survive. The Debtor
then entered into a contract to sell the business real property and
personal property and filed a Motion to Approve Sale Contract with
Medicorum Acquisition Fund, LLC (the "Sale Motion"). The Motion was
approved by this Court on a hearing on November 1, 2022 and by way
of the Order Granting Just Believe Recovery Center of Port Saint
Lucie, LLC's Emergency Motion to Approve Sale Contract with
Medicorum Acquisition Fund LLC.
As set forth in the Sale Motion, there are two separate contracts:
(i) the sale of the real property located at 699 Airoso Boulevard,
Port St. Lucie, Florida 34983 for $5,000,000.00 and the sale of the
business assets for $400,000.00, with a $5,000.00 down payment and
a Promissory Note for $395,000.00 to be paid at 5% interest in
monthly payments over 18 months. These loan payments will be first
used satisfy any unpaid pre-confirmation administrative expenses
and then to fund Class 5, the unsecured creditor class.
Post-confirmation administrative expenses incurred by counsel for
the Debtor to bring the case to closure shall also be paid from
this loan payment.
Subject to any objections sustained by the Court, amounts due to
Secured Creditors shall be paid to those creditors directly upon
Closing ("Allowed Secured Claims"). Also at Closing, subject to any
objections sustained by the Court, all Priority Unsecured Claims
paid in full as set forth in each Creditor's Proof of Claim,
("Allowed Priority Claims").
Class Five consists of General Unsecured Creditors. The General
Unsecured claims include all other allowed claims of Unsecured
Creditors, subject to any Objections that have been or will be
filed and sustained by the Court. The undisputed general unsecured
claims shall receive a pro rata distribution from the net proceeds
of the sale over a period of 18 months beginning 120 days after
Closing. These claims are impaired.
Class Six consists of Equity Holders. There shall be no
distribution to the equity holders of the Debtors under the
confirmed Plan and no dividends to this class of claimants. This
claim is impaired.
Debtor's primary assets shall be liquidated and there shall be no
further operations.
The creditors will be paid from the sale of the assets contemplated
in the Debtor's Emergency Motion to Approve Sale Contract with
Medicorum Acquisition Fund, LLC (the "Sale Motion"). The Debtor
submits that there will be sufficient net sales proceeds to make
all distributions to Classes 1-4, as well as a pro rata
distribution to Class 5.
A full-text copy of the Disclosure Statement dated January 23, 2023
is available at https://bit.ly/3kBbj4C from PacerMonitor.com at no
charge.
Attorneys for Debtor:
Craig I. Kelley, Esq.
Dana Kaplan, Esq.
Kelley Fulton Kaplan & Eller, P.L.
1665 Palm Beach Lakes Blvd. Suite 1000
West Palm Beach, FL 33401
Tel: (561) 491-1200
Fax: (561) 684-3773
Email: craig@kelleylawoffice.com
About Just Believe Recovery Center
Just Believe Recovery Center of Port Saint Lucie --
https://justbelieverecoverycenter.com/ -- is a drug and alcohol
addiction rehabilitation and detox facility with locations in
Florida and Pennsylvania.
Just Believe Recovery Center of Port Saint Lucie sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case
No. 22-15739) on July 27, 2022, listing up to $50,000 in assets and
up to $10 million in liabilities. Its affiliate, Just Believe
Recovery Center, LLC filed for Chapter 11 protection (Bankr. S.D.
Fla. Case No. 22-16046) on Aug. 4, 2022, listing up to $50,000 in
assets and up to $10 million in liabilities. The cases are jointly
administered under Case No. 22-15739.
Judge Mindy A. Mora oversees the cases.
Kelley Fulton Kaplan & Eller, P.L. is the Debtors' legal counsel.
LABORATORIES BODYCAD: Obtains CCAA Initial Stay Order
-----------------------------------------------------
The Superior Court of Quebec granted an initial order providing,
inter alia, a stay of proceedings in respect of Bodycad
Laboratories Inc. / Laboratories Bodycad Inc., as well as the
appointment of Raymond Chabot Inc. as monitor.
Pursuant to the initial order, the Court also granted an order
that, among other things, authorized the monitor to conduct, with
the assistance of the Debtor, and in consultation with Sante BB
Inc., as the DIP lender, a sale and investment solicitation process
("SISP") in accordance with the terms and conditions hereof.
The SISP will be conducted subject to the terms hereof and these
key milestones:
(a) The Monitor will commence the solicitation process no later
than Jan 16, 2023;
(b) Deadline to submit an indication of interests - 5:00 p.m.
Eastern Daylight Time on Feb. 15, 2023;
(c) Deadline to determine whether an indication of interest is a
qualified indication of interest and, if applicable, to notify
those qualified prospective bidders to submit a qualified bid
before the qualified bid deadline - 5:00 p.m. Eastern Daylight Time
on the date that seven days after the indication of interest
deadline;
(d) Deadline to submit a qualified bid - 5:00 p.m. Eastern
Daylight Time on March 3, 2023;
(e) Deadline to determine whether a bid is a qualified bid - 5:00
p.m. Eastern Daylight Time on March 8, 2023;
(f) Approval order hearing - by no later than March 17, 2023,
subject to court availability.
The Monitor can be reached at:
Raymond Chabot Inc.
Benoit Fontaine
600, rue de la Gauchetiere O
Bureau 2000
Montreal, Québec H3B 4L8
Tel: 514-390-4195
Email: fontaine.benoit@rcgt.com
A copy of the Initial Order granted can be found on the Monitor's
website at
https://www.raymondchabot.com/fr/entreprises/dossiers-publics/laboratoires-bodycad-inc/
Quebec-based Laboratoires Bodycad Inc. operates an orthopaedic
company designs and makes personalized products based on the
anatomical specifications of a patient using the company's
proprietary Personalized Restoration software.
LAW OFFICES OF BRIAN: Case Summary & Two Unsecured Creditors
------------------------------------------------------------
Debtor: Law Offices of Brian Smith LLC
714 Pettigru Street
Greenville, SC 29601
Chapter 11 Petition Date: January 25, 2023
Court: United States Bankruptcy Court
District of South Carolina
Case No.: 23-00235
Judge: Hon. Helen E. Burris
Debtor's Counsel: Robert H. Cooper, Esq.
THE COOPER LAW FIRM
150 Milestone Way, Ste B
Greenville, SC 29615
Tel: 864-271-9911
Fax: 864-232-5236
Email: thecooperlawfirm@thecooperlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Brian Smith as owner/managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/632GR4A/Law_Offices_of_Brian_Smith_LLC__scbke-23-00235__0001.0.pdf?mcid=tGE4TAMA
M.A.R. DESIGNS: Seeks to Hire Carr Riggs & Ingram as Accountant
---------------------------------------------------------------
M.A.R. Designs & Construction, Inc. seeks approval from the U.S.
Bankruptcy Court for Southern District of Texas to hire Carr Riggs
& Ingram, LLC as its accountant.
The firm's services include:
a) preparing federal and state tax returns;
b) preparing audited year-end financial statements;
c) assisting the Debtor and other professionals employed in
the bankruptcy case to prepare a plan of reorganization to be filed
with the court;
d) assisting the Debtor and its professionals in preparing and
reviewing financial projections;
e) assisting the Debtor in complying with the Operational
Guidelines and Reporting Requirements promulgated by the Office of
the United States Trustee; and
f) providing such additional financial analysis, projections,
and other accounting and tax services as may be required.
The firm will be paid at these rates:
Partners $295 per hour
Senior Accountants $200 per hour
Accountants $150 per hour
Office Assistants $100 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
David Segovia, a certified public accountant at Carr Riggs &
Ingram, disclosed in court filings that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
David Segovia
Carr Riggs & Ingram, LLC
4100 North 23rd St.
McAllen, TX 78504
Phone: 956- 686‐3701, ext. 8379
Email: dsegovia@cricpa.com
About M.A.R. Designs & Construction
M.A.R. Designs & Construction, Inc. sought protection for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
23-70001) on Jan. 1, 2023, with as much as $1 million in both
assets and liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Antonio Martinez, Jr., Esq., and Carr Riggs & Ingram, LLC serve as
the Debtor's legal counsel and accountant, respectively.
MARYMOUNT UNIVERSITY: Moody's Downgrades Issuer Rating to B1
------------------------------------------------------------
Moody's Investors Service has downgraded Marymount University's
(VA) issuer rating to B1 from Ba3 and revenue bond rating to Ba3
from Ba2. This action affects approximately $120 million of Series
2015A and 2015B revenue bonds. The bonds were issued through the
Virginia College Building Authority (VCBA). The outlook is revised
to stable from negative.
RATINGS RATIONALE
The downgrade of Marymount University's issuer rating to B1 is
driven by a combination of very high financial leverage with thin
operating results, declining liquidity, debt structure risks
inclusive of a project financing currently subsidized by the
university, and a highly competitive student market. The revision
of the outlook to stable incorporates management's plans to address
these financial and market risks along with liquidity of about 100
days cash on hand, which is thin but provides near term financial
flexibility as plans are implemented.
Marymount University's B1 issuer rating favorably incorporates its
fair strategic positioning as a faith-based private university with
an attractive Northern Virginia location and good program
diversity. New financial leadership is deliberately focused on
realigning student programming, right sizing expenses and enhancing
revenue. However, a highly competitive market, evidenced by
comparatively low yield on accepted students, limited ability to
grow net tuition per student, and difficulties in meeting certain
enrollment targets, will weigh on the university's ability to grow
revenue and substantially improve operating results. Overall wealth
levels are modest, particularly in light of operating volatility
and leverage, with total cash and investments decreasing over the
fiscal 2018-22 period due to capital investments, financial market
losses and limited operating results. Total adjusted debt to EBIDA
of nearly 20x, with debt service consuming over 10% of revenue,
significantly constrains financial flexibility. Debt structure
risks include various financial covenants, with limited headroom
under these covenants, the need to refinance a balloon payment on
bank debt in 2025, as well as strategic, financial, legal and
reputational ties to an underperforming project financing.
Downgrade of the debt rating to Ba3, which is one notch above the
B1 issuer rating, reflects the general obligation pledge with a
secured interest in gross receipts. In addition, the bonds are
enhanced by a deed of trust on certain campus properties and
separate debt service reserve funds for each series.
RATING OUTLOOK
The stable outlook incorporates Moody's expectations for some
volatility in operating results, but with the Series 2015 bonds and
parity debt meeting financial covenants, and very limited use of
cash reserves.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Substantial growth in wealth and liquidity, providing for
materially stronger coverage of debt and operations
-- Material improvement in strategic positioning, reflected in
strengthening of student demand, fundraising, and earned revenue
growth
-- Sustained improvement in operating performance and debt
affordability
-- Reduction in financial leverage
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Inability to sustain sufficient operating performance to
generate debt service coverage above 1x (on a Moody's adjusted
basis) and required debt service coverage covenants
-- Liquidity decline below $25 million, the liquidity covenant,
particularly if debt service coverage thins below covenanted
levels
-- Inability to refinance the upcoming 2025 maturity on bank debt
-- Further weakening of strategic position, evidenced through
enrollment declines and inability to grow net student charges in
line with expense growth
-- Failure of the associated public-private partnership project to
generate materially improved performance
LEGAL SECURITY
The Series 2015A and 2015B bonds (Obligations No. 1 and 2,
respectively) are general obligations of the university with a
secured interest in gross receipts. The bonds are further enhanced
by a deed of trust on certain campus properties and separate debt
service reserve funds for each series. During fiscal 2019, the
university issued a taxable term loan (Obligation No. 3) that is on
parity with the Series 2015A and 2015B bonds. While Obligation No.
3 is not additionally secured by a debt service reserve fund, the
loan agreement includes a Material Adverse Effect clause which
would enable the bank to accelerate debt, a liquidity risk.
The university has a debt service coverage financial covenant of
1.15x, which is measured at the end of each fiscal year. Failure to
maintain at least 1x coverage for any fiscal year: (i) is an event
of default if unrestricted liquidity at the time of failure is less
than or equal to $25 million; (ii) is an event of default at the
next annual testing date if unrestricted liquidity at the time of
failure is greater than $25 million and at the next testing date
coverage is not 1.15x or greater; and (iii) is not an event of
default if unrestricted liquidity at the time of failure is greater
than $25 million and coverage is 1.15x or greater at the next
annual testing date. The university recorded debt service coverage
of 1.84x as calculated under the covenant for fiscal 2022. Further,
its liquidity of about $26 million for fiscal 2022 exceeded the
secondary covenant test.
There is an additional obligations test, which requires an
Officer's Certificate concluding that the long-term debt service
coverage for the two most recent fiscal years was not less than
1.15x. Further, the test requires a management consultant report
stating that the forecasted long-term debt service coverage,
including the new debt, is not less than 1.15x each of the two full
fiscal years immediately succeeding the year in which the new debt
is incurred.
PROFILE
Marymount University is a private coeducational Catholic
institution located in Arlington, Virginia, and founded in 1950 by
the Religious of the Sacred Heart of Mary, an international
congregation of Catholic sisters. The university currently has
three locations in Arlington. In fiscal 2022, the university
recorded Moody's adjusted operating revenue of $96 million and in
fall 2022, enrolled 3,088 full-time equivalent (FTE) students.
METHODOLOGY
The principal methodology used in these ratings was Higher
Education Methodology published in August 2021.
MATADOR RESOURCES: Advance Deal No Impact on Moody's 'Ba3' Rating
-----------------------------------------------------------------
Moody's Investors Service says Matador Resources Company's
(Matador, Ba3 stable) announcement on acquisition of Advance Energy
Partners Holdings, LLC (Advance, unrated) on January 24, 2023 does
not have any impact of Matador's credit ratings or outlook.
Matador has agreed to acquire 18,500 net acres in Lea County, New
Mexico near Matador's existing Delaware Basin properties for an
initial consideration of $1.6 billion of cash, plus additional $7.5
million of cash consideration for each month during 2023 in which
the average oil price exceeds $85 per barrel. Matador plans to use
a combination of balance sheet cash, free cash flow and revolver
debt to finance the acquisition. The transaction will be effective
as of January 1, 2023 and is expected to close in early second
quarter. Advance is a portfolio company of EnCap Investments L.P.
(EnCap, unrated).
The substantial debt component contemplated in the funding mix will
weaken Matador's credit metrics in the near term, but the company
has low leverage, good liquidity and significant oil volumes hedged
that should help it to absorb and integrate the acquisition
comfortably. Longer term, if management can successfully execute
its drilling and deleveraging plans and if oil and gas prices stay
nearlevels, the company will benefit from a larger cash flow
platform, longer drilling runway and increased resilience against
price volatility overall. The acquired assets are 99% held by
production and roughly 75% are on non-federal land posing low
development risks.
Following the acquisition, Matador's debt level, concentration in
New Mexico and capital expenditures will increase in addition to a
sharp reduction in liquidity. The company is looking to increase
its revolver commitment from the current $775 million level. The
revolver is undrawn and has a $2.25 billion borrowing base
providing ample capacity to increase liquidity cushion. Matador had
$400 million of cash at September 30, 2022, which will grow
substantially between now and the transaction closing in early
second quarter 2023.
Management has indicated that it will focus on debt reduction after
closing the transaction, bring total debt down to pre-acquisition
levels by early 2024 and keep the debt/EBITDAX ratio under 1x.
Moody's expects Matador to sufficiently de-lever by 2024 to put
itself on a strong financial footing ahead of its September 2026
notes maturity.
Matador's management team has a good track record of prudent
financial policies, including substantial debt reduction during
2021-2022 and quickly cutting capital expenditures during times of
low oil prices. The company also has a less aggressive shareholder
distribution policy compared to most E&P companies, which should
make more cash flow available for debt reduction. Matador expects
the acquired assets to contribute roughly 25,000 boe per day of
incremental volume in the first quarter of 2023 and $500 million of
EBITDA in 2023 using strip pricing in mid-January.
Matador Resources Company is a Dallas, Texas based publicly-traded
independent exploration and production company with primary
operations in the Delaware Basin in New Mexico and West Texas.
MATCON CONSTRUCTION: Files for Chapter 11 Bankruptcy
----------------------------------------------------
Matcon Construction Services Inc. filed for chapter 11 protection
in the Middle District of Florida.
The Debtor is a minority-owned, commercial construction contractor
and subcontractor, specializing in concrete construction and
implementation in mid-size and large commercial projects in Tampa
Bay and across Florida. The Debtor designs and installs turn-key
systems for enterprise, public-sector and commercial applications.
As a pillar of the Florida construction community, the Debtor has
worked on large and small projects, including Yuengling
Headquarters, the Orlando Magic training facility in Orlando,
Florida, The University of South Florida Research Innovation
Building, the Tampa Airport, Midtown Tampa, Brandon Memorial
Hospital, St Pete Pier and many other recognizable projects in and
around Florida.
The Debtor operates out of its main building and principal place of
business is located at 3023 N Florida Ave., Tampa, Florida 33603.
The property is leased from an affiliate, DROMM Investments, Inc.
Derek Mateos owns 55% of the Debtor’s shares and is the
President, sole Director and Chairman of the Board of Directors of
the Debtor. Derek's father, Rudy Mateos, is the Vice President of
the Debtor and owns 33% of the Debtor's shares. Derek's mother,
Olga Mateos is the Debtor’s Secretary and Treasurer and owns 12%
of the shares.
Reasons for Filing Chapter 11
The Debtor filed a chapter 11 case to address its current
insurmountable debt load, caused largely by the COVID-19 pandemic.
Pre-pandemic, due to its strategic pricing and high-quality
services, the Debtor was able to win many bids for contracts for
its services and was operating successfully in the construction
industry. Following the pandemic, however, the Debtor started to
experience issues, as it was tied to fixed-price and fixed-schedule
contracts that included provisions for delay damages. Of course
the pandemic caused construction delays all over the world, and the
Debtor was not immune. The Debtor's financial problems were
exacerbated by rapid inflation of costs and materials, and delay in
shipping of materials needed for jobs.
Experiencing financial difficulties, the Debtor tried, but was
unable to obtain additional traditional financing from its main
lender, Lake Michigan Credit Union (formerly Pilot Bank) (the
"LMCU") on a timely basis. In an effort to carry the Debtor
through this downturn period, the Debtor turned to short term
funding sources with high cost of capital known as "merchant cash
advance" funding, with various companies (the "MCAs"). The MCAs
only served to further the Debtor's economic problems as the MCAs
began siphoning the Debtor's cash and strangling the Debtor's
income by issuing UCC demands to the Debtor's customers.
The Debtor filed this case primarily to obtain relief from this
financial pressure. The Debtor will be seeking immediate turnover
of accounts receivables held by customers who have received UCC
demands from MCAs, despite prior lien by the Debtor's largest
creditor, Lake Michigan Credit Union.
According to court filings, Matcon Construction Services estimates
between $10 million and $50 million in total debt owed to 1 to 49
creditors. The petition states that funds will be available to
unsecured creditors.
About Matcon Construction Services
Matcon Construction Services Inc. -- https://www.matcon.build --
provides general contracting, solar solutions and development
Services.
Matcon Construction Services Inc. filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
23-00215) on Jan. 20, 2023. In the petition filed by Derek Mateos,
as president, the Debtor reported assets and liabilities between $1
million and $10 million.
The Debtor is represented by:
Scott A Underwood, Esq.
Underwood Murray, P.A.
3023 N. Florida Ave.
Tampa, FL 33603
MAUSER PACKAGING: Moody's Rates New $2.75BB Secured Notes 'B2'
--------------------------------------------------------------
Moody's Investors Service affirmed the B3 corporate family rating
and the B3-PD probability of default rating of Mauser Packaging
Solutions Holding Company. At the same time, Moody's assigned B2
ratings to Mauser's proposed $2.75 billion new senior secured notes
and $750 million new Term Loan B, and Caa2 to the proposed $1.35
billion new 2nd lien senior secured notes. The outlook remains
stable.
The proceeds from the notes and term loan will be used to refinance
Mauser's existing term loans and senior secured notes that are
maturing in April 2024, and to replace $1.35 billion senior
unsecured notes maturing in April 2025. To support about $400
million of proposed debt redemption, Stone Canyon Holding
Industries Holding, Inc., the sponsor, is also injecting $620
million of new money.
Affirmations:
Issuer: Mauser Packaging Solutions Holding Company
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Assignments:
Issuer: Mauser Packaging Solutions Holding Company
Backed Senior Secured Term Loan B, Assigned B2 (LGD3)
Backed Senior Secured 1st Lien Global Notes, Assigned B2 (LGD3)
Backed Senior Secured 2nd Lien Global Notes, Assigned Caa2 (LGD5)
Outlook Actions:
Issuer: Mauser Packaging Solutions Holding Company
Outlook, Remains Stable
RATINGS RATIONALE
The affirmation of the CFR reflects the reduction in Mauser's total
debt and improvement in leverage, which was at 6.0x for the last
twelve months that ended September 2022, including Moody's standard
adjustments. Such improvement is counterbalanced by the weakening
of sales and profit that Moody's expects in 2023, driven by
moderating economic growth and lower demand from industrial end
users. As a result of lower EBITDA in 2023, Moody's expects
leverage to increase to about 7x in 2023, positioning credit
metrics at the weak end of the B3 CFR. Assuming a subsequent
recovery in 2024, Moody's still expects the metrics to remain the
range assumed for the B3 CFR. Higher interest expense and exposure
to floating rate debt will weigh on Mauser's cash flow generation,
but a lower amount of total debt will help keep its interest
coverage around 2x for the next 12-18 months, also in line with the
CFR.
Mauser's credit strengths include its competitive position and
leading share in the relatively consolidated US paints and coatings
market. The company has long-standing relationships with customers,
including many blue-chip names, which provides some revenue
stability. With over $5 billion of revenues, Mauser has a greater
scale and a breadth of product line than many competitors. A part
of Mauser's sales is directed to relatively stable end markets,
including food and consumer products, which accounted for around
16% of sales in 2021.
Mauser's credit weaknesses include high leverage and most of its
sales originating from customers in industrial end markets –
including chemicals, paints and coatings, and petrochemicals –
which tend to have more cyclical demand relative to that of food
and household consumer goods. The company has a leading position in
paint cans and plastic/steel pails, but it also operates in more
competitive and fragmented market for bulk shipping packaging
products.
Moody's expects the company to have good liquidity over the next
12-18 months, supported by sufficient availability under the
proposed $350 million new ABL revolving credit facility, the new
$150 million super priority cash flow revolver (both unrated by
Moody's), and projected free cash flow generation. As of September
2022, there was $40 million of borrowings under the ABL revolver,
and Mauser plans to keep $30 million under the new ABL revolver at
closing.
The new Term Loan B and the new senior secured notes, both due in
August 2026, are rated B2, one notch above the B3 CFR. The one
notch difference reflects these facilities' senior position in the
capital structure relative to the unsecured notes. The collateral
and guarantees for the secured debt represent the majority of the
group's assets and EBITDA. The borrower is Mauser Packaging
Solutions Holding Company.
Moody's expects the new term loan and the new senior secured notes
to be pari passu and guaranteed by Mauser Packaging Solutions
Intermediate Company, Inc. the direct parent, and each of the
issuer's existing and future direct and indirect wholly-owned
domestic subsidiaries subject to certain exceptions. The facilities
will also have a second lien on the collateral securing the new ABL
revolver and the new super priority cash flow revolver. Moody's
expects the term loan and the senior secured notes to have no
financial covenants.
The new 2nd lien senior secured notes due April 2027 issued by
Mauser Packaging Solutions Holding Company are rated at Caa2, two
notches below the B3 CFR. The lower rating reflects the
subordination of the 2nd lien senior secured notes to a substantial
amount of 1st lien secured debt, including the term loan and the
senior secured notes. The 2nd lien senior secured notes are fully
and unconditionally guaranteed by the same domestic guarantors as
the 1st lien secured facilities.
The stable outlook reflects Moody's expectation that Mauser's
improved debt capital structure will help offset Moody's
expectation of weaker end market demand negatively impacting key
credit metrics over the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade the ratings if Mauser sustainably improves
its credit metrics and maintains good liquidity, with an
improvement in the cyclical end markets the company serves and
without debt-financed acquisitions or dividends. Specifically, the
ratings could be upgraded if debt/EBITDA is sustained below 6.0x,
EBITDA/interest expense is above 3.0x and FCF/debt is above 4%
through various phase of the economic cycle.
Moody's could downgrade the ratings if the company's key credit
metrics weaken from a further decline in end markets beyond Moody's
current expectation or from additional debt for acquisitions or
shareholder returns. Specifically, the ratings could be downgraded
if debt/EBITDA increases above 7.0x, EBITDA/interest expense falls
below 2.0x or FCF turns negative or liquidity deteriorates.
Headquartered in Oak Brook, Illinois, Mauser Packaging Solutions
Intermediate Company, Inc. is a manufacturer and distributer of
rigid metal, plastic and fiber containers primarily to
manufacturers of industrial and consumer products for use as
packaging. The company is the reporting entity for the group and
the parent of Mauser Packaging Solutions Holding Company, the
borrower/issuer of the group's debt. The company generated about
$5.3 billion in revenue for the twelve months that ended September
2022. The company has been owned by Stone Canyon Holding Industries
Holding, Inc. since 2016 and does not publicly disclose financial
information.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers published in
December 2021.
MEDFORD LLC: Case Summary & 14 Unsecured Creditors
--------------------------------------------------
Debtor: Medford LLC
14300 SW McKinley Dr
Sherwood, OR 97140-7089
Chapter 11 Petition Date: January 25, 2023
Court: United States Bankruptcy Court
District of Oregon
Case No.: 23-30153
Debtor's Counsel: Keith Y. Boyd, Esq.
THE LAW OFFICES OF KEITH Y. BOYD
724 S Central Ave 106
Medford, OR 97501
Tel: 541-973-2422
Email: keith@boydlegal.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jerry Reeves as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 14 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/CY6RKHI/Medford_LLC__orbke-23-30153__0001.0.pdf?mcid=tGE4TAMA
MIAMI JET TOURS: Case Summary & 13 Unsecured Creditors
------------------------------------------------------
Debtor: Miami Jet Tours, Inc.
12707 NW 42 Ave
Opa Locka, FL 33054
Business Description: The Debtor is a Miami transportation company
specializing in private transportation for
small and large groups; pre and post cruise
transfers, corporate and sporting events,
concerts, school trips, churches, weddings,
and customized transportation needs.
Chapter 11 Petition Date: January 25, 2023
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 23-10569
Judge: Hon. Robert A. Mark
Debtor's Counsel: Zach B. Shelomith, Esq.
LSS LAW
2699 Stirling Rd # C401
Fort Lauderdale, FL 33312
Tel: (954) 920-5355
Email: zbs@lss.law
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Rafael Mulkay as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 13 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/JJIB6VI/Miami_Jet_Tours_Inc__flsbke-23-10569__0001.0.pdf?mcid=tGE4TAMA
MYLIFE.COM INC: Seeks to Hire Hahn & Hahn as Special Counsel
------------------------------------------------------------
Mylife.com, Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Hahn & Hahn, LLP as
its special counsel.
The firm's services include:
(a) advising the Debtor on the requirements of the court, U.S.
bankruptcy laws, and the U.S. trustee's guidelines and requirements
for Chapter 11 debtors;
(b) advising the Debtor on the rights and remedies of its
bankruptcy estate and the rights, claims, and interests of
creditors;
(c) representing the Debtor in any proceeding or hearing
before the court involving its estate unless the Debtor is
represented in such proceeding or hearing by a special counsel;
(d) conducting examinations of witnesses, claimants, or
adverse parties and representing the Debtor in any adversary
proceeding, except to the extent that the subject matter of such
proceeding is in an area outside of the firm's expertise or the
representation of the Debtor in such proceeding is beyond the
firm's staffing capabilities;
(e) assisting the Debtor in the preparation of reports,
bankruptcy schedules, statement of financial affairs and legal
papers;
(f) assisting the Debtor in seeking approval to use cash
collateral or obtain financing, including, without limitation,
negotiating with lenders and preparing court papers;
(g) assisting the Debtor in the negotiation, formulation,
preparation, and confirmation of a plan of reorganization; and
(h) other necessary legal services.
The firm's hourly rates are as follows:
Laura V. Farber, Esq. $625 per hour
Attorneys $315 - $425 per hour
Paralegals $235 - $250 per hour
Laura Farber, Esq., the firm's attorney who will be providing the
services, disclosed in a court filing that he is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Laura V. Farber, Esq.
Hahn & Hahn, LLP
301 East Colorado Boulevard, 9th Fl.
Pasadena, CA 91101-1977
Phone: (626) 976-9123
Fax: (626) 449-7357
Email: lfarber@hahnlawyers.com
About Mylife.com Inc.
Mylife.com Inc. is an American information brokerage firm founded
by Jeffrey Tinsley in 2002 as Reunion.com.
On Sept. 2, 2022, Mylife.com Inc., doing business as Reunion.com
Inc., filed for Chapter 11 protection (C.D. Calif. Case No.
22-14858), with between $500,000 and $1 million in assets and
between $10 million and $50 million in liabilities. Jeffrey
Tinsley, chief executive officer of Mylife.com, signed the
petition.
Judge Ernest M. Robles oversees the case.
The Debtor tapped Leslie Cohen Law, PC as bankruptcy counsel, and
Larson, LLP and Hahn & Hahn, LLP as special counsel.
NATIONAL ADVANCED: Taps Morris & Morris as Bankruptcy Counsel
-------------------------------------------------------------
National Advanced Medical Management, LLC seeks approval from the
U.S. Bankruptcy Court for the Eastern District of Michigan to hire
Morris & Morris Attorneys, PLLC as its legal counsel.
The firm requires legal services to administer its bankruptcy
estate and prepare a Chapter 11 plan of reorganization.
The firm will be paid at these rates:
Thomas R. Morris $300/hour
David R. Morris $150/hour
In court filings, Morris & Morris disclosed that it is a
"disinterested person" within the meaning of Bankruptcy Code
Section 101(14).
The firm can be reached through:
Thomas R. Morris, Esq.
Morris & Morris Attorneys, PLLC
3258 Broad Street, Suite 2
Dexter, MI 48130
Tel: (734) 221-0077
Email: tmorris@morrispllc.com
About National Advanced Medical Management
National Advanced Medical Management, LLC provides operational,
administrative and technical healthcare management services to
large physician organizations, government agencies, and health
plans. It is based in Farmington Hills, Mich.
National Advanced Medical Management filed a petition for relief
under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr.
E.D. Mich. Case No. 22-50022) on Dec. 22, 2022, with up to $50,000
in assets and $1 million to $10 million in liabilities. Deborah L.
Fish has been appointed as Subchapter V trustee.
Judge Maria L. Oxholm oversees the case.
The Debtor is represented by Thomas R. Morris, Esq., at the Morris
& Morris Attorneys, PLLC.
NATIONWIDE INVESTORS: Rental Income to Fund Plan Payments
---------------------------------------------------------
Nationwide Investors, LLC, filed with the U.S. Bankruptcy Court for
the Southern District of Texas a Plan of Reorganization for Small
Business dated January 19, 2023.
Nationwide is seeking to reorganize the debts related to the 7
condominium units.
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.
Creditors holding allowed claims will receive distributions as set
forth in this Plan. This Plan also provides for the payment of
administrative and priority claims.
Class 16 consists of the allowed unsecured claims. The Debtor will
pay allowed claims in Class 16 over a 60-month period at no
interest. The Debtor is impaired.
Class 17 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 properties of the bankruptcy estate. The
Debtor will lease the units and use rental income to make the
payments. The Debtor may elect to pay other amounts in advance.
A full-text copy of the Plan of Reorganization dated January 19,
2023 is available at https://bit.ly/3XzUaH4 from PacerMonitor.com
at no charge.
Attorney for the 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 Nationwide Investors
Nationwide Investors, LLC, is a real estate investment company.
Nationwide acquired 7 condominium units in Palm Beach County,
Florida. The units are 13 Southport Lane H, 18 Stratford F, 23
Stratford H, 29 Stratford D, 40 Stratford B, 48 Stratford C and 52
Stratford F, all in Boynton Beach, Florida.
Nationwide Investors, LLC, sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-33128) on
Oct. 21, 2022. In the petition signed by its authorized agent, Wade
Riner, the Debtor disclosed up to $1 million in assets and up to
$50,000 in liabilities.
Judge Christopher M. Lopez oversees the case.
Reese W. Baker, Esq., at Baker & Associates, is the Debtor's legal
counsel.
NGV GLOBAL: Seeks to Hire Harney Partners as Financial Advisor
--------------------------------------------------------------
NGV Global Group, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Northern District of Texas to employ
Harney Partners as their financial advisor.
The firm's services include:
(a) assisting the Debtors and their counsel with the
preparation of schedules of assets and liabilities, statements of
financial affairs and other information needed for the Debtors'
Chapter 11 proceedings; and
(b) Other services as may be agreed upon between the firm and
the Debtors, that may include:
i. reviewing and analyzing the financial and
operational position of the Debtors, and providing advice to the
Debtors in connection with same;
ii. evaluating and investigating potential strategies
for the restructuring and refinancing of the Debtors, and providing
advice to the Debtors in connection with same;
iii. preparing data and analyses to meet the requests of
the Debtors' financial constituents;
iv. providing oversight and support to the Debtors'
other professionals in connection with execution of the Debtors'
business plan, any sales process and the overall administration of
activities within the chapter 11 proceeding;
v. providing oversight and assistance in connection
with the preparation of financial information for distribution to
creditors and others, including, but not limited to, cash flow
projections and budgets, cash receipts and disbursements analysis
of various asset and liability accounts, and analysis of proposed
transactions for which court approval is sought;
vi. participating in meetings and providing assistance
to any official committee appointed in the case, the U.S. Trustee,
other parties in interest, including contractual counterparties,
and professionals hired by the same;
vii. evaluating, making recommendations and implementing
strategic alternatives as needed to maximize the value of the
Debtors' assets;
viii. providing oversight and assistance in connection
with the preparation of analysis of creditor claims;
ix. providing oversight and assistance in connection
with the evaluation and analysis of avoidance actions, including,
fraudulent conveyances and preferential transfers, and in the
defense and prosecution of other litigation, if necessary;
x. providing testimony in litigation and bankruptcy
matters as required;
xi. evaluating the cash flow generation capabilities of
the Debtors' for valuation maximization opportunities;
xii. providing oversight and assistance in connection
with communications and negotiations with constituents including
investors and other critical constituents to the successful
restructuring of the Debtors;
xiii. assisting in the development of a plan of
reorganization or liquidation and in the preparation of information
and analysis necessary for the confirmation of a plan in the
Chapter 11 proceedings; and
xiv. providing oversight and assistance in connection
with the preparation of financial-related disclosures required by
the bankruptcy court and the Office of the United States Trustee.
Harney Partners will be paid at these rates:
President / EVP $600 to $700/hour
Managing Director $500 to $600/hour
Sr. Manager / Director $400 to $500/hour
Manager $350 to $450/hour
Sr. Consultant $275 to $400/hour
Support Staff $180 to $275/hour
The firm received a retainer in the amount of $25,000.
As disclosed in court filings, Harney Partners is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
William R. Patterson
Harney Partners
8911 N Capital of Texas Hwy, Suite 2120
Austin, TX 78759
Phone: +1 512-892-0803
Email: bpatterson@harneypartners.com
About NGV Global Group
NGV Global Group, Inc. is a global technology company that designs,
manufactures, distributes and supports natural gas operated medium
and heavy-duty commercial vehicles sold worldwide. It manufactures
natural gas engines, fuel storage units and fueling systems for
application in its own products and for sale to third party
companies interested in the conversion of trucks and buses to
operate on natural gas completely (dedicated) or in conjunction
(duel-fuel) with diesel fuel.
NGV Global Group also owns and operates a gas transportation
company, which is registered with the U.S. Department of
Transportation (DOT) allowing it to safely transport multiple
substances across the U.S. including: CNG, LNG, Hydrogen, Oxygen,
Nitrogen and other hazardous materials and gases.
On Nov. 17, 2022, NGV Global Group and its affiliates sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
N.D. Texas Lead Case No. 22-42780). In the petition signed by its
chief executive officer, Farroukh Zaidi, NGV Global Group disclosed
up to $50 million in assets and up to $100,000 in liabilities.
Judge Mark X. Mullin oversees the cases.
Jeff P. Prostok, Esq., at Forshey Prostok, LLP and Harney Partners
serve as the Debtors' legal counsel and financial advisor,
respectively.
NUOVO CIAO-DI: 88 Washington Place Units Owner Seeks Chapter 11
---------------------------------------------------------------
Nuovo Ciao-Di LLC filed for chapter 11 protection in the Southern
District of New York.
The Debtor disclosed $31,225,095 in assets against $20,039,347 in
liabilities as of the bankruptcy filing. The Debtor owns two
condominium units at 350 Avenue of the Americas, New York, NY
10011-8438 valued at $22,000,000 and $8,550,000.
Ciao Di Restaurant Corporation owns 100% of the Debtor.
The Debtor is facing foreclosure suits by Shelby Lee, as President
of the Board of Managers of 88 Washington Place Condominium, and
DCC Vigiliant LLC, the assignee of Argentic Real Estate Investment
LLC. According to the schedules, secured creditors DCC Vigilian is
owed $19,339,000 while the Board of Managers is owed about
$100,000.
Nuovo Ciao-Di's 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. 16, 2023, at 2:00 PM at Office of UST.
About Nuovo Ciao-Di LLC
Nuovo Ciao-Di LLC filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10068) on Jan. 20,
2023. In the petition filed by Michael Rainero, as manager, the
Debtor reported assets and liabilities between $10 million and $50
million each.
The Debtor is represented by:
H. Bruce Bronson, Jr., Esq.
Bronson Law Offices, P.C.
80 Washington Pl
New York, NY 10011-9116
PHYSIQ INC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: PhysIQ, Inc.
FDBA VGbio, Inc.
300 E 5th Ave, Suite 105
Naperville, IL 60563
Business Description: PhysIQ aims to deliver on the promise of
scalable personalized medicine by applying
artificial intelligence to physiological
data and patient reported outcomes,
collected in near real-time, from any
wearable biosensor.
Chapter 11 Petition Date: January 26, 2023
Court: United States Bankruptcy Court
District of Delaware
Case No.: 23-10102
Judge: Hon. Brendan Linehan Shannon
Debtor's Counsel: Thomas J. Francella, Jr., Esq.
COZEN O'CONNOR
1201 N Market St
Suite 1001
Wilmington, DE 19801
Tel: 302-295-2023
Fax: 302-250-4495
Email: tfrancella@cozen.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gary W. Conkrigth as CEO.
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/DPWW2KI/PhysIQ_Inc__debke-23-10102__0001.0.pdf?mcid=tGE4TAMA
POSEIDON MOVING: Seeks Approval to Hire TicTax as Accountant
------------------------------------------------------------
Poseidon Moving, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Massachusetts to hire TicTax, LLC as its
accountant.
The Debtor requires an accountant to prepare its tax returns,
provide advice regarding account management, and assist in the
preparation of operating reports.
As disclosed in court filings, TicTax is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
TicTax can be reached through:
Tatiana Shchegolkova
TicTax, LLC
260 Bear Hill Rd Suite 302
Waltham, MA 02451
Phone: +1 617-765-4334
Email: accounting@tictaxus.com
About Poseidon Moving
Poseidon Moving, Inc. sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Mass. Case No. 23-10031) on Jan.
12, 2023, with $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Judge Christopher J Panos presides over the case.
Richard N. Gottlieb, Esq. at the Law Offices of Richard N. Gottlieb
and TicTax, LLC serve as the Debtor's legal counsel and accountant,
respectively.
PREMIER GRILLING: Taps BlackBriar as Financial Advisor
------------------------------------------------------
Premier Grilling, LLC and Premier Grilling Outdoors, LLC seek
approval from the U.S. Bankruptcy Court for the Eastern District of
Texas to hire BlackBriar Advisors, LLC as its financial advisor.
The Debtor requires a financial advisor to:
(a) prepare cash flow forecasts and budgets;
(b) prepare and direct a Chapter 11 plan to improve liquidity
as well as analyzing assets to identify opportunities to generate
liquidity;
(c) oversee inventory management, purchasing and reporting to
manage cash needs to maximize sales and collections;
(d) assist with the overall financial reporting in managing
the administrative requirements of the Bankruptcy Code, including
post-petition reporting requirements and claim reconciliation
efforts;
(e) provide assistance in such areas as testimony before this
court on matters that are within the scope of this engagement;
(f) assist with such other matters as may be requested that
fall within the expertise of Harold Kessler, managing partner at
BlackBriarand, that are mutually agreeable; and
(g) provide otherh professional services necessary to the
Debtors' restructuring efforts and in the ongoing operation and
management of the Debtors' businesses while subject to Chapter 11
of the Bankruptcy Code.
The firm will charge these hourly fees:
Partners and Managing Directors $500
Senior Directors $400
Directors $350
Senior Financial Analysists $300
Financial Analysis $250
Harold Kessler, managing partner at BlackBriar Advisors, disclosed
in a court filing that his firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Harold Kessler
BlackBriar Advisors, LLC
3131 McKinney Ave., Suite 600
Dallas, TX 75204
Phone: 214-599-8600
Email: info@blackbriaradvisors.com
About Premier Grilling
Premier Grilling, LLC is a grill store in Texas offering BBQ
smokers, charcoal grills, flat-top grills and griddles, gas grills,
infrared grills, kamado grills, and pellet grills.
Premier Grilling and Premier Grilling Outdoors, LLC sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
E.D. Texas Lead Case No. 22-41727) on Dec. 9, 2022. At the time of
the filing, Premier Grilling reported up to $10 million in both
assets and liabilities while Premier Grilling Outdoors reported up
to $500,000 in assets and to $10 million in liabilities.
Judge Brenda T. Rhoades oversees the cases.
Melissa S. Hayward, Esq., at Hayward PLLC and BlackBriar Advisors,
LLC serve as the Debtors' legal counsel and financial advisor,
respectively.
RAYONIER ADVANCED: Refinancing Delay No Impact on Moody's B3 CFR
----------------------------------------------------------------
Moody's Investors Service commented that Rayonier Advanced
Materials Inc.'s (RYAM) decision to not pursue the proposed
refinancing transaction launched on January 17, 2023 is credit
negative because it increases the company's refinancing risk and
constrains its liquidity profile. RYAM's B3 corporate family
rating, B3-PD probability of default rating, and positive outlook
are unchanged at this time.
RYAM's decision to postpone the proposed debt refinancing will
increase its refinancing risk because its senior unsecured notes
are maturing in June 2024. The company's liquidity will likely be
weak when this becomes current because Moody's believe cash and
availability under the $200 million ABL revolver will not be
sufficient to repay the 2024 notes and fund $25 million of free
cash flow consumption in 2023.
Rayonier Advanced Materials Inc. (RYAM), headquartered in
Jacksonville, Florida, is a leading global producer of specialty
cellulose pulp. The company has revenue of about $1.6 billion in
LTM September 2022.
REVERSE MORTGAGE: Committee Taps Blank Rome as Delaware Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of Reverse Mortgage
Investment Trust, Inc. and its affiliates seeks approval from the
U.S. Bankruptcy Court for the District of Delaware to employ Blank
Rome, LLP.
Blank Rome will represent the committee as Delaware counsel and
will assist the committee in carrying out its fiduciary duties and
responsibilities under the Bankruptcy Code consistent with Section
1103(c) and other provisions of the Bankruptcy Code.
The firm will be paid at these rates:
Partners $625 to $1,370 per hour
Associates $460 to $805 per hour
Paraprofessionals $215 to $520 per hour
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Blank
Rome disclosed that:
-- it has not agreed to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement;
-- no Blank Rome professional included in the engagement has
varied his rate based on the geographic location of the bankruptcy
case;
-- the firm has not represented the committee in the 12 months
prior to the Chapter 11 filing; and
-- Blank Rome is preparing a proposed staffing plan and budget
for approval by the committee.
As disclosed in court filings, Blank Rome does not hold any
interest adverse to the Debtors' estates.
The firm can be reached through:
Michael B. Schaedle
Blank Rome, LLP
One Logan Square
130 North 18th Street
Philadelphia, PA 19103
Phone: +1.215.569.5762
Email: mike.schaedle@blankrome.com
About Reverse Mortgage Investment Trust
Reverse Mortgage Investment Trust, Inc. is an originator and
servicer of reverse mortgage loans.
Reverse Mortgage Investment Trust and affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 22-11225) on Nov. 30, 2022. In the petitions signed by
their chief executive officer, Craig Corn, the Debtors disclosed
$10 billion to $50 billion in both assets and liabilities. It is
based in Bloomfield, N.J.
Judge Mary F. Walrath oversees the cases.
The Debtors tapped Sidley Austin LLP as general bankruptcy counsel;
Benesch, Friedlander, Coplan and Aronoff, LLO as local bankruptcy
counsel; FTI Consulting Inc. as financial advisor; and Kroll
Restructuring Administration, LLC as noticing and claims agent.
Leadenhall Capital Partners LLP, as agent to the post-petition
secured lenders, is advised by Latham & Watkins, LLP and Young,
Conaway Stargatt & Taylor, LLP as counsel; BRG as financial
advisor; and Moelis as investment banker.
Texas Capital Bank retained Paul, Weiss, Rifkind, Wharton &
Garrison, LLP as counsel.
Longbridge Financial, LLC retained Weil, Gotshal & Manges, LLP,
Lowenstein Sandler, LLP and Richards, Layton & Finger as counsel;
and Houlihan Lokey, Inc. as financial advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' cases on Dec. 13, 2022.
Thompson Coburn Hahn & Hessen, LLP, Blank Rome, LLP and Province,
LLC serve as the committee's lead bankruptcy counsel, Delaware
counsel and financial advisor, respectively.
REVERSE MORTGAGE: Committee Taps Province as Financial Advisor
--------------------------------------------------------------
The official committee of unsecured creditors of Reverse Mortgage
Investment Trust, Inc. and its affiliates seeks approval from the
U.S. Bankruptcy Court for the District of Delaware to employ
Province, LLC as its financial advisor.
The firm's services include:
a. analyzing the Debtor's budget, assets and liabilities, and
overall financial condition;
b. reviewing financial and operational information furnished
by the Debtor;
c. executing or assisting in monitoring any sale or capital
raise process, reviewing bidding procedures, stalking horse bids,
asset purchase agreements, interfacing with the Debtor's
professionals, and advising the committee regarding the process;
d. scrutinizing the economic terms of various agreements,
including, but not limited to, the Debtor's KEIP and KERP and
various professional retentions;
e. analyzing the Debtor's proposed business plans and
developing alternative scenarios, if necessary;
f. assessing the Debtor's various pleadings and proposed
treatment of unsecured creditor claims therefrom;
g. preparing, or reviewing as applicable, avoidance action and
claim analyses;
h. assisting the committee in reviewing the Debtor's financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, budgets, and monthly
operating reports;
i. advising the committee on the current state of the Debtor's
Chapter 11 case;
j. advising the committee in negotiations with the Debtor and
third parties as necessary;
k. if necessary, participating as a witness in hearings before
the court with respect to matters upon which Province has provided
advice; and
l. other activities approved by the committee and the
committee's counsel, and agreed to by Province.
Province's standard hourly rates are as follows:
Managing Directors and Principals $860 - $1,350
Vice Presidents/Directors/Senior Directors $580 - $950
Analysts, Associates, Senior Associates $300 - $650
Others / Para-Professionals $220 - $300
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Paul Huygens, a principal at Province, disclosed in a court filing
that his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Paul Huygens
Province, LLC
2360 Corporate Circle, Suite 340
Henderson, NV 89074
Tel: (702) 723-9939
Email: phuygens@provincefirm.com
About Reverse Mortgage Investment Trust
Reverse Mortgage Investment Trust, Inc. is an originator and
servicer of reverse mortgage loans.
Reverse Mortgage Investment Trust and affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 22-11225) on Nov. 30, 2022. In the petitions signed by
their chief executive officer, Craig Corn, the Debtors disclosed
$10 billion to $50 billion in both assets and liabilities. It is
based in Bloomfield, N.J.
Judge Mary F. Walrath oversees the cases.
The Debtors tapped Sidley Austin LLP as general bankruptcy counsel;
Benesch, Friedlander, Coplan and Aronoff, LLO as local bankruptcy
counsel; FTI Consulting Inc. as financial advisor; and Kroll
Restructuring Administration, LLC as noticing and claims agent.
Leadenhall Capital Partners LLP, as agent to the post-petition
secured lenders, is advised by Latham & Watkins, LLP and Young,
Conaway Stargatt & Taylor, LLP as counsel; BRG as financial
advisor; and Moelis as investment banker.
Texas Capital Bank retained Paul, Weiss, Rifkind, Wharton &
Garrison, LLP as counsel.
Longbridge Financial, LLC retained Weil, Gotshal & Manges, LLP,
Lowenstein Sandler, LLP and Richards, Layton & Finger as counsel;
and Houlihan Lokey, Inc. as financial advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' cases on Dec. 13, 2022.
Thompson Coburn Hahn & Hessen, LLP, Blank Rome, LLP and Province,
LLC serve as the committee's lead bankruptcy counsel, Delaware
counsel and financial advisor, respectively.
REVERSE MORTGAGE: Committee Taps Thompson as Legal Counsel
----------------------------------------------------------
The official committee of unsecured creditors of Reverse Mortgage
Investment Trust, Inc. and its affiliates seeks approval from the
U.S. Bankruptcy Court for the District of Delaware to employ
Thompson Coburn Hahn & Hessen, LLP as its legal counsel.
The firm's services include:
a. rendering legal advice to the committee with respect to its
duties and powers in these Chapter 11 cases;
b. assisting the committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors and its controlling equity-holder, the operation of the
Debtors' business, the desirability of continuance of such
business, and any other matters relevant to these Chapter 11 cases
or to the business affairs of the Debtors;
c. advising the committee with respect to the proposed
debtor-in-possession financing;
d. advising the committee with respect to any proposed sale of
the Debtors' assets or a sale of the Debtors' business operations
and any other relevant matters;
e. advising the committee with respect to any proposed plan of
reorganization or liquidation and the prosecution of claims against
third parties, if any, and any other matters relevant to the case
or to the formulation of a plan of reorganization or liquidation;
f. assisting the committee in requesting the appointment of a
trustee or examiner pursuant to section 1104 of the Bankruptcy
Code, if necessary and appropriate; and
g. other necessary legal services.
The firm will charge these hourly fees:
2022 2023
Partners $515 to $1,095 $505 to $1,315
Counsel/Associates $370 to $790 $295 to $925
Paralegals $160 to $320 $205 to $430
As disclosed in court filings, Thompson is a "disinterested person"
as defined in Bankruptcy Code Section 101(14).
The firm can be reached through:
Mark S. Indelicato, Esq.
Thompson Coburn Hahn & Hessen, LLP
488 Madison Avenue
New York, NY 10022
Tel: 212-478-7200
Fax: 212-478-7400
Email: mindelicato@thompsoncoburn.com
About Reverse Mortgage Investment Trust
Reverse Mortgage Investment Trust, Inc. is an originator and
servicer of reverse mortgage loans.
Reverse Mortgage Investment Trust and affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 22-11225) on Nov. 30, 2022. In the petitions signed by
their chief executive officer, Craig Corn, the Debtors disclosed
$10 billion to $50 billion in both assets and liabilities. It is
based in Bloomfield, N.J.
Judge Mary F. Walrath oversees the cases.
The Debtors tapped Sidley Austin LLP as general bankruptcy counsel;
Benesch, Friedlander, Coplan and Aronoff, LLO as local bankruptcy
counsel; FTI Consulting Inc. as financial advisor; and Kroll
Restructuring Administration, LLC as noticing and claims agent.
Leadenhall Capital Partners LLP, as agent to the post-petition
secured lenders, is advised by Latham & Watkins, LLP and Young,
Conaway Stargatt & Taylor, LLP as counsel; BRG as financial
advisor; and Moelis as investment banker.
Texas Capital Bank retained Paul, Weiss, Rifkind, Wharton &
Garrison, LLP as counsel.
Longbridge Financial, LLC retained Weil, Gotshal & Manges, LLP,
Lowenstein Sandler, LLP and Richards, Layton & Finger as counsel;
and Houlihan Lokey, Inc. as financial advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' cases on Dec. 13, 2022.
Thompson Coburn Hahn & Hessen, LLP, Blank Rome, LLP and Province,
LLC serve as the committee's lead bankruptcy counsel, Delaware
counsel and financial advisor, respectively.
S2 ENERGY: Seeks to Hire Seaport Global as Investment Banker
------------------------------------------------------------
S2 Energy Operating, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Eastern District of Louisiana to hire
Seaport Global Securities LLC as their financial advisor and
investment banker.
The firm will render these services:
(a) advise and assist the Debtors with the general formulation
and evaluation of various options for effecting a possible
transaction;
(b) advise and assist the Debtors in preparing and compiling
the information to be provided to prospective purchasers in a
possible transaction and in maintaining such information in a data
room and controlling access to such information;
(c) advise and assist the Debtors in identifying and
contacting and soliciting proposals from potential parties to any
possible transaction;
(d) assist with the structuring and implementation thereof,
including, if requested by the Debtors, assisting in negotiations
with the parties participating in such transaction;
(e) assist with making presentations to the Debtors and their
governing body regarding such potential transaction, its
participating parties and/or other sale issues related thereto;
(f) advise and assist the Debtors, if applicable, in seeking
Court approval for all aspects of any transaction, including
providing Bankruptcy court testimony with respect to the services
provided under this Agreement, as appropriate and mutually agreed
upon by SGS and the Debtors; and
(g) render such other financial advisory and investment
banking services as may be mutually agreed upon by SGS and the
Debtors.
The firm will be paid as follows:
(a) SGS has already received the cash fee in the amount of
$25,000 which was paid to SGS when the engagement letter was
executed;
(b) Additional cash fees in the amount of $25,000 per month,
payable every thirty (30) days after the date of the Engagement
Letter for a minimum of 6 months, and, if applicable, continuing
thereafter until the later of (a) the expiration of the term of the
parties' agreement pursuant to the Engagement Letter (which
terminates in six months), or (b) such term is extended by Court
Order (Advisory Fee);
(c) A transaction fee of 4.5 percent of the aggregate
consideration of the sale; and
(d) A minimum fee of $400,000. Such fee shall only be payable
if the combination of the transaction Fee and Advisory Fee do not
result in a payment to SGS of $400,000.
Michael Schmidt, managing director at Seaport Global Securities,
disclosed in a court filing that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Seaport Global can be reached at:
Michael H. Schmidt
Seaport Global Securities, LLC
360 Madison Avenue, 22nd Floor
New York, NY 10017
Tel: (212) 616-7700
About S2 Energy Operating
S2 Energy Operating, LLC operates in the oil and gas extraction
industry.
S2 Energy Operating filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No.
23-10066) on Jan. 16, 2023. The petition was signed by Barry R.
Salsbury as member. At the time of filing, the Debtor estimated $1
million to $10 million in both assets and in liabilities.
Judge Meredith S. Grabill presides over the case.
The Debtor tapped Douglas S. Draper, Esq. at Heller, Draper & Horn,
LLC as legal counsel, and Seaport Global Securities, LLC as
financial advisor and investment banker.
SCHIERHOLZ & ASSOCIATES: Broadmoor Mobile Home Park in Chapter 11
-----------------------------------------------------------------
Schierholz and Associates Inc. filed for chapter 11 protection in
the District of Colorado.
The Debtor owns the Broadmoor Valley Mobile Home Park at 100 Lilac
Dr. Marshall, MN 56258.
According to court filings, Schierholz and Associates estimates
between $1 million and $10 million in debt owed to 1 to 49
creditors. The petition states that funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Feb. 23, 2023, at 09:30 AM at Telephonic Chapter 11. Proofs of
claim are due by March 29, 2023.
About Schierholz and Associates
Schierholz and Associates Inc., doing business as Broadmoor Valley,
is a mobile home park.
Schierholz and Associates Inc. filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Col. Case No.
23-10183) on January 18, 2023. In the petition filed by Paul
Schierholz, as president and CEO, the Debtor reported assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
David Warner, Esq.
Po Box 60969
Colorado Springs, CO 80960
SILVER INVESTORS: Seeks to Hire Stacey Simon Reeves as Counsel
--------------------------------------------------------------
Silver Investors, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire the Law Office
of Stacey Simon Reeves as its counsel.
The firm's services include:
a. giving advice to the Debtor with respect to its powers and
duties and the continued management of its property and affairs;
b. negotiating with creditors to work out a plan of
reorganization and taking the necessary legal steps in order to
effectuate such a plan;
c. preparing legal papers;
d. appearing before the bankruptcy court;
e. attending meetings and negotiating with representatives of
creditors and other parties in interest;
f. advising the Debtor in connection with any potential
refinancing of secured debt;
g. representing the Debtor in connection with obtaining
post-petition financing, if necessary;
h. taking any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of reorganization;
and
i. other legal services.
Stacey will charge these hourly fees:
Stacey Simon Reeves $350
Paraprofessionals $100
The firm received a retainer in the amount of $2,500.
As disclosed in court filings, Stacey is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Stacey Simon Reeves, Esq.
Law Office of Stacey Simon Reeves
3220 Fairfield Avenue #7A
Bronx, NY 10463
Email: stacey_simon@msn.com
About Silver Investors
Silver Investors, Inc. owns a single family residential building at
33 Essex St., Brooklyn, N.Y.
Silver Investors filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 22-42196) on Sept. 13, 2022, with as much as
$500,000 in both assets and liabilities. Judge Jil Mazer-Marino
oversees the case.
The Debtor is represented by Stacey Simon Reeves, Esq., at the Law
Office of Stacey Simon Reeves.
SOUTHERN EFFICIENCY: Taps Wilson as Bankruptcy Counsel
------------------------------------------------------
Southern Efficiency, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Florida to hire Wilson, Harrell,
Farrington, Ford, Wilson, Spain & Parsons, P.A. to handle its
Chapter 11 case.
Wilson Harrell will be paid based upon its normal and usual hourly
billing rates. In addition, the firm will receive reimbursement for
out-of-pocket expenses incurred.
The firm received the sum of $15,000 from the Debtor as a
retainer.
J. Steven Ford, Esq., a partner at Wilson, disclosed in a court
filing that his firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
J. Steven Ford, Esq.
Wilson, Harrell, Farrington, Ford,
Wilson, Spain & Parsons, P.A.
307 South Palafox Street
Pensacola, FL 32502
Phone: 850-438-1111
Toll Free: 888-543-0905
Fax: 850-438-0814
Email: jsf@whsf-law.com
About Southern Efficiency
Southern Efficiency, LLC is a Navarre HVAC company and temperature
control specialist offering swift and affordable equipment
expertise, covering everything from indoor air circulation to
commercial refrigeration.
Southern Efficiency filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No.
23-30025) on Jan, 12, 2023, with $348,134 in assets and $1,110,822
in liabilities. Vincent Smith, managing member of Southern
Efficiency, signed the petition.
J. Steven Ford, Esq., at Wilson, Harrell, Farrington, Ford, Wilson,
Spain & Parsons, P.A. represents the Debtor as counsel.
STAT HOME: Gets OK to Hire Healthcare Consulting as Business Broker
-------------------------------------------------------------------
Stat Home Health-West, LLC received approval from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
Healthcare Consulting, LLC.
The Debtor requires a business broker in connection with the sale
of STAT Home Health-West, LLC's LA DHH License #1121.
The firm will be compensated as follows:
Up to $415,000 minimum fee $25,000
416,000 to 4,000,000 6 percent
4,000,001 to 7,000,000 5 percent
7,000,001 to 10,000,000 4 percent
10,000,001 + 3 percent
As disclosed in court filings, Healthcare Consulting is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Charles K. Brown
Healthcare Consulting, LLC
9522 Elmbrooke Blvd
Brentwood, TN 37027
About Stat Home Health-West
STAT Home Health-West, LLC is a home health care services provider
in Breaux Bridge, La.
STAT Home Health-West filed its voluntary petition for Chapter 11
protection (Bankr. W.D. La. Case No. 22-50732) on Nov. 3, 2022,
with $820,707 in assets and $11,686,071 in liabilities. Patrick
Mitchel, manager, signed the petition.
Judge John W. Kolwe oversees the case.
Gold Weems Bruser Sues & Rundell, APLC serves as the Debtor's legal
counsel.
STOCKTON GOLF: Taps Z Gordon Davidson as Real Estate Appraiser
--------------------------------------------------------------
Stockton Golf and Country Club seeks approval from the U.S.
Bankruptcy Court for the Eastern District of California to hire Z
Gordon Davidson & Associates, Inc. as its real estate appraiser.
The firm will provide an appraisal of the current market value of
the Debtor's golf course and related personal property, with
valuation testimony to substantiate the reasonableness of a
proposed sale transaction; or value the property if a sale is not
approved for the purposes of a claim bifurcation motion and
confirmation of a plan of reorganization.
Z Gordon Davidson will receive a flat fee of $11,500 for the
appraisal. The firm has also agreed to provide testimony at the
rate of $250 per hour, plus expenses.
Z Gordon Davidson does not hold nor represent any interest adverse
to the Debtor or its estate, as disclosed in court filings.
The firm can be reached through:
Z Gordon Davidson
Z Gordon Davidson & Associates, Inc.
80884 Via Puerta Azul
La Quinta, CA 92253
Phone: (760) 564-6454
Cell: (760) 238-7120
Email: zdavidson@dc.rr.com
About Stockton Golf and Country Club
Stockton Golf and Country Club sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 22-22585)
on Oct. 11, 2022, with between $1 million and $10 million in both
assets and liabilities.
Judge Christopher D. Jaime oversees the case.
Thomas A. Willoughby, Esq., at Felderstein Fitzgerald Willoughby
Pascuzzi & Rios, LLP is the Debtor's legal counsel.
SUNLIGHT RIVER: Trustee Taps Chambers Realty Group as Broker
------------------------------------------------------------
Joseph Cotterman, Subchapter V trusteefor Sunlight River Crossing,
LLC received approval from the U.S. Bankruptcy Court for the
District of Arizona to employ Chambers Realty Group as its real
estate broker.
The Debtor requires a broker to market for sale its property
located at 700 North Page Springs Road, Cornville, Ariz.
Chambers Realty Group will get a commission of 6 percent of the
total purchase price.
As disclosed in court filings, Chambers Realty Group is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Richard Chambers
Chambers Realty Group
564 S Main St.
Camp Verde, AZ 86322
Phone: +1 928-853-6132
Email: Chambersgroupaz@gmail.com
About Sunlight River Crossing
Cornville, Ariz.-based Sunlight River Crossing, LLC filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. D. Ariz. Case No. 21-04364) on June 4, 2021, with as much
as $10 million in both assets and liabilities. Joseph E. Cotterman
of Gallagher & Kennedy serves as Subchapter V trustee.
Judge Brenda K. Martin presides over the case.
Keery McCue PLLC, MAC Restructuring Advisors, LLC, and Jade
Accounting Inc. serve as the Debtor's legal counsel, financial
advisor, and accountant, respectively. 988, LLC, as lender, is
represented by Bryan Wayne Goodman of Goodman & Goodman, PLC.
TAG MOBILE: Trustee Taps Rochelle McCullough as New Counsel
-----------------------------------------------------------
Robert Yaquinto, Jr., the Chapter 11 trustee for TAG Mobile, LLC,
seeks approval from the U.S. Bankruptcy Court for the Northern
District of Texas to employ Rochelle McCullough, LLP to substitute
for Forshey & Prostok, LLP.
The firm's services include:
a. drafting and filing of pleadings and reports in the
Debtor's Chapter 11 case;
b. advising and representing with respect to liquidation of
the Debtor's assets;
c. representing with respect to existing and potential
litigation in state and federal court including, but not limited
to, Chapter 5 causes of action;
d. preparing and filing claims objection and litigation to
final conclusion; and
e. such other legal services as the trustee requires in
connection with this case.
The firm will charge these hourly fees:
Principals $550 to $900
Associates $350 to $600
Paralegals $225
As disclosed in court filings, Rochelle McCullough disclosed that
it is a "disinterested person" within the meaning of Bankruptcy
Code Section 101(14).
The firm can be reached through:
Laurie Dahl Rea, Esq.
Rochelle McCullough, LLP
300 Throckmorton, Suite 520
Fort Worth, TX 76102
Telephone: (214) 953-0182
Facsimile: (214) 953-0185
Email: laurie.rea@romclaw.com
About Tag Mobile
Founded in 2010, Tag Mobile, LLC's line of business includes
providing two-way radiotelephone communication services such as
cellular telephone services.
On Feb. 2, 2018, the U.S. Bankruptcy Court for the Northern
District of Texas issued an order converting Tag Mobile's case from
Chapter 7 to Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas
Case No. 17-33791). Judge Stacey G. Jernigan oversees the case.
The Debtor hired Eric A. Liepins, P.C., as its bankruptcy counsel,
and The Gibson Law Group as its special counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on April 11, 2018. The creditors committee
tapped Nicoud Law as its legal counsel.
Robert Yaquinto Jr. was appointed as the Debtor's Chapter 11
trustee. The trustee tapped Rochelle McCullough, LLP as legal
counsel and Bodwell Vasek Wells DeSimone, LLP as auditor.
TANDEM REAL ESTATE: Commences Subchapter V Proceedings
------------------------------------------------------
Tandem Real Estate Holdings LLC filed for chapter 11 protection in
the Eastern District of Pennsylvania. The Debtor elected on its
voluntary petition to proceed under Subchapter V of chapter 11 of
the Bankruptcy Code.
According to court filings, Tandem Real Estate estimates between $1
million and $10 million in debt owed to 1 to 49 creditors. The
petition states that funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Feb. 22, 2023, at 10:00 AM at ALTERNATE TELEPHONIC CONFERENCE (For
Trustee Use Only). Proofs of claim are due by March 30, 2023.
About Tandem Real Estate Holdings
Tandem Real Estate Holdings LLC is a multi-sector sector property
investment and development consultancy company.
Tandem Real Estate Holdings filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa.
Case No. 23-10176) on Jan. 20, 2023. In the petition filed by
Ra-Tah Johnson, as sole member of the manager, the Debtor reported
assets and liabilities between $1 million and $10 million.
Holly Smith Miller has been appointed as Subchapter V trustee.
The Debtor is represented by:
Nicholas M. Engel, Esq.
Smith Kane Holman, LLC
3553 West Chester Pike
Newtown Square, PA 19073
TOMS KING: Seeks to Hire A&G Realty as Real Estate Advisor
----------------------------------------------------------
TOMS King (Ohio) LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of Ohio to employ A&G
Realty Partners, LLC as their real estate advisor.
The Debtors require a real estate advisor to:
a. consult with and discuss with the Debtor their goals,
objectives and financial parameters in relation to their leases;
b. provide ongoing advice and guidance related to individual
financial and non-financial lease restructuring opportunities;
c. negotiate with landlords to obtain lease modifications;
d. negotiate with landlords to obtain early termination
rights;
e. if requested by the Debtors, market the leases designated
for sales and assist the Debtors with the sales; and
f. provide regular update reports regarding the status of the
real estate services.
The firm will be paid as follows:
a. Security Retainer. The Debtors have provided A&G with a
security retainer in the amount of $40,000. The security retainer
shall be applied to the final invoice for fees and expenses due
under the terms of the A&G Agreement.
b. Monetary Lease Modifications. For each monetary lease
modification obtained by A&G, the firm shall earn and be paid a fee
of 4 percent of the occupancy cost savings per lease.
c. Non-Monetary Lease Modifications. For each non-monetary
lease modification obtained by A&G, the firm shall earn and be paid
a fee of $750 per lease, except that for each lease extension
obtained, the firm shall earn and be paid a fee of 1/2 of one
month's gross occupancy cost per lease.
d. Early Termination Rights. For each early termination right
obtained by A&G, the firm shall earn and be paid a fee of 3/4 of
one month's gross occupancy cost per lease.
e. Lease Sales. For each lease sale obtained by A&G, the firm
shall earn and be paid a fee of 4 percent of the gross proceeds.
A&G Realty is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Joseph McKeska
A&G Realty Partners, LLC
2803 Butterfield Road, Suite 300
Oak Brook, IL 60523
Tel: (708) 769-5039
Email: jmckeska@agrep.com
About TOMS King (Ohio)
TOMS King (Ohio), LLC and its affiliates filed their voluntary
petitions for relief under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 23-50001) on Jan.
2, 2023. Judge Alan M. Koschik oversees the cases.
The Debtors tapped Allen Stovall Neuman & Ashton, LLP and Womble
Bond Dickinson (US), LLP as legal counsels; ReInvest Capital, LLC
as investment banker; and A&G Realty Partners, LLC as real estate
advisor. Omni Agent Solutions, Inc. is the claims and noticing
agent and administrative advisor.
UNITED FURNITURE: Involuntary Chapter 7 Converted to Chapter 11
---------------------------------------------------------------
Larry Adams of Woodworking Industry News reports that a federal
bankruptcy court judge ruled Jan. 18, 2023 in favor of United
Furniture Industries Inc.'s Chapter 11 bankruptcy protection
motion.
According to the Winston-Salem Journal, Judge Selene Maddox, of the
Northern District of Mississippi, gave herself the discretion to
appoint a Chapter 11 trustee, and she would file a memorandum
opinion and order by Feb. 1, 2023.
Wells Fargo & Co., United's largest creditor, has filed a motion
for Chapter 7 liquidation of the manufacturer's assets and the
appointment of a bankruptcy trustee. Wells Fargo said in a Dec. 30
court filing requesting the Chapter 7 liquidation of United that it
is owed $99.21 million in secured debt.
However, the paper said that the bank acknowledged it "estimates
that any recoveries from liquidation of (United's) collateral will
result in a recovery equal to a fraction of this amount."
About United Furniture Industries
United Furniture Industries manufactures and sells upholstery. It
offers bonded leather and upholstery fabric recliners, reclining
sofas and loveseats, sectionals, and sofa sleepers, as well as
stationary sofas, loveseats, chairs, and ottomans.
United Furniture Industries was subject to an involuntary Chapter 7
bankruptcy petition (Bankr. N.D. Miss. Case No. 22-13422) filed on
Dec. 30, 2022. The petition was signed by alleged creditors Wells
Fargo Bank, National Association, Security Associates of
Mississippi Alabama LLC, and V & B International, Inc.
Wells Fargo is represented by:
R. Spencer Clift, III
901-526-2000
sclift@bakerdonelson.com
Security Associates is represented by:
Andrew C Allen
The Law Offices Of Andrew C. Allen
aallen@acallenlaw.com
VANTAGE DRILLING: S&P Raises First-Lien Notes Rating to 'CCC+'
--------------------------------------------------------------
S&P Global Ratings raised its rating on Vantage Drilling
International's first-lien notes due November 2023 to 'CCC+' from
'CCC'. The recovery rating is '2', indicating S&P's expectation for
substantial (70%-90%; rounded estimate: 85%) recovery to creditors
in the event of a payment default. The upgrade reflects the partial
repayment of the notes using proceeds from the mid-2022 sale of
three jackups to ADES for net proceeds of $170 million. Recently,
the company applied the full proceeds to partially redeem its $350
million first-lien note. The outstanding balance is $180 million.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario for Vantage contemplates that
sustained weak commodity prices significantly reduce the demand for
offshore drilling rigs, leading to a payment default.
-- S&P values Vantage on a discrete asset value basis based on its
net book value and its estimated appraisal values for the company's
fleet.
-- S&P applies a 5% annual dilution rate and between 25% and 50%
realization factor to the approximately $350 million in net book
value as of Sept. 30, 2022. S&P also applies about 50% shrinkage to
the company's accounts receivable, materials, and supplies and 100%
shrinkage to cash.
Simulated default assumptions
-- Simulated year of default: 2023
-- Jurisdiction (Rank A): Although Vantage has split headquarters
in Dubai and Houston, S&P believes it would most likely file for
bankruptcy protection in the U.S. or restructure under the U.S.
bankruptcy code given its nexus in the country.
Simplified waterfall
-- Net enterprise value (after 5% in administrative costs): $163
million
-- First-lien senior secured debt: $188 million
--Recovery expectations: 70%-80% (rounded estimate: 85%)
All debt amounts include six months of prepetition interest.
VITAL PHARMACEUTICALS: Taps Grant Thornton as Financial Advisor
---------------------------------------------------------------
Vital Pharmaceuticals, Inc. and its affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of Florida to
employ Grant Thornton, LLP as their financial advisor.
The Debtors require a financial advisor to provide services
relating to a potential sale of substantially all of their assets.
These services include tax consulting, tax compliance, transaction
advisory, and debt restructuring tax consulting services.
Grant Thornton's services under the Statement of Work for Tax
Consulting Services dated Dec. 17, 2022, consist of routine
time-to-time tax consulting services extending beyond the scope of
the services that do not exceed $25,000 in fees. Fees will be based
upon Grant Thornton's discounted hourly rates, not to exceed
$25,000, as follows:
Partner $785
Managing Director $732
Senior Manager $670
Manager $585
Senior Associate $475
Associate $290
The firm's services under the Statement of Work for Tax Compliance
Services dated Dec. 17,2022, consist of preparing specific returns
or forms for the taxable year ending Dec. 31, 2022.
Fees for tax compliance services will be $162,000. Separately, the
fees for the tax inventory capitalization calculation will be based
on Grant Thornton's discounted hourly rates as follows:
Partner $785
Managing Director $732
Senior Manager $670
Manager $585
Senior Associate $475
Associate $290
Transaction advisory services under the Statement of Work for
Transaction Advisory Services dated Jan. 3 consist of reading
available information, including internal financial statements,
consolidating schedules, and discussing with management to
understand the business background, opportunities and key risk
areas. Fees will be based upon the firm's discounted hourly rates,
and estimated to be $200,000, as follows:
Partner/Principal $907
Managing Director $831
Director at Senior Manager $670
Manager $608
Senior Associate $428
Associate $347
India - Manager $404
India - Senior Associate $209
Meanwhile, the services under the Statement of Work for Debt
Restructuring Tax Consulting Services dated Jan. 4 consist of
assisting the Debtors with the contemplated debt restructuring.
Fees will be based upon the firm's discounted hourly rates as
follows:
Partner $785
Managing Director $732
Senior Manager $670
Manager $585
Senior Associate $475
Associate $290
Mark Margulies, managing partner at Grant Thornton, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Mark Margulies
Grant Thornton, LLP
1301 International Parkway, Suite 300
Fort Lauderdale, FL, 33323
Tel: +1 954 331 1116
Email: mark.margulies@us.gt.com
About Vital Pharmaceuticals
Since 1993, Florida-based Vital Pharmaceuticals, Inc., doing
business as Bang Energy and as VPX Sports, has developed
performance beverages, supplements, and workout products to fuel
high-energy lifestyles. VPX Sports is the maker of Bang energy
drinks, among other consumer products.
Vital Pharmaceuticals, Inc., along with certain of its domestic
subsidiaries and affiliates, filed voluntary petitions for
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Fla. Lead Case No. 22-17842) on Oct. 10, 2022.
VPX estimated $500 million to $1 billion in assets and liabilities
as of the bankruptcy filing.
The Hon. Scott M. Grossman is the case judge.
The Debtors tapped Latham & Watkins, LLP as general bankruptcy
counsel; Berger Singerman, LLP as local counsel; Huron Consulting
Group, Inc. as CTO services provider; Rothschild & Co US, Inc. as
investment banker; and Grant Thornton, LLP as financial advisor.
Stretto, Inc. is the notice, claims and solicitation agent.
The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Nov. 1, 2022. The committee tapped
Lowenstein Sandler, LLP as general bankruptcy counsel; Sequor Law,
P.A. as local counsel; and Lincoln Partners Advisors, LLC as
financial advisor.
WEI SALES: Moody's Withdraws 'B2' CFR Following Debt Repayment
--------------------------------------------------------------
Moody's Investors Service has withdrawn WEI Sales LLC's ratings
including the B2 Corporate Family Rating, the B2-PD Probability of
Default Rating, and the B3 rating on the company's first-lien
senior secured debt. The rating action follows WEI's full repayment
of its previously rated first-lien senior secured debt.
Rating actions:
Withdrawals:
Issuer: WEI Sales LLC
Corporate Family Rating, Withdrawn, previously rated B2
Probability of Default Rating, Withdrawn, previously rated B2-PD
Backed Senior Secured First Lien Term Loan B, Withdrawn,
previously rated B3 (LGD4)
Outlook Actions:
Issuer: WEI Sales LLC
Outlook, Changed To Rating Withdrawn From Stable
RATINGS RATIONALE
Moody's has withdrawn the ratings because WEI's debt previously
rated by Moody's has been fully repaid. On December 7, 2022, the
company announced that it had entered into a definitive agreement
to be acquired by the Ferrero Group (not rated). The acquisition
closed on January 23, 2023, and the company's rated debt was paid
off during the purchase. Terms of the transaction were not
disclosed.
WEI Sales LLC is owned by Wells Enterprises, Inc. and headquartered
in Le Mars, Iowa. Wells Enterprises is a family-owned business that
manufactures ice cream for sale to customers throughout the United
States. The company sells both branded products and private label
products. The company manufactures its products in four facilities
located in Iowa, New York, and Nevada, providing it with national
manufacturing capabilities. WEI's brands include Blue Bunny, Bomb
Pop, and Halo Top.
WINC INC: Committee Seeks to Hire A.M. Saccullo as Co-Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of Winc, Inc. and its
affiliates seeks approval from the U.S. Bankruptcy Court for the
District of Delaware to hire A.M. Saccullo Legal, LLC as co-counsel
with ArentFox Schiff, LLP.
The firm's services include:
a. providing legal advice regarding local rules, practices and
procedures;
b. reviewing and commenting on drafts of documents to ensure
compliance with local rules, practices, and procedures;
c. filing documents as requested by committee counsel and
coordinating for service of documents;
d. preparing certificates of no objection, certifications of
counsel, and related documents;
e. appearing in court and at any meeting of creditors;
f. monitoring the docket for filings and coordinating with
ArentFox, and any other counsel to the committee, on pending
matters that need responses;
g. assisting the committee in analyzing the claims of the
Debtors' creditors and the Debtors' capital structure and in
negotiating with holders of claims;
h. assisting the committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors and of the operation of the Debtors' businesses;
i. assisting the committee in its investigation of the liens
and claims of the Debtors' lenders and the prosecution of any
claims or causes of action revealed by such investigation;
j. assisting the committee in its analysis of, and
negotiations with, the Debtors or any third-party concerning
matters related to, among other things, the assumption or rejection
of leases of nonresidential real property and executory contracts,
asset dispositions, financing or other transactions, and the terms
of one or more plans of reorganization for the Debtors and
accompanying disclosure statements and related plan documents;
k. assisting and advising the committee in communicating with
unsecured creditors regarding significant matters in these Chapter
11 cases;
l. reviewing and analyzing applications, orders, statements of
operations, and schedules filed with the court and advising the
committee as to their propriety;
m. maintaining critical dates memorandum to monitor pending
applications, motions, hearing dates and other matters and the
deadlines associated with same and any necessary coordination for
pending matters;
n. providing additional support to ArentFox, and any other
professional to the committee, as requested; and
o. other legal services deemed in the interests of the
committee in accordance with the committee's powers and duties.
The firm will charge these hourly fees:
2022 2023
Anthony M. Saccullo, Founder $550 $605
Mark T. Hurford, Attorney $515 $565
Thomas Kovach, Attorney $515 $565
Mary (Meg) Augustine, Attorney $485 $525
As disclosed in court filings, A.M. Saccullo Legal is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Mark T. Hurford, Esq.
A.M. Saccullo Legal, LLC
27 Crimson King Drive
Bear, DE 19701
Telephone: (302) 836-8877
Facsimile: (302) 836-8787
Email: Mark@saccullolegal.com
About Winc Inc.
Winc, Inc. develops, produces and sells alcoholic beverages through
wholesale and direct to consumer business channels in conjunction
with winemakers, vineyards, distillers, and manufacturers, both
domestically and internationally. Its products are available at
retailers and restaurants throughout the United States.
Winc and its affiliates sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. Del Lead Case No. 22-11238) on Nov.
30, 2022. In the petition signed by its interim chief executive
officer and president, Brian Smith, Winc disclosed up to
$50,318,000 in assets and up to $36,751,000 in liabilities.
Laurie Selber Silverstein oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as
restructuring and bankruptcy counsel; RPA Advisors, LLC as
financial advisor; and Canaccord Genuity Group Inc. as investment
banker. Epiq Corporate Restructuring, LLC is the Debtors' notice,
claims, solicitation and balloting agent, and administrative
advisor.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped the law firms of A.M. Saccullo Legal, LLC and
ArentFox Schiff, LLP as legal counsels; CohnReznick, LLP as
financial advisor; and CohnReznick Capital Markets Securities, LLC
as investment banker.
WINC INC: Committee Seeks to Hire ArentFox Schiff as Legal Counsel
------------------------------------------------------------------
The official committee of unsecured creditors of Winc, Inc., and
its affiliates seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to hire ArentFox Schiff, LLP as its legal
counsel.
The firm's services include:
(a) advising the committee of its rights, duties, and powers
in these Chapter 11 cases;
(b) assisting, advising and representing the committee in its
consultation with the Debtors relative to the administration of the
cases;
(c) assisting, advising and representing the committee in
analyzing the Debtors' assets and liabilities, investigating the
extent and validity of liens, and participating in and reviewing
any proposed asset sales or dispositions;
(d) attending meetings and negotiating with the
representatives of the Debtors, secured creditors and other
parties-in-interest;
(e) assisting and advising the committee in its examination,
investigation, and analysis of the conduct of the Debtors'
affairs;
(f) assisting the committee in the review, analysis, and
negotiation of any plan of reorganization or liquidation that may
be filed, and assisting the committee in the review, analysis, and
negotiation of the disclosure statement accompanying any plan of
reorganization or liquidation;
(g) assisting the committee in the review, analysis and
negotiation of any financing or funding agreements;
(h) taking all necessary actions to protect and preserve the
interests of unsecured creditors, including, without limitation,
the prosecution of actions on behalf of the committee, negotiations
concerning all litigation in which the Debtors are involved, and
review and analysis of all claims filed against the Debtors'
estates;
(i) preparing legal papers;
(j) appearing, as appropriate, before the bankruptcy court,
the appellate courts, and other courts in which matters may be
heard;
(k) other necessary legal services.
George Angelich, Esq., and Justin A. Kesselman, Esq., will be
primarily responsible for ArentFox Schiff's representation of the
committee in these matters.
The firm will charge these hourly fees:
Partners $665 - $1,310
Of Counsel $635 - $1,220
Associates $515 - $795
Paraprofessionals $165 - $450
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases,
ArentFox Schiff disclosed that:
-- it has not agreed to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement;
-- no ArentFox Schiff professional included in the engagement
has varied his rate based on the geographic location of the
bankruptcy cases;
-- the firm has not represented the committee in the 12 months
prior to the Chapter 11 filing; and
-- it expects to develop, and the committee intends to review
a prospective budget and staffing plan to reasonably comply with
the U.S. Trustee's request for information and additional
disclosures, as to which we reserve all rights.
As disclosed in court filings, ArentFox is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
George P. Angelich, Esq.
ArentFox Schiff, LLP
1301 Avenue of the Americas, 42nd Floor
New York, NY 10019
Telephone: (212) 484-3900
Facsimile: (212) 484-3990
Email: George.Angelich@afslaw.com
About Winc Inc.
Winc, Inc. develops, produces and sells alcoholic beverages through
wholesale and direct to consumer business channels in conjunction
with winemakers, vineyards, distillers, and manufacturers, both
domestically and internationally. Its products are available at
retailers and restaurants throughout the United States.
Winc and its affiliates sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. Del Lead Case No. 22-11238) on Nov.
30, 2022. In the petition signed by its interim chief executive
officer and president, Brian Smith, Winc disclosed up to
$50,318,000 in assets and up to $36,751,000 in liabilities.
Laurie Selber Silverstein oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as
restructuring and bankruptcy counsel; RPA Advisors, LLC as
financial advisor; and Canaccord Genuity Group Inc. as investment
banker. Epiq Corporate Restructuring, LLC is the Debtors' notice,
claims, solicitation and balloting agent, and administrative
advisor.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped the law firms of A.M. Saccullo Legal, LLC and
ArentFox Schiff, LLP as legal counsels; CohnReznick, LLP as
financial advisor; and CohnReznick Capital Markets Securities, LLC
as investment banker.
WINC INC: Committee Seeks to Hire CohnReznick as Financial Advisor
------------------------------------------------------------------
The official committee of unsecured creditors of Winc, Inc., and
its affiliates seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to hire CohnReznick LLP as its financial
advisor and CohnReznick Capital Markets Securities, LLC as its
investment banker.
CohnReznick's financial advisory services include:
a) reviewing the reasonableness of the cash collateral and
debtor-in-possession arrangements as to cost to the Debtors;
b) at the request of committee's counsel, analyzing and
reviewing key motions to identify strategic financial issues in the
Debtors' Chapter 11 cases;
c) gaining an understanding of the Debtors' corporate
structure, including non-debtor entities;
d) performing a preliminary assessment of the Debtors'
short-term budgets;
e) establishing reporting procedures that will allow for the
monitoring of the Debtors' post-petition operations and sales
efforts;
f) monitoring, evaluating or assisting in the bidding
procedures and sales process, including identifying alternative
strategies to maximize potential recoveries to the unsecured
creditors;
g) scrutinizing proposed transactions, including the
assumption or rejection of executory contracts;
h) providing forensic accounting services to identify and
quantify hidden assets and the extent to which insiders (i.e.,
officers, directors and owners) and third parties benefited to the
detriment of the unsecured creditors.
i) monitoring the Debtors' weekly operating results;
j) monitoring the Debtors' budget to actual results on an
ongoing basis for reasonableness and cost control;
k) communicating findings to the committee;
l) reviewing the nature and origin of other significant claims
asserted against the Debtors;
m) investigating and analyzing all potential avoidance action
claims;
n) preparing preliminary dividend analyses to determine the
potential return to unsecured creditors; and
o) rendering such assistance as the committee and its counsel
may deem necessary.
CohnReznick's normal hourly billing rates are as follows:
Partners/Principals $745 to $995
Managing Directors/Directors $620 to $875
Senior Managers/Managers $505 to $755
Seniors/Associate Staff $325 to $575
Paraprofessionals $220 to $300
Meanwhile, CohnReznick Capital's investment banking support
services include:
(a) identifying strategies, opportunities, and issues relating
to a sale of the assets of the Debtors;
(b) advising the committee on enterprise valuation; and
(c) participating on the committee's behalf in negotiations
with various stakeholders, as requested by the committee.
The firm's normal hourly billing rates are as follows:
Managing Director $925
Director $670
Vice President $550
Senior Associate $400
Associate $325
Analyst / Other professionals $150
As disclosed in court filings, CohnReznick and CohnReznick Capital
are "disinterested persons" within the meaning of Section 101(14)
of the Bankruptcy Code.
The firms can be reached through:
Kevin P. Clancy
CohnReznick LLP
14 Sylvan Way
Parsippany, NJ 07054
Phone: 732-672-0874
Email: kevin.clancy@cohnreznick.com
-- and --
Jeffrey R. Manning, CTP
CohnReznick Capital Markets Securities, LLC
500 East Pratt Street
Baltimore, MD 21202
Email: jeff.manning@cohnreznickcapital.com
About Winc Inc.
Winc, Inc. develops, produces and sells alcoholic beverages through
wholesale and direct to consumer business channels in conjunction
with winemakers, vineyards, distillers, and manufacturers, both
domestically and internationally. Its products are available at
retailers and restaurants throughout the United States.
Winc and its affiliates sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. Del Lead Case No. 22-11238) on Nov.
30, 2022. In the petition signed by its interim chief executive
officer and president, Brian Smith, Winc disclosed up to
$50,318,000 in assets and up to $36,751,000 in liabilities.
Laurie Selber Silverstein oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as
restructuring and bankruptcy counsel; RPA Advisors, LLC as
financial advisor; and Canaccord Genuity Group Inc. as investment
banker. Epiq Corporate Restructuring, LLC is the Debtors' notice,
claims, solicitation and balloting agent, and administrative
advisor.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped the law firms of A.M. Saccullo Legal, LLC and
ArentFox Schiff, LLP as legal counsels; CohnReznick, LLP as
financial advisor; and CohnReznick Capital Markets Securities, LLC
as investment banker.
WORLEY CHIROPRACTIC: Unsecureds Will Get 100% of Claims in Plan
---------------------------------------------------------------
Worley Chiropractic Clinic, PA filed with the U.S. Bankruptcy Court
for the District of South Carolina a Disclosure Statement for
Chapter 11 Plan dated January 23, 2023.
The Debtor is a health care provider established in Clinton, South
Carolina specializing in chiropractor.
The original objective in this chapter 11 filing was for the
corporation to pay all secured and unsecured debts on the effective
date of the plan, except for what are traditionally termed long
term debts. Long term debts are those for which payments continue
long after the usual 60 month repayment plan in chapter 11 cases.
However, subsequent to the First Meeting of Creditors, the debtor
obtained a contract for the purchase of the Greenwood commercial
building. The proposed price is $570,000, which is considerably
more than the buyer had verbally offered a couple of months prior
to the written offer. In the proposed sale, Dr. Smith will receive
the sum of $163,000, and debtor in possession will receive the sum
of $417,000. With its funds the debtor will be able to payoff the
entire mortgage to Arthur State Bank, which is currently
cross-collateralized by both the Clinton property and the Greenwood
property.
Class 6 consists of General Unsecured Creditors. The Class 6
general unsecured creditors will receive a 100% payout of their
allowed claims in full in cash on the effective date of the plan.
On December 27, 2022, the Court held a hearing on the Debtor's
Motion to Sell the Greenwood property, and the objection of the
Office of United States Trustee. After hearing arguments from both
sides, the Court granted the Debtor's Motion to Sell the property.
The sale was consummated on January 20, 2023, with all parties
executing the necessary documents.
As reflected in the closing documents, the Arthur State Bank
mortgage will be paid in full along with an 8% commission to the
realtor, who was approved by the Court to market and sell the
property. Also, pro-rated county taxes are being paid as well as
other closing costs. Worley Chiropractic Clinic, PA and Dr. Smith
shared the commission, taxes and other closing costs.
The paying off of the Arthur State Bank mortgage allows the Clinton
property to be freed so that the Debtor can sell it, and gain the
necessary second half of funds anticipated to be needed to
completely fund the plan. Dr. Worley on behalf of the Debtor
already deposited $80,000 in Trust Account of The Cooper Law Firm
in a good faith effort to show feasibility and that the Debtor is
serious about paying out each creditor in full in cash on the
effective date of the plan, which is the 15th day after the Court
enters the Order Confirming the Plan.
Therefore, on the effective date of the Plan, the Debtor
anticipates paying out approximately $160,000 to $170,000 to all
business creditors in the current chapter 11 Plan. Additionally,
the Debtor paid out the Arthur State mortgage after the Court
approved its motion to sell that property.
A full-text copy of the Disclosure Statement dated January 23, 2023
is available at https://bit.ly/3XGgCi2 from PacerMonitor.com at no
charge.
Debtor's Counsel:
Robert H. Cooper, Esq.
The Cooper Law Firm
150 Milestone Way, Suite B
Greenville, SC 29615
Tel: (864) 271-9911
Fax: (864) 232-5236
Email: rhcooper@thecooperlawfirm.com
About Worley Chiropractic Clinic
Worley Chiropractic Clinic PA is a chiropractic clinic located in
Greenwood, S.C.
Worley Chiropractic Clinic sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. S.C. Case No. 22-01831) on July
12, 2022, listing $500,000 to $1 million in assets and $1 million
to $10 million in liabilities. Donald B. Worley, president, signed
the petition.
Judge Helen E. Burris oversees the case.
Robert H. Cooper, Esq., at The Cooper Law Firm, serves as the
Debtor's legal counsel while Montgomery & Company, CPAs, PA is the
Debtor's accountant.
WYTHE BERRY: Bankruptcy Case Can Proceed, Judge Rules
-----------------------------------------------------
Bankruptcy Judge Martin Glenn entered an Order for Relief, allowing
bankruptcy proceedings against Wythe Berry Fee Owner LLC to
proceed. Judge Glenn denied a request by hotel operator Zelig
Weiss to dismiss the involuntary petition filed against Wythe Berry
Fee Owner by a group of noteholders or, in the alternative, to
abstain from hearing the Petition.
The Court did not rule whether Weiss has standing to move to
dismiss the involuntary Petition, or whether Weiss should be
granted leave to intervene to move to dismiss the involuntary
petition, because the Court determined that even if Weiss has
standing or should be permitted to intervene, the result would be
the same -- namely, denial of the Motion to dismiss or abstain.
Wythe Berry Fee Owner LLC is the titular owner of a commercial real
property complex located in Brooklyn, New York, that includes The
William Vale Hotel, one of Brooklyn's few luxury hotels. Wythe
Berry Fee Owner is co-owned, indirectly, by Weiss and YGWV LLC, a
wholly owned, direct subsidiary of All Year Holdings Limited, which
is a debtor in a chapter 11 case also pending before Judge Glenn.
Weiss and YGWV each hold 50% of the membership interests in Member
LLC, which, in turn, is the direct parent, and sole member, of
Wythe Berry Fee Owner. YGWV purports to be the designated managing
member of Member LLC and, thus, purports to control Wythe Berry Fee
Owner.
The win gives All Year Holdings -- Weiss's original partner in the
hotel, represented by law firm Herrick, Feinstein LLP -- the best
opportunity to recover back-owed rent, as Judge Glenn's ruling will
allow the Chapter 11 filing to proceed. Janice Goldberg, Esq.,
partner at Herrick, Feinstein LLP, says, "We are pleased with the
Court's order denying Zelig Weiss's motion to dismiss the
involuntary petition. We look forward to working with Fee Owner in
Chapter 11 towards a resolution that will maximize the value of the
William Vale Hotel for the benefit of all Fee Owner's
stakeholders."
The Herrick team representing All Year Holdings includes partners
Avery Mehlman and Stephen Selbst, as well as counsel Zachary Denver
and associates Rodger Quigley and Silvia Stockman.
Case Background
The petitioning creditors are Mishmeret Trust Company Ltd., solely
in its capacity as Trustee for the Series C Notes; Yelin Lapidot
Provident Funds Management Ltd.; The Phoenix Insurance Company
Limited; and Klirmark Opportunity Fund III L.P.
In February 2017, debts incurred in the development and
construction of the WV Complex were refinanced with the proceeds of
the Series C Notes, issued by All Year pursuant to a Deed of Trust.
Using the proceeds of the Series C Notes issuance, All Year loaned
the Alleged Debtor $166,320,000 to acquire the WV Complex from
Wythe Berry LLC. In exchange, the Alleged Debtor issued All Year a
promissory note in the equivalent amount.
The Mortgage Loan was secured by, among other things, a first lien
mortgage on the WV Complex.
To secure payment of its obligations under the Deed of Trust, on
February 28, 2017, All Year granted Mishmeret a security interest
in certain Collateral, including the Alleged Debtor's Note and
Mortgage. The Alleged Debtor also executed the Guaranty in favor of
Mishmeret as further security for the repayment of All Year's
obligations under the Deed of Trust and other Bond Documents.
All Year defaulted. According to Weiss, YGWV lost its membership
interest in Member LLC upon the filing by All Year of its chapter
11 petition. That issue now is on appeal before the United States
District Court for the Southern District of New York.
"Although section 303(d) of the Bankruptcy Code provides that
ordinarily only the alleged debtor itself (Fee Owner) may contest
an involuntary petition, courts have created an exception to this
rule where the alleged debtor is incapable of faithfully responding
to the petition due to a debilitating conflict of interest," Weiss
argued. "Such a conflict exists here because All Year, which
purports to indirectly control Fee Owner, is obligated on the same
Series C Notes that underlie the Guaranty claim, meaning that every
dollar the Petitioning Creditors collect from Fee Owner under the
Guaranty will reduce All Year's liabilities dollar for dollar under
the Series C Notes. All Year thus has no incentive to direct Fee
Owner to contest the Petition, and every incentive not to do so.
All Year is also conflicted due to its preexisting agreements and
relationship with the Petitioning Creditors in All Year's own
chapter 11 case before this Court. Under these circumstances, the
relevant precedent compels that Weiss -- as the only other member
of Fee Owner's parent entity, Member LLC -- should be recognized to
have standing to seek dismissal of the Petition. Alternatively, to
the extent necessary, the Court should permit Weiss to intervene in
this case for purposes of responding to the Petition."
Weiss asserted that the Petition was filed unjustly and is subject
to dismissal for multiple reasons. "The fact that the Petitioning
Creditors are improperly using the bankruptcy process as their
personal debt collection mechanism alone presents a manifest basis
for dismissal of the Petition, either for cause pursuant to section
1112(b) of the Bankruptcy Code, or abstention and dismissal
pursuant to section 305(a)(1). Courts in this Circuit have held
that where, as here, an involuntary case is essentially just a
two-party dispute, and alternative fora are available to adjudicate
the dispute, the petition should promptly be dismissed to prevent
the alleged debtor from further suffering the negative consequences
of being improperly haled into bankruptcy court."
Weiss is represented by:
Kristopher M. Hansen, Esq.
Nicholas A. Bassett, Esq.
Jason M. Pierce, Esq.
Will Clark Farmer, Esq.
PAUL HASTINGS LLP
200 Park Avenue
New York, New York 10166
Telephone: (212) 318-6000
Facsimile: (212) 319-4090
E-mail: krishansen@paulhastings.com
nicholasbassett@paulhastings.com
jasonpierce@paulhastings.com
willfarmer@paulhastings.com
Petitioning creditors Mishmeret Trust Company Ltd., solely in its
capacity as Trustee for the Series C Notes; Yelin Lapidot Provident
Funds Management Ltd.; The Phoenix Insurance Company Limited; and
Klirmark Opportunity Fund III L.P. (Bankr. S.D.N.Y. Case No.
22-11340) on Oct. 6, 2022. The creditors are represented by:
Michael Friedman, Esq.
CHAPMAN AND CUTLER LLP
1270 Avenue of the Americas
New York, NY 10020
Tel: 212-655-2509
Email: friedman@chapman.com
YOLANDA C. HOLMES: Unsecureds to Recover 5.7% in Subchapter V Plan
------------------------------------------------------------------
Yolanda C. Holmes, M.D. P.C., filed with the U.S. Bankruptcy Court
for the District of Columbia a Chapter 11 Subchapter V Plan dated
January 23, 2023.
The Debtor was incorporated on August 07, 2003. The practice is
privately owned with a specialty in Dermatology and Cosmetics. The
practice location is Washington, DC providing services to the
District of Columbia, Maryland and Virginia.
The sole member of the business is Dr. Yolanda C. Holmes who is an
officer in the business. Dr. Yolanda C. Holmes will continue to
manage the business and provide medical services. Dr. Yolanda C.
Holmes receives a monthly salary of $16,000.00.
The Debtor's business was decimated due to the Covid-19 epidemic.
The practice was not able to operate at full capacity once the
business was able to reopen. PNC Bank commenced a lawsuit against
Yolanda C. Holmes, M.D.P.C. to recover on its project finance loan.
Debtor's landlord also commenced suit and ultimately garnished
Debtor's bank account in the sum of $59,000.00. This garnishment
ultimately caused Debtor to seek protection under the bankruptcy
code.
The value of the property to be distributed under the Plan during
the term of the Plan is not less than the Debtor's projected
disposable income for that same period. Unsecured creditors holding
allowed claims will receive distributions, which the Debtor has
valued at approximately 0.057 cents on the dollar. The Plan also
provides for the payment of secured, administrative, and priority
claims in accordance with the Bankruptcy Code.
Class 4 consists of the Allowed General Unsecured Claim. After
payments of Classes 1, 2, and 3, pro-rata to unsecured. General
unsecured claimants will receive distributions in month 24
(February 2025). Distributions to unsecured claimants are based on
projections. The allowed unsecured claims total $1,139,054.06. This
Class will receive a distribution of 5.7% of their allowed claims.
This Class is impaired.
The Member will retain her equity interest.
During the term of this Plan, the Debtor shall submit the
disposable income (or value of such disposable income) necessary
for the performance of this plan to the supervision and control of
the Subchapter V Trustee or debtor for distribution to claimants as
provided for under the plan.
The term of this Plan begins on the confirmation date of this Plan
and ends on the 36th month subsequent to that date or upon
completion of plan funding, which is approximately $219,814.35.
The Debtor will use the revenue for the remaining months during the
year to carry the business through the slow months. The Debtor
believes that the business will maintain and slowly increase
revenues but also increase operational costs. Thus, the Debtor
believes that the disposable income for the plan term will be
steady.
A full-text copy of the Subchapter V Plan dated January 23, 2023 is
available at https://bit.ly/3kKCPwS from PacerMonitor.com at no
charge.
The Debtor is represented by:
Frank Morris II, Esq.
Law Firm of MorrisMargulies, LLC
8201 Corporate Drive, Suite 260
Landover, MD 20785
Phone: 301-731-1000
Fax: 301-731-1206
Email: frankmorrislaw@yahoo.com
About Yolanda C. Holmes
Yolanda C. Holmes, M.D. P.C., is privately owned with a specialty
in Dermatology and Cosmetics.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D.C. Case No. 22 00194) on Oct. 24, 2022,
with as much as $1 million in both assets and liabilities.
Judge Elizabeth L. Gunn oversees the case.
Jolene E. Wee has been appointed as Subchapter V trustee.
The Debtor is represented by Frank Morris II, Esq., at The Law Firm
of MorrisMargulies, LLC.
*********
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
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Copyright 2023. All rights reserved. ISSN: 1520-9474.
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not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
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