/raid1/www/Hosts/bankrupt/TCR_Public/230329.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, March 29, 2023, Vol. 27, No. 87
Headlines
2M RESEARCH: Court OKs Interim Cash Collateral Access
6 TURTLE KNOLL: Taps Mitchell J. Canter as New Legal Counsel
96 WYTHE: Gets Cash Collateral Access Thru March 31
AEARO TECHNOLOGIES: 3M Wants to Protect CEO from Vets' Question
AGILE THERAPEUTICS: Incurs $25.4 Million Net Loss in 2022
ALCARAZ CATERING: Court OKs Deal on Cash Collateral Access
ALLEGIANCE COAL: Wins Cash Collateral Access Thru April 14
ANCHOR GLASS: $67M Bank Debt Trades at 79% Discount
ARMSTRONG FLOORING: Asks Court to Dismiss Bankruptcy Case
ASPEN SOBER LIVING: Case Summary & Eight Unsecured Creditors
ATHENA MEDICAL: Starts Subchapter V Case; WCS Seeks Probe
ATHLETICO HOLDINGS: S&P Lowers Rating to 'B-' on Incremental Debt
ATLAS HEAVY: Court OKs Interim Cash Collateral Access
AVAYA INC: $200M Bank Debt Trades at 83% Discount
AVAYA INC: Gets Court Okay to Exit Chapter 11 Bankruptcy
AVAYA INC: Gets OK to Hire AlixPartners as Restructuring Advisor
AVAYA INC: Gets OK to Hire Evercore Group as Investment Banker
AVAYA INC: Gets OK to Hire KPMG as Tax Service Provider
AVINGER INC: Posts $5.3 Million Net Loss in Fourth Quarter
AYRO INC: Incurs $22.9 Million Net Loss in 2022
B&B BUILDERS: Taps Weinstein & St. Germain as Legal Counsel
BANDAR ENTERPRISES: Case Summary & 14 Unsecured Creditors
BELTWAY PLAZA: Court OKs Cash Collateral Access Thru April 30
BITTER CREEK: Unsecureds Will Get 16.4% of Claims in 36 Months
BLOCKFI INC: Will Move $236M Out of Silicon Valley Bridge Bank
BMI WELLNESS: Taps Bradford Law Offices as Bankruptcy Counsel
BRAINERD INDUSTRIES: Court OKS Interim Cash Collateral Access
C & A TRANSPORTATION: Business Income to Fund Plan Payments
CELSIUS NETWORK: 72.5% Payout to Custody Customers Approved
CELSIUS NETWORK: Judge Glenn Delays $1.5-Billion Bankruptcy Deal
CENTERPOINTE HOTELS: Court OKs Interim Cash Collateral Access
CENTURION PIPELINE: S&P Places 'BB-' ICR on CreditWatch Positive
CHIEF CORNERSTONE: Returns to Chapter 11 to Stop Foreclosure
COCO FOODS: Trustee Wins Fraudulent Transfers Claims vs. Nelson
CODIAK BIOSCIENCES: Case Summary & 20 Largest Unsecured Creditors
CORNERSTONE ONSITE: Court OKs Cash Collateral Access Thru April 4
CPC ACQUISITION: $1.03B Bank Debt Trades at 23% Discount
CROSSROAD REALTY: Case Summary & Nine Unsecured Creditors
CYXTERA TECHNOLOGIES: Randy Rowland to Step Down as COO
DFW BOAT: Court OKs Final Cash Collateral Access
DIEBOLD NIXDORF: $626M Bank Debt Trades at 50% Discount
DIEBOLD NIXDORF: Davis Polk Advises Lenders on $55M Financing
DON CHENTE: Case Summary & 13 Unsecured Creditors
E QUALCOM: Unsecured Creditors to Get 10 Cents on Dollar in Plan
E.L. SERVICES: Wins Interim Cash Collateral Access Thru June 30
EAGLE MECHANICAL: Wins Final Cash Collateral Access
ECOARK HOLDINGS: Changes Name to "BitNile Metaverse"
EDGEWATER CONSTRUCTION: Files Emergency Bid to Use Cash Collateral
ENVISION HEALTHCARE: $2.20B Bank Debt Trades at 68% Discount
FARR LABORATORIES: Seeks Cash Collateral Access
FREE SPEECH: Court OKs Interim Cash Collateral Access
FRESH MIX: Court Disallowed EITE Recovery's Claim No. 7
FTX GROUP: Reaches $404-Mil. Clawback Deal With Investment Company
G.A.H. BAR-B-Q: Court OKs Cash Collateral Access Thru April 19
GARDNER AGENCY: Files Emergency Bid to Use Cash Collateral
GIRARDI & KEESE: Tom Ordered to Take Competency Exam
GLOBAL MEDICAL: $1.94B Bank Debt Trades at 25% Discount
GLOBAL MEDICAL: $1.98B Bank Debt Trades at 26% Discount
GOBO LTD: Seeks Approval to Hire Strip as Bankruptcy Counsel
GOLDEN RULE SCHOOLS: S&P Cuts Revenue Bonds Rating to 'BB+'
GREATER LIFE: Case Summary & 11 Unsecured Creditors
HARRIS ENERGY: Court OKs Interim Cash Collateral Access
HAWTHORNE HANGAR: Case Summary & 20 Largest Unsecured Creditors
HAWTHORNE HANGAR: Files Emergency Bid to Use Cash Collateral
HISPANIC FAMILY: Taps Joyce W. Lindauer Attorney as Counsel
HOLDINGS MANAGEMENT: Wins Cash Collateral Access Thru April 14
INDIAN PIPE DRIVE: SARE Seeks Chapter 11 Bankruptcy
INNOVATIVE DESIGNS: Incurs $59K Net Loss in First Quarter
INW MANUFACTURING: S&P Downgrades ICR to 'CCC', Outlook Negative
IONIX TECHNOLOGY: Provides Updates on Recent Activities
JBP HOLDINGS: Case Summary & Two Unsecured Creditors
JMV HOLDINGS: Ruff's Move to Modify Order for Stay Denied
KABBAGE INC: Wins $1.56-Mil. Settlement Fight With CB
KATERRA INC: Sues Ex-CFO Matthew Marsh Over Bonus
LIFETIME BRANDS: S&P Affirms 'B+' ICR, Outlook Negative
LIGADO NETWORKS: $117.6M Bank Debt Trades at 70% Discount
LOYALTY VENTURES: Chapter 11 Loan, Plan Solicitation Okayed
LTL MANAGEMENT: Loses Bid on Chapter 11 Rehearing Appeal
LUMEN TECHNOLOGIES: $5B Bank Debt Trades at 35% Discount
M & S TRUCKING: Files Subchapter V Case
MARCUSE COMPANIES: Continued Operations to Fund Plan
MINNESOTA ATTAINABLE: S&P Lowers 2017A Rev Bond Rating to 'BB(sf)'
MORGAN TURF: Exclusivity Period Extended to March 30
MUSE THREADS: Unsecured Creditors to Get 100 Cents on Dollar
NABORS INDUSTRIES: S&P Raises Priority Guaranteed Notes to 'B+'
NEPHROS INC: Incurs $7.1 Million Net Loss in 2022
NESV ICE: Court OKs Interim Cash Collateral Access
OCEAN TRANS: Starts Subchapter V Case Without Lawyer
OLD MAJESTIC BREWING: Seeks to Extend Plan Exclusivity by 45 Days
ONE CALL: $700M Bank Debt Trades at 21% Discount
PARS BRONX REALTY: Court OKs Deal on Cash Collateral Access
PERFORMANCE POWERSPORTS: $10M DIP Loan, $73M Sale Okayed
PG&E CORP: Investors Sue Officers, Directors Over Stock Decline
PHASE ONE SERVICES: Court OKs Final Cash Collateral Access
PHUNWARE INC: Incurs $50.9 Million Net Loss in 2022
POLYMER EXTRUSION: Case Summary & 17 Unsecured Creditors
POPULUXE LLC: Seeks to Hire Latham Luna Eden & Beaudine as Counsel
PUERTO RICO: Bondholders Denied Lien on PREPA Revenue
PUG LLC: $1.70B Bank Debt Trades at 27% Discount
PUG LLC: $327.5M Bank Debt Trades at 27% Discount
QUALITY HEATING: Case Summary & 20 Largest Unsecured Creditors
QUALITY HEATING: Seeks Cash Collateral Access
RACKSPACE TECHNOLOGY: $2.30B Bank Debt Trades at 45% Discount
RELMADA THERAPEUTICS: Does Not Hold Deposits at SVB
RELMADA THERAPEUTICS: Incurs $157 Million Net Loss in 2022
RIOME PLUMBING: May 11 Plan Confirmation Hearing Set
SC SJ HOLDINGS: Denial of Motion for Relief From Plan Affirmed
SCHAFFNER PUBLICATIONS: Seeks Cash Collateral Accesss
SEA WEST: Owners of 2 Fishing Vessels in Chapter 11
SILICON VALLEY BANK: Auction Must Be Probed, Says Sen. Hagerty
SILICON VALLEY BANK: First Citizens Acquires Bridge Bank
SLT LENDING: Move to Dismiss Spears' ADA Claims Granted
SORRENTO THERAPEUTICS: Opposes Bid to Appoint Equity Committee
SOURCEWATER INC: Files Emergency Bid to Use Cash Collateral
SRAK CORP: First Amended Ch. 11 Plan of Reorganization Confirmed
STANFORD INT'L: Receiver Settles With Toronto-Dominion Bank
SVB FINANCIAL GROUP: Gets Court OK to Use $100M Cash in Chapter 11
SVB FINANCIAL: Carlyle, Apollo Global Scour Firm for Loan Deals
SWS SERVICES: Taps Lefkovitz & Lefkovitz as Legal Counsel
TESORINA LLC: March 30 Hearing on Continued Cash Collateral Use
THB CONSTRUCTION: Taps Joyce W. Lindauer Attorney as Counsel
THREE ARROWS: Co-Founder Davies Must Comply With Subpoena
THREE ARROWS: Move to Compel Davies to Comply Subpoena Granted
TKEES INC: Court OKs Cash Collateral Access Thru Mar 29
UNIVERSAL HEALTH: Kapila's Bids to Exclude Expert Opinions Denied
VALCOUR PACKAGING: $160M Bank Debt Trades at 36% Discount
VANTAGE DRILLING: Incurs $17 Million Net Loss in Fourth Quarter
VISIONARY LABELS: Files Emergency Bid to Use Cash Collateral
WAHOO FITNESS: $225M Bank Debt Trades at 58% Discount
WICHITA HOOPS: Case Summary & 10 Unsecured Creditors
WICKAPOGUE 1: Voluntary Chapter 11 Case Summary
YUNHONG CTI: Chairman to Disclose Potential Company Rebranding
[*] Gavin/Solmonese Bags M&A "Industrials Deal of the Year" Award
*********
2M RESEARCH: Court OKs Interim Cash Collateral Access
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas, Fort
Worth Division, authorized 2M Research Services, LLC and Marcus E.
Martin to use cash collateral on an interim basis in accordance
with the budget, with a 10% variance.
The Debtors require the use of cash collateral to continue the
operation of their business.
2M Research is directed to pay the Internal Revenue Service monthly
adequate protection payments of $50,000 beginning May 2, 2023 and
thereafter on the first day of each calendar month.
2M Research will pay Pragmatic Financial, LLC $15,000 per month as
adequate protection payments beginning May 2, 2023 and thereafter
on the first day of each calendar month.
The Internal Revenue Service asserts a tax lien and Pragmatic
asserts a security interest in all of the receivables and payments
owed to 2M Research in all contracts entered into by 2M Research.
Any secured creditor that holds a valid unavoidable security
interest in prepetition cash or cash equivalents for the applicable
the Debtor's use of cash collateral, to the extent that the
Debtor's use of cash collateral results in a diminution in value of
the Lender's interest in the cash collateral as of the Petition
Date, each Lender is granted a replacement lien in the Debtor's
assets that serve as collateral under each Lenders' applicable
agreements, in the same order of priority that existed as of the
Petition Date.
As additional partial adequate protection for the Debtor's use of
cash collateral, to the extent of any diminution in value and a
failure of the other adequate protection provided by the Order, the
Lenders will have an allowed superpriority administrative expense
claim in the case.
The Replacement Liens are subject and subordinate to a carve-out of
funds for all fees required to be paid to: (i) the Clerk of the
Bankruptcy Court, (ii) the Office of the United States Trustee
pursuant to 28 U.S.C. Section 1930(a), (iii) the Subchapter V
Trustees, and (iv) professional fees as approved and allowed by the
Bankruptcy Court.
The Replacement Liens are valid, perfected, enforceable and
effective as of the Petition Date without the need for any further
action by the Debtors or the secured creditors, or the necessity of
execution or filing of any instruments or agreements.
A final hearing on the matter is set for April 19, 2023 at 9:30
a.m.
A copy of the order is available at https://bit.ly/42NoXDj from
PacerMonitor.com.
About 2M Research Services LLC
2M Research Services LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-40271) on
January 30, 2023. In the petition signed by Marcus Martin, manager
and member, the Debtor disclosed up to $10 million in both assets
and liabilities.
Judge Mark X. Mullin oversees the case.
Martin Averill, Esq., at Roquemore Skierski PLLC, represents the
Debtor as legal counsel.
6 TURTLE KNOLL: Taps Mitchell J. Canter as New Legal Counsel
------------------------------------------------------------
6 Turtle Knoll, LLC received approval from the U.S. Bankruptcy
Court for the Southern District of New York to employ the Law
Office of Mitchell J. Canter to substitute for The Law Office of
James J. Rufo.
The firm will be paid an hourly fee of $450 and a retainer of
$7,500. In addition, the firm will receive reimbursement for
out-of-pocket expenses incurred.
As disclosed in court filings, the Law Office of Mitchell J. Canter
is a "disinterested person" within the meaning of Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Mitchell J. Canter, Esq.
Law Office of Mitchell J. Canter
100 Airport Executive Park, Suite 103
Nanuet, NY 10954
Tel: (845) 371-7500
Fax: (845) 352-4464
Email: mitchell@mitchellcanterlaw.com
About 6 Turtle Knoll
6 Turtle Knoll, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.
22-35095) on Feb. 22, 2022, with up to $500,000 in assets and up to
$1 million in liabilities. Judge Cecelia G. Morris oversees the
case.
The Debtor tapped the Law Office of Mitchell J. Canter as
bankruptcy counsel; Richard J. Croughan, Esq., as real estate
attorney; and Joseph Ruyack, Esq., a practicing attorney in
Middletown, N.Y., as special litigation counsel.
96 WYTHE: Gets Cash Collateral Access Thru March 31
---------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Stephen S. Gray, the Chapter 11 Trustee of 96 Wythe
Acquisition LLC, to use cash collateral on a further interim basis
to pay the ordinary, necessary and reasonable expenses of operating
the Williamsburg Hotel as they come due in the ordinary course of
business during the Interim Period.
The Trustee is permitted to use cash collateral through the
earliest to occur of: (i) March 31, 2023, unless extended by its
lender or a further extension of authority is granted by the Court,
(ii) the entry of a Court order terminating such authority; (iii)
the dismissal of the Chapter 11 case or conversion to a case under
Chapter 7 of the Bankruptcy Code; and (iv) the date that is five
days after the Lender provides a written notice of an Event of
Default, except to the extent the Court has entered a further
interim or final order authorizing the Debtor's continued use of
cash collateral beyond the Interim Period.
As adequate protection, Benefit Street Partners Realty Operating
Partnership, L.P., as lender, is granted additional and replacement
valid, binding, enforceable, nonavoidable, and automatically
perfected postpetition security interests in and liens on, without
the necessity of the execution by the Debtor (or recordation or
other filing) of security agreements, control agreements, pledge
agreements, financing statements, mortgages, or other similar
documents, on all property.
The Adequate Protection Liens will be junior only to: (A) the
Lender's prepetition liens, and (B) other unavoidable liens, if
any, existing as of the Petition Date that are senior in priority
to the Lender's prepetition liens. The Adequate Protection Liens
will be subject to a $10,000 carve-out for Chapter 7 administration
expenses to the extent necessary for the Debtor's payment of fees
incurred under 28 U.S.C. section 1930 and statutory fees required
to be paid to the Clerk of the Court.
The Lender is also granted an allowed administrative expense claim
ahead of and senior to any and all other administrative expense
claims in the Case, with the exception of the Carve-Out, to the
extent of any diminution.
These events constitute an Event of Default:
a. The Trustee's failure to comply with any of the terms of
the Twelfth Interim Order (including, without limitation,
compliance with the Budget or meeting of a Milestone);
b. The obtaining of credit or incurring of indebtedness
outside of the ordinary course of business that is either secured
by a security interest or lien that is equal or senior to any
security interest or lien of the Lender or entitled to priority
administrative status that is equal or senior to that granted to
the Lender; and
c. Entry of an order by the Court granting relief from or
modifying the automatic stay under section 362 of the Bankruptcy
Code to allow a creditor to execute upon or enforce a lien or
security interest in any collateral that would have a material
adverse effect on the business, operations, property or assets of
the Debtor.
A copy of the order is available at https://bit.ly/40kUICm from
PacerMonitor.com.
About 96 Wythe Acquisition LLC
96 Wythe Acquisition LLC is a privately held company whose
principal property is located at 96 Wythe Ave, Brooklyn, NY 11249.
96 Wythe Acquisition sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 1-22108) on February 23,
2021. In the petition signed by David Goldwasser, chief
restructuring officer, the Debtor disclosed $0 in assets and
$79,990,206 in liabilities.
Judge Robert D. Drain oversees the case.
Backenroth Frankel & Krinsky, LLP, led by Mark Frankel, is the
Debtor's counsel.
AEARO TECHNOLOGIES: 3M Wants to Protect CEO from Vets' Question
---------------------------------------------------------------
3M Co. is urging an Indiana bankruptcy judge to stop creditors from
deposing its chief executive amid the bankruptcy of a subsidiary
facing thousands of claims over faulty earplugs, saying the CEO
didn't have enough information on the Chapter 11 filing.
Pursuant to Federal Rule of Civil Procedures 26 and 45, non-party
3M Company moves for an order quashing the deposition subpoena of
3M's Chief Executive Officer and Chairman of the Board, Michael
Roman, served upon 3M by the Official Committee of Unsecured
Creditors for Tort Claimants - Related to Use of Combat Arms
Version 2 Earplugs (the "CAE Committee") on March 2, 2023.
On March 2, 2023 the CAE Committee served 3M with Requests for
Production and two notices of (i) depositions of a 3M corporate
representative pursuant to F.R.C.P. 30(b)(6) on 19 topics, and (ii)
the deposition of Mr. Roman, 3M's CEO and Chairman of the Board.
On March 13, counsel for 3M met and conferred with counsel for the
CAE Committee regarding the requested 3M depositions. The CAE
Committee asserted it intended to ask Mr. Roman questions regarding
certain public statements he made concerning CAE liabilities and
the purpose of the Debtors' bankruptcy filing. The CAE Committee
later referred to certain unidentified statements by Mr. Roman
about 3M providing $1 billion to fund a trust based on an estimate
of CAE liabilities prepared by the Debtors.
3M asserts that the CAE Committee Has Not Demonstrated a Basis for
an Apex Deposition of 3M's CEO:
* First, there has already been testimony from and an
opportunity to question multiple witnesses on the topic of 3M's
funding of a trust and the Debtors' estimation of CAE liability
referenced in Mr. Roman's public statements. This includes the
prior testimony of Jeffrey Stein, one of the Debtors' directors,
and also a 3M corporate representative, Michael Dai (3M VP,
Associate GC and Secretary).
* Second, the CAE Committee's purported need for Mr. Roman's
deposition is also premised on the faulty assertion that Mr. Roman
made statements "to the effect that 3M's funding of a $1 billion
trust for CAE claims is sufficient based on 3M having retained
Bates White to do an assessment of CAE claims." This is simply
wrong. The record is clear that the Debtors retained Bates White
in connection with the referenced estimation, which multiple
witnesses have already been questioned about.
* Third, the CAE Committee has not demonstrated that Mr. Roman
possesses sufficiently unique knowledge. To the contrary, the
record is clear that other less senior witnesses at the Debtors and
3M have more knowledge on the topics identified by the CAE
Committee.
* Fourth, there are clearly less burdensome and more appropriate
discovery tools available that would allow the CAE Committee to
seek the requested discovery. To that end, 3M agreed to make
available a 3M corporate representative on the very issues that the
CAE Committee claims it wishes to question Mr. Roman about.
* Fifth, the undue burden on 3M's CEO and board Chairman is a
further basis to quash. Courts recognize that burden or hardship
on a high-level executive in connection with a deposition --
standing alone -- is a proper basis to quash. And these hardship
concerns are heightened in the context of a non-party like 3M.
Co-Counsel for 3M Company:
FAEGRE DRINKER BIDDLE & REATH LLP
Jay Jaffe
Elizabeth M. Little
300 East 96th Street, Suite 600
Indianapolis, IN 46240
Telephone: (317) 569-9600
Facsimile: (317) 569-4800
Email: jay.jaffe@faegredrinker.com
elizabeth.little@faegredrinker.com
- and -
Harmony A. Mappes
300 North Meridian Street, Suite 2500
Indianapolis, IN 46204
Telephone: (317) 237-0300
Facsimile: (317) 237-1000
E-mail: harmony.mappes@faegredrinker.com
- and -
WHITE & CASE LLP
Michael Andolina
Laura E. Baccash
Matthew E. Linder
111 South Wacker Drive, Suite 5100
Chicago, IL 60606
Telephone: (312) 881-5421
Facsimile: (312) 881-5450
E-mail: mandolina@whitecase.com
laura.baccash@whitecase.com
mlinder@whitecase.com
- and -
Jessica C. Lauria
Gregory Starner
Samuel P. Hershey
1221 Avenue of the Americas
New York, New York 10020
Telephone: (212) 819-2699
Facsimile: (212) 354-8113
E-mail: jessica.lauria@whitecase.com
gstarner@whitecase.com
sam.hershey@whitecase.com
About Aearo Technologies
Aearo Technologies -- https://earglobal.com/en -- is a 3M company
that designs, manufactures, and sells personal protection
equipment. The Company offers prescription and non-prescription
safety eye wear, face shields, hard hats, and respirators. Aearo
serves customers worldwide.
To address claims related to the Combat Arms Earplugs Version 2,
Aearo Technologies LLC and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Lead Case
No. 22-02890) on July 26, 2022. In the petition filed by John R.
Castellano, as authorized signatory, Aearo Technologies estimated
assets and liabilities between $1 billion and $10 billion each.
3M is not a debtor in the Chapter 11 cases. 3M has committed $1
billion to fund a trust allocated for Combat Arms claims.
Kirkland & Ellis LLP is serving as legal counsel and AlixPartners
LLP is serving as restructuring advisor to Aearo Technologies. Ice
Miller LLP, is serving as bankruptcy co-counsel to the Debtors.
Kroll is the claims agent.
PJT Partners is serving as financial advisor, and White & Case LLP
is serving as legal counsel to 3M.
AGILE THERAPEUTICS: Incurs $25.4 Million Net Loss in 2022
---------------------------------------------------------
Agile Therapeutics, Inc. has filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$25.41 million on $10.88 million of net revenues for the year ended
Dec. 31, 2022, compared to a net loss of $71.07 million on $4.10
million of net revenues for the year ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $14.24 million in total
assets, $19.78 million in total liabilities, and a total
stockholders' deficit of $5.54 million.
Iselin, New Jersey-based Ernst & Young LLP, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 22, 2023, citing that the Company has generated losses
since inception, used substantial cash in operations, anticipates
it will continue to incur net losses for the foreseeable future,
requires additional capital to fund its operating needs and has
stated that substantial doubt exists about the Company's ability to
continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001261249/000155837023004386/agrx-20221231x10k.htm
About Agile Therapeutics Inc.
Agile Therapeutics, Inc. is a women's healthcare company dedicated
to fulfilling the unmet health needs of today's women. The
Company's product and product candidates are designed to provide
women with contraceptive options that offer freedom from taking a
daily pill, without committing to a longer-acting method. Its
initial product, Twirla, (levonorgestrel and ethinyl estradiol), a
transdermal system, is a non-daily prescription contraceptive.
ALCARAZ CATERING: Court OKs Deal on Cash Collateral Access
----------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorized Alcaraz Catering, Inc. to use cash collateral on an
interim basis in accordance with the budget through May 3, 2023.
The Debtor is permitted to use cash collateral to pay ordinary and
necessary expenses to operate the Debtor's business.
The Debtor entered into cash collateral stipulations with the U.S.
Small Business Administration and Prime Alliance Bank.
The Debtor agree to timely pay the SBA and Prime their respective
adequate protection payments.
The SBA and Prime are granted replacement liens in the Debtor's
assets, save for any Chapter 5 causes of action, for the use of
cash collateral to the same extent, validity and priority as their
respective pre-petition liens. The replacement liens are deemed
duly perfected and recorded under all applicable laws without the
needs for any notices or filings.
A copy of the order is available at https://bit.ly/40gmEHu from
PacerMonitor.com.
About Alcaraz Catering
Alcaraz Catering Inc. is a catering company.
Alcaraz Catering filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
22-10622) on August 13, 2022. In the petition filed by Antonio
Alcaraz, as president, the Debtor reported assets and liabilities
between $1 million and $10 million each.
Susan K. Seflin has been appointed as Subchapter V trustee.
The Law Offices of Kenneth H.J. Henjum is the Debtor's counsel.
ALLEGIANCE COAL: Wins Cash Collateral Access Thru April 14
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Allegiance Coal USA Ltd. and its debtor-affiliates to use cash
collateral on an interim basis in accordance with the budget.
The Debtors require the use of cash collateral to, among other
things, fund the orderly continuation of their business, maintain
the confidence of their customers and vendors, pay their operating
expenses, and preserve their going-concern value.
As previously reported by the Troubled Company Reporter, as of the
Petition Date, the majority of the Debtors' liabilities consists of
senior secured funded indebtedness.
On May 24, 2022, Debtor ACUSA and non-Debtor AHQ entered into the
Convertible Note Agreement with Collins St Convertible Notes Pty
Ltd ACN 657 773 754, as trustee for The Collins St Convertible
Notes Fund ABN 30 216 289 383, dated May 24, 2022. Under the
Collins Note Agreement, ACUSA issued to the Prepetition Lender two
tranches of convertible notes:
(i) Tranche 1, with a face value of $30.7 million, and
(ii) Tranche 2, with a face value of $12.157 million.
As of the Petition Date, the aggregate principal amount outstanding
under the Collins Notes is approximately AUD42.857 million.
On October 26, 2020, NECC entered into the Promissory Note in favor
of Cline Mining Corporation in the amount of $35.120 million. The
Cline Note has a maturity date of July 1, 2030.
As of the Petition Date, the aggregate principal amount outstanding
under the Cline Note was approximately US$26 million.
As adequate protection, Warrior Met Coal Land, LLC and the
prepetition lender are granted replacement liens on the proceeds of
the Debtors' mineral leases and unencumbered assets, as well as
superpriority claims.
Warrior Met Coal Land, LLC also has valid, perfected security
interests, liens, or mortgages on the Debtor's cash collateral.
The Debtors' right to use cash collateral pursuant to the Interim
Order will terminate on any of the following:
a. April 14, 2023 (without prejudice to future or amended
orders granting extensions of such date); or
b. Any of the following happens in respect of the Debtors'
chapter 11 cases: (i) appointment of a chapter 11 trustee or
examiner, or (ii) conversion of the cases to chapter 7.
A copy of the order is available at https://bit.ly/3noCXU4 from
PacerMonitor.com.
A copy of the budget is available at https://bit.ly/3JKxRJ5 from
PacerMonitor.com.
The Debtor projects total cash flow, on a weekly basis, as
follows:
$2,049,000 for the week ending March 24, 2023;
$3,252,000 for the week ending March 31, 2023;
$2,710,000 for the week ending April 7, 2023; and
$2,710,000 for the week ending April 14, 2023.
About Allegiance Coal USA Limited
Allegiance Coal USA Limited is a listed Australian company focused
on seaborne met coal mine development and operations, with
operating mines in southeast Colorado, central Alabama, as well as
a development project in northwest British Columbia.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 23-10234) on February 21,
2023. In the petition signed by Jonathan Romcke, chief executive
officer, the Debtor disclosed up to $100 million in assets and up
to $50 million in liabilities.
Judge Craig T. Goldblatt oversees the case.
Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP,
represents the Debtor as legal counsel.
ANCHOR GLASS: $67M Bank Debt Trades at 79% Discount
---------------------------------------------------
Participations in a syndicated loan under which Anchor Glass
Container Corp is a borrower were trading in the secondary market
around 21.5 cents-on-the-dollar during the week ended Friday, March
24, 2023, according to Bloomberg's Evaluated Pricing service data.
The $67 million facility is a Term loan that is scheduled to mature
on December 7, 2024. The amount is fully drawn and outstanding.
Anchor Glass Container Corporation manufactures containers. The
Company produces glass containers for the food, beverage, beer,
liquor, and consumer product industries.
ARMSTRONG FLOORING: Asks Court to Dismiss Bankruptcy Case
---------------------------------------------------------
Evan Ochsner of Bloomberg Law reports that Armstrong Flooring,
Inc., asked a judge for permission to dissolve after asset sales
fell short of covering outstanding debt, saying that dismissing its
Chapter 11 bankruptcy is in the best interest of creditors.
"The Debtors have no business left to reorganize because they have
sold substantially all of their assets and operations," the company
said in a Tuesday, March 21, 2023, motion to dismiss the case filed
in the US Bankruptcy Court for the District of Delaware.
The request comes eight months after Armstrong sold most of its
assets to three different buyer groups for about $200 million.
About Armstrong Flooring
Armstrong Flooring, Inc. (NYSE: AFI) --
https://www.armstrongflooring.com/ -- is a leading global
manufacturer of flooring products and one of the industry's most
trusted and celebrated brands. The company continually builds on
its resilient, 150-year legacy by delivering on its mission to
create a stronger future for customers through adaptive and
inventive solutions. Headquartered in Lancaster, Pennsylvania,
Armstrong Flooring safely and responsibly operates eight
manufacturing facilities globally.
Armstrong Flooring and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No.
22-10426) on May 8, 2022. In the petition signed by Michel S.
Vermette, president and chief executive officer, Armstrong Flooring
disclosed $517,000,000 in assets and $317,800,000 in liabilities.
Judge Mary F. Walrath oversees the cases.
Skadden, Arps, Slate, Meagher and Flom, LLP is the Debtors'
counsel. Riveron Consulting, LP is the financial advisor, Houlihan
Lokey is the investment banker, and Epiq Corporate Restructuring,
LLC, is the claims and noticing agent and administrative advisor.
On May 18, 2022, the Office of the U.S. Trustee for Region 3
appointed an official committee of unsecured creditors in these
Chapter 11 cases. The committee tapped Cole Schotz, PC as legal
counsel and Province, LLC as financial advisor.
On June 17, 2022, the U.S. Trustee appointed a committee of
non-represented retirees in these Chapter 11 cases. The committee
tapped Jenner & Block, LLP and Saul Ewing Arnstein & Lehr, LLP as
legal counsels; and AlixPartners, LLP as financial advisor.
ASPEN SOBER LIVING: Case Summary & Eight Unsecured Creditors
------------------------------------------------------------
Debtor: Aspen Sober Living, LLC
1111 Loxahatchee Dr.
Suite A
West Palm Beach FL 33409
Chapter 11 Petition Date: March 28, 2023
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 23-12383
Judge: Hon. Mindy A. Mora
Debtor's Counsel: Stephen Breuer, Esq.
BREUER LAW, PLLC
6501 Congress Avenue Suite 240
Boca Raton FL 33487
Tel: 954-607-3244
Email: stephen@breuer.law
Total Assets: $33,443
Total Liabilities: $1,321,752
The petition was signed by Ari Lind as authorized agent.
A full-text copy of the petition containing, among other items, a
list of the Debtor's eight unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/TZR7FDA/Aspen_Sober_Living_LLC__flsbke-23-12383__0001.0.pdf?mcid=tGE4TAMA
ATHENA MEDICAL: Starts Subchapter V Case; WCS Seeks Probe
---------------------------------------------------------
Athena Medical Group LLC filed for chapter 11 protection in the
District of Arizona. The Debtor elected on its voluntary petition
to proceed under Subchapter V of chapter 11 of the Bankruptcy
Code.
According to court filings, Athena Medical Group has $12,707,798 in
debt owed to 1 to 49 creditors. The petition states that funds
will be available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for April 18, 2023 at 9:45 a.m.
WCS Bid for Discovery
Wound Care Specialists, LLC and RENU LLC filed with the Bankruptcy
Court an application under Fed. R. Bankr. P. 2004 for the
production of documents by the Debtor, and to depose: (i) a Debtor
Rule 30(b)(6) representative, (ii) Mr. Y. Gaither, the Chief
Executive Officer and the Manager of the Debtor; (iii) Teresa
Gaither, an owner and President of the Debtor, and (iv) Mischelle
Johnson, one of the owners of the Debtor (collectively, the "Debtor
Group").
WCS filed a motion to set an expedited hearing to provide an
expedited discovery schedule in connection with WCS' recently filed
application for the production of documents and examinations of the
Debtor and its owners and executives. WCS seeks to expedite the
production of documents and the Rule 2004 examinations sooner than
the 21 days provided for under Local Rule 2004-1.
WCS distributes amnion and chorion-based biologic, regenerative
medicine products, or human tissue, and provides related
administrative services (the "WCS Product"). Between 2019 and
2022, WCS sold Athena Medical Group, LLC, the WCS Product. The
Debtor, however, did not pay for all of the WCS Product that WCS
sold to the Debtor. By WCS's calculations, the Debtor owes WCS of
approximately $11.8 million and the vast majority of such sums have
been unpaid for years.
Based on the Debtor's Schedules and Statements of Financial
Affairs, between 2019 and 2022, while the Debtor was not paying WCS
for all of the WCS Product sold, the Debtor paid its affiliates,
its own executives and owners, and its professionals collectively
millions of dollars. In fact, numerous payments were made just
within the last 90 days. All of these transactions need to be
investigated immediately, which is why WCS respectfully requests
that the Court set an accelerated hearing to mitigate the harm that
the Debtor's transactions have caused WCS and its unsecured
creditors.
Given the Debtor's extensive history of non-payment to WCS, WCS is
understandably very concerned about transactions that occurred
within four years of the Petition Date, and WCS seeks the Court's
assistance in conducting a speedy but thorough investigation.
About Athena Medical Group
Athena Medical Group LLC -- https://athenamedgroup.com/ -- provides
primary care, transitional care, chronic care management, remote
patient monitoring, and telehealth services.
Athena Medical Group LLC filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz.
Case No. 23-01635) on March 16, 2023. In the petition filed by
Yancey Gaither, as manager, the Debtor reported total assets of
$3,843,022 and total liabilities of $12,707,798.
James E. Cross has been appointed as Subchapter V trustee.
The Honorable Bankruptcy Judge Brenda K Martin handles the case.
The Debtor is represented by:
Mark J. Giunta, Esq.
LAW OFFICE OF MARK J. GIUNTA
16515 SOUTH 40TH STREET
SUITE 143
PHOENIX, AZ 85048
ATHLETICO HOLDINGS: S&P Lowers Rating to 'B-' on Incremental Debt
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on outpatient
rehabilitation provider Athletico Holdings LLC and its issue-level
rating on Athletico's first-lien revolving credit facility and term
loan to 'B-' from 'B'.
S&P said, "We also lowered our recovery rating to '4', which
represents our expectation for average recovery (30%-50%; rounded
estimate: 40%) in a hypothetical default.
"The negative outlook reflects risk that operating performance does
not improve sufficiently, causing us to expect a deficit in
sustained DCF and view the capital structure as unsustainable.
"The downgrade reflects our expectation for leverage to rise and
DCF to debt to fall below 3% as visit volume only gradually
improves.In 2023, we expect Athletico will use the proceeds of the
recently completed incremental term loan to repay about $63 million
($75 million outstanding on the revolver as of Dec. 31, 2022) for
liquidity and to avoid triggering its covenant. The revolver is
subject to a springing covenant of first-lien net leverage of 8.25x
that triggers when the revolver is 35% or more drawn. In addition,
the new term loan at 15% will cause total debt to increase,
possibly driving leverage higher depending on how much EBITDA
improves."
Athletico improved sequentially in visit volume in the last quarter
of 2022 as staffing improved and productivity increased for
existing clinicians. However, S&P expects visit volume recovery to
only be gradual as Athletico contends with staffing challenges.
Despite Athletico's substantial progress to reduce turnover and add
new clinicians, it may take longer than it previously expected to
see tangible results.
S&P said, "Athletico is still pursuing its de novo growth strategy,
but at a slower pace compared with historical levels, with 71 new
clinics opened in 2021 and 55 in 2022. We expect about 25 new
openings per year, which will slow revenue growth but possibly
benefit profitability and cash flow. We believe the company can
return to a more aggressive pace of new clinic openings when
business performance substantially improves and the company can
invest in the openings.
"As a result of the incremental debt and the challenges around
visit volume recovery, we now expect S&P Global Ratings-adjusted
leverage of about 10x in 2023, which is 2.1x higher than our
previous expectations, declining to about 8.7x in 2024. We also
expect DCF to debt around 2% in 2023 and 2.5% in 2024.
"Our 'B-' rating reflects Athletico's small scale and narrow focus
in the highly fragmented outpatient rehabilitation industry, which
has relatively with low barriers to entry, and remains exposed to
reimbursement risk. Our rating also reflects the company's
geographic concentration in Illinois (where the company generates
44% of revenues), which leaves it vulnerable to regional economic
and labor market pressures. The industry is also exposed to
reimbursement risk, with Centers for Medicare & Medicaid Services
(CMS) reducing physical therapy (PT) reimbursement rates by 3.5% as
of January 2022, though government payors only represent 23% of
revenue."
Workers' compensation injuries are also decreasing as automation
and machinery get adopted for physically strenuous activities.
Industry tailwinds partially offset these risks, including the
aging U.S. population and increased frequency of sports and other
injuries that require rehabilitation.
Athletico has a relatively favorable payor mix because it generates
about 53% of its gross patient service revenue from commercial
payors, 23% from government payors, 20% from workers' compensation,
and 4% from self-pay or other. Additionally, its growth strategy,
which it supplements with tuck-in acquisitions, is less aggressive
than its rated peer Upstream Rehabilitation, which targets 50-60
new clinics annually.
The negative outlook reflects risk that operating performance does
not improve, causing a deficit in sustained discretionary cash flow
and leads us to view the capital structure as unsustainable.
S&P could consider a lower rating if operating performance does not
improve over the next 12 months, resulting in significant ongoing
cash outflows and a capital structure it considers unsustainable.
S&P could revise the outlook to stable if the company generates
positive DCF on a sustained basis and EBITDA interest coverage
improves to above 1.5x.
ESG credit indicators:E-2, S-2, G-3
S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis. Our assessment of
Athletico's financial risk profile as highly leveraged reflects
corporate decision-making that prioritizes the interests of the
controlling owners, in line with our view of the majority of rated
entities owned by private-equity sponsors. Our assessment also
reflects the generally finite holding periods and a focus on
maximizing shareholder returns."
ATLAS HEAVY: Court OKs Interim Cash Collateral Access
-----------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Michigan
authorized Atlas Heavy Engine Co., d.b.a. Worldwide Diesel, to use
cash collateral on an interim basis in accordance with the budget,
with a 10% variance.
The Debtor requires the use of cash collateral to fund the payment
of post-petition operating expenses that arise in its ordinary
course of business.
As previously reported by the Troubled Company Reporter, the Debtor
believes these lenders are likely to assert an interest in one or
more of the Debtor's assets:
-- Huntington National Bank (Purchase Financing)
i. First Priority - filed October 14, 2021
ii. Amount: $3,392,000
iii. Lien on: All assets
-- Huntington National Bank (Operating Loan)
i. Second Priority- filed October 14, 2021
ii. Amount $304,000
iii. Lien on: All assets
-- Quality Truck Parts. Inc. (Seller Financing)
i. Third Priority - filed on October 11,2021
ii. Estimated Balance on Petition Date: $422,572
iii. Lien on: All Assets
As adequate protection, the Secured Creditors are granted
continuing and replacement security interest in liens on all of the
Atlas' post-petition property.
As additional adequate protection of HNB's interests, the Debtor
will pay the Bank $15,000 a month. The first payment will be due
April 1, 2023, with subsequent monthly payments due on the 1st day
of the month thereafter. The Debtor acknowledges and agrees Bank's
security interest in the personal and real property pledged by the
Debtor is a valid and fully perfected security interest.
The Debtor's authority to use the cash collateral will cease upon
the occurrence of one of the following:
(i) Debtor fails to comply with its promises of adequate
assurance in any fashion;
(ii) conversion of the Chapter 11 proceeding to a Chapter 7;
(iii) the Chapter 11 proceeding is dismissed without the consent
of the Secured Creditors; or
(iv) a material diminution in the amount of the Debtor's Cash
Collateral Assets and, after notice and hearing, the Court
determines that the Cash Collateral Assets are in excess of any
adequate protection provided therein.
A copy of the order is available at https://bit.ly/3z8yJTe from
PacerMonitor.com.
About Atlas Heavy Engine Co.
Atlas Heavy Engine Co. provides diesel engines and diesel engine
parts. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mich. Case No. 23-00530) on March 14,
2023. In the petition signed by Richard J. Campbell,
president/member, the Debtor disclosed $1,107,418 in assets and
$4,253,558 in liabilities.
Judge Scott W. Dales oversees the case.
Steven M. Bylenga, Esq., at CBH Attorneys & Counselors, PLLC,
represents the Debtor as legal counsel.
AVAYA INC: $200M Bank Debt Trades at 83% Discount
-------------------------------------------------
Participations in a syndicated loan under which Avaya Inc is a
borrower were trading in the secondary market around 17.3
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $200 million facility is aAsset-Based Revolver loan that is
scheduled to mature on September 25, 2025.
Morristown, New Jersey-based Avaya offers digital communications
products, solutions and services for businesses of all sizes.
Avaya delivers its technology predominantly through software and
services, both on-premise and through the cloud in a diverse range
of industries, including financial services, manufacturing, retail,
transportation, energy, media and communications, healthcare,
education, and government.
AVAYA INC: Gets Court Okay to Exit Chapter 11 Bankruptcy
--------------------------------------------------------
Jeremy Hill of Bloomberg News reports that Avaya Inc. won court
approval of its plan to exit Chapter 11 protection, capping its
second trip through bankruptcy court in recent years.
US Bankruptcy Judge David R. Jones in a hearing March 22, 2023,
said he would approve Avaya's plan, which calls for slashing some
$2.6 billion of debt, raising new capital and handing ownership of
the company to first-lien lenders.
Avaya will have more than $650 million of liquidity upon emergence
from bankruptcy, which it intends to do in the coming weeks, a
lawyer for the company said during the hearing.
The Plan reflects a fully consensual deal with all the Creditor
Groups and unimpaired all general unsecured creditors at Avaya,
Inc. and its subsidiaries, encompassing all trade, customer,
employee, vendor, and suppliers across the entire enterprise, on
the terms set forth in that certain restructuring support
agreement, dated Feb. 14, 2023. The RSA provides for a
comprehensive in-court restructuring with the following key
pillars:
* Unimpairment of Vast Majority of Unsecured Claims. All
allowed general unsecured claims, including employee and vendor
claims, at Avaya Inc. and its subsidiaries will be unimpaired.
* Support of All Funded Debt Classes. Overwhelming support
from every funded debt constituency.
* Holistic Agreement With PBGC. Agreement with the PBGC that
on the Effective Date, the Reorganized Debtors will not be bound by
the 2017 PBGC Settlement Agreement and will assume the Hourly
Pension Plan.
* Meaningful Deleveraging and Access to Exit Facilities. The
Restructuring Transactions will deleverage Avaya's balance sheet by
over $2.6 billion and provide a DIP Term Loan Facility that will
provide the Debtors with $500 million to bolster the Debtors'
liquidity during the course of these Chapter 11 Cases. In
conjunction with a $150 million rights offering available to all
holders of First Lien Claims, at emergence, Avaya will have
received $650 million of incremental liquidity via the
Restructuring Transactions.
* Repayment of the Escrow Cash to the B-3 Lenders. The
Restructuring Transactions provide that the Escrow Cash will be
returned to the B-3 Lenders in all circumstances, and the Debtors
will seek authority to return this cash to the B-3 Lenders pursuant
to the Interim DIP Order.
* Renegotiated Deal Terms with Partner RingCentral, Inc.
Agreement that Avaya will assume the renegotiated RingCentral
contracts, which will extending and expanding the parties'
strategic commercial arrangement on terms more favorable to the
Company.
A full-text copy of the Technically Modified Joint Plan dated March
21, 2023 is available at https://bit.ly/3K863jt from
PacerMonitor.com at no charge.
About Avaya
Morristown, New Jersey-based Avaya offers digital communications
products, solutions and services for businesses of all sizes. Avaya
delivers its technology predominantly through software and
services, both on-premise and through the cloud in a diverse range
of industries, including financial services, manufacturing, retail,
transportation, energy, media and communications, healthcare,
education, and government.
Avaya Inc. and 17 affiliates first sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 17-10089) on Jan. 19, 2017. The
2017 debtors emerged from bankruptcy and their second amended joint
Chapter 11 plan of reorganization was declared effective on Dec.
15, 2017. The 2017 Plan provides holders of first-lien debt with
90.5% of stock in the reorganized company and holders of
second-lien notes with a pro rata share of 4% of stock and warrants
for an additional 5.1% of the shares. Avaya projected to have
$2.925 billion of funded debt and a $300 million senior secured
asset-based lending facility available following emergence.
After reaching a deal with lenders on a plan to reduce debt, Avaya,
Inc., and 20 affiliated entities, including Avaya Holdings Corp.,
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Lead
Case No. 23-90088) on Feb. 14, 2023.
The Hon. David R. Jones oversees the cases.
The 2023 petitions were signed by Eric Koza as chief restructuring
officer. The Debtors estimated $1 billion to $10 billion in both
assets and liabilities on a consolidated basis.
Avaya Holdings' most recent financial report filed with the
Securities and Exchange Commission was for the three-month period
end March 31, 2022. In its Form 10-Q report, Holdings disclosed
$5.8 billion in total consolidated assets against $5.2 billion in
total consolidated liabilities.
In the 2023 bankruptcy filing, the Debtors have retained Kirkland &
Ellis LLP and Jackson Walker LLP as bankruptcy co-counsel; Evercore
Group LLC as investment banker; AlixPartners LLP as restructuring
advisor; PricewaterhouseCooopers LLP as auditor; and Kurtzman
Carson Consultants LLC as claims and noticing agent.
Counsel to Wilmington Savings Fund Society, FSB, as administrative
agent and collateral agent under the DIP Term Loan is Ropes & Gray
LLP.
A group of lenders are represented by Akin Gump Strauss Hauer &
Feld LLP, Centerview Partners LP and Alvarez & Marsal North
America, LLC. Counsel to the Akin Ad Hoc Group.
A group of lenders are represented by Paul, Weiss, Rifkind, Wharton
& Garrison LLP, Glenn Agre Bergman & Fuentes LLP, and FTI
Consulting, Inc. Counsel to the PW Ad Hoc Group.
Counsel to Goldman Sachs Bank USA, as administrative agent and
collateral agent under the Prepetition Term Loan, is Davis Polk &
Wardwell LLP.
AVAYA INC: Gets OK to Hire AlixPartners as Restructuring Advisor
----------------------------------------------------------------
Avaya Inc. and its affiliates received approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
AlixPartners, LLP and designate Eric Koza and Rebecca Roof as chief
restructuring officer and chief financial officer, respectively.
The firm will provide these services:
-- develop a short-term operating plan designed to minimize cash
requirements while maintaining the efficiency of operations,
sustaining vendor relationships, and minimizing the impact on the
Debtors' customer base;
-- oversee cost reduction efforts and other changes to
operations to improve EBITDA;
-- prepare budgets and 13-week cash forecasts and evaluate
variances thereto, as required by the Debtors' lenders;
-- design, negotiate and implement a restructuring strategy
designed to maximize enterprise value, taking into account the
interests of each of the stakeholder groups;
-- lead communications regarding the restructuring on behalf of
the Debtors with various stakeholders and other related parties;
-- prepare for contingencies, including coordinating and
providing administrative support for the proceeding and developing
the Debtors' Chapter 11 plan or other appropriate strategy, as
necessary;
-- support the development of documentation to implement a
Chapter 11 filing, including the preparation of a disclosure
statement and Chapter 11 plan;
-- provide assistance in supporting the administrative processes
required by the restructuring, including the implementation of the
court's orders and reporting requirements;
-- coordinate the Debtors' professionals assigned to sourcing,
negotiating and implementing any financing, including
debtor-in-possession and exit financing facilities, in conjunction
with the restructuring;
-- assist the Board of Managers and the Debtors' counsel in
diligence gathering, analysis, and reports relating to any
investigations as well as assisting with diligence gathering
relating to any third-party investigations;
-- coordinate efforts among bankruptcy professionals who are
assisting in the restructuring of the Debtors;
-- create and communicate materials for diligence purposes and
manage the flow of information to potential acquirers in connection
with a potential sale of the Debtors' assets;
-- render testimony, as requested from time to time, regarding
any matters to which AlixPartners is providing services;
-- assist the Debtors with the completion of documents required
by the Securities and Exchange Commission and the credit
documents;
-- provide commentary as part of regularly scheduled earnings
calls and other calls with investors, if applicable;
-- provide support to the legal team to answer questions from
the third parties related to any investigations;
-- work with internal staff and PricewaterhouseCoopers to
complete the audit for the 2022 fiscal year;
-- work with CAO and accounting staff to close books on a
periodic basis;
-- develop and enhance internal management reporting packages to
regularly report performance to the board of directors and chief
executive officer;
-- assist the Debtors with management of day-to-day aspects of
the finance department including treasury, financial planning and
analysis, sales finance, audit and controllership;
-- strengthen the Debtors' core competencies in the finance
organization, particularly cash management, planning, general
accounting, and financial reporting information management;
-- perform the customary duties of a CFO that are required for
similarly situated companies;
-- assist the Debtors with establishing and leading a Program
Management Office;
-- assist the Debtors with developing, validating and
quantifying cost savings and optimization initiatives;
-- assist the Debtors with identifying prerequisites,
dependencies, resource constraints, and execution risks associated
with the various cost savings and optimization initiatives;
-- assist the Debtors with identifying savings/timing leakage,
or gaps to target, and recommend gap-closure actions; and
-- assist the Debtors with such other matters as may be
requested that fall within AlixPartners' expertise and that are
mutually agreeable.
The hourly rates charged by the firm are as follows:
Managing Director $1,140 to $1400 per hour
Partner $1,115 per hour
Director $880 to $1,070 per hour
Senior Vice President $735 to $860 per hour
Vice President $585 to $725 per hour
Consultant $215 to $565 per hour
Paraprofessional $360 to 380 per hour
The firm is holding a retainer in the amount of $779,947.18 from
the Debtors. During the 90-day period prior to the petition date,
the Debtors paid the firm $7,446,484.45 in the aggregate for
professional services performed and expenses incurred, including
the retainer.
Mr. Koza, a partner at AlixPartners, disclosed in a court filing
that his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Eric Koza
AlixPartners, LLP
909 Third Avenue
New York, NY 10022
Tel: (212) 490-2500
Fax: (212) 490-1344
Email: ekoza@alixpartners.com
About Avaya
Morristown, New Jersey-based Avaya offers digital communications
products, solutions and services for businesses of all sizes. Avaya
delivers its technology predominantly through software and
services, both on-premise and through the cloud in a diverse range
of industries, including financial services, manufacturing, retail,
transportation, energy, media and communications, healthcare,
education, and government.
Avaya, Inc., and 20 affiliated entities, including Avaya Holdings
Corp., filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Texas Lead Case No. 23-90088) on February 14, 2023. The Hon. David
R. Jones oversees the cases.
Avaya Inc. and 17 affiliates first sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 17-10089) on Jan. 19, 2017. The
2017 debtors emerged from bankruptcy and their second amended joint
Chapter 11 plan of reorganization was declared effective on Dec.
15, 2017. The 2017 Plan provides holders of first-lien debt with
90.5% of stock in the reorganized company and holders of
second-lien notes with a pro rata share of 4% of stock and warrants
for an additional 5.1% of the shares. Avaya projected to have
$2.925 billion of funded debt and a $300 million senior secured
asset-based lending facility available following emergence.
The 2023 petitions were signed by Eric Koza as chief restructuring
officer. The Debtors estimated $1 billion to $10 billion in both
assets and liabilities on a consolidated basis.
Avaya Holdings' most recent financial report filed with the
Securities and Exchange Commission was for the three-month period
end March 31, 2022. In its Form 10-Q report, Holdings disclosed
$5.8 billion in total consolidated assets against $5.2 billion in
total consolidated liabilities.
In the 2023 bankruptcy filing, the Debtors have retained Kirkland &
Ellis LLP and Jackson Walker LLP as bankruptcy co-counsel; Evercore
Group LLC as investment banker; AlixPartners LLP as restructuring
advisor; PricewaterhouseCooopers LLP as auditor; and Kurtzman
Carson Consultants LLC as claims and noticing agent. Meanwhile,
Ernst & Young, LLP provides valuation, financial accounting
advisory, investigative, and tax services to the Debtors.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on Jan. 31, 2017. Morrison & Foerster, LLP,
Jefferies, LLC and Alvarez & Marsal North America, LLC serve as the
committee's legal counsel, investment banker and financial advisor,
respectively.
AVAYA INC: Gets OK to Hire Evercore Group as Investment Banker
--------------------------------------------------------------
Avaya Inc. and its affiliates received approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Evercore Group, LLC as investment banker.
The firm's services include:
a. reviewing and analyzing the Debtors' businesses, operations,
and financial projections;
b. assisting management in evaluating strategic and financing
alternatives;
c. facilitating extensive diligence for various parties in
interest;
d. conducting meetings and extensive negotiations;
e. soliciting financing proposals;
f. assisting the Debtors in evaluating, negotiating, and
executing various financing transactions;
g. advising the Debtors on restructuring strategies;
h. assisting in evaluating, raising and negotiating
pre-bankruptcy and debtor-in-possession financing; and
i. providing additional financial advice and investment banking
services.
The firm will be paid as follows:
a. A monthly fee of $200,000.
b. A fee of $14 million, payable upon the earlier of (i)
confirmation of a plan or (ii) consummation of any restructuring,
in each case subject to the approval of the court to the extent
applicable.
c. A fee in an amount equal to the applicable percentage of the
gross proceeds:
Financing As a Percentage of
Financing Gross Proceeds
DIP Financing 1 per cent
DIP-to-Exit Financing 1.50 per cent
All Other Indebtedness 1.50 per cent
Equity or Equity-linked
Securities/Obligations 3.50 per cent
d. A fee payable upon consummation of any sale to be negotiated
in good faith and mutually agreed upon consistent with compensation
customarily paid to nationally recognized investment banks of
similar standing acting in similar situations.
During the 90 days immediately preceding the petition date, the
Debtors paid the firm $19,270,508.66 in fees and expense
reimbursements, including $30,000 paid on account of anticipated
expenses.
As disclosed in court filings, Evercore is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Roopesh Shah
Evercore Group, LLC
55 East 52nd Street
New York, NY 10055
Tel: (212) 857 3100
About Avaya
Morristown, New Jersey-based Avaya offers digital communications
products, solutions and services for businesses of all sizes. Avaya
delivers its technology predominantly through software and
services, both on-premise and through the cloud in a diverse range
of industries, including financial services, manufacturing, retail,
transportation, energy, media and communications, healthcare,
education, and government.
Avaya, Inc., and 20 affiliated entities, including Avaya Holdings
Corp., filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Texas Lead Case No. 23-90088) on February 14, 2023. The Hon. David
R. Jones oversees the cases.
Avaya Inc. and 17 affiliates first sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 17-10089) on Jan. 19, 2017. The
2017 debtors emerged from bankruptcy and their second amended joint
Chapter 11 plan of reorganization was declared effective on Dec.
15, 2017. The 2017 Plan provides holders of first-lien debt with
90.5% of stock in the reorganized company and holders of
second-lien notes with a pro rata share of 4% of stock and warrants
for an additional 5.1% of the shares. Avaya projected to have
$2.925 billion of funded debt and a $300 million senior secured
asset-based lending facility available following emergence.
The 2023 petitions were signed by Eric Koza as chief restructuring
officer. The Debtors estimated $1 billion to $10 billion in both
assets and liabilities on a consolidated basis.
Avaya Holdings' most recent financial report filed with the
Securities and Exchange Commission was for the three-month period
end March 31, 2022. In its Form 10-Q report, Holdings disclosed
$5.8 billion in total consolidated assets against $5.2 billion in
total consolidated liabilities.
In the 2023 bankruptcy filing, the Debtors have retained Kirkland &
Ellis LLP and Jackson Walker LLP as bankruptcy co-counsel; Evercore
Group LLC as investment banker; AlixPartners LLP as restructuring
advisor; PricewaterhouseCooopers LLP as auditor; and Kurtzman
Carson Consultants LLC as claims and noticing agent. Meanwhile,
Ernst & Young, LLP provides valuation, financial accounting
advisory, investigative, and tax services to the Debtors.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on Jan. 31, 2017. Morrison & Foerster, LLP,
Jefferies, LLC and Alvarez & Marsal North America, LLC serve as the
committee's legal counsel, investment banker and financial advisor,
respectively.
AVAYA INC: Gets OK to Hire KPMG as Tax Service Provider
-------------------------------------------------------
Avaya Inc. and its affiliates received approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ KPMG,
LLP.
The firm's services include:
a. performing certain tax compliance, tax provision, tax
restructuring, tax consulting and other related services; and
b. assisting Kirkland & Ellis, LLP by conducting a valuation of
certain non-debtor entities consistent with IRS Revenue Rule
59-60.
The firm will be paid at these rates:
Partner $715 per hour
Managing Director/Director $695 per hour
Senior Managers $635 per hour
Managers $550 per hour
Senior Associates $475 per hour
Tax Associates $335 per hour
Intern/Paraprofessional $200 per hour
KPMG received a retainer in the amount of $1,376,500, which was
fully applied prior to the petition date. During the 90-day period
prior to the petition date, the firm received $1,599,174 from the
Debtors for professional services performed and expenses incurred.
Olayinka Kukoyi, a partner at KPMG, disclosed in a court filing
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
OlayinkaKukoyi
KPMG, LLP
811 Main Street
Houston, TX 77002
Tel: (713) 319-2000
Fax: (713) 319-2041
About Avaya
Morristown, New Jersey-based Avaya offers digital communications
products, solutions and services for businesses of all sizes. Avaya
delivers its technology predominantly through software and
services, both on-premise and through the cloud in a diverse range
of industries, including financial services, manufacturing, retail,
transportation, energy, media and communications, healthcare,
education, and government.
Avaya, Inc., and 20 affiliated entities, including Avaya Holdings
Corp., filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Texas Lead Case No. 23-90088) on February 14, 2023. The Hon. David
R. Jones oversees the cases.
Avaya Inc. and 17 affiliates first sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 17-10089) on Jan. 19, 2017. The
2017 debtors emerged from bankruptcy and their second amended joint
Chapter 11 plan of reorganization was declared effective on Dec.
15, 2017. The 2017 Plan provides holders of first-lien debt with
90.5% of stock in the reorganized company and holders of
second-lien notes with a pro rata share of 4% of stock and warrants
for an additional 5.1% of the shares. Avaya projected to have
$2.925 billion of funded debt and a $300 million senior secured
asset-based lending facility available following emergence.
The 2023 petitions were signed by Eric Koza as chief restructuring
officer. The Debtors estimated $1 billion to $10 billion in both
assets and liabilities on a consolidated basis.
Avaya Holdings' most recent financial report filed with the
Securities and Exchange Commission was for the three-month period
end March 31, 2022. In its Form 10-Q report, Holdings disclosed
$5.8 billion in total consolidated assets against $5.2 billion in
total consolidated liabilities.
In the 2023 bankruptcy filing, the Debtors have retained Kirkland &
Ellis LLP and Jackson Walker LLP as bankruptcy co-counsel; Evercore
Group LLC as investment banker; AlixPartners LLP as restructuring
advisor; PricewaterhouseCooopers LLP as auditor; and Kurtzman
Carson Consultants LLC as claims and noticing agent. Meanwhile,
Ernst & Young, LLP provides valuation, financial accounting
advisory, investigative, and tax services to the Debtors.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on Jan. 31, 2017. Morrison & Foerster, LLP,
Jefferies, LLC and Alvarez & Marsal North America, LLC serve as the
committee's legal counsel, investment banker and financial advisor,
respectively.
AVINGER INC: Posts $5.3 Million Net Loss in Fourth Quarter
----------------------------------------------------------
Avinger, Inc. reported a net loss applicable to common stockholders
of $5.31 million on $2 million of revenues for the three months
ended Dec. 31, 2022, compared to a net loss applicable to common
stockholders of $6.04 million on $2.40 million of revenues for the
three months ended Dec. 31, 2021.
For the 12 months ended Dec. 31, 2022, the Company reported a net
loss applicable to common stockholders of $27.24 million on $8.27
million of revenues compared to a net loss applicable to common
stockholders of $21.58 million on $10.13 million of revenues for
the 12 months ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $24.19 million in total
assets, $20.05 million in total liabilities, and $4.15 million in
total stockholders' equity.
"We reported solid operating metrics in the fourth quarter,
improving gross margin from the prior year on favorable product mix
and driving efficiencies in our operating cost model as we advanced
multiple product and clinical programs to position the company for
future growth," commented Jeff Soinski, Avinger's president and
CEO.
"Our recent 510(k) filings provide the opportunity for two new
peripheral product launches in 2023. We have submitted all
requested documentation related to the 510(k) submission for our
new Tigereye ST CTO-crossing catheter and are preparing to initiate
limited launch pending FDA clearance. In January, we filed a
510(k) submission for Pantheris LV, which streamlines the
atherectomy procedure and expands our capabilities for the
treatment of large vessel disease. We hope to receive FDA
clearance for this new device by mid-year to allow for commercial
launch in the second half of this year.
"We are excited about the progress we are making in the development
of our first coronary product application. Crossing chronic total
occlusions in the coronary arteries is a complex, expensive and
uncertain procedure utilizing currently available technology. By
leveraging our proprietary OCT-guided platform, we believe we can
revolutionize this market with the first and only image-guided
system for crossing coronary CTOs. Over the past several months,
we have evaluated different design approaches in bench top models
and have recently gained important feedback from our clinical
advisory board for further design iteration. We expect to assess
these prototypes in animal studies in the second quarter of this
year as we work towards our goal of filing an IDE submission with
the FDA within the next 12 months to allow for initiation of a
clinical study in 2024."
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/1506928/000143774923006691/ex_488974.htm
About Avinger
Headquartered in Redwood City, California, Avinger, Inc. --
http://www.avinger.com-- is a commercial-stage medical device
company that designs and develops image-guided, catheter-based
system for the diagnosis and treatment of patients with Peripheral
Artery Disease (PAD).
Avinger reported a net loss applicable to common stockholders of
$27.24 million for the year ended Dec. 31, 2022, a net loss
applicable to common stockholders of $21.59 million for the year
ended Dec. 31, 2021, a net loss applicable to common stockholders
of $22.87 million for the year ended Dec. 31, 2020, a net loss
applicable to common stockholders of $23.03 million for the year
ended Dec. 31, 2019, and a net loss applicable to common
stockholders of $35.69 million for the year ended Dec. 31, 2018.
San Francisco, California-based Moss Adams LLP, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated March 15, 2023, citing that the Company's recurring
losses from operations and its need for additional capital raise
substantial doubt about its ability to continue as a going concern.
AYRO INC: Incurs $22.9 Million Net Loss in 2022
-----------------------------------------------
Ayro, Inc. has filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing a net loss of $22.94
million on $2.99 million of revenue for the year ended Dec. 31,
2022, compared to a net loss of $33.08 million on $2.68 million of
revenue for the year ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $54.99 million in total
assets, $2.93 million in total liabilities, and $52.06 million in
total stockholders' equity.
Management Commentary
"We made considerable progress in 2022, transitioning our focus and
product lifecycle from the legacy Club Car Current vehicle to our
new core platform and the AYRO Vanish, our first internally
designed low-speed electric vehicle (LSEV) targeted at the utility
vehicle market," said AYRO CEO Tom Wittenschlaeger. "The Vanish is
sourced almost entirely within North America and will be
manufactured in our own Round Rock, Texas facility. It should
offer a wealth of design, ergonomic, and technology advantages over
the competing utility LSEVs on the market, in addition to a longer
expected lifespan of at least five years, as compared to a
three-year life cycle for competing vehicles. We believe the
Vanish will pass the external testing and certification process
called homologation sometime in June, and then we will be ready to
enter low-rate production and begin selling the vehicle. Thus,
appreciable sales of the Vanish likely will begin in the third
quarter of 2023.
"We have already announced our first authorized dealer from our new
Dealer Program and are in various stages of negotiation with over
50 additional dealers in North America, with notable expressions of
interest for the Vanish already received. Initial demand appears
quite robust for the Vanish, and we are eager to enter production.
Simply stated, prospective Vanish buyers seem to recognize what we
believe is the premium quality of the vehicle and all the perceived
design, ergonomic, technology advantages we feel it has over
existing products on the market, as well as the numerous indoor and
outdoor applications for the Vanish and its plethora of payloads.
We are focused on bringing a premium product to what was believed
to be a commodity segment, and I believe this dynamic can create
considerable stockholder value.
"Moreover, we anticipate introducing other LSEVs that will target
different segments of the market beyond the utility-vehicle segment
served by the Vanish. Thus, we believe that our common core
platform that we designed from the outset of our new product
development pathway some 15 months ago will generate significant
value. Using nearly all the same components across each vehicle we
design should allow us to bring subsequent vehicles to market
relatively quickly and with lower development cost given our
'tool-once, use many' approach. This, too, should eventually
create additional stockholder value.
"With regard to our financial performance in 2022, we believe that
the magnitude of the numbers -- revenue of $3 million -- is less
important to the big picture as the emerging trends, which speaks
to the team's ability to execute. While much of our focus in 2022
was on the new product cycle development, we still managed to grow
revenue 11% year-over-year, despite some supply issues relating to
component quality and availability that hampered revenue in the
second half of the year. Additionally, we improved the net loss by
over $10 million and improved the adjusted EBITDA loss by $6.5
million compared to 2021. This was no easy task given the design
efforts and manufacturing ramp that were occurring, even as we were
growing revenue and achieving record quarterly revenue in the first
half of the year and working through challenges with our partners
in the second half of the year. Our team is very experienced and
knows how to both execute efficiently and simultaneously watch
costs. These are also additional elements that we believe should
create additional stockholder value in the long run.
"Lastly, we finished the year with approximately $49 million in
cash and marketable securities. Our team has done well to lower
our cash burn over the four quarters, allowing us to protect our
cash position and maintain a current cash runway that exceeds two
years at current spend levels.
"We see 2023 as a transformational year for AYRO, given what we
believe to be a completed transition from the Club Car Current to
the AYRO Vanish. We have minimal units of the Current left to sell
and look forward to ramping production of the Vanish in the coming
quarters," concluded Mr. Wittenschlaeger.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001086745/000149315223008631/form10-k.htm
About AYRO
Texas-based AYRO, Inc., formerly known as DropCar, Inc. --
http://www.ayro.com-- engineers and manufactures purpose-built
electric vehicles to enable sustainable fleets. AYRO's EVs are an
eco-friendly microdistribution alternative to gasoline vehicles.
Ayro reported a net loss of $10.76 million for the year ended Dec.
31, 2020, a net loss of $8.66 million for the year ended Dec. 31,
2019, and a net loss of $18.75 million for the year ended Dec. 31,
2018.
* * *
This concludes the Troubled Company Reporter's coverage of AYRO
until facts and circumstances, if any, emerge that demonstrate
financial or operational strain or difficulty at a level sufficient
to warrant renewed coverage.
B&B BUILDERS: Taps Weinstein & St. Germain as Legal Counsel
-----------------------------------------------------------
B&B Builders & Investors, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
Weinstein & St. Germain to serve as legal counsel in its Chapter 11
case.
The firm charges $400 per hour for attorney's services and $140 per
hour for paralegal services.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Tom St. Germain, Esq., a partner at Weinstein & St. Germain,
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:
Tom St. Germain, Esq.
Weinstein & St. Germain
1103 West University Ave
Lafayette, LA 70506
Tel: (337) 235-4001
Fax: (337) 235-4020
About B&B Builders & Investors
B&B Builders & Investors, LLC, a company in Opelousas, La., filed
its voluntary petition for Chapter 11 protection (Bankr. W.D. La.
Case No. 23-50155) on March 9, 2023, with $500,000 to $1 million in
assets and $1 million to $10 million in liabilities. James W.
Bellard, managing member, signed the petition.
Judge John W. Kolwe oversees the case.
Tom St. Germain, Esq., at Weinstein & St. Germain is the Debtor's
legal counsel.
BANDAR ENTERPRISES: Case Summary & 14 Unsecured Creditors
---------------------------------------------------------
Debtor: Bandar Enterprises, LLC
d/b/a Assurity Labs
d/b/a Assurity Healthcare
d/b/a CUUR Diagnostics
f/d/b/a Bandar Series 1 Assurity Labs
6140 S. Fort Apache Rd., Ste. 140
Las Vegas, NV 89148
Business Description: The Debtor is part of the healthcare
industry.
Chapter 11 Petition Date: March 28, 2023
Court: United States Bankruptcy Court
District of Nevada
Case No.: 23-11160
Debtor's Counsel: Matthew C. Zirzow, Esq.
LARSON & ZIRZOW, LLC
850 E. Bonneville Ave.
Las Vegas, NV 89101
Tel: 702-382-1170
Email: mzirzow@lzlawnv.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Heath Wills as manager.
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/YW4QOGQ/BANDAR_ENTERPRISES_LLC__nvbke-23-11160__0001.0.pdf?mcid=tGE4TAMA
BELTWAY PLAZA: Court OKs Cash Collateral Access Thru April 30
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland, Greenbelt
Division, authorized Beltway Plaza Investment, LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance, through April 30, 2023.
The Debtor requires the use of cash collateral to meet its
obligations and preserve its business as a going concern.
The Debtor is currently indebted to Freedom Bank of Virginia under
a $5.705 million commercial term loan. As of the Petition Date,
the Debtor owed Freedom Bank $6.248 million. As collateral for the
Prepetition Indebtedness, the Lender holds a perfect security
interest in and lien upon the Property, all leases and pre-petition
and post-petition rents derived from the Property, and various
personal property of the Debtor relating to the Property.
The Debtor acknowledges and agrees that as of the Petition Date,
(i) the Debtor was indebted to the Lender under the Loan and the
Prepetition Loan Documents in the amount of $6.248 million, and
(ii) the Lender holds a first-priority perfect security interest in
and lien against the Property, all leases and pre-petition and
post-petition rents derived from the Property, and various personal
property of the Debtor relating to the Property to secure the
Prepetition Indebtedness.
As adequate protection, the Lender is granted a first-priority
post-petition security interest and lien in, to and against (i) all
pre-petition and post-petition leases and rents of the Debtor, (ii)
the DIP Operating Account and all rents of the Debtor deposited
therein, and (iii) all other assets of the Debtor described in the
Prepetition Loan Documents which are or have been acquired,
generated or received by the Debtor subsequent to the Petition Date
and all products and proceeds thereof.
The liens and security interests granted, including the Adequate
Protection Liens, will become and are duly perfected without the
necessity for the execution, filing or recording of financing
statements, security agreements and other documents which might
otherwise be required pursuant to applicable non-bankruptcy law for
the creation or perfection of such liens and security interests.
These events constitute an "Event of Default":
(i) The Debtor's use of cash collateral for any reason other
than to pay an expense that is specifically set forth in the
Budget;
(ii) If the Debtor fails to be reinstated as a limited
liability company in good standing at the Maryland State Department
of Assessments and Taxation by 5 p.m. on March 27, 2023, (iii) if
the Debtor fails to open a DIP Operating Account and DIP Tax
Account, and deposit all cash collateral therein as required, by 5
p.m. on March 27, 2023;
(iv) If the Debtor fails to obtain Insurance on the Property as
required herein by 5 p.m. on March 27, 2023;
(v) If the Debtor fails to provide the Lender with a current
signed and certified Rent Roll as required by 5 p.m. on March 27,
2023;
(vi) If the Debtor fails to retain a Property Manager
acceptable to the Lender and file a motion for approval of such
Property Manager with the Court as required herein by 5 p.m. on
March 27, 2023;
(vii) If the Debtor fails to timely provide the Lender with any
of the Weekly Reporting or Monthly Reporting; or
(viii) The Debtor's failure to comply with any provision of the
Order.
Pursuant to the Court's order, the Debtor agreed that on or before
5:00 p.m. on March 27, 2023, it will (i) take actions and file
documents as are necessary to have the Debtor reinstated as a
limited
liability company in good standing at the Maryland State Department
of Assessments and Taxation, and (ii) open and maintain a debtor in
possession operating account, a debtor in possession tax account,
and other debtor in possession bank accounts in accordance with the
operating guidelines and reporting requirements issued by the
Office of the United States Trustee.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/42OFxmk from PacerMonitor.com.
The Debtor projects $32,627 in total expenses for April 2023.
About Beltway Plaza Investment, LLC
Beltway Plaza Investment, LLC is the owner of an eight story 65,010
sq. ft. commercial office building located at 4710 Auth Place,
Suite 140, Suitland, Maryland 20746. Beltway Plaza Investment has
approximately 20 commercial tenants and is incorporated in the
state of Maryland, but its charter is currently forfeited for
failure to file personal property returns. Efforts to reinstate its
charter are in process.
Beltway Plaza Investment sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Md. Case No. 23-11094) on February
20, 2023. In the petition signed by Ho Chong Suh, authorized
member, the Debtor disclosed up to $50 million in assets and up to
$10 million in liabilities.
Judge Lori S. Simpson oversees the case.
Craig M. Palik, Esq., at McNamee Hosea, P.A., represents the Debtor
as legal counsel.
BITTER CREEK: Unsecureds Will Get 16.4% of Claims in 36 Months
--------------------------------------------------------------
Bitter Creek Water Supply Corporation filed with the U.S.
Bankruptcy Court for the Northern District of Texas a First
Modified Plan of Reorganization Under Subchapter V dated March 23,
2023.
The Debtor is a Texas non-profit corporation formed in 1968, which
continues to be organized and existing under the laws of the State
of Texas. The Debtor owns and operates a water supply system in
Nolan and Fisher Counties, which supplies water to approximately
800 rural commercial and residential customers.
The Debtor will utilize a portion of its future earnings in the
form of its Disposable Income as set out within the Plan to make
Distributions as is necessary for the execution of the Plan.
The Debtor's financial projections show that the Debtor will have
an aggregate annual average cash flow, after paying operating
expenses, post-confirmation taxes, and all other expenditures
necessary for the continuation, preservation, and operation of the
business of approximately $136,739. The Plan payments are expected
to be paid over a thirty-six-month period. However, the Debtor
reserves the right to prepay any obligation under the Plan without
penalty.
The liquidation analysis satisfies Section 1129(a)(7) of the
Bankruptcy Code and shows that in the case of liquidation, the
value of all assets would go towards paying Allowed Priority Tax
Claims, Allowed Administrative Claims, and the claims of the
secured creditors, leaving 0% recovery for all unsecured creditors,
whereas the Plan will lead to a 16.375% recovery for unsecured
creditors.
Class 4 consists of General Unsecured Claims. General Unsecured
Claims, to the extent Allowed, will be paid on a pro rata basis in
36 equal monthly installments of $11,000.00, the first monthly
payment to be made by the Debtor on the effective date of the Plan
with the subsequent 35 monthly payments being made on or before the
first business day of each calendar month thereafter, starting with
the first full month after the effective date of the Plan. Class 4
is impaired.
Any unsecured creditor holding an Allowed General Unsecured Claim
in the amount of $1,000.00 or less or who agrees to accept
$1,000.00 may be prepaid by the Debtor in full and in satisfaction
of that claim.
A full-text copy of the First Modified Plan dated March 23, 2023 is
available at https://bit.ly/42L2S8w from PacerMonitor.com at no
charge.
Attorneys for Bitter Creek:
Lynn Hamilton Butler, Esq.
Leanne O’Donnell, Esq.
HUSCH BLACKWELL LLP
111 Congress Avenue, Suite 1400
Austin, TX 78701
Tel: 512-479-9758
Fax: (512) 479-1101
Email: lynn.butler@huschblackwell.com
leanne.odonnell@huschblackwell.com
About Bitter Creek Water Supply Corporation
Bitter Creek Water Supply Corporation is water supplier in
Sweetwater, Texas. The Debtor sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-10137) on
Nov. 21, 2022. In the petition signed by Jeff Posey, president,
the Debtor disclosed up to $10 million in both assets and
liabilities.
Lynn Hamilton Butler, Esq., at Husch Blackwell LLP, is the Debtor's
counsel.
BLOCKFI INC: Will Move $236M Out of Silicon Valley Bridge Bank
--------------------------------------------------------------
Vince Sullivan of Law360 reports that Bankrupt cryptocurrency
platform BlockFi Inc. told a New Jersey judge Thursday, March 23,
2023, that it intends to transfer $236 million of cash out of
accounts at the Silicon Valley bridge bank at the insistence of the
Office of the United States Trustee so the money can be protected
in an approved depository institution.
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.
About Silicon Valley Bank
Silicon Valley Bank was the nation's 16th largest bank and the
biggest to fail since the 2008 financial meltdown.
During the week of March 6, 2023, Silicon Valley Bank, Santa Clara,
CA, experienced a severe "run-on-the-bank." On the morning of
March 10, 2023, the California Department of Financial Protection
and Innovation seized SVB and placed it under the receivership of
the Federal Deposit Insurance Corporation (FDIC).
The FDIC on March 13, 2023, disclosed that it transferred all
deposits -- both insured and uninsured -- and substantially all
assets of the former Silicon Valley Bank of Santa Clara,
California, to a newly created, full-service FDIC-operated "bridge
bank" in an action designed to protect all depositors of Silicon
Valley Bank.
SVB Financial Group is a financial services company focusing on the
innovation economy, offering financial products and services to
clients across the United States and in key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state-chartered bank.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Hon. Martin
Glenn is the bankruptcy judge. The Debtor had assets of
$19,679,000,000 and liabilities of $3,675,000,000 as of Dec. 31,
2022.
Centerview Partners LLC is proposed financial advisor, Sullivan &
Cromwell LLP proposed legal counsel and Alvarez & Marsal proposed
restructuring advisor to SVB Financial Group as
debtor-in-possession. Kroll is the claims agent.
BMI WELLNESS: Taps Bradford Law Offices as Bankruptcy Counsel
-------------------------------------------------------------
BMI Wellness Concepts, PLLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of North Carolina to employ Bradford
Law Offices to handle its Chapter 11 case.
The firm will be paid at these rates:
Attorney time outside court $450 per hour
Attorney time in court $450 per hour
Paralegal time $185 per hour
The Debtor agreed to make initial deposit in the amount of
$8,651.50 upon execution of its agreement with the firm.
Danny Bradford, Esq., an attorney at Bradford Law Offices,
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:
Danny Bradford, Esq.
Bradford Law Offices
455 Swiftside Drive, Suite 106
Cary, NC 27518-7198
Tel: (919) 758-8879
Email: Dbradford@bradford-law.com
About BMI Wellness Concepts
BMI Wellness Concepts, PLLC filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.C. Case No. 23-00666) on March 9, 2023, with as much
as $1 million in both assets and liabilities. Judge Joseph N.
Callaway oversees the case.
The Debtor is represented by Danny Bradford, Esq., at Bradford Law
Offices.
BRAINERD INDUSTRIES: Court OKS Interim Cash Collateral Access
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Ohio,
Western Division, authorized Brainered Industries Incorporated to
use cash collateral on an interim basis in accordance with the
budget, with a 10% variance.
The Debtor requires the use of cash collateral to pay trade
vendors, wages and benefits, suppliers, overhead and other expenses
necessary for the continued operation of the Debtor's business and
the management and preservation of the Debtor's assets and
properties.
Prior to the commencement of the Case, the Debtor's largest
creditor and first priority secured creditor was the Huntington
National Bank. The Debtor's obligations to Huntington as Senior
Secured Lender are evidenced by:
(1) a United States Small Business Administration Promissory
Note in the amount of $5 million executed by the Debtor, Brainerd
Realty LLC, and Gregor W. Fritz (the owner of the Debtor);
(2) Commercial Security Agreement dated August 29, 2014, which
provided as collateral an extensive listing of assets, including
the debtor's inventory, equipment, accounts, etc. and the proceeds
of same, which was perfected by a UCC Financing Statement filed
with the Ohio Secretary of State as OH00179394926 and
OH00179395049;
(3) A mortgage executed and delivered by Brainerd Realty LLC
as to the real property located at 680 Precision Court, Miamisburg,
Ohio 45342 filed of record with the Montgomery County Ohio Recorder
as File No. 2014-00051368 on September 26, 2014;
(4) A promissory note dated March 15, 2021 in the original
amount of $478,000; and
(5) Commercial Guaranty agreements executed and delivered by
Brainerd Realty LLC and Gregory W. Fritz.
The total indebtedness owed to the Senior Secured Lender under the
Senior Secured Loan Documents, as of the Petition Date is $5.526
million.
As adequate protection, the Senior Secured Lender is granted
binding, enforceable and perfected first priority liens and
security interests, superior to the liens and security interests or
other interests or rights of all other creditors of the Debtor's
estate on property owned or leased by the Debtor, in and upon all
of the Debtor's property and assets acquired by the Debtor on or
after the Petition Date.
As adequate protection for any post-petition diminution in value of
the Senior Secured Lender's interests in the cash collateral.
A final hearing on the matter is set for April 13, 2023 at 1:30
p.m.
A copy of the order is available at https://bit.ly/3LOUxun from
PacerMonitor.com.
About Brainerd Industries Inc.
Brainerd Industries Inc. is a fabricated metal product manufacturer
in Miamisburg, Ohio.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ohio Case No. 23-30432) on March 22,
2023. In the petition signed by Gregory W. Fritz, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Guy R. Humphrey oversees the case.
Patricia J. Friesinger, Esq., at Coolidge Wall Co., LPA, represents
the Debtor as legal counsel.
C & A TRANSPORTATION: Business Income to Fund Plan Payments
-----------------------------------------------------------
C & A Transportation Inc. filed with the U.S. Bankruptcy Court for
the Middle District of Georgia a Subchapter V Plan of
Reorganization dated March 23, 2023.
The Debtor owned and operated by Mrs. Audrey Tidwell, is C & A
Transportation, Inc., a trucking company based in Macon, Georgia.
The company was founded by Mrs. Tidwell's father in 1989.
The Debtor's cases arose primarily out of the financial
difficulties it faced due to the lack of available specialized
labor (truck drivers) brought about by the COVID pandemic. That
labor shortage impaired the Debtor's revenue and profit margins,
which in turn began to starve the company of the cash it needed to
operate. Planning to remedy the short-term problem, the Debtor
began to borrow from merchant cash advance (MCA) lenders. Business,
though, did not recover rapidly enough to pay that more expensive
debt. The debtor was eventually forced to file this case in order
to reorganize its financial affairs.
The purpose of this Plan is to allow the Debtor to reorganize its
financial affairs in a way that will permit it to pay Allowed
Claims as proposed in this Plan. To that end, the Debtor proposes
to continue operating its trucking business. Reorganized C&A will
fund its obligations under the Plan through its income.
Class 10 includes the Allowed General Unsecured Claims (including
Deficiency Claims and Rejection Claims, if any). Class 10 is
impaired. The Reorganized Debtor shall pay the Holders of Class 10
Allowed Unsecured Claims their Pro Rata Share of the Class 10 Total
Distribution (as projected on the Budget) based on each such
Holder's Class 10 Allowed Unsecured Claim compared to the total of
all Class 10 Allowed Unsecured Claims.
The Reorganized Debtor shall pay such Class 10 Total Distribution
in 5 or less annual installments of varying amounts (as shown on
the Budget) (or as otherwise ordered by the Court) commencing
within 60 days after the first anniversary of the Effective Date,
with each subsequent annual installment being made within 60 days
after each subsequent anniversary of the Effective Date. The
Reorganized Debtor's obligations under Class 10 to make the Class
10 Total Distribution can be satisfied at any time, with any
payment of the Class 10 Total Distribution, at whatever time that
is on or before the dates required under the Plan, not resulting in
a penalty, including, without limitation, a pre-payment penalty.
Such Class 10 Total Distribution, when paid in full, shall be in
full satisfaction of the Reorganized Debtor's obligations under and
Allowed Unsecured Claims allowed in Class 10. Notwithstanding
anything else in the Plan to the contrary, any Allowed Unsecured
Claim in Class 10 shall be reduced by any payment received by the
creditor holding such Claim from any third party or other obligor
and the Reorganized Debtor's obligations hereunder shall be reduced
accordingly.
Class 11 consists of Equity Interest Holders of Debtor. Ms. Audrey
Tidwell shall retain her Interest in the Reorganized Debtor and all
associated rights, subject, however, to the provisions of the
Plan.
The Plan is a reorganizing Subchapter V Chapter 11 plan. The funds
required for implementation of the Plan and the distributions
hereunder shall be provided from the Debtor's business income. The
Debtor does not anticipate selling assets to fund the Plan but
reserves the right to engage in such sales in their business
judgment.
The Plan will be administered by the Reorganized Debtor who will be
vested with power and authority over all remaining assets of Debtor
and its Estate, and with the obligation to administer and
consummate distributions in accordance with the Plan. The
Reorganized Debtor shall be deemed as of the Confirmation of the
Plan to be the general representative of the Estate as authorized
under and pursuant to the Bankruptcy Code, including, without
limitation, Section 1123(b)(3) of the Bankruptcy Code. The
Reorganized Debtor shall be indemnified by the Estate for fees and
costs, including attorneys' fees, for any actions that it takes or
fails to take, except for those actions done with gross negligence
or malicious intent.
A full-text copy of the Plan of Reorganization dated March 23, 2023
is available at https://bit.ly/3Zm9PKg from PacerMonitor.com at no
charge.
Counsel to Debtor:
Gregory Daniel Taylor, Esq.
R. Braden Copeland, Esq.
Stone & Baxter, LLP
577 Mulberry Street, Suite 800
Macon, GA 31201
Tel: (478) 750-9898
Fax: (478) 750-9899
Email: dbury@stoneandbaxter.com
About C & A Transportation
C & A Transportation Inc. -- https://www.catransportation.com/ --
is a professional commercial carrier in Macon, Ga.
C & A Transportation filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No.
22-51583) on Dec. 23, 2022, with $1 million to $10 million in both
assets and liabilities. Robert M. Matson has been appointed as
Subchapter V trustee.
Judge James P. Smith oversees the case.
The Debtor is represented by R. Braden Copeland, Esq. at Stone &
Baxter, LLP.
CELSIUS NETWORK: 72.5% Payout to Custody Customers Approved
-----------------------------------------------------------
Judge Martin Glenn of the federal bankruptcy court in the Southern
District of New York signed off on a settlement plan that allows
Celsius custody account holders to receive a total of 72.5% of
their holdings.
The payout will come in two parts: half in 30 days and half with
the bankruptcy plan's resolution or by the end of the year.
Employees and insiders are not eligible for the settlement.
While the vast majority of Celsius clients held Earn accounts
paying about 20% interest, Custody account holders were simply
using Celsius to "safely" store their assets, with no interest.
Custody account holders got a break as Judge Glenn ruled that while
1.7 million Earn customers' funds had become the property of
Celsius — despite former CEO Alex Mashinsky's repeated claims to
the contrary — and would be divvied up among all claimants,
Custody account contents still belonged to their owners.
However, custody customers were broken into two groups: those who
had either never used Earn accounts or withdrew the funds into
custody more than 90 days before the bankruptcy, and those who
pulled funds from Earn into Custody with less than 90 days lead
time.
Earlier this month, the first group was allowed to withdraw 100% if
they never had Earn accounts, or up to $7,575 — up to 94% of
their assets — if the funds had come via Earn.
That cost about $50 million.
These remaining Custody customers within the 90-day window can opt
into the settlement, or hold out for 100% later. However, they may
be subject to preference claims — meaning clawbacks of their
funds into the general pool — as they transferred assets to
Custody from Earn within 90 days of the bankruptcy.
That group has about $160 million trapped on the platform.
On Monday, software engineer Cam Crews, who has been tracking the
Celsius case, tweeted out a spreadsheet showing that lawyers and
advisors working on the bankruptcy have billed $144 million so
far.
There is a $1.2 billion hole in Celsius' coffers, with plenty of
work still to do before the case is fully resolved.
About Celsius Network
Celsius Network LLC -- http://www.celsius.network/-- is a
financial services company that generates revenue through
cryptocurrency trading, lending, and borrowing, as well as by
engaging in proprietary trading.
Celsius helps over a million customers worldwide to find the path
towards financial independence through a compounding yield service
and instant low-cost loans accessible via a web and mobile app.
Celsius has a blockchain-based fee-free platform where membership
provides access to curated financial services that are not
available through traditional financial
institutions.
The Celsius Wallet claims to be one of the only online crypto
wallets designed to allow members to use coins as collateral to get
a loan in dollars, and in the future, to lend their crypto to
earn interest on deposited coins (when they're lent out).
Crypto lenders such as Celsius boomed during the COVID-19 pandemic,
drawing depositors with high interest rates and easy access to
loans rarely offered by traditional banks. But the
lenders' business model came under scrutiny after a sharp sell-off
in the crypto market spurred by the collapse of major tokens
terraUSD and luna in May 2022.
New Jersey-based Celsius froze withdrawals in June 2022, citing
"extreme" market conditions, cutting off access to savings for
individual investors and sending tremors through the crypto
market.
The list of major crypto firms that have filed for bankruptcy
protection in 2022 now includes Celsius Network, Three Arrows
Capital and Voyager Digital.
Celsius Network, LLC and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex
Mashinsky, the Debtors estimated assets and liabilities between $1
billion and $10 billion.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankrupty counsels; Fischer (FBC & Co.) as
special counsel; Centerview Partners, LLC as investment banker; and
Alvarez & Marsal North America, LLC as financial advisor. Stretto
is the claims agent and administrative advisor.
On July 27, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors. The committee tapped White & Case, LLP as
its bankruptcy counsel; Elementus Inc. as its blockchain forensics
advisor; M3 Advisory Partners, LP as its financial advisor; and
Perella Weinberg Partners, LP as its investment banker.
Shoba Pillay, Esq., is the examiner appointed in the Debtors'
Chapter 11 cases. Jenner & Block, LLP and Huron Consulting
Services, LLC serve as the examiner's legal counsel and financial
advisor, respectively.
CELSIUS NETWORK: Judge Glenn Delays $1.5-Billion Bankruptcy Deal
----------------------------------------------------------------
John Nancarrow and Steven Church of Bloomberg News report that a
judge delayed ruling on a $1.5 billion proposal to bring Celsius
Network LLC out of bankruptcy in order to give federal and state
regulators a chance to oppose the deal, which would give the right
to manage digital coins on the platform to crypto firm NovaWulf
Digital Management.
In a court hearing in Manhattan on Thursday, March 23, 2023, US
Bankruptcy Judge Martin Glenn questioned whether NovaWulf should be
paid up to $13 million to cover its legal and other fees if the
transaction fails to win regulatory support.
About Celsius Network
Celsius Network LLC -- http://www.celsius.network/-- is a
financial services company that generates revenue through
cryptocurrency trading, lending, and borrowing, as well as by
engaging in proprietary trading.
Celsius helps over a million customers worldwide to find the path
towards financial independence through a compounding yield service
and instant low-cost loans accessible via a web and mobile app.
Celsius has a blockchain-based fee-free platform where membership
provides access to curated financial services that are not
available through traditional financial
institutions.
The Celsius Wallet claims to be one of the only online crypto
wallets designed to allow members to use coins as collateral to get
a loan in dollars, and in the future, to lend their crypto to earn
interest on deposited coins (when they're lent out).
Crypto lenders such as Celsius boomed during the COVID-19 pandemic,
drawing depositors with high interest rates and easy access to
loans rarely offered by traditional banks. But the lenders'
business model came under scrutiny after a sharp sell-off in the
crypto market spurred by the collapse of major
tokens terraUSD and luna in May 2022.
New Jersey-based Celsius froze withdrawals in June 2022, citing
"extreme" market conditions, cutting off access to savings for
individual investors and sending tremors through the crypto
market.
The list of major crypto firms that have filed for bankruptcy
protection in 2022 now includes Celsius Network, Three Arrows
Capital and Voyager Digital.
Celsius Network, LLC and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex
Mashinsky, the Debtors estimated assets and liabilities between $1
billion and $10 billion.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankrupty counsels; Fischer (FBC & Co.) as
special counsel; Centerview Partners, LLC as investment banker; and
Alvarez & Marsal North America, LLC as financial advisor. Stretto
is the claims agent and administrative advisor.
On July 27, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors. The committee tapped White & Case, LLP as
its bankruptcy counsel; Elementus Inc. as its blockchain forensics
advisor; M3 Advisory Partners, LP as its financial advisor; and
Perella Weinberg Partners, LP as its investment banker.
Shoba Pillay, Esq., is the examiner appointed in the Debtors'
Chapter 11 cases. Jenner & Block, LLP and Huron Consulting
Services, LLC serve as the examiner's legal counsel and financial
advisor, respectively.
CENTERPOINTE HOTELS: Court OKs Interim Cash Collateral Access
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized CenterPointe Hotels @ Texas II, LP and
debtor-affiliates to continue using cash collateral on an interim
basis in accordance with the budget.
The Court said the Debtor may use cash collateral in accordance
with the terms of the First Interim Order and the approved Budget,
except as expressly modified by the terms of the First Interim
Order.
The Debtors are also authorized to make payments to Gibson Hotel
Management in the ordinary course of business; provided, however,
that direct or indirect compensation paid by the Debtors to James
O. Guillory, Jr. will not exceed $5,000, and no management fees may
be paid to HarDam Hospitality until further Court order.
As previously reported by the Troubled Company Reporter, the
Debtors were permitted to use cash collateral to pay the expenses
described in the budget, except that direct or indirect
compensation paid by the Debtors to James O. Guillory will not
exceed $5,000 and no management fees may be paid to Gibson Hotel
Management.
As adequate protection, the Debtors will maintain the value of
their business as a going-concern; (ii) comply at all times with
the Budget, subject to reasonable variances; (iii) make monthly
payments to the SBA at the contract rate on the EIDL Note; and (iv)
make interest only payments to the holder of the SBA 504 Financing
debt in the amount of $18,100 per month.
To the extent of any Diminution in Value, each Secured Lender is
granted valid, automatically perfected and enforceable additional
adequate protection replacement subject to the Carve-Out and only
in collateral of the same type as such Secured Lender has a valid
prepetition lien.
Subject to the Carve-Out, and to the extent of any Diminution in
Value, the Secured Lenders are further granted an allowed
superpriority administrative expense claim, as provided and to the
full extent allowed by sections 503(b) and 507(b) of the Bankruptcy
Code, with priority over all administrative expense claims and
unsecured claims against the Debtor and its estate, now existing or
hereafter arising, of any kind or nature whatsoever.
A copy of the order is available at https://bit.ly/3ze7V3H from
PacerMonitor.com.
About CenterPointe Hotels @ Texas II, LP
CenterPointe Hotels @ Texas II, LP is primarily engaged in renting
and leasing real estate properties.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-30023) on January 2,
2023. In the petition signed by James O. Guillory Jr., president,
the Debtor disclosed up to $50 million in assets and up to $10
million in liabilities.
Judge Jeffrey P. Norman oversees the case.
David L. Curry, Jr., Esq., at Okin Adams Bartlett Curry LLP,
represents the Debtor as counsel.
CENTURION PIPELINE: S&P Places 'BB-' ICR on CreditWatch Positive
----------------------------------------------------------------
S&P Global Ratings placed all its ratings on Centurion Pipeline Co.
LLC, including its 'BB-' issuer credit rating and 'BB' issue-level
rating, on CreditWatch with positive implications.
Energy Transfer L.P. (ET) announced on March 27, 2023,that it has
entered into a definitive acquisition agreement to acquire
Centurion.
S&P said, "We placed our ratings on Centurion on CreditWatch with
positive implications to reflect that we could raise our ratings to
the level of Energy Transfer following the close of Centurion's
acquisition by Energy Transfer L.P.
"Placing the ratings on CreditWatch with positive implications
reflects the likelihood that we could raise our ratings on
Centurion and its debt upon the close of the acquisition. We expect
to resolve the CreditWatch at or near the close of the transaction,
which we anticipate in the 2nd quarter of 2023. We expect Energy
Transfer will fully integrate Centurion into its business following
the acquisition."
Centurion Pipeline Co. LLC owns about 3,000 miles of crude oil
transportation pipelines and about 7 million barrels of crude oil
storage that span the Permian basin and connect to Cushing, Okla.,
through a long-haul pipeline. The company is fully owned by Lotus
Midstream LLC, which is a subsidiary of EnCap Flatrock Midstream.
CHIEF CORNERSTONE: Returns to Chapter 11 to Stop Foreclosure
------------------------------------------------------------
Chief Cornerstone Builders LLC filed for chapter 11 protection in
the Middle District of Florida. The Debtor elected on its voluntary
petition to proceed under Subchapter V of chapter 11 of the
Bankruptcy Code.
Cornerstone originally filed for bankruptcy on March 11, 2021.
They basically had three properties. There were two properties
that were in financial trouble that forced the bankruptcy. The
third property was current. The bankruptcy was dismissed on
September 22, 2022.
The issue of the two properties has been resolved. This bankruptcy
is regarding the third property.
The current property is a Home Care Property that is used for a
business. The Debtor acquired the business and the property from a
party and that party took out a second mortgage on the property.
There was a balloon on the second mortgage. The foreclosure was to
take place on or about March 17, 2023. The Debtor had financing
but they could not close until about March 30, 2023.
The second mortgage holder would not give the Debtor the additional
14 days to close that forced this bankruptcy.
The creditor wants its money and the Debtor hopes to be able to get
the financing and so pay off the creditor rather than take over a
business and property.
As a result, the new bankruptcy case was filed.
According to court filings, Chief Cornerstone Builders has $885,000
in debt to 1 to 49 creditors. The petition states that funds will
be available to unsecured creditors.
About Chief Cornerstone Builders
Chief Cornerstone Builders LLC owns two properties located in Las
Vegas, NV valued at $1.1 million.
Chief Cornerstone Builders LLC sought relief under Subchapter V of
Chapter of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No.
23-11008) on March 16, 2023. In the petition filed by Tess Pascual,
as managing member, the Debtor reports total assets of $1,079,800
and total liabilities of $885,000.
The Debtor is represented by:
David J. Winterton, Esq.
7260 W. AZURE DR. #140
LAS VEGAS, NV 89130
Tel: 702-363-0317
Fax: 702-363-1630
Email: autumn@davidwinterton.com
COCO FOODS: Trustee Wins Fraudulent Transfers Claims vs. Nelson
---------------------------------------------------------------
Judge Robert E. Grossman of the U.S. Bankruptcy Court for the
Eastern District of New York has entered judgment in favor of
Robert L. Pryor, in his capacity as Chapter 7 Trustee of the
Bankruptcy Estate of Coco Foods, Inc.
Chapter 7 Trustee, Robert L. Pryor, commenced these adversary
proceedings seeking to avoid and recover transfers made by two
debtor companies -- Coco Partners, Inc. and Coco Foods, Inc. in
connection with their acquisition of certain tuxedo rental stores
operating on Long Island from entities owned and controlled by
Richard Nelson. The Defendants named in each adversary proceeding
are Nelson & Sons Formals Ltd., Rychards Formals Ltd., Richard
Nelson and Nelson & Sons Rentals Inc.
In 2015, Nelson Formals and Rychards entered into marketing
agreements with Transworld Business Advisors of Huntington for
Transworld to facilitate the sale of the businesses and assets of
Rychards and Nelson Formals. In 2015 and 2016, Nelson and
Transworld engaged in negotiations with Steven Fielitz (sole owner
of Coco Foods and Coco Partners) regarding the sale of the Rychards
and Nelson Formals businesses to Coco Foods and Coco Partners,
respectively.
Shortly after the closing on May 18, 2016, Fielitz discovered a
number of discrepancies between the information provided to him
prior to the sale and the actual financial condition of each
business. Immediately after the closing for each business, Coco
Foods and Coco Partners had liabilities which exceeded their assets
based upon a fair market valuation.
In Adversary Proceeding No. 18-8003, the Trustee seeks to avoid
transfers made by Coco Foods to the Defendants as constructive
fraudulent conveyances. The total transfers made by Coco Foods to
the Defendants amounted to approximately $255,968, while Coco Foods
received no value for the transfers. Based on the figures Fielitz
acknowledged at trial, the business purchased by Coco Foods
generated net income of approximately $21,000 for 2015. Given the
great disparity between what Coco Foods paid for the business
versus the actual value of the business, the Court finds that the
transfers made by Coco Foods to Nelson Rentals, as well as the
obligations incurred by Coco Foods in favor of Nelson Rentals, were
not in exchange for fair consideration.
In Adversary Proceeding No. 18-8004, the Trustee seeks to avoid
transfers made by Coco Partners to the Defendants as constructive
fraudulent conveyances. The transfers at issue in the Coco Partners
case are the note and security agreement in favor of Nelson Formals
as payee, which was assigned to Nelson Rentals, and the cash
payments made by Coco Partners to Nelson Rentals which totaled
$383,954. The Court finds that the value of the assets purchased by
Coco Partners was equivalent to two times the annual net profit,
based on Fielitz's testimony. Coco Partners did not receive the
fair equivalent in exchange for the transfers made to Nelson
Rentals.
The Court determines that "the Trustee has established by a
preponderance of the evidence that the transfers are avoidable
under the New York Debtor and Creditor Law. Coco Foods and Coco
Partners received less than fair consideration for the transfers,
and the transfers rendered both Debtors insolvent and with
unreasonably small capital." The Court concludes that the Trustee
may recover the value of the transfers from the two recipients of
the transfers, Richard Nelson and Nelson & Sons Rentals, Inc.
Accordingly, judgment will be entered in favor of the Trustee on
the fourth cause of action against Nelson Rentals and Nelson in the
amount of $213,968 (Adversary Proceeding No. 18-8003) and in the
amount of $145,550 (Adversary Proceeding No. 18-8004).
The adversary proceeding is captioned as In re COCO FOODS, INC.,
Chapter 7. ROBERT L. PRYOR, Chapter 7 Trustee of the Bankruptcy
Estate of Coco Foods, Inc., Plaintiff, v. NELSON & SONS FORMALS
LTD., RYCHARDS FORMALS LTD., NELSON & SONS RENTALS INC. and RICHARD
NELSON, Defendants. In re COCO PARTNERS, INC., Chapter 7. ROBERT L.
PRYOR, Chapter 7 Trustee of the Bankruptcy Estate of Coco Partners,
Inc., Plaintiff, v. NELSON & SONS FORMALS LTD., RYCHARDS FORMALS
LTD., NELSON & SONS RENTALS INC. and RICHARD NELSON, Defendants,
Case Nos. 8-17-76177-reg, 8-17-76178-reg, Adv. Pro. No.
8-18-08003-reg., 8-18-08004-reg, (Bankr. E.D.N.Y.).
A full-text copy of the Decision dated March 21, 2023, is available
at https://tinyurl.com/2z88k7xv from Leagle.com.
CODIAK BIOSCIENCES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Lead Debtor: Codiak BioSciences, Inc.
35 CambridgePark Drive, Suite 500
Cambridge, MA 02140
Business Description: Codiak is a clinical-stage biopharmaceutical
company focused on pioneering the
development of exosome-based therapeutics, a
new class of medicines with the potential to
transform the treatment of a wide spectrum
of diseases with high unmet medical need.
Chapter 11 Petition Date: March 27, 2023
Court: United States Bankruptcy Court
District of Delaware
Two affiliates that concurrently filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Codiak BioSciences, Inc. 23-10350
Codiak Securities Corporation 23-10351
Debtors' Counsel: Ryan M. Bartley, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square, 1000 N. King Street, Wilmington,
DE, 19801
Tel: (302) 571-5007
Email: rbartley@ycst.com
Debtors'
Claims &
Noticing Agent &
Administrative
Advisor: STRETTO, INC.
Debtors'
Restructuring
Advisor: PROVINCE, LLC
Codiak BioSciences'
Total Assets as of Feb. 28, 2023: $106,167,706
Codiak BioSciences'
Total Debts as of Feb. 28, 2023: $85,374,781
Codiak Securities'
Estimated Assets: $0 to $50,000
Codiak Securities'
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Paul Huygens as chief restructuring
officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/PXWOPOI/Codiak_BioSciences_Inc__debke-23-10350__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/PRSJJLQ/Codiak_Securities_Corporation__debke-23-10351__0001.0.pdf?mcid=tGE4TAMA
List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Lonza Houston, Inc. Trade $978,135
14905 Kirby Drive
Pearland TX 77047
2. PPD Development, LP Trade $177,518
929 North Front Street
Wilmington, NC 28401
Tel: 910-251-0081
3. Apex Systems, LLC Professional $65,000
4400 Cox Road, Suite 200 Services
Glen Allen, VA 23060
4. Trudeau Institute, Inc. Trade $38,895
154 Algonquin Avenue
Saranac Lake, NY 1298
Tel: 800-638-6064
5. WilliamsMarston LLC Professional $36,652
800 Boylston Street, 16th Floor Services
Boston, MA 02199
Tel: 617-982-6699
6. Powered Research, LLC Trade $33,559
601 Keystone Park Drive, Suite 100
Morrisville, NC 27560
Email: info@poweredresearch.com
7. VWR International LLC Trade $31,983
100 Matsonford Road,
Building 1, Suite 200
Radnor PA 19087
Tel: 800-932-5000
8. Catalent Pharma Trade $31,244
Solutions, LLC
726 Heartland Trail
Madison WI 53717
Tel: 608-824-9920
9. GenScript USA Inc. Trade $30,254
860 Centennial Ave.
Piscataway, NJ 08854
Tel: 732-885-9188
10. RSM US LLP Trade $29,681
80 City Square
Boston, MA 02129
Tel: 617-912-9000
11. Elemental Machines Trade $26,153
185 Alewife Brook Pkwy, Ste 401
Cambridge, MA 02138
12. Black Diamond Networks Professional $22,100
23 Main Street Services
Andover, MA 01810
tel: 978-474-9980
13. Sartorius Stedim Trade $20,139
North America Inc.
565 Johnson Avenue
Bohemia, NY 11716
Tel: 631-254-4249
14. Evident Scientific Trade $16,077
48 Woerd Ave
Waltham MA 02453
Tel: 781-419-3900
15. Nasdaq Inc Trade $14,285
151 W 42nd Street
New York, NY 10036
Tel: 844-375-2626
16. Anderson Brecon, Inc Trade $14,140
DBA PCI Pharma Services
4545 Assembly Drive
Rockford, IL 61109
17. Berkshire Sterile Trade $13,609
Manufacturing
480 Pleasant Street
Lee MA 01238
Tel: 413-243-0330
18. Donnelley Financial, LLC Trade $13,465
35 W. Wacker Drive
Chicago IL 60601
Tel: 866-319-7064
19. Masy BioServices Trade $10,685
27 Lomar Park Dr
Pepperell MA 01463
Tel: 978-433-6279
20. Steven H. Holtzman Professional $10,000
224 College Road Services
Center Harbor NH 03226
CORNERSTONE ONSITE: Court OKs Cash Collateral Access Thru April 4
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Cornerstone Onsite, LLC to use cash
collateral on an interim basis in accordance with the budget.
The Debtor requires the use of cash collateral to continue its
business operations and manage the dental practices.
As of petition date, Southern Spear, Inc. is owed approximately
$1.48 million under various pre-petition loans. Southern Spear
asserts a lien on all of the Debtor's assets and cash collateral
therefrom. Southern Spear's lien, according to the Debtor, is
subject to the statutory liens of taxing authorities and the liens
of Patterson Dental Supply and Citizen First Bank on specific
pieces of dental equipment.
As adequate protection of its interest in the Collateral and cash
collateral, Southern Spear is granted, effective as of the Petition
Date, valid and automatically perfected replacement liens
co-extensive with and in the same priority as their pre-petition
liens in and upon all of the assets of the Debtor to the extent of
any diminution or usage of the Collateral or cash collateral on a
dollar-for-dollar basis, save and except recoveries pursuant to
Sections 544, 547, 548, 550 and 553 of the Bankruptcy Code. None of
the Replacement Liens granted to Southern Spear will prime any
valid, properly perfected liens on the Equipment Collateral or any
other lien existing as of the Petition Date, if any.
To the extent the liens and security interests granted prove
insufficient to secure any diminution in value of Southern Spear's
interest in the Collateral and cash collateral resulting from the
Debtor's use of cash collateral, Southern Spear is granted, for its
benefit, an administrative priority claim pursuant to Section
507(b) of the Bankruptcy Code to secure any such diminution in
value.
All liens and claims of Southern Spear, regardless of their nature
or priority, will be subject to payment of the following, if any
(i) all fees required to be paid to the Clerk of the Court and to
the Office of the United States Trustee under section 1930(a) of
title 28 of the United States Code plus interest at the statutory
rate; and (ii) all unpaid fees and expenses incurred by persons or
firms retained by the Debtor pursuant to section 327, 328, or 363
of the Bankruptcy Code and (iii) the Subchapter V Trustee, provided
however, that the liens and claims of Southern Spear will only be
subject to the payment of such fees and expenses incurred prior to
the Termination Date.
The Debtor's rights to use any cash collateral will immediately
terminate on the earlier of the date on which the event (i) a
non-Subchapter V Chapter 11 trustee is appointed in the case; (ii)
the Debtor is removed as a Debtor-in-Possession pursuant to 11
U.S.C. section 1185; (iii) the Chapter 11 case is converted to
Chapter 7; (iv) 10 business days after the Debtor violates the
terms of the Order unless such violation is cured within 10
business days thereafter; or (v) the Final Hearing Date.
A final hearing on the matter is set for April 4, 2023 at 11 a.m.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3FQXM0J from PacerMonitor.com.
The Debtor projects total expenses, on a weekly basis, as follows:
$171,212 for the week ending March 26, 2023;
$42,664 for the week ending April 2, 2023;
$42,664 for the week ending April 9, 2023;
$42,664 for the week ending April 16, 2023; and
$42,664 for the week ending April 23, 2023.
About Cornerstone Onsite, LLC
Cornerstone Onsite, LLC is a Dental Services Organization and
operates or manages 13 dental offices and one mobile unit in four
states including Texas, California, North Carolina and Utah.
Cornerstone's central business office is at 7575 San Felipe Street,
Suite 101 Houston, Texas 77063. Cornerstone does not own the dental
practices it manages. Rather, the dental practices are owned by
four separate dental entities (one for each state) and operate
under management agreements with the Company. The owners of the
Dental Entities are dentists and neither the Dental Entities nor
the dentists have filed bankruptcy.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-30949) on March 17,
2023. The petition was signed by John D. White, its chairman. The
Debtor has approximately $1.8 million in assets and $4.6 million in
debt.
Judge Jeffrey P. Norman oversees the case.
John Akard Jr., Esq., at Coplen & Banks, PC, represents the Debtor
as legal counsel.
CPC ACQUISITION: $1.03B Bank Debt Trades at 23% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Cpc Acquisition
Corp is a borrower were trading in the secondary market around 76.9
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $1.03 billion facility is a Term loan that is scheduled to
mature on December 29, 2027. The amount is fully drawn and
outstanding.
CPC Acquisition Corp is in the chemicals industry.
CROSSROAD REALTY: Case Summary & Nine Unsecured Creditors
---------------------------------------------------------
Debtor: Crossroad Realty NY, LLC
312 Main Street
Northport, NY 11768
Business Description: Crossroad Realty is a Single Asset Real
Estate (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: March 28, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-71047
Judge: Hon. Alan S. Trust
Debtor's Counsel: Roy J. Lester, Esq.
LESTER KORINMAN KAMRAN & MASINI, P.C.
600 Old Country Road
Suite 330
Garden City, NY 11530
Tel: (516) 357-9191
Fax: (516) 357-9281
Email: rlester@lesterfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Russell Furia as sole member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/CONTBIY/Crossroad_Realty_NY_LLC__nyebke-23-71047__0001.0.pdf?mcid=tGE4TAMA
CYXTERA TECHNOLOGIES: Randy Rowland to Step Down as COO
-------------------------------------------------------
Cyxtera Technologies, Inc. announced that Mr. Randy Rowland will
step down as the Company's chief operating officer, effective
March 31, 2023.
The circumstances of Mr. Rowland's termination of employment with
the Company qualify him for severance benefits consistent with a
"Termination without Cause" in accordance with the terms of his
previously disclosed Employment Agreement.
About Cyxtera Technologies, Inc.
Headquartered in Coral Gables, FL, Cyxtera Technologies, Inc. --
https://www.cyxtera.com -- is a global data center company
providing retail colocation and interconnection services. The
Company provides an innovative suite of deeply connected and
intelligently automated infrastructure and interconnection
solutions to more than 2,300 leading enterprises, service
providers
and government agencies around the world - enabling them to scale
faster, meet rising consumer expectations and gain a competitive
edge.
Cyxtera reported a net loss of $355.1 million for the year ended
Dec. 31, 2022, compared to a net loss of $257.9 million for the
year ended Dec. 31, 2021.
* * *
As reported by the TCR on Dec. 23, 2022, S&P Global Ratings lowered
its issuer credit rating on U.S.-based data center operator Cyxtera
Technologies Inc. by two notches to 'CCC' from 'B-'. The negative
outlook reflects Cyxtera's diminishing liquidity position and the
potential for a default or debt restructuring over the next 12
months.
DFW BOAT: Court OKs Final Cash Collateral Access
------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas,
Sherman Division, authorized DFW Boat Specialists, LLC to use cash
collateral on a final basis in accordance with the budget, with a
10% variance.
The Debtor requires the use of cash collateral to pay expenses
necessary for the continued operation of its business and
reorganization.
Nextgear Capital, Carbucks, XL Funding LLC d/b/a AXLE Funding,
Westlake Flooring and Carbucks may assert liens on, among other
things, the inventory and accounts receivable generated by the
Debtor.
As adequate protection, the Secured Creditors are granted
replacement liens on post-petition accounts receivable and cash as
adequate protection, which replacement liens will be held by the
Secured Creditors in the same extent, validity, priority, and value
as they existed prior to the petition date.
The replacement liens will secure an amount equal to the sum of the
aggregate diminution, if any, subsequent to the petition date, in
the value of the claimed cash collateral of the respective Secured
Creditors.
The Debtor will maintain insurance coverage on all inventory and
other property constituting the Secured Creditors' collateral.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/40gp0Gf from PacerMonitor.com.
The Debtor projects $32,744 in total expenses.
About DFW Boat Specialists, LLC
DFW Boat Specialists, LLC operates a motor vehicle dealership and
repair shop in Denton, Texas. The Debtor sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No.
23-40316) on February 22, 2023. In the petition signed by Richard
Gay, managing member, the Debtor disclosed up to $50,000 in assets
and up to $1 million in liabilities.
Judge Brenda T. Rhoades oversees the case.
Eric A. Liepins, Esq., at Eric A. Liepins PC. represents the Debtor
as legal counsel.
DIEBOLD NIXDORF: $626M Bank Debt Trades at 50% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Diebold Nixdorf Inc
is a borrower were trading in the secondary market around 50.5
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $626 million facility is a Term loan that is scheduled to
mature on July 15, 2025. About $529.5 million of the loan is
withdrawn and outstanding.
Diebold Nixdorf, Incorporated provides automatic teller machines,
financial, and point of sale (POS) services.
DIEBOLD NIXDORF: Davis Polk Advises Lenders on $55M Financing
-------------------------------------------------------------
Davis Polk advised a group of lenders to Diebold Nixdorf,
Incorporated in connection with an amendment to its asset-based
credit agreement providing for a new $55 million first-in-last-out
financing tranche. The amendment also provided for a temporary
waiver relating to Diebold's borrowing base under the asset-based
credit facility and certain reporting requirements.
Diebold automates, digitizes and transforms the way people bank and
shop. As a partner to the majority of the world's top 100 financial
institutions and top 25 global retailers, its integrated solutions
connect digital and physical channels conveniently, securely and
efficiently for millions of consumers each day. The company has a
presence in more than 100 countries with approximately 22,000
employees worldwide.
The Davis Polk restructuring team included partners Damian S.
Schaible and Adam L. Shpeen, counsel Christian Fischer and Robert
(Bodie) Stewart and associates Dylan A. Consla, Amber Leary and
Mariya Dekhtyar. The finance team included associates Jason Palios
and Bryan Mendiola. All members of the Davis Polk team are based in
the New York office.
Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited
liability partnership, and its associated entities.
About Diebold Nixdorf
Diebold Nixdorf, Incorporated -- http://www.DieboldNixdorf.com/--
automates, digitizes and transforms the way people bank and shop.
As a partner to the majority of the world's top 100 financial
institutions and top 25 global retailers, the Company's integrated
solutions connect digital and physical channels conveniently,
securely and efficiently for millions of consumers each day. The
Company has a presence in more than 100 countries with
approximately 22,000 employees worldwide.
Diebold Nixdorf reported a net loss of $585.6 million for the year
ended Dec. 31, 2022, a net loss of $78.1 million for the year ended
Dec. 31, 2021, a net loss of $267.8 million for the year ended Dec.
31, 2020, and a net loss of $344.6 million for the year ended Dec.
31, 2019. As of Dec. 31, 2022, the Company had $3.06 billion in
total assets, $1.60 billion in total current liabilities, $2.58
billion in long-term debt, $245.4 million in long-term liabilities,
and a total deficit of $1.37 billion.
* * *
As reported by the TCR on Jan. 11, 2023, S&P Global Ratings raised
its issuer credit rating on U.S.-based ATM and point-of-sale
provider Diebold Nixdorf Inc. to 'CCC+' from 'SD'. S&P said, "The
positive outlook reflects our expectation that the company's
increased backlog, price increases and cost-cutting efforts coupled
with supply chain efficiencies will materially improve EBITDA
margins and reduce leverage toward the mid-8x area by the end of
2023. We also expect this will improve prospects for growing free
cash flow generation to support FOCF to debt in the
low-single-digit percent area over the next 12 months."
DON CHENTE: Case Summary & 13 Unsecured Creditors
-------------------------------------------------
Debtor: Don Chente, Inc.
d/b/a Don Chente Bar and Grill
f/d/b/a Tacos Don Chente
2144 E. Florence Ave.
Huntington Park, CA 90255-5651
Chapter 11 Petition Date: March 27, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-11817
Judge: Hon. Ernest M. Robles
Debtor's Counsel: Lazaro E. Fernandez, Esq.
LAW OFFICE OF LAZARO E. FERNANDEZ, INC.
3600 Lime St., Ste. 326
Riverside, CA 92501
Tel: 951-684-4474
Fax: 951-684-4625
Email: lef17@pacbell.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Vicente Ortiz 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/IS7NCEI/Don_Chente_Inc__cacbke-23-11817__0001.0.pdf?mcid=tGE4TAMA
E QUALCOM: Unsecured Creditors to Get 10 Cents on Dollar in Plan
----------------------------------------------------------------
E Qualcom, Corp., submitted a Third Amended Plan of Reorganization
dated March 23, 2023.
This Plan of Reorganization proposes to pay creditors of the Debtor
from the sale of the Debtor's real Property (the Property), and
cash flow from operations.
This Plan provides for three classes of secured claims; one class
of tax claims, one class of unsecured claims; and one class of
equity security holders. Unsecured creditors holding allowed claims
will receive distributions, which the proponent of this Plan has
valued at approximately 10 cents on the dollar. This Plan also
provides for the payment of administrative and priority claims. All
such claims will be paid on the effective date of this Plan with
respect to any such claim unless the claimant agrees otherwise.
Class 1 consists of the Secured Claim of Eric and Barbara Castro.
The Secured portion of the Castros' claim has been fixed by
agreement at $820,000.00 which amount shall be paid at closing on
the sale of the Property within 180 days of confirmation. Pending
sale the Debtor shall pay the Castros monthly payments, in the
amount of $5,500.00. The interest only payments to the Castros on
their secured claim shall commence within 14 days after the entry
of an order confirming this Third Amended Plan (the "Confirmation
Order"), and shall be due and payable on that day for each month
thereafter. The remaining portion of the Castros' claim will be
included in Class 4 General Unsecured Creditors.
Class 2 consists of the Secured Claim of Global Commerce Center.
The Debtor is current on its post-petition obligations to Global
Commerce Center and will continue to make those payments in a
timely manner. The pre-petition claim for assessments in the amount
of $65,647.24 shall be paid at closing on the sale of the
Property.
Class 3 consists of the Lien Claim of the City of Weston. POC #7
filed by the City of Weston has been withdrawn. POC 8-2 This lien
was recorded after the Castro mortgage and is deemed unsecured for
purposes of this Plan and shall be included as part of Class 4
General Unsecured Creditors, subject to further ongoing
negotiations between the Debtor and the City. The Debtor and Weston
have agreed on a tentative resolution of POC 9-2 pursuant to which
the Debtor shall pay Weston $5,000.00 at the closing on the
Property in full satisfaction of POC 9.
Class 5 consists of General Unsecured Creditors. All unsecured
claims allowed under §502 of the Code will be paid 10% of the
allowed claim in 60 equal monthly payments with no interest
beginning 30 days after the effective date of the Plan as defined
in Article VII, or the date on which such claim is allowed by a
final non appealable order. This Class is impaired.
The payments required under the Plan will be made from the Debtor's
business operations and rental income, supported by a personal
guaranty from the Principal, Luis Navia.
A full-text copy of the Third Amended Plan dated March 23, 2023 is
available at https://bit.ly/40ngZ26 from PacerMonitor.com at no
charge.
Attorney for Debtor:
David W. Langley, Esq.
8551 W. Sunrise Boulevard, Suite 303
Plantation, FL 33322
Tel: (954) 356-0450
Fax: (954) 356-0451
Email: dave@flalawyer.com
About E Qualcom, Corp.
E Qualcom, Corp., filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
22-15957) on Aug. 1, 2022. In the petition filed by Luis Navia, as
officer, the Debtor reported assets between $1 million and $10
million and liabilities between $1 million and $10 million.
Aleida Martinez-Molina has been appointed as Subchapter V trustee.
David W. Langley, Attorney At Law, is the Debtor's counsel.
E.L. SERVICES: Wins Interim Cash Collateral Access Thru June 30
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
authorized E.L. Services, Inc. to use cash collateral on an interim
basis in accordance with a budget, through June 30, 2023.
A further hearing on the matter is scheduled for June 14 at 10:30
a.m.
A copy of the order is available at https://bit.ly/3LSNL76 from
PacerMonitor.com.
About E.L. Services, Inc.
E.L. Services, Inc., a landscape and maintenance company located in
Dublin, California, filed a Chapter 11 petition (Bankr. N.D. Cal.
Case No. 21-41087) on August 25, 2021. On the Petition Date, the
Debtor estimated $50,000 to $100,000 in assets and $1 million to
$10 million in liabilities. The petition was signed by Steven P.
Baca, general manager.
Judge William J. Lafferty oversees the case.
The Debtor tapped Kornfield, Nyberg, Bendes, Kuhner & Little P.C.
to serve as its counsel.
EAGLE MECHANICAL: Wins Final Cash Collateral Access
---------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Indiana,
Indianapolis Division, authorized Eagle Mechanical Inc. to use cash
collateral on a final basis in accordance with the budget.
The Debtor's secured lender, First Merchants Bank, N.A., has
consented to the use of cash collateral on a limited basis.
On November 17, 2022, FMB and the Debtor closed a loan transaction
pursuant to which FMB agreed to make a revolving loan to the Debtor
in the maximum principal amount of $2 million.
FMB asserts, and the Debtor concedes, that as of the Petition Date,
the unpaid amount of the Loan was $2.004 million, consisting of
principal in the sum of $2 million and accrued interest of $4,305.
The Debtor has ceased business operations and is in the process of
liquidating its assets and collecting receivables.
The Court said all cash collateral received by the Debtor will be
deposited into the Debtor's DIP account at FMB. The Debtor is
authorized on a final basis to use cash collateral to pay any
necessary expenses which are either: (a) approved by FMB in writing
in advance, or (b) approved by Order of the Court. At such times as
the balance in the Cash Collateral Account exceeds $15,000, the
excess will be paid to FMB and applied to the Loan balance.
To the extent First Merchants has an interest in the Debtor's cash
collateral, the Court grants the bank adequate protection as
follows:
a. First Merchants is granted post-petition replacement liens
in the cash of the Debtor; and
b. First Merchants is further granted a post-petition
replacement lien against (i) any accounts receivable created
post-petition; (ii) any inventory or equipment acquired
post-petition; and (iii) the products and proceeds thereof; and
c. The replacement liens granted secure the total aggregate
amount of the value of the cash collateral that existed as of the
Petition Date and is used by Debtor to the same extent and priority
as First Merchants' properly perfected, prepetition security
interest.
A copy of the order is available at https://bit.ly/3Gg77Q3 from
PacerMonitor.com.
About Eagle Mechanical Inc.
Eagle Mechanical Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 22-00291) on
January 27, 2023. In the petition signed by Rogelio Mancilla Jr.,
chief executive officer, the Debtor disclosed $7,751,209 in assets
and $9,136,761 in liabilities.
Judge James M. Carr oversees the case.
Weston Overturf, Esq., at Overturf Fowler LLP, is the Debtor's
legal counsel.
ECOARK HOLDINGS: Changes Name to "BitNile Metaverse"
----------------------------------------------------
Following approval of the Board of Directors in accordance with
Nevada law, Ecoark Holdings, Inc. filed Articles of Merger with the
Nevada Secretary of State, thereby merging a newly-formed shell
corporation into the Company which was the surviving corporation.
As permitted by Nevada law, pursuant to the merger the Company's
name was changed to BitNile Metaverse, Inc. The name change, which
was effective immediately, was made in connection with the
Company's previously disclosed acquisition of BitNile.com, Inc.
which closed on March 6, 2023.
About Ecoark Holdings
Rogers, Arkansas-based Ecoark Holdings, Inc., is a diversified
holding company incorporated in 2007. Through Ecoark's
wholly-owned subsidiaries, the Company has subsidiaries focused on
three areas: (i) oil and gas, including exploration, production and
drilling operations on approximately 30,000 cumulative acres of
active mineral leases in Texas, Louisiana, and Mississippi and
transportation services, (ii) Bitcoin mining, and (iii)
post-harvest shelf-life and freshness food management technology.
The Company also had operations providing financial services until
June 17, 2022 when it sold Trend Discovery Holdings LLC to a third
party.
Ecoark reported a net loss of $10.55 million for the year ended
March 31, 2022, a net loss of $20.89 million for the year ended
March 31, 2021, a net loss of $12.14 million for the year ended
March 31, 2020, and a net loss of $13.65 million for the year
ended March 31, 2019. As of Dec. 31, 2022, the Company had $50.07
million in total assets, $13.18 million in total liabilities, and
$36.88 million in total stockholders' equity.
EDGEWATER CONSTRUCTION: Files Emergency Bid to Use Cash Collateral
------------------------------------------------------------------
Edgewater Construction Group, Inc. asks the U.S. Bankruptcy Court
for the Southern District of Florida, Miami Division, for authority
to use cash collateral on an interim basis and provide adequate
protection to secured creditors, Banesco USA and the United States
Small Business Administration.
An immediate and critical need exists for the Debtor to be
permitted access to cash collateral in order to continue to operate
its business and preserve ongoing, enterprise value.
On February 25, 2022, the Debtor and Banesco entered into a loan
transaction wherein Banesco provided a $500,000 revolving line of
credit to the Debtor as evidenced by that certain revolving
promissory note executed by the Debtor in favor of Banesco on even
date.
As security for the Banesco Loan, the Debtor granted a blanket lien
upon substantially all of the Debtor's assets as evidenced by the
UCC-1 Financing Statement 202201078862. In addition to the Debtor's
assets, Edgewater 6962 LLC (an entity owned by Ulysses and Dulce
Vazquez) granted Banesco a mortgage and assignment of rents in
certain real property located at 6962 SW 47th Street, Miami, FL
33155.
The Debtor is not aware of the exact current balance on the Banesco
Loan as of the Petition Date but believes it to be approximately
$500,000.
On June 28, 2020, the Debtor obtained a COVID-19 Economic Injury
Disaster Loan from the SBA in the principal amount of $150,000. The
terms of the EIDL Loan is 30 years from the date of the promissory
note and bears interest at a rate of 3.75% per annum.
In connection with the closing of the EIDL Loan, the SBA filed a
form UCC-1 Financing Statement with the Florida Secured Transaction
Registry under File No. 202002560925, which indicates that the SBA
has a perfected interest on all of the Debtor's assets.
The Debtor is not aware of the exact current balance on the EIDL
Loan as of the Petition Date but believes it to be approximately
$155,250.
The Debtor proposes to provide the Secured Creditors a
post-petition replacement lien pursuant to 11 U.S.C. section 361(2)
on and in all property of the Debtor acquired or generated after
the Petition Date, but solely to the same validity, extent and
priority, and of the same kind and nature, as the liens the Secured
Creditors had on the Debtor's assets as of the Petition Date.
The Debtor requests that the replacement liens granted to the
Secured Creditors be at all times subject and junior to: (i) the
fees of the Office of the United States Trustee pursuant to 28
U.S.C. section 1930; (ii) any court costs, and (iii) the fees and
expenses for Court approved professionals awarded by the Court in
the amounts and as set forth in a prospective approved final and
that such replacement liens granted to Secured Creditors be valid
and perfected without the need for the execution or filing of any
further documents or instruments.
A copy of the Debtor's motion and budget is available at
https://bit.ly/42FpR4U from PacerMonitor.com.
The Debtor projects $20,000 in total revenue and $14,725 in total
expenses.
About Edgewater Construction Group, Inc.
Edgewater Construction Group, Inc. provides general contractor
services and has been in business since February 1999.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12217) on March 22,
2023. In the petition signed by Ulysses Vazquez, II, president, the
Debtor disclosed up to $50,000 in assets and up to $10 million in
liabilities.
Judge Laurel M. Isicoff oversees the case.
Jacqueline Calderin, Esq., at Agentis PLLC, represents the Debtor
as legal counsel.
ENVISION HEALTHCARE: $2.20B Bank Debt Trades at 68% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Envision Healthcare
Corp is a borrower were trading in the secondary market around 32.1
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $2.20 billion facility is a Term loan that is scheduled to
mature on March 31, 2027. The amount is fully drawn and
outstanding.
Envision Healthcare Corporation provides health care services. The
Hospital offers surgery, pharmacy, medical imaging, emergency care,
and other related health care services. Envision Healthcare serves
patients in the United States
FARR LABORATORIES: Seeks Cash Collateral Access
-----------------------------------------------
Farr Laboratories, LLC asks the U.S. Bankruptcy Court for the
District of Delaware for authority to use cash collateral and
provide adequate protection.
The Debtor needs the use of cash collateral, nunc pro tunc from the
Petition Date forward, in order to reorganize its debt and to move
forward with its business.
The Debtor contracts with third-party Graminex, L.L.C. located in
Saginaw, Missouri, for the manufacturing of supplements, and
third-party Imagine Fulfillment Services, LLC located in La Mirada,
California, for warehousing and order fulfillment services for the
Supplements.
On April 1, 2021, the Debtor entered into a revolving loan
agreement with Michael Reinstein, whereby the Lender agreed to
extend to the Debtor, in one or more draws, an amount not to exceed
the principal amount of $320,000.
Effective April 19, 2021 and in connection with the Revolving Loan
Agreement, the Debtor executed a promissory note in the amount of
$305,136 payable to the Lender.
On March 1, 2023, the Debtor entered into the First Amended
Revolving Loan Agreement with the Lender which increased the
Maximum Loan Amount to $400,000 and extended the maturity date to
August 1, 2023.
On March 1, 2023, the Debtor executed a promissory note in the
amount of $58,738 payable to the Lender.
The Lender filed a UCC-1 financing statement securing all amounts
due under the Loan Documents. The UCC secures all of the Debtor's
assets.
As of March 21, 2023, the balance owed to the Lender under the Loan
Documents was approximately $363,874.
The Debtor proposes to provide adequate protection to the Lender,
and any other party asserting a lien on cash or accounts, in the
form of a replacement lien of the same extent, priority and
validity as existed pre-petition.
A copy of the motion is available at https://bit.ly/3KdyeNK from
PacerMonitor.com.
About Farr Laboratories, LLC
Farr Laboratories, LLC is in the vitamin/supplement business. The
Debtor sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 23-10347) on March 23, 2023. In the
petition signed by Frederick Reinstein, member, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Karen B. Owens oversees the case.
Daniel K. Astin, Esq., at Ciardi Ciardi & Astin, represents the
Debtor as legal counsel.
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 April 28, 2023 at 1
p.m.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3KeIQvV from PacerMonitor.com.
The budget provides for total operating expenses, on a weekly
basis, as follows:
$559,810 for the week ending April 7, 2023;
$69,200 for the week ending April 14, 2023;
$263,710 for the week ending April 21, 2023; and
$68,910 for the week ending April 29, 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.
FRESH MIX: Court Disallowed EITE Recovery's Claim No. 7
-------------------------------------------------------
In the bankruptcy case captioned as In re FRESH MIX LLC, Chapter 7,
Debtor, Case No. 20-12051-gs, (D. Nev.), Judge Gary Spraker of the
U.S. Bankruptcy Court for the District of Nevada, on Wednesday,
March 22, 2023., has issued a Memorandum Decision disallowing Claim
No. 7 filed by EITE Recovery, LLC.
Petitioning creditor Get Fresh Sales, Inc. (GFSI) objects to proof
of claim no. 7 filed by EITE Recovery, LLC. The parties' claim
dispute is another chapter in an ongoing battle between GFSI, the
majority owner of the debtor, on the one hand, and Paul Lagudi and
William Todd Ponder, as the debtor's minority owners, on the other.
The lack of corporate formality between Fresh Mix and GFSI has
impacted multiple aspects of this bankruptcy case. EITE's Claim 7-3
is only the latest.
Paul Lagudi and William Todd Ponder started their own produce
company -- Lagudi Enterprises, LLC -- in 2001 to supply value-added
produce. While the businesses of GFSI and Lagudi Enterprises did
not completely overlap, they were competitors. In 2010, GFSI
purchased Lagudi Enterprises. After the purchase, the parties
formed a new company, Fresh Mix LLC.
Despite being listed as a creditor in the original bankruptcy
schedules, LC Marketing failed to file a proof of claim. More than
a year later, on Feb. 14, 2022, LC Marketing filed its initial
proof of claim 7-1 in the Fresh Mix bankruptcy case, in the amount
of $6.7 million. The basis for the proof of claim was stated as
"Ongoing Commissions." Subsequently, LC Marketing assigned proof of
claim 7-1 to E.I.T.E. Recovery, LLC. EITE Recovery, LLC was created
by Roman Lagudi, who is Paul Lagudi's son. Roman testified that he
created EITE for the sole purpose of acquiring proofs of claim. As
consideration for the transfer, EITE pledged to pay LC Marketing
10% of any recovery on proof of claim 7-1.
GFSI stated four bases for disallowance: (1) LC Marketing's
contract is with GFSI, not Fresh Mix. (2) LC Marketing's claim is
based on future sales, which cannot occur because Fresh Mix ceased
operations when the bankruptcy was filed in 2020. (3) The 2014
Agreement is the true contract; the 2016 Agreement was signed by
Lagudi without authority to bind GFSI. (4) The late filing of Claim
7-1 proves it arises from a dispute between LC Marketing and GFSI
over termination of the 2014 Agreement.
EITE's proof of claim is supported by contracts between LC
Marketing and GFSI. It argues that at a minimum EITE must be
awarded additional commissions as quantum meruit to prevent unjust
enrichment. EITE argues that the court should exercise its
equitable power to recognize Fresh Mix is liable to LC Marketing
under the Broker Agreements rather than GFSI.
Based on the totality of the evidence presented, this has a ring of
truth to describe the parties' business operations. GFSI controlled
operations and had its own business before Fresh Mix was created.
When it acquired Lagudi Enterprises and formed Fresh Mix, it
absorbed Fresh Mix's accounts and welcomed new accounts from Fresh
Mix acquired by its brokers, including LC Marketing. But these
accounts belonged to GFSI -- they were serviced, billed, and
collected the receivables. Fresh Mix simply received the net
proceeds from the sales on those accounts.
Moreover, there is no evidence that Fresh Mix received net proceeds
from GFSI and LC Marketing failed to receive the outstanding
commissions. LC Marketing did, in fact, demand payment for unpaid
commissions directly from GFSI once Fresh Mix was placed into
bankruptcy. GFSI paid those commissions. Accordingly, the Court
concludes that EITE has not established that it is a creditor of
Fresh Mix. Any claims for unpaid commissions lie against GFSI for
breach of either the 2014 Agreement or 2016 Agreement. But to the
extent that Fresh Mix is liable to LC Marketing for unpaid
prepetition commissions, EITE has failed to prove that any
commissions remain unpaid.
A full-text copy of the Memorandum Decision dated March 22, 2023 is
available at https://tinyurl.com/4cj5szja from Leagle.com.
FTX GROUP: Reaches $404-Mil. Clawback Deal With Investment Company
------------------------------------------------------------------
FTX is asking a Delaware bankruptcy judge to approve a settlement
that would see the defunct crypto exchange claw back more than $404
million that its affiliated trading shop transferred to an
investment firm prior to the exchange's collapse.
FTX Trading Ltd. and its affiliated debtors seek approval to enter
into a Settlement Agreement with (i) Modulo Capital, Inc., (ii)
Modulo Capital Alpha Fund LP, (iii) Xiaoyun "Lily" Zhang, and (iv)
Duncan Rheingans-Yoo.
On Feb. 2, 2022,dDebtor Alameda Ventures Ltd. (n/k/a Maclaurin
Investments Ltd.), Ms. Zhang, and Mr. Rheingans-Yoo executed a
non-binding term sheet whereby Alameda Ventures Ltd. or its
affiliates would invest $25 million in one or more general
partnership entities to be formed and managed by Ms. Zhang and Mr.
Rheingans-Yoo.
Alameda Research Ltd. transferred $25 million to Modulo on May 19,
2022, as contemplated by the term sheet (the "GP Transfer").
Modulo is an international business company organized under the
laws of The Bahamas.
Debtor Alameda Research Investments Ltd. (n/k/a Goodman Investments
Ltd.) and Modulo entered into a shareholders agreement dated June
16, 2022, whereby Alameda Research Investments Ltd. would hold 20%
of Modulo's non-voting Class A shares. On June 16, 2022, Modulo
and Alameda Research Ltd. also executed a limited partnership
agreement governing the Modulo Fund, a limited partnership
organized under the laws of the Cayman Islands. Modulo became the
general partner of the Modulo Fund, and Alameda Research Ltd.
became a limited partner of the Modulo Fund.
Following the execution of the Limited Partnership Agreement,
Alameda Research Ltd. and certain other Alameda Debtors made
several transfers to the Modulo Fund, totaling $450 million (the
"LP Transfers" and together with the GP Transfer, the "Alameda
Transfers"). As a result, Debtor Alameda Research Investments Ltd.
owns 20% of the Class A shares of Modulo, and Debtor Alameda
Research Ltd. is a limited partner of the Modulo Fund.
The Debtors, including without limitation each of the Alameda
Debtors, believe they have meritorious claims to avoid and recover
the Alameda Transfers, and related claims arising out of the
Alameda Transfers (the "Claims").
The Modulo Entities, Ms. Zhang, and Mr. Rheingans-Yoo dispute and
have raised certain defenses to the Claims.
Pursuant to the Settlement, the Debtors have the opportunity to
promptly recover approximately $460 million in value for
stakeholders -- including more than $404 million in cash -- without
needing to commence litigation following constructive negotiations
with the Modulo Entities and their principals.
This settlement relates to the transfer of $475 million by the
Alameda Debtors, as directed by Samuel Bankman-Fried, to the Modulo
Entities between May 2022 and the Petition Date for investments and
to support the Modulo Entities' operations. Modulo is an
investment advisor to and general partner of the Modulo Fund. Ms.
Zhang and Mr. Rheingans-Yoo are the principals of the Modulo
Entities.
The Debtors' entry into the Agreement is in the best interests of
their estates, creditors and stakeholders, and should be swiftly
consummated. The Agreement's terms will provide the Debtors'
estates significant value representing 99% of the Modulo Entities'
remaining assets and 97% of the original transfers from the Alameda
Debtors to the Modulo Entities (after considering expenses and
trading losses).
Approval of the Agreement will resolve the Debtors' Claims against
the Modulo Entities and deliver this significant recovery while
avoiding the expense and burden of litigation.
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, 2022, 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.
G.A.H. BAR-B-Q: Court OKs Cash Collateral Access Thru April 19
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division, authorized G.A.H. Bar-BQ, Inc. to use cash
collateral on an interim basis in accordance with the budget,
through April 19, 2023.
The Debtor is permitted to use cash collateral to pay:
(a) amounts expressly authorized by the Court, including
payments to the Subchapter V Trustee and payroll obligations
incurred post-petition in the ordinary course of business;
(b) the current and necessary expenses set forth in the
budget, plus an amount not to exceed 10% for each line item; and
(c) additional amounts as may be expressly approved in writing
by Florida Business Bank.
As adequate protection, the Secured Creditors will have a perfected
post-petition lien against cash collateral to the same extent and
with the same validity and priority as the prepetition lien,
without the need to file or execute any documents as may otherwise
be required under applicable non-bankruptcy law.
The Debtor will maintain insurance coverage for its property in
accordance with the obligations under all applicable loan and
security documents.
A continued preliminary hearing on the matter is set for April 19
at 10:30 a.m.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3nkQZWP from PacerMonitor.com.
The Debtor projects total expenses, on a weekly basis, as follows:
$26,833 for the week March 27, 2023;
$26,833 for the week April 3, 2023;
$26,833 for the week April 10, 2023;
$27,833 for the week April 17, 2023; and
$26,833 for the week April 24, 2023.
About G.A.H. Bar-B-Q, Inc.
G.A.H. Bar-B-Q, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-00428) on February 3,
2023. In the petition signed by Gregory Helwig, sole shareholder,
the Debtor disclosed up to $10 million in assets and up to $500,000
in liabilities.
Judge Tiffany P. Geyer oversees the case.
Daniel A. Velasquez, Esq., at Latham Luna Eden and Beaudine LLP,
represents the Debtor as legal counsel.
GARDNER AGENCY: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------
Gardner Agency of Texas, LLC asks the U.S. Bankruptcy Court for the
Southern District of Texas, Houston Division, for authority to use
cash collateral.
Bankwell Bank is the only creditor with an interest in cash
collateral.
In March 2019, the Debtor acquired an insurance agency from Randy
Juneau for the sum of $1.320 million. Bankwell funded $1.152
million of the purchase price.
At the same time, the Debtor acquired a book of business from
PolicyPro, Inc. for the sum of $1.364 million. Bankwell loaned the
Debtor $1.248 million.
Bankwell specializes in funding the acquisition of insurance
agencies and oversaw every aspect of the acquisition of these
assets. In addition to Bankwell's team of underwriting experts,
they also utilized a third-party business appraiser that
specializes in insurance agency valuations to validate the purchase
price and their loan amounts. Based upon their collective reviews
Bankwell loaned the sum of $2.4 million for both agencies through
their SBA backed program.
Shortly after the PolicyPro acquisition it was noticed that the
stated commission income by PolicyPro was different than what was
actually being received. Upon thorough review it was determined
that PolicyPro misstated the annual commission revenue by $97,287
annually, which caused an additional loan amount of $267,538. Since
the acquisition, the Debtor lost on average $8,100 monthly in
commissions and have paid an additional monthly principal and
interest amount of $3,245. This misstated commission has cost the
Debtor a combined total loss of $11,345 monthly. Neither Bankwell
nor their selected business appraiser caught these discrepancies in
their underwriting process.
As of the Petition Date, the Debtor was indebted to Bankwell under
prepetition credit facilities. The Debtor's obligations under the
Prepetition Facilities are evidenced by the following loan
documents, without limitation:
(i) the SBA Loan #361407000 in the principal amount of $1.152
million dated March 29, 2019, alleged to be secured by a Security
Agreement and the personal guaranty of Steve Gardner;
(ii) the SBA Loan #361507000 in the principal amount of $1.248
million dated March 29, 2019, alleged to be secured by a Security
Agreement and a guaranty of Steven Gardner.
Bankwell asserts it has a lien on all personal property of the
Debtor including goods, instruments, documents, accounts, chattel
paper, deposit accounts, letter-of-credit right, commercial tort
claims, securities, general intangibles, and all proceeds of the
foregoing.
The Debtor proposes to pay adequate protection payments in the
amount of principal and interest payments of $17,132 (which
includes interest at 5.25%) beginning on the 30th day of April 2023
and the 30th day of each month thereafter until further order from
the court and/or through plan confirmation.
The Secured Creditor will have a perfected post-petition lien
against cash collateral to the same extent and with the same
validity and priority as the prepetition lien, without the need to
file or execute any document as may otherwise be required under
applicable non bankruptcy law. In addition, the Replacement Lien is
subject to the following restrictions and provisions:
(i) The Replacement Lien will not prime any validly attached
and properly perfected senior lien held by a third party on
specific property of the Debtor as of the Petition Date;
(ii) The Replacement Lien will not attach to Chapter 5 actions
of the Debtor or the proceeds of the recovery upon such actions;
(iii) Except for post-petition cash generated from the
pre-petition Accounts, the Replacement Lien will not attach to any
unencumbered property of the Debtor, if any, or the proceeds from
any sale of any unencumbered property, and the proceeds from any
sale of any unencumbered property will be deposited into a separate
unencumbered account and, absent further order of the Court, will
not be subject to the Replacement Lien;
(iv) The Replacement Lien will attach only to the extent that
cash used by the Debtor is ultimately determined by the Court to be
Bankwell's cash collateral;
(v) Subject to the limiting conditions on the Replacement
Lien, the Replacement Lien will be binding upon any subsequently
appointed Chapter 11 or Chapter 7 trustee;
(vi) The use of cash collateral may be terminated by the Court
on motion, after notice and hearing; and
(vii) The Debtor intends to seek a provision in the final cash
collateral order allowing for the payment of approved fees and
expenses of estate professionals.
A copy of the Debtor's motion and the budget is available at
https://bit.ly/3TIQ7XS from PacerMonitor.com.
The Debtor projects total expenses, on a weekly basis, as follows:
$11,300 for the week ending March 27, 2023;
$5,500 for the week ending April 3, 2023;
$7,300 for the week ending April 10, 2023;
$7,800 for the week ending April 17, 2023; and
$11,300 for the week ending April 24, 2023.
About Gardner Agency of Texas, LLC
Gardner Agency of Texas, LLC is an insurance agency in Woodlands,
Texas. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Court (Bankr. S.D. Tex. Case No. 23-30883) on March 13,
2023. In the petition signed by Steven C. Gardner, managing member,
the Debtor disclosed $10,643 in assets and $1,909,966 in
liabilities.
Judge Jeffrey P. Norman oversees the case.
Dean W. Greer, Esq., at West & West Attorneys at Law, P.C.,
represents the Debtor as legal counsel.
GIRARDI & KEESE: Tom Ordered to Take Competency Exam
----------------------------------------------------
Joyce E. Cutler of Bloomberg Law reports that disbarred attorney
Thomas Girardi will undergo mental competency tests, a Los Angeles
federal judge ordered in his criminal case there.
Judge Josephine Stanton of the US District Court for the Central
District of California ordered the tests for Girardi, who has been
indicted for fraud in Los Angeles and Chicago. The US District
Court for the Northern District of Illinois on March 8 also ordered
a competency hearing to determine if the ex-lawyer is fit to stand
trial. A finding of unfitness doesn't absolve Girardi of the
charges, but tables them indefinitely.
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
GLOBAL MEDICAL: $1.94B Bank Debt Trades at 25% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Global Medical
Response Inc is a borrower were trading in the secondary market
around 74.9 cents-on-the-dollar during the week ended Friday, March
24, 2023, according to Bloomberg's Evaluated Pricing service data.
The $1.94 billion facility is a Term loan that is scheduled to
mature on March 14, 2025. About $1.86 billion of the loan is
withdrawn and outstanding.
Global Medical Response Inc and GMR Buyer Corp provide emergency
air medical services.
GLOBAL MEDICAL: $1.98B Bank Debt Trades at 26% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Global Medical
Response Inc is a borrower were trading in the secondary market
around 74.2 cents-on-the-dollar during the week ended Friday, March
24, 2023, according to Bloomberg's Evaluated Pricing service data.
The $1.98 billion facility is a Term loan that is scheduled to
mature on October 2, 2025. About $1.95 billion of the loan is
withdrawn and outstanding.
Global Medical Response Inc and GMR Buyer Corp provide emergency
air medical services.
GOBO LTD: Seeks Approval to Hire Strip as Bankruptcy Counsel
------------------------------------------------------------
Gobo, Ltd. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Ohio to employ Strip, Hoppers, Leithart,
McGrath & Terlecky Co., LPA as its legal counsel.
The Debtor requires legal counsel to:
(a) give advice with respect to the rights, powers and duties of
the Debtor in its Chapter 11 case;
(b) advise and assist the Debtor in the preparation of its
schedules and statement of financial affairs;
(c) assist and advise the Debtor in connection with the
administration of its bankruptcy case;
(d) analyze claims of creditors and negotiate with such
creditors;
(e) investigate the acts, conduct, assets, rights, liabilities
and financial condition of the Debtor and the Debtor's business;
(f) advise and negotiate with respect to the sale of the
Debtor's assets;
(g) investigate, file and prosecute litigation of behalf of the
Debtor;
(h) propose a plan of reorganization;
(i) appear and represent the Debtor at hearings, conferences and
other proceedings;
(j) prepare or review court documents;
(k) institute or continue any appropriate proceedings to recover
assets of the estate; and
(l) perform other necessary legal services.
The firm will charge these hourly fees:
Myron Terlecky $385
John Kennedy $335
Loni Sammons, Law Clerk $125
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
The firm received a retainer in the amount of $26,738 from Horizons
Video & Film, Inc., an affiliate of the Debtor.
As disclosed in court filings, Strip is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
John W. Kennedy, Esq.
Strip, Hoppers, Leithart, McGrath & Terlecky Co., LPA
575 South Third Street
Columbus, OH 43215-5759
Tel: (614) 228-6345
Fax: (614) 228-6369
Email: jwk@columbuslawyer.net
About Gobo Ltd.
Gobo, Ltd. is an Ohio limited liability company, which owns and
operates real estate located at 4000 Horizons Drive, Columbus,
Ohio. It is owned by Donald A. Lee and his wife Cheryl B. Lee.
Gobo, Ltd. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ohio Case No. 23-50619) on March 1,
2023, with up to $10 million in both assets and liabilities. Mr.
Lee, president of Gobo, Ltd., signed the petition.
Judge Mina Nami Khorrami oversees the case.
Strip Hoppers Leithart McGrath and Terlecky Co., LPA represents the
Debtor as legal counsel.
GOLDEN RULE SCHOOLS: S&P Cuts Revenue Bonds Rating to 'BB+'
-----------------------------------------------------------
S&P Global Ratings lowered its underlying rating to 'BB+' from
'BBB-' on the Danbury Higher Education Authority Inc., Texas'
series 2015, 2017, 2019A, 2019B (taxable), and 2022 education
revenue bonds issued for Golden Rule Schools Inc. (GRS). The
outlook is stable.
"The rating action reflects our view of GRS' softening demand and
weakened financial profile, with declining liquidity, thin margins,
and thin maximum annual debt service coverage, which is expected to
continue in fiscal 2023," said S&P Global Ratings credit analyst
Alexander Enriquez.
The stable outlook reflects S&P Global Ratings' expectation that
during the next year, GRS will maintain its market position, with
at least stable enrollment, positive operations, and maximum annual
debt service (MADS) coverage consistent with the current rating.
S&P said, "We could lower the rating if GRS' enrollment, MADS
coverage, or liquidity were to decline to levels that are
inconsistent with the current rating.
"In our view, a positive rating action is unlikely during the
outlook period. However, we could consider raising the rating if
GRS were to stabilize enrollment and develop a trend of sustained
improvement in operating performance, including stronger MADS
coverage and strengthened liquidity, to levels more consistent with
those of higher-rated peers while demonstrating sufficient academic
outcomes across its campuses."
GREATER LIFE: Case Summary & 11 Unsecured Creditors
---------------------------------------------------
Debtor: Greater Life Church
d/b/a Greater Life Christian Church
5095 Lansing Drive
Winston Salem, NC 27105
Business Description: The Debtor is a tax-exempt religious
organization.
Chapter 11 Petition Date: March 27, 2023
Court: United States Bankruptcy Court
Eastern District of North Carolina
Case No.: 23-00838
Judge: Hon. David M. Warren
Debtor's Counsel: Joseph Z. Frost, Esq.
BUCKMILLER, BOYETTE & FROST, PLLC
4700 Six Forks Road, Suite 150
Raleigh, NC 27609
Tel: 919-296-5040
Email: jfrost@bbflawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mark L. Spell, Sr., as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/422QLKI/Greater_Life_Church__ncebke-23-00838__0001.0.pdf?mcid=tGE4TAMA
HARRIS ENERGY: Court OKs Interim Cash Collateral Access
-------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Wisconsin
authorized Harris Energy Group, Inc. and affiliates to use cash
collateral on an interim basis in accordance with the budget.
The Court held that, commencing April 28, 2023, the Debtors are
authorized on an interim basis to make monthly adequate protection
payments to:
-- Juhl Clean Energy Assets, Inc. in the amount of $84,760;
-- The Stephenson National Bank and Trust in the amount of
$9,618; and
-- Berutti Energy, LLC in the amount of $5,137.
The Debtors are directed to keep in full force and effect all
casualty insurance and provide reports of their receipts and
distributions consistent with the monthly reporting requirements
for chapter 11 cases.
As previously reported by the Troubled Company Reporter, the
entities that assert an interest in the Debtor's cash collateral
are Juhl Clean Energy Assets, Inc., The Stephenson National Bank
and Trust, Berutti Energy LLC, and Gambit LLC.
On December 17, 2017, Juhl, Flambeau Hydro, LLC, and Renewable
World Energies, LLC entered into a Loan Agreement under which Juhl
loaned to Flambeau Hydro $7 million to be used for debt retirement,
capital improvements, and other general business purposes.
On August 26, 2021, Juhl, Flambeau Hydro, and RWE entered into the
Amended and Restated Loan Agreement under which Juhl loaned to
Flambeau Hydro an additional $1.8 million to be used for costs
associated with a transformer purchase and interconnection upgrade
at Flambeau Hydro's Maquoketa hydroelectric power plant, the
acquisition of Eau Galle Hydro, LLC, and for other general business
purposes.
On March 18, 2022, Juhl, Flambeau Hydro, and RWE entered into a
Memorandum of Understanding under which Flambeau Hydro sought
additional financing to, among other things, (a) refinance existing
debt with SNBT, (b) refinance the 2021 Note, (c) repurchase and
recapitalize Grande Pointe Power Corporation, and (d) fund capital
improvements for one of Iowa Hydro, LLC's hydroelectric
facilities.
On May 23, 2022, Juhl, Flambeau Hydro, and RWE entered into a
Second Amended and Restated Loan Agreement under which Juhl loaned
to Flambeau Hydro an addition $6.5 million (which retired the 2021
Loan) for the purposes set forth in the March 18, 2022 memorandum
of understanding. In addition, Juhl extended a $250,000 line of
credit.
Based on the 2017 Loan, the 2022 Loan, and the line of credit, the
Debtors believe the principal balance owing to Juhl is $13.750
million.
In 2015, RWE and SNBT executed a Revolving Credit and Term Loan
Agreement under which SNBT loaned to RWE $3.3 million. On December
21, 2017, the parties refinanced the 2015 Loan. RWE executed a
promissory note payable to SNBT in the principal amount of $6.61
million. The Debtors believe the current balance is $1.956
million.
On September 20, 2022, Sugarloaf Hydro, LLC executed a Promissory
Note payable to Berutti Energy in the principal amount of $550,000,
with interest accruing at the rate of 10% per annum, and a
six-month maturity date. HEG and LCO Hydro, LLC each executed
personal guaranties in favor of Berutti Energy. In addition, HEG
granted Berutti Energy a continuing security interest in HEG's
membership interest in LCO. That same day, HEG executed a
Collateral Assignment of Membership Interest in favor of Berutti
Energy.
On December 29, 2022, Sugarloaf Hydro executed an Amended
Promissory Note which increased the principal balance to
$625,000,and had a maturity date of March 19, 2023. The outstanding
balance remains at $625,000. On March 3, 2023, Berutti Energy filed
a UCC financing statement (20230306000383-6) indicating a security
interest in HEG's membership interest in LCO.
On March 10, 2023, the Debtors executed a promissory note in favor
of Gambit LLC for $250,000, with the funds used to pay retainers to
the Debtors' proposed professionals.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3K91Agg from PacerMonitor.com.
The Debtor projects total disbursements, on a weekly basis, as
follows:
$68,715 for the week ending March 24, 2023;
$68,715 for the week ending March 31, 2023;
$68,715 for the week ending April 7, 2023;
$68,715 for the week ending April 14, 2023;
$68,715 for the week ending April 21, 2023; and
$68,715 for the week ending April 28, 2023.
About Harris Energy Group, Inc.
Harris Energy Group, Inc. and affiliates own, operate, and develop
hydroelectric power plants in Wisconsin, Michigan, Iowa, and
Illinois, generating power for sale to public utilities,
governmental agencies, and private power producers. The plants
generate power when water from rivers or lakes flows through the
blades of a turbine. The turbines are connected to a generator that
makes electricity, which is then sold to either the Midcontinent
Independent System Operation or other public entities or private
companies through power purchase agreements.
Harris Energy and its affiliates sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Wisc. Lead Case No.
23-21117) on March 16, 2023. In the petition signed by William D.
Harris, chairman, HEG disclosed up to $50,000 in assets and up to
$1 million in liabilities.
Judge Katherine Maloney Perhach oversees the case.
Paul G. Swanson, Esq., at Steinhilber Swanson LLP, represents the
Debtors as legal counsel.
HAWTHORNE HANGAR: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Hawthorne Hangar Operations, L.P.
909 E Green St
Pasadena, CA 91106-2906
Chapter 11 Petition Date: March 26, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-11789
Debtor's Counsel: Richard Baum, Esq.
LAW OFFICES OF RICHARD T BAUM
11500 W Olympic Blvd Ste 400
Los Angeles, CA 90064-1525
Tel: (310) 277-2040
Fax: (310) 286-9525
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Dan Wolfe as general partner.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/IUFGIPY/Hawthorne_Hangar_Operations_LP__cacbke-23-11789__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Amy Warren Wages $1,572
2417 1/2 248th St
Lomita, CA 90717
2. Andre L. Sullens Wages $2,409
3743 W 119th St
Hawthorne, CA
90250-3217
3. AT&T $7,826
PO Box 5019
Carol Stream, IL
60197-5019
4. Bassco Services, Inc. $6,088
9219 Viscount Row
Dallas, TX
75247-5415
5. Cesar E. De Leon Wages $640
1459 W 151st St
Gardena, CA 90247
6. Dan Wolfe Business Loan $1,435,000
390 Patrician Way
Pasadena, CA
91105-1028
7. David Wehrly $1,300,000
319 Main St
El Segundo, CA
90245-3814
8. First Insurance Funding $38,493
PO Box 7000
Carol Stream, IL
90197-7000
9. Gonzalo Gutierrez $3,000
1131 N Neptune Ave
Wilmington, CA
90744-3132
10. James L. Schulte Wages $4,000
6526 W Kings Ave
Glendale, AZ
85306-1611
11. Karla Zarate Wages $1,628
3415 Cudahy St
Huntington Park
CA 90255-6836
12. Law Offices of $33,450
Mary E Gram
38180 Del Webb
Blvd #PMB 97
Palm Desert, CA
92211-1256
13. Mark C. Brown, P.C. $1,781
301 E Colorado Blvd
Ste 301
Pasadena, CA
91101-1921
14. Matthew R. Schulte Wages $2,994
2419 248th St
Lomita, CA
90717-1514
15. Messina & Hankin LLP $318,433
24910 Las Brisass Rd
Ste 102
Murrieta, CA
92562-4010
16. Micah Jones Wages $577
17. Mobile Mini Storage $980
Solutiohns
PO Box 650882
Dallas, TX
75265-0882
18. Steinberg Law $325,091
13412 Ventura Blvd
Ste 380
Sherman Oaks, CA
91423-3965
19. Tait & Associates $16,141
701 Parkcenter Dr
Santa Ana, CA
92705-3451
Maria Figueroa
20. Tri-Pacific Heating, LP $1,280
2116 E Walnut Ave
Fullerton, CA
92831-4845
HAWTHORNE HANGAR: Files Emergency Bid to Use Cash Collateral
------------------------------------------------------------
Hawthorne Hangar Operations, LP asks the U.S. Bankruptcy Court for
the Central District of California, Los Angeles Division, for
authority to use cash collateral on an emergency basis in
accordance with the budget, with a 15% variance.
The Debtor requires the use of cash collateral to pay expenses
necessary to maintain and preserve the Debtor, its business
operations and the maintenance of its property pending a final
hearing.
The Debtor is the owner of a large airplane hangar facility at
Hawthorne Airport located at 3507 Jack Northrop Avenue, Hawthorne,
CA 90250.
The hangar real property is valued at between $13 million and $19
million based upon its location, the land it owns, its easement
rights, its "through the fence" agreement and the operations it has
maintained for so many years.
Grand Pacific Financing Corporation claims a first trust deed
encumbrance in the face amount of $7.3 million upon the hangar
property, and asserts additional amounts totaling about $1.024
million for unpaid interest, default interest, attorneys' fees and
other charges. The claim of Grand Pacific is disputed by the Debtor
and its principals.
The Debtor believes that Grand Pacific has contacted tenants of
Debtor and demanded that they pay rents to it. The Debtor also gave
a deed of trust to the Law Office of Mary E. Gram in the amount of
$33,450. It suffered a judgment in favor of David Wehrly in the
amount of approximately $1.3 million, which is on appeal, but an
abstract of judgment was recorded. Steinberg Law obtained a
pre-judgment right to attach order in the amount of $325,092 which
may form the basis of a lien upon the real property.
The Debtor was ensnared by crooked and unscrupulous "loan brokers"
who arranged for loans which were substantially in excess of the
amounts which the Debtor required or requested. Of the loan made by
Grand Pacific approximately $2.4 million was misappropriated by
"loan brokers" Production Capital, LLC, Kevin Robl and Remington
Chase. The Debtor believes that Grand Pacific was a knowing
participant in those fraudulent operations.
HHO, Dan Wolfe and the Wolfe Family Trust are the plaintiffs in a
Los Angeles Superior Court case briefly entitled HAWTHORNE HANGAR
OPERATIONS, L.P.; DAN WOLFE, an individual; Dan Wolfe, Trustee of
the Wolfe Family Trust of 1992, Plaintiffs, vs. Production Capital,
LLC; Remington Chase; Kevin Robl; Grand Pacific Financing
Corporation, Inc.; Faisal Gill; Gill Law Firm; Paul Salvail; Abid
Raza; Scimitar Capital Partners, LLC; All Persons Unknown, Claiming
Any Legal or Equitable Right, Title, Estate, Lien or Interest in
the Hawthorne Hangar Property or Any Portion of Said Real Property
Described Herein Adverse to Plaintiff’s Title or Any Cloud on
Plaintiff's Title Thereto and DOES 1 through 10 inclusive,
Defendants, Case No. 21STCV39700.
The gravamen of the complaint is that Production Capital, Remington
Chase, and Kevin Robl pretended to act as loan brokers while
forging documents, changing signature pages on documents, falsely
claiming management and signature authority, ignoring consent
requirements for their action, and ultimately misappropriating over
$1.8 million from the loan proceeds, and burdening the Debtor with
the ultimate costs of a loan far greater than expected.
The Debtor proposes to provide to the secured creditor a
replacement lien upon the rents and profits generated from the
property on a post-petition basis net of the expenses which the
Court permits to be paid pursuant to the budget, and relief from
the automatic stay on March 31, 2024, if the hangar property is not
sold.
A copy of the motion is available at https://bit.ly/3zczRoJ from
PacerMonitor.com.
About Hawthorne Hangar Operations, LP
Hawthorne Hangar Operations, LP is the owner of a large airplane
hangar facility at Hawthorne Airport located at 3507 Jack Northrop
Avenue, Hawthorne, CA 90250. It provides hangar space, fuel,
maintenance and repairs for small plane aircraft. Its principal
owner is Dan Wolfe, either directly with his wife or through the
Wolfe Family Trust of 1992.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11789) on March 26,
2023. In the petition signed by Dan Wolfe, general partner, the
Debtor disclosed up to $50 million in both assets and liabilities.
Richard Baum, Esq., at the Law Offices of Richard T. Baum, oversees
the case.
HISPANIC FAMILY: Taps Joyce W. Lindauer Attorney as Counsel
-----------------------------------------------------------
Hispanic Family Christian Network, Inc. seeks approval from the
U.S. Bankruptcy Court for the Northern District of Texas to employ
Joyce W. Lindauer Attorney, PLLC as counsel.
The Debtor requires legal counsel to effectuate a reorganization,
propose a plan of reorganization and effectively move forward in
its bankruptcy proceeding.
The firm will be paid at these rates:
Joyce W. Lindauer, Esq. $475 per hour
Sydney Ollar, Associate Attorney $250 per hour
Laurance Boyd, Associate Attorney $235 per hour
Dian Gwinnup, Paralegal $210 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.
The firm received from the Debtor a retainer of $6,738, which
included the filing fee of $1,738.
Joyce Lindauer, Esq., the owner of the firm, disclosed in a court
filing that her firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer Attorney, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
Email: joyce@joycelindauer.com
About Hispanic Family Christian Network
Hispanic Family Christian Network, Inc. filed a Chapter 11
bankruptcy petition (Bankr. N.D. Texas Case No. 23-30448) on March
6, 2023, with as much as $1 million in both assets and liabilities.
Judge Scott W. Everett oversees the case.
The Debtor is represented by Joyce W. Lindauer Attorney, PLLC.
HOLDINGS MANAGEMENT: Wins Cash Collateral Access Thru April 14
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland, Baltimore
Division, authorized Holdings Management Company to use cash
collateral on an interim basis in accordance with the budget.
The Debtor is permitted to use cash collateral to pay reasonable
and ordinary operating expenses until the earlier of (i) April 14,
2023, or or until an "Event of Default."
The Debtor requires the use of cash collateral to fund its
operating costs.
The Debtor entered into various agreements with the Greater Midwest
Insurance Company and Aegis Security Insurance Company to provide
the Debtor with bonds required for the Debtor to perform certain of
its business contracts. The Surety Agreements provide for a
security interest in the Debtor's cash arising out of Bonded
Contracts including the right to receive progress payments,
payments on claims, charges or allowances, retained sums or any and
all other monies due or to become due deriving from the Bonded
Contracts.
Sandy Spring Bank is the current holder of a duly perfected
security interest in and liens in, to and against certain assets of
the Debtor. Sandy Spring extended a Term Note and a Revolving Line
of Credit to the Debtor in the aggregate stated amount of $1.5
million. Sandy Spring asserts that as of the Petition Date the
Debtor owed it $1.685 million.
As adequate protection for the use or diminution of the interests
of Sandy Spring Bank in the cash collateral, (i) Sandy Spring will
receive from the Debtor monthly payments on the unpaid balances of
the obligations owed by the Debtor to Sandy Spring in the amount of
$12,751 with the first payment due no later than March 31, 2023 and
subsequent payments due no later than the last day of each month
thereafter; and (ii) pursuant to Section 361 of the Bankruptcy
Code, the Debtor grants in favor of Sandy Spring replacement liens
in all assets of the Debtor which are or have been acquired,
generated or received by the Debtor subsequent to the Petition
Date, and proceeds of same, to the same extent, priority and
validity as their pre-petition liens, to the extent Debtor's use of
the cash collateral results in a decrease in the value of Sandy
Spring’s interest in the cash collateral. The security interests
will become and are duly perfected without the necessity for filing
or execution of documents which might otherwise be required
pursuant to applicable non-bankruptcy law for the creation or
perfection of such security interest.
As adequate protection for the use or diminution of the interests
of Greater Midwest Insurance Company and Aegis Security Insurance
Company in the cash collateral, the Debtor grants in favor of
Greater Midwest and Aegis replacement liens in all assets of the
Debtor which are or have been acquired, generated or received by
the Debtor subsequent to the Petition Date, and proceeds of same,
to the same extent, priority and validity as their pre-petition
liens, to the extent Debtor's use of the cash collateral results in
a decrease in the value of the applicable companies' interest in
the Adequate Protection Liens.
These events constitute an "Event of Default":
(a) A breach or failure to comply with any term, covenant,
representation, warranty or requirement of the Loan Documents
(except monetary defaults contained therein);
(b) A breach or failure to comply with any term, covenant,
representation, warranty or requirement of any of the Surety
Agreements;
(c) A breach or failure to comply with any term or condition
of the Order, or any other Court order;
(d) The granting in favor of any party other than Sandy Spring
or the Sureties of a security interest in or lien upon any of the
Collateral or the Debtor's estate, or a claim against the Debtor
having priority over the security interests, liens or claims in
favor of Sandy Spring except to the extent that such party had a
security interest in or lien upon any property of the Debtor on the
Petition Date which had priority over the security interests, liens
or claims of Sandy Spring existing on the Petition Date;
(e) Entry of an order converting the Case to a case under
chapter 7 of the Bankruptcy Code;
(f) Entry of an order appointing a trustee or an examiner with
the expanded powers in the Case; or
(g) Any stay, reversal, vacation or rescission of the terms of
the Order, or any modification of any terms of this Order that is
not acceptable to Sandy Spring in its sole discretion.
A continued hearing on the matter is set for April 21 at 2 p.m.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3THW47F from PacerMonitor.com.
The Debtor projects total expenses, on a weekly basis, as follows:
$93,714 for the week ending March 31, 2023;
$101,230 for the week ending April 7, 2023;
$53,771 for the week ending April 14, 2023;
$193,219 for the week ending April 21, 2023; and
$143,409 for the week ending April 28, 2023.
About Holdings Management Company
Holdings Management Company is a Maryland corporation and
commercial manufacturer of custom architectural millwork packages
and acoustic building materials. The company was founded in 2019 to
play an active role in the next era of manufacturing innovation,
growth, and development. As a 100% woman-owned, small business,
Holdings Management is contracted by large and mid-size
construction managers, general contractors, product designers,
architects, procurement managers, supply chain buyers, origin
manufacturers, resellers, and wholesalers.
Holdings Management sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 23-11233) on February 24,
2023. In the petition signed by Kara Anne DiPietro, its president,
the Debtor disclosed up to $10 million in assets and up to $10
million in liabilities.
Judge Nancy V. Alquist oversees the case.
Joseph M. Selba, Esq., at Tydings & Rosenberg LLP, as legal
counsel.
INDIAN PIPE DRIVE: SARE Seeks Chapter 11 Bankruptcy
---------------------------------------------------
Indian Pipe Drive LLC filed for chapter 11 protection in the
Eastern District of New York.
The Debtor is the owner of real property located at 19 Indian Pipe
Drive, Quogue, New York. The Debtor says the property is valued at
$1.87 million.
As part of the Debtor's reorganization, it is essential that the
Debtor determine and fix its liabilities so as to analyze potential
claims and their classification, which will, in turn, further
facilitate the Debtor’s proposed plan of reorganization. The
Debtor filed a motion to set May 31, 2023, as the bar date for
filing proofs of claim.
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
April 17, 2023 at 10:00 a.m. at Room 562.
About Indian Pipe Drive
Indian Pipe Drive LLC is primarily engaged in renting and leasing
real estate properties. It owns in fee simple title a property
located at 19 Indian Pipe Drive, Quogue, NY 11959 having an
appraised value of $1.87 million.
Indian Pipe Drive filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-70882) on March
15, 2023. In the petition filed by Sandra Sadowski, as managing
member, the Debtor reported total assets of $1,870,000 and total
liabilities of $1,073,082.
Honorable Bankruptcy Judge Robert E Grossman handles the case.
The Debtor is represented by:
Dawn Kirby, Esq.
Kirby Aisner & Curley LLP
19 Indian Pipe Drive
Quogue, NY 11959
Tel: (914) 401-9500
Email: dkirby@kacllp.com
INNOVATIVE DESIGNS: Incurs $59K Net Loss in First Quarter
---------------------------------------------------------
Innovative Designs, Inc. has filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $59,094 on $71,647 of net revenues for the three months ended
Jan. 31, 2023, compared to a net loss of $132,040 on $62,400 of net
revenues for the three months ended Jan. 31, 2022.
As of Jan. 31, 2023, the Company had $1.47 million in total assets,
$407,227 in total liabilities, and $1.06 million in total
stockholders' equity.
Innovative Designs stated, "We will continue to fund our operations
from sales and the sale of our securities. We continue to pay our
creditors when payments are due. We will require more funds to be
able to order the material for our INSULTEX products and to
purchase equipment needed for the manufacture of the INSULTEX
product. The Company reached an agreement with the manufacturer of
the INSULTEX material to purchase a machine capable of producing
the INSULTEX material. Also included in the proposed agreement
will be the propriety formula that creates INSULTEX. The Company
took delivery of the equipment in December 2015. The Company will
have to have the machine installed and ensure that it can be
operated in compliance with all environmental rules and
regulations. It is the Company intentions to have the equipment
operational but cannot currently provide a time estimate. Among
the factors affecting the time estimate are financial resources
available to the Company, finding a suitable facility and bringing
technical personal from abroad to install the equipment. The
Company has currently made deposits of $600,000 on the equipment.
The Company has incurred $17,000 of additional expenses related to
shipping. The Company will produce INSULTEX under its own brand
name.
"We also must purchase new quality control testing equipment for
our House Wrap Product line which we estimate may cost
approximately $100,000. However, we have not as yet received a
quote from the vendor. We have placed a $7,000 deposit with the
vendor. Once the equipment is built it will have to go through a
certification process.
"The Company will continue to fund its operations from revenues,
borrowings from private parties and the possible sale of our
securities. Should we not be able to rely on the private sources
for borrowing and /or increased sales, our operations would be
severely affected as we would not be able to fund our purchase
orders to our suppliers for finished goods and our efforts to
produce our own INSULTEX would be delayed."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1190370/000173112223000381/e4494_10q.htm
About Innovative Designs
Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc.
operates in two separate business segments: cold weather clothing
and a house wrap for the building construction industry. Both of
its segment lines use products made from INSULTEX, which is a
low-density foamed polyethylene with buoyancy, scent block, and
thermal resistant properties. The Company has a license agreement
directly with the owner of the INSULTEX Technology.
Innovative Designs reported a net loss of $225,489 for the year
ended Oct. 31, 2022, compared to a net loss of $322,732 for the
year ended Oct. 31, 2021. As of Oct. 31, 2022, the Company had
$1.48 million in total assets, $474,159 in total liabilities, and
$1 million in total stockholders' equity.
Kennett Square, PA-based RW Group, LLC, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
Feb. 13, 2023, citing that the Company had net losses and negative
cash flows from operations for the years ended Oct. 31, 2022 and
2021 and an accumulated deficit at Oct. 31, 2022 and 2021. These
factors raise substantial doubt about the Company's ability to
continue as a going concern for one year from the issuance date of
these financial statements.
INW MANUFACTURING: S&P Downgrades ICR to 'CCC', Outlook Negative
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
INW Manufacturing LLC to 'CCC' from 'CCC+' and its issue-level
rating on its first-lien term loan to 'CCC' from 'CCC+'. The '3'
recovery rating on the term loan is unchanged, indicating its
expectation for meaningful recovery (50%-70%; rounded estimate:
55%) in the event of a payment default.
S&P said, "The negative outlook reflects our expectation that the
company's credit metrics will remain pressured in 2023 because it
will face high debt service requirements, which have increased
beyond its projected EBITDA. We could lower our ratings if we
believe a default--which could include a covenant violation, a
missed interest or principal payment, or a debt restructuring--is
inevitable in the next six months."
INW's cash flow and profit will be significantly weaker than we
previously forecast.
While the company increased its pro forma revenue by the
low-single-digit percent area for the nine months ended Sept. 30,
2022, due to the capacity expansion at its Phoenix Formulations
site, its profitability remained constrained due to persistent
inflation, supply chain constraints, an unfavorable shift in its
product mix, and increased labor costs. S&P said, "Our revised
forecast reflects our expectation that its operating conditions
will remain tough in 2023. Additionally, we now expect INW's
top-line revenue will be pressured over the near term by weakening
macroeconomic conditions. We also note that the company has a
sizable customer concentration with direct marketers, which is an
industry that has been facing its own headwinds, including slowing
demand and challenges in motivating and recruiting labor.
Consequently, we now estimate INW's S&P Global Ratings-adjusted
EBITDA will be about 20% lower than we previously expected for 2022
and 2023, which will cause its S&P Global Ratings-adjusted leverage
to remain unsustainable at about 10x for the foreseeable future."
The company could face liquidity pressure in the near term.
S&P said, "We expect INW's FOCF will remain constrained over the
next few quarters due to its weak earnings, which will be partially
offset by its recent cost-management initiatives as well as the
recent reopening of its Dallas facility following a July 2021 fire.
We expect rising interest rates will further pressure the company's
FOCF because all of its debt is floating rate and it does not
currently employ interest rate hedges. We now estimate that INW's
FOCF will be negative in 2023 and expect it will draw on its $115
million asset-based lending (ABL) revolver to meet its debt service
requirements over the next few quarters. Because we do not believe
the company will be in compliance with the ABL's springing minimum
fixed-charge coverage covenant, we estimate its availability was
limited to $30 million as of Sept. 30, 2022 (reflecting the
threshold for the springing covenant). Therefore, absent a
substantial recovery, we believe the company will need to raise
external capital to shore up its liquidity and avoid a cash
shortfall in the near term.
"Somewhat offsetting these risks, we expect INW will moderate its
high capital expenditure (capex) to maintenance levels in 2023
because its capacity expansion and the rebuilding of its Dallas One
site are largely complete.
"The negative outlook reflects our highly leveraged view of the
company's capital structure, which we consider unsustainable, and
its tight liquidity."
S&P could lower its ratings if it views a default or restructuring
over the next six months as inevitable. This could occur if the
company:
-- Fails to materially turnaround its operating performance as it
ramps up its Phoenix and Dallas One facilities, onboard new
business, effectively manage its expenditure, and pass through
higher costs;
-- Triggers and breaches its springing fixed charge coverage
covenant because of high cash burn and ABL borrowing needs;
-- Cannot meet its debt service requirements, which include
mandatory annual term loan amortization payments of $22 million;
or
-- Pursues a debt restructuring.
S&P could take a positive rating action on INW if it stabilizes its
operating performance, increases its EBITDA interest coverage above
1.5x, and it no longer views a default or restructuring as likely
over the next 12 months. This could occur if:
-- Consumption trends for the company's products improve,
providing a clearer pathway to sustained profitability that would
reduce the likelihood of a default;
-- It prudently manages its capex and working capital to preserve
liquidity; or
-- Its sponsor engages in a transaction that materially enhances
INW's liquidity position.
IONIX TECHNOLOGY: Provides Updates on Recent Activities
-------------------------------------------------------
Ionix Technology, Inc. provided an update to its various
stakeholders on the Company's recent business and operation
activities.
The Company was delayed in complying with its filing obligations
since mid-2022 due to travel and other restrictions caused by the
COVID-19 epidemic. The Company is pleased to announce that it is
currently restructuring its principal business to maintain its
on-going operation and continued development of its businesses.
The restructuring will comprise of reducing resources in sectors
that are no longer profitable and exploring potential new
opportunities of expansion into profitable industries.
The Company would like to reassure its various stakeholders that it
is taking positive actions in procuring the proposed restructuring
and will provide a full update to stakeholders as soon as
possible.
About Ionix Technology
Ionix Technology, Inc. (formerly known as Cambridge Projects Inc.),
a Nevada corporation, was formed on March 11, 2011. The Company
was originally formed to pursue a business combination through the
acquisition of, or merger with, an operating business. Since
January 2016, the Company has shifted its focus to becoming an
aggregator of energy cooperatives to achieve optimum price and
efficiency in creating and producing technology and products that
emphasize long life, high output, high energy density, and high
reliability. By and through its wholly owned subsidiary, Well Best
and the indirect subsidiaries, Baileqi Electronics, Lisite Science,
Welly Surplus, Fangguan Photoelectric, Fangguan Electronics and
Shizhe New Energy, the Company has commenced its main operations of
high-end intelligent electronic equipment and photoelectric display
products, became the New energy service provider and IT solution
provider, which are in the new-type rising industries.
Ionix Technology reported a net loss of $406,607 for the year ended
June 30, 2021, compared to a net loss of $277,668 for the year
ended June 30, 2020. As of March 31, 2022, the Company had $20.95
million in total assets, $8.35 million in total liabilities, and
$12.60 million in total stockholders' equity.
In its Quarterly Report for the three months ended March 31, 2022,
Ionix said, "The Company had an accumulated deficit of $1,220,150
as of March 31,2022. The Company incurred loss from operation and
did not generate sufficient cash flow from its operating activities
for the nine months ended March 31,2022. The Company said these
factors, among others, raise substantial doubt about its ability to
continue as a going concern."
JBP HOLDINGS: Case Summary & Two Unsecured Creditors
----------------------------------------------------
Debtor: JBP Holdings, LLC
1925 N Fairfield Ave
Chicago, IL 60647
Business Description: JBP Holdings owns a real estate located at
1925 Fairfield Ave, Chicago, IL 60647,
valued at $560,000.
Chapter 11 Petition Date: March 27, 2023
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 23-04034
Judge: Hon. Deborah L. Thorne
Debtor's Counsel: Laxmi P. Sarathy, Esq.
WHITESTONE, P.C.
17W775 Butterfield Road
Suite 114
Oakbrook Terrace, IL 60181
Tel: 312-674-7965
Fax: 312-873-4774
Email: lsarathy@whitestonelawgroup.com
Total Assets: $561,200
Total Liabilities: $28,100,000
The petition was signed by Zhiling Pang as manager.
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/34CITOQ/JBP_Holdings_LLC__ilnbke-23-04034__0001.0.pdf?mcid=tGE4TAMA
JMV HOLDINGS: Ruff's Move to Modify Order for Stay Denied
---------------------------------------------------------
In the case captioned as JENNIFER C. RUFF Appellant, v. SUZANN RUFF
and CHRISTOPHER MOSER, TRUSTEE Appellees, Civil Action No.
4:22-cv-00321, (E.D. Tex.), Judge Amos L. Mazzant of the U.S.
District Court for the Eastern District of Texas denies Appellant
Jennifer C. Ruff's Motion to Modify Bankruptcy Court's Order for
Stay Pending Appeal.
This case stems from an adversary proceeding brought by Appellant
Jennifer Ruff before the Bankruptcy Court -- in which Appellant
Ruff sought a declaratory judgment stating that the Appellee Suzann
Ruff's equitable interests were not attached to or enforceable
against the assets of JMV Holdings.
JMV Holdings LLC filed for Chapter 11 bankruptcy on Nov. 9, 2018.
The Appellant Jennifer Ruff appeared in the Main Case as a secured
creditor of JMV Holdings (Main Case No. 18-42552). Likewise,
Appellee Suzann Ruff appeared as an unsecured creditor, asserting
an equitable interest in JMV Holdings and its purported assets
based on a constructive trust from a related judgment that preceded
the Main Case.
On March 31, 2022, the Bankruptcy Court entered a judgment denying
the Appellant's request for a declaratory judgment. The Bankruptcy
Court determined that Appellee Ruff was entitled to recover
$417,000 in proceeds from the sale of real property that was
subject to Appellee Ruff's constructive trust. Subsequently, the
Appellant filed a notice of appeal.
Judge Mazzant denies the Appellant's Motion to Modify. As an
initial matter, Judge Mazzant determines that "the Appellant failed
to comply with Rule 8007(b)(2) -- she did not seek a modification
from the Bankruptcy Court before moving in this Court. . . the
Appellant made no attempt to do so." Judge Mazzant cites Glassel v.
Seamless Operating Group, LLC, No. 12-3455, 2013 WL 12108137, at *2
(S.D. Tex. June 6, 2013), where the court held that a party's
failure to comply with Rule 8007(b)(2) is grounds for denying a
motion filed in the district court.
Even if the Appellant did comply with Rule 8007(b)(2), Judge
Mazzant explains that "the Appellant would still fail because she
has not shown that the Bankruptcy Court abused its discretion. In
effect, Appellant seeks to modify the form and the amount of the
bond set by the Bankruptcy Court. Specifically, Appellant asks the
Court to enter an order that reduces the amount of the appeal bond,
allows for the posting of a surety bond instead of a cash bond, and
allows for the surety bond to be posted in the registry of
Bankruptcy Court rather than with the Trustee."
In the instant case, the Bankruptcy Court concluded that, "although
Appellant failed to show a likelihood of success on the merits of
her appeal, a stay was warranted because Appellant agreed to post a
bond. And so, to secure the stay that the Appellant sought, the
Bankruptcy Court entered a bond sufficient to protect the Appellees
from "the costs that will be charged against the disputed funds
during the appeal." Specifically, the Bankruptcy Court ordered that
Appellant post a cash bond in the amount of $57,900. This bond --
which is significantly less than the total amount of the judgment
at issue -- is sufficient to indemnify the Appellees against any
loss caused by the costs of the appeal." Thus, the Court concludes
that "Appellant has also failed to show that the Bankruptcy Court
Abused Its Discretion."
A full-text copy of the Memorandum Opinion and Order dated March
20, 2023, is available at https://tinyurl.com/yuxdzh2m from
Leagle.com.
About JMV Holdings LLC
Holdings LLC filed as Single Asset Real Estate Debtor (as defined
in 11 U.S.C. Section 101(51B)). The Debtor sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No.
18-42552) on Nov. 9, 2018. In the petition filed by Michael A.
Ruff, manager of JMV Managers, LLC (manager of the Debtor), the
Debtors estimated assets between $100,000 to $500,000 and
liabilities between $1 million to $10 million. Judge Brenda T.
Rhoades oversees the cases.
KABBAGE INC: Wins $1.56-Mil. Settlement Fight With CB
-----------------------------------------------------
Vince Sullivan of Law360 reports that a Delaware bankruptcy judge
sided with financial services provider Kabbage Inc. on Wednesday,
March 22, 2023, when he decided the debtor is entitled to a $1.56
million payment under an earlier settlement reached with loan
partner Customers Bank.
Kabbage filed a motion to enforce the Court's order entered on Nov.
9, 2022 approving the Settlement and Release Agreement, dated Oct.
27, 2022 between KServicing and Customers Bank ("CB"). CB has
failed to pay KServicing the full amount owed under the Settlement
Agreement in its continued attempt to wrongfully deprive
KServicing, and thus its estate and creditors, of amounts owed to
it. The Debtors therefore sought to collect the outstanding
balance of the Settlement Payment in the amount of $3,281,103.
The Settlement Agreement resolved, among other things, KServicing's
claims against CB for improperly withholding for years over $65
million in fees owed to KServicing. At the heart of the Settlement
Agreement was KServicing's immediate receipt of the approximately
$23.2 million cash component of the aggregate Settlement Payment of
$58 million. But CB failed to pay KServicing the full amount due
to it under the Settlement Agreement and by its actions has forced
the Debtors to continue to expend estate resources and limited
funds in furtherance of collecting the Unpaid Amount.
Since the Motion was adjourned, CB and the Debtors have met and
conferred on the Settlement Payment issues and have narrowed the
dispute to one issue. The remaining issue is the appropriate
calculation of "Disputed KServicing Remittances Holdbacks," and, in
particular, the amount of funds collected from borrowers that
KServicing would have otherwise been required to remit to CB. The
remaining amount at issue is $1,555,656. According to the Debtor,
it is now clear that the money received from borrowers with respect
to five loans was already paid to CB. If the Court were to adopt
CB’s Settlement Payment calculation, CB would receive the
$1,555,656 twice: once when it was paid in the usual course of
business back in October 2020 and once in connection with the
Settlement Payment.
About Kabbage Inc.
Founded in 2010 and headquartered in Atlanta, Ga., Legacy Kabbage,
a predecessor of Kabbage Inc. (doing business as KServicing) --
http://www.kservicing.com/-- was one of the leading fintech
providers of working capital to small businesses for over a decade.
Legacy Kabbage began as a proprietary online lending platform for
small businesses, providing loan services to over 250,000 American
small businesses, many of which were businesses that struggled to
receive adequate funding through traditional banking institutions.
From 2020-2021, the company provided and facilitated necessary
funding to small business owners through PPP loans during the
COVID-19 pandemic. The company's existing technology
infrastructure spearheaded its PPP work, which led to a total of $7
billion in loans being originated by the company.
The origination and servicing of PPP Loans and small business loans
to eligible borrowers was critical during a time of unprecedented
health and economic uncertainty brought about by the COVID-19
pandemic. On Aug. 16, 2020, much of the company's business was
sold to American Express Travel Related Services Company, Inc. As
a result of the merger, KServicing now operates in a limited
capacity as (i) a servicer and subservicer of PPP Loans, (ii) a
software services provider for lenders of PPP Loans, and (iii) a
servicer of a minor portfolio of non-PPP small business loans.
To implement the wind down of their businesses, on Oct. 3, 2022,
Kabbage, Inc. d/b/a KServicing and certain of its affiliates each
filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code (Bankr. D. Del. Lead Case No.
22-10951). Judge Craig T. Goldblatt oversees the cases.
Kabbage Inc. estimated $500 million to $1 billion in assets and
debt as of the bankruptcy filing.
The Debtors tapped Weil, Gotshal & Manges, LLP as general counsel;
Richards, Layton & Finger, PA as local counsel; AlixPartners, LLC
as financial advisor; KPMG International Limited as fraud review
services provider; Jones Day, LLP as government investigations
counsel; and Marc Sullivan, managing director at Phoenix Executive
Services, LLC, as chief financial officer. Omni Agent Solutions,
Inc. is the Debtors' claims agent and administrative advisor.
Greenberg Traurig, LLP, serves as counsel to the Debtors' board of
directors.
KATERRA INC: Sues Ex-CFO Matthew Marsh Over Bonus
-------------------------------------------------
Grace Noto of Construction Dive reports that bankrupt construction
startup Katerra Inc. is taking legal action against its former CFO,
Matthew Marsh, "to recover avoidable transfers and damages for
breach of contract," according to a Mar. 6 complaint filed in the
United States Bankruptcy Court in the Southern District of Texas on
behalf of the failed construction startup.
Once valued at $4 billion, the company — which filed for Chapter
11 bankruptcy in June 2021 — is alleging that Marsh is required
to pay back his $1 million signing bonus and has not done so. The
company is also arguing that his relocation bonus, paid out for
Marsh and his family to make the move to its California
headquarters, was a "constructive fraudulent transfer" because of
the company's financial condition at the time.
"Debtor Katerra Inc. was insolvent at the time of, or was rendered
insolvent as a result of, its payment of the Relocation Bonus to
Defendant Marsh," the company said it its filing, adding that
payment of the bonus "is avoidable by Plaintiffs under the Texas
Fraudulent Transfer Act."
A GE veteran, Marsh served as Katerra's CFO for just under a year,
according to court filings. According to his employment agreement,
Marsh received a $1 million signing bonus, a $250,000 relocation
bonus including reimbursement for his moving expenses, "mortgage
assistance" which consisted of a $2.75 million loan, as well as an
annual starting salary of $700,000.
A startup which branded itself as a one-stop shop for construction
needs — working as everything from the architect to the design
and management of its building projects — the company quickly
achieved unicorn status after its founding in 2015, with
Softbank’s Vision Fund leading a $865 million funding round for
the company in 2018.
Katerra, which reached a peak valuation of $4 billion in 2019,
filed for Chapter 11 bankruptcy in June 2021, with its financial
grievances due to the impact of the COVID-19 pandemic, construction
costs and failing to lure away developers and contractors from
their traditional subcontractors, according to a 2021 writeup from
Construction Dive. The company sold off its assets soon after
filing for bankruptcy, including a manufacturing facility — among
other assets — in Tracy, California for $21.25 million and its
factory in Spokane, Washington for $50 million.
The complaint, citing Marsh's employment agreement, notes Marsh was
required to pay back his $1 million signing bonus if he either
voluntarily terminated his employment within the first 12 months of
his start date, or if his employment was terminated for cause by
Katerra within that same 12 month window.
Marsh began his employment with Katerra on Sept. 23, 2019 and was
terminated "effective immediately" on Sept. 20, 2020 — three days
shy of the 12-month period cited in the employment agreement — by
Katerra's commission committee for cause, with the committee
requiring repayment of his signing bonus in full, according to the
Mar. 6 court filing.
"Despite the terms of the Employment Agreement, his termination for
Cause, and the Demand Letter, Marsh has failed and refused to repay
the Signing Bonus to Katerra Inc. or any of the Debtors," the Mar.
6, 2023 complaint alleges.
Marsh now serves as CFO for venture capital company Celesta
Capital, having taken on the seat in May 2020, according to his
LinkedIn profile.
Other companies have also recently shelled out lucrative cash
bonuses to engage top talent. PayPal, for example, granted its
previous CFO, Blake Jorgensen, a $6 million signing bonus upon his
appointment in August 2022. Jorgensen departed from his position as
part of an "involuntary termination by the company for a reason
other than cause or disability" in early March 2023, having been on
medical leave since September 2022, just a few weeks into his time
at the CFO chair.
Executive compensation has also recently come under the spotlight
at the Department of Justice: firms which tie executive
compensation to compliance as well as try to implement claw backs
for those exhibiting bad behavior could get penalties reduced if
they enter into agreements with the DOJ, Deputy Attorney General
Lisa Monaco said earlier in March 2023.
"Nothing grabs attention or demands personal investment like having
skin in the game, through direct and tangible financial
incentives," she said, according to a report by Industry Dive
sister publication Legal Dive.
About Katerra Inc.
Based in Menlo Park, Calif., Katerra Inc. is a Japanese-funded,
American technology-driven offsite construction company. Katerra
was founded in 2015 by Michael Marks, former chief executive
officer of Flextronics and former Tesla interim CEO, along with
Fritz Wolff, the executive chairman of The Wolff Co. It offers
technology-driven design, manufacturing, and assembly solution for
bathroom pods, door and window, furniture, and modular utility
systems.
Katerra and its affiliates sought Chapter 11 protection (Bankr.
S.D. Tex. Lead Case No. 21-31861) on June 6, 2021. In its petition,
Katerra disclosed assets of between $500 million and $1 billion and
liabilities of between $1 billion and $10 billion.
Judge David R. Jones oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Jackson Walker, LLP as
bankruptcy counsel; Houlihan Lokey Capital, Inc. as investment
banker; Alvarez & Marsal North America, LLC as financial and
restructuring advisor; and KPMG, LLP as a tax consultant. Prime
Clerk LLC is the claims and noticing agent.
The official committee of unsecured creditors tapped Fox
Rothschild, LLP, as counsel; and FTI Consulting, Inc., as financial
advisor.
Weil, Gotshal & Manges LLP is counsel for SB Investment Advisers
(UK) Limited, DIP lender.
* * *
Katerra in early August 2021 won court approval to sell factories
in Washington State and California for a total of $71 million. Blue
Varsity LLC, a wholly-owned subsidiary of Mercer International
Inc., purchased Katerra's cross-laminated timber factory in
Spokane, Wash. Volumetric Building Companies, a Philadelphia-based
construction company, agreed to buy Katerra's two-year-old factory
in Tracy, Calif.
LIFETIME BRANDS: S&P Affirms 'B+' ICR, Outlook Negative
-------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
U.S.-based Lifetime Brands Inc., but the outlook remains negative.
S&P also affirmed its 'B+' issue-level rating on the company's term
loan B. The recovery rating remains '3', indicating its
expectations for meaningful (50%-70%, rounded estimate: 50%)
recovery in the event of a default.
The negative outlook reflects the possibility S&P could lower the
ratings on Lifetime over the next several quarters if leverage is
sustained above 5x.
The negative outlook reflects the company's higher-than-expected
leverage in fiscal 2022 and the risk that leverage could remain
elevated due to the weak macroenvironment.
Lifetime's sales declined by 15.7% in fiscal 2022 from 2021.
Retailer inventory replenishment orders were depressed since the
second quarter, as retailers continued to focus on selling down
their large inventory buildups from earlier in the year. End
consumer demand for kitchen accessories and supplies also softened
in the second half of 2022, due to the lower discretionary consumer
spending and pent-up demand for away-from-home categories.
Lifetime's S&P Global Ratings-adjusted EBITDA declined to $66
million during fiscal 2022, compared with $111 million during
fiscal 2021. As a result, S&P Global Ratings-adjusted leverage
increased to 5.6x, compared with our mid-4x area leverage forecast
for the year.
S&P expects retailer replenishment orders to gradually recover in
fiscal 2023.
Retailer point-of-sales have outpaced retailer replenishment orders
for several quarters, indicating that demand has been outpacing
orders. S&P said, "We believe retailers will need to increase
inventory levels over the coming quarters to meet end consumer
demand. We also expect roughly $10 million in one-time costs,
related to acquisition, integration, restructuring, and
remediation, to roll off in 2023. The company's cost saving
measures from last year should also yield about $3.5 million of
cost savings in 2023. As a result, we expect the company to
deleverage to the 4.0x-4.5x range by the end of fiscal 2023."
Nonetheless, given the company's small scale, this represents a
small absolute cushion relative to our downside trigger of 5x for
the rating, especially with a weak consumer macro backdrop. A
deeper-than-expected recession could depress end consumer demand
and retailer replenishment orders further.
Despite the sharp drop in demand, the company continued to generate
positive free operating cash flow and maintained a solid liquidity
cushion in 2022
Lifetime generated free operating cash flow of about $20 million
during fiscal 2022, compared with $33 million during fiscal 2021.
The company was able to reduce inventory levels by about $50
million during the year, despite the weak retailer demand
environment. As a result, it reduced working capital use and
sustained positive free operating cash flow. Moreover, the company
maintains a solid cushion of about $200 million in available
liquidity. S&P said, "Lifetime's debt service and capital
expenditure requirements are modest; we expect that they will be
less than $30 million during fiscal 2023. We believe the company
will sustain positive free operating cash flow of about $25 million
in fiscal 2023."
The negative outlook reflects the possibility that S&P could lower
the ratings on Lifetime over the next several quarters if the
company sustained leverage above 5x.
S&P could lower the rating on Lifetime if:
-- End consumer demand weakend due to a recession;
-- It could not offset inflationary cost pressures, resulting in
margin degradation; and
-- The company adopted more aggressive financial policies,
including large debt-funded acquisitions or share repurchases.
-- S&P could revise the outlook to stable if performance improved
and the company sustained adjusted leverage below 5x.
This could happen if:
-- Demand improved, leading to stronger operating performance and
deleveraging;
-- The company were able to drive margin improvement from its
pricing actions and cost-saving measures;
-- It continued to generate positive free operating cash flow;
and
-- It were able to refinance its upcoming maturities before they
become current.
LIGADO NETWORKS: $117.6M Bank Debt Trades at 70% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Ligado Networks LLC
is a borrower were trading in the secondary market around 29.6
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $117.6 million facility is a Term loan that is scheduled to
mature on May 27, 2023. The amount is fully drawn and
outstanding.
Ligado Networks LLC operates as a special purpose entity. The
Company provides mobile satellite coverage, as well as develops
innovative solutions that will accelerate 5G and IoT network
deployments.
LOYALTY VENTURES: Chapter 11 Loan, Plan Solicitation Okayed
-----------------------------------------------------------
Rick Archer of Law360 reports that customer loyalty program
operator Loyalty Ventures Inc. received permission from a Texas
bankruptcy judge Tuesday, March 21, 2023, to tap into $15 million
in Chapter 11 financing and move forward with a vote on a
liquidation plan.
As reported in the TCR, Loyalty Ventures Inc., and its debtor
affiliates filed with the U.S. Bankruptcy Court for the Southern
District of Texas a Combined Disclosure Statement and Joint Chapter
11 Plan dated March 21, 2023.
On March 1, 2023, Lux Financing, a wholly-owned indirect subsidiary
of LVI, entered into a Sale and Purchase Agreement (the "BL
Purchase Agreement") with Opportunity Partners (the "Buyer"),
pursuant to which the Buyer agreed to acquire from Lux Financing
100% of all issued and outstanding shares (the
"Shares") in the capital of Apollo Holdings B.V., a private company
with limited liability incorporated under the laws of the
Netherlands and the legal and beneficial owner, directly or
indirectly, of all of the shares of the subsidiaries of Lux
Financing that constitute the BrandLoyalty business. The Buyer has
agreed to purchase the Shares from Lux Financing for a fixed
aggregate purchase price of $6 million to be paid in cash.
On March 9, 2023, LoyaltyOne and BMO entered into an asset purchase
agreement (the "Stalking Horse Transaction Agreement") pursuant to
which BMO has agreed to: (i) purchase all or substantially all of
the operating assets of LoyaltyOne, including the equity interests
in Travel Services; and (ii) assume certain liabilities associated
with the continued operation of the AIR MILES business. The sale
is conditional upon, among other things: (a) the Stalking Horse
Transaction Agreement being selected as the Successful Bid in
accordance with the proposed SISP; (b) a sale approval and vesting
order being granted by the Ontario Court, among other things,
approving the Stalking Horse Transaction Agreement and, upon
closing, vesting the purchased assets in BMO free and clear of all
encumbrances, except Permitted Encumbrances, and (c) regulatory
approvals.
A full-text copy of the Combined Disclosure Statement and Plan
dated March 21, 2023 is available at https://bit.ly/3JMwp96 from
PacerMonitor.com at no charge.
About Loyalty Ventures
Headquartered in Dallas, Texas, Loyalty Ventures Inc. is a provider
of tech-enabled, data-driven consumer loyalty solutions and reward
programs.
Loyalty Ventures and its debtor-affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90111) on March 10, 2023.
As of Sept. 30, 2022, the Company had $1,591,218,000 in total
assets against $1,980,850,000 in total liabilities. In the
petition signed by John J. Chesnut, chief financial officer, LVI
disclosed up to $10 million in assets and up to $1 billion in
liabilities.
Judge Christopher Lopez oversees the case.
The Debtors have hired Akin Gump Strauss Hauer & Feld LLP and
Jackson Walker LLP as U.S. co-counsel; Cassels Brock & Blackwell
LLP, as Canadian legal counsel to LoyaltyOne; PJT Partners LP as
the Debtors' investment banker; Alvarez & Marsal North America,
LLC, as the Debtors' restructuring advisor; and Alvarez & Marsal
Canada ULC, as Canadian financial and restructuring advisor to
LoyaltyOne. Kroll Restructuring Administration LLC serves as
claims, noticing and solicitation agent.
Bank of America, N.A., serves as administrative agent and
collateral agent under a 2021 Credit Agreement that consisted of a
$175 million term A loan facility; a $500 million term B loan
facility; and a $150 million revolving credit facility. Haynes and
Boone LLP serves as counsel for the Administrative Agent, and FTI
Consulting, Inc., serves as its financial advisor.
An Ad Hoc Group of Term B Loan Lenders retained Gibson Dunn &
Crutcher LLP as counsel and Piper Sandler & Co as investment
banker.
LTL MANAGEMENT: Loses Bid on Chapter 11 Rehearing Appeal
--------------------------------------------------------
Alex Wolf of Bloomberg Law reports that Johnson & Johnson's talc
liability unit, LTL Management, failed to convince the Third
Circuit to rehear a bid to revive its bankruptcy case, leaving a
petition to the Supreme Court as the company's last resort.
The US Court of Appeals for the Third Circuit's Wednesday, March
22, 2023, denial of LTL Management LLC's motion for a rehearing
leaves in place the court's January ruling that LTL's bankruptcy
was improper because the company wasn't financially distressed. LTL
had asked for another three-judge panel hearing from the Third
Circuit or a rehearing by the entire court.
J&J vowed to continue efforts to keep the bankruptcy case alive,
saying in a statement Wednesday, March 22, 2023, it will
immediately ask to pause the Third Circuit's order to dismiss the
Chapter 11 case and seek review directly from the US Supreme
Court.
Barring a reversal by the nation's highest court, J&J will be left
with a stinging legal defeat after creating LTL in 2021 to absorb
its asbestos-related legal liabilities and putting the new unit
into bankruptcy.
J&J had hoped to use the bankruptcy proceedings to consolidate and
address about 40,000 claims that its baby powder and talc products
caused cancer. Dismissal of the Chapter 11 would return those
suits back to the civil tort system.
The New Jersey-based healthcare giant faced immense backlash from
talc plaintiffs after moving their claims into the bankruptcy court
and blocking their rights to go to trial or settle. The company
said it would fund a victims’ trust worth at least $2 billion.
Judge Michael Kaplan of the US Bankruptcy Court for the District of
New Jersey ruled last year that the LTL case was a legitimate use
of the bankruptcy system and would yield more practical and
efficient outcomes.
The case is In re LTL Management LLC, 3d Cir., No. 22-02006, order
issued 3/22/23.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S.
Trustee for Regions 3 and 9 reconstituted the talc claimants'
committee and appointed two separate committees: (i) the official
committee of talc claimants I, which represents ovarian cancer
claimants, and 0(ii) the official committee of talc claimants II,
which represents mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
LUMEN TECHNOLOGIES: $5B Bank Debt Trades at 35% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Lumen Technologies
Inc is a borrower were trading in the secondary market around 65.3
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $5 billion facility is a Term loan that is scheduled to mature
on March 15, 2027. About $3.94 billion of the loan is withdrawn
and outstanding.
Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an
integrated communications company that provides an array of
communications services to large enterprise, mid-market enterprise,
government and wholesale customers in its larger Business segment.
The company's smaller Mass Markets segment primarily provides
broadband services to its residential and small business customer
base.
M & S TRUCKING: Files Subchapter V Case
---------------------------------------
M & S Trucking of Lockesburg LLC filed for chapter 11 protection in
the Western District of Arkansas.
According to court filings, M & S Trucking of Lockesburg has
$1,722,521 in debt owed to 1 to 49 creditors. The petition states
that funds will be available to unsecured creditors.
A tele-meeting of creditors under 11 U.S.C. Section 341(a) is
slated for April 11, 2023 at 11:00 a.m.
About M & S Trucking of Lockesburg
M & S Trucking of Lockesburg LLC is in the Freight Car Loading and
Unloading business.
M & S Trucking of Lockesburg LLC filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ark.
Case No. 23-70348) on March 17, 2023. In the petition filed by
Marlowe Allen King, as managing member, the Debtor reported total
assets of $1,196,698 and total liabilities of $1,722,521.
Shari Sherman has been appointed as Subchapter V trustee.
The case is overseen by Honorable Bankruptcy Judge Richard D
Taylor.
The Debtor is represented by:
Stanley V Bond, Esq.
Bond Law Office
164 Melrose Rd
Lockesburg, AR 71846
Tel: 479-444-0255
Fax: 479-235-2827
Email: attybond@me.com
MARCUSE COMPANIES: Continued Operations to Fund Plan
----------------------------------------------------
The Marcuse Companies, Inc., d/b/a Marcuse & Son, Inc., filed with
the U.S. Bankruptcy Court for the Northern District of Texas a Plan
of Reorganization under Subchapter V dated March 23, 2023.
Formed in 1925, the Debtor is a woman-owned, economically
disadvantaged, SBA Certified Small Business which is the leading
distributor of air compressors and air compressor parts in North
Texas.
In addition to sales of all major brands, the Debtor employs
experienced and well-trained service technicians to provide air
compressor assistance including parts breakdowns, diagnostics and
detailed descriptions of parts and accessories. Debtor's primary
office is located at 3501 North Main Street, Fort Worth, Texas (the
"Real Property") and its workforce currently consists of eight
employees.
While attendant delays and uncertainty resulting from COVID played
a role in causing the Debtor's financial distress, the major
precipitating factor was the mismanagement and apparent
embezzlement1 of approximately $269,198.45 of Debtor funds by
former controllers of the Debtor that caused the greatest stress to
Debtor's cash flow. Though applicable insurance coverage paid
policy limits of $25,000, the loss of cashflow of nearly $270,000
in a one-year period resulted in the Debtor falling behind in
payment of obligations to creditors in every class of claims.
The inability of the Debtor to service debt, including a $1,625,000
Promissory Note payable to the former owner of the Debtor, R.J.
Marcuse, III ("Mr. Marcuse"), triggered litigation between the
Debtor and Mr. Marcuse in which Mr. Marcuse sought summary judgment
on breach of contract claims. The Debtor had insufficient funds to
mount a defense and it was finally determined that a chapter 11
proceeding was the only viable option for an internal
reorganization of the Debtor's operations.
The Plan provides for a reorganization and restructuring of the
Debtor's financial obligations. Under the Plan, Debtor will pay in
full Allowed Secured Claims, Allowed Administrative Claims, Allowed
Priority Claims and Allowed Priority Tax Claims. Debtor will pay
its Disposable Income to Creditors holding Allowed General
Unsecured Claims over a period of 36 months in quarterly
distributions.
The Plan provides for a distribution to Creditors in accordance
with the terms of the Plan from the Debtor over the course of 3
years from the Effective Date of the Plan from the Debtor's
continued business operations.
This Plan also provides for the payment of administrative and
priority claims.
Class 11 consists of Allowed Claims against Debtor (including
Claims arising from the rejection of executory contracts and/or
unexpired leases) other than: (i) Administrative Claims; (ii)
Priority Tax Claims; or (iii) Claims included within any other
Class designated in this Plan. Class 11 shall be deemed to include
those Creditor(s) holding an alleged Secured Claim against Debtor
for which: (y) no collateral exists to secure the alleged Secured
Claim; and/or (z) liens, security interests, or other encumbrances
that are senior in priority to the alleged Secured Claim exceed the
fair market value of the collateral securing such alleged Secured
Claims as of the Petition Date.
Each holder of an Allowed Unsecured Claim in Class 11 shall be paid
by Reorganized Debtor as follows in full satisfaction of such
creditor's claim: holders of an allowed Class 11 (as well as other
Classes of Claims deemed to be a member of Class 11) shall receive
their pro-rata share of payments from a common fund (the "Unsecured
Creditor Pool"), which pool shall consist of a fixed payment amount
of $1,850 per month for 36 months or, alternatively, of Disposable
Income available to the Debtor.
Payments from the Unsecured Creditor Pool to holders of allowed
Class 11 Claims shall be accrued and paid quarterly, for a period
not to exceed 3 years and the first quarterly payment will be due
on the 20th day of the first full calendar month following the last
day of the month of anniversary of the Effective Date. No Holder of
a Class 11 Claim shall receive more than 100% of their Allowed
Claim.
Class 12 consists of the holder of Allowed Interests of Debtor. The
holder of an Allowed Class 12 Interest shall retain her interest in
Reorganized Debtor.
The Reorganized Debtor, shall make quarterly distributions each
year, to be calculated on each anniversary of the Effective Date
for three years (the "Disposable Income Payment"). The Disposable
Income Payment shall be distributed to Allowed Class 11 Creditors.
The Disposable Income Payment shall be an amount equal to 50% of
the Debtor's annual Net Proceeds. Net Proceeds shall be the funds
remaining after the payment of Debtor's operating expenses and
fixed plan payments after the payment of administrative expense
claims. Debtor shall make 12 Disposable Income Payments, but Debtor
shall in no event pay any Creditor in excess of the Allowed Amount
of its Claim nor shall interest be paid on any Unsecured Claim
without priority.
A full-text copy of the Plan of Reorganization dated March 23, 2023
is available at https://bit.ly/3TRaP8a from PacerMonitor.com at no
charge.
Counsel for Debtor:
Joseph F. Postnikoff, Esq.
Zachary G. Levick, Esq.
Rochelle Mccullough, LLP
325 N. Saint Paul Street, Suite 4500
Dallas, TX 75201
Tel: (817) 291-9822
Email: jpostnkoff@romclaw.com
Email: zlevick@romclaw.com
About The Marcuse Companies
The Marcuse Companies, Inc., d/b/a Marcuse & Son, Inc., is a
distributor of air compressors and air compressor parts in North
Texas. It also sells industrial sized blast and paint rooms and
booths.
The Marcuse Companies filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
22-43146) on Sept. 23, 2022, with $500,000 to $1 million in assets
and $1 million to $10 million in liabilities. Sydney A. English,
president of The Marcuse Companies, signed the petition.
Judge Edward L. Morris presides over the case.
Rochelle Mccullough, LLP, is the Debtor's legal counsel.
MINNESOTA ATTAINABLE: S&P Lowers 2017A Rev Bond Rating to 'BB(sf)'
------------------------------------------------------------------
S&P Global Ratings lowered its long-term rating on the Iowa Finance
Authority's (IFA) series 2017A multifamily housing revenue
refunding bonds to 'BB(sf)' from 'BB+(sf)', and its long-term
rating on the authority's subordinate 2017B bonds to 'BB-(sf)' from
'BB(sf)'. Both series were issued on behalf of Minnesota Attainable
Housing Corp. (MAHC). The outlook is negative for both series.
"The downgrades reflect weakened debt service coverage (DSC) at the
two affordable housing properties securing the bonds due to rising
expenses as reflected in the fiscal 2021 audit and lower revenue as
resident turnover increased when COVID-19 restrictions eased in
2021," said S&P Global Ratings credit analyst Caroline West.
"The negative outlooks are due to our view that although estimates
provided by the asset manager indicate improvement in DSC in 2022,
pressure from a continually weak real estate assessment center
(REAC) score as determined by the U.S. Department of Housing and
Urban Development (HUD) could pressure expenses; with coverage
decreasing over the past three audited years, if it does not
improve in 2022 and remain stronger in 2023, the rating could be
lowered," she added.
The series 2017A and 2017B bonds are limited obligations of IFA and
are secured by the Trust Estate, which includes housing assistance
payment (HAP) contracts for two multifamily senior rental housing
properties in Waterloo and payments made by the borrower under a
promissory note agreement between the borrow and IFA. The mortgage
secures the borrower's obligations under the loan agreement.
Bond proceeds were originally issued to finance the acquisition and
rehabilitation of two multifamily properties. Both properties have
outstanding HAP contracts with HUD, one expiring in 2037 and the
other in 2039. The total number of units between the two properties
is 163.
The transaction's weakened coverage and liquidity for the 2017A
senior and 2017B subordinate bonds is the principal credit factor
for the one-notch downgrade on each series of bonds. S&P said,
"Coverage dipped below 1.0x for the first time in 2021 on the 2017B
bonds, according to our calculations, and while we expect that
coverage improved in 2022 based on estimated results, overall, DSC
has fallen over the past few years. While the budgets for the
properties project a rebound in coverage for 2023 to over 1.2x and
1.1x based on our calculations for the senior and subordinate
bonds, respectively, an unexpectedly low REAC score for one of the
properties in 2022 could require increased maintenance costs to
demonstrate improvement in the property's condition to HUD. The
physical conditions of the properties contribute to our view of the
transaction's market position as weak/very weak."
The strength and competence of the asset management team is a
positive and stabilizing credit factor. The asset manager has also
provided temporary cash infusions to the properties. S&P would view
asset manager turnover as a potential negative factor given their
deep involvement in and knowledge of the properties.
S&P said, "We have analyzed the project's environmental, social,
and governance (ESG) risks relative to its coverage and liquidity,
management and governance, and market position. We view these risks
to be neutral in our credit analysis."
MORGAN TURF: Exclusivity Period Extended to March 30
----------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida extended Morgan Turf LLC's exclusivity
period for filing a Chapter 11 plan and disclosure statement to
March 30, 2023.
About Morgan Turf LLC
Morgan Turf LLC filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Fla. Case No. 8:22-bk-04620-CPM) on November 18, 2022.
Judge Catherine Peek McEwen is assigned the case.
The Debtor is represented by Pierce J Guard, Jr, Esq. at The
Guard Law Group, PLLC.
The U.S. Trustee is represented by Nathan A Wheatley, Esq. at the
Office of the U.S. Trustee.
MUSE THREADS: Unsecured Creditors to Get 100 Cents on Dollar
------------------------------------------------------------
Muse Threads, Inc., filed with the U.S. Bankruptcy Court for the
District of Columbia a Plan of Reorganization for Small Business
dated March 23, 2023.
Founded by Whitney Mirts and John Mark King on July 15, 2020, Muse
Threads is an online clothing retailer focused on genuine bamboo
garments with bright, eye catching patterns and designs.
Various supply chain issues correlative to the COVID-19 pandemic,
however, caused Muse Threads to encounter issues common the
clothing industry. And as those problems manifested, the Debtor
turned to a series of high interest private loans – carrying the
putative nomenclature of merchant cash advances – in an effort to
fund operations and keep the company afloat. The crushing debt
obligations soon engulfed Muse Threads' operations and the company
accordingly commenced exploring reorganizational options.
This case was filed on December 23, 2022, with the aim of staving
off a state court lawsuit from one provider of a putative merchant
cash advance. Since seeking bankruptcy relief, Muse Threads has
worked to renegotiate contractual terms with its manufacturer in
China, focusing on terms that will relieve a crushing debt
obligation to that entity while also ensuring that
already-manufactured clothing is shipped to the United States and
that new clothing skew – which tend to punctuate repeat sales
from existing customers – continue to be made available.
The Debtor believes that its continued operations as a debtor-in
possession, coupled with its tight adherence to a post confirmation
budget, will permit all creditors holding allowed claims to be paid
in full. And Ms. Mirts and Mr. King – who have been forced to
also personally seek bankruptcy relief so as to be relieved of
certain guarantee obligations – are committed to honoring these
Plan terms and working to ensure this truly is a case where claims
are satisfied in full.
The final plan payment is expected to be paid by the fifth
anniversary of the Effective Date. The Debtor believes it will be
able to make the final payment prior to that date, and the
projections appended hereto evidence the basis for that confidence.
But given the volatility of the retail market, global inflationary
and recessionary concerns, and other factors beyond the Debtor's
control, a conservative repayment period is projected so as to
ensure this Plan sets the Debtor on a path to success and does not
create a series of deadlines that can risk being missed along the
way.
This Plan proposes to pay creditors of the Debtor from the general
cash flow of the Debtor.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 100 cents on the dollar. The Plan also provides
for the payment of administrative and priority claims.
Class 6 consists of Non-priority, unsecured claims. The Debtor
estimates a total of $282,822.07 in non-priority, unsecured claims.
This amount is computed in reliance on the Debtor objecting to at
least one such component claim, but with the anticipated allowance
of the subject claim (being found at entry #6- 1 in the Claims
Register and belonging to 8fig, Inc.) in the amount of $30,000.00.
All claims in this class will be paid in full within 5 years of the
Effective Date. This Class is impaired.
Class 7 consists of Equity interests in the Debtor. Ms. Mirts and
Mr. King will retain their equity interests in the Debtor.
The primary means for implementing this Plan will be the Debtor's
continued operation of its online retail business, with emphasis
being placed on the strategic use of marketing to grow sales, to
continue to foster a strong relationship with extant customers, and
to reach new bands of customers. The Debtor's core metric – cost
of goods sold relative to the revenues realized thereupon –
remain strong and have never faltered, with the Debtor being adept
at crafting sales opportunities that attract heightened revenues
while preserving healthy margins.
Critical to the Plan's implementation is the Debtor's agreement
with Qingdao KDGarden Import & Export Co. Ltd., which provides for
the ongoing supply of existing – and new – clothing for sale in
the United States, while deferring payment of certain extant
obligations. Negotiations with Qingdao KDGarden Import & Export Co.
Ltd. have been a critical component of Muse Threads' efforts as a
Subchapter V debtor-in-possession, and final approval of the
relevant agreement will prove essential to the viability of this
Plan and the payments contemplated hereunder.
A full-text copy of the Plan of Reorganization dated March 23, 2023
is available at https://bit.ly/3lN8JJT from PacerMonitor.com at no
charge.
Counsel for the Debtor:
Maurice B. VerStandig, Esq.
THE BELMONT FIRM
1050 Connecticut Avenue, NW, Suite 500
Washington, DC 20036
Phone: (202) 991-1101
E-Mail: mac@dcbankruptcy.com
About Muse Threads
Muse Threads Inc. is an online clothing retailer focused on genuine
bamboo garments with bright, eye-catching patterns and designs. The
Debtor sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Col. Case No. 22-00238) on Dec. 23, 2022. In the
petition signed by Whitney Mirts, majority shareholder, the Debtor
disclosed $1,639,487 in assets and $784,772 in liabilities.
Judge Elizabeth L. Gunn oversees the case.
Mahlon Mowrer, Esq., at The Belmont Firm, is the Debtor's legal
counsel.
NABORS INDUSTRIES: S&P Raises Priority Guaranteed Notes to 'B+'
---------------------------------------------------------------
S&P Global Ratings revised its recovery rating on Nabors Industries
Ltd.'s $700 million 7.375% senior priority guaranteed notes
maturing in 2027 to '1' from '2' after the company's redemption of
its approximately $210 million 9% senior priority guaranteed notes
maturing in 2025. The '1' recovery rating indicates S&P's
expectation of very high (90%-100%; rounded estimate: 95%) recovery
for creditors in the event of a payment default. As a result, S&P
raised the issue-level rating on the senior priority guaranteed
notes due 2027 to 'B+' from 'B' and removed them from CreditWatch
where it placed the notes with positive implications Feb. 10, 2023.
All its other ratings on Nabors are unchanged, including the 'B-'
issuer credit rating. The outlook remains positive.
ISSUE RATINGS--RECOVERY ANALYSIS
Key Analytical Factors:
-- S&P values the company on a discrete asset-value based on its
Dec. 31, 2022, net asset value, which is consistent with its
treatment of other contract drilling companies. S&P assumes 5%
annual depreciation, and a 50% realization rate on the company's
drilling equipment.
-- S&P estimates that for the company to default, the exploration
and production (E&P) industry would need to sustain a significant
reduction in E&P spending, leading to limited demand for drilling
services.
-- S&P assumes the company's $350 million credit facility's $100
million accordion feature is not activated and is 85% drawn at the
time of default.
Simulated Default and Valuation Assumptions:
-- Simulated year of default: 2025
-- Insolvency jurisdiction (Rank A): The company has majority of
its revenue/assets located in U.S.
Simplified Waterfall:
-- Net enterprise value (after 5% administrative costs): $1.12
billion
-- Value available to first-lien debt: $1.12 billion
-- Total senior secured debt (accounts receivable and revolver
facility): $309 million
--Recovery expectations: Not applicable
-- Value available to second-priority debt: $811 million
-- Total second-priority debt: $726 million
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Total third priority debt: $982 million
-- Total available to third priority debt: $85 million
--Recovery expectations: 5% ('6')
-- Total subordinated unsecured debt: $1.02 billion
-- Total available to unsecured debt: $0
--Recovery expectations: 0% ('6')
Note: All debt amounts include six months of prepetition interest
NEPHROS INC: Incurs $7.1 Million Net Loss in 2022
-------------------------------------------------
Nephros Inc. has filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing a net loss of $7.11
million on $9.97 million of total net revenues for the year ended
Dec. 31, 2022, compared to a net loss of $3.87 million on $10.22
million of total net revenues for the year ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $11 million in total assets,
$2.12 million in total liabilities, and $8.88 million in total
stockholders' equity.
Nephros stated, "The Company has sustained operating losses and
expects such losses to continue over the next several quarters. In
addition, net cash from operations has been negative since
inception, generating an accumulated deficit of $142.8 million as
of December 31, 2022. These operating losses and negative cash
flows raise substantial doubt of the company's ability to continue
as a going concern. However, during the second half of 2022, the
Company took certain actions to mitigate these conditions,
including headcount and other expense reductions, the sale of PDS
assets and discontinuance of PDS operations, customer price
increases, and the recruiting and acquisition of additional sales
staff to grow revenues. The Company believes these actions, when
fully implemented, will alleviate the substantial doubt as to the
Company's ability to continue as a going concern. Furthermore,
based on these actions, as well as the cash that is available for
the Company's operations and projections of future Company
operations, the Company believes that its cash balances will be
sufficient to fund its current operating plan through at least the
next 12 months from the date of issuance of the accompanying
consolidated financial statements. In the event that operations do
not meet expectations, the Company may need to further reduce
discretionary expenditures such as headcount, R&D projects, and
other variable costs, to alleviate any remaining substantial doubt
as to the Company's ability to continue as a going concern.
"While significant progress has been made against the COVID-19
pandemic, some uncertainty remains with respect to the Company's
projections regarding the availability of sufficient cash
resources, due to the possibility that COVID-19 infections could
increase again and cause further disruption to economic conditions.
During the pandemic, particularly during calendar year 2020, the
Company saw decreased demand for its hospital filtration products,
both in programmatic business and emergency pathogen outbreak
response. In addition, sales to new customers during 2020 –
including water filtration and pathogen detection products – were
hindered by pandemic-related travel restrictions. Also in 2020,
the Company's commercial filtration products, which are primarily
targeted at the hospitality and food service markets, saw a
decrease in demand, due to the closure of many hotels and
restaurants. The Company believes that broad vaccine distribution
and increased population immunity has reduced the probability of
further significant negative COVID-19 impacts, but if these
decreases in demand return and the Company is unable to achieve its
revenue plan, the Company may need to reduce budgeted expenditures
as appropriate to preserve its available capital resources, which
could slow its revenue growth plans."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001196298/000149315223008716/form10-k.htm
About Nephros
South Orange, New Jersey-based Nephros, Inc. -- www.nephros.com --
provides innovative water filtration products and services, along
with water-quality education, as part of an integrated approach to
water safety.
Nephros reported a net loss of $4.53 million for the year ended
Dec. 31, 2020, a net loss of $3.18 million for the year ended Dec.
31, 2019, and a net loss of $3.32 million for the year ended Dec.
31, 2018.
NESV ICE: Court OKs Interim Cash Collateral Access
--------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts,
Eastern Division, authorized NESV Ice, LLC to use cash collateral
on an interim basis in accordance with the budget, with a 10%
variance.
Ice requires the use of the cash collateral to preserve its
operations and the value of its assets.
SHS ACK, LLC asserts a security interest in Ice's property,
including the cash proceeds thereof, and Ice's deposit accounts.
The Court held that, as adequate protection, SHS is granted
replacement liens in and to all property of the kind presently
securing the prepetition obligations of Ice to SHS. The Replacement
Liens will only attach to and be enforceable against the same types
of property, to the same extent, and in the same order of priority
as existed immediately prior to the Petition Date.
Ice is directed to pay the City of Attleboro real estate taxes and
other municipal charges as they become due postpetition, as well as
interest on prepetition amounts. In addition, Ice will maintain its
insurance policies and remain current postpetition on any premiums
that must be paid.
Ice's authority to use cash collateral will terminate upon the
occurrence of any of these events, unless waived by SHS in
writing:
a. Default by Ice in reporting the information, if such
default will remain uncured for three business days following
written notice from SHS to Ice;
b. Reversal, vacatur, or modification of the Eighth Interim
Order; or
c. Dismissal of the case or conversion of Ice's case to
chapter 7.
A continued hearing on the matter is set for June 1, 2023 at 2
p.m.
A copy of the Court order and the Debtors' budget is available at
https://bit.ly/3JLiKPM from PacerMonitor.com.
The budget provided for total cash disbursements, on a weekly
basis, as follows:
$6,707 for the week ending March 31, 2023;
$47,000 for the week ending April 7, 2023;
$79,893 for the week ending April 14, 2023;
$42,574 for the week ending April 21, 2023; and
$8,507 for the week ending April 28, 2023.
About NESV Ice, LLC
NESV Ice, LLC and affiliates NESV Swim, LLC, NESV Field, LLC, NESV
Hotel, LLC, NESV Tennis, LLC, NESV Land, LLC, and NESV Land East,
LLC, offer fitness and sports training services. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.
Mass. Case No. 21-11226) on August 26, 2021. The petitions were
signed by Stuart Silberberg as manager.
Judge Christopher J. Panos oversees the case.
William McMahon, Esq., at Downes McMahon LLP is the Debtor's
counsel.
OCEAN TRANS: Starts Subchapter V Case Without Lawyer
----------------------------------------------------
Ocean Trans Inc. filed for chapter 11 protection in the Eastern
District of California. The Debtor elected on its voluntary
petition to proceed under Subchapter V of chapter 11 of the
Bankruptcy Code.
According to court filings, Ocean Trans 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.
Judge Clement has entered an order directing Ocean Trans to show
cause, if any there be, why the court should not dismiss the
bankruptcy petition and/or order sanctions, because the bankruptcy
petition filed on behalf of the debtor was not signed by an
attorney. A hearing on the order to show cause is scheduled for
April 17, 2023, at 9:00 a.m. in Department A, Courtroom 28, Seventh
Floor, United States Courthouse, 501 I Street, Sacramento,
California.
About Ocean Trans
Ocean Trans Inc. is a Single Asset Real Estate (as defined in 11
U.S.C. Sec. 101(51 B)).
Ocean Trans Inc. filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No.
23-20817) on March 16, 2023. In the petition filed by Jugjit
Singh, as authorized representative of debtor, it reported assets
and liabilities between $1 million and $10 million.
The Subchapter V trustee:
David Sousa
P.O. Box 3167
Visalia, CA 93278-3167
Phone: (559) 242-2065
Email: Dave@fresnotrustee.com
OLD MAJESTIC BREWING: Seeks to Extend Plan Exclusivity by 45 Days
-----------------------------------------------------------------
Old Majestic Brewing Company, LLC asks the U.S. Bankruptcy Court
for the Southern District of Alabama to extend its exclusive
period to file a plan by 45 days from March 28, 2023.
The Debtor informed the Court that its counsel has hip joint
replacement surgery scheduled for April 3, 2023.
Old Majestic Brewing Company, LLC is represented by:
Marion E. Wynne, Jr., Esq.
WILKINS, BANKESTER, BILES & WYNNE
P.O. Box 1367
Fairhope, Alabama 36533
Tel: (251) 928-1915
About Old Majestic Brewing Company
Old Majestic Brewing Company, LLC is a craft beer distribution
brewery in Mobile, Ala.
Old Majestic Brewing Company filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala.
Case No. 22-12666) on Dec. 28, 2022, with $108,817 in assets and
$1,170,543 in liabilities. Chad Marchand, manager and member of
Old Majestic Brewing Company, signed the petition.
Judge Henry A. Callaway presides over the case.
The Debtor tapped Marion E. Wynne, Jr., Esq., at Wilkins,
Bankester, Biles & Wynne, P.A. as legal counsel and Carrie K
Montgomery CPA as accountant.
ONE CALL: $700M Bank Debt Trades at 21% Discount
------------------------------------------------
Participations in a syndicated loan under which One Call Corp is a
borrower were trading in the secondary market around 78.8
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $700 million facility is a Term loan that is scheduled to
mature on April 22, 2027. The amount is fully drawn and
outstanding.
One Call Corporation operates in providing health care services.
PARS BRONX REALTY: Court OKs Deal on Cash Collateral Access
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
authorized Charles N. Persing, the Subchapter V Trustee of Pars
Bronx Realty LLC, to use cash collateral on an interim basis in
accordance with its agreement with Aflux, LLC, effective as of
January 6, 2023.
Aflux, through a series of assignments, holds a first priority
interest in the cash collateral of the Debtor's properties.
The Trustee and Aflux have determined that the use of cash
collateral to preserve the Properties and to pay property-related
expenses is beneficial to both the Estate, Aflux, and all
parties-in-interest in the Estate.
The cash collateral will be used by the Trustee on a monthly basis
in the ordinary course of its business to pay the reasonable and
necessary expenses to maintain and preserve the Properties
including, but not limited to, payment of that portion of the real
estate taxes for which the Debtor would be responsible, maintaining
property insurance, paying any municipal charges associated with
the Properties for which the Debtor would be responsible, and for
necessary repairs and maintenance, including emergency repairs,
without prejudice to the Trustee and/or Aflux to seek a
modification of the foregoing for cause.
As adequate protection for the Trustee's use of cash collateral,
Aflux will have a continuing lien on the cash collateral. All liens
and security interests of Aflux, if any, and to the extent that
said liens were valid, perfected and enforceable, in the cash
collateral used and consumed pursuant to their Stipulation and
Order will constitute a claim, secured by a lien in all of the
pre-petition and post-petition assets of the Debtor in the same
order of priority as existed prior to the Petition Date to the
extent of any diminution in the level of cash collateral as it
existed as of the Petition Date subject to the express agreements
to use such cash collateral.
A copy of the order is available at https://bit.ly/40gkibx from
PacerMonitor.com.
About Pars Bronx Realty
Pars Bronx Realty, LLC is a company in Fresh Meadows, N.Y., engaged
in renting and leasing real estate properties.
Pars Bronx Realty filed for bankruptcy protection under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
22-40714) on April 5, 2022, with $1 million to $10 million in both
assets and liabilities.
Judge Elizabeth S. Stong oversees the case.
Charles N. Persing, CPA serves as Subchapter V trustee and is
represented by The Law Offices of Avrum J. Rosen, PLLC.
The Law Offices of Gus Michael Farinella, PC and the Law Office of
Eric P. Mueller serve as the Debtor's bankruptcy counsel and
special counsel, respectively.
PERFORMANCE POWERSPORTS: $10M DIP Loan, $73M Sale Okayed
--------------------------------------------------------
Leslie A. Pappas of Law360 reports that Arizona-based dirt bike
distributor Performance Powersports Group Inc. overcame earlier
objections from a Delaware bankruptcy judge to $10 million in
debtor-in-possession financing and a $73 million asset sale to
equity owner Kinderhook Industries LLC, winning approval for both
Thursday, March 23, 2023.
The Debtors won approval of the sale of substantially all assets to
CPS USA Acquisition, LLC, pursuant to an Amended and Restated Asset
Purchase Agreement, dated as of Feb. 24, 2023. The aggregate
consideration payable by the Buyer for the sale and transfer of the
Purchased Assets by the Sellers shall be composed of:
(a) a credit bid of the outstanding obligations under the DIP
Credit Agreement pursuant to section 363(k) of the Bankruptcy Code
in the amount of $10,000,000, it being understood that any amounts
not drawn thereunder shall be drawn in full prior to, and as a
condition to, the Closing;
(b) the Litigation Trust Cash Payment;
(c) the assumption by the Buyer of the outstanding obligations
under the
Prepetition First Lien Credit Agreement;
(d) the assumption by Buyer of the Assumed Liabilities; and
(e) the Wind-Down Amount.
The Company reached a deal with Kinderhook's CPS USA Acquisition to
potentially serve as a "stalking horse" purchaser for the proposed
sale. Kinderhook also agreed to provide a DIP Facility -- in the
form of a $10 million second lien junior financing facility -- that
will address the Debtors' immediate need for liquidity and prevent
the liquidation that would otherwise occur absent such financing.
About Performance Powersports
Performance Powersports Group Investor, LLC --
https://colemanpowersportsusa.com/ -- is a leading producer of
entry-level powersports equipment sold through "Big Box" retailers.
Performance Powersports is in the business of adventure, selling
dirt bikes, go-karts, ATVs, golf carts, and the like to retailers
throughout the US.
PPGI and three affiliates, including Performance Powersports Group
Holdings, Inc., sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10047) on Jan. 16,
2023.
In the petition signed by its chief financial officer, Ken Vanden
Berg, PPGI disclosed $100 million to $500 million in both assets
and liabilities. The petition states that funds will be available
to unsecured creditors.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Klehr Harrison Harvey Branzburg LLP as legal
counsel and Omni Agent Solutions as claims, noticing and
administrative agent. Triple P RTS, LLC and Triple P Securities,
LLC, wholly owned firms by Portage Point Partners, LLC, are the
Debtors' restructuring advisor and investment banker,
respectively.
On Jan. 30, 2023, the U.S. Trustee for Region 3 appointed an
official committee to represent unsecured creditors in the Debtors'
Chapter 11 cases. The committee is represented by Cole Schotz P.C.
Tankas Funding VI, LLC, as DIP lender, is represented by Kirkland &
Ellis LLP.
PG&E CORP: Investors Sue Officers, Directors Over Stock Decline
---------------------------------------------------------------
Martina Barash of Bloomberg Law reports that the investors of PG&E
Corp. sue corporate leaders over stock drop after camp fire.
PG&E Corp. officers and directors allegedly misrepresented the
utility's vegetation-clearing efforts and other fire-safety
measures in the months preceding the massive 2018 Camp Fire in
California, according to a new lawsuit.
Orbis Capital Ltd. and more than a dozen related funds say they
lost hundreds of millions of dollars in PG&E's slide toward
bankruptcy after the fire. They sued Tuesday, March 21, 2023, in
the US District Court for the Northern District of California.
The lawsuit is separate from a proposed investor class action that
was paused in September 2022 pending resolution of bankruptcy
proceedings involving PG&E.
About PG&E Corporation
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, faced extraordinary challenges relating to a
series of catastrophic wildfires that occurred in Northern
California in 2017 and 2018. The utility faced an estimated $30
billion in potential liability damages from California's deadliest
wildfires of 2017 and 2018.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). As of Sept.
30, 2018, the Debtors, on a consolidated basis, had reported $71.4
billion in assets on a book value basis and $51.7 billion in
liabilities on a book value basis.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP served
as PG&E's legal counsel, Lazard as its investment banker and
AlixPartners, LLP as the restructuring advisor to PG&E. Prime Clerk
LLC served as the claims and noticing agent.
PG&E has appointed James A. Mesterharm, a managing director at
AlixPartners, LLP, and an authorized representative of AP Services,
LLC, to serve as Chief Restructuring Officer. In addition, PG&E
appointed John Boken also a Managing Director at AlixPartners and
an authorized representative of APS, to serve as Deputy Chief
Restructuring Officer.
Morrison & Foerster LLP served as the Debtors' special regulatory
counsel. Munger Tolles & Olson LLP also served as special counsel.
The Office of the U.S. Trustee appointed an official committee of
creditors on Feb. 12, 2019. The Committee retained Milbank LLP as
counsel; FTI Consulting, Inc., as financial advisor; Centerview
Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
* * *
PG&E Corporation and Pacific Gas and Electric Company announced
July 1, 2020, their emergence from Chapter 11, successfully
completing the restructuring process and implementing PG&E's Plan
of Reorganization that the Bankruptcy Court confirmed on June 20,
2020.
For the benefit of fire victims, the Plan provided for a Fire
Victim Trust, which was funded with an oft-stated value of $13.5
billion, to be half in cash and half in new company PG&E common
stock. The $6.75 billion in cash was paid. With respect to the
stock consideration, 478 million shares of PG&E stock were
delivered to the Fire Victim Trust in accordance with an agreed-to
formula under the Plan.
PHASE ONE SERVICES: Court OKs Final Cash Collateral Access
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Phase One Services LLC to use cash
collateral on a final basis in accordance with the budget, with a
10% variance.
As previously reported by the Troubled Company Reporter, a search
in the Texas Secretary of State shows that allegedly secured
positions are held by (1) First Corp Solutions (believed to be TBS
Factoring); (2) U.S. Small Business Administration; (3) Corporation
Service Company (Vehicle Lien)(Believed to be Dakota Financial),
(4) Navitas Credit (Vehicle Lien), (5) Corporation Service Company
(Unknown Creditor), (6) The LCF Group, (7) Plexe LLC, and (8)
Cashable LLC.
As adequate protection for the use of cash collateral, the parties
are granted replacement liens on all post-petition cash collateral
and post-petition acquired property to the same extent and priority
they possessed as of the Petition Date.
A further hearing on the matter is set for March 23 at 9:30 a.m.
A copy of the order is available at https://bit.ly/3FU2f2y from
PacerMonitor.com.
About Phase One Services LLC
Phase One Services LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S. D. Tex. Case No. 23-30835) on March
8, 2023. In the petition signed by Ashley Williams, president, the
Debtor disclosed up to $1 million in both assets and liabilities.
Judge Marvin Isgur oversees the case.
Robert C Lane, Esq., at The Lane Law Firm, represents the Debtor as
legal counsel.
PHUNWARE INC: Incurs $50.9 Million Net Loss in 2022
---------------------------------------------------
Phunware, Inc. announced preliminary financial results for the year
ended Dec. 31, 2022.
Phunware reported a net loss of $50.89 million on $21.79 million of
net revenues for the year ended Dec. 31, 2022, compared to a net
loss of $53.52 million on $10.64 million of net revenues for the
year ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $56.79 million in total
assets, $31.91 million in total liabilities, and $24.88 million in
total stockholders' equity.
"We are thrilled to see increased interest from our channel
partners, who we believe will be a key catalyst of accelerated
bookings of our core software solution in 2023," said Russ Buyse,
CEO of Phunware. "Our senior management team remains laser-focused
on ramping up our MaaS offering through several essential
verticals, with a key focus on hospitality and healthcare.
Additionally, we plan to further expand our hardware business,
which in the first full year under the Phunware umbrella, helped
drive total revenue up 105% in 2022. Phunware helps brands enhance
the consumer experience and we expect to further extend our
footprint in industry segments where our products increase customer
satisfaction and provide a strong ROI for our clients."
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/1665300/000162828023009067/phunwarereports2022financi.htm
About Phunware
Headquartered in Austin, Texas, Phunware, Inc. --
http://www.phunware.com-- offers a fully integrated software
platform that equips companies with the products, solutions and
services necessary to engage, manage and monetize their mobile
application portfolios globally at scale.
Phunware reported a net loss of $53.52 million for the year ended
Dec. 31, 2021, a net loss of $22.20 million for the year ended Dec.
31, 2020, a net loss of $12.87 million for the year ended Dec. 31,
2019, and a net loss of $9.80 million for the year ended Dec. 31,
2018. As of Sept. 30, 2022, the Company had $68.48 million in
total assets, $35.70 million in total liabilities, and $32.78
million in total stockholders' equity.
POLYMER EXTRUSION: Case Summary & 17 Unsecured Creditors
--------------------------------------------------------
Debtor: Polymer Extrusion Technology Incorporated
d/b/a Glasslam
1601 Blount Road
Pompano Beach, FL 33069
Business Description: The Debtor is engaged in plastic products
manufacturing.
Chapter 11 Petition Date: March 27, 2023
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 23-12348
Judge: Hon. Scott M. Grossman
Debtor's Counsel: David A. Ray, Esq.
DAVID A. RAY, P.A.
303 SW 6th Street
Fort Lauderdale, FL 33315
Tel: 954-399-0105
Email: dray@draypa.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Violet Howes as director.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 17 Unsecured Creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/C2XM6FQ/Polymer_Extrusion_Technology_Incorporated__flsbke-23-12348__0001.0.pdf?mcid=tGE4TAMA
POPULUXE LLC: Seeks to Hire Latham Luna Eden & Beaudine as Counsel
------------------------------------------------------------------
Populuxe, LLC seeks approval from the U.S. Bankruptcy Court for the
Middle District of Florida to employ Latham Luna Eden & Beaudine,
LLP as its legal counsel.
The firm's services include advising the Debtor of its rights and
duties in its Chapter 11 case; preparing pleadings, including a
plan of reorganization; and taking all other necessary actions
incident to the proper preservation and administration of the
Debtor's estate.
The firm will charge $250 to $475 per hour for attorney's services
and $105 per hour for paraprofessional services. Daniel Velasquez,
Esq., the attorney primarily working on this matter, charges $385
per hour.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Latham received an advance fee of $21,738 for pre-bankruptcy
services and expenses prior to the commencement of the bankruptcy
case and $7,582 as retainer.
Justin Luna, Esq., a partner at Latham, 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:
Daniel A. Velasquez, 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
About Populuxe LLC
Populuxe, LLC filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-00842) on March
8, 2023, with as much as $1 million in both assets and liabilities.
Aaron R. Cohen has been appointed as Subchapter V trustee.
Judge Grace E. Robson oversees the case.
The Debtor is represented by Daniel A. Velasquez, Esq., at Latham
Luna Eden & Beaudine, LLP.
PUERTO RICO: Bondholders Denied Lien on PREPA Revenue
-----------------------------------------------------
Rick Archer of Law360 reports that a New York federal judge
Wednesday, March 22, 2023, ruled that holders of $8 billion in
Puerto Rico Electric Power Authority bonds do not have a secured
claim on its future revenues as the government-owned utility
undergoes debt restructuring.
In a statement, the Financial Oversight and Management Board for
Puerto Rico saidit welcomes the decision by the U.S. District Court
for the District of Puerto Rico on the Oversight Board's challenge
to the security interest and recourse claim by holders of bonds
issued by the PREPA.
The litigation focused on whether the bondholders' claims are
limited to the money PREPA deposits in accounts established
pursuant to the trust agreement governing the issuance of the
bonds. The Court's ruling upholds the Oversight Board's position
that the bondholders' collateral security is limited to those
funds. The Oversight Board is also pleased the Court rejected the
bondholders' contention that they have a general unsecured claim
for the full amount of their principal and interest. The Court
limited their unsecured claim to future net revenues for the
remainder of the terms of the bonds.
In all, the Court's decision is a significant win for Puerto Rico
and its path to reliable electricity and economic growth.
The Oversight Board is still analyzing the decision in detail to
determine the implications of bondholder's remaining claim but will
continue to work on resolving the remaining issues of PREPA's debt
restructuring consensually.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats. The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the son
of former governor Pedro Rossello.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii)
David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's
PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the Title
III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts named U.S. District Judge Laura
Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains the case web site
https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
PUG LLC: $1.70B Bank Debt Trades at 27% Discount
------------------------------------------------
Participations in a syndicated loan under which Pug LLC is a
borrower were trading in the secondary market around 73.1
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $1.70 billion facility is a Term loan that is scheduled to
mature on February 13, 2027. About $1.65 billion of the loan is
withdrawn and outstanding.
PUG LLC provides an online marketplace for secondary tickets along
with payment support, logistics, and customer service. It acquired
the StubHub business of eBay Inc.
PUG LLC: $327.5M Bank Debt Trades at 27% Discount
-------------------------------------------------
Participations in a syndicated loan under which Pug LLC is a
borrower were trading in the secondary market around 73.3
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $327.5 million facility is a Term loan that is scheduled to
mature on February 13, 2027. About $322.6 million of the loan is
withdrawn and outstanding.
PUG LLC provides an online marketplace for secondary tickets along
with payment support, logistics, and customer service. It acquired
the StubHub business of eBay Inc.
QUALITY HEATING: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Quality Heating & Air-Conditioning Company, Inc.
31 Brookside Drive
Wilmington, DE 19804
Business Description: The Debtor provides HVAC and sheet metal
services across the Delaware, Maryland,
Pennsylvania, New Jersey and Virginia areas.
The Debtor specializes in the construction
and commercial industries.
Chapter 11 Petition Date: March 27, 2023
Court: United States Bankruptcy Court
District of Delaware
Case No.: 23-10354
Judge: Hon. Karen B. Owens
Debtor's Counsel: Ronald S. Gellert, Esq.
GELLERT SCALI BUSENKELL & BROWN, LLC
1201 N. Orange Street
Suite 300
Wilmington, DE 19801
Tel: (302) 425-5806
Email: rgellert@gsbblaw.com
Debtor's
Investment
Banker: SC&H GROUP, INC.
Debtor's
Claims/
Noticing
Agent: EPIQ CORPORATE RESTRUCTURING, LLC
Total Assets: $16,597,314
Total Liabilities: $12,658,731
The petition was signed Horace Adam Wahl, III as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ZSWCHJQ/Quality_Heating__Air-Conditioning__debke-23-10354__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Brookside $38,625
Properties LLC
31 Brookside Dr.
Wilmington, DE 19804
2. Combustion Service & Equipment $71,000
2016 Babcock Blvd
Pittsburgh, PA 15209
3. Delren HVAC, Inc. $58,846
141 Shreve Ave
Barrington, NJ 08007
4. East Coast $56,742
Fasteners Inc
1 Copper Drive
Unit 11
Wilmington, DE 19804
5. Eastern Industrial Services $273,019
196 Quigley Blvd
New Castle, DE 19720
6. F.C. Clifford, Inc. $123,645
1101 Edison Highway
Baltimore, MD 21213
7. Flash Funding, LLC Assignee For $36,500
Revolve Training
P.O. Box 224507
Dallas, TX
75222-4507
8. Fourthgen, Inc. $57,580
506 N. Ramunno Drive
Middletown, DE 19709
9. G and E Welding Supply $33,901
281 Airport Road
New Castle, DE 19720
10. Havtech $41,960
P.O. Box 37031
Baltimore, MD 21297
11. Highmark Delaware $108,293
P.O. Box 382162
Pittsburgh, PA
15251-8162
12. HMS Insurance Associates $58,192
P.O. Box 325
Cockeysville, MD 21030
13. John F. Scanlan, Inc. $337,270
1238-46 Belmont Avenue
Philadelphia, PA 19104
14. N. B. Handy $839,732
P.O. Box 11407
Dept #1653
Birmingham, AL
35246-1653
15. Phoenix Metals-Duct $136,974
1920 Portal St.
Baltimore, MD 21224
16. Production Products, Inc. $43,204
30500 Potomac Way
Charlotte Hall, MD 20622
17. Robert M. Hilberts, Inc. $173,182
1013 Conshohocken Road
P.O. Box 548
Conshohocken, PA 19428
18. Sunbelt Rentals $239,442
P.O. Box 409211
Atlanta, GA
30384-9211
19. Tradesmen International, LLC $103,212
P.O. Box 842227
Boston, MA
02284-2227
20. United Energy Products $73,375
1610 Professional Blvd
Suite K
Crofton, MD 21114
QUALITY HEATING: Seeks Cash Collateral Access
---------------------------------------------
Quality Heating and Air Conditioning Company, Inc. asks the U.S.
Bankruptcy Court for the District of Delaware for authority to use
cash collateral to fund the Debtor’s post-petition business
operations.
The Debtor in 2017 obtained a term loan and a line of credit from
Wilmington Savings Fund Society, FSB. According to the Debtor's
books and records, the outstanding secured debt on the WSFS loans
is less than $7.1 million.
Also prior to the Petition Date, the Debtor obtained a loan via the
Small Business Administration's Economic Injury Disaster Loan
program. The balance of the EIDL loan is $2 million, however under
the terms of the EIDL loan, it does not begin repayment until April
2024 and this loan is amortized and repaid over 30 years. Other
secured claims are related to certain vehicles of the Debtor's
which are in repayment and are current.
The Debtor believes that, to the extent WSFS holds valid, perfected
liens in all of the Debtor's assets, WSFS has an ample equity
cushion. The Debtor believes its property, accounts receivable, and
equipment has a value well in excess of $16.5 million. Considering
that the Debtor's books demonstrate that WSFS's debts are less than
$7.1 million, the Debtor believes that even considered
conservatively, WSFS has a significant equity cushion of at least
several million dollars with respect to any valid lien.
Further, to the extent not automatically provided by 11 U.S.C.
section 552(b)(1), the Debtor proposes to provide WSFS with
replacement liens in post-petition assets acquired using WSFS's
cash collateral to the same extent and priority as existed
pre-petition.
A copy of the motion and the budget is available at
https://bit.ly/42KuF90 from PacerMonitor.com.
The Debtor projects total operating expenses, on a weekly basis, as
follows:
$186,645 for the week starting March 27, 2023;
$453,416 for the week starting April 3, 2023;
$20,589 for the week starting April 10, 2023;
$29,885 for the week starting April 17, 2023; and
$182,473 for the week starting April 24, 2023.
About Quality Heating and Air Conditioning
Quality Heating and Air Conditioning is headquartered in Newport,
Delaware and provides HVAC and sheet metal services across the
Delaware, Maryland, Pennsylvania, New Jersey and Virginia areas.
The Debtor specializes in the construction and commercial
industries and was founded over 50 years ago. The Debtor is capable
of all phases of sheet metal work and has worked on an extensive
variety of projects including new construction, industrial,
pharmaceutical, medical, educational, remodels and design-build.
The Debtor has over 40,000 square feet of space dedicated to custom
fabrication.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 23-10354-KBO) on March 27,
2023. In the petition signed by Horace Adam Wahl, III, president,
the Debtor disclosed up to $50 million in both assets and
liabilities.
Ronald S. Gellert, Esq., at Gellert Scali Busenkell & Brown, LLC,
represents the Debtor as legal counsel.
RACKSPACE TECHNOLOGY: $2.30B Bank Debt Trades at 45% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which Rackspace
Technology Global Inc is a borrower were trading in the secondary
market around 54.9 cents-on-the-dollar during the week ended
Friday, March 24, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $2.30 billion facility is a Term loan that is scheduled to
mature on February 9, 2028. About $2.25 billion of the loan is
withdrawn and outstanding.
Rackspace Technology Global, Inc., supports and manages cloud
platforms, as well as offers managed hosting, colocation, security,
data processing, and enterprise application development.
RELMADA THERAPEUTICS: Does Not Hold Deposits at SVB
---------------------------------------------------
Relmada Therapeutics, Inc. informed its investors that it does not
hold cash deposits or securities at Silicon Valley Bank.
About Relmada Therapeutics
Relmada Therapeutics Inc. is a clinical-stage biotechnology company
focused on the development of esmethadone (d-methadone,
dextromethadone, REL-1017), an N-methyl-D-aspartate (NMDA) receptor
antagonist. Esmethadone is a new chemical entity (NCE) that
potentially addresses areas of high unmet medical need in the
treatment of central nervous system (CNS) diseases and other
disorders.
Relmada reported a net loss of $125.75 million for the year ended
Dec. 31, 2021, a net loss of $59.45 million for the year ended Dec.
31, 2020, and a net loss of $15 million for the year ended Dec. 31,
2019. As of Sept. 30, 2022, the Company had $187.12 million in
total assets, $20.78 million in total current liabilities, and
$166.34 million in total stockholders' equity.
* * *
This concludes the Troubled Company Reporter's coverage of Relmada
until facts and circumstances, if any, emerge that demonstrate
financial or operational strain or difficulty at a level sufficient
to warrant renewed coverage.
RELMADA THERAPEUTICS: Incurs $157 Million Net Loss in 2022
----------------------------------------------------------
Relmada Therapeutics, Inc. has filed with the Securities and
Exchange Commission its Annual Report on Form 10-K disclosing
a net loss of $157.04 million for the year ended Dec. 31, 2022,
compared to a net loss of $125.75 million for the year ended
Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $152.90 million in total
assets, $12.47 million in total liabilities, and $140.44 million in
total stockholders' equity.
As of Dec. 31, 2022, the Company had cash, cash equivalents, and
short-term investments of approximately $148.3 million, compared to
cash, cash equivalents, and short-term investments of approximately
$211.9 million at Dec. 31, 2021.
Fourth Quarter 2022 Financial Results
* Research and development expense for the three months ended
Dec. 31, 2022, totaled $26.9 million, compared to $25.3 million for
the three months ended Dec. 31, 2021. The increase was primarily
driven by an increase in stock-based compensation costs.
* General and administrative expense for the three months ended
Dec. 31, 2022, totaled $11.8 million compared to $8.9 million for
the three months ended Dec. 31, 2021, an increase of approximately
$2.9 million. The increase was primarily driven by an increase in
stock-based compensation costs.
* The net loss for the three months ended Dec. 31, 2022, was
$37.9 million, or $1.28 per diluted share, compared with a net loss
of $34.4 million, or $1.80 per diluted share, for the three months
ended Dec. 31, 2021.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001553643/000121390023022463/f10k2022_relmadatherap.htm
About Relmada Therapeutics
Relmada Therapeutics Inc. is a clinical-stage biotechnology company
focused on the development of esmethadone (d-methadone,
dextromethadone, REL-1017), an N-methyl-D-aspartate (NMDA) receptor
antagonist. Esmethadone is a new chemical entity (NCE) that
potentially addresses areas of high unmet medical need in the
treatment of central nervous system (CNS) diseases and other
disorders.
Relmada reported a net loss of $125.75 million for the year ended
Dec. 31, 2021, a net loss of $59.45 million for the year ended Dec.
31, 2020, and a net loss of $15 million for the year ended Dec. 31,
2019. As of Sept. 30, 2022, the Company had $187.12 million in
total assets, $20.78 million in total current liabilities, and
$166.34 million in total stockholders' equity.
* * *
This concludes the Troubled Company Reporter's coverage of Relmada
until facts and circumstances, if any, emerge that demonstrate
financial or operational strain or difficulty at a level sufficient
to warrant renewed coverage.
RIOME PLUMBING: May 11 Plan Confirmation Hearing Set
----------------------------------------------------
On Feb. 14, 2023, Riome Plumbing & Mechanical LLC filed with the
U.S. Bankruptcy Court for the District of New Jersey a Disclosure
Statement referring to Chapter 11 Plan.
On March 23, 2023, Judge Andrew B. Altenburg, Jr. approved the
Disclosure Statement and ordered that:
* May 11, 2023 at 10 am is fixed as the date and time for the
hearing on confirmation of the plan.
* Written acceptances, rejections or objections to the plan
shall be filed not less than 7 days before the hearing on
confirmation of the plan.
A copy of the order dated March 23, 2023 is available at
https://bit.ly/40Zmvbt from PacerMonitor.com at no charge.
Attorneys for the Debtor:
David A. Kasen, Esq.
KASEN & KASEN, P.C.
Society Hill Office Park, Suite #3
1874 E. Marlton Pike
Cherry Hill, NJ 08034
Tel: (856) 424-4144
Fax: (856) 424-7565
E-mail: dkasen@kasenlaw.com
About Riome Plumbing
Riome Plumbing & Mechanical LLC is Categorized under Plumbers and
Plumbing Contractors.
Riome Plumbing & Mechanical LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 22-14859) on
June 14, 2022. In the petition filed by Tyrone Pitts, as managing
member, the Debtor reports estimated assets and liabilities between
$500,000 and $1 million. David A. Kasen, of Kasen & Kasen PC, is
the Debtor's counsel.
SC SJ HOLDINGS: Denial of Motion for Relief From Plan Affirmed
--------------------------------------------------------------
Judge Maryellen Noreika of the U.S. District Court for the District
of Delaware affirms the Bankruptcy Court's Order denying Motion to
Relieve Reorganized Debtors from certain aspects of the Confirmed
Third Amended Joint Chapter 11 Plan as to Pillsbury Winthrop Shaw
Pittman LLP.
In this appeal, the Reorganized Debtors SC SJ Holdings, et al. seek
relief from certain releases contained in their confirmed plan,
solely as those releases pertain to their bankruptcy counsel,
Pillsbury Winthrop Shaw Pittman LLP, under theory that the plan
contains prospective malpractice releases obtained without the
Debtors' informed consent in violation of Pillsbury's ethical
obligations under Rule of Professional Conduct.
On May 12, 2022, the Bankruptcy Court entered an order denying
Reorganized Debtors' Motion for Relief. The Bankruptcy Court
determined that Debtors' request for "relief" from the Plan really
sought modification of the Plan or revocation of the Confirmation
Order, which could be accomplished only under Bankruptcy Code
Sections 1127 or 1444. The Bankruptcy Court concluded that Debtors
did not satisfy the requirements for relief under either of those
provisions. The Bankruptcy Court further explained that, under
"Section 1127(b), a movant may seek plan modification only before a
plan's substantial consummation" -- the Debtors did not seek relief
here until well after the Plan was confirmed and substantially
consummated. The Bankruptcy Court found that the Debtors also could
not seek revocation of the Confirmation Order under Section 1144
because they undisputedly filed their motion outside of Section
1144's 180-day post-confirmation deadline -- a deadline that "is
strictly enforced and may not be extended" for any reason.
Moreover, the Bankruptcy Court rejected the Debtors' argument that
a purported breach of ethical obligations by Pillsbury allowed for
an exception to Section 1144's plain-text requirements. In
addition, the Bankruptcy Court ruled that the limitations on relief
set forth in Sections 1127 and 1144 cannot be circumvented by means
of a motion for relief under FRBP 9024.
As an initial matter, the Debtors' motion candidly and repeatedly
urges the Bankruptcy Court to "modify the Plan so as to permit the
Debtors to pursue malpractice claims against Pillsbury." Without
that modification, as the Debtors have acknowledged, the release
provisions bar the malpractice claims against Pillsbury that the
Debtors wish to assert.
The parties do not dispute that the Debtors' motion for relief was
filed after the Plan had been substantially consummated. The Plan
was substantially consummated, and became effective, on Nov. 8,
2021. The Debtors did not file their motion in the Bankruptcy Court
until Feb. 28, 2022 -- nearly four months after substantial
consummation.
On appeal, the Debtors argue that the Bankruptcy Court erred in
determining that Section 1127(b) applies to their motion and that
it bars relief from the Plan's release provisions. Section 1127(b)
states, in relevant part, that "the proponent of a plan or the
reorganized debtor may modify such plan at any time after
confirmation of such plan and before substantial consummation of
such plan."
The Court finds no error in the Bankruptcy Court's holdings,
including that Debtors' motion for relief sought a modification of
the Plan within the meaning of Section 1127 of the Bankruptcy Code,
that any such modification is barred after substantial
consummation, that the Debtors cannot circumvent the time limits
imposed by Sections 1127 and 1144 by relying on FRCP 60/FRBP 9024,
and that those statutes contain no exceptions for purported ethical
violations.
The Court points out that "the fact that they wish to modify the
release provisions to carve out only one particular group of
attorneys, while leaving those provisions in place as to all other
attorneys, other professionals, and principals, does not take
Debtors' requested relief outside of the scope of Section 1127(b)."
The Court rejects the Debtors' suggestion that the Plan's release
provisions as they relate to Pillsbury are unusually broad or
ethically improper. The Court explains that "A chapter 11 plan of
reorganization is not a bilateral agreement between lawyer and
client. It is negotiated among a number of parties, subject to a
court-approved disclosure statement that is noticed for creditor
vote and stakeholder objection, and it is reviewed and approved by
a bankruptcy court. The Bankruptcy Court correctly did the same."
The appealed case captioned as IN RE SC SJ HOLDINGS, LLC, et al.,
Chapter 11, Reorganized Debtors. SC SJ HOLDINGS, LLC, et al.,
Appellants, v. PILLSBURY WINTHROP SHAW PITTMAN LLP, Appellee, Case
No. 21-10549 (JTD), (Jointly Administered), C.A. No. 22-689 (MN),
(D. Del.).
A full-text copy of the Memorandum Opinion dated March 22, 2023, is
available at https://tinyurl.com/42fw8hx2 from Leagle.com.
About SC SJ Holdings and FMT SJ
San Ramon, California-based Eagle Canyon Management's SC SJ
Holdings LLC owns The Fairmont San Jose, an 805-room luxury hotel
located at 170 South Market St., San Jose, Calif. The hotel is
near many of the largest Fortune 1000 corporations and is a popular
location for conferences and conventions, particularly in the
technology industry.
On March 5, 2021, SC SJ Holdings' affiliate, FMT SJ LLC, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10521). On March 10, 2021, SC SJ
Holdings sought Chapter 11 protection (Bankr. D. Del. Case No.
21-10549). The cases are jointly administered under Case No.
21-10549.
At the time of the filing, SC SJ Holdings disclosed assets of
between $100 million and $500 million and liabilities of the same
range. FMT SJ estimated assets of between $500,000 and $1 million
and liabilities of between $100 million and $500 million.
Judge John T. Dorsey is assigned to the case.
The Debtors tapped Pillsbury Winthrop Shaw Pittman, LLP, as their
bankruptcy counsel, Cole Schotz P.C. as local counsel, and Verity
LLC as financial advisor. Stretto is the claims agent and
administrative advisor.
SCHAFFNER PUBLICATIONS: Seeks Cash Collateral Accesss
-----------------------------------------------------
Schaffner Publications Inc. asks the U.S. Bankruptcy Court for the
Northern District of Ohio for authority to use cash collateral in
accordance with the budget, with a 20% variance and provide
adequate protection.
The Debtor requires the use of cash collateral to continue its
business operations.
Prior to the commencement of the case, the Debtor entered into a
loan agreement with Croghan Colonial Bank. This loan was taken on
or around June 16, 2017. The Croghan Loan was in the principal
amount of $25,000. The Croghan Loan is guaranteed by the Debtor's
owners John and Mary Schaffner.
The Croghan Loan does not have a stated maturity date but is due
upon the demand of Croghan. Presently, there is due and owing on
the Croghan Loan, more or less the sum of $23,569. Under the
Croghan Loan, the Debtor is required to pay to Croghan interest
only which totals more or less $188 per month. At the commencement
of the case, the Debtor was current under the Croghan Loan on the
Croghan Payment.
To secure its obligation under the Croghan Loan, the Debtor granted
to Croghan a security interest in substantially all of its personal
property including the Debtor's accounts and other rights to
payment which the Debtor believes may constitute cash collateral
within the meaning of 11 U.S.C. section 363(a).
A financing statement, regarding the Croghan's security interest in
the Debtor's personal property, was filed with the Ohio Secretary
of State on June 19, 2017, and is designated document number
OH00212384331.
In addition, the Debtor is indebted to the United States Small
Business Administration. The indebtedness to the SBA is based upon
a loan made to the Debtor on or around June 24, 2020. The SBA Loan
was in the principal amount of $150,000. The SBA Loan is guaranteed
by Mr. and Mrs. Schaffner.
The SBA Loan matures on or around June 23, 2050. Presently, there
is due and owing on the SBA Loan, more or less the sum of $150,000.
Under the SBA Loan, the Debtor is required to pay to the SBA the
sum of $731 per month. Prior to the commencement of the case, the
SBA Loan was in default based upon the Debtor not having made its
contractually due SBA Payment.
To secure its obligation under the SBA Loan, the Debtor, on June
24, 2020, granted to the SBA a security interest in substantially
all of its personal property including the Debtor's accounts and
other rights to payment which the Debtor believes may constitute
cash collateral within the meaning of 11 U.S.C. section 363(a). A
financing statement, regarding the SBA's security interest in the
Debtor's personal property, was filed with the Ohio Secretary of
State on July 4, 2020, and is designated document number
OH00243205067.
In addition, the Debtor is indebted to Ogden News Publishing of
Ohio, Inc. The indebtedness to Ogden is based upon a loan made to
the Debtor on June 28, 2022. The Ogden Loan was in the principal
amount of $55,903. The Ogden Loan is guaranteed by Mr. Schaffner.
The Ogden Loan does not have a stated maturity date, but the Debtor
is required to make monthly payments to Ogden on the Ogden Loan in
the sum of $2,500 per month until the Ogden Loan is paid in full.
At the commencement of the case, the Debtor was current under the
Ogden Loan on the Ogden Payment.
In addition to the above interests, the Debtor believes these
parties may claim an interest in the Debtor's accounts and other
rights to payment which the Debtor believes may constitute cash
collateral within the meaning of 11 U.S.C. section 363(a):
Creditor Estimated Claim
-------- ---------------
OnDeck $89,000
Kalamata $29,682
Rapid Finance $60,683
As to Croghan, the Debtor proposes the following adequate
protection as and for its use of Croghan's cash collateral:
(a) The Debtor will continue to make to Croghan the Croghan
Payment in the monthly amount of $188, or such other amount as
required under the Croghan Loan Documents.
(b) In addition to any security interests preserved by section
552(b) of the Bankruptcy Code and, to the extent the stay or the
Debtor's use, sale, or lease of Croghan's collateral results in a
decrease in the value of Croghan's interest in its collateral,
Croghan will be granted a post-petition perfected security interest
under section 361(2) of the Bankruptcy Code to the same extent and
with the same priority as Croghan held on a prepetition basis in
the Debtor's property.
As to the SBA, the Debtor proposes the following adequate
protection as and for its use of the SBA's cash collateral:
(a) The Debtor will continue to make to the SBA the SBA
Payment in the monthly amount of $448.
(b) In addition to any security interests preserved by section
552(b) and, to the extent the stay or the Debtor's use, sale, or
lease of the SBA's collateral results in a decrease in the value of
the SBA's interest in its Collateral, the SBA will be granted a
post-petition perfected security interest under section 361(2) to
the same extent and with the same priority as the SBA held on a
prepetition basis in the Debtor's property.
As to Ogden, the Debtor proposes the following adequate protection
as and for its use of Ogden's cash collateral:
(a) The Debtor will continue to make to Ogden the Ogden
Payment in the monthly amount of $2,500, or such other amount as
required under the Ogden Loan Documents.
(b) In addition to any security interests preserved by Section
552(b) and, to the extent the stay or the Debtor's use, sale, or
lease of Ogden collateral results in a decrease in the value of
Ogden's interest in its Collateral, Ogden will be granted a
post-petition perfected security interest under section 361(2) to
the same extent and with the same priority as Ogden held on a
prepetition basis in the Debtor's property.
OnDeck, Kalamata and Rapid Finance will be granted a postpetition
perfected security interest under section 361(2) to the same extent
and with the same priority as such creditors held on a prepetition
basis in the Debtor's property.
About Schaffner Publications Inc.
Schaffner Publications Inc. is the publisher of a local newspaper,
The Beacon. The Beacon began publishing in February of 1983.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ohio Case No. 23-30489) on March 27,
2023. In the petition signed by John Schaffner, president, the
Debtor disclosed up to $10 million in assets and up to $500 in
liabilities.
Eric Neuman, Esq., at Diller and Rice, LLC, represents the Debtor
as legal counsel.
SEA WEST: Owners of 2 Fishing Vessels in Chapter 11
---------------------------------------------------
Sea West Inc. filed for chapter 11 protection in the District of
Alaska.
The Debtors are two affiliates that each own and operate a fishing
vessel. Sea West operates the fishing vessel Northern Dawn and
Miss Brenda operates the fishing vessel Miss Brenda.
While separate legal entities, the Debtors have historically
operated as a single enterprise, which includes common usage of
debt and banking accounts. Jack Berntsen is the single member of
each of the Debtors.
The vessels are currently moored in Sand Point, Alaska. The vessels
most recently fished the January 2023 tanner crab season and will
next fish in June 2023.
The Debtors do not anticipate immediate motions for the use of cash
collateral, the payment of wages, etc., as the Debtors either will
not need relief on those matters at all or, if relief is needed, it
will be in advance of the June fishing season. Each Debtor is
solvent and each Debtor anticipates paying its creditors in full.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
April 20, 2023 at 11:00 a.m.
About Sea West Inc.
Miss Brenda LLC and Sea West Inc. filed petitions for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Alaska
Case No. 23-00041 and 23-00042) on March 16, 2023.
In the petition filed by Jack D. Berntsen, as president, Miss
Brenda disclosed $1,530,827 in assets against $626,934 in
liabilities. Sea West reported total assets of $1,200,000 and
total liabilities of $921,679.
The Debtors are represented by:
Thomas A. Buford, III, Esq.
Bush Kornfeld LLP
800 E Wishkah St. #115
Aberdeen, WA 98520
SILICON VALLEY BANK: Auction Must Be Probed, Says Sen. Hagerty
--------------------------------------------------------------
Katanga Johnson of Bloomberg Law reports that GOP Senator Bill
Hagerty said that the auction of Silicon Valley Bank must be
probed.
US Senator Bill Hagerty pressed a watchdog to investigate a top
banking regulator's attempts to find a buyer for failed lender
Silicon Valley Bank.
Hagerty, a Republican member of the powerful Senate Banking
committee, says he's concerned that the Federal Deposit Insurance
Corp. might have "intentionally frustrated available methods" of
resolving the bank in a way that would lower taxpayer costs. He
sent the letter to the agency's inspector general on Thursday,
March 16, 2023.
About Silicon Valley Bank
Silicon Valley Bank was the nation's 16th largest bank and the
biggest to fail since the 2008 financial meltdown.
During the week of March 6, 2023, Silicon Valley Bank, Santa Clara,
CA, experienced a severe "run-on-the-bank." On the morning of
March 10, 2023, the California Department of Financial Protection
and Innovation seized SVB and placed it under the receivership of
the Federal Deposit Insurance Corporation (FDIC).
The FDIC on March 13, 2023, disclosed that it transferred all
deposits -- both insured and uninsured -- and substantially all
assets of the former Silicon Valley Bank of Santa Clara,
California, to a newly created, full-service FDIC-operated "bridge
bank" in an action designed to protect all depositors of Silicon
Valley Bank.
SVB Financial Group is a financial services company focusing on the
innovation economy, offering financial products and services to
clients across the United States and in key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state-chartered bank.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Hon. Martin
Glenn is the bankruptcy judge. The Debtor had assets of
$19,679,000,000 and liabilities of $3,675,000,000 as of Dec. 31,
2022.
Centerview Partners LLC is proposed financial advisor, Sullivan &
Cromwell LLP proposed legal counsel and Alvarez & Marsal proposed
restructuring advisor to SVB Financial Group as
debtor-in-possession. Kroll is the claims agent.
SILICON VALLEY BANK: First Citizens Acquires Bridge Bank
--------------------------------------------------------
First-Citizens Bank & Trust Company, a subsidiary of
Raleigh-headquartered First Citizens BancShares, Inc. ("First
Citizens") (Nasdaq: FCNCA), on March 27 disclosed that it has
entered into an agreement with the Federal Deposit Insurance
Corporation (FDIC) to purchase out of FDIC receivership
substantially all loans and certain other assets, and assume all
customer deposits and certain other liabilities of Silicon Valley
Bridge Bank, N.A. The transaction is structured as a whole bank
purchase with loss share coverage. First Citizens was selected to
complete this transaction through a competitive bidding process.
Frank B. Holding, Jr., chairman and CEO of First Citizens, said:
"First Citizens has a reputation for financial strength,
exceptional customer service and prudent lending that spans 125
years. We have partnered with the FDIC to successfully complete
more FDIC-assisted transactions since 2009 than any other bank, and
we appreciate the confidence the FDIC has placed in us once again.
We look forward to building relationships with our new customers
and positioning our company for continued success as we affirm our
commitment to support the integrity of our nation's banking
system."
As part of the agreement, First Citizens Bank will assume Silicon
Valley Bridge Bank, N.A. assets of $110 billion, deposits of $56
billion and loans of $72 billion, based on latest information
provided by the FDIC. First Citizens Bank will additionally receive
an available line of credit from the FDIC for contingent liquidity
purposes. In addition, First Citizens Bank has entered into a loss
share agreement with the FDIC to provide further downside
protection against potential credit losses. First Citizens Bank
will not acquire any of the assets, common stock, preferred stock,
debt or assume any other obligations of SVB Financial Group, the
former holding company of Silicon Valley Bank ("SVB").
On March 27, 2023, the 17 legacy Silicon Valley Bridge Bank, N.A.
branches will begin operating as Silicon Valley Bank, a division of
First Citizens Bank.
There will be no immediate change to customers' current accounts,
and they will be able to continue to access their accounts as they
do today — through their current websites, mobile apps and branch
locations. They can continue to use their checks and cards and will
still have ATM and online access to their accounts. Loan customers
should continue making loan payments as usual. Customers will be
notified of any future account changes in advance.
"First Citizens has a proud history of growing organically and
through strategic acquisitions that build our core capabilities in
a careful and deliberate manner," said Holding. "This transaction
leverages our solid foundation to add significant scale, geographic
diversity, compelling digital capabilities and most importantly,
meaningful solutions for customers throughout their lifecycle.
Specifically, we are committed to building on and preserving the
strong relationships that legacy SVB's Global Fund Banking business
has with private equity and venture capital firms. This transaction
also will accelerate our expansion in California and introduce
wealth capabilities in the Northeast. SVB's Private Wealth business
is a natural fit for our high-touch and sophisticated level of
high-net-worth customer service and approach."
The California Department of Financial Protection and Innovation
closed SVB of Santa Clara, Calif., on March 10, 2023, and appointed
the FDIC as receiver. Afterward, the FDIC transferred all the
deposits of the former Silicon Valley Bank to Silicon Valley Bridge
Bank, N.A., operated by the FDIC.
BofA Securities, Inc. is serving as exclusive financial advisor to
First Citizens and Smith, Anderson, Blount, Dorsett, Mitchell &
Jernigan, LLP acted as legal advisor.
About First Citizens
First Citizens Bank -- http://www.firstcitizens.com-- helps
personal, business, commercial and wealth clients build financial
strength that lasts. Founded in 1898 and headquartered in Raleigh,
N.C., First Citizens provides a unique legacy of strength,
stability and long-term thinking that has spanned generations.
First Citizens offers an array of general banking services
including a network of more than 550 branches and offices in 23
states; commercial banking expertise delivering best-in-class
lending, leasing and other financial services coast to coast; and a
nationwide direct bank. Parent company First Citizens BancShares,
Inc. (NASDAQ: FCNCA) is a top 20 U.S. financial institution with
more than $219 billion in assets. First Citizens Bank, Member FDIC.
In 2023, the bank is celebrating the 125th anniversary of its
founding.
About Silicon Valley Bank
SVB Financial Group is a financial services company focusing on the
innovation economy, offering financial products and services to
clients across the United States and in key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state-chartered bank. During the week of
March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a
severe "run-on-the-bank." On the morning of March 10, 2023, the
California Department of Financial Protection and Innovation seized
SVB and placed it under the receivership of the Federal Deposit
Insurance Corporation (FDIC). SVB was the nation's 16th largest
bank and the biggest to fail since the 2008 financial meltdown.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Hon. Martin
Glenn is the bankruptcy judge.
The Debtor had assets of $19,679,000,000 and liabilities of
$3,675,000,000 as of Dec. 31, 2022.
Centerview Partners LLC is proposed financial advisor, Sullivan &
Cromwell LLP proposed legal counsel and Alvarez & Marsal proposed
restructuring advisor to SVB Financial Group as
debtor-in-possession. Kroll is the claims agent.
SLT LENDING: Move to Dismiss Spears' ADA Claims Granted
-------------------------------------------------------
In the case captioned as HEATHER SPEARS, Plaintiff, v. SLT LENDING
SPV, INC. D/B/A SUR LA TABLE, Defendant, Case No.
1:21-cv-02934-TWP-MJD, (S.D. Ind.), Chief District Judge Tanya
Walton Pratt for the Southern District of Indiana grants the Motion
to Dismiss filed by Defendant SLT Lending SPV, Inc.
Heather Spears is a wheelchair bound individual. In January 2020,
Spears began experiencing discrimination based on her disability
while employed at Sur La Table Inc.'s call center in Brownsburg,
Indiana. Specifically, Spears requested a workstation that would
allow her to pull her wheelchair up to it and an assistive software
to help her enter data into the computers, but Sur La Table advised
her that there were no available workstations and refused to
provide her with any voice dictation or voice control software.
In July 2020, Sur La Table filed1 for Chapter 11 bankruptcy. SLT
Lending and Marquee Brands LLC, obtained certain assets from the
bankruptcy case. According to the Asset Purchase Agreement, SLT
Lending and Marquee obtained the assets "free and clear with
respect to all. . . suits of any type, whether now known or
unknown, whenever incurred or filed, which have occurred of which
arise from work-related injuries,. . . acts of discrimination, or
other incidents, acts, or injuries" prior to the closing date of
the bankruptcy sale.
SLT Lending acquired the Site where Spears worked. After acquiring
the Site, SLT Lending "extended offers of employment to all (or
very nearly all) of Spears' co-workers within her area" except for
Spears.
In her Second Amended Complaint, Spears alleges that SLT Lending
discriminated against her in violation of the Americans with
Disabilities Act. Specifically, she alleges that SLT Lending
refused to hire her because of her disability.
In the Motion to Dismiss, SLT Lending argues that the Second
Amended Complaint does not plausibly state a claim under a failure
to hire theory because Spears never applied for a job with SLT
Lending nor has she alleged any discriminatory policies on the part
of SLT Lending deterred her from doing so. SLT Lending contends
that its "status as a named defendant in this case represents
nothing more than a meritless attempt by Spears to avoid the
undisputed fact that her claims against Sur La Table were
discharged during that company's bankruptcy," and the claim against
it is not viable.
Since the Second Amended Complaint provides no details about
Spears' desired position with SLT Lending, much less any
allegations about her experience or qualifications to perform the
functions of that position, her ADA claim fails. The Court explains
that "Someone who has not applied for a position (or who by law
fails to qualify for it) can hardly maintain that she was not hired
because of a discriminatory purpose -- at least on this pleading.
Lastly, Spears has not alleged that SLT Lending hired someone
outside the protected class or kept a particular position open. . .
Spears' claim must be plausible rather than merely conceivable or
speculative." Drawing all reasonable inferences in favor of Spears,
the Court cannot find that she has put forth sufficient facts to
plead a viable ADA claim under the failure to hire theory against
SLT Lending. Therefore, the Court concludes that the Second Amended
Complaint should be dismissed.
SLT Lending suggests that the Second Amended Complaint should be
dismissed with prejudice. Spears has amended her Complaint twice.
The Court concludes that dismissal with prejudice is appropriate
because the Court does not envision a possibility of successful
amendment and, furthermore, Spears has had multiple opportunities
to plead a viable claim for failure to hire and has been unable to
do so.
A full-text copy of the Order dated March 22, 2023, is available at
https://tinyurl.com/2vn28vss from Leagle.com.
About Sur La Table Inc.
Sur La Table, Inc. -- https://www.surlatable.com/ -- is a privately
held retail company that sells kitchenware products, including
cookware, bakeware, kitchen tools, knives, small appliances, dining
and home products, coffee and tea, food, and outdoor cookware.
SLT Holdco, Inc. and affiliate, Sur La Table, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Tex.
Lead Case No. 20-18368) on July 8, 2020. The petition was signed by
Jason Goldberger, chief executive officer.
At the time of the filing, SLT Holdco was estimated to have assets
and liabilities of between $10 million to $50 million. Sur La Table
was estimated to have assets and liabilities of between $100
million to $500 million.
Michael D. Sirota, Esq., Warren A. Usatine, Esq., David M. Bass,
Esq., Jacob S. Frumkin, Esq. of Cole Schotz P.C., serve as counsel
to the Debtors. SOLIC Capital is the Debtors' financial advisor
and investment banker. A&G Realty Partners LLC acts as the Debtors'
real estate advisor. Great American Group, LLC, and Tiger Capital
are the Debtors' sales consultant. Omni Agent Solutions is the
Debtors' claims and noticing agent.
SORRENTO THERAPEUTICS: Opposes Bid to Appoint Equity Committee
--------------------------------------------------------------
Sorrento Therapeutics, Inc. and Scintilla Pharmaceuticals, Inc.
have urged the U.S. Bankruptcy Court for the Southern District of
Texas to deny the motion filed by investors to appoint an official
committee that will represent public equity security holders in the
companies' Chapter 11 cases.
Eagle Rock and several other investors asked the court earlier this
month to direct the U.S. Trustee for Region 7 to appoint an equity
committee, saying both companies were solvent at the time they
filed for Chapter 11 protection.
"An equity committee is unnecessary and would add material costs
without material value to the [companies'] estates," said Kristhy
Peguero, Esq., one of the attorneys at Jackson Walker, LLP
representing the companies.
The attorney said both companies are working under a tight budget
and cannot afford further costly distractions.
Moreover, the appointment of an equity committee is not needed for
negotiations of a bankruptcy plan since the companies and their
chief restructuring officer have duties to all stakeholders,
including shareholders, Ms. Peguero said, adding that the
investors' attorneys have shown that they are prepared to actively
participate in the bankruptcy cases and ably represent the
investors' interests.
The official committee of unsecured creditors echoed the companies'
arguments, saying the added drain on liquidity would shorten the
time available to identify and implement a restructuring solution.
"These cases are operating on a tight budget drawn from expensive
debtor-in-possession financing and already have two independent
fiduciaries working to identify a path to exit that maximizes value
for all stakeholders entitled to share in that value," the
committee said. "Under these circumstances, another estate-funded
committee will not contribute anything additional to the
[companies'] reorganization process that merits the increased
cost."
About Sorrento Therapeutics
Sorrento Therapeutics, Inc. (OTC: SRNEQ --
http://www.sorrentotherapeutics.com/-- is a clinical and
commercial stage biopharmaceutical company developing new therapies
to treat cancer, pain (non-opioid treatments), autoimmune disease
and COVID-19. Sorrento's multimodal, multipronged approach to
fighting cancer is made possible by its extensive immuno-oncology
platforms, including key assets such as next-generation tyrosine
kinase inhibitors ("TKIs"), fully human antibodies ("G-MAB(TM)
library"), immuno-cellular therapies ("DAR-T(TM)"), antibody-drug
conjugates ("ADCs"), and oncolytic virus ("Seprehvec(TM)").
Sorrento is also developing potential antiviral therapies and
vaccines against coronaviruses, including STI-1558, COVISHIELD(TM)
and COVIDROPS(TM), COVI-MSCTM; and diagnostic test solutions,
including COVIMARK(TM).
Sorrento Therapeutics, Inc., and Scintilla Pharmaceuticals, Inc.,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No.
23-90085) on Feb. 13, 2023. Sorrento disclosed assets in excess of
$1 billion and liabilities of about $235 million as of Feb. 10,
2023.
Judge David R. Jones oversees the cases.
Jackson Walker LLP and Latham & Watkins LLP are serving as legal
counsel to Sorrento. M3 Partners is serving as restructuring
advisor. Stretto Inc. is the claims agent.
On Feb. 28, 2023, the U.S. Trustee for Region 7 appointed an
official committee to represent unsecured creditors in the Debtors'
Chapter 11 cases. The committee is represented by the law firms of
Norton Rose Fulbright US, LLP and Milbank, LLP.
SOURCEWATER INC: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas in
Houston authorized Sourcewater, Inc., d/b/a Sourcenergy to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance, through April 19, 2023.
As previously reported by the Troubled Company Reporter, there is
one UCC-1 filing in Texas, which collateralizes the Debtor's cash
for the Small Business Administration. The Debtor is also aware of
two UCC-1 filings in Delaware: (1) a financing statement filed by
Energy Debt Holdings LLC; and (2) a financing statement filed by
Joshua Adler, the Debtor's principal. The SBA's interests are
senior to those of Energy Debt Holdings LLC and Joshua A. Adler.
EDH's attempts to enforce its maturity default caused the
bankruptcy filing. Mr. Adler is the Debtor's principal and founder.
His security interest is subordinate to that of EDH and the SBA.
The Court said as adequate protection for the use of cash
collateral, the SBA, EDH and Adler are each granted replacement
liens on all post-petition cash collateral and post-petition
acquired property to the same extent and priority they possessed as
of the Petition Date.
A final hearing on the matter is set for April 20 at 10:30 a.m.
A copy of the order is available at https://bit.ly/42DPGSN from
PacerMonitor.com.
About Sourcewater, Inc.
Sourcewater, Inc. gathers, analyzes and visualizes surface and
subsurface energy and water activity. The Debtor sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S. D. Tex.
Case No. 23-30960) on March 17, 2023. In the petition signed by
Joshua A. Adler, as chief executive officer, the Debtor disclosed
up to $1 million in assets and up to $10 million in liabilities.
Judge Jeffrey P. Norman oversees the case.
Jarrod B. Martin, Esq., at Chamberlain, Hrdlicka, White, Williams,
& Aughtry, P.C., represents the Debtor as legal counsel.
SRAK CORP: First Amended Ch. 11 Plan of Reorganization Confirmed
----------------------------------------------------------------
On March 21, 2023, Judge Mark X. Mullin of the U.S. Bankruptcy
Court for the Northern District of Texas has issued his findings of
fact, conclusions of law and order confirming SRAK Corporation's
First Amended Chapter 11 Plan of Reorganization.
A full-text copy of the Findings of Fact, Conclusions of Law and
Order dated March 21, 2023, is available at
https://tinyurl.com/22mvsp93 from Leagle.com.
About SRAK Corp.
SRAK Corp. owns and operates the gas station located at 9225
Crowley Road, Fort Worth, Texas 76134. The company is currently
owned 100% by Rajeev Gupta.
SRAK Corporation sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 22-40931) on April 27, 2022. In the petition
filed by Rajeev Gupta, as owner and president, SRAK Corporation
listed estimated assets between $1 million and $10 million and
estimated liabilities between $1 million and $10 million. Brandon
J. Tittle, of Tittle Law Group, PLLC, is the Debtor's counsel.
STANFORD INT'L: Receiver Settles With Toronto-Dominion Bank
-----------------------------------------------------------
The court-appointed receiver of Stanford International Bank Ltd.
("SIBL") and related entities and certain plaintiffs, have reached
an agreement to settle all claims asserted or that could have been
asserted against The Toronto-Dominion Bank relating to or in any
way concerning SIBL.
As part of the settlement agreement, the receiver and plaintiffs
have requested an order that permanently enjoins, among others, all
interested parties, including Stanford Investors, and all other
persons from bringing any legal proceeding or cause of action
arising from or relating to the Stanford Entities against The
Toronto-Dominion or the TD Bank Released Parties.
Complete copies of the settlement agreement, proposed bar order,
and settlement documents are available on the receiver's website
http://www.stanfordfinancialreceivership.com/.
Interested parties may file written objections with the United
States District Court for the Northern District of Texas on or
before July 18, 2023.
About Stanford Group
The Stanford Financial Group was a privately held international
group of financial services companies controlled by Allen Stanford,
until it was seized by United States (U.S.) authorities in early
2009.
Domiciled in Antigua, Stanford International Bank Limited --
http://www.stanfordinternationalbank.com/-- is a member of
Stanford Private Wealth Management, a global financial services
network with US$51 billion in deposits and assets under management
or advisement. Stanford Private Wealth Management served more than
70,000 clients in 140 countries.
On Feb. 16, 2009, the United States District Court for the Northern
District of Texas, Dallas Division, signed an order appointing
Ralph Janvey as receiver for all the assets and records of Stanford
International Bank, Ltd., Stanford Group Company, Stanford Capital
Management, LLC, Robert Allen Stanford, James M. Davis and Laura
Pendergest-Holt and of all entities they own or control. The Feb.
16 order, as amended March 12, 2009, directs the Receiver to, among
other things, take control and possession of and to operate the
Receivership Estate, and to perform all acts necessary to conserve,
hold, manage and preserve the value of the Receivership Estate.
The case in district court was Securities and Exchange Commission
v. Securities Investor Protection Corp., 11-mc-00678, U.S. District
Court, District of Columbia (Washington).
The U.S. Securities and Exchange Commission charged before the U.S.
District Court in Dallas, Texas, Mr. Stanford and three of his
companies for orchestrating a fraudulent, multi-billion dollar
investment scheme centering on an US$8 billion Certificate of
Deposit program.
A criminal case was pursued against him before the U.S. District
Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21
charges of multi-billion dollar fraud, money-laundering and
obstruction of justice. Assistant Attorney General Lanny Breuer,
as cited by Agence France-Presse News, said in a 57-page indictment
that Mr. Stanford could face up to 250 years in prison if convicted
on all charges. Mr. Stanford surrendered to U.S. authorities after
a warrant was issued for his arrest on the criminal charges.
SVB FINANCIAL GROUP: Gets Court OK to Use $100M Cash in Chapter 11
------------------------------------------------------------------
Vince Sullivan of Law360 reports that SVB Financial, the bankrupt
parent company of the failed Silicon Valley Bank, received court
approval Tuesday, March 21, 2023, in New York to use $100 million
of its cash to fund its capital commitments for investment
activities at its venture capital operation.
About SVB Financial Group
SVB Financial Group is a financial services company focusing on the
innovation economy, offering financial products and services to
clients across the United States and in key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state-chartered bank. During the week of
March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a
severe "run-on-the-bank." On the morning of March 10, 2023, the
California Department of Financial Protection and Innovation seized
SVB and placed it under the receivership of the Federal Deposit
Insurance Corporation (FDIC). SVB was the nation's 16th largest
bank and the biggest to fail since the 2008 financial meltdown.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Hon. Martin
Glenn is the bankruptcy judge.
The Debtor had assets of $19,679,000,000 and liabilities of
$3,675,000,000 as of Dec. 31, 2022.
Centerview Partners LLC is the financial advisor, Sullivan &
Cromwell LLP proposed legal counsel and Alvarez & Marsal proposed
restructuring advisor to SVB Financial Group as
debtor-in-possession. Kroll is the claims agent.
SVB FINANCIAL: Carlyle, Apollo Global Scour Firm for Loan Deals
---------------------------------------------------------------
Dawn Lim and Allison McNeely of Bloomberg News reports that Apollo
and Carlyle Scour Bankrupt SVB Financial for Loan Deals
Apollo Global Management Inc. and Carlyle Group Inc. are zeroing in
on a book of loans up for grabs now that the former parent company
of Silicon Valley Bank has filed for bankruptcy.
The loans are tied to SVB Financial Group's investment arm, SVB
Capital, and its investment banking arm, SVB Securities, according
to people with knowledge of the matter.
Silicon Valley Bank crumbled earlier this March 2023 as a liquidity
crunch fueled a bank run that left the once-storied tech darling
with a negative cash balance of almost $1 billion.
About SVB Financial Group
SVB Financial Group is a financial services company focusing on the
innovation economy, offering financial products and services to
clients across the United States and in key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state-chartered bank. During the week of
March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a
severe "run-on-the-bank." On the morning of March 10, 2023, the
California Department of Financial Protection and Innovation seized
SVB and placed it under the receivership of the Federal Deposit
Insurance Corporation (FDIC). SVB was the nation's 16th largest
bank and the biggest to fail since the 2008 financial meltdown.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Hon. Martin
Glenn is the bankruptcy judge.
The Debtor had assets of $19,679,000,000 and liabilities of
$3,675,000,000 as of Dec. 31, 2022.
Centerview Partners LLC is proposed financial advisor, Sullivan &
Cromwell LLP proposed legal counsel and Alvarez & Marsal proposed
restructuring advisor to SVB Financial Group as
debtor-in-possession. Kroll is the claims agent.
SWS SERVICES: Taps Lefkovitz & Lefkovitz as Legal Counsel
---------------------------------------------------------
SWS Services, Inc. seeks approval from the U.S. Bankruptcy Court
for the Middle District of Tennessee to employ Lefkovitz &
Lefkovitz, PLLC to handle its Chapter 11 case.
The firm will be paid at these rates:
Steven L. Leftkovitz $525 per hour
Associates $350 per hour
Paralegals $125 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
The retainer fee is $8,238.
Steven Lefkovitz, Esq., a partner at Lefkovitz & Lefkovitz,
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:
Steven L. Lefkovitz, Esq.
Lefkovitz & Lefkovitz, PLLC
908 Harpeth Valley Place
Nashville, TN 37221
Tel: (615) 256-8300
Fax: (615) 255-4516
Email: slefkovitz@lefkovitz.com
About SWS Services
SWS Services Inc. filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Tenn. Case No. 23-00835) on March 8, 2023, with as much as $1
million in both assets and liabilities. Judge Marian F. Harrison
oversees the case.
The Debtor is represented Steven L. Lefkovitz, Esq., at Lefkovitz &
Lefkovitz, PLLC.
TESORINA LLC: March 30 Hearing on Continued Cash Collateral Use
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of New York
authorized Tesorina, LLC to use cash collateral on an interim basis
in accordance with the budget, through March 30, 2023.
A further telephonic hearing on the matter is set for March 30,
2023 at 11:30 a.m.
The Debtor is also authorized, but not directed, to pay the
pre-petition wages due on March 24, 2023 for the week ending March
19, 2023 in the amount of $682.
As adequate protection, the parties that assert liens upon or other
interests in the Debtor's assets as of the Petition Date are
granted rollover or replacement liens or interests of the same
kind, in the same assets, to the same extent, and with the same
priority as they had prepetition.
The Debtor requires the use of cash collateral to fund payroll and
business operating expenses.
As previously reported by the Troubled Company Reporter, the
Debtor's lending arrangements are:
(i) A loan from M&T Bank in March 2017, originally for
$25,000. The debt to M&T Bank is secured by all assets of the
Debtor. The current amount owed is approximately $25,283;
(ii) An Economic Injury Disaster Loan (EIDL) from the U.S.
Small Business Administration in the amount of $80,000 on or about
July 10, 2020. The current amount owed is approximately $85,586;
(iii) A Rapid Finance Agreement dated July 6, 2022 with Small
Business Financial Solutions, LLC was a Merchant Cash Advance in
which Debtor purportedly pledged $18,200 of future receivables, and
a remittance of 5% or $69 daily from applicable accounts receivable
in repayment of the loan;
(iv) A Shopify Capital Agreement (undated, but from
approximately August 2, 2022) with Shopify Capital Inc. was a
Merchant Cash Advance in which the Debtor purportedly pledged
$32,770 of future receivables, and a remittance of 17% daily from
applicable accounts receivable in repayment of the loan;
(v) A Forward Financing Agreement dated September 26, 2022
with Forward Financing LLC was a Merchant Cash Advance in which the
Debtor purportedly pledged $32,660 of future receivables, and a
remittance of 15% or $204 daily from applicable accounts receivable
in repayment of the loan;
(vi) A Flexibility Capital Agreement dated December 30, 2022
with Flexibility Capital Inc. was a Merchant Cash Advance in which
the Debtor purportedly pledged $11,520 of future receivables, and a
remittance of 9% or $110 daily from applicable accounts receivable
in repayment of the loan.
The only Uniform Commercial Code Financing Statements on file with
the State of New York are:
(i) M&T Bank filed on March 23, 2017 and renewed on September
24, 2021, which is secured by all the Debtor's assets; and
(ii) US Small Business Administration filed on July 10, 2020,
which is secured by all the Debtor's personal property.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3FUaprX from PacerMonitor.com.
The Debtor projects total expenses, on a weekly basis, as follows:
$2,123 for the week ending March 25, 2023;
$2,110 for the week ending April 1, 2023; and
$3,050 for the week ending April 8, 2023;
About Tesorina, LLC
Tesorina, LLC operates a clothing boutique selling women's clothing
and accessories on line and at a storefront at 17 Chenango St,
Binghamton, NY 13901.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-60174) on March 17,
2023. In the petition signed by Desiree McCormick, its owner, the
Debtor disclosed up to $50,000 in assets and up to $10 million in
liabilities.
Judge Wendy A. Kinsella oversees the case.
Peter A. Orville, Esq., at Orville & McDonald Law, P.C., represents
the Debtor as legal counsel.
THB CONSTRUCTION: Taps Joyce W. Lindauer Attorney as Counsel
------------------------------------------------------------
THB Construction, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to employ Joyce W. Lindauer
Attorney, PLLC as counsel.
The Debtor requires legal counsel to effectuate a reorganization,
propose a plan of reorganization and effectively move forward in
its bankruptcy proceeding.
The firm will be paid at these rates:
Joyce W. Lindauer, Esq. $475 per hour
Sydney Ollar, Associate Attorney $250 per hour
Laurance Boyd, Associate Attorney $235 per hour
Dian Gwinnup, Paralegal $210 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.
The firm received from the Debtor a retainer of $7,500, which
included the filing fee of $1,738.
Joyce Lindauer, Esq., the owner of the firm, disclosed in a court
filing that her firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer Attorney, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
Email: joyce@joycelindauer.com
About THB Construction
THB Construction, LLC operates in the residential building
construction industry. The company is based in Colleyville Texas.
THB Construction filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No.
23-40460) on Feb. 17, 2023, with $1 million to $10 million in both
assets and liabilities. James M. Boney, designated corporate
representative for THB Construction, signed the petition.
Judge Edward L. Morris oversees the case.
Joyce W. Lindauer Attorney, PLLC is the Debtor's legal counsel.
THREE ARROWS: Co-Founder Davies Must Comply With Subpoena
---------------------------------------------------------
Evan Ochsner of Bloomberg Law reports that a judge ordered a Three
Arrows Capital co-founder to produce documents about the bankrupt
crypto hedge fund's assets and said a failure to comply could
result in him being held in contempt.
Kyle Davies has yet to comply with a subpoena issued late last 2022
by liquidators working to wind down the collapsed crypto hedge
fund's estate, the judge said in a Wednesday ruling. Davies
indicated Thursday, March 23, 2023 on Twitter that he is in Bali.
About Three Arrows Capital
Three Arrows Capital Ltd. was an investment firm engaged in
short-term opportunities trading, and is heavily invested in
cryptocurrency, funded through borrowings. As of April 2022, the
Debtor was reported to have over $3 billion of assets under its
management.
Three Arrows Capital Ltd. was incorporated as a business company
under the laws of the British Virgin Islands. Its sole shareholder
owning all of its "management shares" is Three Arrows Capital Pte.
Ltd., which previously operated as a regulated fund manager in
Singapore until 2021, when it shifted its domicile to the BVI, as
part of a global corporate plan to relocate operations to Dubai.
The Debtor borrowed digital and fiat currency from multiple lenders
to fund its cryptocurrency investments. After cryptocurrency lost
99% of its value, and then prices of other cryptocurrencies had
rapid declines, the Debtor reportedly defaulted on its
obligations.
On June 24, 2022, one of the Debtor's many creditors -- DRB Panama
Inc. -- filed an application to appoint joint provisional
liquidators -- and thereafter, full Liquidators -- in the Eastern
Caribbean Supreme Court in the High Court of Justice (Commercial
Division) located in BVI. The application was assigned claim number
VIHCOM2022/0117.
Subsequently, on June 27, 2022, the Debtor filed its own
application for the appointment of joint liquidators before the BVI
Commercial Court.
On June 29, 2022, the Honorable Mr. Justice Jack of the BVI
Commercial Court appointed Russell Crumpler and Christopher Farmer
of Teneo (BVI) Limited as joint liquidators of Three Arrows Capital
Ltd.
THREE ARROWS: Move to Compel Davies to Comply Subpoena Granted
--------------------------------------------------------------
Chief Bankruptcy Judge Martin Glenn for the Southern District of
New York grants the Motion to Compel filed by Russell Crumpler and
Christopher Farmer, in their joint capacities as the duly
authorized foreign representatives of Three Arrows Capital, Ltd.
The Motion seeks an order compelling one of the Debtor's founders,
Kyle Livingstone Davies, to comply with the Subpoena served on him
pursuant to this Court's Service Opinion. General familiarity with
the chapter 15 case, the conduct of the Debtor's founders, Davies
and Su Zhu, and the Foreign Representatives' efforts to obtain
discovery in this case are presumed from the Service Opinion.
Following the Court's decision in the Service Opinion, the Foreign
Representatives served the Subpoena on Mr. Davies by Twitter and by
email on Jan. 5, 2023. Mr. Davies was required to respond by
electronic production to counsel for the Foreign Representatives by
Jan. 26, 2023. The Foreign Representatives report that Mr. Davies
failed to produce documents or respond to the Subpoena. Counsel for
the Foreign Representatives attempted to meet and confer with Mr.
Davies before filing this Motion, but Mr. Davies did not respond.
The Subpoena was served both via email and to Davies' Twitter
account. Even before the Subpoena was served, the Court noted in
the Service Opinion that it considered relevant the fact that the
email address in question was the same one that had been provided
to the Foreign Representatives by the Founders for the purpose of
fielding informal discovery questions, and that Davies' use of his
Twitter account was frequent and recent. These facts support
finding that service was adequate.
With respect to service via Twitter, the Foreign Representatives
have shown that Davies' use of his Twitter account since the
Subpoena was served make it highly likely that he has notice of the
Subpoena for three reasons: (1) the Twitter account has posted
frequently since service; (2) the posts appear to be from Davies
himself based on their content; and (3) there has been additional
activity that would have drawn additional attention to the Subpoena
for a frequent Twitter user like Davies. While Twitter is a
relatively new platform for service of process, these facts bearing
on control, frequency of use, and likelihood of receipt that were
considered in the email context by the court in Morse v. Levine are
similarly relevant here.
In sum, the Court finds that service of the Subpoena was adequate
under the Federal Rules and comported with due process. Davies has
neither complied with nor appeared to challenge the Subpoena, and
now the Foreign Representatives seek an order compelling him to
comply.
In seeking an order compelling compliance, the Foreign
Representatives inch closer to issues relating to personal
jurisdiction. The issue of personal jurisdiction was not ripe at
the time of the Service Motion, and the Court concludes that it is
still unnecessary to address the issue at this juncture. The Court
holds that "the Service Opinion found that service of a subpoena on
Davies was proper under Federal Rules 4 and 45. But a finding that
a party was properly served under the Federal Rules does not
necessarily confer personal jurisdiction."
Since the beginning of this case, the Court has been cognizant of
the fact that Davies and Zhu are located outside the United States.
Indeed, that is what prompted the Court to require the Foreign
Representatives to make additional factual and legal submissions
before finding in the Service Opinion that subpoena service on
Davies was proper. The Court holds that "Judicial economy would not
be served here by addressing personal jurisdiction now, considering
the possibility of a future challenge to the order compelling
compliance on jurisdictional grounds. Davies can appear and contest
personal jurisdiction if he fails to comply with an order
compelling compliance and the Foreign Representatives seeks to hold
Davies in contempt. In that scenario, the Court will need to
evaluate both parties' evidence and arguments. On the other hand,
if Davies continues to ignore the Court's order, the Court will
base its ruling on the showing made by the Foreign Representatives.
. . An Order compelling compliance does not impose liability as
would a default judgment. Any sanctions later imposed for continued
failure to comply would be coercive, and thus, within Davies' power
to purge."
A full-text copy of the Memorandum Opinion dated March 22, 2023, is
available at https://tinyurl.com/5amtp8ht from Leagle.com.
About Three Arrows Capital
Three Arrows Capital Ltd. was an investment firm engaged in
short-term opportunities trading, and is heavily invested in
cryptocurrency, funded through borrowings. As of April 2022, the
Debtor was reported to have over $3 billion of assets under its
management.
Three Arrows Capital Ltd. was incorporated as a business company
under the laws of the British Virgin Islands. Its sole shareholder
owning all of its "management shares" is Three Arrows Capital Pte.
Ltd., which previously operated as a regulated fund manager in
Singapore until 2021, when it shifted its domicile to the BVI, as
part of a global corporate plan to relocate operations to Dubai.
The Debtor borrowed digital and fiat currency from multiple lenders
to fund its cryptocurrency investments. After cryptocurrency lost
99% of its value, and then prices of other cryptocurrencies had
rapid declines, the Debtor reportedly defaulted on its
obligations.
On June 24, 2022, one of the Debtor's many creditors -- DRB Panama
Inc. -- filed an application to appoint joint provisional
liquidators -- and thereafter, full Liquidators -- in the Eastern
Caribbean Supreme Court in the High Court of Justice (Commercial
Division) located in BVI. The application was assigned claim number
VIHCOM2022/0117.
Subsequently, on June 27, 2022, the Debtor filed its own
application for the appointment of joint liquidators before the BVI
Commercial Court.
On June 29, 2022, the Honorable Mr. Justice Jack of the BVI
Commercial Court appointed Russell Crumpler and Christopher Farmer
of Teneo (BVI) Limited as joint liquidators of Three Arrows Capital
Ltd.
TKEES INC: Court OKs Cash Collateral Access Thru Mar 29
-------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
Broward Division, authorized TKEES, Inc. to use cash collateral on
an interim basis in accordance with the budget, with a 10%
variance, through March 29, 2023. A further hearing on the matter
is set for March 29 at 1:30 p.m.
As previously reported by the Troubled Company Reporter, the Debtor
believes four creditors assert secured claims against the estate:
-- Hilldun Corporation asserts a secured claim in the
approximate amount of $300,000. Per UCC financing statements filed
by Hilldun, the claim is secured by security interests in the
Debtor's accounts, instruments, contract rights, chattel paper,
documents and general intangibles.
-- Shopify Capital, Inc. asserts a secured claim in the
approximate amount of $290,536. Upon information and belief a UCC
financing statement filed against the Debtor by Corporation Service
Company, as a representative, perfects the Shopify debt. Per the
financing statement, the debt is secured by all assets of the
Debtor.
-- Windsor Private Capital asserts a secured claim in the
approximate amount of $5.832 million. However, no UCC financing
statements appear to have been filed by Windsor against the Debtor.
As such, any security interest Windsor may allege is not perfected
and subject to avoidance in the case.
-- Power One Capital Corp. asserts a secured claim in the
approximate amount of $369,221. As with Windsor, however, Power One
does not appear to have filed a UCC financing statement against the
Debtor. Its security interest is therefore unperfected and subject
to avoidance.
Adequate protection, the creditors are granted a post-petition
security interest and lien in, on, to, and against any and all
assets of the Debtor, to the same extent, perfection and priority
that the Creditors held a properly perfected pre-petition security
interest in such assets.
A copy of the order is available at https://bit.ly/42Ebyh0 from
PacerMonitor.com.
About TKEES, Inc.
TKEES, Inc. is a manufacturer and seller of sandals and flip flops
for women. TKEES, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12126) on March
20, 2023. In the petition signed by Jesse Burnett, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Scott M. Grossman oversees the case.
Bradley S. Shraiberg, Esq., at Shaiberg Page PA, represents the
Debtor as legal counsel.
UNIVERSAL HEALTH: Kapila's Bids to Exclude Expert Opinions Denied
-----------------------------------------------------------------
In the case captioned as SONEET KAPILA, Plaintiff, v. WARBURG
PINCUS, LLC, WARBURG PINCUS EQUITY FUND IX, L.P. and ALLEN WISE,
Defendants, Case No. 8:21-cv-2362-CEH, (M.D. Fla.), Judge Charlene
Edwards Honeywell of the U.S. District Court for the Middle
District of Florida denies Plaintiff Soneet Kapila's motions to
exclude the opinions and testimony of -- L. Lamar Blount, Henry
Fishkind, Samuel J. Hewitt, Ian Ratner and Richard B. Gaudet -- and
grant-in-part and deny-in-part Plaintiff's motion to exclude the
opinions and testimony of E. Norman Veasey.
On Feb. 7, 2011, Universal Health Care Group, Inc., Warburg Pincus
Equity Fund IX, and Allen Wise entered into a securities purchase
agreement memorializing the Stock Redemption. Just shy of two years
after the Stock Redemption, Universal filed for Chapter 11
bankruptcy. The Plaintiff Soneet Kapila was appointed as the
Chapter 11 Trustee and is now the Liquidating Agent of Universal.
In February 2015, the Plaintiff initiated this adversary proceeding
against Defendants Warburg Pincus, LLC; Warburg Pincus Private
Equity Fund IX, L.P.; Allen Wise, and Alok Sanghvi seeking
avoidance and recovery of alleged fraudulent transfers. The
Plaintiff seeks to avoid Universal's $33.4 million redemption of
the Preferred Stock owned by Warburg Equity IX and Wise.
Now, Plaintiff filed six motions seeking to exclude Defendants'
experts. The Plaintiff first moves to exclude the opinions and
testimony of defense CPA expert, L. Lamar Blount, on the basis that
his opinions are irrelevant, his methodology unreliable, and his
testimony unhelpful to the jury. The Court finds that "Mr. Blount
is qualified to testify to the opinions he offers in this case. . .
The fact he did not render opinions related to other matters does
not render inadmissible his opinion related to the impact of the
MRA Receivables. . . Given Mr. Blount's credentials and the
financially-detailed nature of the subject matter, Mr. Blount's
testimony will be helpful to the jury."
Second, the Plaintiff moves to exclude the opinions and testimony
of defense expert, Henry Fishkind, Ph.D. on the basis that Dr.
Fishkind is unqualified, his opinions are unreliable, and his
testimony would be cumulative of both Norman Veasey and Ian Ratner.
The Court finds that "given Dr. Fishkind's experience
professionally and in academia, he is at least minimally qualified
to opine on the issues of the economic impact on Universal
following an early redemption of preferred stock and as to the
arms-length nature of the redemption transaction. . . Given the
complex and technical nature of the issues in this case, the Court
concludes Dr. Fishkind's testimony from an economics perspective
will assist the jury."
Third, the Plaintiff seeks to exclude the opinions and testimony of
Defendants' CPA expert Samuel J. Hewitt because Mr. Hewitt has no
opinions of his own; rather, his sole purpose is to rebut the
opinions of the Plaintiff's expert, Dr. Peter Kongstvedt. Mr.
Hewitt admittedly does not challenge Dr. Kongstvedt's
qualifications. The entirety of Mr. Hewitt's report is to critique
Dr. Kongstvedt's opinions. The Court finds that "the opinions of
Mr. Hewitt offered here serve to rebut the opinions of Plaintiff's
expert, which the Federal Rules allow. Thus, Mr. Hewitt's testimony
would be helpful to the jury as the issues concerning healthcare
regulatory requirements, the nature of financial capital,
healthcare corporate structures, and statutory surplus requirements
are likely beyond the common juror's understanding."
Fourth, the Plaintiff seeks to exclude certain opinions of defense
expert Ian Ratner. First, Plaintiff requests that any duplicate
opinions related to the negotiations being an arms-length
transaction and that Universal received economic benefits from the
early redemption of preferred shares be excluded as cumulative of
Dr. Fishkind's opinions. Next, Plaintiff seeks to exclude Mr.
Ratner's opinions regarding the Marshall & Stevens valuation as
being improper comment on another witness's credibility. Finally,
Plaintiff seeks to exclude Mr. Ratner's opinions as to the
soundness and thoroughness of Wells Fargo's underwriting as being
cumulative of Gaudet's opinions.
The Court maintains that the request to exclude expert testimony as
cumulative is denied without prejudice. The Court disagrees with
"Plaintiff's characterization that the challenged testimony is a
comment on the credibility of the Marshall & Stevens' employees who
prepared the report. . . The issue of Universal's solvency at the
time of the redemption is in dispute. . . Given the competing
expert opinions on the issue, including the dispute as to the
status of Universal's solvency, the testimony appears to be
relevant. . . As for Plaintiff's relevancy challenge, that too is
without merit -- Wells Fargo's evaluation of Universal's solvency
and ability to re-pay the loan conducted as part of its analysis in
determining whether to approve the loan is relevant to the issues
in this case."
Fifth, the Plaintiff seeks to exclude the testimony and opinions of
E. Norman Veasey on the basis that he offers primarily
impermissible legal conclusions. Considering Mr. Veasey's opinions
as set forth in his report, the Court agrees that "many of Mr.
Veasey's opinions overstep the boundary of a testifying expert
because they constitute inadmissible legal opinions." As such, the
Court settles that "Mr. Veasey may testify as to facts relevant in
the analysis as to whether Warburg was a controller and what duties
Sanghvi owed, but he may not opine as to the ultimate legal
conclusions. . . Mr. Veasey may testify regarding his opinion that
the negotiation related to the stock redemption was conducted at
arms-length. . . differing opinions as to what the law is would
only confuse the jury, and therefore would be unhelpful."
Lastly, the Plaintiff moves to exclude the testimony of Defendants'
expert, Richard B. Gaudet. Specifically, Plaintiff argues that Mr.
Gaudet is unqualified, and his underwriting and causation opinions
are irrelevant, unreliable, and factually inaccurate. As for Mr.
Gaudet's solvency opinion, the Plaintiff seeks to exclude that as
being cumulative. The Court determines that "Mr. Gaudet's report
and opinions include a discussion and analysis regarding solvency
from a banker's perspective focused on capital adequacy. Because he
is not offering his own insolvency opinion, the motion is due to be
denied on that argument. . . Mr. Gaudet has served as an expert
witness many times in federal court and provided expert testimony
related to a lender's compliance with industry, regulatory and
contractual underwriting standards, as well as testified as an
expert concerning the causation of a business's failure or
financial decline. . . Mr. Gaudet's underwriting and causation
opinions are relevant. . . Mr. Gaudet's opinions will be helpful to
the jury."
A full-text copy of the Order dated March 21, 2023, is available at
https://tinyurl.com/2p85hk3s from Leagle.com.
About Universal Health Care Group
Universal Health Care Group, Inc., owns an insurance company and
three health-maintenance organizations that provide managed care
services for government sponsored health care programs, focusing on
Medicare and Medicaid.
Universal Health was founded in 2002 by Dr. A.K. Desai and grew its
operations of offering Medicare plans to more than 37,000 members
to over 20 states.
Universal Health filed a Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida
regulators moved to put two of the company's subsidiaries in a
receivership. Universal Health Care estimated assets of up to$100
million and debt of less than $50 million in court filings in
Tampa, Florida. Harley E. Riedel, Esq., at Stichter Riedel Blain &
Prosser serves as counsel to the Debtor.
Soneet R. Kapila has been appointed the Chapter 11 Trustee in the
Debtor's case. He is represented by Roberta A. Colton, Esq., at
Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, PA. Dennis
S. Jennis, Esq., and Jennis & Bowen, P.L., serve as special
conflicts counsel and E-Hounds, Inc., serves as a forensic imaging
consultant to the Chapter 11 trustee.
An affiliate, American Managed Care, LLC, sought Chapter 11
protection (Bankr. M.D. Fla. Case No. 13-05952) on May 3, 2015. See
http://bankrupt.com/misc/flmb13-5952.pdf
VALCOUR PACKAGING: $160M Bank Debt Trades at 36% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Valcour Packaging
LLC is a borrower were trading in the secondary market around 64.3
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $160 million facility is a Term loan that is scheduled to
mature on September 30, 2029. The amount is fully drawn and
outstanding.
Valcour Packaging LLC, doing business as Mold-Rite Plastics,
provides high-quality plastic packaging components.
VANTAGE DRILLING: Incurs $17 Million Net Loss in Fourth Quarter
---------------------------------------------------------------
Vantage Drilling International reported a net loss of $16.98
million on $76.19 million of total revenue for the three months
ended Dec. 31, 2022, compared to a net loss of $23.53 million on
$49.80 million of total revenue for the three months ended Dec. 31,
2021.
For the 12 months ended Dec. 31, 2022, the Company reported a net
loss of $3.37 million on $278.72 million of total revenue compared
to a net loss of $110.25 million on $158.42 million of total
revenue for the 12 months ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $578.56 million in total
assets, $123.95 million in total current liabilities, $179.23
million in long-tern debt, $12.88 million in other long-term
liabilities, and $262.50 million in total equity.
As of Dec. 31, 2022, Vantage had approximately $93.3 million in
cash, including $19.2 million of restricted cash, compared to $90.6
million in cash, including $17.3 million of restricted cash, at
Dec. 31, 2021. The Company used $18.9 million in cash from
operations in 2022 compared to $70.4 million used in 2021. At Dec.
31, 2022, Vantage maintained $29.0 million of cash pre-funded by
the Company's Managed Services customers to address near-term
obligations associated with the operation of their rigs.
Ihab Toma, CEO, commented: "I am very proud of our operational and
financial performance in 2022. The Company's four owned rigs were
contracted for most of the year with the Tungsten Explorer
concluding its successful campaign in Cyprus in December before
beginning to prepare to work in Namibia. The Company's managed
rigs also performed well as the West Capella concluded a strong
campaign in Indonesia and prepares to commence a campaign in East
Africa in Q2 2023 before returning to Indonesia in Q3 2023.
Furthermore, the West Polaris finished its reactivation and
successfully went on contract in December 2022 for ONGC. I am very
pleased that the Emerald Driller Company supported rigs in Qatar
continue to perform well and to the satisfaction of their
respective clients."
Mr. Toma continued: "As I reflect on the year, 2022 represented an
important inflection point for the Company and the industry as a
whole, as the Company generated positive EBITDA in each of the four
quarters. Industry fundamentals are projected to remain strong
with day rates and utilization reaching levels not seen since 2015.
With strong industry sentiment and the closing of our refinancing
earlier this month, the Company is well positioned for the future
while our focus remains the same. We are committed to ensuring our
employees stay safe and providing our clients with excellent
service."
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/1465872/000095017023009340/ck0001465872-ex99_1.htm
About Vantage Drilling International
Vantage Drilling International, a Cayman Islands exempted company,
is an offshore drilling contractor, with a fleet of two
ultra-deepwater drillships, and five premium jackup drilling rigs.
Its primary business is to contract drilling units, related
equipment and work crews primarily on a dayrate basis to drill oil
and natural gas wells globally for major, national and independent
oil and gas companies. The Company also markets, operates and
provides management services in respect of, drilling units owned by
others.
Vantage Drilling reported a net loss of $110.25 million for the
year ended Dec. 31, 2021, compared to a net loss of $276.76 million
for the year ended Dec. 31, 2020. As of June 30, 2022, the Company
had $754.30 million in total assets, $96.69 million in total
current liabilities, $347.68 million in long-term debt, $9.96
million in other long-term liabilities, and $299.97 million in
total equity.
* * *
As reported by the TCR on March 20, 2023, S&P Global Ratings raised
its issuer credit rating on offshore drilling rig operator, Vantage
Drilling International, to 'CCC+' from 'CCC' and removed it from
CreditWatch, where S&P placed it with positive implications on Feb.
16, 2023. S&P said the upgrade reflects the full redemption at par
of Vantage's remaining $180 million of first-lien notes due
November 2023, using proceeds from a $200 million private placement
of first-lien notes due 2028, with the remaining balance going to
cash on hand.
VISIONARY LABELS: Files Emergency Bid to Use Cash Collateral
------------------------------------------------------------
Visionary Labels and Packaging LLC asks the U.S. Bankruptcy Court
for the Central District of California, Riverside Division, for
authority to use cash collateral in accordance with the budget,
with a 10% variance.
The Debtor requires the use of cash collateral to fund its ordinary
course needs for a period of 12 weeks and then on an average basis
thereafter until plan confirmation, or until the final hearing on
the Motion.
The Debtor's alleged combined unsecured claims total approximately
$1.704 million and its secured claims, mostly for equipment
financing, total $2.086 million.
The Motion is filed on an emergency basis due to the nature of the
Debtor's business.
The Debtor opened in 2017 and its sales increased every year until
2020. The Debtor's business is driven by demand in canned
beverages. While the demand for the Debtor's services was healthy
in the first year of the COVID-19 pandemic, it started dipping in
2021.
In light of this, the Debtor took steps to increase its efficiency
as it reduced expenses, including payroll by reducing its workforce
from a high of 26 employees to its current seven and reduced
working days, though its workers are ready to increase their hours
as demand for the Debtor's products and services increases for its
upcoming busiest seasons. Significantly, the price the Debtor pays
for cans has decreased since last year, which helps achieve a
higher net profit than the previous years. The Debtor is on track
to make approximately $240,000 in sales for March 2023, which is
not usually among its busiest months. This would represent annual
sales of approximately $2.880 million, if such amount is achieved
monthly. The Debtor notes that the demand for its products and
services is seasonal, but sales sometimes will exceed the following
or preceding month by as much as about $100,000, which requires
that the Debtor first estimate annual sales and derive average
monthly sales from that amount for purposes of planning over the
long term.
Other than equipment loans, which are secured by the equipment the
respective lender financed, the Debtor's only debt secured by its
cash collateral is to the Small Business Administration for the
original amount of $500,000.
The Debtor's historical operating results and future projections
indicate that this trend will continue and improve over the next
year, providing ample adequate protection to the Lenders'
interests. Moreover, as additional adequate protection will include
the following provision in the cash collateral order:
1. The SBA will receive a replacement lien on post-petition
assets having the same priority, scope and rights under applicable
law as the SBA's prepetition lien.
2. The SBA will receive, through the Debtor's filing with the
court or otherwise as requested by the SBA, monthly operating
reports as required by the Office of the United States Trustee,
which will show cash usage and monthly income statements.
A copy of the motion is available at https://bit.ly/3LSFhwF from
PacerMonitor.com.
About Visionary Labels and Packaging, LLC
Visionary Labels and Packaging, LLC is in the business of labeling
and providing labeled cans to beer brewers and other makers of
canned beverages.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11032) on March 17,
2023. In the petition signed by Frank Sanchez, chief executive
officer, the Debtor disclosed up to $500,000 in assets and up to
$10 million in liabilities.
Giovanni Orantes, Esq., at The Orantes Law Firm, A.P.C., represents
the Debtor as legal counsel.
WAHOO FITNESS: $225M Bank Debt Trades at 58% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Wahoo Fitness LLC
is a borrower were trading in the secondary market around 42.5
cents-on-the-dollar during the week ended Friday, March 24, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $225 million facility is a Term loan that is scheduled to
mature on August 12, 2028. About $218 million of the loan is
withdrawn and outstanding.
Wahoo Fitness is a fitness technology company based in Atlanta,
Georgia.
WICHITA HOOPS: Case Summary & 10 Unsecured Creditors
----------------------------------------------------
Debtor: Wichita Hoops, LLC
5260 North Toler Road
Bel Aire, KS 67226
Business Description: Wichita Hoops operates an athletic facility.
Chapter 11 Petition Date: March 27, 2023
Court: United States Bankruptcy Court
District of Kansas
Case No.: 23-10255
Judge: Hon. Mitchell L. Herren
Debtor's Counsel: David Prelle Eron, Esq.
PRELLE ERON & BAILEY, P.A.
301 N. Main St., Suite 2000
Wichita, KS 67202
Tel: (316) 262-5500
Fax: (316) 262-5559
Email: david@eronlaw.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Evan McCorry as member manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 10 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/KE3YBMI/Wichita_Hoops_LLC__ksbke-23-10255__0001.0.pdf?mcid=tGE4TAMA
WICKAPOGUE 1: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Wickapogue 1, LLC
3284 N 29th Court
Hollywood FL 33020
Chapter 11 Petition Date: March 28, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-71048
Judge: Hon. Robert E. Grossman
Debtor's Counsel: Jason A. Nagi, Esq.
OFFIT KURMAN, P.A.
560 Madison Ave, 6th Floor
New York, NY 10020
Tel: (212) 545-1900
Email: jason.nagi@offitkurman.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by David Goldwasser as chief restructuring
officer.
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/FNZ4AEY/Wickapogue_1_LLC__nyebke-23-71048__0001.0.pdf?mcid=tGE4TAMA
YUNHONG CTI: Chairman to Disclose Potential Company Rebranding
--------------------------------------------------------------
Yunhong CTI Ltd. said in a Form 8-K filed with the Securities and
Exchange Commission that it expects that its Chairman, Mr. Yubao
Li, will make brief verbal disclosures at an investor conference to
be held in Wuxue, China, which disclosures will communicate the
Company's present intentions to (a) seek authorization from its
shareholders for a substantial increase in the number of authorized
shares of the Company's common stock, to help facilitate future
offerings of common stock that could permit the Company to raise
additional capital and better carry out its growth plans, and (b)
examine a potential change in the Company's name, in connection
with a potential rebranding.
The details of the Potential Authorized Shares Increase (such as
the timing or amount of a potential increase in the number of
authorized shares) and the Potential Rebranding (such as the timing
or the potential new name or brand) have not been determined.
There is no proposal currently before the Board of Directors or the
Company's shareholders with respect to the Company's intentions
described above.
About Yunhong CTI
Lake Barrington, Illinois-based Yunhong CTI Ltd. --
www.ctiindustries.com -- develops, produces, distributes and sells
a number of consumer products throughout the United States and in
over 30 other countries, and it produces film products for
commercial and industrial uses in the United States. Many of the
Company's products utilize flexible films and, for a number of
years, it has been a leading developer of innovative products which
employ flexible films including novelty balloons, pouches and films
for commercial packaging applications.
Yunhong CTI reported a net loss of $7.55 million for the 12 months
ended Dec. 31, 2021, a net loss of $4.29 million for the 12 months
ended Dec. 31, 2020, and a net loss of $8.07 million for the 12
months ended Dec. 31, 2019. As of Sept. 30, 2022, the Company had
$16.31 million in total assets, $13.50 million in total
liabilities, and $2.81 million in total stockholders' equity.
In its Quarterly Report for the three months ended Sept. 30, 2022,
Yunhong CTI Ltd. said, "The COVID-19 pandemic, supply chain
constraints and inflationary pressures have impacted the
Company’s business operations to some extent and is expected to
continue to do so and, these impacts may include reduced access to
capital. The ability of the Company to continue as a going concern
is dependent upon its ability to successfully generate or otherwise
secure other sources of financing and attain profitable operations.
There is substantial doubt about the ability of the Company to
continue as a going concern for one year from the issuance of the
consolidated financial statements."
[*] Gavin/Solmonese Bags M&A "Industrials Deal of the Year" Award
-----------------------------------------------------------------
Gavin/Solmonese has been named the winner of The M&A Advisor's
"Industrials Deal of the Year" award in recognition of their work
ensuring the successful sale of Masten Space Systems Inc. to
Astrobotic Technology, Inc. This prestigious honor, given in
conjunction with The M&A Advisor 17th Annual Turnaround Awards,
recognizes the year's leading distressed mergers and acquisitions
(M&A) transactions, restructuring, refinancing, products and
services, firms, and dealmakers.
Gavin/Solmonese, which served as Chief Restructuring Officer and
Asset Sale Advisor for Masten, proudly shares the award with other
key partners engaged in the sale -- Morris James LLP (counsel for
Masten); Kilpatrick Townsend & Stockton LLP and Cozen O'Connor
(counsel to the Official Committee of Unsecured Creditors);
Whiteford, Taylor & Preston LLP (counsel for Astrobotic, the
purchaser), and Arent Fox LLP (counsel for SpaceX). The group was
recognized at a black-tie event during The M&A Advisor Distressed
Investing Summit in Palm Beach, Florida, on March 22.
"A transaction like this can only happen one way—with strong
collaboration from start to finish and an unwavering commitment to
creating value for stakeholders, which is exactly what we
had," said Ted Gavin, CTP, NCPM, Managing Director of
Gavin/Solmonese. "It was an honor for us to work with such a
respected group of business partners who each brought unique areas
of expertise to the table, respected each other's specialties, and
knew exactly how to best integrate our resources. We worked
impeccably to not only create the pathway to value and facilitate a
successful sale, but to do so in a way that supported the needs of
both companies and Astrobotic's long-term vision."
The award-winning sale
Corporate recovery consultants Gavin/Solmonese were brought in to
support Masten Space in its bankruptcy filing. Gavin/Solmonese --
which was initially retained as advisors, then as chief
restructuring officer, as well as an investment banker -- advised
against a Chapter 7 case and helped Masten Space file for Chapter
11.
The sale to Astrobotic, a Pittsburgh-based developer of space
robotics technology for lunar and planetary missions, came as the
company ran out of money. During the turnaround of the company,
Masten briefly halted operations to find novel asset strategies
that could form the basis of a sale and allow for resumed
operations. The sale was facilitated through Masten's Chapter 11
filing, which was done to preserve the value of Masten's contracts,
intellectual property, and highly skilled employee base. In the
eleventh hour, Astrobotic agreed to provide Masten with necessary
debtor-in-possession financing to allow the bankruptcy case to move
forward, and acquired the company and most employees, assumed
valuable aerospace contracts in order to allow programs to
continue, retained many vendors, and the sale generated enough
value to provide for a distribution to Masten's unsecured
creditors.
A complete list of winners from the 17th annual Turnaround Awards
is available at:
https://maadvisor.com/DITA/2023-DITA/17th_Annual_Turnaround_Award_Winner_List.pdf
About Gavin/Solmonese
Whether it's protecting a company or its creditors from failure,
deploying new leadership, or reversing antiquated thinking,
Gavin/Solmonese leads companies to measurable bottom line
improvement. The Gavin/Solmonese Corporate Recovery group provides
leadership for underperforming and troubled companies and their
stakeholders, helping businesses maximize value for owners,
investors, creditors and employees. The Gavin/Solmonese Corporate &
Nonprofit Engagement group leads organizations through critical
strategic thinking and tactical planning, creating better
connections with consumers, decision makers and the media,
resulting in market share growth and higher profitability. For more
information, visit www.gavinsolmonese.com.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
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*** End of Transmission ***