/raid1/www/Hosts/bankrupt/TCR_Public/230330.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, March 30, 2023, Vol. 27, No. 88
Headlines
152 WEST PICO: Property Owner Enters Chapter 11
689 ST. MARKS: Creditor's Sale Plan Headed for Vote
AEARO TECHNOLOGIES: Exclusivity Period Extended to May 15
AIMBRIDGE ACQUISITION: S&P Affirms 'CCC+' Issuer Credit Rating
ALL WAYS CONCRETE: Seeks to Hire Bond, Schoeneck & King as Counsel
AMERICANAS SA: Managers Present Conflicting Debt Information
ASPIRA WOMEN'S: Incurs $5.1 Million Net Loss in Fourth Quarter
ASTRALABS INC: Starts Subchapter V Bankruptcy Case
AVAYA INC: Court Confirms Reorganization Plan
BANYAN CAY RESORT: Voluntary Chapter 11 Case Summary
BANYAN CAY: Seeks to Hire McHale as Restructuring Advisor
BANYAN CAY: Seeks to Hire Pack Law as Bankruptcy Counsel
BED BATH & BEYOND: Inks Limited Waiver With Warrant Holder
BED BATH & BEYOND: To Slash 1,300 More Jobs in New Jersey
BEF LLC: Taps Law Offices of Geoff Wiggs as Bankruptcy Counsel
BLOCKFI INC: Seeks to Extend Plan Exclusivity to June 26
BONA VISTA 1606: Seeks to Extend Plan Exclusivity to June 22
BRAVO MULTINATIONAL: Incurs $528K Net Loss in 2022
CATALINA MARKETING: Case Summary & 30 Largest Unsecured Creditors
CHORD ENERGY: S&P Upgrades ICR to 'BB-' on Integration Progress
CMG MEDIA: S&P Alters Outlook to Negative, Affirms 'B' ICR
CPI CARD: Moody's Upgrades CFR to B2, Outlook Remains Stable
CRAWL SPACE DOOR: Seeks to Hire NLP CPAs as Accountant
CTI BIOPHARMA: Timothy Lynch Has 5.3% Stake as of March 17
CWI CHEROKEE: Taps Burr & Forman as Special Environmental Counsel
DANNY & CORIE: Taps Lori Toole of Capital Innovations as Bookkeeper
DCERT BUYER: Fitch Affirms LongTerm IDR at 'B', Outlook Stable
DEAN ST BROOKLYN: Exclusivity Period Extended to May 18
DERMARITE INDUSTRIES: Carlyle Marks $20.7M Loan at 55% Off
DERMATOLOGY ASSOCIATES: Carlyle Marks $38M Loan at 29% Off
DIFFUSION PHARMACEUTICALS: Incurs $15.6M Net Loss in 2022
DIMENSIONS IN SENIOR: Court OKs Cash Access Thru April 30
DIOCESE OF SANTA ROSA: Other Cal. Dioceses May Also File Chapter 11
DIVINE CEMENT: Seeks to Hire Daniel Greenman as Accountant
DIVINE CEMENT: Seeks to Hire Weissberg and Associates as Counsel
EMERALD GRANDE: Taps Woomer, Nistendirk & Associates as Accountant
FEDNAT HOLDING: Seeks to Extend Plan Exclusivity to July 9
FIRST FRUITS: Gets OK to Hire Gottesman Company as Broker
FRANCO'S PAVING: Commences Subchapter V Bankruptcy Case
FTX GROUP: Customers Seek Crypto Account Ownership Ruling
GAMESTOP CORP: Posts $48.2 Million Net Income in Fourth Quarter
GAP INC: Moody's Lowers CFR to Ba3 & Senior Unsecured Notes to B1
GARCIA GRAIN: Committee Taps Jordan & Ortiz as Legal Counsel
GOPHER RESOURCE: Moody's Alters Outlook on 'Caa1' CFR to Stable
HALL AT THE YARD: Court OKs Final Cash Collateral Access
HALL CATTLE: Seeks to Hire Northern Legal as Bankruptcy Counsel
HELIUS MEDICAL: Board Declares Dividend for Class A Stockholders
HENDERSON LOGISTICS: Taps Rountree Leitman Klein & Geer as Counsel
IEH AUTO PARTS: Seeks to Hire B. Riley as Real Estate Advisor
INGEVITY CORP: Moody's Affirms 'Ba2' CFR, Outlook Stable
JAGUAR HEALTH: Incurs $48.4 Million Net Loss in 2022
JAIRRABRANDY REALTY: Voluntary Chapter 11 Case Summary
JAIRRABRANDY REALTY: Voluntary Chapter 11 Case Summary
JAJE ONE: Seeks to Extend Plan Exclusivity to June 28
KEY DIGITAL: Seeks to Hire Kirby Aisner & Curley as Legal Counsel
KLX ENERGY: S&P Affirms 'CCC+' ICR, Alters Outlook to Positive
KTS SOLUTIONS: Wins Cash Collateral Access Thru May 31
LABL INC: S&P Rates New $300MM Senior Secured Notes 'B-'
LAURA'S ORIGINAL: Taps Capital Recovery, Rabin as Auctioneers
LEGACY CONSTRUCTION: Case Summary & 12 Unsecured Creditors
LIFEHOPE EQUIPMENT: Taps Keck Legal as Bankruptcy Counsel
LOYALTY VENTURES: Unsecureds Get Share of Trust Interests
LUMEN TECHNOLOGIES: Fitch Lowers LongTerm IDR to 'B', Outlook Neg.
MAR DESIGNS: Wins InterimCash Collateral Access
MAVERICK ACQUISITION: Carlyle Secured Marks $35M Loan at 17% Off
MIRACLE CENTER: Unsecureds Owed $179K Unimpaired in Plan
MIVA INSURANCE: Seeks to Hire Vilarino & Associates as Counsel
MODERN ART GROUP: April 8 Hearing on Disclosure and Plan
NATURE COAST: May 18 Hearing on Amended Disclosure Statement
NORTH SHORE MANOR: U.S. Trustee Appoints Leah McMahon as PCO
OCEAN TRANS: David Sousa Named Subchapter V Trustee
PACESETTER MANUFACTURING: Trustee Taps Lane & Nach as Counsel
PANOS FITNESS: Case Summary & Largest Unsecured Creditors
PASO DEL NORTE: Seeks to Hire E.P. Bud Kirk as Bankruptcy Counsel
PG MOTORS: Wins Interim Cash Collateral Access
PROJECT CASTLE: Carlyle Secured Marks $7.4M Loan at 20% Off
QUALITY HEATING: April 4 Deadline Set for Panel Questionnaires
QURATE RETAIL: Fitch Lowers LongTerm IDR to 'B', Outlook Negative
REFRESH2O WATER: Gets OK to Hire Imblum Law Offices as Counsel
REVLON INC: United States Trustee Opposes Joint Plan
RFS INVESTMENT: Case Summary & Two Unsecured Creditors
RUBRYC THERAPEUTICS: Excedr Says Liquidation Analysis Inadequate
SANIBEL REALTY: Exclusivity Period Extended to June 12
SERTA SIMMONS: Committee Says Plan Disclosures Inadequate
SERTA SIMMONS: Gets Court Okay for Chapter 11 Plan Vote
SILICON VALLEY BANK: Collapse Threatens Venture Capital Industry
SILICON VALLEY BANK: Republicans Seek SVB Records
SIO2 MEDICAL: Case Summary & 30 Largest Unsecured Creditors
SMILE HOMECARE: Court OKs Access to Cash Collateral Thru April 10
STARNET LLC: Seeks to Hire Eric A. Liepins P.C. as Legal Counsel
STARRY GROUP: Auction for Substantially All Assets on April 24
STIMWAVE TECHNOLOGIES: Plan Provides for "Unimpairment Toggle"
TESORINA LLC: Taps Orville & McDonald Law as Bankruptcy Counsel
TGPC PROPERTIES LLC: Seeks to Extend Plan Exclusivity to July 17
TRICIDA INC: Heads Towards Plan Confirmation Fight With Creditors
UNITED AIRLINES: S&P Upgrades ICR to 'BB-', Outlook Stable
UTILIMAN UTILITY: Seeks to Hire Jones & Walden as Legal Counsel
VISIONARY LABELS: Starts Subchapter V Proceeding
VMR CONTRACTORS: Court OKs Cash Collateral Access Thru April 24
VYANT BIO: Cancels Purchase Deals With Canaccord, Lincoln Park
WELLPATH HOLDINGS: S&P Lowers ICR to 'CCC+', Outlook Negative
WEWORK COMPNIES: Fitch Cuts LongTerm IDR to 'C'
YITBOS INC: Case Summary & 13 Unsecured Creditors
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
152 WEST PICO: Property Owner Enters Chapter 11
-----------------------------------------------
152 West Pico LLC filed for chapter 11 protection in the District
of Central California.
According to court filings, 152 West Pico LLC has $6,475,215 in
debt owed to 1 to 49 creditors. The petition states that funds will
be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
April 17, 2023, at 8:30 AM at UST-LA2, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-816-0394, PARTICIPANT CODE:5282999.
About 152 West Pico LLC
152 West Pico LLC owns a property located at 152 West Pico Blvd Los
Angeles, CA, valued at $8.52 million (based on comparable sales
valuation).
152 West Pico LLC filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11537) on March
17, 2023. In the petition filed by Payam Ebrahimian, as managing
member, the Debtor reported total assets of $8,519,000 and total
liabilities of $6,475,215.
The Debtor is represented by:
Onyinye N Anyama, Esq.
Anyama Law Firm, A Professional Corp
152 West Pico Blvd
Los Angeles, CA 90015
Tel: 562-645-4500
Fax: 562-645-4494
Email: info@anyamalaw.com
689 ST. MARKS: Creditor's Sale Plan Headed for Vote
---------------------------------------------------
Plan proponent NPL Fund LLC, a secured creditor of 689 St. Marks
Avenue Inc., filed a motion for the entry of an order approving NPL
Fund LLC's Disclosure Statement for Plan of Liquidation for the
Debtor, and scheduling a hearing on confirmation on NPL Fund LLC's
First Amended Plan of Liquidation for the Debtor.
Judge Elizabeth S. Stong has entered an order that the Disclosure
Statement and Modified Bid Procedures of NPL Fund LLC for 689 St.
Marks Avenue Inc. are approved.
The Proponent is authorized and empowered to commence to distribute
or cause to be distributed solicitation packages, containing a copy
of the following to the holders of Claims in Classes 2, 3 and 5:
a. the Disclosure Statement Order;
b. the Confirmation Hearing Notice;
c. the Approved Disclosure Statement;
d. the Plan;
e. a Ballot, if such recipient has a Claim in Classes 2, 3 and 5
All Ballots must be properly executed, completed, legible and the
original thereof delivered to Kriss & Feuerstein, LLP, attention
Daniel N. Zinman, Esq. and Stuart L. Kossar, Esq., 360 Lexington
Avenue, Suite 1200, New York, NY 10017 by May 5, 2023 at 5:00 p.m.,
provided, however, that the Proponent may grant one or more
extensions of the Voting Deadline for one or more Creditors.
The hearing on confirmation of the Plan will commence at 10:30 a.m.
(prevailing New York Time) on May 12, 2023; provided, however, that
the hearing on confirmation may be adjourned from time to time by
the Court without further notice to parties other than an
announcement at or before the hearing on confirmation of the Plan
or any adjourned hearing on confirmation of the Plan.
Objections to confirmation of the Plan, if any, must be filed and
served no later than 5:00 p.m. (prevailing New York time) on May 5,
2023.
The Bid Procedures are approved pursuant Sections 363 and 1123.
The Broker shall begin marketing the Property promptly for a sale
to be conducted following entry of an order confirming the Plan,
should such an order be entered, in accordance with the Bid
Procedures.
Following the Sale, the Proponent may submit an affirmation to
confirm the results of the Sale of the Property.
The Sale Approval Hearing will be held before this Court on a date
to be set by the Proponent following the Sale upon at least seven
days' notice.
About 689 St. Marks Avenue
689 St. Marks Avenue, Inc., owner of a 9-unit commercial building
in Brooklyn, N.Y., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40043) on Jan. 12,
2022. At the time of the filing, the Debtor listed as much as $10
million in both assets and liabilities.
Judge Elizabeth S. Stong oversees the case.
Moshe Kalman Silver, Esq., is the Debtor's bankruptcy attorney.
AEARO TECHNOLOGIES: Exclusivity Period Extended to May 15
---------------------------------------------------------
Judge Jeffrey J. Graham of the U.S. Bankruptcy Court for the
Southern District of Indiana extended Aearo Technologies LLC and
its affiliates' exclusive period to file a chapter 11 plan to May
15, 2023. The judge also extended the Debtors' exclusive period
to solicit acceptances thereof to July 14, 2023.
This is the Debtors' third motion to extend their exclusive
periods to file and solicit acceptances of a chapter 11 plan.
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.
AIMBRIDGE ACQUISITION: S&P Affirms 'CCC+' Issuer Credit Rating
--------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed all of its ratings, including its 'CCC+' issuer credit
rating on Aimbridge Acquisition Co. Inc. S&P also affirmed its
'CCC+' issue-level rating on the company's first-lien debt. The
recovery rating on the debt remains '3'.
S&P said, "The positive outlook reflects our expectation that a
recovery in group and business travel will result in significant
growth in S&P Global Ratings-adjusted EBITDA by the end of 2023 to
a run rate that could reduce leverage to about 7.5x by 2024, which
we would view as likely sustainable over the long term.
"The outlook revision to positive reflects our expectation that
Aimbridge Acquisition Co. Inc.'s RevPAR growth, and an improving
EBITDA margin will result in incremental leverage reduction through
2023 and 2024 to an extent that we could view the capital structure
as sustainable over the long term.Our updated forecast is that
Aimbridge's adjusted gross debt to EBITDA will be in the mid-8x
area in 2023. While still very high, we expect Aimbridge's run rate
EBITDA could drive S&P Global Ratings-adjusted leverage to about
7x-7.5x by early 2024. As a result, we believe the company would be
in a much better position to successfully refinance its first-lien
term loan maturing in 2026, which comprises the majority of its
capital structure. Furthermore, Aimbridge was able to extend its
revolving credit facility to 2025, addressing its most near-term
maturity. The revolving credit facility remains undrawn. Our
leverage expectation is driven by our forecast for Aimbridge's
RevPAR to grow 5%-10% in 2023 and for its EBITDA margin to modestly
expand as the company expands its room base and absorbs higher
labor expense compared to 2019. The majority of the company's room
base is concentrated in full-service luxury and upper upscale
hotels, which have been slower to recover compared to leisure
travel during the pandemic. We believe these segments will benefit
from continued recovery in group and business travel in 2023.
RevPAR at Aimbridge properties had fully recovered by the fourth
quarter of 2022 to 2019 levels as very high average daily rate
(ADR) has been sufficient to offset occupancy levels still below
2019. We expect ADR to remain elevated and occupancy will increase
modestly as many hotel operators seem content to forgo more
substantial gains in occupancy to maintain attractive ADRs and
drive hotel-level profitability. Aimbridge's margin recovery has
lagged that of its larger peers in the lodging industry.
Aimbridge's EBITDA has been slower to recover to 2019 levels partly
because of its investments in personnel and technology that add
costs but position the company for growth over the longer term. We
include recurring cash costs and exclude anticipated fees in future
periods from recent contract wins in our measure of EBITDA.
Additionally, we expect labor pressures in 2023 to soften compared
to 2021 and 2022 and that growth in Aimbridge's room base as it
brings contracted properties online will result in modest margin
expansion.
"Macroeconomic factors could pose risks to Aimbridge. While we
continue to forecast a reduction in Aimbridge's adjusted leverage,
driven by RevPAR growth and margin expansion, macroeconomic risks
are significant and could lead to a slowdown in the pace of
recovery. The Federal Reserve's fight against inflation has
increased risks to the economy, but we have yet to see a material
negative impact to the recovery of the travel and lodging sector.
Nonetheless, an ongoing hot jobs market remains a risk for the Fed
and S&P Global economists forecast that a peak federal funds rate
could remain at its exit rate for longer. The most likely
macroeconomic impact from the recent collapse of several U.S. banks
is through consumer confidence, where uncertainty about the way
current events might play out and their duration could dampen
spending and demand. Additionally, rising interest rates could pose
a risk to Aimbridge's cash flow generation for the next couple of
years as the majority of its capital structure is composed of
floating rate debt. Somewhat offsetting this risk is Aimbridge's
$656 million swap portfolio, which carries a weighted average
interest rate of 2.3% with maturities ranging between February 2025
and January 2026.
"We have also indicated increasing risks of a macroeconomic
downside scenario caused by a slowdown in business activity,
increased unemployment, and a steeper decline in consumer spending,
in which we assume the occupancy recovery in the U.S. could falter
and maybe even go backward later in the year. Combined with falling
ADR, U.S. RevPAR could decline for the year. We see greater risk
for upper-upscale and luxury hotels, in which Aimbridge has a
significant concentration. These hotels have thus far been able to
offset below-normal occupancy with higher ADR. Under our downside
scenario we believe businesses could tighten travel budgets, and
rate competition could increase as travelers search for deals and
trade down to lower-priced accommodations. In addition, ongoing
rising labor and other cost inflation hurt hotel-level
profitability."
The company has an aggressive financial policy that could
prioritize near-term risk-taking over leverage reduction. Aimbridge
made acquisitions while still in the early stages of recovery,
including of Prism and NewcrestImage, at a time when the path of
RevPAR and the sustainability of the lodging recovery was still
uncertain. The acquisitions were financed by a mix of equity and a
term loan add-on of $40 million closed in December 2021, when the
company's covenant measure of net leverage was 11.5x and therefore
constrained revolver usage to 35%. S&P believes the acquisitions
reflect a risk posture that prioritizes growth in the company's
rooms base in the near term and that Aimbridge could make
additional acquisitions as it positions for the anticipated RevPAR
rebound and tries to capture market share. In addition, it
sometimes competes for hotel management contracts by making
minority investments in hotels, which could cause Aimbridge to use
liquidity to invest key money as part of its contract acquisition
strategy. Management's growth strategy could utilize near-term
liquidity and delay the deleveraging path even though this strategy
will probably enlarge its fee base over the next several years.
Aimbridge is favorably positioned to win hotel management contracts
as owners look to the company's greater scale to reap cost savings.
The company continued to increase the size of its portfolio during
the pandemic with several contract wins, including 121 hotels
additions in the second half of 2022 that will ramp up over time.
Aimbridge operates in the third-party hotel management industry, in
which it competes with other third-party hotel managers and brand
owners for management contracts. It is several times the size of
the next largest third-party manager and S&P expects its greater
scale could enable it to deliver cost savings for hotel owners,
particularly as costs rise over the next few years due to the
anticipated industry recovery. S&P believes Aimbridge has invested
in enterprise reporting and analytics systems that enhance the
ability of hotel owners to access operating performance
information. In addition, the company's scale potentially enables
it to offer procurement savings opportunities to hotel owners,
including for full-service hotels following its acquisition of
Interstate, which historically focused on full-service properties.
S&P said, "The positive outlook reflects our expectation that a
recovery in group and business travel will result in meaningful
growth in S&P Global Ratings-adjusted EBITDA by the end of 2023 to
a run rate that could reduce leverage to about 7.5x by 2024, which
we would view as likely sustainable over the long term.
"We could raise our rating on Aimbridge if we believe Aimbridge
will sustain S&P Global Ratings-adjusted debt to EBITDA under 7.5x
on a run rate basis while maintaining EBITDA coverage of interest
expense over 1.5x. In addition, an upgrade would likely require the
company to maintain adequate liquidity and our belief the company
would be able to extend or refinance its February 2026 first-lien
term loan maturity.
"We could revise our outlook to stable if a slowdown in the travel
and lodging recovery caused a delay in the company's deleveraging
and if we believe Aimbridge's capital structure will remain
unsustainable over the long term."
ESG credit indicators: To E-2, S-3, G-3; From E-2, S-4, G-3
S&P said, "Social factors are now a moderately negative
consideration in our credit rating analysis of Aimbridge. As of the
fourth quarter 2022 the company's RevPAR had recovered to 2019
levels driven by significant increases in ADR that sufficiently
offset lower occupancy levels. Additionally, we expect cash flow to
continue to recover despite rising interest rates and for the
company to generate positive free operating cash flow in 2023 for
the first time since the onset of the pandemic. We believe that the
impact of the COVID-19 pandemic going forward will be minimal.
Nonetheless, although this was a rare and extreme disruption
unlikely to recur, health and safety factors remain an ongoing
consideration in our analysis of Aimbridge due to its
susceptibility to health and travel incidents that could depress
demand and negatively impact EBITDA, cash flow and leverage.
Governance factors are a moderately negative consideration. We view
financial sponsor-owned companies with aggressive or highly
leveraged financial risk profiles as demonstrating corporate
decision-making that prioritizes the interests of controlling
owners, typically with finite holding periods and a focus on
maximizing shareholder returns."
ALL WAYS CONCRETE: Seeks to Hire Bond, Schoeneck & King as Counsel
------------------------------------------------------------------
All Ways Concrete Pumping, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of New York to hire
Bond, Schoeneck & King, PLLC as its legal counsel.
The Debtor requires legal counsel to:
a. give advice regarding the Debtor's function and duties
under the Bankruptcy Code;
b. assist in the preparation of the Debtor's schedules of
assets and liabilities and statement of financial affairs;
c. negotiate with all creditors, including secured lenders;
d. examine liens against property of the estate;
e. negotiate with taxing authorities, if necessary;
f. negotiate with labor unions, if necessary;
g. represent the Debtor in proceedings and hearings in the
U.S. District and Bankruptcy Courts for the Western District of New
York;
h. prepare legal documents;
i. take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, negotiations in connection with any litigation in which the
Debtor is involved, and objections to claims filed against the
estate;
j. assist in the negotiation and documentation of cash
collateral orders and related transactions;
k. provide assistance, advice and representation concerning
any potential sales of the Debtor as a going concern or the sale of
all or a significant portion of the Debtor's asset;
l. provide assistance, advice and representation concerning
the confirmation of any proposed Chapter 11 plans and solicitation
of any acceptances or responding to rejections of such plans;
m. provide assistance, advice and representation concerning
any investigation of the assets, liabilities and financial
condition of the Debtor that may be required under local, state or
federal law;
n. provide counsel and representation with respect to the
assumption or rejection of executory contracts and leases, sales of
assets and other bankruptcy-related matters arising from this
Chapter 11 case;
o. advise the Debtor regarding all legal matters arising
during the Chapter 11 case, including, but not limited to,
corporate, finance, intellectual property, tax, labor and
commercial matters; and
p. provide all other pertinent and required representation in
connection with the provisions of the Bankruptcy Code.
Bond Schoeneck will charge these hourly fees:
Members & Of Counsel $285 - $825
Senior Counsel $290 - $570
Associates $180 - $430
Paraprofessionals $140 - $370
Grayson Walter, Esq., a member of Bond, disclosed in a court filing
that his firm is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Grayson T. Walter, Esq.
Bond, Schoeneck & King, PLLC
One Lincoln Center
Syracuse, NY 13202-1355
Tel: (315) 218-8000
Fax: 315-218-8100
Email: gwalter@bsk.com
About All Ways Concrete Pumping
All Ways Concrete Pumping, LLC is a family-owned and operated
concrete pump company. The company is based in Auburn, N.Y.
All Ways Concrete Pumping sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-30069) on Feb.
17, 2023, with up to $10 million in both assets and liabilities.
Diana L. Sroka, president, manager and member of All Ways Concrete
Pumping, signed the petition.
Judge Wendy A. Kinsella oversees the case.
Grayson T. Walter, Esq., at Bond, Schoeneck & King, PLLC represents
the Debtor as legal counsel.
AMERICANAS SA: Managers Present Conflicting Debt Information
------------------------------------------------------------
Cristiane Lucchesi and Jessica Brice of Bloomberg News report the
management team at Brazilian retailer Americanas SA told its
external auditor and internal auditing committee as late as
December 2022 that there were no supply-chain financing operations
taking place at the firm.
At the same time, executives gave the securities regulator CVM
conflicting information, and a central bank system showed the
account registering supply chain financing at the firm had
ballooned to almost 17 billion reais ($3.2 billion).
Just weeks later, a new chief executive officer unveiled massive
accounting inconsistencies that led to a historic collapse for the
Rio de Janeiro-based firm.
Documents viewed by Bloomberg News reveal the most detailed account
yet of how Americanas' debt has expanded for years, out of public
view. The material was compiled by a court-appointed
administrator, based on audit reports and information from
Americanas. The details show that Americanas executives were
providing vastly different figures for supply chain financing
transactions versus information that might have been available in
the retailer's bank accounts.
PricewaterhouseCoopers LLC, the retailer's most recent third-party
auditor, said management told it there were no supply chain finance
transactions, according to the report. Internal audit committee
minutes from May 2021 and December 2022 reveal executives said as
much. But the documents sent by Americanas itself to the CVM
regulator show that The company began to venture into this type of
financing in 2015, with close to 3,500 million reais, and closed
2022 with 15,900 million reais, the administrator indicated.
"Americanas reinforces that its governing bodies (board of
directors, management and committees) are working together to
disclose their revised, rectified and audited financial statements,
as soon as the work of the consultants hired by the company, its
current external auditor, PwC, and the internal committee has
concluded," the company said in an emailed response.
PwC declined to comment.
Known as "risco sacarado" in Brazil, supply chain financing is
central to the massive 20 billion reais accounting hole revealed by
Americanas in January after Sergio Rial took the reins. That led
to a large liquidation, a rushed bankruptcy filing to prevent
creditors from seizing assets, and another review by company
executives.
Accounting errors at the company artificially boosted profits for a
decade and they cut reported liabilities in half under Miguel
Gutiérrez's tenure as CEO. Americanas recorded a total debt of
42.3 billion reais in its restructuring proposal, although that
figure would be closer to 50,000 million reais if intra-company
loans are included.
The country's richest businessmen, Jorge Paulo Lemann, Marcel
Telles and Carlos Sicupira, collectively own a 30% stake in
Americanas. Sicupira was formerly president and is a member of the
board. In the only public statement from him since the scandal
broke, they said they did not know about the errors and added that
neither the executives, nor the banks, nor the auditors they had
noticed no previous irregularities.
PwC also submitted documents to the administrator showing that bank
creditors did not list their supply chain finance transactions when
conducting the audit of the December 2022 financial statements,
according to the report. That is another contradiction with what
had been reported to the central bank, since around 17 billion
reais of that type of debt was reported in September 2022, an
increase from almost 13 billion reais in December 2021.
KPMG, which was the company's previous auditor, quoted Itau
Unibanco Holding SA and Banco Santander Brasil SA as saying that
had debts linked to supply chain finance with the company for the
2016 fiscal year, before retracting the statements in subsequent
responses.
Itau said the information is false, adding that it was Americanas
who received the document and asked Itaú to exclude the
information on supply chain financing. The bank said it disagreed
with the practice and has documents to prove it.
Santander said the bank letters were just one of many audit tools
and that the bank always included all the information about
Americanas’ loans in the central bank's system.
Both banks added that accounting inconsistencies or fraud are the
sole responsibility of the company, its managers and its board of
directors and that there is no point in trying to blame creditors.
KPMG declined to comment.
While Americanas released a public version of the receiver's report
on its investor relations website late Wednesday, parts of the
report say "information is available on a confidential basis,"
including details about the conflicting bank reports.
"This report is presented in two versions, one public and the other
confidential, since part of the information and documents analyzed
are covered in secret, according to information provided by the
companies in the process of reorganization and by the other agents
consulted, and must be observed," the administrator wrote in the
report.
Americanas said in a statement on Friday that its 2022 earnings
report, which is scheduled for March 29, will not be released and
did not provide a new date.
About Americanas SA
Americanas was one of the largest diversified retail chains in
Brazil, with a wide platform of physical stores, robust e-commerce,
fintech, and has just entered into the niche food retail. It is
listed on B3, being indirectly controlled by billionaire Jorge
Paulo Lemann, Carlos Alberto Sicupira and Marcel Telles.
The retailer nosedived in January 2023 after becoming mired in an
accounting scandal. The firm filed for bankruptcy at a court in
Rio de Janeiro on Jan. 19, 2023.
Americanas sought protection under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10092) on Jan. 25,
2023. White & Case LLP, led by John K. Cunningham, is the U.S.
counsel.
ASPIRA WOMEN'S: Incurs $5.1 Million Net Loss in Fourth Quarter
--------------------------------------------------------------
Aspira Women's Health Inc. reported a net loss of $5.10 million on
$2.15 million of total revenue for the three months ended Dec. 31,
2022, compared to a net loss of $8.96 million on $1.85 million of
total revenue for the three months ended Dec. 31, 2021.
For the year ended Dec. 31, 2022, the Company reported a net loss
of $27.17 million on $8.18 million of total revenue compared to a
net loss of $31.66 million on $6.81 million of total revenue for
the year ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $17.37 million in total
assets, $10.64 million in total liabilities, and $6.73 million in
total stockholders' equity.
"2022 was a year of tremendous transformation as we focused on our
three strategic initiatives: growth, innovation, and operational
excellence. While we exited the year a much leaner company in
terms of headcount, we achieved many of our most important goals,
including the launch of OvaWatchSM late last year," said Nicole
Sandford, president and chief executive officer of Aspira. "Our
optimism for OvaWatch and its market potential has only grown,
especially in light of the recent national coverage by a leading
payer mere months after its commercial launch. We now turn our
attention to the second phase of the OvaWatch launch as a serial
use ovarian cancer risk assessment that will significantly enhance
health providers' adnexal mass monitoring capabilities."
Ms. Sandford added, "Our development of EndoCheckTM continues, as
we target the launch of a first-generation endometriosis blood test
this year. We remain optimistic about our competitive positioning
and the importance of a test like EndoCheck for clinicians in
identifying the millions of women suffering from endometriosis."
Ms. Sandford continued, "On the growth front, the Company achieved
full year-over-year revenue of $8.2 million, representing a 20%
increase, while simultaneously increasing gross margin by 8
percentage points and reducing sales and marketing expenses by 13%
on a full-year basis. Our momentum continued in the first quarter
of 2023 with dramatic daily volume growth in January and February."
Ms. Sandford concluded, "Our hard work this past year has
positioned us well for the challenges ahead. Our purpose-driven
focus on execution and prudent use of resources will be the key to
positioning Aspira as a leader in women's gynecologic health
diagnostics. We look forward to sharing an update to our pipeline
strategy at a product-focused investor R&D presentation on May 23,
2023."
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/926617/000092661723000020/awh-20230322xex99_1.htm
About Aspira Women's Health
Formerly known as Vermillion, Inc., Aspira Women's Health Inc. --
http://www.aspirawh.com-- is transforming women's health with the
discovery, development and commercialization of innovative testing
options and bio-analytical solutions that help physicians assess
risk, optimize patient management and improve gynecologic health
outcomes for women. OVA1 plus combines its FDA-cleared products
OVA1 and OVERA to detect risk of ovarian malignancy in women with
adnexal masses. ASPiRA GenetiXSM testing offers both targeted and
comprehensive genetic testing options with a gynecologic focus.
With over 10 years of expertise in ovarian cancer risk assessment
ASPIRA has expertise in cutting-edge research to inform its next
generation of products. Its focus is on delivering products that
allow healthcare providers to stratify risk, facilitate early
detection and optimize treatment plans.
Aspira Women's reported a net loss of $31.66 million for the year
ended Dec. 31, 2021, a net loss of $17.91 million for the year
ended Dec. 31, 2020, a net loss of $15.24 million for the year
ended Dec. 31, 2019, and a net loss of $11.37 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2022, the Company had $23.94
million in total assets, $12.76 million in total liabilities, and
$11.18 million in total stockholders' equity.
In its Quarterly Report filed for the three months ended Sept. 30,
2022, Aspira Women's Health said it has incurred significant net
losses and negative cash flows from operations since inception and
it also expects to continue to incur a net loss and negative cash
flows from operations for 2022. There can be no assurance that the
Company will achieve or sustain profitability or positive cash flow
from operations. Given these conditions, there is substantial
doubt about the Company's ability to continue as a going concern.
ASTRALABS INC: Starts Subchapter V Bankruptcy Case
--------------------------------------------------
Astralabs Inc. filed for chapter 11 protection in the Western
District of Texas. The Debtor elected on its voluntary petition to
proceed under Subchapter V of chapter 11 of the Bankruptcy Code.
The Debtor continues to operate and manage its Austin-based company
that operates two virtual programs -- an incubator and an
accelerator that provides early-stage founders and companies with
the tools and skills to build, scale, and fund their startup; upon
completion of the program, ASTRALABS INC connects its founder
customer to investors.
According to court filings, Astralabs has $4,389,867 in debt to 1
to 49 creditors. The petition states that funds will be available
to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
April 12, 2023 at 10:00 a.m. in Room Telephonically on telephone
conference line: (866)711-2282 (participant passcode: 3544189#).
About Astralabs Inc.
Astralabs Inc. -- https://newchip.com/ -- doing business as
Newchip, operates an accelerator program delivered by online
curriculum.
Astralabs Inc. filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
23-10164) on March 17, 2023. In the petition filed by Jack
Cartwright, as VP of Finance, the Debtor reported total assets of
$1,763,754 and total liabilities of $4,389,867.
The case is overseen by Honorable Bankruptcy Judge Shad Robinson.
The Debtor is represented by:
Robert Chamless Lane, Esq.
The Lane Law Firm, PLLC
979 Springdale Road Suite #123
Austin, TX 78723
Tel: (713) 595-8200
Fax: (713) 595-8201
Email: notifications@lanelaw.com
AVAYA INC: Court Confirms Reorganization Plan
---------------------------------------------
Judge David R. Jones has entered an order approving the Disclosure
Statement and confirming the Joint Prepackaged Plan of
Reorganization of Avaya Inc., et al.
All parties have had a full and fair opportunity to be heard on all
issues raised by the objections to Confirmation of the Plan or
approval of the Disclosure Statement. All objections and all
reservations of rights pertaining to Confirmation or final approval
of the Disclosure Statement, whether formal or informal, that have
not been withdrawn, waived, or settled are overruled on the merits
and denied.
The Debtors having:
a. entered into that certain restructuring support agreement
dated as of February 14, 2023 (as may be modified, amended, or
supplemented from time to time, and together with all term sheets,
schedules, annexes, and exhibits appended thereto, the "RSA") by
and among the Company Parties, RingCentral, and the Consenting
Stakeholders;
b. entered into that certain backstop commitment agreement dated
as of February 14, 2023 (as may be modified, amended, or
supplemented from time to time, and together with all schedules and
exhibits appended thereto, the "RO Backstop Agreement"), between
the Debtors and the RO Backstop Parties.
The ballots (the "Ballots") the Debtors used to solicit votes to
accept or reject the Plan from Holders in the Voting Class
adequately addressed the particular needs of these Chapter 11 Cases
and were appropriate for Holders in the Voting Class to vote to
accept or reject the Plan. As evidenced by the Voting Report, Class
4 has voted to accept the Plan in accordance with the requirements
of sections 1126 and 1129 of the Bankruptcy Code.
Under section 1126(f) of the Bankruptcy Code, Holders of Claims in
Class 1 (Other Secured Claims), Class 2 (Other Priority Claims),
Class 3 (Prepetition ABL Claims), Class 5 (B-3 Escrow Claims), and
Class 6 (Non-HoldCo General Unsecured Claims), (collectively, the
"Deemed Accepting Classes") are Unimpaired and conclusively
presumed to have accepted the Plan.
Further, the Debtors were not required to solicit votes from the
Holders of Claims or Interests in Class 7 (HoldCo Convertible Notes
Claims), Class 8 (HoldCo General Unsecured Claims), Class 10
(Section 510 Claims), or Class 12 (Existing Avaya Interests), which
were deemed to reject the Plan (the "Deemed Rejecting Classes").
Holders of Claims in Class 9 (Intercompany Claims) and Holders of
Interests in Class 11 (Intercompany Interests) are Unimpaired and
conclusively presumed to have accepted the Plan (to the extent
reinstated) or are Impaired and deemed to reject the Plan (to the
extent cancelled), and, in either event, are not entitled to vote
to accept or reject the Plan.
The terms and conditions of the Exit Facilities and the Debtors'
entry into the Exit Facilities Documents, including all actions,
undertakings, and transactions contemplated thereby, and payment of
all fees, indemnities, and expenses provided for thereunder, are
essential elements of the Plan, necessary for the consummation
thereof, and in the best interests of the Debtors, the Estates, and
Holders of Claims and Interests. The Exit Facilities are critical
to the overall success and feasibility of the Plan, and the Debtors
have exercised reasonable business judgment in determining to enter
into the Exit Facilities Documents, which have been negotiated in
good faith and at arm's-length.
Plan Modifications
Subsequent to filing the Plan on February 14, 2023, the Debtors
made certain technical modifications to the Plan (the "Plan
Modifications"). The Plan Modifications, which were made in
accordance with the RSA, do not materially adversely affect the
treatment of any Claim or Interest under the Plan. After giving
effect to the Plan Modifications, the Plan continues to satisfy the
requirements of sections 1122 and 1123 of the Bankruptcy Code.
Restructuring Transactions
After the Confirmation Date, the Debtors or Reorganized Debtors, as
applicable, are authorized to enter into and effectuate the
Restructuring Transactions, including the entry into and
consummation of the transactions contemplated by the RSA, the Plan,
and/or the Definitive Documents (including, for the avoidance of
doubt, the Plan Supplement and RO Documents), as the same may be
modified from time to time prior to the Effective Date subject, in
each case, to the consent rights set forth or incorporated therein
(including, for the avoidance of doubt, the Description of
Transaction Steps) and authorized to enter into any transactions
necessary or desirable to effectuate the Restructuring Transactions
and the corporate structure of the Reorganized Debtors, in each
case pursuant to this Confirmation Order and applicable bankruptcy
law. All initial Holders of New Equity Interests shall be deemed
party to the New Stockholders' Agreement and the Registration
Rights Agreement, in privity of contract with the other parties to
the New Stockholders' Agreement and the Registration Rights
Agreement and be bound thereby, whether their ownership is recorded
in a register maintained with Reorganized Avaya's transfer agent or
through the facilities of DTC, without the need to execute
signature pages thereto. Any transfers of assets or equity
interests effected, or any obligations incurred through the
Restructuring Transactions are hereby approved and shall not
constitute fraudulent conveyances or fraudulent transfers or
otherwise be subject to avoidance.
Exit Facilities
On the Effective Date, the Reorganized Debtors shall enter into the
Exit Facilities, the terms of which will be set forth in the Exit
Facilities Documents and which terms shall be in all respects
consistent with the RSA and the Plan (including any consent rights
set forth therein). Confirmation of the Plan shall be deemed (a)
approval of the Exit Facilities (including the Exit Facilities
Documents and the transactions contemplated thereby, and all
actions to be taken, undertakings to be made, and obligations to be
incurred and fees paid by the Debtors or the Reorganized Debtors,
as applicable, in connection therewith), subject to the terms and
conditions of the RSA and the Plan (including any consent rights
set forth therein) and (b) authorization for the Debtors or the
Reorganized Debtors, as applicable, to, without further notice to
or order of the Court, and subject to the terms and conditions of
the RSA and Plan (including any consent rights set forth therein)
(i) execute and deliver those documents necessary or appropriate to
obtain the Exit Facilities, (ii) act or take action under
applicable law, regulation, order, rule, or vote, consent,
authorization, or approval of any Person, subject to such
modifications as the Debtors or the Reorganized Debtors may deem to
be necessary to consummate the Exit Facilities, (iii) grant the
Liens and security interests in accordance with the Exit Facilities
Documents, and (iv) pay of all fees and expenses contemplated by
the Exit Facilities Documents. On the Effective Date, all of the
Liens and security interests to be granted in accordance with the
Exit Facilities Documents (a) shall be deemed to be granted, (b)
shall be legal, binding, and enforceable Liens on, and security
interests in, the collateral granted thereunder, in accordance with
the terms of the Exit Facilities Documents, (c) shall be deemed
automatically perfected as of the Effective Date, subject only to
such Liens and security interests as may be permitted under the
Exit Facilities Documents, without the necessity of filing or
recording any financing statement, assignment, pledge, notice of
lien or any similar document or instrument or taking any action,
and (d) shall not be subject to avoidance, recharacterization, or
equitable subordination for any purposes whatsoever and shall not
constitute preferential transfers, fraudulent conveyances, or other
voidable transfers under the Bankruptcy Code or any applicable
non-bankruptcy law. The Exit Term Loan Facility Credit Agreement
shall be binding on all parties receiving, and all Holders of, the
loans under the Exit Term Facility. The Exit ABL Facility Credit
Agreement shall be binding on all parties party to the Exit ABL
Facility.
Approval of the 2023 PBGC Settlement Agreement
Entry of the Confirmation Order shall constitute entry of an order
approving the 2023 PBGC Settlement Agreement. For the avoidance of
doubt, pursuant to paragraph 3 of the 2023 PBGC Settlement
Agreement, the Stipulation (as defined therein) shall be deemed
terminated and rejected by the Debtors, and shall no longer be
binding on the Reorganized Debtors and PBGC, as of the date of
entry of the Confirmation Order. The parties to the 2023 PBGC
Settlement Agreement are authorized to take all actions necessary
to effectuate the relief granted pursuant to this Confirmation
Order in accordance with the terms of the 2023 PBGC Settlement
Agreement and related documents.
Assumption of One Penn Plaza LLC Lease
On the Effective Date, that certain lease dated September 26, 2018
(as amended, the "OPP Lease") between Avaya Inc. (including the
Reorganized Avaya Inc., "Avaya Inc."), as tenant, and One Penn
Plaza LLC ("OPP Landlord"), as landlord, shall be assumed by Avaya
Inc., and not assigned to any affiliate of Avaya Inc. or other
third party. Notwithstanding anything in the Plan or this
Confirmation Order to the contrary, in addition to payment of the
Cure amount, Avaya Inc. shall: (i) be responsible for payment of
all unpaid year-end adjustments and reconciliations when such
charges become due in accordance with the terms of the OPP Lease,
whether accruing prior to or after the Effective Date; and (ii)
deliver to OPP Landlord a letter of credit pursuant to the terms of
the Second Amendment to the OPP Lease dated on or about March 21,
2023.
Assumption of RingCentral Agreements
The Debtors are authorized to assume the RingCentral Agreements (as
defined in the RingCentral Motion). The RingCentral Agreements are
deemed assumed, subject to the conditions set forth in this
paragraph. The Debtors shall cure any defaults that exist under the
RingCentral Agreements in accordance with section 365(b) of the
Bankruptcy Code. The Debtors are authorized to execute and deliver
all instruments and documents and take any additional actions as
are necessary or appropriate to implement and effectuate the
assumption of the RingCentral Agreements approved by this
Confirmation Order, including, without limitation, the payment of
any postpetition amounts and other charges under the RingCentral
Agreements. Notice of the RingCentral Motion as provided therein
shall be deemed good and sufficient notice of such motion and the
requirements of the Bankruptcy Rule 6006(c) and the Bankruptcy
Local Rules are satisfied by such notice. Entry of this
Confirmation Order shall constitute entry of an order approving the
RingCentral Motion.
Proposed Co-Counsel to the Debtors:
Matthew D. Cavenaugh, Esq.
Rebecca Blake Chaikin, Esq.
Genevieve M. Graham, Esq.
Emily Meraia, Esq.
JACKSON WALKER LLP
1401 McKinney Street, Suite 1900
Houston, TX 77010
Telephone: (713) 752-4200
Facsimile: (713) 752-4221
E-mail: mcavenaugh@jw.com
rchaikin@jw.com
ggraham@jw.com
emeraia@jw.com
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
Joshua A. Sussberg, Esq.
Aparna Yenamandra, Esq.
Rachael M. Bentley, Esq.
Andrew Townsell, Esq.
601 Lexington Avenue
New York, NY 10022
Telephone: (212) 446-4800
Facsimile: (212) 446-4900
E-mail: joshua.sussberg@kirkland.com
aparna.yenamandra@kirkland.com
rachael.bentley@kirkland.com
andrew.townsell@kirkland.com
- and -
Patrick J. Nash, Jr., Esq.
300 North LaSalle Street
Chicago, IL 60654
Telephone: (312) 862-2000
Facsimile: (312) 862-2200
E-mail: patrick.nash@kirkland.com
A copy of the Order dated March 22, 2023, is available at
https://bit.ly/42DgRgE from PacerMonitor.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. Tex.
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 o 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.
BANYAN CAY RESORT: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Lead Debtor: Banyan Cay Resort & Golf, LLC
1900 Banyan Club Road
West Palm Beach Florida 33401
Business Description: The Debtors operate resorts and golf clubs.
Chapter 11 Petition Date: March 29, 2023
Court: United States Bankruptcy Court
Southern District of Florida
Five affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Banyan Cay Resort & Golf, LLC 23-12386
Banyan Cay Dev. LLC 23-12387
Banyan Cay Villas, LLC 23-12388
Banyan Cay Maintenance, LLC 23-12389
Banyan Cay Investment, LLC 23-12390
Judge: Hon. Mindy A. Mora (23-12386, 23-12389 and 23-12390)
Hon. Erik P. Kimball (23-12387, 23-12388)
Debtors' Counsel: Joseph A. Pack, Esq.
PACK LAW
51 NE 24th St., Suite 108
Miami, FL 33137
Tel: 305-916-4500
Email: joe@packlaw.com
Banyan Cay Resort's
Estimated Assets: $100 million to $500 million
Banyan Cay Resort's
Estimated Liabilities: $100 million to $500 million
Banyan Cay Dev.'s
Estimated Assets: $10 million to $50 million
Banyan Cay Dev.'s
Estimated Liabilities: $50 million to $100 million
Banyan Cay Villas'
Estimated Assets: $10 million to $50 million
Banyan Cay Villas'
Estimated Liabilities: $50 million to $100 million
Banyan Cay Maintenance's
Estimated Assets: $1 million to $10 million
Banyan Cay Maintenance's
Estimated Liabilities: $1 million to $10 million
Banyan Cay Investment's
Estimated Assets: $100 million to $500 million
Banyan Cay Investment's
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Gerard A. McHale, McHale, P.A.,
proposed chief restructuring officer.
The Debtors failed to include in the petitions lists of their 20
largest unsecured creditors.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/UYZTNHQ/Banyan_Cay_Dev_LLC__flsbke-23-12387__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/VDOHEPY/Banyan_Cay_Villas_LLC__flsbke-23-12388__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/VITLSNQ/Banyan_Cay_Maintenance_LLC__flsbke-23-12389__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/VRJV4KY/Banyan_Cay_Investment_LLC__flsbke-23-12390__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/Y7XLO6I/Banyan_Cay_Resort__Golf_LLC__flsbke-23-12386__0001.0.pdf?mcid=tGE4TAMA
BANYAN CAY: Seeks to Hire McHale as Restructuring Advisor
---------------------------------------------------------
Banyan Cay Mezzanine Borrower, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire
McHale, P.A. and designate Gerard McHale, a partner at the firm, as
its chief restructuring officer.
The Debtor requires a CRO to:
a. open and close bank accounts and be an authorized signatory
on all bank accounts for the Debtor;
b. transfer funds of the Debtor;
c. oversee, manage, and control all aspects of the Debtor's
current business activities and operations, including but not
limited to, budgeting, cash management, and financial management;
d. review the daily operating activity of the Debtor;
e. review purchases and expenses of the Debtor;
f. evaluate liquidity options including restructuring,
refinancing, and reorganizing;
g. cause the Debtor to borrow funds and pledge any of its
assets;
h. oversee and manage all negotiations with the Debtor's
lenders, vendors, customers, investors and equity holders;
i. hire and terminate employees of the Debtor;
j. hire and terminate professionals to represent the Debtor
after consultation with the Debtor's management;
k. hire professionals to provide independent advice to the
CRO;
l. cause the Debtor (i) to modify, or amend any of the
Debtor's current agreements, contracts or licensing agreements with
the current counterparties, (ii) to enter into any new agreements
or contracts other than licenses with respect to the Debtor's
intellectual property, and (iii) to license or sell the Debtor's
intellectual property with the prior approval of the other managers
of the Debtor and the bankruptcy court to the extent applicable;
m. cause the Debtor to exercise its rights and obligations
under any of the Debtor's current agreements, contracts, and
licenses;
n. cause the Debtor to pursue, settle or compromise any
litigation, controversy or other dispute involving the Debtor;
o. cause the Debtor with the prior approval of the relevant
parties to commence a proceeding under Chapter 11 of the U.S.
Bankruptcy Code;
p. if appropriate to develop possible restructuring plans,
sales of all or substantially all of the Debtor's assets pursuant
to Section 363 of the U.S. Bankruptcy Code or otherwise, which
process shall be run by Keen-Summit Capital Partners, LLC, subject
to the prior approval of the other managers of the Debtor and the
bankruptcy court, or to develop strategic alternatives for
maximizing the enterprise value of the Debtor, and the CRO shall
determine which plan or alternative is appropriate under the
circumstances;
q. take any action during a Chapter 11 case involving the
Debtor that the CRO determines is in the best interests of the
Debtor and its estate;
r. act as the Debtor's representative in court hearings as
appropriate;
s. cause the Debtor to take any other action which the CRO, in
good faith, determines to be necessary, prudent, or appropriate
under the circumstances;
t. attend hearings, sign relevant documents in the Debtor's
bankruptcy case, and be responsible for the preparation of the
schedules and statements of financial affairs, monthly operating
reports, and all other documents, as well as ensure they are filed
on a timely basis with the court;
u. be the Debtor's representative for all purposes in the
bankruptcy case;
v. without limitation, report to the Debtor's stakeholders and
to counsel for the Debtor; and
w. attend meeting of creditors pursuant to Section 341 of the
Bankruptcy Code and work with the Office of the United States
Trustee to achieve steps necessary to secure such attendance.
McHale will be paid for the services of the CRO and any staff
required for the assignment as follows:
Gerard McHale, Jr., CRO $550 per hour
Veronica Larriva, CPA $330 per hour
Roy Maloney, CPA $235 per hour
Other staff as appropriate $80 to $330 per hour
In addition, the firm will be reimbursed by the Debtor for its
out-of-pocket expenses.
The firm will receive a $25,000 pre-bankruptcy retainer and a
$50,000 post-petition bankruptcy retainer.
Mr. McHale 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:
Gerard A. McHale
McHale, P.A.
1601 Jackson St., Suite 200
Ft. Myers, FL 33901
Tel: (238) 337-0808
Email: jerrym@thereceiver.net
About Banyan Cay Mezzanine Borrower
Banyan Cay Mezzanine Borrower, LLC, a company in West Palm Beach,
Fla., filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-11281) on Feb. 17,
2023, with $1 million to $10 million in both assets and
liabilities. Kim A. Pillar, manager, signed the petition.
Judge Erik P. Kimball oversees the case.
The Debtor tapped Joseph A. Pack, Esq., at Pack Law, P.A. as
bankruptcy counsel and McHale, P.A. as restructuring advisor.
Gerard McHale, a partner at McHale, serves as the Debtor's chief
restructuring officer.
BANYAN CAY: Seeks to Hire Pack Law as Bankruptcy Counsel
--------------------------------------------------------
Banyan Cay Mezzanine Borrower, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire the
law firm of Pack Law, P.A. as its counsel.
The firm's services include:
a. assisting the Debtor in carrying out its duties in the
Chapter 11 case;
b. representing the Debtor in the potential sale of its assets
under Section 363 of the Bankruptcy Code;
c. representing the Debtor in negotiation, prosecution, and
confirmation of a plan of reorganization, and consummation of the
restructuring transaction contemplated;
d. preparing and filing legal papers; and
e. other services that may be required in connection with the
bankruptcy case or confirmation of the Debtor's proposed plan of
reorganization.
The firm will be paid at these rates:
Joseph Pack, Esq. $675 per hour
Jessey Krehl, Esq. $350 per hour
Paralegal $175 per hour
As disclosed in court filings, Pack Law is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Joseph A. Pack, Esq.
Pack Law, P.A.
51 NE 24th St., Suite 108
Miami, FL 33137
Tel: +1 305-916-4500
Email: joe@packlaw.com
About Banyan Cay Mezzanine Borrower
Banyan Cay Mezzanine Borrower, LLC, a company in West Palm Beach,
Fla., filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-11281) on Feb. 17,
2023, with $1 million to $10 million in both assets and
liabilities. Kim A. Pillar, manager, signed the petition.
Judge Erik P. Kimball oversees the case.
The Debtor tapped Joseph A. Pack, Esq., at Pack Law, P.A. as
bankruptcy counsel and McHale, P.A. as restructuring advisor.
Gerard McHale, a partner at McHale, serves as the Debtor's chief
restructuring officer.
BED BATH & BEYOND: Inks Limited Waiver With Warrant Holder
----------------------------------------------------------
Bed Bath & Beyond Inc. entered into a letter agreement relating to
that certain Warrant to Purchase Series A Convertible Preferred
Stock, initially dated as of Feb. 7, 2023 (as amended or otherwise
modified from time to time), No. PW-001, issued by the Company to
an institutional investor.
Pursuant to the Agreement, for the period commencing on 9:00 A.M.,
New York City time on March 20, 2023, through, and including, 9:00
AM, New York City time on April 3, 2023, the Holder waived the
occurrence of any Price Failure (as defined in the Warrant) that
has occurred or may occur during the Limited Waiver Period. The
Limited Waiver will cease to be of further force and effect after
9:00 AM, New York City time on April 3, 2023.
About Bed Bath & Beyond
Bed Bath & Beyond Inc., together with its subsidiaries, is an
omnichannel retailer selling a wide assortment of merchandise in
the Home, Baby, Beauty & Wellness markets and operate under the
names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face
Values. The Company also operates Decorist, an online interior
design platform that provides personalized home design services.
The Company reported a net loss of $559.62 million for the fiscal
year ended Feb. 26, 2022, a net loss of $150.77 million for the
year ended Feb. 27, 2021, and a net loss of $613.82 million for the
year ended Feb. 29, 2020. As of Nov. 26, 2022, the Company had
$4.40 billion in total assets, $5.20 billion in total liabilities,
and a total shareholders' deficit of $798.64 million.
* * *
As reported by the TCR on March 8, 2023, S&P Global Ratings raised
its issuer credit rating on U.S.-based specialty retailer Bed Bath
& Beyond Inc. (BBBY) to 'CCC-' from 'D'. S&P said, "BBBY's capital
structure remains unsustainable, in our view, due to its heavy debt
load, wide operating losses, and sustained cash flow deficits."
As reported by the TCR on Nov. 28, 2022, Moody's Investors Service
retained Bed Bath's corporate family rating at Ca and the outlook
remains stable. According to Moody's, Bed Bath & Beyond's Ca
corporate family rating reflects the very high likelihood of
further defaults over the next 12 months.
BED BATH & BEYOND: To Slash 1,300 More Jobs in New Jersey
---------------------------------------------------------
Reuters reports that Bed Bath & Beyond Inc (BBBY.O) will lay off
about 1,300 more employees at four locations in New Jersey,
including at discount health and beauty chain Harmon, a Worker
Adjustment and Retraining Notification (WARN) notice showed on
Friday, March 24, 2023.
The layoffs will come ahead of a change in labor laws in the U.S.
state in April 2023 that would mandate companies with 100 or more
employees to notify them 90 days in advance of plant closings and
mass layoffs, instead of 60 days.
Bed Bath & Beyond had said last February 2023 it was planning to
raise around $1 billion, through an offering of preferred stock and
warrants, to avoid bankruptcy.
In January 2023, the struggling retailer had said it would lay off
more employees to reduce costs, after announcing last year that it
would cut 20% of its corporate and supply-chain workforce.
About Bed Bath & Beyond
Bed Bath & Beyond Inc., together with its subsidiaries, is an
omnichannel retailer selling a wide assortment of merchandise in
the Home, Baby, Beauty & Wellness markets and operate under the
names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face
Values. The Company also operates Decorist, an online interior
design platform that provides personalized home design services.
The Company reported a net loss of $559.62 million for the fiscal
year ended Feb. 26, 2022, a net loss of $150.77 million for the
year ended Feb. 27, 2021, and a net loss of $613.82 million for the
year ended Feb. 29, 2020. As of Nov. 26, 2022, the Company had
$4.40 billion in total assets, $5.20 billion in total liabilities,
and a total shareholders' deficit of $798.64 million.
* * *
As reported by the TCR on Jan. 11, 2023, S&P Global Ratings raised
its issuer credit rating on Union, N.J.-based specialty home
retailer Bed Bath & Beyond Inc. (BBBY) to 'CC' from 'SD' (selective
default). S&P said, "The 'CC' rating and negative outlook on BBBY
reflects our view that while not actively in default, the company
is highly vulnerable and a distressed transaction or broader
restructuring is a virtual certainty based on its deteriorating
liquidity position, challenging operating conditions, and the
looming maturities of its outstanding 2024 notes."
As reported by the TCR on Nov. 28, 2022, Moody's Investors Service
retained Bed Bath's corporate family rating at Ca and the outlook
remains stable. According to Moody's, Bed Bath & Beyond's Ca
corporate family rating reflects the very high likelihood of
further defaults over the next twelve months.
BEF LLC: Taps Law Offices of Geoff Wiggs as Bankruptcy Counsel
--------------------------------------------------------------
BEF, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of California to hire the Law Offices of Geoff
Wiggs as its legal counsel.
The firm's services include:
a. providing the Debtor with legal advice with respect to its
powers and duties in the continued management of its estate;
b. representing the Debtor in reclamation proceedings if
instituted in this court by creditors;
c. preparing legal papers;
d. performing all other necessary legal services.
The Law Offices of Geoff Wiggs will charge $410 per hour for its
services.
The firm received a retainer in the amount of $18,738.
As disclosed in court filings, the Law Offices of Geoff Wiggs is a
disinterested person within the definition provided by Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Geoffrey E. Wiggs, Esq.
Law Offices of Geoff Wiggs
1900 S. Norfolk St, Suite 350
San Mateo, CA 94403-1171
Tel: 650-577-5952
Fax: 650-577-5953
Email: Geoff@wiggslaw.com
About BEF LLC
BEF, LLC filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 23-40291) on
March 15, 2023, with $500,001 to $1 million in assets and up to
$50,000 in liabilities. Geoff Wiggs, Esq. at the Law Offices of
Geoff Wiggs represents the Debtor as counsel.
BLOCKFI INC: Seeks to Extend Plan Exclusivity to June 26
--------------------------------------------------------
BlockFi Inc. and its affiliates ask the U.S. Bankruptcy Court for
the District of New Jersey to extend their filing exclusivity
period to June 26, 2023 and their soliciting exclusivity period
to August 28, 2023. Unless extended, the exclusivity periods
will expire on March 28, 2023 and May 30, 2023, respectively.
The Debtors seek an extension of the exclusivity periods to
continue working toward their goal of confirming a value-
maximizing chapter 11 plan.
BlockFi Inc. is represented by:
Michael D. Sirota, Esq.
Warren A. Usatine, Esq.
COLE SCHOTZ P.C.
Court Plaza North, 25 Main Street
Hackensack, NJ 07601
Tel: (201) 489-3000
Email: msirota@coleschotz.com
wusatine@coleschotz.com
- and -
Joshua A. Sussberg, Esq.
Christine A. Okike, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212) 446-4800
Email: jsussberg@kirkland.com
christine.okike@kirkland.com
- and -
Richard S. Kanowitz, Esq.
Kenric D. Kattner, Esq.
HAYNES AND BOONE, LLP
30 Rockefeller Plaza, 26th Floor
New York, New York 10112
Tel: (212) 659-7300
Email: richard.kanowitz@haynesboone.com
kenric.kattner@haynesboone.com
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.
BONA VISTA 1606: Seeks to Extend Plan Exclusivity to June 22
------------------------------------------------------------
Bona Vista 1606 LLC asks the U.S. Bankruptcy Court for the
Southern District of Florida to extend the exclusivity to
negotiate with creditors and file a plan and disclosure
statement, and to solicit acceptances, to June 22, 2023 and
August 22, 2023, respectively.
Unless extended, the Debtor's exclusivity period ends on
March 22, 2023.
Bona Vista 1606 LLC is represented by:
Joel M. Aresty, Esq.
JOEL M. ARESTY, P.A.
309 1st Ave S
Tierra Verde, FL 33715
Phone: (305) 904-1903
Email: aresty@mac.com
About Bona Vista 1606
Bona Vista 1606, LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Fla. Case No. 22-16461) on Aug. 22, 2022, with up to
$1 million in both assets and liabilities. Judge Robert A. Mark
oversees the case.
The Debtor is represented by Joel M. Aresty, P.A.
BRAVO MULTINATIONAL: Incurs $528K Net Loss in 2022
--------------------------------------------------
Bravo Multinational Incorporated has filed with the Securities and
Exchange Commission its Annual Report on Form 10-K disclosing
a net loss of $528,058 for the year ended Dec. 31, 2022, compared
to a net loss of $420,126 for the year ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $73 in total assets, $1.77
million in total liabilities, and a total stockholders' deficit of
$1.77 million.
Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
March 6, 2023, citing that the Company has suffered recurring
losses from operations and has a significant accumulated deficit.
In addition, the Company continues to experience negative cash
flows from operations. These factors raise substantial doubt about
the Company's ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1444839/000109181823000028/brvo10k2023.htm
About Bravo Multinational
Based in Ontario, Canada, Bravo Multinational Incorporated --
http://www.bravomultinational.com-- is currently engaged in the
business of leasing and selling gaming equipment. The Company,
however, ceased operations in Nicaragua in 2017 due to political
and economic instabilities. The Company is planning to operate its
business in the US and other more stable democracies in Latin
America.
CATALINA MARKETING: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------------
Lead Debtor: PacificCo Inc.
200 Carillon Parkway
Suite 200
St. Petersburg Florida 33716
Business Description: Catalina's business is its extensive network
of in-store, point-of-sale ("POS") data
acquisition and promotional delivery
systems, present in approximately 22,000
retail locations in the U.S. Catalina is
currently party to agreements with
approximately 59 retailer partners to
utilize Catalina's networked servers and
high-speed printers at multiple POS
locations in each of the Retailers' stores.
Chapter 11 Petition Date: March 28, 2023
Fifteen affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Catalina Marketing Corporation 23-10469
PacificCo Inc. 23-10470
PacificCo Intermediate Corp. 23-10471
PacificCo Acquisition Corp. 23-10472
Catalina Marketing Procurement, LLC 23-10473
Catalina Marketing Technology Solutions, Inc. 23-10474
Modiv Media, LLC 23-10475
Cellfire LLC 23-10476
Catalina Marketing Worldwide, LLC 23-10477
Catalina-Pacific Media, L.L.C. 23-10478
CMJ Investments L.L.C. 23-10479
Supermarkets Online, Inc. 23-10480
Supermarkets Online Holdings, Inc. 23-10481
Catalina Marketing Loyalty Holdings, Inc. 23-10482
Catalina Digital Holdings, LLC 23-10483
Court: United States Bankruptcy Court
Southern District of New York
Debtors' Counsel: Garty T. Holtzer, Esq.
Kevin Bostel, Esq.
Rachael Foust, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, New York 10153
Tel: (212) 310-8000
Fax: (212) 310-8007
Email: Gary.Holtzer@weil.com
Debtors'
Financial
Advisor: FTI CONSULTING, INC.
Three Times Square,
9th Floor
New York, NY 10036
Debtors'
Investment
Banker: HOULIHAN LOKEY
245 Park Avenue
20th Floor
New York, NY 10167
Debtors'
Claims,
Noticing &
Solicitation
Agent: KURTZMAN CARSON CONSULTANTS LLC
1290 Avenue of the Americas
9th Floor, New York, NY 10104
Estimated Assets
(on a consolidated basis): $100 million to $500 million
Estimated Liabilities
(on a consolidated basis): $100 million to $500 million
The petitions were signed by Michael Huffmaster as chief financial
officer.
Full-text copies of two of the Debtors' petitions are available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/KABR7JY/Catalina_Marketing_Corporation__nysbke-23-10469__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/KP3ZN5Y/PacificCo_Inc__nysbke-23-10470__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Beeswax IO Corporation Trade Vendor $3,701,723
Attn.: Todd Keats
275 7th Avenue, 21st Floor
New York, New York 10001
Email: tkeats@freewheel.com
2. [On File] Trade Vendor $3,471,983
3. [On File] Trade Vendor $3,171,390
4. LTIMindtree Limited Trade Vendor $2,155,718
Attn: Tejumurthy Nanjegowda
Global Village, RVCE Post, Mysore Road
Bengaluru
560 059
Karnataka, India
Email: Tejumurthy.Nanjegowda@mindtree.com
TIMindtree Limited
Attn: Legal Department
Global Village, RVCE Post, Mysore Road
Bengaluru
560 059
Karnataka, India
5. CMW Holdco, Inc. d/b/a 4INFO, Inc. Trade Vendor $1,866,063
Attn.: Mari Tangredi
1675 Broadway, 22nd Floor
New York, New York 10019
Email: mtangredi@cadent.tv
6. GlobalLogic, Inc. Trade Vendor $1,785,701
Attn.: Dinesh Singh
1741 Technology Drive, 4th Floor
San Jose, California 95110
Email: dinesh.singh@globallogic.com
GlobalLogic, Inc.
Attn.: Legal Department
1741 Technology Drive, 4th Floor
San Jose, California 95110
7. [On File] Trade Vendor $1,683,037
8. Microsoft Corporation Trade Vendor $1,642,394
Legal and Corporate Affairs
Volume Licensing Group
Attn: Jason Wingenbach
One Microsoft Way
Redmond, Washington 98052
Email: jason.wingenbach@microsoft.com
9. Epson America Inc. $1,130,688
Attn: Andrea Zoeckler
3131 Katella Avenue
Los Alamitos, California 90720
Email: Andrea.Zoeckler@ea.epson.com
Epson America Inc.
Attn: Legal Department
3131 Katella Avenue
Los Alamitos, California 90720
10. [On File] Trade Vendor $848,773
11. LiveRamp, Inc. Trade Vendor $755,549
Attn.: Max Carranza
225 Bush Street, Floor 17
San Francisco, California 94104
Email: mcarranza@liveramp.com
LiveRamp, Inc.
Attn.: Legal Department
225 Bush Street, Floor 17
San Francisco, California 94104
12. Graphic Controls LLC Trade Vendor $686,988
Attn.: Sam Heleba, CEO
400 Exchange Street
Buffalo, New York 14204
Email: sheleba@nisshamedical.com
13. Genpact (UK) Limited Trade Vendor $650,154
Attn: Margrate Vilate
5 Merchant Square, 5th Floor
London W21AY
United Kingdom
Email: margrate.vilate@genpact.com
Genpact (UK) Limited
Attn: General Counsel
5 Merchant Square, 5th Floor
London W21AY
United Kingdom
14. Concentrix Solutions Corporation Trade Vendor $353,813
Attn.: Susan Stokes
3750 Monroe Ave
Pittsfield, New York 14534
Email: susan.mann@concentrix.com
Concentrix Solutions Corporation
Attn.: Legal Department
3750 Monroe Ave
Pittsfield, New York 14534
15. Information Resources Inc. Trade Vendor $322,029
Attn.: General Counsel, Legal Department
4766 Payshpere Circle
Chicago, Illinois 60674
Email: General.Counsel@iriworldwide.com
Information Resources Inc.
Attn.: Shelly Murphy
4766 Payshpere Circle
Chicago, Illinois 60674
Email: Shelly.Murphy@iriworldwide.com
16. Barrister Global Trade Vendor $283,336
Services Network, Inc.
Attn.: John Bowers, CEO
P.O. Box 1790
Mandeville, Louisiana 70471‐1790
Email: jbowers@barrister.com
17. [On File] Trade Vendor $235,093
18. DoubleVerify Inc. Trade Vendor $216,519
Attn.: Cynthia Norris
28 Crosby Street
New York, New York 10013
Email: cynthia.norris@doubleverify.com
19. [On File] Trade Vendor $208,636
20. Kodak Alaris Inc. Trade Vendor $194,251
Attn.: Jeffrey Moore
336 Initiative Drive
Rochester, New York 14624
Attn.: Jeffrey Moore, Director, Americas Services
Email: Jeffrey.Moore@kodakalaris.com
21. [On File] Trade Vendor $182,593
22. Partegra LLC Trade Vendor $182,395
Attn: Anthony Siracuse, CEO
321 E. Exchange Parkway
Allen, Texas 75002
Email: asiracuse@partegra.com
23. Advanced Systems Trade Vendor $181,900
Attn.: Ken Leynse, President
15373 Roosevelt Blvd, Suite 200
Clearwater, Florida 33760
Email: ken.leynse@advsys.us
24. United Parcel Service, Inc. Trade Vendor $174,595
Attn.: Mike Betancourt, Sr. Account
Executive
55 Glenlake Parkway, NE
Atlanta, Georgia 30328
Email: mikebentancourt@ups.com
25. Cloudera, Inc. Trade Vendor $168,771
Attn.: Matt Lawless
5470 Great American Parkway, Suite 200
Santa Clara, California 92054
Email: mlawless@cloudera.com
Cloudera, Inc.
Attn.: Legal Department
5470 Great American Parkway, Suite 200
Santa Clara, California 92054
26. [On File] Trade Vendor $166,065
27. Experian Marketing Trade Vendor $151,468
Solutions, LLC
Attn.: Clint Sesow
955 American Lane
Schaumburg, Illinois 60173
Email: clint.sesow@experian.com
Experian Marketing Solutions, LLC
Attn.: Head Marketing Services Counsel
955 American Lane
Schaumburg, Illinois 60173
28. Free Stream Media Corp, Trade Vendor $150,110
dba Samba TV
Attn.: McAdory Lipscomb, III
123 Townsend Street, Suite 500
San Francisco, California 94107
Attn.: McAdory Lipscomb, III
Email: mcadory@samba.tv
Free Stream Media Corp, dba Samba TV
Attn.: Legal Counsel
123 Townsend Street, Suite 500
San Francisco, California 94107
29. Pomeroy Technologies, LLC Trade Vendor $148,755
Attn.: Doug Stine, VP Client Services
1020 Petersburg Road
Hebron, Kentucky 41048
Attn.: Doug Stine, VP Client Services
Email: douglas.stine@pomeroy.com
30. Datadog, Inc. Trade Vendor $132,936
Attn: Shea Fitzgerald
620 8th Avenue, 45th Floor
New York, New York 10018
Email: shea.fitzgerald@datadoghq.com
Datadog, Inc.
Attn: Legal Department
620 8th Avenue, 45th Floor
New York, New York 10018
CHORD ENERGY: S&P Upgrades ICR to 'BB-' on Integration Progress
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on oil and gas
exploration and production (E&P) company Chord Energy Corp. to
'BB-' from 'B+'. The rating on the unsecured debt remains 'BB-'
with a '3' recovery rating, indicating its expectation for
meaningful (50%-70%; rounded estimate: capped at 65%) recovery of
principal in the event of a payment default.
S&P said, "Our stable outlook on Chord Energy reflects our
expectation that the company will maintain very conservative
financial metrics including average funds from FFO to debt well
above 100% and debt to EBITDA well below 1x over the next two
years. Given its relatively low debt, we anticipate the company
will use most of its free operating cash flow for shareholder
returns and potentially acquisitions."
The integration following Oasis' merger with Whiting Petroleum last
year is progressing and the combined company's scale is competitive
with similarly rated peers.
S&P said, "Chord Energy is working on integrating as a combined
company and now expects to achieve most of its revised $100 million
of operating cost and administrative synergies by the end of this
year. It experienced some issues with weather and production delays
due to extended frac protect in the fourth quarter, which we expect
will be mitigated in 2023 as it concentrates on relatively less
developed areas. We forecast production will exceed 165 Mboe/d in
2023, with meaningful future growth most likely dependent on
scaling through acquisitions. Chord Energy also ended 2022 with
more than 650 MMBoe of proved reserves (around 77% developed, 58%
oil), which is in-line with 'BB-' rated peers." However, its cash
costs are at the higher end of the peer group and its highly
concentrated footprint makes the company susceptible to unforeseen
regional risks.
The company has established a track record of prudent
post-reorganization financial management.
S&P said, "We anticipate FFO to debt will average well above 100%
over the next two years with debt to EBITDA well below 1x. While we
expect 75% or more of near-term free cash flows to be distributed
through a combination of base and variable dividends as well as
share repurchases, we note future distribution levels could change
depending on the company's leverage. We expect the excess cash
flows beyond that could be used for acquisitions or to build cash,
as we don't believe the company is inclined to materially grow
production organically. Nonetheless, Chord Energy's only
outstanding debt is its $400 million unsecured note due in June
2026, which we expect it will likely refinance prior to maturity.
By not adding any incremental debt, management has adhered to a
more conservative financial policy than it has in the past. Chord
Energy's liquidity also remains solid, with near-full availability
on its $1 billion revolving credit facility due 2027 and more than
$590 million of cash on hand at year-end 2022.
"Our stable outlook on Chord Energy reflects our expectation that
the company will maintain very conservative financial metrics
including average FFO to debt well above 100% and debt to EBITDA
well below 1x over the next two years. Given its relatively low
debt, we anticipate the company will use most of its free operating
cash flow for shareholder returns and potentially acquisitions.
"We could lower the rating if we expect the company's FFO to debt
to fall to below 60% on a sustained basis, which would most likely
follow a decline in commodity prices below our expectations with no
offsetting reduction to Chord's capital spending plans, or if the
company pursues a more aggressive financial policy."
An upgrade would be possible if the company increases its scale to
levels more comparable with higher-rated peers while demonstrating
prudent financial policies, maintaining FFO to debt comfortably
above 60%, and extending its track record of generating significant
free operating cash flow. This would most likely occur if:
-- Production and proved developed reserves increase
substantially, or the company diversifies materially outside the
Williston Basin; and
-- Its financial policy continues to be conservative.
ESG credit indicators: E-4, S-2, G-2
S&P Said, "Environmental factors are a negative consideration in
our credit rating analysis of Chord Energy Corp. as the exploration
and production and downstream industries contend with an
accelerating energy transition and adoption of renewable energy
sources. We believe falling demand for fossil fuels will lead to
declining profitability and returns for the industry as it fights
to retain and regain investors that seek higher return investments.
The company continues to utilize gas capture and other technologies
to minimize the environmental impact of its operations."
CMG MEDIA: S&P Alters Outlook to Negative, Affirms 'B' ICR
----------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based television
broadcaster CMG Media Corp. to negative from stable and affirmed
the 'B' issuer credit rating on the company.
The negative outlook reflects the uncertainty around the outcome of
CMG's pending station acquisitions from TEGNA, which remains
subject to regulatory approval, and the potential use of its
sizable cash balance if the transactions do not occur.
CMG's acquisitions create uncertainty in the business. It is
uncertain how CMG will choose to fund its pending acquisition of
stations from TEGNA, or if the deal is not completed, how it would
decide to allocate its current sizable cash balance. S&P expects
CMG to end 2022 with about $820 million-$830 million in cash
(primarily due to TV station divestitures in 2022), and for it to
generate about $20 million of reported free cash flow in 2023.
CMG's pending acquisition of stations from TEGNA is dependent on
Standard General's pending acquisition of TEGNA. This includes CMG
acquiring four small-market stations from Standard General and
transferring its Boston TV station to Standard General. CMG will
then receive $450 million of series B cumulative perpetual
preferred shares in the new TEGNA in partial consideration for its
Boston station. After the close of those two transactions and the
TEGNA take-private transaction, CMG would acquire TEGNA's Texas TV
station portfolio, which includes four stations across Austin,
Dallas, and Houston, for $914 million.
S&P said, "We believe it would be a deleveraging event if the
company uses the majority of its current excess cash to complete
the transactions. However, if the company chooses not to use the
majority of its cash and instead raises significant incremental
debt to fund its acquisitions, this would result in a significant
increase in leverage. If the transactions are not completed, and
the company does not use its excess cash to reduce debt but instead
uses it for shareholder returns, we believe it unlikely performance
alone would be enough for the company to deleverage back below
6.5x, the threshold for the current 'B' rating. We note the company
previously paid $322 million of dividends in 2021 and $162 million
in 2020.
"We expect CMG's S&P Global Ratings-adjusted gross leverage (absent
the TEGNA acquisitions) to remain elevated above 6.5x over the next
12 months. We expect S&P Global Ratings-adjusted gross leverage of
just under 8x in 2023, compared with our previous expectation for
it to remain below 6.5x. We expect lower EBITDA from our past
expectations due to lower core advertising and retransmission
revenue from recent asset sales and unfavorable macroeconomic
conditions. We expect the company's net retransmission revenue to
be down in 2023 due to increased subscriber churn, the ongoing
blackout with Dish Network, and ongoing pressure on reverse
retransmission rates from affiliate renewals. We also expect the
company's free operating cash flow (FOCF) to debt coverage to
decline to 1%-3% in 2023, due to the lack of high-margin political
revenue and an increased interest burden from rising rates, but we
expect FOCF to debt coverage to return close to 7%-9% in 2024,
primarily from an expected $200 million in political revenue.
"Local advertising (excluding political) has been more resilient
than expected, but we still expect it to decline in 2023 due to
weakening macroeconomic conditions. Local advertising has so far
held up relatively well as consumers continue to spend while
national advertising has already been soft for a few quarters as
companies reduce spending on brand building in anticipation of a
pullback in consumer spending. Despite this, visibility into local
television advertising is limited as advertisers have been making
shorter-term commitments. S&P Global's economists expect a very
shallow recession for the U.S. economy in 2023, which we believe
will cause local television advertising to decline in the
low-single-digit percent area in 2023.
The negative outlook reflects the uncertainty about the outcome of
CMG's pending station acquisitions from TEGNA, which remains
subject to regulatory approval, and the potential use of its
sizable cash balance if the transactions do not occur.
S&P could lower the rating if CMG's S&P Global Ratings-adjusted
gross leverage remained above 6.5x and its FOCF to debt declined
below 5%. This could be caused by:
-- CMG financing its acquisition of TEGNA's Texas TV stations with
a large amount of incremental debt,
-- The acquisitions not closing and the company using its sizable
cash balance for dividends, or
-- Macroeconomic pressures leading to significant advertising
declines that limit its ability to deleverage.
S&P could revise the outlook to stable if it expected S&P Global
Ratings-adjusted gross leverage to decline below 6.5x while FOCF to
debt remained above 5% (over a political cycle). This could occur
if:
-- The company funded its acquisition of TEGNA's stations
primarily with cash, and the station generated sufficient
incremental EBITDA that led to deleveraging; or
-- The deal was not completed and the company used a sizable
portion of its cash balance to repay debt.
ESG credit indicators: E-2, S-2, G-3
CPI CARD: Moody's Upgrades CFR to B2, Outlook Remains Stable
------------------------------------------------------------
Moody's Investors Service upgraded CPI Card Group Inc.'s ("CPI")
Corporate Family Rating to B2 from B3 and Probability of Default
Rating to B2-PD from B3-PD. Concurrently, Moody's upgraded CPI CG,
Inc.'s (the debt-issuing subsidiary of CPI) senior secured notes
rating to B2 from B3. The Speculative Grade Liquidity ("SGL")
rating remains unchanged at SGL-2. The outlook is stable.
The upgrade reflects Moody's expectation that CPI will maintain
stable operating performance after several years of strong results
which improved EBITDA margins to 20.3% and reduced debt to EBITDA
to 3.2x by the end of 2022. These positive operating trends are a
result of strong growth in contactless cards, eco cards, and
Card@Once printer sales and upgrades. Capacity expansion and supply
chain management have enabled this growth and allowed CPI to meet
strong demand. Moody's expects CPI's leverage will remain modest at
around 3x, driven by mid-single digit revenue growth and partial
debt reduction.
Upgrades:
Issuer: CPI Card Group Inc.
Corporate Family Rating, Upgraded to B2 from B3
Probability of Default Rating, Upgraded to B2-PD from B3-PD
Issuer: CPI CG Inc.
Senior Secured Global Notes, Upgraded to B2 (LGD4) from B3 (LGD4)
Outlook Actions:
Issuer: CPI Card Group Inc.
Outlook, Remains Stable
Issuer: CPI CG Inc.
Outlook, Remains Stable
RATINGS RATIONALE
CPI's B2 CFR reflects the company's small scale, high product and
customer concentration and limited pricing leverage with its
largest customers. CPI benefits from its solid position in the US
as a provider of financial payment cards and services to small,
medium and large sized financial institutions. Moody's expects a
stable operating environment underpinned by recurring demand for
payment cards based on reissuance volume and continued conversion
to contactless smart cards in the US. Moody's projects mid-single
digit revenue growth, supported by continued growth in the debit
and credit segment, and modest margin expansion in the next 12
months. Although CPI has been successfully navigating a challenging
supply chain environment, further significant pressures on material
and freight costs could temper margin growth.
The Speculative Grade Liquidity (SGL) rating of SGL-2 reflects good
liquidity over the next 12 months supported by moderately positive
free cash flow and available cash. CPI has access to a $75 million
ABL revolver facility (unrated), with $5 million outstanding and
approximately $11 million of cash. Moody's expects CPI to repay the
full outstanding amount on the ABL over the next year. The ABL is
subject to a springing covenant of fixed charge coverage ratio that
is triggered when the availability on the ABL is less than $7.5
million. Moody's does not expect the covenant to be triggered as
CPI will likely maintain considerable cushion.
The stable outlook reflects Moody's expectation that CPI's leverage
will remain around 3x in the next 12 months and that the company
will adhere to conservative financial policy when making capital
allocation decisions.
ESG CONSIDERATIONS
CPI's ESG credit impact score is highly negative (CIS-4), which
reflects its highly negative governance risks, and moderately
negative environmental and social risk exposure. Governance
considerations have a highly negative impact on CPI's credit
profile. The company remains majority controlled by private equity
sponsor with a history of operating under very high financial
leverage. The risks are tempered by CPI's good liquidity, improving
operating performance and management's commitment to maintain
moderate leverage levels. CPI has a moderately negative exposure to
social risk factors. The most relevant social risks for CPI arise
from management of large amounts of personal data, such as
cardholder names and account numbers. Social risks are particularly
high in the area of data security and customer privacy, which are
partly mitigated by sizeable technology investments and CPI's long
track record of handling sensitive private data. Social trends are
also relevant in the longer term perspective, such as shifting
customer preferences towards digital payment methods.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if CPI were to achieve greater scale
and customer diversification, with strong free cash flow and good
liquidity. Leverage sustained below 3x debt/EBITDA would also be
required for an upgrade.
The ratings could be downgraded if the company experiences revenue
decline or margin deterioration such that leverage increases above
5x debt/EBITDA or liquidity materially weakens. Ratings could also
be downgraded if the company experiences material market share
loss.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
CPI Card Group Inc. is a provider in payment card production and
related services, offering a single source for credit, debit and
prepaid debit cards including EMV chip and dual-interface,
personalization, instant issuance, fulfillment and digital
solutions. The company generated revenues of $476 million in 2022.
CRAWL SPACE DOOR: Seeks to Hire NLP CPAs as Accountant
------------------------------------------------------
Crawl Space Door System, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ NLP
CPAs, P.C.
The Debtor requires an accountant to:
(i) prepare and book all checks for the Debtor's account,
deposit receipts, and reconcile bank statements;
(ii) monitor and post receivables, enter electronic payments
into QuickBooks, and forward payment requests to customers;
(iii) enter bills reviewed and authorized by CSDS, provide
management with a list of bills due, prepare checks for payment of
bills due to be sent to CSDS for signature and mailing, and enter
validated employee expense statements;
(iv) review credit card receipts to ensure proper posting and
reconcile credit card statements;
(v) prepare review of entries for conformance with tax basis
accounting;
(vi) track all out of state purchases where no sales tax
collected, complete ST-9 calculation and report as part of the
compilation agreement;
(vii) attend weekly exchange meetings and quarterly meetings to
review compiled financial statements and relevant operational, tax,
and financial issues.
The firm will be paid at these rates:
Staff $100 to $120 per hour
Accountant $160 per hour
CPA $240 per hour
Supervisor $300 per hour
Manager $340 per hour
Partner $400 per hour
Nicholas Potocska, certified public accountant and a partner at NLP
CPAs, 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:
Nicholas L. Potocska, CPA
NLP CPAs, P.C.
1212 Lake James Drive, Suite E
Virginia Beach, VA 23464
Tel: (757) 366-9818
About Crawl Space Door System
Crawl Space Door System, Inc. supplies homeowners, pest control
companies, contractors and builders with crawlspace air vents,
flood vents, vent covers, and exhaust fans. The company is based in
Virginia Beach, Va.
Crawl Space Door System filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
22-72118) on Dec. 20, 2022, with $500,000 to $1 million in assets
and $1 million to $10 million in liabilities. William G. Syke,
president of Crawl Space Door System, signed the petition.
Judge Frank J. Santoro oversees the case.
The Debtor tapped Paul A. Driscoll, Esq., at Zemanian Law Group as
legal counsel and NLP CPAs, P.C. as accountant.
CTI BIOPHARMA: Timothy Lynch Has 5.3% Stake as of March 17
----------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Timothy P. Lynch disclosed that as of March 17, 2023,
he beneficially owns 6,999,275 shares of common stock of CTI
BioPharma Corp., representing 5.3 percent based on 131,835,892
shares of Common Stock outstanding as of Feb. 21, 2023, as reported
in the Issuer's Form 10-K filed on March 6, 2023. A full-text copy
of the regulatory filing is available for free at:
https://www.sec.gov/Archives/edgar/data/891293/000093583623000345/ctibio13g.htm
About CTI BioPharma
Headquartered in Seattle, Washington, CTI BioPharma Corp. is a
commercial biopharmaceutical company focused on the acquisition,
development and commercialization of novel targeted therapies for
blood-related cancers that offer a unique benefit to patients and
their healthcare providers. CTI has one commercially approved
product, VONJO (pacritinib), which has received accelerated
approval in the United States by the U.S. Food and Drug
Administration for the treatment of adult patients with
intermediate or high-risk primary or secondary (post-polycythemia
vera or post-essential thrombocythemia) myelofibrosis with a
platelet count below 50 x 10 9/L.
CTI Biopharma reported a net loss of $93 million for the year ended
Dec. 31, 2022, compared to a net loss of $97.91 million for the
year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$125.92 million in total assets, $143.50 million in total
liabilities, and a total stockholders' deficit of $17.58 million.
Seattle, Washington-based Ernst & Young LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 6, 2023, citing that the Company has suffered recurring
losses from operations and has stated that substantial doubt exists
about the Company's ability to continue as a going concern.
CWI CHEROKEE: Taps Burr & Forman as Special Environmental Counsel
-----------------------------------------------------------------
CWI Cherokee LF, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire Burr & Forman, LLP as
its special environmental counsel.
The firm will represent the Debtor in connection with environmental
issues, including with respect to the Alabama Department of
Environmental Management's order directing that the Cherokee
Industrial Landfill operated by the Debtor cease accepting waste
until certain conditions are met.
The Debtor seeks to retain the firm at its standard hourly rates.
As disclosed in court filings, Burr & Forman does not represent
interests adverse to the Debtor and its estate as to matters upon
which the firm is being engaged.
The firm can be reached through:
Schuyler K. Espy, Esq.
Burr & Forman LLP
445 Dexter Avenue, Suite 2040
Montgomery, AL 36104
Phone: (334) 387-2074
Email: sespy@burr.com
About CWI Cherokee LF
CWI Cherokee LF, LLC is an Atlanta-based company that provides
waste treatment and disposal services.
CWI Cherokee LF filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
23-52262) on March 7, 2023, with $10 million to $50 million in both
assets and liabilities.
John A. Christy, Esq., at Schreeder, Wheeler & Flint, LLP and Burr
& Forman, LLP serve as the Debtor's bankruptcy counsel and special
environmental counsel, respectively.
DANNY & CORIE: Taps Lori Toole of Capital Innovations as Bookkeeper
-------------------------------------------------------------------
Danny & Corie Enterprises, Inc. received approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ Lori
Toole of Capital Innovations, LLC as its bookkeeper.
The Debtor requires a bookkeeper to assimilate the data necessary
for bank and credit card transactions, monthly bank
reconciliations, monthly sales tax filings, monthly federal
deposits, and quarterly or annual state and federal payroll tax
forms.
Ms. Toole disclosed in a court filing that she does not represent
interests adverse to the Debtor or its estate in the matters upon
which she will be engaged.
Ms. Toole can be reached at:
Lori Toole
Capital Innovations, LLC
319 Ibis Drive, Suite D
Webster, TX 77598
Office: 832-905-5937
Mobile: 409-927-6514
Fax: 409-750-7337
Email: lori@capital-innovations.net
About Danny & Corie Enterprises
Danny & Corie Enterprises, Inc. is a residential and commercial
security company with systems and active monitoring, automation
networking and access control.
Danny & Corie Enterprises sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 23-30487) on Feb.
10, 2023. In the petition signed by John Daniel Cannon, president,
the Debtor disclosed up to $50,000 in assets and up to $500,000 in
liabilities.
Judge Jeffrey P. Norman oversees the case.
The Debtor tapped Margaret M. McClure, Esq., a practicing attorney
in Houston, Texas, as its bankruptcy counsel and Linda J. Thomas at
James R. Thomas, CPA Services, Inc. as tax preparer.
DCERT BUYER: Fitch Affirms LongTerm IDR at 'B', Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed DCert Buyer, Inc.'s (operating as
DigiCert) Long-Term Issuer Default Rating (IDR) at 'B'. The Rating
Outlook is Stable. Fitch has also affirmed 'BB-'/'RR2' for DCert
Buyer's $135 million undrawn first lien secured revolver and $2.02
billion first-lien term loan and affirmed 'CCC+'/'RR6' for the $496
million second-lien term loan.
The ratings reflect DigiCert's resilient business model and
dominant position within the Public Key Infrastructure (PKI) and
Certificate Authority (CA) markets that enable continuing growth of
digitalization of information supporting growth in use cases and
internet traffic. The company has also expanded into adjacent
markets in DNS and IoT security through recent acquisitions and
investments.
In spite of DigiCert's strong operating profile, its private equity
ownership is likely to optimize ROE by maintaining some level of
financial leverage. This is likely to limit positive rating
actions. Fitch forecasts gross leverage to remain at over 6.5x
through 2025.
KEY RATING DRIVERS
Strong Position in Niche Segment: DigiCert has effectively
consolidated the CA industry with a solid leading position and an
even stronger position in the core Extended Validation (EV) and
Organizational Validation (OV) segments. The industry is expected
to grow in the high single digits in the near term, with EV and OV
growing at near 10% and Domain Validation at mid-single-digits.
Limited Technology Obsolescent Risks: With increasing information
being exchanged over the internet and expanding footprint of
devices, the need to ensure data security will continue to rise.
Secure Sockets Layer (SSL) and PKI provide important security by
authenticating devices and websites and by encrypting data
transported over the internet. Fitch believes SSL and PKI
technologies will be continuously enhanced, including adaptation
for quantum computing, by building on the existing foundations to
ensure full backward compatibility rather than being replaced by
new disruptive technologies. Such technological evolution tends to
favor incumbents such as DigiCert.
Benefits from New Access Platforms and Applications: While access
to internet data has evolved from browsers to mobile applications,
and increasingly to Internet of Things, PKI and SSL technologies
provide authentication of access devices and secure data across
various access platforms. Fitch expects applications of PKI and SSL
technologies to continue to grow along with new access platforms
and devices. In addition, the company also anticipates future
growth opportunities in emerging technologies to enable greater
digital security including code signing certificates, document
signing certificates and transport layer security management.
Browser Lifecycle a High Entry Barrier: CAs need to be embedded
into various available access points, which could result in new CAs
being incompatible with outdated browsers and devices, as it could
take five to 10 years for older access points to be eliminated from
the market. Without full compatibility with all existing access
points, the value of certificates issued by new CAs diminishes.
Fitch believes the inability to be fully compatible is an effective
entry barrier.
Expansion To Adjacent Products: DigiCert acquired DNS Made Easy and
Mocana in 2022 in an effort to expand into markets adjacent to CA.
While these new areas provide DigiCert with new growth
opportunities, Fitch believes they would remain below optimal
operating scale and could dilute overall EBITDA margins. Despite
the dilution, Fitch estimates DigiCert's EBITDA FCF margins to
remain resilient through the forecast period.
Recurring Revenue and Strong Profitability: Consistent with
historical revenue trends, DigiCert revenue is expected to be 100%
subscription-based with over 100% net retention rate. Fitch expects
the continuing growth in the underlying demand for CAs should
provide the foundation for resilient market growth. This results in
a highly predictable and profitable operating profile for the
company. Given the concentrated industry structure and high entry
barriers, Fitch expects DigiCert to sustain strong profitability.
Ownership Could Limit Deleveraging: DigiCert is majority owned by
private equity firms Clearlake and TA Associates. Fitch believes
private equity ownership is likely to result in some level of
ongoing leverage to optimize ROE. Fitch expects the company to
gradually delever through EBITDA growth with periodic dividend
recapitalization that could reset financial leverage at elevated
levels. This could constrain upside in ratings.
DERIVATION SUMMARY
DigiCert Holdings, Inc. is a CA that enables trusted communications
between website servers and terminal devices such as browsers and
smartphone applications. Increasingly, applications are expanding
to include Internet of Things terminal devices. A CA verifies and
authenticates the validity of websites and their hosting entities,
and facilitates the encryption of data on the internet. CA services
are 100% subscription-based and generally recurring in nature.
DigiCert is the revenue market share leader in the space after
acquiring Symantec's Website Security Services in 2017. The merger
combined DigiCert's technology platform with Symantec's large
customer base resulting in a robust operating profile. The 'B' IDR
reflects Fitch's view that DigiCert's gross leverage is consistent
with 'B' rating category peers with solid operating profiles.
Despite the strong profitability, Fitch believes the private equity
ownership is likely to prioritize ROE optimization over accelerated
deleveraging, resulting in gross leverage remaining elevated over
6.5x.
Fitch's ratings on DigiCert reflect its view of the resilience and
the predictability of DigiCert's revenue and profitability as a
result of the continuing demand for trust over the internet.
DigiCert has solidified its strong position in the segment as
illustrated through the company's operating profile. Within the
broader internet security segment, Gen Digital Inc. (f/k/a
NortonLifeLock Inc.; BB+/Negative) is also a leader in its space.
Gen Digital Inc. has larger revenue scale and lower financial
leverage than DigiCert, but operates in a more competitive space
and does not have the market dominant position DigiCert has in its
niche space as reflected in their respective profit margins.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
- Revenue growth in high-single-digits;
- EBITDA margins remaining stable at over 50%;
- Capex at 1.0% of revenue;
- $150 million aggregate acquisitions through 2025
funded with internal cash;
- $23.94 million other note payable to unit holder
repaid in 2023.
KEY RECOVERY RATING ASSUMPTIONS
- The recovery analysis assumes that DCert Buyer would
be reorganized as a going-concern in bankruptcy rather
than liquidated;
- Fitch has assumed a 10% administrative claim.
Going-Concern Approach
- As DigiCert's business model depends on the ability to provide
trust supported by its technology infrastructure, customer churn
could rise in times of distress. A distress scenario could arise in
an interest environment that is significantly higher than the
current environment resulting in inability to address financing
obligations;
- In estimating a distressed EV for DigiCert, Fitch assumes a
combination of customer churn and margin compression on lower
revenue scale in a distressed scenario to result in approximately
10% revenue decline leading to a going concern EBITDA that is
approximately 18% lower relative to estimated 2022 EBITDA;
- Fitch applies a 7.0x multiple and a 10% administration claim to
arrive at an adjusted EV of $1,583 million. The multiple is higher
than the median TMT enterprise value multiple due to the company's
strong market positioning that is reflected in its profitability.
In the 21st edition of Fitch's Bankruptcy Enterprise Values and
Creditor Recoveries case studies, Fitch notes nine past
reorganizations in the Technology sector with recovery multiples
ranging from 2.6x to 10.8x. DigiCert's operating profile is
supportive of a recovery multiple in the upper-bound of this
range;
- Fitch assumes a fully drawn revolver in its recovery analysis
since credit revolvers are tapped as companies are under distress.
Fitch assumes a fully drawn on DigiCert's $135 million revolver;
- The company's revolving credit facility and first-lien secured
debt are rated 'BB-'/'RR2'. The second-lien secured debt is rated
'CCC+'/'RR6'.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Fitch's expectation of forward EBITDA gross leverage sustaining
below 6.0x;
- (CFO-Capex)/Total Debt with Equity Credit above 6.5%;
- Stable market position as demonstrated by mid-single-digits
revenue growth and stable EBITDA and FCF margins.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- EBITDA interest coverage below 1.5x;
- Fitch's expectation of forward EBITDA gross leverage sustaining
above 7.5x;
- (Cash from Operations-Capex)/Total Debt with Equity Credit below
3.5%;
- Weakening market position as demonstrated by sustained negative
revenue growth and EBITDA and FCF margin erosion.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: The company had $276.2 million in readily
available cash at end of 3Q22. Fitch forecasts DigiCert to generate
EBITDA over $300 million in 2022, resulting in approximately $250
million in readily available cash exiting 2022. Additionally,
DigiCert's liquidity is supported by an undrawn $135 million
revolving facility and a favorable debt maturity schedule, with the
nearest term loan maturing in 2026.
Liquidity may potentially be hampered by special dividends to the
sponsors or large acquisitions. However, liquidity remains solid as
DigiCert continues to generate high FCF margins.
ISSUER PROFILE
DigiCert Holdings, Inc. is a Certificate Authority (CA) that
enables trusted communications between website servers and terminal
devices such as browsers, smartphones, and IoT devices. A CA
verifies and authenticates the validity of websites and their
hosting entities, and facilitates the encryption of data on the
internet. CA services are 100% subscription based, and generally
recurring in nature.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
DCert Buyer, Inc. LT IDR B Affirmed B
senior secured LT BB- Affirmed RR2 BB-
Senior Secured
2nd Lien LT CCC+ Affirmed RR6 CCC+
DEAN ST BROOKLYN: Exclusivity Period Extended to May 18
-------------------------------------------------------
Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida extended Dean St Brooklyn LLC (DE)'s
exclusivity to negotiate with creditors and file a plan and
disclosure statement to May 18, 2023, and to solicit acceptances
to July 18, 2023.
Dean St Brooklyn LLC (DE) is represented by:
Joel M. Aresty, Esq.
JOEL M. ARESTY, P.A.
309 1st Ave S
Tierra Verde, FL 33715
Tel: (305) 904-1903
About Dean St Brooklyn LLC (DE)
Dean St Brooklyn LLC (DE) sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
22-18042) on Oct 11, 2022, with up to $500,000 in assets and up
to $1 million in liabilities. Judge Laurel M. Isicoff oversees
the case.
Joel M. Aresty, Esq. at Joel M. Aresty, P.A. serves as the
Debtor's legal counsel.
DERMARITE INDUSTRIES: Carlyle Marks $20.7M Loan at 55% Off
----------------------------------------------------------
Carlyle Secured Lending, Inc. has marked its $20,767,000 loan
extended to DermaRite Industries, LLC to market at $9,261,000 or
45% of the outstanding amount, as of December 31, 2022, according
to a disclosure contained in Carlyle Secured Lending's Form 10-K
for the fiscal year ended December 31, 2022, filed with the
Securities and Exchange Commission.
Carlyle Secured Lending is a participant in a First Lien Debt to
DermaRite Industries, LLC. The loan accrues interest at a rate of
8% (LIBOR+7%) per annum. The loan matures on June 30, 2023.
The Loan was on non-accrual status as of December 31, 2022.
Carlyle Secured Lending is a Maryland corporation formed on
February 8, 2012, and structured as an externally managed,
non-diversified closed-end investment company. The Company is
managed by its investment adviser, Carlyle Global Credit Investment
Management L.L.C., a wholly owned subsidiary of The Carlyle Group
Inc. Carlyle Secured Lending has elected to be regulated as a
business development company under the Investment Company Act of
1940, as amended. In addition, the Company has elected to be
treated, and intends to continue to comply with the requirements to
qualify annually, as a regulated investment company under
Subchapter M of the Internal Revenue Code of 1986, as amended.
DermaRite Industries LLC manufactures personal care products. The
Company offers skin and wound care, as well as nutritional products
including hand wash, soap, skin cleansers, and protactants.
DERMATOLOGY ASSOCIATES: Carlyle Marks $38M Loan at 29% Off
----------------------------------------------------------
Carlyle Secured Lending, Inc. has marked its $38,724,000 loan
extended to Dermatology Associates to market at $27,526,000 or 71%
of the outstanding amount, as of December 31, 2022, according to a
disclosure contained in Carlyle Secured's Form 10-K for the fiscal
year ended December 31, 2022, filed with the Securities and
Exchange Commission on February 27, 2023.
Carlyle Secured is a participant in a First Lien Debt to
Dermatology Associates. The loan accrues interest at a rate of
12.77% (SOFR+ 11.40% (100% Payment In Kind)) per annum. The loan
matures on March 31, 2023.
The Loan was on non-accrual status as of December 31, 2022.
Carlyle Secured Lending is a Maryland corporation formed on
February 8, 2012, and structured as an externally managed,
non-diversified closed-end investment company. The Company is
managed by its investment adviser, Carlyle Global Credit Investment
Management L.L.C., a wholly owned subsidiary of The Carlyle Group
Inc. Carlyle Secured Lending has elected to be regulated as a
business development company under the Investment Company Act of
1940, as amended. In addition, the Company has elected to be
treated, and intends to continue to comply with the requirements to
qualify annually, as a regulated investment company under
Subchapter M of the Internal Revenue Code of 1986, as amended.
Dermatology Associates provides dermatology services. The Company
offers skin, hair, and nails care services. Dermatology Associates
serves customers in the State of Missouri.
DIFFUSION PHARMACEUTICALS: Incurs $15.6M Net Loss in 2022
---------------------------------------------------------
Diffusion Pharmaceuticals Inc. has filed with the Securities and
Exchange Commission its Annual Report on Form 10-K disclosing
a net loss of $15.59 million for the year ended Dec. 31, 2022,
compared to a net loss of $24.10 million for the year ended Dec.
31, 2021.
As of Dec. 31, 2022, the Company had $22.63 million in total
assets, $2.42 million in total liabilities, and $20.22 million in
total stockholders' equity.
Diffusion stated, "We have limited cash resources, have generated
substantial net losses and negative cash flow from operations since
our inception, and we continue to incur significant research,
development, and other expenses related to our ongoing operations.
To date, we have not yet obtained regulatory approvals for any of
our product candidates and, accordingly, have not generated any
revenues from the sale of products. We expect to continue to incur
losses and negative cash flow for the foreseeable future.
Furthermore, our future operating results may fluctuate due to a
variety of other factors, many of which are outside of our control
and may be difficult to predict, including the delays in our
product development programs including as a result of regulatory
review, increased expenditures related to manufacturing or the
enforcement of intellectual property rights, other litigation
costs, changes in accounting policies, or other unanticipated
events."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1053691/000143774923007795/dffn20221231_10k.htm
About Diffusion Pharmaceuticals
Diffusion Pharmaceuticals Inc. is a biopharmaceutical company
developing novel therapies that enhance the body's ability to
deliver oxygen to the areas where it is needed most. The Company's
lead product candidate, TSC, is being developed to enhance the
diffusion of oxygen to tissues with low oxygen levels, also known
as hypoxia, a serious complication of many of medicine's most
intractable and difficult-to-treat conditions.
DIMENSIONS IN SENIOR: Court OKs Cash Access Thru April 30
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nebraska authorized
Dimensions In Senior Living, LLC and its debtor-affiliates to use
the cash collateral of American National Bank on an interim basis
in accordance with the budget through April 30, 2023.
The Debtors require the use of cash collateral to avoid immediate
and irreparable harm to their estates.
As previously reported by the Troubled Company Reporter, as of the
Petition Date, all or substantially all of the assets of:
-- Wilcox Properties of Fort Calhoun, LLC are, subject to 11
U.S.C. sections 506, 552, subject to the liens and security
interests of American National Bank as senior lender, and Nebraska
Economic Development Corporation as junior lender;
-- WB Real Estate of Iola, LLC are, subject to 11 U.S.C.
sections 506, 552, subject to the liens and security interests of
ANB;
-- Wilcox Properties of Columbia, LLC are, subject to 11
U.S.C. sections 506, 552, subject to the liens and security
interests of ANB;
-- Village Place, LLC are, subject to 11 U.S.C. sections 506,
552, subject to the liens and security interests of ANB; and
-- Village Ridge LLC are, subject to 11 U.S.C. sections 506,
552, subject to the liens and security interests of Berkadia.
The Court concluded that ANB is adequately protected from the
Debtors' use of cash collateral and any diminution in value
resulting from Debtors' use of cash collateral during the Interim
Period. In addition, and pursuant to the agreement between the
Debtors and ANB, and in order to provide adequate protection for
ANB's interests pursuant to 11 U.S.C. section 361 and for the
Debtors' use of cash collateral, the Debtors will bring current any
adequate protection payments due and owing to ANB pursuant to the
Interim Order entered therein on December 8, 2022, but not yet paid
by the Debtors, and ANB will be paid monthly adequate protection
payments in the following amounts beginning January 1, 2023:
a. $8,027 from Wilcox Properties of Fort Calhoun, LLC ($267.58
per diem; to be adjusted for 31-day months and February);
b. $5,837 from WB Real Estate of Iola, LLC ($195.46 per diem;
to be adjusted for 31-day months and February);
c. $11,790 from Village Place, LLC ($393.01 per diem; to be
adjusted for 31-day months and February); and
d. $0.00 from Wilcox Properties of Columbia, LLC.
A copy of the order is available at https://bit.ly/3z2rig7 from
PacerMonitor.com.
About Dimensions in Senior Living
Dimensions in Senior Living LLC -- https://www.dimsrivg.com/ --
through a series of entities, owns and manages a series of senior
living and assisted living facilities in Nebraska, Iowa, Missouri,
and Kansas.
Dimensions in Senior Living and six affiliates each filed a
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Neb. Lead Case No. 22-80860) on Nov. 21, 2022. In the petition
filed by Amy Wilcox-Burns, as chief restructuring officer, the
Debtor reported assets and liabilities between $1 million and $10
million.
Judge Brian S. Kruse oversees the case.
The Debtors are represented by Patrick Raymond Turner, Esq., at
Turner Legal Group, LLC.
DIOCESE OF SANTA ROSA: Other Cal. Dioceses May Also File Chapter 11
-------------------------------------------------------------------
James Nani of Bloomberg Law reports that several California
Catholic dioceses are considering bankruptcy to deal with their
liabilities, facing a years-long reckoning with an avalanche of
child sexual abuse lawsuits.
Abuse victims filed hundreds lawsuits after the state of California
paused for three years its statute of limitation on claims for
child sexual abuse. The pause ended on Dec. 31, 2022.
The Roman Catholic Bishop of Santa Rosa in Northern California
filed Chapter 11 on March 13, becoming the only one in the state to
take the leap so far. But the Oakland, San Diego, and Sacramento
dioceses also have said recently they're considering bankruptcy due
to hundreds of lawsuits. Others within the state, which has 12
regional dioceses, have said they are evaluating their financial
options.
The influx of litigation comes as more states contemplate reopening
their statutes of limitations for child sexual abuse cases. At the
same time, tensions have grown between bankrupt Catholic
institutions and their insurers and fights have erupted over how
much non-bankrupt parishes should contribute to plans. Meanwhile,
emboldened survivor groups have pushed harder for dioceses to
provide greater compensation.
"I fully expect many more bankruptcies in California and in other
states such as Pennsylvania that are considering similar statute of
limitations reform," said abuse victim attorney Adam D. Horowitz of
Horowitz Law.
Over the last 20 years the Santa Rosa diocese and its insurers have
paid more than $35 million to survivors in settlements, according
to court records. The diocese, which serves roughly 178,000
Catholics, said it faces more than 200 child sexual abuse claims.
"The goal, of course, for this Chapter 11 would be to fairly,
justly, and equitably find a way to compensate the survivors of
sexual abuse by clergy," diocese attorney Paul Pascuzzi of
Felderstein Fitzgerald Willoughby Pascuzzi & Rios LLP told a
Northern California bankruptcy court last week.
Legislating Abuse
Legislators in California are already considering a new bill that
would permanently eliminate any civil statute of limitations for
accusations of sexual abuse of a minor by an adult.
That measure has raised additional concerns from California
Catholic entities. The San Francisco archdiocese told Bloomberg Law
it's analyzing more than 400 lawsuits -- alleging sexual abuse by
clergy, volunteers, or archdiocese employees -- filed during the
last three-year reporting window.
"We are aware of potential new legislation that seeks to eliminate
the statute of limitations entirely, leaving a diocese vulnerable
to potential lawsuits forever, adding another layer of complexity
to the analysis," said Peter Marlow, a spokesman for the San
Francisco archdiocese.
Beyond California, 24 states this legislative season have
introduced bills that would reopen statutes of limitations to allow
for new child abuse suits to be filed, including in Pennsylvania
and Maryland, according to data provided by the National Conference
of State Legislatures.
Parishes Get Involved
The fate of the 42 non-bankrupt parishes within the Santa Rosa
diocese borders may become an issue in its bankruptcy.
The Santa Rosa diocese is facing a suit in state court challenging
the diocese's reorganization of its parishes years before filing
for bankruptcy.
The diocese has said in court papers between 2016 and 2017 it went
through a reorganization to incorporate its parishes separately.
Attorneys representing sex abuse claimants filed the suit in
February, arguing that the diocese separately incorporated its
parishes for the first time ahead of the 2020 opening of
California's statute of limitations. The suit, which says the
diocese intended to stop claimants from collecting on the assets,
asks the court to void the changes.
The suit portends a brewing dispute between the diocese and
victims, with the potential of "soaking up a lot of attorneys'
fees," said Marie T. Reilly, a Penn State Law professor who studies
Catholic bankruptcies.
Other dioceses that have filed Chapter 11 have sought to extend
their bankruptcy protections to their parishes -- such as
discharging some debt or channeling injunctions, which force future
claimants to go through a trust instead of the diocese for
compensation.
But survivor creditor groups have increasingly demanded that
parishes pay more into bankruptcy trusts in return for survivors'
agreement to release them from future liability.
Insurance Battles Loom
The Santa Rosa diocese says its insurers have contributed roughly
$20 million to its previous settlements with abuse victims. It now
has "very limited or no insurance coverage" for the more than 200
lawsuits it now faces, it says.
An open question, if more California dioceses file for bankruptcy,
is how much of their past settlements has been paid with dioceses'
own assets or insurance, said Michael Reck of Jeff Anderson &
Associates PA. Reck represents around 80 people with claims
against the Santa Rosa diocese.
Those earlier settlements emerged when California reopened its
statute of limitations for the first time in 2003, resulting in
hundreds of claims, most of which were settled without bankruptcy.
In a recent trend in diocese bankruptcies, those Catholic
institutions have offered victims valuable rights to directly sue
church insurers. The victims would receive those rights instead of
insurers making lump sum contributions to settlements.
Insurers' are pushing back on the strategy.
The tactic is still being tested, but it's a practical way to
resolve claims without holding up reorganizations, Horowitz said.
"These issues are complicated and dry—but insurance is a key
source of settlement funding and the longer it takes to sort out
coverage, the longer and more expensive the chapter 11 process will
be," Reilly said.
Bankruptcy Critics
Bloomberg Law reached out to the 12 regional Catholic institutions
in California for comment. Those that responded emphasized efforts
over the years to promote a safe environment, root out child sexual
misconduct, and support those who have suffered.
Bishop Robert F. Vasa, the leader of the Santa Rosa diocese, said
in a statement last week that he is "deeply saddened" by the abuse
that occurred but that bankruptcy is "necessary" to provide
survivors compensation.
But sex abuse claimants are increasingly criticizing dioceses' use
of bankruptcy.
Bankruptcies prevent victims' lawsuits from being heard
individually and prevent evidence and testimony of victims from
being heard by juries who can award damages, said Zach Hiner,
executive director of the Survivors Network of those Abused by
Priests, or SNAP.
Dioceses across the US are more aware of how bankruptcy rules can
streamline cases against them, prevent discovery, and protect their
reputations, files, and funds, Hiner argued.
"The whole point of these bankruptcies are so that we learn as
little as possible," Hiner said. "Santa Rosa bragged about its
biggest fundraising year ever in their latest annual report, and
yet a year later they're suddenly indigent? It's nonsense."
About Santa Rosa Roman Catholic Diocese
The Roman Catholic Diocese of Santa Rosa in California is a
diocese, or ecclesiastical territory, of the Roman Catholic Church
in the northern California region of the United States, named in
honor of St. Rose of Lima.
Abuse victims filed hundreds lawsuits after the state of California
paused for three years its statute of limitation on claims for
child sexual abuse. The pause ended on Dec. 31, 2022.
Facing more than 200 new legal claims over childhood sexual abuse,
the Roman Catholic Bishop of Santa Rosa, also known as the Diocese
of Santa Rosa, filed a Chapter 11 petition (Bankr. N.D. Cal. Case
No. 23-10113) on March 13, 2023. The Debtor estimated $10 million
to $50 million in assets and liabilities. The Hon. Charles Novack
is the case judge. FELDERSTEIN FITZGERALD WILLOUGHBY PASCUZZI &
RIOS LLP, led by Paul J. Pascuzzi, is the Debtor's counsel.
DONLIN, RECANO & COMPANY, INC. is the claims agent.
DIVINE CEMENT: Seeks to Hire Daniel Greenman as Accountant
----------------------------------------------------------
Divine Cement, Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to hire Daniel Greenman & Co.
as its accountant.
The Debtor requires an accountant to prepare periodic financial
statements, federal and state tax returns, and cash flow
statements; advise the Debtor on the preparation of its Chapter 11
plan of reorganization; and provide financial information as may be
reasonably necessary from time to time, including assistance in
preparing monthly operating reports.
Daniel Greenman & Co. will be compensated as follows:
a. A fixed rate of $2,500 per month for the monthly review and
reconciliation.
b. A fixed rate of $1,000 for the preparation and filing of
2015 taxes returns assuming books of record are up to date through
2015.
c. An hourly fee of $300 for additional accounting services.
As disclosed in court filings, the accountants at Daniel Greenman &
Co. are "disinterested" as defined by Section 101(14) of the
Bankruptcy Code, except that the firm performed accounting and tax
preparation work for the Debtor prior to the filing of its
bankruptcy case.
The firm can be reached through:
Daniel Greenman
Daniel Greenman & Co.
18W100 22nd St, Ste 114
Oakbrook Terrace, IL 60181
Phone: (312) 656-8031
About Divine Cement
Divine Cement, Inc., a company in Joliet, Ill., filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ill. Case No. 23-02422) on Feb. 23, 2023, with as much as
$50,000 in assets and $1 million to $10 million in liabilities.
Lawrence Green, president of Divine Cement, signed the petition.
Judge Benjamin Goldgar presides over the case.
The Debtor tapped Ariel Weissberg, Esq., at Weissberg & Associates,
Ltd. as legal counsel and Daniel Greenman & Co. as accountant.
DIVINE CEMENT: Seeks to Hire Weissberg and Associates as Counsel
----------------------------------------------------------------
Divine Cement, Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to hire Weissberg and
Associates, Ltd. to serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. advising the Debtor with respect to its powers and duties;
b. assisting the Debtor in the negotiation, formulation and
drafting of a plan of reorganization and disclosure statement, and
representing the Debtor in the plan confirmation process;
c. examining claims asserted against the Debtor;
d. taking necessary actions related to claims that may be
asserted against the Debtor, and preparing legal papers;
e. representing the Debtor in all adversary proceedings and
contested matters;
f. representing the Debtor in its dealings with the Office of
the U.S. Trustee and with creditors; and
g. representing the Debtor in litigation in state and federal
courts.
The firm agreed to accept an advanced payment retainer in the
amount of $15,000, plus $1,738 for the Chapter 11 filing fee. The
rate for its services is $450 per hour.
As disclosed in court filings, the attorneys and legal assistants
at Weissberg and Associates are "disinterested" within the meaning
of Section 101(14) of the Bankruptcy Code.
Weissberg and Associates can be reached through:
Ariel Weissberg, Esq.
Weissberg and Associates, Ltd.
564 W. Randolph Street, 2nd Floor
Chicago, IL 60605
Tel: 312-663-0004
Fax: 312-663-1514
Email: ariel@weissberglaw.com
About Divine Cement
Divine Cement, Inc., a company in Joliet, Ill., filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ill. Case No. 23-02422) on Feb. 23, 2023, with as much as
$50,000 in assets and $1 million to $10 million in liabilities.
Lawrence Green, president of Divine Cement, signed the petition.
Judge Benjamin Goldgar presides over the case.
The Debtor tapped Ariel Weissberg, Esq., at Weissberg & Associates,
Ltd. as legal counsel and Daniel Greenman & Co. as accountant.
EMERALD GRANDE: Taps Woomer, Nistendirk & Associates as Accountant
------------------------------------------------------------------
Emerald Grande, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of West Virginia to employ Woomer,
Nistendirk & Associates, PLLC to prepare its annual income tax
returns.
The firm will charge these hourly fees:
Intern / Paraprofessional $90 - $110
Staff Accountant $110 - $140
Senior Accountant / Supervisor $140 - $155
Manager $155 - $190
Partner $190 - $250
Robert Nistendirk, a member of Woomer, Nistendirk & Associates,
disclosed in a court filing that his firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Robert L. Nistendirk, CPA
Woomer, Nistendirk & Associates, PLLC
231 Capitol Street, Suite 400
Charleston, WV 25301
Phone: +1 304-342-2006
Email: rnistendirk@wnacpas.com
About Emerald Grande
Emerald Grande, LLC owns commercial buildings situated on 2.284
acres located at 5760, 5780, and 5790 MacCorkle Ave., SE,
Charleston, W. Va., having an appraised value of $2.97 million.
Emerald Grande filed a petition for Chapter 11 protection (Bankr.
S.D. W. Va. Case No. 22-20189) on Dec. 2, 2022, with $3,009,950 in
total assets and $11,214,745 in total liabilities. Judge B. McKay
Mignault oversees the case.
Joe M. Supple, Esq., at Supple Law Office, PLLC serves as the
Debtor's counsel.
FEDNAT HOLDING: Seeks to Extend Plan Exclusivity to July 9
----------------------------------------------------------
FedNat Holding Company asks the U.S. Bankruptcy Court to extend
the exclusive periods during which it may file a plan and
disclosure statement and solicit acceptances thereof to July 9,
2023 and September 7, 2023, respectively.
Unless extended, the Debtor's exclusive filing period and
exclusive solicitation period will expire on April 10,
2023 and June 9, 2023, respectively.
The Debtor stated that it is working collectively with the
official committee of unsecured debtors to try to negotiate the
terms of a consensual liquidating plan that they will file
jointly. The Debtor explained that the importance of reaching a
consensual plan with the committee justifies an extension of the
Debtor's exclusive periods.
FedNat Holding Company is represented by:
Shane G. Ramsey, Esq.
NELSON MULLINS RILEY & SCARBOROUGH LLP
100 S.E. 3rd Avenue, Suite 2700
Ft. Lauderdale, FL 33394
Tel: (954) 764-7060
Email: shane.ramsey@nelsonmullins.com
- and -
John T. Baxter, Esq.
NELSON MULLINS RILEY & SCARBOROUGH LLP
150 Fourth Avenue, North, Suite 1100
Nashville, TN 37219
Tel: (615) 664-5300
Email: john.baxter@nelsonmullins.com
- and -
B. Keith Poston, Esq.
NELSON MULLINS RILEY & SCARBOROUGH LLP
1320 Main Street, 17th Floor
Post Office Box 11070 (29211-1070)
Columbia, SC 29201
Tel: (803) 799-2000
Email: keith.poston@nelsonmullins.com
About FedNat Holding Company
FedNat Holding Co. -- https://www.fednat.com -- is a regional
insurance holding company in Sunrise, Fla., which controls
substantially all aspects of the insurance underwriting,
distribution and claims processes through subsidiaries and
contractual relationships with independent and general agents. It
is not an insurance carrier and does not issue insurance
policies. Rather, FedNat provides agency, underwriting and
policyholder services to its insurance carrier clients. Its
business is comprised of two primary components: underwriting and
claims processing.
FedNat and its affiliates filed petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Fla. Lead Case No.
22-19451) on Dec. 11, 2022. In the petition filed by its manager,
Mark Allen, FedNat reported assets between $10 million and $50
million and liabilities between $100 million and $500 million.
Judge Peter D. Russin oversees the cases.
The Debtors are represented by Shane G. Ramsey, Esq., at Nelson
Mullins Riley & Scarborough, LLP.
The U.S. Trustee for Region 21 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee tapped Pachulski Stang Ziehl & Jones, LLP as lead
bankruptcy counsel; Bast Amron, LLP as local counsel; and
AlixPartners, LLP as financial advisor.
FIRST FRUITS: Gets OK to Hire Gottesman Company as Broker
---------------------------------------------------------
First Fruits Business Ministry, LLC received approval from the U.S.
Bankruptcy Court for the District of South Carolina to employ
Gottesman Company, a New York-based broker, in connection with the
sale of its assets.
Gottesman will be compensated at a rate of 5 percent commission
upon bringing the successful bidder to the sale of the Debtor's
assets.
As disclosed in court filings, Gottesman is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The broker can be reached through:
Eugene Gottesman
Gottesman Company
200 E 71st St #11D
New York, NY 10021
Phone: (212) 330-8010
Fax: (646) 434-4557
About First Fruits Business Ministry
First Fruits Business Ministry, LLC is a privately held company,
which focuses on health and fitness through patented and
proprietary products that focus on losing body fat and building
lean muscle. The company is based in Columbia, S.C.
First Fruits Business Ministry sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 22-02747) on
Oct. 7, 2022. In the petition signed by its chief executive
officer, Roger Catarino, the Debtor disclosed $23,348,908 in assets
and $1,628,225 in liabilities as of July 31, 2022.
Judge David R. Duncan oversees the case.
Jane H. Downey, Esq., at Moore Bradley Myers Law Firm, P.A. is the
Debtor's bankruptcy counsel. The Law Offices of Robert L. Hill, APC
and Woods Rogers Vandeventer Black, PLC serve as special counsels.
FRANCO'S PAVING: Commences Subchapter V Bankruptcy Case
-------------------------------------------------------
Franco's Paving LLC filed for chapter 11 protection in the Southern
District of Texas. The Debtor elected on its voluntary petition to
proceed under Subchapter V of chapter 11 of the Bankruptcy Code.
The Debtor owns and manages a ready-mix cement production company
in Corpus Christi, Texas. The Debtor also generates income from
the sale from gravel mined from its property located in Duval
County, Texas.
The financial distress of the Debtor was precipitated by the domino
effect caused by COVID19.
As construction came to a standstill in 2020 in Nueces County,
Texas, the Debtor required additional cash in order to maintain
operations, and as a result, the Debtor entered into several
financing arrangements with Charter Bank and the Small Business
Administration (the "SBA") and pledged its equipment and real
estate to secure the financing. Charter Bank asserts an interest
in the Debtor's rental receipts on the Debtor's property in Duval
County, Texas through a recorded assignment of rents. The SBA
asserts an interest in the Debtor’s receivables and cash through
a filed UCC-1 Financing Statement.
According to court filings, Franco's Paving estimates between $1
million to $10 million in debt owed to 1 to 49 creditors. The
petition states that funds will not be available to unsecured
creditors.
About Franco's Paving LLC
Franco's Paving LLC provides paving services.
Franco's Paving LLC filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
23-20069) on March 17, 2023. In the petition filed by Isaias
Franco, as president, the Debtor reported assets and liabilities
between $1 million and $10 million.
Sylvia Mayer has been appointed Subchapter V Trustee.
The Debtor is represented by:
Susan Tran Adams, Esq.
Tran Singh LLP
3813 Castle Valley Dr
Corpus Christi, TX 78410
FTX GROUP: Customers Seek Crypto Account Ownership Ruling
---------------------------------------------------------
A group of FTX. com customers on Friday, March 17, 2023, asked a
New York bankruptcy judge to rule that the cryptocurrency exchange
has no ownership interest in the contents of their accounts, saying
they're concerned they'll wind up as unsecured creditors in FTX's
Chapter 11 case.
In AD HOC COMMITTEE OF NON-US CUSTOMERS OF FTX.COM, vs. FTX
TRADING, LTD., et al., Adv. Pro. No. 22-50514, the Ad Hoc
Committee of Non-US Customers of FTX.com, currently comprised of 27
members holding over $2.0 billion in aggregate claims, on Dec. 28,
2022, filed its Complaint for Declaratory Judgment.
The Ad Hoc Committee recently filed a motion for Partial Summary
Judgment on its Complaint under Rule 56 of the Federal Rules of
Civil Procedure and Rules 7001 and 7056 of the Federal Rules of
Bankruptcy Procedure seeking the entry of an order entering a
declaratory judgment that the Debtors have no equitable interest in
the assets that FTX.com customers deposited, held, received, or
acquired on the FTX.com platform (collectively, the "Customer
Assets").
"By its Motion, the Ad Hoc Committee seeks to resolve the first,
threshold question with a finding that the Debtors have no
equitable interest in the Customer Assets. This finding cannot be
disputed as a matter of law. The Terms of Service are clear and
unambiguous that title to all Digital Assets on the FTX.com
platform remained at all times with the FTX.com customer and did
not transfer to FTX Trading Ltd. or any other Debtor in these
cases. Terms of Service § 8.2.6(A); (A000097). They are also
clear and unambiguous that none of the Digital Assets in the
customer;s Account are the property of, or shall or may be loaned
to, FTX Trading. Id. Sec. 8.2.6(B); (A000097)," the Ad Hoc
Committee said in court filings.
"While the Terms of Service do not contain the same express
provisions regarding title and ownership of fiat and E-Money, basic
rules of contract construction dictate the same treatment for all
Customer Assets. It would be improper to find that an FTX.com
customer retains title to their Digital Assets, but loses title to
their fiat deposited in their FTX.com Account for the sole purpose
of purchasing Digital Assets, or worse yet, to lose title to the
proceeds of liquidating their own Digital Assets."
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.
GAMESTOP CORP: Posts $48.2 Million Net Income in Fourth Quarter
---------------------------------------------------------------
GameStop Corp. reported net income of $48.2 million on $2.22
billion of net sales for the 13 weeks ended Jan. 28, 2023, compared
to a net loss of $147.5 million on $2.25 billion of net sales for
the 13 weeks ended Jan. 29, 2022.
For the 52 weeks ended Jan. 28, 2023, the Company reported a net
loss of $313.1 million on $5.92 billion of net sales compared to a
net loss of $381.3 million on $6.01 billion of net sales for the 52
weeks ended Jan. 29, 2022.
As of Jan. 28, 2023, the Company had $3.11 billion in total assets,
$1.79 billion in total liabilities, and $1.32 billion in
stockholders' equity.
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/1326380/000132638023000011/a991q4fy22earningsrelease.htm
About GameStop
Grapevine, Texas-based GameStop Corp. is a specialty retailer
offering games and entertainment products through its E-Commerce
properties and thousands of stores.
GameStop reported a net loss of $381.3 million in 2021, a net loss
of $215.3 million in 2020, a net loss of $470.9 million in 2019,
and a net loss of $673 million in 2018. As of Oct. 29, 2022, the
Company had $3.32 billion in total assets, $2.07 billion in total
liabilities, and $1.24 billion in total stockholders' equity.
GAP INC: Moody's Lowers CFR to Ba3 & Senior Unsecured Notes to B1
-----------------------------------------------------------------
Moody's Investors Service downgraded The Gap, Inc.'s corporate
family rating to Ba3 from Ba2 and its probability of default rating
to Ba3-PD from Ba2-PD. At the same time, Moody's downgraded the
rating of Gap's senior unsecured notes to B1 from Ba3. The
speculative grade liquidity rating (SGL) remains unchanged at
SGL-2. The outlook remains negative.
"The downgrade reflects the weaker than expected operating
performance and Moody's expectation that credit metrics will remain
weak as topline growth and margin expansion will be limited in the
next 12 months due to continuing inflationary and competitive
pressures", Moody's Vice President, Mickey Chadha stated. "The
uncertain macro-economic environment and the consumer focus on
discretionary versus non-discretionary purchases due to shrinking
disposable income will make it challenging to change the current
operating performance trajectory meaningfully in fiscal 2023, hence
the negative outlook", Chadha further stated.
The downgrade also reflects governance considerations particularly
that Gap, Inc. continued to make moderate share repurchases in 2022
despite a significant weakening in operating performance. The
company's governance issuer profile score was lowered to G-3
(moderately negative) from G-2 (neutral to low). The change in its
governance score is primarily related to the company's weaker
financial strategy and risk management as well as management
credibility and track record scores as credit metrics have weakened
considerably and are not expected to improve to historical levels
in the next 12 months. The company has had a number of management
changes and has been operating under an interim CEO for majority of
fiscal year 2022. Share repurchases totalled $123 million in
fiscal 2022. Moody's expects that the company will not do any more
share repurchases until free cash flow and credit metrics improve
materially but will continue to pay a dividend. The company's
credit impact score of CIS-3 (moderately negative) remains
unchanged.
Downgrades:
Issuer: The Gap, Inc.
Corporate Family Rating, Downgraded to Ba3 from Ba2
Probability of Default Rating, Downgraded to Ba3-PD
from Ba2-PD
Senior Unsecured Regular Bond/Debenture, Downgraded to
B1 (LGD4) from Ba3 (LGD4)
Outlook Actions:
Issuer: The Gap, Inc.
Outlook, Remains Negative
RATINGS RATIONALE
The Gap, Inc.'s Ba3 corporate family rating reflects the company's
good liquidity and Moody's expectation that Gap, Inc.'s currently
weak credit metrics will begin to improve in 2023. The company's
debt/EBITDA and EBIT/Interest were weak at 4.9x and 0.3x
respectively at the end fiscal 2022. Moody's expects improvement in
operating profit in fiscal 2023 as inventory levels have improved
and input and freight costs are expected to be lower but revenue
growth will be anemic as consumers pull back on discretionary
purchases due to economic uncertainty. Moody's also expects the
company to repay the $350 million revolver balance in 2023.
Therefore, Moody's estimates debt/EBITDA to improve but remain
above 3.5x and EBIT/interest to remain below 2.0x at the end of
fiscal 2023. Cost cuts and store rationalization will also help
the bottom line with further improvement in profitability and
credit metrics expected to be in 2024 provided the inventory
assortment at all of the company's brands including its largest
brand - Old Navy – improves and resonates with consumers. The
rating is supported by the company's good market position in the
specialty apparel market with its ownership of specialty apparel
brands (Old Navy, Gap, Banana Republic, and Athleta) and relatively
low amount of funded debt. The relatively shorter term of its store
leases (approximately five years) has enabled the right sizing of
its mature brands (Gap and Banana Republic) while continuing to add
stores to its higher growth concepts (Old Navy and Athleta).
Investments in its online and mobile business have also
strengthened its operational profile and improved its customer
experience. Continued integration of its online and store
experiences also supports its efforts to increase customer
conversion.
Gap, Inc.'s SGL-2 reflects good liquidity supported by its $1.2
billion in cash at the end of fiscal 2022 and about $1.85 billion
available under its $2.2 billion asset based revolving credit
facility after considering the $350 million currently borrowed
under the facility. Moody's expects free cash flow to be modest in
2023. The company also owns sizable assets that it can monetize.
The negative outlook reflects Moody's expectation that the business
environment especially for apparel retailers will remain very
challenging, which can make it difficult for the company to improve
operating performance and causing credit metrics and profitability
to remain weaker than expected for a longer period of time.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade would require consistency of performance at all its
major brands including sustained sales growth and margin expansion,
and good liquidity, as well as a conservative financial strategy.
Quantitatively, debt/EBITDA would need to be sustained below 3.5x
and EBIT/interest above 3.0x.
Ratings could be downgraded if EBIT/interest is sustained below
2.0x or debt/EBITDA is sustained above 4.25x. Ratings could also
be downgraded if the company fails to sustainably improve free cash
flow, operating performance remains weak, liquidity deteriorates
for any reason or financial strategies become detrimental to
creditors. A downgrade could also result if operating margins and
sales growth of the company particularly at Old Navy do not show
improvement.
Headquartered in San Francisco, California, The Gap, Inc. is a
leading global retailer offering clothing, and accessories for men,
women, and children under the Gap, Banana Republic, Old Navy, and
Athleta. Fiscal 2022 net sales were approximately $15.6 billion.
The Gap, Inc. products are available for purchase through its 2,835
company-operated stores and 564 franchise stores that are in
operation across 44 countries. Its products are also available to
customers online through Company-owned websites and through the use
of third parties that provide logistics and fulfillment services.
The principal methodology used in these ratings was Retail
published in November 2021.
GARCIA GRAIN: Committee Taps Jordan & Ortiz as Legal Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Garcia Grain
Trading Corp. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to employ Jordan & Ortiz, P.C. as its
legal counsel.
The committee requires legal counsel to:
a. give advice regarding the rights, duties and powers of the
Debtor in its Chapter 11 case;
b. assist and advise the committee in its consultations and
negotiations with the Debtor and other parties in interest
regarding the administration of the case;
c. investigate and analyze any claims belonging to the
Debtor's estate;
d. assist the committee in analyzing the claims of the
Debtor's creditors and in negotiating with holders of claims;
e. assist the committee in its investigation of the acts,
conduct, assets, liabilities and financial condition of the Debtor
and related entities and of the operation of the Debtor's affairs;
f. assist the committee in its analysis of, and negotiations
with, the Debtor or any third party, concerning matters related to,
among other things, the assumption or rejection of leases of
non-residential real property and executory contracts, asset
dispositions, asset sale transactions, and the terms of a plan of
reorganization or liquidation for the Debtor;
g. assist and advise the committee as to its communications to
the general creditor body regarding significant matters in the
Chapter 11 case;
h. represent the committee at all hearings and other
proceedings before the Court;
i. review and analyze applications, orders, statements and
operations and schedules filed with the court, and advise the
committee as to their propriety and, to the extend deemed
appropriate by the committee, support, join or object thereto;
j. assist the committee in preparing pleadings and
applications as may be necessary in furtherance of the committee's
interests and objectives;
k. assist the committee in its review and analysis of the
Debtor's various agreements;
l. prepare legal papers; and
m. perform other necessary legal services.
The firm will be paid at these rates:
Attorneys:
Shelby A. Jordan $575 per hour
Antonio Ortiz $450 per hour
Legal Assistants:
Chrystal Madden $225 per hour
As disclosed in court filings, Jordan & Ortiz is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Shelby A. Jordan, Esq.
Jordan & Ortiz, PC
500 N. Shoreline Blvd. Suite 900
Corpus Christi, TX 78401
Phone: 361-884-5678
Fax: 361-888-5555
Email: sjordan@jhwclaw.com
About Garcia Grain Trading Corp.
Garcia Grain Trading Corp.'s line of business includes buying and
marketing grain, dry beans, soybeans, and inedible beans. The
company is based in Donna, Texas.
Garcia Grain Trading sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 23-70028) on Feb. 17,
2023, with up to $50 million in both assets and liabilities.
Octavio Garcia, chief executive officer and president, signed the
petition.
Judge Eduardo V. Rodriguez oversees the case.
David R. Langston, Esq., at Mullin Hoard & Brown, LLP represents
the Debtor as legal counsel.
GOPHER RESOURCE: Moody's Alters Outlook on 'Caa1' CFR to Stable
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Gopher Resource,
LLC, including the Caa1 corporate family rating and senior secured
debt rating, and Caa1-PD probability of default rating. Moody's
also changed the outlook to stable from negative.
The change in outlook to stable reflects Moody's expectation for
credit metrics to improve steadily, driven by improved plant
efficiencies and performance as well as a supportive automotive
battery replacement cycle. With higher pricing and improved
operating leverage at the facilities, Moody's anticipates a return
to margin improvement and steady de-leveraging with stronger
earnings pushing down adjusted debt-to-EBITDA below 7x into 2024.
The stable outlook incorporates expectations for Gopher to maintain
adequate liquidity over the next year.
Affirmations:
Issuer: Gopher Resource, LLC
Corporate Family Rating, Affirmed Caa1
Probability of Default Rating, Affirmed Caa1-PD
Senior Secured 1st Lien Bank Credit Facility, Affirmed Caa1
(LGD4)
Outlook Actions:
Issuer: Gopher Resource, LLC
Outlook, Changed to Stable from Negative
RATINGS RATIONALE
The ratings reflect Gopher's modest scale, high degree of customer
concentration, limited product diversification and reliance on two
recycling facilities that make its earnings vulnerable to unplanned
plant disruptions or operating inefficiencies. Gopher also has
high financial leverage, exacerbated by plant disruptions in 2022
from labor and supply chain issues, but which Moody's expects to
fall steadily towards 7x in 2023 and 6x in 2024. This is based on
higher pricing implemented, along with improved labor and plant
efficiencies, and a backdrop of healthy demand for recycled lead
that should also drive an improvement in adjusted EBITDA margins
closer to 20%. As well, Moody's believes the regulatory
investigation around lead/toxin exposure to workers at the Tampa
plant over the past 12-18 months is largely behind the company.
Free cash flow, defined as cash flow from operations less capital
expenditures less dividends, is constrained by annual dividend
distributions, an aggressive financial policy given the company's
risk profile. However, the distributions are discretionary and
historically tailored around the level of cash on hand and cash
flow generation.
Gopher benefits from a largely contracted book of business (about
90% of revenue), including price and volume commitments, with the
leading lead-acid battery manufacturers. This reflects the
essential service the company provides, with demand for recycled
lead expected to exceed available recycling capacity and supply for
the foreseeable future. Demand for recycled lead is driven by
battery manufacturers with a large installed base of automotive
lead-acid batteries in North America, which creates a recurring
replacement cycle. The fee-for-service operating model minimizes
commodity price risk with less than 10% of volumes and revenue
vulnerable to spot market fluctuations. Despite its modest revenue
size, Gopher's leading position in the lead-acid battery recycling
industry and longstanding customer relationships also support the
ratings.
Liquidity is adequate but modest for the company's business risk.
Unrestricted cash of approximately $18 million (at December 31,
2022) and revolver availability modestly cover annual interest
expense, which approximated $30 million at December 31, 2022, and
mandatory term loan amortization of about $6 million annually.
Moody's expects free cash flow to turn modestly positive in 2023.
The $40 million revolving credit facility due 2024 had roughly $18
million available at December 31, 2022, net of posted letters of
credit. The facility is subject to a springing total net leverage
ratio, tested at quarter-end if the aggregate amount drawn,
including L/Cs above a $10 million carveout, exceeds 35% or $14
million of the facility. The first-lien term loan due 2025 has no
financial maintenance covenants and there are no near-term debt
maturities other than the scheduled amortization of approximately
$6 million annually.
Gopher benefits from an environmental incentive for battery
manufacturers to support a closed-loop industry as automotive
batteries are banned from landfills and incineration due to lead's
toxicity. Lead can be infinitely recycled without a loss in quality
and recycled lead is cheaper than virgin or imported lead, making
battery production more affordable and providing an economic
incentive that drives customer demand for recycled lead. Further,
with no primary lead smelting in the US (the last domestic smelter
shuttered in 2013), the North American lead market is short on
recycling capacity and supply. Nevertheless, Gopher has smelting
capabilities that can produce a wide variety of high-value alloys
to meet customer specifications.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade could result from a significant increase in scale,
reduced reliance on/concentration to key customers, and material
growth in margins and free cash flow, boosted by meaningful volumes
that translate into higher operating efficiencies. Debt-to-EBITDA
sustained around 5.5x and free cash flow-to-debt approaching 5%
could also support an upgrade. Additionally, an improvement in the
debt maturity profile would be an important consideration for
upward ratings momentum.
The ratings could be downgraded with meaningful disruption in plant
operations and/or unfavorable developments related to lead-acid
battery recycling initiatives. Inability to address the
requirements by regulators from the outcome of the Tampa plant
investigation could also drive downwards rating pressure. A lack of
margin growth, including due to lower than expected efficiency
improvements or weaker volumes, could also negatively impact the
ratings. Debt-to-EBITDA expected to remain at or above 6.5x or
weakening liquidity, including negative free cash flow, could also
result in a downgrade, as could an accident related to lead
handling or processing.
The principal methodology used in these ratings was Environmental
Services and Waste Management Companies published in April 2018.
Gopher Resource, LLC is a leading recycler of lead-acid batteries
in North America with a majority of the refined lead being re-used
in automotive and industrial batteries. Gopher Resource takes spent
batteries, separates the lead, plastic and acid and through
smelting and refining processes, produces lead, metal alloys and
plastic pellets for its customers. Revenue approximated $340
million for the fiscal year ended December 31, 2022. Gopher is
owned by private equity firm, Energy Capital Partners, following a
leveraged buyout in January 2018.
HALL AT THE YARD: Court OKs Final Cash Collateral Access
--------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorized The Hall at the Yard, 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, the
Debtor's secured obligations are comprised of (a) Newtek Small
Business Finance, LLC; (b) merchant cash advance lenders; (c)
Kabbage, Inc.; (d) and Ivanhoe Place Propco, LLC.
Newtek is owed approximately $4.2 million based on a loan made to
the Debtor in January 2020 and guaranteed by the Small Business
Administration. Newtek may assert a lien on the Debtor's accounts
receivable.
Kabbage is owed approximately $359,000 based on a PPP loan made to
the Debtor, which is likely unsecured.
Ivanhoe, the landlord, asserts a security interest in the Debtor's
furniture, fixtures, and equipment.
With respect to MCA lenders, the Debtor believes these creditors
may assert liens on and security interests in accounts receivable:
Approximate Balance
Creditor as of Petition Date
-------- -------------------
The Avanza Group, LLC $135,000
Cobalt Funding Solutions $150,000
Delta Bridge Funding, LLC, $181,055
servicer for CloudFund
Green Capital Funding, LLC $44,000
G and G Funding Group, LLC Undetermined
Premium Merchant Funding 26, LLC $50,000.
Reef Funding Group $44,000
Vivian Capital Group, LLC $150,000
World Global Fund $50,000
Zahav Asset Management, LLC $97,000
As adequate protection with respect to Newtek's and the MCA
lenders' interests in the cash collateral, Newtek and the MCA
lenders are granted a replacement lien in and upon all of the
categories and types of collateral in which they held a security
interest and lien as of the Petition Date to the same extent,
validity and priority that they held as of the Petition Date.
Additionally, the Debtor shall pay Newtek the amount of $25,000 per
month by the 30th day of each month until further Court order.
A copy of the order and the Debtor's budget is available at
https://bit.ly/40ZK04b from PacerMonitor.com.
The Debtor projects total cash paid out, on a weekly basis, as
follows:
$153,776 for the week ending March 12;
$117,356 for the week ending March 19;
$163,125 for the week ending March 20; and
$138,413 for the week ending April 2.
About The Hall at the Yard, LLC
The Hall at the Yard, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-00250) on
January 24, 2023. In the petition signed by Jamal Wilson, manager,
the Debtor disclosed up to $1 million in assets and up to $10
million in liabilities.
Judge Catherine Peek McEwen oversees the case.
Edward J. Peterson, Esq., at Stichter, Riedel, Blain and Postler,
P.A., represents the Debtor as counsel.
HALL CATTLE: Seeks to Hire Northern Legal as Bankruptcy Counsel
---------------------------------------------------------------
Hall Cattle Feeders, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire Northern Legal,
P.C. as its legal counsel.
The firm's services include:
a. advising the Debtor of its powers and duties;
b. preparing and pursuing confirmation of a Chapter 11 plan
and approval of a disclosure statement;
c. preparing legal papers; and
d. appearing in court.
Northern Legal will charge $300 per hour for services rendered by
its attorneys, $300 per hour for associate attorneys, and $50 per
hour for paralegals.
The firm received a retainer in the amount of $71,032.
Van Northern, Esq., at Northern Legal, disclosed in a court filing
that his firm is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Van W. Northern, Esq.
Northern Legal, P.C.
2700 S Western St Ste 200
Amarillo, TX 79109-1536
Tel: 806-374-2266
Email: northernlegalpc@gmail.com
northernlaw@suddenlinkmail.com
About Hall Cattle Feeders
Hall Cattle Feeders, LLC primarily operates in the cattle feedlots
business. The company is based in Shamrock, Texas.
Hall Cattle Feeders filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No.
23-20039) on March 14, 2023, with $10 million to $50 million in
assets and $1 million to $10 million in liabilities. Dakota Hall,
managing member, signed the petition.
Judge Robert L. Jones oversees the case.
Van W. Northern, Esq., at Northern Legal, P.C. represents the
Debtor as counsel.
HELIUS MEDICAL: Board Declares Dividend for Class A Stockholders
----------------------------------------------------------------
Helius Medical Technologies, Inc. announced that its Board of
Directors declared a dividend of one one-thousandth of a share of
newly designated Series B Preferred Stock, par value $0.001 per
share, for each outstanding share of Helius Class A common stock
held of record on April 3, 2023.
The outstanding shares of Series B Preferred Stock will vote
together with the outstanding shares of the Company's Class A
common stock as a single class exclusively with respect to any
proposal to adopt an amendment to the Company's certificate of
incorporation to reclassify the outstanding shares of the Company's
Class A common stock into a smaller number of shares of such Class
A common stock at a ratio specified in or determined in accordance
with the terms of any such amendment, as well as any proposal to
adjourn any meeting of stockholders called for the purpose of
voting on the foregoing matter, and will not be entitled to vote on
any other matter, except to the extent required under the Delaware
General Corporation Law. Subject to certain limitations, each
outstanding share of Series B Preferred Stock will have 1,000,000
votes per share (or 1,000 votes per one one-thousandth of a share
of Series B Preferred Stock).
All shares of Series B Preferred Stock that are not present in
person or by proxy at any meeting of stockholders held to vote on
the above described amendment proposal as of immediately prior to
the opening of the polls at such meeting will automatically be
redeemed by the Company for $0.001 in cash. Any outstanding shares
of Series B Preferred Stock that have not been so redeemed will
automatically be redeemed in whole, but not in part, at the close
of business on the earlier of (i) the business day established by
the Company's Board of Directors in its sole discretion and (ii)
the first business day following the date on which the Company's
stockholders approve an amendment to the Company's certificate of
incorporation to reclassify the outstanding shares of the Company's
Class A common stock into a smaller number of shares of such Class
A common stock at a ratio specified in or determined in accordance
with the terms of any such amendment.
The Company's Board of Directors has adopted resolutions providing
that the Series B Preferred Stock will be uncertificated. The
certificate of designation governing Series B Preferred Stock
provides that shares of Series B Preferred Stock may not be
transferred except in connection with a transfer by such holder of
any shares of the Company's Class A common stock held by such
holder. In that case, a number of one one-thousandths of a share
of Series B Preferred Stock equal to the number of shares of the
Company's Class A common stock to be transferred by such holder
will be transferred to the transferee of such shares of Class A
common stock.
Further details regarding the Series B Preferred Stock will be
contained in a report on Form 8-K to be filed by Helius with the
Securities and Exchange Commission.
About Helius Medical
Helius Medical Technologies, Inc. -- http://www.heliusmedical.com
-- is a neurotech company focused on neurological wellness. Its
purpose is to develop, license or acquire non-invasive technologies
targeted at reducing symptoms of neurological disease or trauma.
Helius Medical reported a net loss of $14.07 million for the year
ended Dec. 31, 2022, compared to a net loss of $18.13 million for
the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$17.28 million in total assets, $9.14 million in total liabilities,
and $8.15 million in total stockholders' equity.
Minneapolis, Minnesota-based Baker Tilly US, LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated March 9, 2023, citing that the Company has recurring
losses from operations, an accumulated deficit, expects to incur
losses for the foreseeable future and requires additional working
capital. These are the reasons that raise substantial doubt about
their ability to continue as a going concern.
HENDERSON LOGISTICS: Taps Rountree Leitman Klein & Geer as Counsel
------------------------------------------------------------------
Henderson Logistics 64, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to hire Rountree,
Leitman, Klein & Geer, LLC as its legal counsel.
The firm's services include:
a. providing the Debtor with legal advice regarding its powers
and duties in the management of its property;
b. preparing legal papers;
c. assisting in the examination of claims of creditors;
d. assisting in the formulation and preparation of the
disclosure statement and plan of reorganization and in the
confirmation and consummation thereof; and
e. other necessary legal services.
Rountree will be paid at its standard hourly rates:
Attorney:
William A. Rountree $595
Will B. Geer $595
Michael Bargar $535
Hal Leitman $425
David S. Klein $495
Alexandra Dishun $425
Ceci Christy $425
Elizabeth Childers $395
Caitlyn Powers $325
Paralegals:
Elizabeth A. Miller $250
Sharon M. Wenger $225
Megan Winokur $175
Catherine Smith $150
The firm received a pre-bankruptcy retainer of $25,000 and the
filing fee of $1,738.
William Rountree, Esq., a partner at Rountree, 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:
Will B. Geer, Esq.
Rountree Leitman Klein & Geer, LLC
Century Plaza I
2987 Clairmont Road, Suite 350
Atlanta, GA 30329
Telephone: (404) 584-1238
Facsimile: (404) 704-0246
Email: wgeer@rlkglaw.com
About Henderson Logistics 64
Henderson Logistics 64, LLC is a trucking company owned and
operated by Michael Henderson.
Henderson Logistics 64 sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-51792) on Feb.
23, 2023. In the petition signed by its chief executive officer,
Michael Henderson, the Debtor disclosed up to $1 million in assets
and up to $500,000 in total liabilities.
Judge Jeffery W. Cavender oversees the case.
Will B. Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC
represents the Debtor as legal counsel.
IEH AUTO PARTS: Seeks to Hire B. Riley as Real Estate Advisor
-------------------------------------------------------------
IEH Auto Parts Holding, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ B. Riley Real Estate, LLC as their real estate advisor.
The Debtors require a real estate advisor to:
(a) consult with the Debtors to discuss their goals,
objectives, and financial parameters in relation to their owned and
leased properties;
(b) negotiate with the landlords of leased properties and
other third parties in order assist the Debtors with respect to
monetary lease modifications, non-monetary lease modifications,
early termination rights, rent deferrals, sales, and landlord
consents, on terms desired by the Debtors; and
(c) report periodically to the Debtors regarding the status of
the services provided and details related thereto.
The firm will be compensated as follows:
a. A retainer in the amount of $50,000.
b. For each monetary lease modification that B. Riley
successfully negotiates, the firm shall earn and be paid the
following fees:
(1) For each "retail store lease" for which a monetary
lease modification is obtained, a fee equal to the greater of 4.25
percent of the occupancy cost savings under the lease and $1,750;
and
(2) For each distribution center lease for which a monetary
lease modification is obtained, a fee equal to the greater of 3
percent of the occupancy cost savings under the lease and $2,500.
c. For each non-monetary lease modification in any lease, B.
Riley shall earn and be paid a fee of $750.
d. For each early termination right, B. Riley shall earn and
be paid a fee of $1,500 per applicable lease.
e. For each sale of a lease or sale of an owned property, B.
Riley shall earn and be paid a fee (sales commission) equal to 3
percent of the gross proceeds.
Michael Jerbich, president of B. Riley, disclosed in a court filing
that his firm is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael Jerbich
B. Riley Real Estate, LLC
875 N. Michigan Avenue, Suite 3900
Chicago, IL 60611
Telephone: (312) 894-7622
Email: mjerbich@brileyfin.com
About IEH Auto Parts Holding
IEH Auto Parts Holding, LLC -- https://autoplusap.com/ --
distributes automotive products. It offers equipment, tools,
accessories, paint, and related products in the automotive
aftermarket. The company serves customers in the United States.
IEH Auto Parts Holding and its affiliates filed a petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas
Lead Case No. 23-90054) on Feb. 1, 2023. In the petition filed by
their chief executive officer, John Michael Neyrey, the Debtors
reported between $100 million and $500 million in both assets and
liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Jackson Walker, LLP and The Law Office of Liz
Freeman, PLLC as legal counsels; Lincoln International, LLC as
investment banker; Portage Point Partners, LLC as restructuring
advisor; and B. Riley Real Estate, LLC as real estate advisor.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Kane Russell Coleman Logan, PC is the committee's legal counsel.
INGEVITY CORP: Moody's Affirms 'Ba2' CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service has affirmed the Corporate Family Rating
of Ingevity Corporation at Ba2. Other ratings affirmed include the
Probability of Default Rating at Ba2-PD and senior unsecured notes
at Ba3. SGL-2 remains unchanged. The outlook remains stable.
The ratings affirmation reflects the company's market leaderships
in activated carbon products and pine chemicals, its strong
profitability and consistent free cash flow generation. The rating
also takes into account the company's relatively small business
scale, challenging crude tall oil ("CTO") market dynamics, capital
investments and potential acquisitions to ensure business growth
given its maturing product portfolio.
Affirmations:
Issuer: Ingevity Corporation
Corporate Family Rating, Affirmed Ba2
Probability of Default Rating, Affirmed Ba2-PD
Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 (LGD5)
Outlook Actions:
Issuer: Ingevity Corporation
Outlook, Remains Stable
RATINGS RATIONALE
Moody's expects Ingevity's earnings will be supported by the demand
on its environmentally friendly pine-based chemicals, increasing
automotive production, adoption of increasingly stringent auto
vapor emissions standards, infrastructure spending and easing
supply chain conditions. However, recessionary concerns and higher
CTO costs pose challenges to the company's 2023 EBITDA target of
$495 million to $515 million. Ingevity delivered strong earnings in
2022, as price increases and volume recovery in automotive,
oilfield and agriculture chemical markets more than offset cost
inflation. Ingevity's adjusted debt leverage was 3.3x at the end of
2022, up from 3.0x a year ago, due to additional drawdown on
revolver for the acquisition of Ozark Materials, which will
contribute to consolidated income in 2023.
Moody's expects management to exercise prudence when pursuing
acquisitions or buying back shares. Management plans to reduce its
net unadjusted leverage to 2.5x by the end of 2023, down from 2.9x
at the end of 2022, as free cash flow will be available for debt
repayment or business investments.
Business investments are critical to the company's long-term
growth, as its fuel vapor emission capture technology becomes
mature after several years of strong growth and the pine-based
chemicals face the constraints of CTO feedstock. The competing
demand for CTO as a biofuel and the finite global supply of CTO
will result in higher input costs for pine chemicals. The company
has been exploring alternative biobased feedstocks such as soybean
and developing markets outside of traditional TOFA markets. Moody's
expects additional investments, supply agreements and potential
bolt-on acquisitions will be needed to uphold its production
volumes and sales in the coming years. Activated carbon products
also face increasing business competition and potential margin
compression, as several competitors including BASF eye on this
lucrative business and the penetration of electric vehicles at the
expense of internal combustion engines. Nevertheless, the adoption
of new fuel vapor emission standards in Europe and Asia provides
visibility in demand for Ingevity's proprietary activated carbon
products.
Ingevity has a good liquidity profile, which is supported by
expected free cash flow, $170 million availability under its
revolver and $77 million cash on hand as of December 31, 2022.
Management expects at least $160 million free cash flow for 2023.
Its $1 billion revolving credit facility (unrated), which had an
outstanding balance of $828 million at the end of 2022, will be due
in June 2027. The revolving credit facility has two financial
covenants--a maximum total net leverage ratio covenant of 4.0x (up
to 4.5x allowed after permitted acquisition) and a minimum interest
coverage covenant of 3.0x. Moody's expects the company to remain in
compliance under its covenants.
Ingevity's stable outlook reflects its adequate leverage and
financial buffer to weather against unfavorable market conditions
and that management will exercise caution when buying back shares
or pursuing acquisitions in the next 12 to 18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade the rating following a longer track record as
a stand-alone entity that would demonstrate the company's
commitment to the conservative financial policy. The company would
need to increase its business scale and diversification, maintain
its strong credit metrics, with debt/EBITDA below 3 times and
RCF/Debt over 20%, for an upgrade.
The rating could be downgraded if the company's performance
deteriorates or it undertakes a large debt-funded acquisition or
shareholder-friendly actions. Specifically, the rating could be
downgraded if its EBITDA margin falls sustainably below 20%; or its
debt/ EBITDA ratio rises above 3.5x and RCF/Debt declines to
mid-teens.
ESG Considerations
Ingevity's Credit Impact Score (CIS-3) mainly reflects the
company's exposure to environmental risks due to the energy and
waste intensive production process, its vulnerability to the
limited CTO supply from pulp and paper companies, as well as its
risk exposure to health and safety, human capital. Such risks are
mitigated by customer preference for sustainable pine-based
chemicals and regulatory requirements to install gasoline vapor
emission control equipment, which continue to drive Ingevity's
sales and earnings. Almost 75% of the raw materials used in its
production process were renewable in 2021. The company has
maintained prudent financial policy.
The principal methodology used in these ratings was Chemicals
published in June 2022.
Headquartered in North Charleston, SC, Ingevity Corporation is a
global manufacturer of pine-based chemicals (Performance Chemicals
segment) used in pavement technologies, oilfield technologies and
industrial specialties such as inks and adhesives and caprolactone
based engineered polymers products (Advanced Polymer Technologies)
used in plastics, coatings and adhesives. The company's high
performance carbon materials (Performance Materials segment) are
used in gasoline vapor emission control systems in fuel tanks, as
well as applications for water, food, beverage and chemical
purification. The company was spun off by WestRock Company in 2016.
In 2022, the company generated $1.7 billion in revenues.
JAGUAR HEALTH: Incurs $48.4 Million Net Loss in 2022
----------------------------------------------------
Jaguar Health, Inc. has filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$48.39 million on $11.95 million of total revenue for the year
ended Dec. 31, 2022, compared to a net loss of $52.60 million on
$4.33 million of total revenue for the year ended Dec. 31, 2021.
As of Dec. 31, 2022, the Company had $47.45 million in total
assets, $48.81 million in total liabilities, and a total
stockholders' deficit of $1.35 million.
Larkspur, California-based RBSM, LLP, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
March 24, 2023, citing that the Company has an accumulated deficit,
recurring losses, and expects continuing future losses. These
conditions raise substantial doubt 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/1585608/000155837023004572/jagx-20221231x10k.htm
About Jaguar Health
Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial
stage pharmaceuticals company focused on developing novel,
sustainably derived gastrointestinal products on a global basis.
The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc.,
focuses on developing and commercializing proprietary human
gastrointestinal pharmaceuticals for the global marketplace from
plants used traditionally in rainforest areas. Its Mytesi
(crofelemer) product is approved by the U.S. FDA for the
symptomatic relief of noninfectious diarrhea in adults with
HIV/AIDS on antiretroviral therapy.
JAIRRABRANDY REALTY: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Jairrabrandy Realty Enterprises LLC
9304 Avenue L
Brooklyn, NY 11235
Business Description: The Debtor is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: March 29, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-41071
Judge: Hon. Nancy Hershey Lord
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 Angaad Sooknandan as sole member.
The Debtor stated it has no creditors holding unsecured claims.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/37M2FLQ/Jairrabrandy_Realty_Enterprises__nyebke-23-41071__0001.0.pdf?mcid=tGE4TAMA
JAIRRABRANDY REALTY: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Jairrabrandy Realty Enterprises LLC
9304 Avenue L
Brooklyn, NY 11235
Business Description: The Debtor is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: March 29, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-41071
Judge: Hon. Nancy Hershey Lord
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 Angaad Sooknandan as sole member.
The Debtor stated it has no creditors holding unsecured claims.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/37M2FLQ/Jairrabrandy_Realty_Enterprises__nyebke-23-41071__0001.0.pdf?mcid=tGE4TAMA
JAJE ONE: Seeks to Extend Plan Exclusivity to June 28
-----------------------------------------------------
Jaje One, LLC asks the U.S. Bankruptcy Court for the Southern
District of Florida for extension of the exclusivity period from
March 28, 2023 to June 28, 2023. The Debtor also sought to
extend the period to solicit acceptances to August 28, 2023.
The Debtor stated that although it has been negotiating towards a
concensual plan with its creditors, additional time is needed.
Jaje One, LLC is represented by:
Joel M. Aresty, Esq.
JOEL M. ARESTY, P.A.
309 1st Ave S
Tierra Verde, FL 33715
Phone: (305) 904-1903
Email: aresty@mac.com
About Jaje One
Jaje One, LLC, a company in Miami Beach, Fla., sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla.
Case No. 22-16629) on Aug. 28, 2022, with up to $10 million in
assets and up to $1 million in liabilities. Judge Robert A. Mark
oversees the case.
The Debtor is represented by Joel M. Aresty, Esq., at Joel M.
Aresty, P.A.
KEY DIGITAL: Seeks to Hire Kirby Aisner & Curley as Legal Counsel
-----------------------------------------------------------------
Key Digital Systems Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire Kirby Aisner &
Curley, LLP as its legal counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
and the continued management of its property and affairs;
b. negotiating with creditors of the Debtor and working out a
plan of reorganization, and taking the necessary legal steps in
order to effectuate such a plan;
c. preparing legal papers;
d. appearing before the bankruptcy court;
e. attending meetings and negotiating with representatives of
creditors and other parties in interest;
f. advising the Debtor in connection with any potential
refinancing of secured debt;
g. representing the Debtor in connection with obtaining
post-petition financing, if necessary;
h. taking any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of reorganization;
i. other necessary legal services.
The firm will be paid at these rates:
Partners $450 to $550 per hour
Associates $295 per hour
Law Clerks $200 per hour
Paraprofessionals $150 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer payment in the amount of $5,055.
Dawn Kirby, Esq., an attorney at Kirby Aisner & Curley, disclosed
in a court filing that her firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Dawn Kirby, Esq.
Kirby Aisner & Curley, LLP
700 Post Road, Suite 237
Scarsdale, NY 10583
Tel: (914) 401-9500
Email: Dkirby@kacllp.com
About Key Digital Systems
Key Digital Systems, Inc. -- http://www.keydigital.org/-- develops
and manufactures digital A/V connectivity and control technology
solutions for commercial and residential application. The company
is based in Mount Vernon, N.Y.
Key Digital Systems sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-22176) on March 3,
2023, with up to $10 million in both assets and liabilities.
Mikhail Tsinberg, president of Key Digital Systems, signed the
petition.
Judge Sean H. Lane oversees the case.
Dawn Kirby, Esq., at Kirby Aisner & Curley, LLP is the Debtor's
legal counsel.
KLX ENERGY: S&P Affirms 'CCC+' ICR, Alters Outlook to Positive
--------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed its 'CCC+' issuer credit rating on KLX Energy Services
Holdings LLC (KLXE), a Houston-based provider of onshore oilfield
products and services. S&P also affirmed its 'CCC+' issue-level
rating on the company's 11.5% senior secured notes due in 2025.
The positive outlook reflects S&P's view that KLXE's credit
measures will continue to improve over the next 12 months, based on
higher demand and improved pricing for its products and services.
S&P expects funds from operations (FFO) to debt of around 30% over
the next 12 months.
The positive outlook reflects S&P's view that credit measures will
strengthen in 2023.
KLXE reported revenue growth of about 80% in 2022 as supportive
commodity prices drove an increase in onshore U.S. activity levels
throughout the year, enabling KLXE to increase pricing across most
of its major service lines. S&P said, "Despite recent softness in
commodity prices--particularly for natural gas--we expect further
revenue growth of about 20%-25% in 2023, underpinned by increased
capital spending guidance by onshore U.S. E&P companies of about
15%-20% and the additional revenues from the Greene's Energy Group
LLC acquisition which closed on Mar. 8, 2023. The transaction was
funded with 2.4 million shares of KLXE common stock (with a value
of about $30 million) and is anticipated to add $70 million to $75
million to 2023 revenues. However, we note that continued weakness
in natural gas prices could have a more pronounced impact on
oilfield services demand in gas-weighted basins which could hamper
KLXE's overall pricing and margins if demand in oil-focused basins
isn't sufficient to absorb and offset this. We anticipate average
FFO to debt of about 30% and debt to EBITDA of about 2.5x over the
next two years."
The affirmation of S&P's 'CCC+' issuer credit rating reflects
current debt trading levels and the high draw on KLXE's asset-based
lending (ABL) facility.
Although it has improved to around 15% recently, the yield on
KLXE's 11.5% senior secured notes due in 2025 has been at
distressed levels throughout the past year. S&P said, "We do not
currently anticipate the company would target below par repurchases
over the next 12 months and instead focus on maintaining adequate
liquidity and reducing the borrowings on its $100 million ABL
facility, which was 50% drawn at Dec. 31, 2022. The ABL facility
matures in September 2024, ahead of the senior secured notes in
November 2025, and we would expect the company to use any near-term
discretionary cash flow (DCF) to repay ABL borrowing. We currently
project positive DCF of about $25 million in 2023 and the company
began the year with about $57 million in cash on hand. Given the
current market conditions and time to maturity we would look to
have confidence that the company is adequately positioned to
address these maturities before raising our rating."
S&P said, "The positive outlook reflects the likelihood that we
will raise our ratings on KLXE over the next 12 months if its
credit measures continue to improve, including FFO to debt well
above 12% on a sustained basis, and if it maintains adequate
liquidity, including reducing its ABL borrowings.
"We could revise our outlook on KLXE to stable if we no longer
expect a sustained improvement in its credit measures, including
FFO to debt below 12%, or if liquidity deteriorated. This would
most likely occur from reduced demand for onshore oilfield services
as a result of weaker commodity prices than we currently
anticipate. Alternatively, we could revise our outlook if we expect
the company would be likely to contemplate a distressed debt
transaction.
"We could raise our ratings on KLXE if its FFO to debt remains
comfortably above 12% on a sustained basis. In addition, we would
need to have confidence that the company could generate sustained
positive DCF to reduce borrowings on its ABL facility which matures
in 2024. This would most likely occur if commodity prices remain at
levels supportive of drilling and completion activity and continued
demand for onshore oilfield products and services."
ESG credit indicators: E-4, S-2, G-2
Environmental factors are a negative consideration in S&P's rating
analysis on KLXE due to its expectation that the energy transition
will result in lower demand for services and equipment as
accelerating adoption of renewable energy sources lowers demand for
fossil fuels. Additionally, the industry faces an increasingly
challenging regulatory environment, both domestically and
internationally, that has included limits on fracking activity in
certain jurisdictions, as well as the pace of new and existing well
permits. This limits the demand for services KLXE provides, which
is primarily driven by new drilling and completions work.
KTS SOLUTIONS: Wins Cash Collateral Access Thru May 31
------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Virginia
authorized KTS Solutions, Inc. to use cash collateral on an interim
basis in accordance with the budget through May 31, 2023.
The Debtor is permitted to use cash collateral for ordinary course
purposes in accordance with the terms and conditions of the Interim
Order and the Debtor's budget, provided, however, that (a) Action
Capital Corporation is granted adequate protection and (b) except
on the terms of the Fourth Interim Order, the Debtor will be
enjoined and prohibited at any time from using the Alleged
Prepetition Collateral, including the cash collateral.
As previously reported by the Troubled Company Reporter, Action
Capital asserts a first priority lien secured claim against the
Debtor pursuant to a Factoring and Security Agreement dated July
11, 2011, as amended. Net of reserves, Action Capital asserts an
unpaid balance as of the Petition Date in the amount of not less
than $813,300.
Action Capital asserts a security interest in and lien upon, among
other things, a first priority lien on substantially all of the
Debtor's assets.
The Debtor is directed to continue making payments to Action
Capital or cause payments to be made to Action Capital, under the
Factoring and Security Agreement in the same manner payments were
made prior to the Petition Date.
To the extent the cash collateral is used by the Debtor and the use
results in a diminution of the value of the cash collateral, Action
Capital is entitled to a replacement lien in and to the Alleged
Prepetition Collateral to the same extent and with the same
priority as Action Capital's interest in the Alleged Prepetition
Collateral.
The liens and security interests granted 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.
A final hearing on the matter is set for May 25 at 11 a.m.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3nv8hQQ from PacerMonitor.com.
The Debtor projects $737,109 in total income and $687,561 in total
expenses for April 2023.
About KTS Solutions, Inc.
KTS Solutions, Inc. is a Virginia corporation that provides
transportation services for disabled veterans, to and from medical
appointments, under a series of contracts with the United States
Department of Veterans Affairs.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Va. Case No. 22-11694) on December 9,
2022. In the petition signed by Kelvin Smith, chief executive
officer, the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Brian F. Kenney oversees the case.
Justin P. Fasano, Esq., at McNamee Hosea, P.A., is the Debtor's
legal counsel.
LABL INC: S&P Rates New $300MM Senior Secured Notes 'B-'
--------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '3'
recovery rating to LABL Inc.'s proposed $300 million senior secured
notes due 2028. The '3' recovery rating indicates its expectation
for meaningful (50%-70%; rounded estimate: 55%) recovery in the
event of a payment default. The company intends to use the proceeds
from the notes to fund the purchase of its acquisition target,
repay borrowings under its asset-based lending (ABL) facility, pay
transaction-related fees and expenses, and for general corporate
purposes. In November 2022, the company also upsized its ABL
facility to $590 million from $500 million to support its continued
growth.
S&P's 'CCC+' issue-level and '5' recovery ratings on LABL's senior
unsecured notes are unchanged. Its 'B-' issuer credit rating and
stable outlook on LABL are also unchanged.
Issue Ratings - Recovery Analysis
Key analytical factors
-- S&P's simulated default scenario contemplates a default
occurring in 2025 stemming from very weak economic conditions and
changes in customer preferences that reduce the demand for LABL's
key products for the consumer packaged goods industry. S&P believes
the reduction in demand would pressure the company's profit margins
and cause its cash generation to become insufficient to cover the
fixed charges related to its interest, working capital, and capital
outlays. Eventually, its liquidity and capital resources become so
strained that it is unable to operate without filing for
bankruptcy.
-- Given the company's leading market positions, operational
scale, and diversity of label types, S&P believes it would be
reorganized rather than liquidated under our default scenario.
Simulated default assumptions
-- Simulated year of default: 2025
-- EBITDA multiple: 5.5x
-- EBITDA at emergence: $524 million
-- Jurisdiction: U.S.
Simplified waterfall
-- Net enterprise value at default (after 5% administrative
costs): $2,735 million
-- Valuation split (obligors/nonobligors): 67%/33%
-- Priority claims: $360 million
-- Value available to first-lien debt (collateral/non-collateral):
$2,059 million/$316 million
-- Secured first-lien debt claims: $3,942 million
--Recovery expectations: 50%-70% (rounded estimate: 55%)
-- Value available to unsecured debt (collateral/non-collateral):
$0/$316 million
-- Pari passu secured first-lien deficiency claims: $1,883
million
-- Senior unsecured debt claims: $1,205 million
--Recovery expectations: 10%-30% (rounded estimate: 10%)
Note: Debt amounts include six months of accrued interest that S&P
assumes will be owed at default. Collateral value includes asset
pledges from obligors (after priority claims) plus equity pledges
in nonobligors. S&P generally assumes usage of 85% for cash flow
and 60% for ABL revolvers at default.
LAURA'S ORIGINAL: Taps Capital Recovery, Rabin as Auctioneers
-------------------------------------------------------------
Laura's Original Boston Brownies, Inc. received approval from the
U.S. Bankruptcy Court for the Southern District of California to
hire the auction firms of Rabin Worldwide, Inc. and Capital
Recovery Group, LLC to sell its equipment.
The firms will receive a commission equal to 5 percent of gross
sale proceeds exceeding $25,000 and an additional 3.75 percent
incentive bonus on gross sale proceeds in the event proceeds exceed
$1 million.
In addition, the firm will receive expense reimbursement of up to
$25,000.
As disclosed in court filings, Capital Recovery Group and Rabin
Worldwide are "disinterested persons" within the meaning of Section
101(14) of the Bankruptcy Code.
The firms can be reached through:
William Firestone
Capital Recovery Group, LLC
1654 King Street
Enfield, CT 06082
Tel: 860-623-9060
Email: info@crgllc.com
-- and --
Shira Weissman
Rabin Worldwide, Inc.
21 Locust Avenue, Suite 2A
Mill Valley, CA 94941-2805
Tel: +1 415-522-5700
Email: info@rabin.com
About Laura's Original Boston Brownies
Laura's Original Boston Brownies, Inc. offers low sugar, high
fiber, and clean label products. It is based in San Diego, Calif.
Laura's Original Boston Brownies sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Calif. Case No. 23-00656)
on March 13, 2023. In the petition signed by its chief executive
officer, Laura Katleman, the Debtor disclosed $6,651,309 in assets
and $6,498,970 in liabilities.
Judge Christopher B. Latham oversees the case.
Paul Leeds, Esq., at Franklin Soto Leeds, LLP represents the Debtor
as legal counsel.
LEGACY CONSTRUCTION: Case Summary & 12 Unsecured Creditors
----------------------------------------------------------
Debtor: Legacy Construction, Inc.
d/b/a Legacy Custom Built
362 Commerce Way, Ste 120
Longwood, FL 32750
Business Description: Legacy Custom Built specializes in all forms
of custom work, providing pre-construction
and construction services including
budgeting, architect selection, design
development and problem solving from
beginning to end.
Chapter 11 Petition Date: March 29, 2023
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 23-01157
Debtor's Counsel: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
Total Assets: $1,201,766
Total Liabilities: $2,170,351
The petition was signed by Michael L. Rowen as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
A full-text copy of the petition containing, among other items, a
list of the Debtor's 12 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/LIUHVMY/Legacy_Construction_Inc__flmbke-23-01157__0001.0.pdf?mcid=tGE4TAMA
LIFEHOPE EQUIPMENT: Taps Keck Legal as Bankruptcy Counsel
---------------------------------------------------------
Lifehope Equipment Leasing, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire Keck
Legal, LLC as its counsel.
The firm's services include:
a. providing the Debtor with legal advice regarding its powers
and duties in the management of its property;
b. preparing bankruptcy schedules and legal papers;
c. assisting in the examination of claims of creditors;
d. assisting in the formulation and preparation of the
disclosure statement and plan of reorganization and in the
confirmation and consummation thereof; and
e. other necessary legal services.
Keck Legal will charge these hourly fees:
Benjamin R. Keck $445
Dori Butler $195
Javiana Hernandez $165
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The firm received a retainer of $30,000 from the Debtor.
Benjamin Keck, Esq., a partner at Keck Legal, 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:
Benjamin Keck, Esq.
Keck Legal, LLC
2566 Shallowford Rd. Suite 104-252
Atlanta, GA 30345
Tel: (678) 641-1720
Email: bkeck@kecklegal.com
About Lifehope Equipment Leasing
Lifehope Equipment Leasing, LLC operates in the medical equipment
rental and leasing business. The company is based in Cumming Ga.
Lifehope Equipment Leasing filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
23-20313) on March 14, 2023, with $1 million to $10 million in both
assets and liabilities. Scott Honan, a member of Lifehope Equipment
Leasing, signed the petition.
Judge James R. Sacca presides over the case.
Benjamin Keck, Esq., at Keck Legal, LLC represents the Debtor as
counsel.
LOYALTY VENTURES: Unsecureds Get Share of Trust Interests
---------------------------------------------------------
Loyalty Ventures Inc., et al., submitted a Combined Disclosure
Statement and Joint Chapter 11 Plan.
The Debtors are liquidating their assets and seeking confirmation
of the Plan to, among other things, authorize the formation of a
liquidating trust to hold, investigate and pursue, as appropriate,
claims and causes of action against the Bread Parties and/or other
parties, should such claims or causes of action be determined to
exist.
On the Petition Date, LoyaltyOne brought an application before the
Ontario Court for an initial order, among other things, granting a
temporary stay of enforcement actions and proceedings as against
LoyaltyOne, LoyaltyOne's subsidiary, Travel Services, and their
respective property, businesses, directors and officers (other than
Motes and any other person who, at any time after Nov. 5, 2021, has
served as a director, officer, or employee of (i) Bread or (ii) any
other entity that, at any time after November 5, 2021, was or is a
direct or
indirect subsidiary of Bread), and other typical application relief
under the CCAA. The Initial Order was granted on the Petition
Date. LoyaltyOne intends to bring a motion before the Ontario
Court on March 20, 2023, to seek approval of, among other things,
(i) the SISP to solicit interest in a sale or investment
transaction concerning LoyaltyOne and/or its assets, and (ii) the
CCAA DIP Facility to be provided by Bank of Montreal ("BMO") in the
maximum principal amount of $70 million that is intended to provide
operating liquidity to the LoyaltyOne, as well as the Company
(through the CCAA DIP Facility). In connection with the SISP, and
subject to the approval of the Ontario Court, BMO has agreed to
serve as a "stalking horse bidder" for substantially all of the
operating assets of LoyaltyOne, including the equity interests of
LoyaltyOne's subsidiary, Travel Services, for a total purchase
price of $160,000,000, subject to certain adjustments as set forth
therein.
LoyaltyOne brought a motion returnable March 20, 2023, before the
Ontario Court seeking approval of, among other things, the SISP and
the BMO transaction solely for the purposes of acting as the
"stalking horse bid" in the SISP. If approved, the SISP will set
out the procedures for interested parties to submit binding and
value maximizing bids for the business and/or assets of
LoyaltyOne.
The proposed terms of the SISP provide that all binding offers must
be submitted by 5:00 p.m. (Eastern Time) on April 27, 2023. If
necessary, an auction among qualified bidders will take place by no
later than 10:00 a.m. (Eastern Time) on May 4, 2023, following
which the Successful Bidder will be announced. A motion will be
brought by LoyaltyOne to approve the highest or otherwise best bid
received in, and selected in accordance with the proposed SISP on
or about May 18, 2023 (or earlier if no auction is required).
The outside date of the proposed SISP is June 30, 2023, by which
time any Successful Bid is to have closed, subject to certain
extensions set forth in the proposed SISP.
Under the Plan, Class 4 General Unsecured Claims total $0. The
Debtors are currently unaware of any claims that would constitute
Class 4 Claims other than potential claims that may be asserted by
the Bread Parties. The Debtors maintain that any claims asserted
by the Bread Parties should be disallowed in full and will file an
appropriate Claims objection as and when appropriate. Each Holder
thereof will receive its share of the Liquidating Trust Interests
on a Pro Rata basis based on the aggregate amount of all Allowed
Claims in Classes 3 and 4, after application of the cash proceeds
of any collateral securing the Loan Claims to the Class 3 Claims;
provided that in no event shall any Bread Party receive any
distribution on account of any Liquidating Trust Asset, including
any proceeds received from Preserved Estate Claims or related
proceeds from any Insurance Coverage Right on account of any
recoveries obtained by the Liquidating Trust through the
prosecution and/or settlement of Spinoff Claims and Causes of
Action and all claims or Causes of Action asserted against the
Bread Parties. Creditors will recover less than 100% of their
claims. Class 4 is impaired.
"Liquidating Trust Interests" means the interests in the
Liquidating Trust which shall not be certificated and shall not be
transferrable (except as set forth in the Liquidating Trust
Agreement).
Distributions under the Plan shall be funded, as applicable, with:
(a) cash on hand, including cash from the proceeds of the DIP
Facility or by LoyaltyOne following the closing of the Successful
Bid and if necessary, with the approval of the Ontario Court; and
(b) the Liquidating Trust Assets.
On the Effective Date, the Debtors and/or LoyaltyOne shall
establish and fund the Winddown Reserve with Cash in an amount as
specified in the applicable budget to the DIP and Cash Collateral
Orders, to be held by the Liquidating Trust for payment of Cure
Claims, Allowed Administrative Claims, Allowed Priority Tax Claims,
Allowed Claims in Classes 1 and 2, Liquidating Trust Expenses, and
any other amounts as specified in the Liquidating Trust Agreement.
The Winddown Reserve shall be segregated from all other Liquidating
Trust Assets and shall be maintained in trust by the Liquidating
Trust.
A hearing to approve the adequacy of the Disclosure Statement and
confirm the Plan will commence on April 27, 2023, at 1:00 p.m.
(prevailing Central Time), in the United States Bankruptcy Court
for the Southern District of Texas before the Honorable Christopher
M. Lopez, at 515 Rusk Street, Houston, Texas 77002.
The Bankruptcy Court has established April 17, 2023, at 4:00 p.m.
(prevailing Central Time) as the deadline for filing and serving
objections to the Confirmation of the Plan and the adequacy of
information in the Disclosure Statement.
Proposed Co-Counsel to the Debtors:
Matthew D. Cavenaugh, Esq.
Jennifer F. Wertz, Esq.
J. Machir Stull, Esq.
Victoria Argeroplos, Esq.
JACKSON WALKER LLP
1401 McKinney Street, Suite 1900
Houston, TX 77010
Telephone: (713) 752-4200
Facsimile: (713) 752-4221
Email: mcavenaugh@jw.com
jwertz@jw.com
andmstull@jw.com
vargeroplos@jw.com
Proposed Co-Counsel to the Debtors:
Philip C. Dublin, Esq.
Meredith A. Lahaie, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
One Bryant Park
New York, NY 10036
Telephone: (212) 872-1000
Facsimile: (212) 872-1002
Email: pdublin@akingump.com
mlahaie@akingump.com
- and –
Marty L. Brimmage, Jr., Esq.
Lacy M. Lawrence, Esq.
Rachel Biblo Block, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
2300 N. Field Street, Suite 1800
Dallas, TX 75201
Telephone: (214) 969-2800
Facsimile: (214) 969-4343
Email: mbrimmage@akingump.com
llawrence@akingump.com
rbibloblock@akingump.com
A copy of the Disclosure Statement dated March 17, 2023, is
available at https://bit.ly/3Jx3xSf from PacerMonitor.com.
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.
The Ad Hoc Group of Term B Loan Lenders retained Gibson Dunn &
Crutcher LLP as counsel and Piper Sandler & Co as investment
banker.
LUMEN TECHNOLOGIES: Fitch Lowers LongTerm IDR to 'B', Outlook Neg.
------------------------------------------------------------------
Fitch Ratings has downgraded Lumen Technologies, Inc.'s and its
subsidiaries Long-Term Issuer Default Rating (IDR) to 'B' from
'BB'. The Rating Outlook is Negative.
The rating action results from continued secular challenges and its
effect on the company's revenue profile posed by migration to newer
products and services from legacy offerings. Additionally, the
increased investments over the next year under growth and
optimization programs, and to some extent, inflationary factors
will impact expected results. These factors are partly offset by
the potential for improved longer-term competitive positioning and
a refocusing on the enterprise business by the new management team,
though the near term is not without execution risk.
Fitch has assigned a 'BB'/'RR1' rating to Level 3 Financing, Inc.'s
offering of up to $1.1 billion of first lien 10.5% notes due 2030.
The notes are being offered in exchange for certain unsecured debt
issued by Lumen Technologies. Fitch views this as an opportunistic
exchange to take advantage of market pricing in certain Lumen
unsecured notes.
Fitch has withdrawn the IDR of Embarq Florida, Inc. as there is no
longer any publicly outstanding debt at the entity.
KEY RATING DRIVERS
Weaker than Expected Results: Fitch expects Lumen to experience a
mid-to-high teens decline in pro forma EBITDA in 2023. Pro forma
results primarily exclude the results from its LatAm business and
its 20-state incumbent local exchange property, which were divested
in August 2022 and October 2022, respectively. Contributing to the
pressure are approximately $200 million to $250 million of
headwinds from inflationary pressures and overhead costs associated
with its 2022 divestitures that the company is working to
eliminate. EBITDA is also being impacted by $150 million to $200
million of growth and optimization costs being implemented by the
new management team, with the plan running through 2024.
Rising 2023 Leverage Expectations: Lower than anticipated EBITDA is
likely to push EBITDA leverage in the low-to-mid 4x range before
declining after the sale of the EMEA business (expected in late
2023 or early 2024) and the subsequent reduction of debt. Leverage
is expected to remain around this level as EBITDA stabilizes in
late 2024 and potentially grows in 2025. There's a fair degree of
execution risk around the new management teams plans to return the
business to growth.
Key Competitor in Business Services: Lumen operates in an industry
where scale is a key factor, and is a top-three competitor in the
business services market. AT&T Inc. is the largest in this segment,
and Lumen's revenue base is similar in size to the comparable
operations of Verizon Communications Inc. The company's network
capabilities, in particular a strong metropolitan network, and a
broad product and service portfolio emphasizing IP-based
infrastructure and managed services, provide the company with a
solid base to grow enterprise segment revenue.
Asset Sales Effect on Credit Profile: Lumen announced the sale of
its EMEA business held in November 2022 to Colt Technology Services
Group Limited for $1.8 billion in cash, subject to closing
adjustments. The transaction is expected to close as early as late
2023 following the receipt of regulatory approvals in the U.S. and
the countries in which the EMEA business operates. Fitch
anticipates the company will reduce debt with the net proceeds.
Asset sales in 2022 have been supportive of the credit profile.
Lumen sold its Latin America business and certain incumbent local
exchange (ILEC) properties in 2022, with a with a total value of
approximately $10.2 billion, including $1.4 billion of Embarq debt
assumed by the purchaser of the ILEC properties. The sales
contributed to a $9.9 billion reduction in estimated net debt,
after accounting for the anticipated tax payment of $900 million to
$1 billion in 2023.
Secular Challenges Facing Telecoms: In Fitch's view, Lumen
continues to face secular challenges similar to other wireline
operators. The company's plans more aggressively address these
challenges through increased investment in its enterprise and
consumer fiber to the home businesses following the asset sales.
The company faces execution risk with regard to this strategy but
Fitch believes the investments have the potential to stabilize and
eventually grow revenues.
Recovery Ratings: The downgrade of Lumen's and its subsidiary IDR's
to 'B' has changed Fitch's recovery rating approach to the bespoke
approach from the generic approach. Under the bespoke analysis,
Fitch calculates the estimated recovery upon default for each
instrument and assigns an RR band; each RR band has a corresponding
instrument notching from the IDR. In the bespoke approach, Fitch
applies 'RR2' caps to unsecured and second lien instruments except
when issued by structurally senior operating subsidiaries in a
multi-tier corporate structure. Under this approach, Qwest Corp.'s
senior unsecured instrument rating was unchanged at 'BB' and the
recovery rating was revised to 'RR1' from 'RR4' given its
structural seniority.
Under the generic approach recovery ratings reflect generic
assumptions about recoveries instead of issuer-specific recoveries.
Under this approach, IDRs and unsecured debt instrument ratings are
equalized when average recovery prospects are present, thus the
prior 'RR4' recovery assigned to Qwest Corp.'s senior unsecured
debt.
Parent-Subsidiary Relationship: Fitch equalizes the IDR of Lumen
and Qwest Corporation and Level 3 Parent (the guarantor of its
subsidiary Level 3 Financing's debt), based on a stronger
subsidiary/weaker parent approach, based on open legal ring-fencing
and open access and control.
DERIVATION SUMMARY
Lumen has a relatively strong competitive position based on the
scale and size of its wireline operations in the
enterprise/business services market. In this market, Lumen has a
moderately smaller revenue position than AT&T Inc. (BBB+/Stable)
and is similar in size to Verizon Communications Inc. (A-/Stable).
All three companies have an advantage with national or
multinational companies, given extensive footprints in the U.S. and
abroad. Lumen also has a larger enterprise business that notably
differentiates it from other wireline operators, such as Windstream
Services, LLC (B/Stable) and Frontier Communications Corporation
(BB-/Negative).
AT&T and Verizon maintain lower financial leverage, generate higher
EBITDA and FCF, and have wireless offerings providing more service
diversification compared with Lumen. FCF improved at Lumen due to
the dividend reduction and cost synergies.
Lumen has lower exposure to the residential market than wireline
operators Frontier and Windstream. The residential market held up
relatively well during the coronavirus pandemic but continues to
face secular challenges. Incumbent wireline operators face
competition for residential broadband customers from cable
operators. Lumen and other wireline operators are investing more
aggressively in fiber in response to these threats.
KEY ASSUMPTIONS
- Fitch assumes organic revenues will decline in the mid-single
digits in 2023, gradually improving to the low single digits by the
end of Fitch's 2023-2026 forecast period. Fitch assumes the sale of
the EMEA business closes at the beginning of 2024.
- EBITDA margins are expected to be in the low 30% range in 2023,
gradually improving as growth and optimization programs in 2023 and
2024 end and as benefits of the programs are realized. EBITDA
margins could approach the mid-30% range by the end of the forecast
period.
- Fitch expects 2023 capex to be toward the lower end of company
guidance of $2.9 billion-$3.1 billion.
- Fitch assumes an increase in capital intensity to the low 20%
range as the company, reflective of enterprise capex, capex spent
on growth and optimization programs, and spending on fiber. Fiber
spending reflects the continued passing of more locations and
success-based capex.
- The net proceeds from the sale of the EMEA business are expected
to reduce debt.
- No stock repurchases are assumed.
KEY RECOVERY RATING ASSUMPTIONS
- The recovery analysis assumes that Lumen would be reorganized as
a going-concern in bankruptcy rather than liquidated.
- Fitch has assumed as 10% administrative claim. The revolving
facility is assumed to be fully drawn.
Going-Concern (GC) Approach:
In estimating a distressed enterprise valuation (EV) for the three
issuers in Lumen's capital structure, Fitch assumes that continued
secular challenges cause pricing pressure in the company's
Enterprise business, and there is a slower than anticipated uptake
in growth products. These forces cause revenues and earnings to
decline, prompting a restructuring.
For Level 3, after a period of restructuring, Fitch assumes that
EBITDA margins contract to approximately 28%, producing GC EBITDA
of approximately $1.6 billion, pro forma for the sale of the EMEA
business, reflecting Fitch's view of a sustainable, post
reorganization EBITDA level upon which Fitch bases the EV.
Fitch applies a 5.5x EV/EBITDA multiple to arrive at the GC EV of
$8 billion for Level 3. The choice of this multiple considered the
following factors:
The multiple is slightly lower than the median TMT enterprise value
multiple but is in line with other similar telecommunications
companies that exhibit similar characteristics. Peers utilize
EV/EBITDA multiples in the 4.5x-6.0x range.
In the 2022 "Telecom, Media, and Technology Bankruptcy Enterprise
Values and Credit Recoveries" case study, Fitch notes 13 Telecom
and Cable bankruptcies and reorganizations with recovery multiples
ranging from 3.7x to 18.2x. Of these companies, recent peers and
close comparisons emerging from bankruptcy include Frontier
Communications, Inc. with a multiple of 5.5x. Level 3 has a modern
fiber network, unlike some peers that emerged from bankruptcy a
decade or more ago.
The allocation of GC EV under the liability waterfall results in
the first lien senior secured debt attaining a 'RR1'/100% recovery,
and senior unsecured debt achieving a 'RR3'/64% recovery.
For Qwest Corp., after restructuring Fitch assumes that EBITDA
margins contract to approximately 46% from 56% in 2022, producing
GC EBITDA of approximately $2.7 billion, reflecting Fitch's view of
a sustainable, post reorganization EBITDA level upon which Fitch
bases the EV.
Fitch applies a 5.0x EV/EBITDA multiple at Qwest Corp. to arrive at
the GC EV of $12.0 billion. Fitch has applied a lower multiple to
reflect the secular pressures in the local part of the business.
The allocation of GC EV under the liability waterfall results in
the senior unsecured debt achieving a 'RR1'/100% recovery. The
unsecured debt at Qwest Corp. is structurally senior within Lumen's
capital structure, leading the 'RR1' recovery rating. There is
approximately $9.8 billion of residual value at Qwest Corp.
Fitch assumes there is no EBITDA at Lumen, as Level 3 and Qwest
Corp. generate a substantial majority of consolidated EBITDA and
certain corporate costs offset EBITDA generated by the small level
of operations outside of the two largest subsidiaries.
Fitch assumes there are no administrative claims at the Lumen level
given such claims have been applied at the two issuing
subsidiaries. The $9.8 billion of residual Qwest Corp. value flows
up to Qwest Services Corporation, which provides a senior secured
debt guarantee to Lumen's first lien debt, results in Lumen's first
lien senior secured debt, including the full draw on the revolver,
achieving a 'RR1'/100% recovery. There is sufficient residual value
after the recovery on the first lien debt at Lumen, that the senior
unsecured guarantee provided by Qwest Communications International
to Qwest Capital Funding leads to a 'RR1'/100% recovery.
Thereafter, the remaining value in the liability waterfall is
available to Lumen's senior unsecured debt, leading to a 'RR5'/26%
recovery.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA leverage remaining at or below 3.5x, while consistently
generating positive FCF margins in the mid-single-digits;
- Demonstrating consistent EBITDA and FCF growth.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A weakening of Lumen's operating results, including deteriorating
margins and consistent mid-single-digit or greater revenue erosion
brought on by difficult economic conditions or competitive
pressures the company is unable to offset through cost reductions;
- Discretionary management decisions, including but not limited to
execution of M&A activity that increases EBITDA leverage beyond
4.5x, in the absence of a credible deleveraging plan.
LIQUIDITY AND DEBT STRUCTURE
Strong Liquidity: Lumen's cash and cash equivalents totaled $1.251
billion at Dec. 31, 2022, with approximately $900 million to $1
billion earmarked for the taxes resulting from the 2022
divestitures. Total debt as of Dec. 31, 2022 was $20.431 billion
before finance leases, unamortized discounts, debt issuance costs
and other adjustments, down from $30.271 billion at YE 2021.
The credit agreement was amended and restated in January 2020. The
$2.2 billion senior secured revolving credit facility had no
amounts outstanding as of Dec. 31, 2022. Lumen's secured credit
facility benefits from secured guarantees by Qwest Communications
International Inc.; Qwest Services Corporation; and CenturyTel
Holdings, Inc.
A stock pledge is provided by Wildcat HoldCo LLC, the parent of
Level 3 Parent, LLC, to the Lumen credit facility. The credit
facility is guaranteed on an unsecured basis by Embarq Corporation
and Qwest Capital Funding, Inc. The largest regulated subsidiary,
Qwest Corporation, does not guarantee Lumen's secured facility, nor
does Level 3 Parent.
The Lumen senior secured notes are guaranteed by the same
subsidiaries that guarantee the senior secured credit facilities
and will be secured by the same collateral.
The secured revolving credit facility and term loan A limit Lumen's
gross debt/EBITDA to no more than 4.75x. The current credit
agreement requires cash interest coverage to be no less than 2.0x.
The company is subject to an excess cash flow sweep of 50%, with
step downs to 25% and 0%, at total leverage of 3.5x and 3.0x,
respectively. The excess cash flow calculation provides credit for
voluntary prepayments and certain other investments.
ISSUER PROFILE
Lumen Technologies, Inc. is one of the largest wireline providers
in the U.S. with a strong presence in the enterprise market,
including multinational corporations, large enterprises, small and
medium-sized businesses, governments and other carriers on a
wholesale basis.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Level 3 Parent,
LLC LT IDR B Downgrade BB
Embarq Florida,
Inc. LT IDR B Downgrade BB
LT IDR WD Withdrawn B
Level 3 Financing,
Inc. LT IDR B Downgrade BB
senior secured LT BB New Rating RR1
senior secured LT BB Downgrade RR1 BBB-
senior
unsecured LT B+ Downgrade RR3 BB
Qwest
Communications
International Inc. LT IDR B Downgrade BB
Qwest Capital
Funding, Inc.
senior
unsecured LT BB Affirmed RR1 BB
Lumen Technologies,
Inc. LT IDR B Downgrade BB
senior
unsecured LT B- Downgrade RR5 BB
senior secured LT BB Downgrade RR1 BB+
Qwest Services
Corporation LT IDR B Downgrade BB
Qwest Corporation LT IDR B Downgrade BB
senior
unsecured LT BB Affirmed RR1 BB
MAR DESIGNS: Wins InterimCash Collateral Access
-----------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
McAllen Division, authorized M.A.R. Designs & Construction, Inc. to
use cash collateral on an interim basis in accordance with the
budget.
The Debtor requires immediate authority to use cash collateral to
continue operating its business without interruption toward the
objective of formulating an effective reorganization plan.
The Court finds that Comack Investments, L.P. and Zarsky Lumber
Company, LLC are adequately protected by virtue of an equity
cushion on the real property collateral.
In the event the equity cushion on the real property collateral is
determined to be inadequate to fully secure Comack or Zarsky, the
party not adequately protected is granted a superpriority
administrative claim to the extent of any inadequacy pursuant to 11
U.S.C. section 507(b).
As additional adequate protection, the Debtor will pay interest on
the balance of the remaining balance owed to Comack.
A final hearing on the matter is set for April 28, 2023 at 3:30
p.m.
A copy of the court's order and the Debtor's budget is available at
https://bit.ly/3Zpbsaj from PacerMonitor.com.
The Debtor projects $11,486 in total expenses for a period of 90
days.
About M.A.R. Designs & Construction
M.A.R. Designs & Construction, Inc. sought protection for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
23-70001) on Jan. 1, 2023, with as much as $1 million in both
assets and liabilities.
Judge Eduardo V. Rodriguez oversees the case.
The Law Office of Antonio Martinez, Jr., P.C., and Carr Riggs &
Ingram, LLC serve as the Debtor's legal counsel and accountant,
respectively.
MAVERICK ACQUISITION: Carlyle Secured Marks $35M Loan at 17% Off
----------------------------------------------------------------
Carlyle Secured Lending, Inc. has marked its $35,622,000 loan
extended to Maverick Acquisition, Inc. to market at $29,595,000 or
83% of the outstanding amount, as of December 31, 2022, according
to a disclosure contained in Carlyle Secured's Form 10-K for the
fiscal year ended December 31, 2022, filed with the Securities and
Exchange Commission on February 27, 2023.
Carlyle Secured is a participant in a First Lien Debt to Maverick
Acquisition, Inc. The loan accrues interest at a rate of 10.98%
(LIBOR+ 6.25%) per annum. The loan matures on January 6, 2027.
Carlyle Secured Lending is a Maryland corporation formed on
February 8, 2012, and structured as an externally managed,
non-diversified closed-end investment company. The Company is
managed by its investment adviser, Carlyle Global Credit Investment
Management L.L.C., a wholly owned subsidiary of The Carlyle Group
Inc. Carlyle Secured Lending has elected to be regulated as a
business development company under the Investment Company Act of
1940, as amended. In addition, the Company has elected to be
treated, and intends to continue to comply with the requirements to
qualify annually, as a regulated investment company under
Subchapter M of the Internal Revenue Code of 1986, as amended.
Maverick Acquisition, Inc is in the Aerospace and Defense Industry.
MIRACLE CENTER: Unsecureds Owed $179K Unimpaired in Plan
--------------------------------------------------------
Miracle Center Church of Ventura County, Inc., submitted a Second
Amended Chapter 11 Plan of Reorganization.
The Debtor and the United States of America, on behalf of its
agency the U.S. Small Business Administration ("SBA") entered into
a Stipulation for Adequate Protection and Use of Cash Collateral on
Oct. 25, 2022 (the "SBA Stipulation"). The Court, thereafter, on
October 31, 2022, approved the SBA Stipulation.
Under the Plan, Class 3 Unsecured, Non-Priority, Non-Claim-Filing
Creditors, Chapter 11 Petition, Schedule F listed Unsecured,
Non-Priority Creditors, Dan Covarrubias and Toni Gooden, each
holders of personal loans of the Debtor ($154,000 and $25,500
respectively) are both Non-Claim-Filing Creditors. These
Creditors' Debts are were scheduled as Undisputed, Non-Contingent
and Liquidated by the Debtor. The Debtor has and remains committed
to paying these Creditors' Debts directly, whereby these Debts will
not be subject to Discharge, and the Debtor will pay these Debts
after completion of the payments to the other herein scheduled
Debts, in this Debtor's Second Amended Chapter 11 Plan of
Reorganization, and after this Bankruptcy case is Closed and after
a Final Decree has been entered.
The Debtor will remain liable for the debts to Unsecured,
Non-Priority, Non Claim-Filing Creditors Dan Covarrubias and Toni
Gooden, as per each Creditors' personal loan contract provisions,
whereby these Debts will not be subject to Discharge, and Debtor
will pay these Debts after completion of the payments to the other
herein scheduled Debts, and after this Bankruptcy case is Closed
and after a Final Decree has been entered. Class 3 is unimpaired.
The Debtor will fund the Plan from the operation of its business
and the funds that it has/will have accumulated in its DIP bank
accounts.
Attorneys for the Debtor:
Randall V. Sutter, Esq.
John K. Rounds, Esq.
ROUNDS & SUTTER, LLP
674 County Square Drive, Suite 108
Ventura, CA. 93003
Telephone: (805) 650-7100
Facsimile: (805) 832-6315
E-mail: jrounds@rslawllp.com
A copy of the Disclosure Statement dated March 17, 2023, is
available at https://bit.ly/3LEg4Wx from PacerMonitor.com.
About Miracle Center Church of Ventura County
Miracle Center Church of Ventura County, Inc., is a tax-exempt
religious organization. It conducts religious activities at its
property located at 38 Teloma Drive, Ventura CA 93003, which it
purchased for a price of $3.1 million in March 2016.
Miracle Center Church of Ventura County sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.
22-10664) on Aug. 29, 2022. In the petition signed by Alonzo
McCowan, CEO and president, the Debtor disclosed $3,472,792 in
assets and $3,387,733 in liabilities.
Judge Ronald A. Clifford III oversees the case.
John K. Rounds, Esq., at Rounds & Sutter LLP, is the Debtor's
counsel.
MIVA INSURANCE: Seeks to Hire Vilarino & Associates as Counsel
--------------------------------------------------------------
MIVA Insurance Corp. seeks approval from the U.S. Bankruptcy Court
for the District of Puerto Rico to hire Vilarino & Associates, LLC
as its counsel.
The firm's services include:
a) advising the Debtor with respect to its duties, powers and
responsibilities in this Chapter 11 case under the laws of the
United States and Puerto Rico in which the Debtor conducts its
operations, does business, or is involved in litigation;
b) advising the Debtor to determine whether reorganization is
feasible and, if not, helping the Debtor in the orderly liquidation
of its assets;
c) assisting the Debtor in negotiations with creditors for the
purpose of proposing and confirming a viable plan of
reorganization;
d) preparing legal papers;
e) appearing before the bankruptcy court, or any court in
which the Debtor asserts a claim interest or defense directly or
indirectly related to this bankruptcy case;
f) performing such other legal services for the Debtor as may
be required in these proceedings or in connection with the
operation of and involvement with the Debtor's business, including
but not limited to, notarial services;
g) employing other professional services, if necessary.
The firm will be paid at these rates:
Javier Vilarino, Esq. $325 per hour
Associates $275 per hour
Paralegals $150 per hour
Vilarino & Associates is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached through:
Javier Vilarino, Esq.
Vilarino & Associates, LLC
P.O. Box 9022515
San Juan, PR 00902-2515
Tel. (787)565-9894
Email: jvilarino@vilarinolaw.com
About MIVA Insurance Corp.
MIVA Insurance Corp. sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-00731) on March
13, 2023, with as much as $1 million in both assets and
liabilities. Judge Maria De Los Angeles Gonzalez oversees the
case.
Javier Vilarino, Esq., at Vilarino & Associates, LLC represents the
Debtor as counsel.
MODERN ART GROUP: April 8 Hearing on Disclosure and Plan
--------------------------------------------------------
Judge Stacey L. Meisel has entered an order conditionally approving
Modern Art Group Inc.'s Disclosure Statement dated March 15, 2023.
A hearing will be held on April 18, 2023 at 11:00 AM (a date within
45 days of the filing of the Plan) for final approval of the
Disclosure Statement (if a written objection has been timely filed)
and for confirmation of the Plan before the Honorable Judge Stacey
L. Meisel, United States Bankruptcy Court, District of New Jersey,
50 Walnut Street Newark, NJ 07102, in Courtroom 3A.
April 11, 2023, is fixed as the last day for filing and serving
written objections to the Disclosure Statement and confirmation of
the Plan.
April 11, 2023, is fixed as the last day for filing written
acceptances or rejections of the Plan under D.N.J. LBR 3018-1(a).
About Modern Art Group
Modern Art Group Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 22-15413) on July 5, 2022,
with up to $100,000 in both assets and liabilities. Judge Stacey L.
Meisel oversees the case.
The Law Offices of Alla Kachan P.C. serves as the Debtor's legal
counsel.
NATURE COAST: May 18 Hearing on Amended Disclosure Statement
------------------------------------------------------------
Judge Karen K. Specie has entered an order that the hearing to
consider the approval of the Amended Disclosure Statement of Nature
Coast Development Group, LLC will be held on May 18, 2023, at 10:30
AM, Eastern Time, via ZOOM. Parties may appear at the following
alternate location: Tallahassee - U.S. Bankruptcy Courthouse, 110
E. Park Ave., Tallahassee, FL.
May 11, 2023, is fixed as the last day for filing and serving
written objections to the Amended Disclosure Statement in
accordance with Fed. R. Bankr. P. 3017(a).
On or before April 18, 2023, the debtor-in-possession or proponent
of the plan shall transmit the Amended Disclosure Statement and
Plan to any trustee, each committee appointed pursuant to 11 U.S.C.
section 1102, the Securities and Exchange Commission and any party
in interest who has requested or requests in writing a copy of The
Amended Disclosure Statement and Plan.
About Nature Coast Development Group
Nature Coast Development Group, LLC, a company in Fanning Springs,
Fla., filed a petition for relief under Subchapter V of Chapter 11
of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 22-10200) on Dec.
14, 2022. In the petition filed by its managing member, Marites
Padot, the Debtor reported assets between $10 million and $50
million and liabilities between $1 million and $10 million. Jodi D.
Dubose has been appointed as Subchapter V trustee.
Judge: Karen K Specie oversees the case.
The Debtor is represented by Latham, Shuker, Eden, & Beaudine, LLP.
NORTH SHORE MANOR: U.S. Trustee Appoints Leah McMahon as PCO
-------------------------------------------------------------
Patrick Layng, the U.S. Trustee for Region 19, appointed Leah
McMahon as patient care ombudsman for North Shore Manor, Inc.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the District of Colorado.
A patient care ombudsman refers to an individual appointed in
healthcare bankruptcies filed under Chapters 7, 9 or 11 of the
Bankruptcy Code to ensure the safety of patients. The ombudsman is
responsible for monitoring the quality of patient care and
representing the interest of the patients of the healthcare
debtor.
In court filings, Ms. McMahon disclosed that she does not have an
interest materially adverse to the interest of the Debtor's estate,
creditors and equity security holders.
About North Shore Manor
North Shore Manor, Inc., operates skilled nursing facilities,
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Colo. Case No. 23-10809) on March 6, 2023. In the
petition signed by Robert D. Church, Jr., interim chief executive
officer, the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Joseph G. Rosania Jr. oversees the case.
The Debtor tapped Aaron A. Garber, Esq., at Wadsworth Garber Warner
Conrardy, PC as legal counsel, Eisner Advisory Group, LLC as
accountant, and Levin Sitcoff Waneka PC as special counsel.
OCEAN TRANS: David Sousa Named Subchapter V Trustee
---------------------------------------------------
Tracy Hope Davis, U.S. Trustee for Region 17, appointed David Sousa
as Subchapter V trustee for Ocean Trans, LLC.
Mr. Sousa will be compensated at $415 per hour for his services as
Subchapter V trustee, in addition to reimbursement for related
expenses incurred.
Mr. Sousa declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
David Sousa
P.O. Box 3167
Visalia, CA 93278-3167
Phone: (559) 242-2065
Email: Dave@fresnotrustee.com
About Ocean Trans
Ocean Trans, Inc. filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 23-20817) on
March 16, 2023, with $1 million to $10 million in both assets and
liabilities. Judge Fredrick E. Clement oversees the case.
Ocean Trans commenced its Subchapter V case without a lawyer.
PACESETTER MANUFACTURING: Trustee Taps Lane & Nach as Counsel
-------------------------------------------------------------
Lynton Kotzin, Chapter 11 trustee for Pacesetter Manufacturing,
Inc., seeks approval from the U.S. Bankruptcy Court for the
District of Arizona to hire Lane & Nach, P.C. as her legal
counsel.
The trustee requires legal counsel to:
a. consult with the Debtor and other concerned parties
regarding the administration of the Debtor's estate;
b. investigate the acts, conduct, assets, liabilities, and
financial condition of the Debtor, the operation of the Debtor's
business interests, and any matter relevant to the Debtor's Chapter
11 case;
c. participate in the Debtor's case;
d. advise and consult with the trustee concerning her rights
and remedies with regard to the estate's assets and the claims of
creditors and other parties in interest;
e. appear for, prosecute, defend and represent the trustee's
interest in suits arising in or related to the bankruptcy case;
and
f. investigate and prosecute avoidance actions and other
actions arising under the trustee's avoiding powers.
The firm will charge these hourly fees:
Attorneys $400 - $215 per hour
Paralegals $175 - $95 per hour
Adam Nach, Esq., a member of Lane & Nach, disclosed in a court
filing that his firm is "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Adam B. Nach, Esq.
Lane & Nach, P.C.
2001 East Campbell Avenue, #103
Phoenix, AZ 85016
Phone: 602-258-6000
Fax: 602-258-6003
Email: info@lane-nach.com
About Pacesetter Manufacturing
Pacesetter Manufacturing, Inc. is an automotive aftermarket
supplier of catalytic converters in Phoenix, Ariz.
Pacesetter Manufacturing sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 23-00093) on Jan. 6,
2023. In the petition signed by president and chief executive
officer, Robert J. Perret, the Debtor disclosed up to $10 million
in both assets and liabilities.
Judge Daniel P. Collins oversees the case.
Kahn & Ahart, PLLC represents the Debtor as legal counsel.
Lynton Kotzin, the Chapter 11 trustee appointed in the Debtor's
bankruptcy case, is represented by Lane & Nach, P.C.
PANOS FITNESS: Case Summary & Largest Unsecured Creditors
---------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
Panos Fitness, LLC 23-30184
4979 W. Taft Road
Liverpool, NY 13088
Panos Fitness of Onondaga, LLC 23-30185
4722 Onondaga Boulevard
Syracuse, NY 13219
Business Description: The Debtors operate physical fitness
facilities.
Chapter 11 Petition Date: March 29, 2023
Court: United States Bankruptcy Court
Northern District of New York
Judge: Hon. Wendy A. Kinsella
Debtors' Counsel: Stephen A. Donato, Esq.
BOND, SCHOENECK & KING, PLLC
One Lincoln Center
Syracuse, NY 13202
Tel: (315) 218-8000
Email: sdonato@bsk.com
Each Debtor's
Estimated Assets: $500,000 to $1 million
Each Debtor's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Dean S. Panos as managing member.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' largest unsecured creditors are available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/J37ZM4Y/Panos_Fitness_LLC__nynbke-23-30184__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/OXM4EMI/Panos_Fitness_of_Onondaga_LLC__nynbke-23-30185__0001.0.pdf?mcid=tGE4TAMA
PASO DEL NORTE: Seeks to Hire E.P. Bud Kirk as Bankruptcy Counsel
-----------------------------------------------------------------
Paso Del Norte Materials, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Texas to hire E.P. Bud
Kirk, Esq., an attorney practicing in El Paso, Texas.
The Debtor requires a bankruptcy attorney to:
(a) give advice regarding the powers and duties of the Debtor
in the continued operation of its business and management of its
properties;
(b) review various contracts entered by the Debtor;
(c) represent the Debtor in the collection of its accounts
receivable, if needed;
(d) prepare all necessary legal papers;
(e) assist the Debtor in the formulation and negotiation of a
Chapter 11 plan with its creditors;
(f) review all presently pending litigation in which the
Debtor is a participant;
(g) review the Debtor's pre-bankruptcy transactions;
(h) examine all tax claims filed against the Debtor; and
(i) provide other necessary legal services.
Mr. Kirk and his paralegal will be paid at these rates:
E.P. Bud Kirk, Partner $300 per hour
Maura Casas, Paralegal $125 per hour
In addition, the attorney will receive reimbursement for
out-of-pocket expenses incurred.
The attorney received a retainer of $10,762 from the Debtor.
Mr. Kirk disclosed in a court filing that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
Mr. Kirk holds office at:
E.P. Bud Kirk, Esq.
600 Sunland Park Drive
Bldg. Four, Suite 400
El Paso, TX 79912
Telephone: (915) 584-3773
Facsimile: (915) 581-3452
Email: budkirk@aol.com
About Paso Del Norte Materials
Paso Del Norte Materials, LLC, a company in El Paso, Texas, filed
its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Texas Case No. 23-30252) on March 15,
2023, with as much as $50,000 in assets and $1 million to $10
million in liabilities. The petition was signed by J& S Rosales,
Ltd., 99% limited prtner, J&S Rosales, Mgmt, LLC, 1% general
partner, and Joe A. Rosales, Jr., managing member.
Judge H. Christopher Mott oversees the case.
E.P. Bud Kirk, Esq., at E.P. Bud Kirk represents the Debtor as
counsel.
PG MOTORS: Wins Interim Cash Collateral Access
----------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorized PG Motors, LLC to use cash collateral on an
interim basis, retroactive to January 9, 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 fees;
(b) the current and necessary expenses set forth in the
budget, plus an amount not to exceed 10% for each line item
provided that such variances may not, in the aggregate, exceed 5%
of the monthly amount budgeted; and
(c) additional amounts as may be expressly approved in writing
by the Secured Creditors.
As adequate protection, secured creditors will have perfected
post-petition liens against cash collateral to the same extent and
with the same validity and priority as their pre-petition liens,
without the need to file or execute any document as may otherwise
be required under applicable non bankruptcy law. The liens and
security interests granted thereunder will not be limited or
affected by the termination of the Debtor's authorization to use
cash collateral.
As interim adequate protection the Debtor will pay to Primalend
Capital Partners, LP, a Texas Limited Partnership, and Good Floor
Loans, LLC, a Texas Limited Liability Company $15,000 for the month
of March 2023 and payable on the 1st day of each month thereafter.
The Debtor is also directed to maintain insurance coverage for its
property in accordance with the obligations under the loan and
security documents with the Secured Creditors and as required under
the Bankruptcy Code and Bankruptcy Rules.
A continued hearing on the matter is set for May 5 at 11 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/40lpgnb from PacerMonitor.com.
The Debtor projects $120,000 in income and $114,742 in total
expenses for the period from January to June 2023.
About PG Motors, LLC
PG Motors, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-05081) on December
24, 2022. In the petition signed by Kirk E. Grell,
president/managing member, the Debtor disclosed up to $500,000 in
assets and up to $10 million in liabilities.
Judge Roberta A. Colton oversees the case.
Buddy D. Ford, Esq., at Buddy D. Ford, PA, is the Debtor's legal
counsel.
PROJECT CASTLE: Carlyle Secured Marks $7.4M Loan at 20% Off
-----------------------------------------------------------
Carlyle Secured Lending, Inc. has marked its $7,481,000 loan
extended to Project Castle, Inc to market at $6,013,000 or 80% of
the outstanding amount, as of December 31, 2022, according to a
disclosure contained in Carlyle Secured's Form 10-K for the fiscal
year ended December 31, 2022, filed with the Securities and
Exchange Commission on February 27, 2023.
Carlyle Secured is a participant in a First Lien Debt to Project
Castle, Inc. The loan accrues interest at a rate of 10.08%
(SOFR+5.5%) per annum. The loan matures on January 6, 2029.
Carlyle Secured Lending is a Maryland corporation formed on
February 8, 2012, and structured as an externally managed,
non-diversified closed-end investment company. The Company is
managed by its investment adviser, Carlyle Global Credit Investment
Management L.L.C., a wholly owned subsidiary of The Carlyle Group
Inc. Carlyle Secured Lending has elected to be regulated as a
business development company under the Investment Company Act of
1940, as amended. In addition, the Company has elected to be
treated, and intends to continue to comply with the requirements to
qualify annually, as a regulated investment company under
Subchapter M of the Internal Revenue Code of 1986, as amended.
Project Castle, Inc is in the capital equipment industry.
QUALITY HEATING: April 4 Deadline Set for Panel Questionnaires
--------------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy case of Quality Heating and
Air Conditioning and its affiliates.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://bit.ly/3KjQ3em and return by email it to Linda
Casey -- Linda.Casey@usdoj.gov -- at the Office of the United
States Trustee so that it is received no later than 4:00 p.m., on
April 4, 2023.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
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.
QURATE RETAIL: Fitch Lowers LongTerm IDR to 'B', Outlook Negative
-----------------------------------------------------------------
Fitch Ratings has downgraded Qurate Retail, Inc.'s, Liberty
Interactive LLC's and QVC Inc.'s Long-Term Issuer Default Ratings
(IDRs) to 'B' from 'BB-'. Fitch has also downgraded QVC's senior
secured debt to 'B+'/'RR3' from 'BB+'/'RR1', Liberty's senior
unsecured debt to 'CCC+'/'RR6' from 'BB-'/'RR4' and Qurate's
cumulative redeemable preferred shares to 'CCC+'/'RR6' from
'B+/'RR5'. The Rating Outlook is Negative.
The downgrades are driven by continued operating underperformance
leading to a significant increase in leverage. Although Fitch views
Qurate's recovery efforts positively, execution and expense
management challenges are expected to continue to be a near-term
drag. The Negative Outlook is driven by execution risks around
Project Athens, leading to extended pressure on credit protection
metrics, which remain outside ratings expectations.
KEY RATING DRIVERS
Operating Weakness: Qurate's operating performance and credit
metrics continued to weaken over the past six quarters. Beginning
in 2Q21, global supply chain issues created inventory delays and
shortages, stressing Qurate's ability to source, promote and
distribute products. The resulting product scarcity led the company
to redirect a meaningful portion of its daily programming calendar,
creating an outsized impact on QVC as a single product merchant.
Operating performance was also affected by significant
macroeconomic factors.
Supply chain issues were exacerbated by the closing of QVC's Rocky
Mount fulfilment center, its second largest and most efficient
center, following a December 2021 fire. While QVC reallocated
inventory to its remaining facilities and supply chain issues
continue to unwind, costs remained higher throughout 2022 as those
facilities were not only less efficient but the resultant
overcapacity led to higher demurrage fees. These issues further
delayed system inventory flow, product promotion schedules and
customer delivery times, which negatively affected sales deep in to
2022. In addition, the company increased promotional activities to
combat ongoing price competition and rebalance its inventory.
The combination of internal and external stressors drove fiscal
2022 EBITDA down 48% yoy, causing QVC's Fitch-calculated EBITDA
secured leverage to increase to 4.9x from 2.4x and Qurate's
Fitch-calculated EBITDAR leverage to increase to 7.8x from 4.3x.
The leverage increase was somewhat exacerbated by QVC's 4Q222 draw
on its revolver (approximately $530 million), which more than
offset earlier debt repayments using net proceeds from several sale
lease back transactions.
The revolver draw bolstered liquidity at the Qurate and Liberty
level, providing each with sufficient liquidity for at least the
next three years. Qurate had approximately $500 million cash at
Dec. 31, 2022 for preferred dividend payments. Liberty had
approximately $375 million cash at Dec. 31, 2022 for required debt
service.
QVC had approximately $2.2 billion of borrowing capacity under its
revolver at Dec. 31, 2022, which can continue to be used to meet
future debt and tax obligations at the corporate and sister
subsidiary levels if needed. While QVC has approximately $1.2
billion of its own maturities over the next two years, it should be
able to meet those obligations using its cash balances ($375
million at Dec. 31, 2022), expected FCF (more than $350 million
annually) and revolver draws.
Customer Count Declines: Declines continued into 4Q22, as the
company remained largely unable to overcome the aforementioned
operational issues. As of Dec. 31, 2022, existing customers
declined by 15% from their June 30, 2021 peak while total customers
declined 22%. Although QVC is focused on growing reactivated and
new customers, as they represent opportunities to convert to repeat
customers, over the same period they declined by 13% and 42%,
respectively.
However, reactivated customers have shown signs of stabilizing
since their 2Q22 trough while new customer declines were driven
primarily by scarcity in products highly correlated with conversion
to repeat customers, especially consumer electronics and home goods
which are also stabilizing.
Linear Subscriber Declines: Fitch expects continued industrywide
decline in basic video subscribers and, as a result, linear TV
viewing. While linear programming distribution generates a
significant portion of QxH's revenues, QxH is also carried on an
increasing number of streaming services and has a strong web
presence. In addition, Cornerstone, which is not subject to linear
viewing concerns, continues to see record growth in each of its
brands including positive ecommerce growth.
Business recovery: Qurate announced Project Athens in June 2022, a
three-year plan designed to reinvigorate sales. In addition, cost
savings, which Fitch believes are largely attainable, are expected
to expand margins and generate approximately $400 million in
incremental FCF. Fitch's rating case assumes a blend of expense
realization success for each category, generating an aggregate
realization of approximately 85% of total expected cost savings.
While the company does expect to realize revenue synergies, Fitch
does not specifically include any in their expectations.
Fitch believes the company can return to growth given its
significant leading position in linear channel shopping and growing
coverage on streaming services although it expects the recovery to
take at least 18 to 24 months. While the company has been able to
offset operating weakness before, the headwinds discussed above are
expected to cause continued near-term weakness. While Fitch notes
it only expects low single digit annual revenue growth starting in
2025, it recognizes that even this level of growth may be difficult
if the headwinds continue or accelerate.
Fitch's base case expects leverage to decline over the rating
horizon due to EBITDA growth and debt repayment. QVC's
Fitch-calculated EBITDA leverage is expected to decline below 3.0x
and Qurate's Fitch-calculated EBITDAR leverage is expected to
decline below 5.0x by 2026.
Rating Linkage: Fitch links Qurate, Liberty and QVC's Long-Term
IDRs in accordance with its criteria. Qurate's IDR, its wholly
owned subsidiary Liberty, and its indirect, wholly owned subsidiary
QVC, reflect the consolidated legal entity/obligor credit profile
and parent subsidiary relationships. Although Fitch does not
believe Qurate would spin out QVC, Fitch would review the rating in
that event.
DERIVATION SUMMARY
Qurate, the largest global provider of television retailing and a
leading multimedia retailer, is well positioned within the retail
sector given its loyal customer base, with nearly 95% of sales
generated by repeat and reactivated customers and a strong global
ecommerce presence. It offers a wide variety of consumer products,
marketed and sold primarily by merchandise-focused televised
shopping programs distributed to approximately 216 million
households daily, and internet and mobile applications. It's IDR is
lower than its rated peers due primarily to elevated leverage.
Fitch's rated U.S. department store coverage includes national
competitors Macy's Inc. (BBB-/Stable), Kohls Corp (BBB-/Negative),
Nordstrom, Inc. (BB+/Stable), and regional player Dillard's Inc.
(BBB-/Stable). Each have developed operating and financial
strategies to contend with long-term secular challenges inherent in
their space. Initiatives include investments in omnichannel models,
portfolio reshaping to reduce exposure to weaker indoor malls, and
efforts to strengthen merchandise assortments and service levels.
KEY ASSUMPTIONS
The Fitch Rating Case Incorporates the Following Assumptions:
- Revenues continues to decline into 2024 but at a decelerating
pace as the company institutes its recovery strategy and benefits
from improving macroeconomic conditions, turning positive in 2025
and 2026 although growth is only in the low single digits each
year;
- Margins benefit from expectations that Fitch-adjusted annualized
cost savings are fully realized by 2024 coupled with improved
product mix and normalized supply chain and fulfilment conditions;
- Working capital is a cash source in 2023 due normalization of
inventory and accounts payables;
- Capital intensity remains in the low single digits;
- The company returns to generating Fitch-calculated FCF, growing
from $360 million in 2023 to $475 million in 2026;
- Near term maturities are funded with a mix of cash, FCF and debt
issuance ($250 million in 2025);
- No shareholder returns over the rating horizon;
- Qurate's lease adjusted debt to operating EBITDAR returns below
5.0x and QVC's secured debt to operating EBITDA returns below 3.0x
by 2026.
KEY RECOVERY RATING ASSUMPTIONS
The recovery analysis assumes Qurate would reorganize as a going
concern in bankruptcy rather than be liquidated.
Fitch's going-concern is derived from an emergence EBITDA
expectation of $900 million. A distressed scenario could result
from heightened supply chain issues, causing order fulfilment
delays and continued customer losses. In addition, continued cord
cutting at multichannel video programming distributors could cause
additional customer losses. These losses could lead to a 32%
decline in revenue from 2022 levels to around $8.2 billion.
Assuming the company narrows its focus to more profitable business
lines and segments would result in a post emergence EBITDA margin
of 11%.
The enterprise value (EV) multiple of 6.0x is slightly above the
5.4x median multiple for retail going concern reorganizations given
Qurate's asset light business model. It is also at the low end of
the 12-year retail market multiples of 5x-11x, and below the 7x-12x
for retail transaction multiples.
Fitch assumes a full draw on QVC's $3.25 billion senior secured
revolving credit facility and $3.7 billion in pari passu senior
secured notes, Liberty's $1.1 billion of unsecured notes, and
Qurate's $1.3 billion of preferred stock. Assuming $1.1 billion in
GC EBITDA and a 6.0x emergence multiple leads to a recovery of
'RR3' on the secured debt and 'RR6' on the unsecured debt and
preferred stock. Applying standard notching criteria to the 'B' LT
IDR leads to a 'B+' secured debt rating and 'CCC+' unsecured debt
and preferred stock ratings.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- The Outlook would be stabilized if Qurate exhibits positive
operating performance resulting in adjusted EBITDAR leverage moving
substantially towards 5.5x;
- Qurate sustaining operating improvement, including positive
revenue and EBITDA margin improvement;
- Liberty's total adjusted debt to EBITDAR remains below 4.5x
and/or QVC's total debt with equity credit to EBITDA remains below
3.25x;
- If Liberty were to manage to more conservative leverage targets.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- If financial policy changes, including more aggressive leverage
targets or weakened bondholder protection;
- If there are continued revenue declines in excess of 10% that
materially drive declines in EBITDA and FCF;
- Qurate is unable to carry out its proposed recovery strategy
causing adjusted EBITDAR leverage to not show substantive movement
towards 5.5x over the next 18-24 months.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: Fitch believes Qurate's liquidity should be
sufficient to support operations, with $1.3 billion of cash as of
Dec. 31, 2022. Fitch expects Qurate's cash balances and near-term
FCF will be used for internal investment and debt repayment and
that shareholder returns won't resume until QVC's net leverage is
below its 2.5x target. Fitch expects Qurate to return to generating
FCF annually over the rating horizon. Fitch recognizes that in the
event of a liquidity strain at Liberty, QVC could provide funding
to support debt service. As of June 30, 2022, Qurate had $1.275
billion of consolidated cash.
QVC had approximately $2.2 billion available under its $3.25
billion revolving credit facility due in October 2026. Co-borrowers
are QVC, Zulily, LLC, QVC Global Corporate Holdings, LLC, and
Cornerstone Brands, Inc., with each borrower jointly and severally
liable for the outstanding borrowings. As such, Fitch includes
Cornerstone's and Zulily's EBITDA in its calculation of QVC's
leverage. QVC's revolver borrowings are pari passu with QVC's
existing secured notes.
QVC's maturities are manageable, with $600 million in 2024 and $600
million in 2025. Qurate also lists near-term maturities that are
only classified as near-term because Liberty does not own the
underlying shares needed to redeem the debentures. However, while
Qurate has no intention or requirement to redeem them in the near
term, and maturities range from 2029 to 2046, it does have the
ability to call its 1.75% Charter Communications, Inc. exchangeable
debentures (approximately $175 million outstanding) on or after
Oct. 5, 2023 and may do so at that time.
Fitch rates QVC's senior secured credit facility and senior secured
notes 'BB-', two notches higher than the IDR. QVC's revolving
credit facility is secured by a pledge of all of QVC's, Zulily's
and Cornerstone's stock and is cross-guaranteed by each
co-borrower's material domestic subsidiaries, none of which have
any material debt. All of QVC's secured notes are secured by QVC's
stock and guaranteed by QVC's material domestic subsidiaries, none
of which have any material debt. Finally, all of QVC's secured debt
is structurally senior to Liberty's unsecured debt.
ISSUER PROFILE
Qurate Retail, Inc. is a global leader in video and e-commerce
across multiple linear, streaming and online platforms including
QVC, HSN, Zulily, Ballard Design, Frontgate, Garnet Hill, and
Grandin Road.
ESG CONSIDERATIONS
Qurate Retail, Inc. has an ESG Relevance Score of '4' for Group
Structure due to {DESCRIPTION OF ISSUE/RATIONALE}, which has a
negative impact on the credit profile, and is relevant to the
rating[s] in conjunction with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
QVC, Inc. LT IDR B Downgrade BB-
senior secured LT B+ Downgrade RR3 BB+
Liberty
Interactive LLC LT IDR B Downgrade BB-
senior
unsecured LT CCC+ Downgrade RR6 BB-
Qurate Retail,
Inc. LT IDR B Downgrade BB-
preferred LT CCC+ Downgrade RR6 B+
REFRESH2O WATER: Gets OK to Hire Imblum Law Offices as Counsel
--------------------------------------------------------------
Refresh2O Water Systems, Inc. received approval from the U.S.
Bankruptcy Court for the Middle District of Pennsylvania to hire
Imblum Law Offices, P.C. as its bankruptcy counsel.
The firm's services include:
a. counseling the Debtor on actions to take during the
Chapter 11 administration;
b. preparing bankruptcy schedules and statement of affairs;
and
c. attending the first meeting of creditors and any other
necessary hearings on motions filed by the Debtor or creditors.
The hourly rates charged by the firm are as follows:
Gary Imblum $295
Jeffrey Troutman $235
Carol Shay $135
Candy Hill $135
Bernadette Davis $135
Gary Imblum, Esq., disclosed in a court filing that his firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Gary J. Imblum, Esq.
Imblum Law Offices, P.C.
4615 Derry Street
Harrisburg, PA 17111
Phone: 717-238-5250
Fax: 717-558-8990
Email: gary.imblum@imblumlaw.com
About Refresh2O Water Systems
Refresh2O Water Systems, Inc. is in the business of in-home water
treatment sales, installation and service.
Refresh2O Water Systems sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Pa. Case No. 23-00327) on Feb.
15, 2023, with up to $50,000 in assets and up to $500,000 in
liabilities. Farley Lavonne Ferguson, president of Refresh2O Water
Systems, signed the petition.
Judge Henry W. Van Eck oversees the case.
Gary J. Imblum, Esq., at Imblum Law Offices PC, represents the
Debtor as legal counsel.
REVLON INC: United States Trustee Opposes Joint Plan
----------------------------------------------------
William K. Harrington, the United States Trustee for Region 2,
objects to the Second Amended Joint Plan of Reorganization of
Revlon, Inc. and Its Debtor Affiliates.
The United States Trustee objects to confirmation of the Plan
because it impermissibly imposes third-party releases on parties
who have not affirmatively and unambiguously demonstrated their
consent to grant such releases. It should also be noted that the
definition of "Released Parties" is unusually broad, encompassing
many creditor groups and equity holders not typically included in
the Released Party definition.
The United States Trustee claims that the Debtors are relying in
part on the notion that the relief they are seeking is typical and
ordinary, and that the third party-releases in the Plan are
consensual. However, the Debtors have not procured appropriate
consent from all parties subject to the releases in the Plan.
Moreover, absent such consent, the Bankruptcy Code does not
authorize third-party releases.
In addition, consent is not the only factor that courts consider in
determining whether third-party releases are permissible. Here, the
Debtors have not shown that the releases are permissible under any
test.
The United States Trustee objects to the scope of the injunction
and exculpation provisions of the Plan in connection with such
defenses as recoupment and contribution on creditors who did not
have a right to vote on the Plan.
The United States Trustee contends to the payment by the Debtors of
the Creditors' Committee Member Fees and Expenses incurred by the
professionals of the individual members, up to $1,250,000. The Plan
does not provide for such payment, which, in any event, fails to
comply with Section 503(b) of the Bankruptcy Code.
Finally, the United States Trustee objects to the "Management
Incentive Plan" that fails to comply with Section 503(c) of the
Bankruptcy Code.
About Revlon Inc.
Revlon Inc. manufactures, markets and sells an extensive array of
beauty and personal care products worldwide, including color
cosmetics; fragrances; skin care; hair color, hair care and hair
treatments; beauty tools; men's grooming products; antiperspirant
deodorants; and other beauty care products. Today, Revlon's
diversified portfolio of brands is sold in approximately 150
countries around the world in most retail distribution channels,
including prestige, salon, mass, and online.
Since its breakthrough launch of the first opaque nail enamel in
1932, Revlon has provided consumers with high-quality product
innovation, performance and sophisticated glamour. In 2016, Revlon
acquired the iconic Elizabeth Arden company and its portfolio of
brands, including its leading designer, heritage and celebrity
fragrances.
Revlon is among the leading global beauty companies, with some of
the world's most iconic and desired brands and product offerings in
color cosmetics, skin care, hair color, hair care and fragrances
under brands such as Revlon, Revlon Professional, Elizabeth Arden,
Almay, Mitchum, CND, American Crew, Creme of Nature, Cutex, Juicy
Couture, Elizabeth Taylor, Britney Spears, Curve, John Varvatos,
Christina Aguilera and AllSaints.
Revlon sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
22-10760) on June 15, 2022. Fifty affiliates, including Almay,
Inc, Beautyge Brands USA, Inc., and Elizabeth Arden, Inc., also
sought bankruptcy protection on June 15 and June 16, 2022.
Revlon disclosed total assets of $2,328,093,000 against total
liabilities of $3,689,240,395 as of April 30, 2022.
The Hon. David S. Jones is the case judge.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP as
bankruptcy counsel; Mololamken, LLC as special litigation counsel;
PJT Partners, LP as investment banker; KPMG, LLP as tax services
provider; and Alvarez & Marsal North America, LLC as restructuring
advisor. Robert M. Caruso and Matthew Kvarda of Alvarez & Marsal
serve as the Debtors' chief restructuring officer and interim chief
financial officer, respectively. Meanwhile, Kroll Restructuring
Administration, LLC is the Debtors' claims agent and administrative
advisor.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on June 24, 2022. Brown Rudnick, LLP, Province,
LLC and Houlihan Lokey Capital, Inc. serve as the committee's legal
counsel, financial advisor and investment banker, respectively.
RFS INVESTMENT: Case Summary & Two Unsecured Creditors
------------------------------------------------------
Debtor: RFS Investment Co. LLC
5526 S. Soto Street
Vernon, CA 90058
Chapter 11 Petition Date: March 29, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-11882
Debtor's Counsel: Matthew D. Resnik, Esq.
RHM LAW, LLP
7609 Ventura Blvd., Suite 314
Encino, CA 91316
Tel: (818) 285-0100
Fax: (818) 855-7013
Email: matt@rhmfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $0 to $50,000
The petition was signed by Ramin Javahery as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/O63OZ2I/RFS_Investment_Co_LLC__cacbke-23-11882__0001.0.pdf?mcid=tGE4TAMA
RUBRYC THERAPEUTICS: Excedr Says Liquidation Analysis Inadequate
----------------------------------------------------------------
Excedr, Inc., a creditor of RubrYc Therapeutics, Inc., objects to
Disclosure Statement for the Debtor's Chapter 11 Plan.
Excedr points out that the largest class of creditors is Class 4,
an impaired class, identified as general unsecured claims, Class B.
Class B is identified as holding $18,445,013 worth of claims. The
claims bar date was February 20, 2023. Only six claimants filed
claims. The disclosure statement does not make it clear that
$17,792,730 of the alleged unsecured creditors in Class 4 are, in
fact, investors, not general unsecured creditors.
Excedr claims that nothing in the disclosure plan makes clear that
the Debtor has no operations, has no activities and is paying
monies to operate the company. The disclosure statement does not
clearly identify the cost of continuing as a liquidating chapter
11. The disclosure statement does not identify the monthly cost of
Dr. Bright's contract through his consulting company, the monthly
cost of Dorsey and other professionals to comply with the monthly
operating report requirements, and related costs. This failure is
particularly toxic to the ability of the hypothetical investor to
make a decision when that lack of information is compared to the
inadequate liquidation analysis.
Excedr asserts that the liquidation analysis in the disclosure
statement is pro forma. It has unrealistic estimates of the costs
of the trustee's professionals. The liquidation analysis purports
to identify $90,000 worth of preferential transfers that would need
to be liquidated, a number suspiciously close to the amount of the
preferential transfer payment to Dorsey. Although Dorsey claims
that the preferential transfer number is actually a 10% analysis of
$900,000 in preferential transfers, Dorsey has no concrete
information in the liquidation analysis to support that claim.
Excedr further asserts that the Court should require Debtor to
clarify the basis of its analysis of the alleged preferential
transfer actions, should require the Debtor to clarify the basis of
its analysis of the Trustee's professional costs, and should
require the Debtor to highlight the very small difference between
the distribution under the proposed plan, and the distribution to
unsecured creditors under a liquidation analysis.
Excedr contends that the disclosure statement contains errors due
to the failure to update the disclosure statement since December,
2022. Primarily, the errors fall into two categories. First, the
Debtor failed to correct statements about the amounts actually owed
for secured debt to Excedr on page 6:10, and failed to correct its
schedules to reflect the assignment of a significant portion of the
secured debt to iBio together with the assignment of certain of the
Excedr leases.
The Debtor claims that Excedr has not provided detail of its claims
(page 5, line 4), however, it has. Not only has Excedr provided
detail to Debtor, the claim lays out that detail as well. (Claim
No. 6). Debtor's identification of the unsecured creditors at page
5, line 9, omits the fact that the alleged unsecured debt holders
(Note holders) are also investors, as identified on the list of
investors. Debtor fails to identify with any particularity the
alleged avoidance actions on page 8.
A full-text copy of Excedr's objection dated March 23, 2023 is
available at https://bit.ly/3Kct7NQ from PacerMonitor.com at no
charge.
Attorney for Creditor Excedr:
DIEMER & WEI, LLP
Kathryn S. Diemer, Esq.
Paul J. Johnson, Esq.
55 S. Market Street, Suite 1420
San Jose, California 95113
Telephone: (408) 971-6270
Facsimile: (408) 971-6271
About RubrYc Therapeutics
RubrYc Therapeutics, Inc. -- http://www.rubryc.com/-- is a
biotechnology company that integrates chemistry and computation to
decode therapeutically significant protein interfaces,
revolutionizing the discovery of antibody-based drugs. The company
is based in San Carlos, Calif.
RubrYc Therapeutics filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-30583) on Oct.
27, 2022. In the petition filed by its chief executive officer,
Isaac Bright, M.D., the Debtor reported assets between $1 million
and $10 million and liabilities between $10 million and $50
million.
Judge Dennis Montali oversees the case.
Dorsey & Whitney, LLP and Countsy, an RGP Company serve as the
Debtor's legal counsel and accountant, respectively.
SANIBEL REALTY: Exclusivity Period Extended to June 12
------------------------------------------------------
Judge Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida, finding that good cause exists,
extended Sanibel Realty Trust LLC's exclusive period to file a
chapter 11 plan to June 12, 2023 and the exclusive period to
solicit accepteance thereof to August 8, 2023.
Sanibel Realty Trust LLC is represented by:
Nathan G. Mancuso, Esq.
MANCUSO LAW, P.A.
Boca Raton Corporate Centre
7777 Glades Rd., Suite 100
Boca Raton, FL 33434
About Sanibel Realty Trust
Sanibel Realty Trust, LLC, a company in Miami, Fla., filed a
petition for relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 22-18729) on Nov. 11, 2022. In the
petition filed by its manager, Javier Perez, the Debtor reported
between $1 million and $10 million in both assets and
liabilities.
Judge Robert A. Mark oversees the case.
The Debtor is represented by Nathan G. Mancuso, Esq., at Mancuso
Law, P.A.
SERTA SIMMONS: Committee Says Plan Disclosures Inadequate
---------------------------------------------------------
The Official Committee of Unsecured Creditors of Serta Simmons
Bedding, LLC, et al., filed an objection to the Debtors' motion for
an order approving the Disclosure Statement explaining their
Chapter 11 Plan.
While the Committee supports the Debtors' efforts to restructure,
the Committee has concerns with the Plan, including the lack of
certainty surrounding payments to go-forward vendors and the
recoveries proposed for all other unsecured creditors. The
Committee recognizes some of its concerns overlap with what may
ultimately be plan issues and is working with the Debtors to
resolve these issues.
At this stage, however, the Disclosure Statement fails to provide
adequate information to allow unsecured creditors to make an
informed decision to vote for or against the Plan:
* The Disclosure Statement fails to provide the what, when and
how of unsecured creditor treatment and to explain the pitfalls
associated with their proposed treatment. Specifically, while the
Plan purports to provide for "payment in full" to go-forward
creditors in Class 6A through 4 installments, the Disclosure
Statement does not explain (i) the process for obtaining and
negotiating a Trade Agreement; or (ii) the parameters for the
timing of payment of the installments or their respective amounts.
As a result, unsecured creditors may not know if they are, in fact,
a Class 6A creditor much less when they can expect payments to
begin and conclude and in what amount prior to voting on the Plan.
* The Disclosure Statement fails to explain that Class 6A
creditors may be relegated to Class 6B after the voting deadline if
(i) they are unable to agree to a Trade Agreement; or (ii) the
Debtors designate their contract or lease for assumption but later
decide to reject. The Disclosure Statement should inform creditors
of these potential outcomes that will materially impact their
recoveries.
* The Disclosure Statement is deficient in its explanation of
the treatment of Class 6B creditors, who are not part of the
Debtors' go-forward business, slated to receive their pro rata
share of $1 million. The Debtors provide no information as to the
basis for the $1 million or the method used to allocate
distributions among Class 6B creditors pursuant to the GUC
Allocation Recovery Table. Importantly, the allocation provides for
disparate treatment of holders of Class 6B claims leaving certain
creditors with no recovery.
* There are various Plan provisions that materially impact the
treatment of both Class 6A and 6B creditors, with no attendant
disclosure, including: (i) the release of creditor setoff rights;
(ii) the automatic disallowance of claims of creditors who received
avoidable transfers; and (iii) the justification for broad
third-party releases. The Debtors should provide conspicuous
disclosure of these Plan provisions in the Disclosure Statement
along with an explanation of the basis for the proposed releases.
* The proposed voting ballots are inappropriate as they deprive
unsecured creditors of the right to opt-out of the third party
releases if they vote in favor of the Plan. This limitation on the
right to opt out is inconsistent with applicable law and is wholly
improper in a case where creditors may not know their ultimate
treatment until after the voting deadline. As such, Class 6A and 6B
ballots should be revised to provide an opt-out option regardless
of whether holders of such claims vote in favor of the Plan.
Proposed Counsel to the Official Committee of Unsecured Creditors
of Serta Simmons Bedding, LLC, et al.:
Eric R. Wilson, Esq.
Jason R. Adams, Esq.
Lauren S. Schlussel, Esq.
Sean T. Wilson, Esq.
KELLEY DRYE & WARREN LLP
3 World Trade Center, 175 Greenwich Street
New York, NY 10007
Tel: (212) 808-7800
Fax: (212) 808-7897
E-mail: EWilson@KelleyDrye.com
JAdams@KelleyDrye.com
LSchlussel@KelleyDrye.com
SWilson@KelleyDrye.com
About Serta Simmons Bedding
Serta Simmons Bedding, together with its non-debtor affiliates, are
manufacturers and marketers of bedding products in North America,
operating various bedding manufacturing facilities across the
United States and Canada.
Serta Simmons Bedding, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90020) on Jan. 23, 2023. The petitions were signed by John
Linker, chief financial officer, treasurer and assistant secretary.
At the time of filing, the Debtors estimated $1 billion to $10
billion in both assets and liabilities.
Gabriel Adam Morgan, Esq. at the Weil, Gotshal & Manges represents
the Debtor as counsel. The Debtor also tapped Evercore Group, LLC
as its investment banker; FTI Consulting, Inc. as its Financial
Advisor; Epiq Corporate Restructuring, LLC as its claims and
noticing agent; and Pricewaterhousecoopers LLP as its tax services
advisor.
SERTA SIMMONS: Gets Court Okay for Chapter 11 Plan Vote
-------------------------------------------------------
Rick Archer of Law360 reports that a Texas bankruptcy judge
Thursday, March 23, 2023, gave mattress manufacturer Serta Simmons
Bedding permission to send its Chapter 11 plan out for a creditor
vote after the company said it had adjusted the plan in response to
creditor comments.
The bankruptcy judge approved this solicitation and confirmation
timeline:
* Voting Record Date: March 20, 2023
* Solicitation Mailing Deadline: March 29, 2023
* Deadline for publication of the Confirmation Hearing Notice:
As soon as reasonably practicable after entry of the Disclosure
Statement Approval Order (but in no event later than 28 days before
the Plan Objection Deadline)
* Deadline to file Cure Notice: April 14, 2023
* Deadline to file Claim Objection or Request Claim Estimation
for Voting Purposes: April 14, 2023 at 4:00 p.m. (Central Time)
* Rule 3018(a) Motion Deadline: April 21, 2023 at 4:00 p.m.
(Central Time)
* Plan Supplement Filing Deadline: April 21, 2023
* Voting Deadline: May 1, 2023 at 4:00 p.m. (Central Time)
* Plan Objection Deadline: May 1, 2023 at 4:00 p.m. (Central
Time)
* Cure Objection Deadline: 15 days after service of the
applicable
Cure Notice
* Voting Report Deadline: May 4, 2023 at 5:00 p.m. (Central
Time)
* Deadline to File Confirmation Brief and Reply to Plan
Objection(s):
May 5, 2023 at 12:00 p.m. (Central Time)
* Confirmation Hearing: May 8, 2023, at 9:00 a.m. (Central
Time)
About Serta Simmons Bedding
Serta Simmons Bedding, together with its non-debtor affiliates, are
manufacturers and marketers of bedding products in North America,
operating various bedding manufacturing facilities across the
United States and Canada.
Serta Simmons Bedding, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90020) on Jan. 23, 2023. The petitions were signed by John
Linker, chief financial officer, treasurer and assistant secretary.
At the time of filing, the Debtors estimated $1 billion to $10
billion in both assets and liabilities.
Gabriel Adam Morgan, Esq. at the Weil, Gotshal & Manges represents
the Debtor as counsel. The Debtor also tapped Evercore Group, LLC
as its investment banker; FTI Consulting, Inc. as its Financial
Advisor; Epiq Corporate Restructuring, LLC as its claims and
noticing agent; and Pricewaterhousecoopers LLP as its tax services
advisor.
SILICON VALLEY BANK: Collapse Threatens Venture Capital Industry
----------------------------------------------------------------
The $2 trillion venture capital industry could see portfolio
markdowns of 25% to 30% -- a "haircut" of possibly $500 billion --
following the Silicon Valley Bank debacle, according to Bloomberg
Intelligence.
"After the failure of SVB, we expect greater valuation scrutiny and
disclosure, especially as a large chunk of 'fiduciary' capital from
pension funds has flowed into these markets -- and unlike
endowments and family offices, there are no avenues to extend and
pretend," Bloomberg Intelligence analyst Gaurav Patankar writes in
a note Friday, March 24, 2023.
Some VC and private equity firms are turning toward strategies to
"extend" and "pretend," meaning they would hold on to assets or
prop up capital to avoid true price discovery, Mr. Patankar added
in a Friday interview. Examples of this include net asset value
loans that let general partners borrow against a pool of portfolio
companies within a fund, GP-led secondary structures where a fund
sponsor sells one or more assets from a fund it already manages to
a new fund, and alternative financing via private credit.
But those methods can only delay but not deny the ultimate
fundamental problem of "untenable" and "unrealistic nature" of
venture valuations, he said. "There are enough zombie companies
with frothy valuations that need restructuring, price discovery and
of course re-tooling of their business models to a world of tighter
credit, subdued revenue and higher rates," Mr. Patankar said.
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: Republicans Seek SVB Records
-------------------------------------------------
U.S. Senate Banking Committee Republicans, including U.S. Senator
Mike Crapo (R-Idaho), are demanding answers and seeking records
from the Federal Reserve Board of Governors and the Federal Reserve
Bank of San Francisco regarding their supervision of Silicon Valley
Bank (SVB) in the leadup to its failure. The Republican members of
the Committee are striving to deliver transparency and
accountability for the American people, an effort they will
continue on Tuesday as regulators testify before the Committee.
"In sum, a number of warning signs existed at SVB in the months and
years leading up to its closure, and per reports, these 'risky
practices were on the Federal Reserve's radar for more than a
year—an awareness that proved insufficient to stop the bank's
demise.' Rather than effectively directing SVB management to take
definitive, corrective action, it is apparent that the Federal
Reserve supervisors and examiners neglected to intervene in a
meaningful, appropriate way to rectify the bank’s deficiencies,
ensure safe and sound operations, and prevent its ultimate
failure," the Senators wrote.
"The American people deserve transparency and accountability from
their government officials, and they are entitled to understand
precisely what Federal Reserve officials knew about the apparent
risks associated with SVB, when they knew it, and why they failed
to act to prevent the bank failure from occurring," the Banking
Committee Republicans continued.
The letter, led by Banking Committee Ranking Member Tim Scott
(R-South Caroilna), was also signed by Mike Rounds (R-South
Dakota), Thom Tillis (R-North Carolina), John Kennedy
(R-Louisiana), Bill Hagerty (R-Tennessee), Cynthia Lummis
(R-Wyoming), J.D. Vance (R-Ohio), Katie Britt (R-Alabama), Kevin
Cramer (R-North Dakota) and Steve Daines (R-Montana). The Senators
requested a response no later than April 6, 2023.
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. 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.
SIO2 MEDICAL: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
SiO2 Medical Products, Inc. (Lead Case) 23-10366
2250 Riley Street
Auburn, AL 36832
Advanced Bioscience Labware, Inc. 23-10367
Advanced Bioscience Consumables, Inc. 23-10368
Business Description: SiO2 is a material life sciences company
that is at the precipice of mass-
commercialization of its breakthrough
materials science technology that is
poised to revolutionize the pharmaceutical
industry. Major pharmaceutical players are
testing the Company's vials, syringes,
tubes, and other offerings, and the Company
anticipates large-scale adoption in the
relative near term.
Chapter 11 Petition Date: March 29, 2023
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. John T. Dorsey
Debtors'
Local
Bankruptcy
Counsel: Justin R. Alberto, Esq.
Seth Van Aalten, Esq.
Patrick J. Reilley, Esq.
Stacy L. Newman, Esq.
COLE SCHOTZ P.C.
500 Delaware Avenue, Suite 1410
Wilmington, Delaware 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
Email: svanaalten@coleschotz.com
jalberto@coleschotz.com
preilley@coleschotz.com
snewman@coleschotz.com
Debtors'
General
Bankruptcy
Counsel: Brian Schartz, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: bschartz@kirkland.com
- and -
Joshua M. Altman, Esq.
Dan Latona, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle Street
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: josh.altman@kirkland.com
dan.latona@kirkland.com
Debtors'
Financial &
Restructuring
Advisor: ALVAREZ & MARSAL NORTH AMERICA, LLC
Debtors'
Investment
Banker: LAZARD
Debtors'
Claims,
Noticing,
Solicitation And
Administrative
Agent: DONLIN, RECANO & COMPANY, INC.
Estimated Assets
(on a consolidated basis): $100 million to $500 million
Estimated Liabilities
(on a consolidated basis): $500 million to $1 billion
The petitions were signed by Yves Steffen as chief executive
officer of SiO2 Medical Products, Inc.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/HP2ATTQ/SiO2_Medical_Products_Inc__debke-23-10366__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/EE6KTQQ/Advanced_Bioscience_Consumables__debke-23-10368__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. On File Debt $10,669,336
2. On File Debt $10,667,571
3. R+D Custom Automation Accounts $7,209,472
Attn: Loren Esch, CEO & President Payable
23411 W Wall Street
Lake Villa, IL 60046
United States
Tel: (262) 298-7250
Fax: (262) 298-7257
4. Zahoransky Automation Accounts $4,962,542
and Molds Payable
Attn: Robert Dous,
Managing Director
Bebelstrasse 11A
Freiburg, 79108
Germany
Tel: 49(0) 761/7675-0
Fax: 49(0) 761/7675-143
5. Harro Hofliger Packaging Accounts $2,755,310
Systems, Inc. Payable
Attn: Jeff Shane
350 South Main Street,
Suite 315
Doylestown, PA 18901
United States
Tel: (215) 345-4256
6. Midas Pharma GMBH Contractual $2,303,201
Attn: Karl-Heinz Schleicher, Obligation
President & CEO
Rheinstr. 49
Ingelheim, 55218
Germany
Tel: 49 6132 990 - 0
Fax: 49 6132 990 - 40
Email: info@midas-pharma.com
7. West Pharmaceutical Accounts $1,813,383
Services, Inc. Payable
Attn: Eric Green
President & CEO
530 Sherman O. West Drive
Exton, PA 19341-1147
United States
Tel: 610-594-2900
8. Richmor Aviation Accounts $1,018,342
1142 Route 9H Payable
PO Box 423
Hudson, NY 12534
United States
Tel: (518) 828-9461
Fax: (518) 828-1303
9. DPS Group Inc. Accounts $798,693
Attn: Aidan O'Dwyer Payable
President, US Operations
959 Concord St., Suite 100
Framingham, MA 01701
United States
Tel: (508) 532-6760
10. Cooley, LLP Accounts $475,302
Attn: Patrick Gunn, Payable
Managing Partner
101 California Street
San Francisco, CA 94111
United States
Tel: (415) 693-2070
Email: pgunn@cooley.com
11. Prent Corporation Accounts $343,933
Attn: Joseph Pregont, CEO Payable
2225 Kennedy Rd
Janesville, WI 53545
United States
Tel: (608) 754-0276
Fax: (608) 754-2410
12. Pixon Engineering AG Accounts $270,592
Attn: Daniel Bernhard Kehl, Payable
President
Sandstrasse 2
Visp, 3930
Switzerland
Tel: 41 27 948 08 60
Fax: 41 27 948 08 69
Email: info@pixon-ch.com
13. Prudential Accounts $178,753
Attn: Charles Lowrey Payable
Chairman and CEO
6716 Grade Lane
Lewisville, KY 40213
United States
Email: charles.lowrey@prudential.com
14. Havas Life Paris Accounts $167,950
Attn: Loris Repellin, CEO Payable
29/30 Quai De Dion Bouton
Puteaux, 92800
France
Tel: 33 646 814 184
15. Grantek Systems Integration Accounts $167,087
Attn: Dave Patterson, CEO Payable
4480 Harvester Rd.
Burlington, ON L7L 4X2
Canada
Tel: (866) 936-9509
16. Quality Mold Inc. Accounts $158,500
Attn: Thomas J. Hakel, Payable
President
8130 Hawthorne Drive
Erie, PA 16509
United States
Tel: (814) 866-2255
Email: info@qualitymolderie.com
17. Wirthwein Medical Accounts $143,452
GMHB & Co. Kg Payable
Attn: Dr. Ralf Zander, CEO
Bahnhofstr 80
Muehltal, 04367
Germany
Tel: 49 6151 919 380
Email: info@wirthwein-medical.com
18. On File Stock Appreciation $131,205
Rights Plan
19. Alabama Power Company Accounts $100,678
Attn: Jeff Peoples Payable
President & CEO
600 North 18th St
Birmingham, AL 35291
United States
Tel: (205) 326-8002
Fax: (205) 257-2176
20. Plainsman Towing, LLC/ Accounts $93,606
Steve M Ashurst Trucking Co. Payable
1994 Lee Road 137
Auburn, AL 36832
United States
Tel: (334) 559-1077
Fax: (334) 821-3563
21. HBS General Contractor Accounts $82,644
Attn: Blake Ingram Payable
Owner & President
302 Alabama Street
Auburn, Al 36832
United States
22. Cintas Accounts $81,719
Attn: Todd M. Schneider Payable
CEO & President
6800 Cintas Boulevard
Mason, OH 45040
United States
Tel: (513) 459-1200
23. Ebara Technologies Accounts $79,176
Attn: Sachin Paradkar Payable
President & CEO
51 Main Avenue
Sacramento, CA 95838
United States
Tel: (916) 920-5451
Email: info@ebaratech.com
24. On File Stock Appreciation $78,723
Rights Plan
25. On File Stock Appreciation $78,723
Rights Plan
26. On File Stock Appreciation $78,723
Rights Plan
27. On File Stock Appreciation $78,723
Rights Plan
28. Horiba Stec, Co., Ltd. Accounts $70,560
Attn: Atsushi Horiba Payable
Chairman & Group CEO
9755 Research Drive
Irvine, CA 92618
United States
Tel: (949) 250-4811
29. Jones Walker LLP Accounts $60,005
Attn: William H. Hines Payable
Managing Parner
201 St. Charles Ave., 50th Floor
New Orleans, LA 70170-5100
United States
Tel: (504) 582-8272
Email: bhines@joneswalker.com
30. Intelligent Material Accounts Undetermined
Solutions, Inc. Payable
Attn: Howard Bell, President
201 Washington Road
Princeton, NJ 08540
United States
Email: howard@intelligentmaterial.com
SMILE HOMECARE: Court OKs Access to Cash Collateral Thru April 10
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
authorized Smile Homecare Agency Inc. to use cash collateral on an
interim basis in accordance with the budget, with a 10% variance,
through April 10, 2023, or until the occurrence of a Termination
Event.
The Debtor is permitted to use cash collateral up to $328,000.
The Debtor requires the use of cash collateral to pay for expenses
it incurs in the ordinary course of business and in connection with
the Chapter 11 case.
As previously reported by the Troubled Company Reporter, on
December 2, 2020, the Debtor entered into a Deposit Account Control
Agreement with US Med Capital LLC and Valley National Bank.
Further, a Healthcare Insurance Receivables Purchase and Security
Agreement dated March 3, 2022, was executed between US Med Capital
and Smile Homecare Agency.
As adequate protection for the Debtor's use of the Permitted Cash
Collateral, each Alleged Secured Creditor is granted a valid,
perfected, and enforceable, post-petition replacement lien on and
security interest on all of the Debtor's assets in an amount equal
to the diminution of its interests in the Permitted Cash Collateral
on a dollar-for-dollar basis.
Any Replacement Lien granted is deemed perfected, without the
necessity of filing any documents or otherwise complying with
nonbankruptcy law in order to perfect security interests and record
liens, with such perfection being binding upon all parties
including, but not limited to, any subsequently appointed trustee
either under Chapter 11 or any other Chapter of the Bankruptcy
Code.
Each Alleged Secured Creditor is also granted a super-priority
administrative expense claims in an amount equal to the diminution
of its interests, if any, in the Permitted cash collateral used on
a dollar-for-dollar basis, which, subject to the Carve-Out, will
have priority over all administrative expense claims and unsecured
claims against Debtor and its estate now existing or hereafter
arising, of any kind or nature whatsoever.
The Carve-Out means the fees and expenses of the Clerk of the
Bankruptcy Court and the fees of the Office of the United States
Trustee and interest accrued thereon, and $5,000 for a Chapter 7
Trustee.
The Debtor's authority to continue using cash collateral will be
revoked without further Court order in the event of the earliest to
occur of any of the following:
(i) Entry of any order dismissing the within case or
converting the within case to Chapter 7 of the Bankruptcy Code;
(ii) Entry of an order authorizing the appointment of a Chapter
11 trustee, or examiner with expanded powers in the Chapter 11
case;
(iii) The Debtor's failure to comply with any of the material
terms or conditions of the Interim Order and which failure is not
cured after two days written notice to the Debtor's counsel, and
the Office of the United States Trustee;
(iv) Entry of an order of the Court terminating the Order;
(v) The Effective Date of a Plan of Reorganization;
(vi) Reversal or vacatur of the Final Order; and/or
(vii) Except as may be authorized by Court Order, the Debtor
granting, creating, incurring or suffering to exist any
post-petition liens or security interests other than those granted
pursuant to the Interim Order.
A final hearing on the matter is set for April 14 at 10:30 a.m.
A copy of the order is available at https://bit.ly/3lLXnpp from
PacerMonitor.com.
About Smile Homecare Agency Inc.
Brooklyn, NY-based Smile Homecare Agency Inc. is a provider of home
care services. Smile Homecare sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-40233) on
January 25, 2023. In the petition signed by Ellen Verny, president,
the Debtor disclosed $539,257 in assets and $7,427,000 in
liabilities.
Judge Elizabeth S. Stong oversees the case.
The Law Offices of Alla Kachan, PC, oversees the case.
STARNET LLC: Seeks to Hire Eric A. Liepins P.C. as Legal Counsel
----------------------------------------------------------------
Starnet, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of Texas to hire Eric A. Liepins, P.C. as its
legal counsel.
The Debtor requires legal assistance to liquidate its assets,
reorganize the claims of the estate, and determine the validity of
claims asserted in the estate.
The firm will be paid at these rates:
Eric A. Liepins $275 per hour
Paralegals and Legal Assistants $30 to $50 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer of $5,000, plus filing fee.
Mr. Liepins, the sole shareholder of the firm, 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:
Eric A. Liepins, Esq.
Eric A. Liepins, PC
12770 Coit Road, Suite 850
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 991-5788
Email: eric@ealpc.com
About Starnet LLC
Starnet, LLC is a single asset real estate as defined in 11 U.S.C.
Section 101(51B). The Debtor is the owner in fee simple title of a
real property located at 2413 Briarwood Cove, Cedar Hill, Texas,
valued at $1.6 million.
Starnet sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. N.D. Texas Case No. 23-30210) on Feb. 6, 2023. In the
petition filed by its managing member, Paul Faure, the Debtor
reported total assets of $1,700,000 and total liabilities of
$1,118,534.
Judge Stacey G. Jernigan oversees the case.
Eric A. Liepins, Esq., at Eric A. Liepins PC represents the Debtor
as counsel.
STARRY GROUP: Auction for Substantially All Assets on April 24
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved the
bidding procedures for the sale of substantially all of the assets
of Starry Group Holdings Inc. and its debtor-affiliates free and
clear of all liens, claims, encumbrances and other interests.
If the Debtor receives one or more timely qualified bid with
acceptable purchase price by the bid deadline, the Debtors will
conduct an auction. All creditors that request permission in
advance in writing, and each of their respective advisors, may
attend the auction. The auction, if necessary, will take place on
April 24, 2023, at 10:00 a.m. (prevailing Eastern Time) by
videoconference or such other remote communication as determined by
the Debtors.
Objections to the sale, if any, must be filed with the Court, 824
N. Market Street, 3rd Floor, Wilmington, Delaware no later than
4:00 p.m. (prevailing Eastern Time) on April 28, 2023
The Sale Hearing will take place on May 3, 2023, at 1:00 p.m.
(prevailing Eastern Time) before the Honorable Karen B. Owens,
United States Bankruptcy Judge, in the Court. The Debtors'
presentation to the Court for approval of a Successful Bid does not
constitute the Debtors' acceptance of such bid. The Debtors will
have accepted the terms of a Successful Bid only when such Bid has
been approved by the Court pursuant to a Sale Order.
Copies of the bidding procedures motion, the bidding procedures,
the bidding procedures order, the notice and certain other
documents relevant to the sale, may be obtained at
http://www.kccllc.net/Starry.
About Starry Group
Boston-based Starry Group Holdings, Inc. (NYSE: STRY) is a
licensed
fixed wireless technology developer and internet service provider.
It is an early-stage growth company.
Starry Group Holdings and 11 affiliates filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 23-10219) on Feb. 20, 2023. As of Sept. 30, 2022,
Starry Group had $270.6 million in total assets against $309.7
million in total liabilities.
The petitions were signed by William J. Lundregan as authorized
officer.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Latham
& Watkins, LLP as legal counsel; PJT Partners, LP as investment
banker; FTI Consulting, Inc. as financial advisor; and Kurtzman
Carson Consultants, LLC as claims and noticing agent and
administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' Chapter
11 cases. The committee is represented by David R. Hurst, Esq.
STIMWAVE TECHNOLOGIES: Plan Provides for "Unimpairment Toggle"
--------------------------------------------------------------
Stimwave Technologies Incorporated., et al.m submitted a Second
Amended Joint Plan of Liquidation pursuant to Chapter 11 of the
Bankruptcy Code.
The Plan provides for the liquidation and distribution of the
remaining assets of the Estates by either (i) a Plan Administrator
to be appointed pursuant to the Plan, or (ii) a Liquidating Trustee
to be appointed pursuant to the Plan and related Liquidating Trust
Agreement.
The classification and treatment of General Unsecured Claims are
subject to (i) exercise of the Class 3 Unimpairment Toggle as set
forth in the Plan and (ii) modification pending the outcome of the
claims reconciliation process and the deadline for Rejection
Damages Claims (as defined in the Bar Date Order) pursuant to the
Bar Date Order; provided, however, that the Debtors, Plan
Administrator, or Liquidating Trustee, as applicable, must in all
events comply with Sections 1125 and 1127(c) of the Bankruptcy Code
with respect to disclosure and solicitation with respect to any
modified Plan.
The Default Treatment is as follows: In the event the Class 3
Unimpairment Toggle is not exercised, each Holder of an Allowed
Class 3 Claim shall receive its Pro Rata share of the Class A
Liquidating Trust Interests in accordance with Article IV.C.3 of
the Plan on account of such Holder's General Unsecured Claim(s)
against the Debtors, which shall entitle such Holder to
distributions from the Liquidating Trust as and to the extent set
forth in the Plan and Liquidating Trust Agreement. Such Class A
Liquidating Trust Interests will in all events be senior in
priority to the Class B Liquidating Trust Interests, and in no
event will holders of Class B Liquidating Trust Interests be
entitled to payment from, or distributions of, Liquidating Trust
Assets unless and until all holders of Allowed Class A Liquidating
Trust Interests have received from the Liquidating Trust Cash
distributions equal to the amount of such Holder's Allowed General
Unsecured Claim (plus interest thereon accrued from the Petition
Date through the date of such payment, calculated using the Federal
Judgment Rate).
The Toggle Treatment is as follows: In the event the Class 3
Unimpairment Toggle is exercised, except to the extent that a
Holder of an Allowed General Unsecured Claim agrees to a less
favorable treatment of its Allowed General Unsecured Claim, in full
and final satisfaction of and in exchange for each Allowed General
Unsecured Claim, each such Holder shall receive payment in full in
Cash of the amount of such Holder's Allowed General Unsecured Claim
(plus interest thereon accrued from the Petition Date through the
date of such payment, calculated using the Federal Judgment Rate)
either: (i) on the Effective Date, or as soon as reasonably
practicable thereafter or (ii) if the General Unsecured Claim is
not Allowed as of the Effective Date, no later than 14 days after
the date on which such General Unsecured Claim is Allowed by Final
Order, or as soon as reasonably practicable thereafter.
Class 3 is Impaired under the Plan and Holders of Allowed Claims in
Class 3 are entitled to vote to accept or reject the Plan;
provided, however, that if the Class 3 Unimpairment Toggle is
exercised, Class 3 will be Unimpaired, Holders of Allowed Claims in
Class 3 will be conclusively presumed to have accepted the Plan
pursuant to section 1126(f) of the Bankruptcy Code, such Holders
will not be entitled to vote to accept or reject the Plan, and any
Ballots submitted by such Holders will be disregarded.
Subject to Article VI of the Plan, the Liquidating Trustee shall
distribute (to the extent there are sufficient Liquidating Trust
Assets available for distribution in accordance with the
Liquidating Trust Agreement), beginning on the first Business Day
following the Effective Date, or as soon thereafter as is
reasonably practicable, the appropriate Liquidating Trust Assets or
their net proceeds to the Liquidating Trust Beneficiaries in the
following priorities:
(a) First, to the holders of Class A Liquidating Trust Interests
until such Holders receive payment in full in Cash of the amount of
such Holder's Allowed General Unsecured Claim (plus interest
thereon accrued from the Petition Date through the date of such
payment, calculated using the Federal Judgment Rate) either: (a) on
the Effective Date, or as soon as reasonably practicable thereafter
or (b) if the General Unsecured Claim is not Allowed as of the
Effective Date, no later than 30 days after the date on which such
General Unsecured Claim is Allowed by Final Order, or as soon as
reasonably practicable thereafter; provided that, if a Disputed
General Unsecured Claim subsequently becomes an Allowed General
Unsecured Claim after a distribution has been made, the Liquidating
Trustee shall make one or more catch-up distributions to such
holder on account of its Liquidating Trust Interests, as
applicable; and
(b) Second, to the holders of Class B Liquidating Trust
Interests.
In the event the Class 3 Unimpairment Toggle is exercised, prior to
the Effective Date, the Debtors shall establish a reserve account
(the "General Unsecured Claims Reserve Account") in an amount equal
to the estimated General Unsecured Claims as jointly determined by
the Debtors and the Committee; provided that if the Debtors and the
Committee cannot agree upon the amount required to fund the General
Unsecured Claims Reserve Account, such amount will be fixed by the
Court. The General Unsecured Claims Reserve Account shall be funded
with Cash. The funds in the General Unsecured Claims Reserve
Account shall be used solely for the payment of Allowed General
Unsecured Claims in accordance with Article III.B.3 of the Plan.
In the event Cash in the General Unsecured Claims Reserve Account
is insufficient to satisfy all Allowed General Unsecured Claims,
such Allowed Claims shall be satisfied from funds held in the Plan
Administration Account.
Counsel to the Debtors:
Robert A. Klyman, Esq.
Michael G. Farag, Esq.
GIBSON, DUNN & CRUTCHER LLP
333 South Grand Avenue
Los Angeles, CA 90071-3197
Tel: (213) 229-7000
Fax: (213) 229-7520
E-mail: rklyman@gibsondunn.com
mfarag@gibsondunn.com
- and -
Matthew J. Williams, Esq.
200 Park Avenue
New York, NY 10166-0193
Tel: (212) 351-4000
Fax: (212) 351-4035
E-mail: mjwilliams@gibsondunn.com
- and -
Michael R. Nestor, Esq.
Andrew L. Magaziner, Esq.
Elizabeth S. Justison, Esq.
Jared W. Kochenash, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square, 1000 North King Street
Wilmington, DE 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
E-mail: mnestor@ycst.com
amagaziner@ycst.com
ejustison@ycst.com
jkochenash@ycst.com
A copy of the Disclosure Statement dated March 17, 2023, is
available at https://bit.ly/42v13fG from kroll.com, the claims
agent.
About Stimwave
Stimwave Technologies Incorporated and Stimwave LLC manufacture,
distribute, and provide ongoing support for implantable, minimally
invasive neurostimulators, which are used as a treatment for
chronic intractable pain.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. LeaD Case No. 22-10541) on June
15, 2022. In the petition signed by Aure Bruneau, as manager, the
Debtors disclosed up to $100 million in assets and up to $50
million in liabilities.
Young Conaway Stargatt and Taylor, LLP and Gibson, Dunn and
Crutcher LLP serve as the Debtors' legal counsel.
The Debtors also tapped Honigman LLP and Jones Day as special
counsel; Riverson RTS, LLC as financial advisor; and GLC Advisors
and Co., LLC and GLCA Securities, LLC as investment bankers. Kroll
Restructuring Administration is the Debtors' administrative advisor
and notice, claims, solicitation and balloting agent.
On July 6, 2022, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in these cases. Culhane
Meadows, PLLC and Province, LLC serve as the committee's legal
counsel and financial advisor, respectively.
TESORINA LLC: Taps Orville & McDonald Law as Bankruptcy Counsel
---------------------------------------------------------------
Tesorina, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of New York to hire Orville & McDonald Law, P.C.
as its bankruptcy counsel.
The firm's services include:
(a) advising the Debtor regarding its powers and duties in the
continued operation of its business and in the management of its
property;
(b) taking necessary action to avoid liens against the
Debtor's property, remove restraints against its property and such
other actions to remove any encumbrances or liens, which are
avoidable;
(c) taking necessary action to enjoin and stay until final
decree any attempts by secured creditors to enforce liens upon the
Debtor's property;
(d) representing the Debtor in any proceedings, which may be
instituted in the bankruptcy court by creditors or other parties;
(e) preparing legal papers; and
(f) other necessary legal services.
The hourly rates of the firm's counsel and staff are as follows:
Zachary D. McDonald $250
Peter A. Orville $350
Non-lawyer Staff $125
In addition, the firm will seek reimbursement for expenses
incurred.
The retainer fee is $8,262.
Zachary McDonald, Esq., an attorney at Orville & McDonald Law,
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:
Peter A. Orville, Esq.
Orville & McDonald Law, PC
30 Riverside Dr.
Binghamton, NY 13905
Telephone: (607) 770-1007
Email: peteropc@gmail.com
About Tesorina LLC
Tesorina, LLC filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-60174) on March
17, 2023, with up to $50,000 in assets and $100,001 to $500,000 in
liabilities. Mark J. Schlant has been appointed as Subchapter V
trustee.
Peter A. Orville, Esq., at Orville & McDonald Law, P.C. represents
the Debtor as counsel.
TGPC PROPERTIES LLC: Seeks to Extend Plan Exclusivity to July 17
----------------------------------------------------------------
TGPC Properties, LLC asks the U.S. Bankruptcy Court for the
District of Arizona to extend its exclusivity period to July 17,
2023.
Unless the extension request is granted, the Debtor's exclusivity
period expires on April 18, 2023.
The Debtor explained that the extension is appropriate under the
circumstances because it is in the process of obtaining post-
petition financing in order to refinance the secured debt related
to its real property. The Debtor further explained that, in the
alternative, if it is not able to secure post-petition financing,
it may choose to proceed with a motion to sell the property or a
Plan of Reorganization to treat the secured debt. The Debtor
concluded that the extension of the time period to file a plan
would provide it the necessary time to resolve these issues and
proceed thereafter with a plan of reorganization as appropriate.
TGPC Properties, LLC is represented by:
D. Lamar Hawkins, Esq.
JoAnn Falgout, Esq.
GUIDANT LAW, PLC
402 E. Southern Ave.
Tempe, AZ 85282
Tel: (602) 888-9229
Email: lamar@guidant.law
joann.falgout@guidant.law
About TGPC Properties
TGPC Properties, LLC is primarily engaged in renting and leasing
real estate properties.
TGPC Properties filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 22-08374) on Dec.
19, 2022, with $1 million to $10 million in both assets and
liabilities. Paul Johnson, manager, signed the petition.
Judge Madeleine C. Wanslee oversees the case.
The Debtor is represented by D. Lamar Hawkins, Esq., at Guidant
Law, PLC as legal counsel and Carel Marbry of The Gathering Place
Church as bookkeeper.
TRICIDA INC: Heads Towards Plan Confirmation Fight With Creditors
-----------------------------------------------------------------
Vince Sullivan of Law360 reports that disputes over releases of
claims included in the Chapter 11 plan of drug developer Tricida
Inc. have set the stage for a contested plan confirmation hearing,
with debtor attorneys saying Friday, March 24, 2023, that it hopes
continued mediation with unsecured creditors will resolve the
issues.
On March 10, 2023, the Court approved the parties' request for a
mediator to assist the parties in attempting to resolve various
issues raised in connection with the Debtor's chapter 11 plan and
related disclosure statement. At the behest of the Debtor, the
Court appointed the Honorable Mary F. Walrath as mediator. The
Mediation is to be conducted among the following parties, either
through their authorized representative, through counsel, or both:
(a) the Debtor; (b) the Official Committee of Unsecured Creditors;
(c) the Consenting Noteholders (as such term is defined in the Plan
and Disclosure Statement); and (d) Patheon Austria GmbH & Co. KG.
"To be clear, the Committee continues to believe the Plan is
fatally flawed and not confirmable. The issues of: (i) the
propriety and scope of the Debtor Release and Third-Party Releases,
which, among other things, are not supported by the payment of
adequate consideration; (ii) the questionable "Opt-Out Releases";
(iii) the discriminatory classification of similarly situated
unsecured claims to gerrymander the vote under the Plan; and (iv)
the unflappable desire of the Debtor's directors and officers to
avoid any personal liability at any cost; all remain to be
determined at the Confirmation Hearing," the Committee said in a
March 23 filing.
About Tricida Inc.
Tricida Inc. -- https://www.tricida.com/ -- is a pharmaceutical
company working to turn the tide on metabolic acidosis and
progression of chronic kidney disease. The company is based in
South San Francisco, Calif.
Tricida filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 23-10024) on Jan. 12,
2023. It disclosed $93,879,000 in total assets against
$229,977,000 in total debt as of Sept. 30, 2022.
The Debtor tapped Sidley Austin, LLP and Young Conaway Stargatt &
Taylor, LLP, as counsels; SerraConstellation Partners, LLC as
financial advisor; and Stifel, Nicolaus & Company, Inc., and Miller
Buckfire, LLC as investment bankers. Kurtzman Carson Consultants,
LLC is the claims agent and administrative advisor.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
Womble Bond Dickinson (US) LLP and Rock Creek Advisors, LLC serve
as the committee's legal counsel and financial advisor,
respectively.
UNITED AIRLINES: S&P Upgrades ICR to 'BB-', Outlook Stable
----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating (ICR) on United
Airlines Holdings Inc. to 'BB-' from 'B+'. S&P also raised certain
of its issue-level ratings on the company debt.
The stable outlook reflects S&P's expectation that United will
generate higher earnings and cash flow at least through this year,
which mitigate the impact of significant cash outflows for new
aircraft deliveries on its credit measures.
S&P said, "United generated credit measures well above our previous
upside rating threshold in 2022, and we expect further improvement
this year. The upgrade on United primarily reflects
stronger-than-expected operating results last year, and our
expectation for further improvement in the company's credit
measures in 2023. The company capitalized on the post-pandemic
resurgence of passenger travel demand last year. A substantial
year-over-year increase in its capacity, full planes, and higher
fares mitigated the effect of historically high jet fuel prices,
and led to a rebound in earnings and cash flow. United's funds from
operations (FFO)-to-debt ratio was 16% in 2022, which is well above
our previous upside rating threshold (of over 12%) and estimates.
The adjusted debt-to-EBITDA ratio was 4.1x at year-end.
"We believe United will generate further improvement in its credit
measures in 2023 to levels we view as firmly commensurate with the
rating. The company's FFO-to-debt ratio is estimated at over 20%
and adjusted debt to EBITDA is expected to be in the low-to-mid-3x
area. We assume strong passenger travel demand and persistent
industry supply constraints will enable United to realize
continuing high fares as it further expands capacity, and more than
offset rising costs.
Continued strength in air travel demand is the key driver of higher
estimated earnings and cash flow. In S&P's view, there remains
material pent-up demand for passenger travel following the COVID-19
pandemic that United (and its U.S. mainline peers) has yet to fully
realize. Airline industry revenues have sharply increased from 2020
lows, but not kept pace with U.S. economic growth over the past
three years (as a share of nominal U.S. GDP). Although S&P Global
Ratings forecasts weaker economic conditions this year (including a
shallow recession), real GDP and consumer spending are assumed to
remain positive overall this year. Moreover, the well-documented
industry shortage of labor (such as trained pilots, flight
attendants, and maintenance), airport infrastructure constraints,
and aircraft delivery delays are likely to persist for some time,
likely preserving strong airline supply/demand fundamentals and
fares.
United targets year-over-year growth in available seat miles (ASMs)
in the high-teen percentage area in 2023, with flat total revenue
per ASM and cost per available seat mile (CASM) excluding fuel
costs. The company recently affirmed its guidance for this year,
including a pre-tax margin of about 9%, despite updated (weaker)
guidance for first-quarter 2023. S&P's key assumptions are slightly
more conservative, but it estimates United's adjusted EBITDA will
approach its 2019 levels this year.
United will benefit from the ongoing recovery in international
passenger travel. S&P believes the company is well positioned to
benefit from further growth in international traffic, which has
lagged the recovery in the U.S. Close to 37% of United's reported
operating revenue in 2022 was generated from the company's
international businesses. Its cross-Atlantic business (about 20% of
consolidated revenue, including Africa, India, and Middle East
destinations) sharply improved in 2022, and recent booking activity
suggests continued strength this year. United was deliberate with
its strategy of not retiring its widebody aircraft during the
pandemic (in contrast to lower utilization across the broader
airline industry amid subdued long-haul international passenger
travel). The company generates higher profitability on
international routes compared with its domestic business, and we
assume stronger demand for travel outside of the U.S. will be an
important driver of United's earnings growth at least through this
year.
Significant planned aircraft expenditures could increase the
sensitivity of United's financial risk profile to a
weaker-than-expected operating environment. S&P said, "We estimate
United's credit measures will improve this year and stabilize in
2024 (albeit, at favorable levels for the current rating). The
company will significantly increase its capex mainly to fund new
aircraft, which we believe will result in free cash flow deficits
and higher adjusted debt over the next two years. United estimates
capex at $8.5 billion this year and more than $11 billion in
2024--well beyond historical average levels (average annual capex
was about $3.5 billion from 2014-2019). The company's significant
cash position (more than $16 billion) provides financial
flexibility, but we assume United will use debt to fund at least a
portion of its aircraft commitments. In our view, higher future
adjusted debt levels are a potential headwind to credit measures
and liquidity if not accompanied by prospective growth in earnings
and cash flow."
S&P said, "Our rating also incorporates the risks associated with a
weaker U.S. economy that we assume this year, and persistently high
jet fuel prices. The airline industry has been highly sensitive to
changing economic conditions in the past and is also facing a
sustained increase in labor costs along with general inflationary
pressure (similar to that of its U.S. mainline peers).
Slower-than-expected demand, particularly if jet fuel prices remain
elevated, can have a material impact on margins, earnings, and
credit measures if it leads to lower fares.
"We believe the company has ample downside cushion in its credit
measures to absorb lower-than-expected earnings and cash flow this
year without affecting the rating. However, its financial risk
profile will remain sensitive to potential downward revisions to
our key assumptions, particularly as capex requirements increase.
"We expect United's earnings and cash flow will continue to improve
in 2023 and 2024, led by higher passenger traffic and robust fares
that mitigate cost pressures, notably related to high fuel prices
and rising labor expenses. We estimate its FFO-to-debt ratio above
20% over this period, which includes our assumption for United to
generate free cash flow deficits mainly related to significant
future new aircraft deliveries.
"We could lower our rating if, over the next 12 months, we assume
United's FFO-to-debt ratio will decline and remain close to 12%. In
this scenario, we would expect limited growth in the company's
revenue due to the effects of a weaker-than-expected U.S. economy,
in tandem with higher CASM that reduces its operating margins. A
corresponding increase in debt would presumably follow increased
free cash flow deficits related to new aircraft deliveries.
"We could raise our ratings on United if, over the next 12 months,
we expect the company to generate and sustain a FFO-to-debt ratio
of over 30%. In our view, this could follow cash flow generation
well above our estimates, most likely due to stronger-than-expected
passenger volumes amid ongoing industry capacity delays that
underpin much higher margins. In this scenario, we would expect
United to fund future aircraft deliveries mostly with internally
generated cash flow, thereby limiting future increases in its debt
levels and preserving liquidity."
ESG credit indicators: E-3, S-4, G-2
UTILIMAN UTILITY: Seeks to Hire Jones & Walden as Legal Counsel
---------------------------------------------------------------
Utiliman Utility Contractors, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire Jones
& Walden, LLC as its legal counsel.
The firm's services include:
(a) preparing pleadings and applications;
(b) conducting examination;
(c) advising the Debtor of its rights, duties and
obligations;
(d) consulting with and representing the Debtor with respect
to a Chapter 11 plan;
(e) performing legal services incidental and necessary to the
day-to-day operations of the Debtor's business; and
(f) taking all other actions incident to the proper
preservation and administration of the Debtor's estate and
business.
The firm will be paid at these rates:
Attorneys $225 - $425 per hour
Paralegals $110 - $250 per hour
Thomas McClendon, Esq., a partner at Jones & Walden, 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:
Thomas T. McClendon, Esq.
Jones & Walden, LLC
699 Piedmont Ave NE
Atlanta, GA 30308
Phone: (404) 564-9300
Email: ljones@joneswalden.com
About Utiliman Utility Contractors
Utiliman Utility Contractors, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-40378)
on March 14, 2023, with up to $50,000 in assets and up to $1
million in liabilities. David Turner, sole member of Utiliman,
signed the petition.
Judge Barbara Ellis-Monro oversees the case.
Thomas T. McClendon, Esq., at Jones & Walden, LLC represents the
Debtor as legal counsel.
VISIONARY LABELS: Starts Subchapter V Proceeding
------------------------------------------------
Visionary Labels and Packaging LLC filed for chapter 11 protection
in the District of Central California. The Debtor elected on its
voluntary petition to proceed under Subchapter V of chapter 11 of
the Bankruptcy Code.
Visionary is a leading provider of packaging solutions for its
clients' canned packaging needs across the United States. With
over 13 years of packaging experience, Visionary's offerings
include shrink sleeve roll labels, blank can fulfillment, shrink
sleeve can application, can re-sleeving services, sleek & standard
Paktech can carriers, can ends/lids, sleek & standard 24pk can
trays, freight services.
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 (2020), it started
dipping after that.
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 of the Debtor's produces and services increases for its
upcoming busiest seasons (i.e., the time leading to Summer, Summer
and Fall). Significantly, the price the Debtor pays for cans has
decreased since last year, which will help achieve higher a 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 $2,880,000, if such
amount is achieved monthly. It is important to note that demand for
the Debtor's 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.
According to court filings, Visionary Labels and Packaging LLC
estimates between $1 million and $10 million in debt owed to 1 to
49 creditors. The petition states that funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
April 19, 2023 at 1:30 p.m. in Room Telephonically on telephone
conference line: 1-866-822-7121 (participant passcode: 6203551).
About Visionary Labels
Visionary Labels and Packaging LLC is a packaging company in
Fontana, California.
Visionary Labels and Packaging LLC filed a petition for relief
under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr.
C.D. Cal. Case No. 23-11032) on March 17, 2023. In the petition
filed by Frank Sanchez, as CEO., the Debtor reported assets between
$100,000 and $500,000 and liabilities between $1 million and $10
million.
The Honorable Bankruptcy Judge Magdalena Reyes Bordeaux handles the
case.
The Debtor is represented by:
Giovanni Orantes, Esq.
Orantes Law Firm PC
16641 Orange Way
Fontana, CA 92335
VMR CONTRACTORS: Court OKs Cash Collateral Access Thru April 24
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized VMR Contractors Inc. to use cash
collateral through April 24, 2023, on an interim basis in
accordance with the terms of the order dated March 1, 2023.
The Court said the Debtor will make an adequate protection payment
of $1,500 to the IRS by April 24, 2023. The debtor will make an
adequate protection payment of $1,471 to Old National Bank by April
24, 2023.
As previously reported by the Troubled Company Reporter, several
entities may claim an interest in the Debtor's cash collateral.
Those potential claimants are:
1. The State of Illinois, which recorded state tax liens on
April 28 and June 14, 2022, in the total amount of $32,346.
2. The Internal Revenue Service, which recorded federal tax
liens with the Illinois Secretary of State, including a lien dated
November 16, 2016, in the amount of $424,956. Other tax liens also
have been recorded; the IRS has asserted it is owed $819,234. The
Debtor disputes a large portion of this amount, including an
obligation from 2015 of $560,027, which appears to be clearly
erroneous because it is wholly disproportionate to the Debtor's
operations.
3. Old National Bank, whose predecessor, Bridgeview Bank
Group, filed on August 1, 2018, a financing statement with the
Illinois Secretary of State as document number 023614561. The
amount owed to Old National is approximately $160,633.
A further hearing on the matter is set for April 17 at 10 a.m.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3TRm8gr from PacerMonitor.com.
The Debtor projects $182,851 in total income and $182,226 in total
expenses for the two-week period ending April 24, 2023.
About VMR Contractors
VMR Contractors supplies and installs rebar for road construction
projects. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-14211) on December 8,
2022. In the petition signed by Vincent Roberson, its president,
the Debtor disclosed up to $1 million in assets and up to $10
million in liabilities.
Judge Benjamin Goldgar oversees the case.
William J. Factor, Esq., at Factor Law, is the Debtor's legal
counsel.
VYANT BIO: Cancels Purchase Deals With Canaccord, Lincoln Park
--------------------------------------------------------------
As previously disclosed on its Current Report on Form 8-K filed
with the Securities and Exchange Commission on Feb. 3, 2023, the
Board of Directors of Vyant Bio, Inc., after an assessment of the
status of the Company's efforts to seek strategic alternatives and
the Company's current cash position, approved a plan on Jan. 31,
2023 to preserve the Company's cash to be able to continue to
pursue a satisfactory strategic alternative for the purpose of
maximizing the value of the Company's business while also having
sufficient cash to adequately fund an orderly wind down of the
Company's operations in the event it is unable to secure a
satisfactory strategic alternative.
In connection with these actions, on March 24, 2023, the Company
terminated that certain Equity Distribution Agreement, dated April
8, 2022, by and between the Company and Canaccord Genuity LLC,
regarding the issue and sale, from time to time, of shares of the
Company's common stock for an aggregate offering price of up to
$20,000,000.
On March 24, 2023, the Company also terminated that certain
Purchase Agreement, dated March 28, 2022, by and between the
Company and Lincoln Park Capital Fund, LLC, regarding the issue and
sale, from time to time, of shares of the Company's common stock
for an aggregate offering price of up to $15,000,000.
On March 24, 2023, the Company filed post-effective amendments to
certain of its registration statements previously filed with the
SEC, including post-effective amendments to each of: (i)
Registration Statement Nos. 333-249513, 333-252628, 333-239497, and
333-218229 on Form S-3; (ii) Registration Statement Nos.
333-191520, 333-191521, 333-196198, 333-205903, 333-256225 and
333-214599 on Form S-8; and (ii) Registration Statement No.
333-215284 and 333-264595 on Form S-1. In accordance with
undertakings made by the Company in each of the Registration
Statements to remove from registration, by means of a
post-effective amendment, any and all securities of the Company
that were registered for issuance that remain unsold at the
termination of the offerings, the Company removed from registration
any and all securities of the Company registered but unsold under
each of the Registration Statements. As a result of this
deregistration, no securities remain registered for sale pursuant
to the Registration Statements.
About Vyant Bio
Headquartered in Cherry Hill, New Jersey, Vyant Bio, Inc. (formerly
known as Cancer Genetics, Inc.) is an innovative biotechnology
company reinventing drug discovery for complex neurodevelopmental
and neurodegenerative disorders. Its central nervous system drug
discovery platform combines human-derived organoid models of brain
disease, scaled biology, and machine learning.
Vyant Bio reported a net loss of $40.86 million for the year ended
Dec. 31, 2021, a net loss of $8.65 million for the year ended Dec.
31, 2020, a net loss of $6.71 million for the year ended Dec. 31,
2019, and a net loss of $20.37 million for the year ended Dec. 31,
2018. As of Sept. 30, 2022, the Company had $23.04 million in total
assets, $9.20 million in total liabilities, and $13.84 million in
total stockholders' equity.
WELLPATH HOLDINGS: S&P Lowers ICR to 'CCC+', Outlook Negative
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Nashville,
Tenn.-based WellPath Holdings Inc. to 'CCC+' from 'B-', reflecting
high leverage and a capital structure S&P views as potentially
unsustainable.
S&P said, "We also lowered our issue-level rating on the company's
first-lien term loan to 'CCC+' from 'B-' and second-lien term loan
to 'CCC-' from 'CCC'. The '3' recovery rating on the secured debt
is unchanged, indicating our expectation for meaningful (50%-70%;
rounded estimate: 55%) recovery prospects. The '6' recovery rating
on the unsecured debt indicates our expectation for negligible
(0%-10%; rounded estimate: 0%) recovery in the event of default.
"The negative outlook reflects deteriorating liquidity conditions
given our expectation for free cash flow deficits. Given the
near-term maturity on the revolver, this could lead to further
rating deterioration.
"The downgrade reflects our expectations that sustained margin
pressures will keep leverage above 10x. This, along with our
expectation for free cash flow deficits in 2022 and 2023, suggest
the capital structure may not be sustainable. The negative outlook
reflects WellPath's deteriorating liquidity conditions given the
near-term maturity on the revolver, which could lead to further
rating deterioration. WellPath has historically generated thin
EBITDA margins in the 4%-5% range, and those margins have come
under pressure due to higher spending on hiring nurse staff and
pharmacy costs in 2022. Although we expect some room for margin
improvement in 2023 and subsequent improvement in 2024, relating to
easing of labor market, process improvement and cost-saving
initiatives, we see rising interest expense leading to sustained
free cash flow deficits through 2023.
"WellPath's liquidity will be constrained over the next 12 months,
and it may face refinancing risk. As of Sept. 30, 2022, WellPath
had about $23 million cash on hand. We expect a free cash flow
deficit and that the company had about $17 million of deferred
payroll taxes due in January 2023. The company has a $65 million
revolver (undrawn) that matures in about six months in October
2023. With persistent free cash flow deficits estimated for next
twelve months, and a challenging operating and macro environment,
we believe WellPath may struggle to refinance the revolver due in
October 2023 and $500 million first-lien term loan due in October
2025.
"The negative outlook reflects WellPath's deteriorating liquidity
conditions given our expectation for continued free cash flow
deficits through 2023 and given the near-term maturity on the
revolver, which could constrain liquidity and lead to lower
ratings."
S&P could lower its ratings on WellPath over the next 12 months
if:
-- Its liquidity position deteriorates further such that we expect
it cannot meet its financial obligations within the next 12 months;
or
-- If the company engages in a debt restructuring transaction,
which S&P would consider distressed.
S&P could revise its outlook to stable if WellPath:
-- Significantly improves its liquidity position;
-- Extends the maturity on the revolver; and
-- Minimize free cash flow deficits.
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 the
company's financial risk profile as highly leveraged reflects
corporate decision-making that prioritizes the interests of
controlling owners, in line with our view of most rated entities
owned by private-equity sponsors. Our assessment also reflects the
generally finite holding periods and a focus on maximizing
shareholder returns. Social factors are, on balance, neutral to our
analysis. Correctional facilities will continue to provide health
care to inmates, and we expect they will continue to outsource this
function to operators such as WellPath. In addition, we believe
WellPath's small but expanding segment providing behavioral health
services to inmates is valuable to this population."
WEWORK COMPNIES: Fitch Cuts LongTerm IDR to 'C'
-----------------------------------------------
Fitch Ratings has downgraded WeWork Companies LLC and WeWork Inc.'s
(collectively WeWork) Long-Term Issuer Default Ratings (LT IDRs) to
'C' from 'CCC'. Fitch has also downgraded WeWork Companies LLC's
senior unsecured notes to 'C'/'RR6' from 'CC'/'RR6'.
Fitch's rating actions follow the company's announced transaction
support agreement entered into with bondholders representing
approximately 62% of the company's public bonds and its largest
shareholder SoftBank Group Corp., which Fitch views as a distressed
debt exchange (DDE). Fitch will reassess WeWork's capital
structure, liquidity and risk profile based on the outcome of the
transaction support agreement and related debt exchanges to
determine the company's IDR and issue level ratings post-close.
In accordance with the transaction support agreement, which is
subject to shareholder approval, WeWork's total debt quantum will
be reduced by approximately $1.5 billion through the equitization
of approximately $1 billion of existing SoftBank debt and the
discounted exchange of unsecured notes. Total debt outstanding pro
forma for the recapitalization is expected to be approximately $2.4
billion. Additionally, the transaction will extend the maturity
date of $1.9 billion of debt to 2027 from 2025.
KEY RATING DRIVERS
Distressed Debt Exchange: Fitch views WeWork's transaction support
agreement and related debt exchange offers as a DDE due to a
material reduction in the original terms for the unsecured note
holders including the 7.875% senior unsecured notes due May 2025
(7.875% notes) and the 5% senior unsecured notes due July 2025 (5%
notes). Pursuant to the terms of the debt exchange offers holders
of the 7.875% notes and the 5% notes will exchange into either (i)
new 2L exchange notes and equity (subject to a new money
commitment); (ii) new 3L exchange notes and equity; or (iii) equity
at a 90% to par including $750 in principal of exchange notes per
$1,000 of 7.875% notes or 5% notes and $150 of equity. The exchange
is subject to a minimum participation threshold of 90%.
Approximately $1.04 billion of the existing $1.65 billion Softbank
senior unsecured notes will be equitized and the remaining $609.5
million will be exchanged into new 2L convertible exchange notes
and 3L convertible exchange notes at a discount to par.
Liquidity and Funding Plan: The contemplated transaction support
agreement will strengthen WeWork's liquidity position. Pro forma
for the transaction support agreement WeWork will have
approximately $445 million of cash on its balance sheet and will
have access to a new $475 million delayed draw term loan consisting
of $175 million of new capital commitments and $300 million in
rolled capital commitments. Fitch expects this liquidity to be
sufficient for the next 12 months assuming that WeWork continues
its trajectory of improving operating performance.
Negative Profitability Constrains IDR: Fitch views WeWork's
sustained negative EBITDA and FCF as key limiting factors that
restrict its operating and financial profile and limit the IDR to
the 'CCC' rating category. Fitch is encouraged by meaningful
improvements in operating losses during 2022, but the current
estimates for 2022 EBITDA in the range of negative $435 million to
$455 million indicate the company still faces significant
challenges. These challenges may be exacerbated by deteriorating
macro conditions in 2023, and, without additional restructuring,
Fitch is modelling continued negative EBITDA for the next 12 to 18
months.
DERIVATION SUMMARY
Fitch considers factors for highly speculative issuers in a
relative fashion. WeWork's business model appears viable, while its
capitalization structure is not sustainable leading to the proposed
transaction support agreement and related debt exchanges. FCF
remains negative but has improved over the last year. However, the
company's FCF and EBITDA outlook is subject to risks and
uncertainties, particularly to the extent office demand is
structurally weak over the medium term. Fitch's base case assumes
weakening office space demand in the next 12 to 18 months, which
will continue to pressure the company's financial flexibility and
liquidity position.
WeWork's proposed transaction support agreement along with the
related debt exchanges provides a limited degree of financial
flexibility and liquidity but may not be sufficient in the medium
or longer term to protect creditors.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
Fitch will reassess WeWork's capital structure, liquidity and risk
profile based on the outcome of the transaction support agreement
and related debt exchanges to determine its IDR and issue level
ratings.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
Following the close of the transaction support agreement and
related debt exchanges, Fitch anticipates downgrading WeWork's IDR
to 'RD'.
LIQUIDITY AND DEBT STRUCTURE
Near-Term Liquidity: Pro forma for the close of the transaction
support agreement WeWork will have access to approximately $920
million of total liquidity consisting of approximately $445 million
of cash and $475 million available from a delayed draw term loan
facility.
ISSUER PROFILE
WeWork provides membership-based access to workspace and amenities.
It has over 500,000 memberships and 600 locations (excluding China,
India, and Israel, which were deconsolidated and began operating as
franchises in 2021). WeWork's physical occupancy rate is 75% on a
consolidated basis.
ESG CONSIDERATIONS
WeWork has an ESG Relevance Score of '4' for Management Strategy
due to ongoing challenges to implement a strategy to achieve
sustainable profitability, which has a negative impact on the
credit profile, and is relevant to the rating[s] in conjunction
with other factors.
WeWork has an ESG Relevance Score of '4' for Governance Structure
due to SoftBank ownership concentration, which has a negative
impact on the credit profile, and is relevant to the rating[s] in
conjunction with other factors.
WeWork has an ESG Relevance Score of '4' for Group Structure due to
the complexity of its structure and related-party transactions with
SoftBank, which has a negative impact on the credit profile, and is
relevant to the rating[s] in conjunction with other factors.
Except for the matters discussed above, the highest level of ESG
credit relevance, if present, is a score of '3'. This means ESG
issues are credit neutral or have only a minimal credit impact on
the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
WeWork Inc. LT IDR C Downgrade CCC
WeWork Companies
LLC LT IDR C Downgrade CCC
senior
unsecured LT C Downgrade RR6 CC
YITBOS INC: Case Summary & 13 Unsecured Creditors
-------------------------------------------------
Debtor: Yitbos Inc.
dba Mr. Pickles Sandwich Shop
dba Yitbos
2256 Petruchio Way
Roseville, CA 95661
Business Description: The Debtor primarily operates in the
sandwiches and submarines shop business.
Chapter 11 Petition Date: March 23, 2023
Court: United States Bankruptcy Court
Eastern District of California
Case No.: 23-20913
Judge: Hon. Christopher M. Klein
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
Total Assets: $186,975
Total Liabilities: $1,097,412
The petition was signed by Darin Frain Hughes as chief executive
officer.
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/2B2SVNA/Yitbos_Inc_dba_Mr_Pickles_Sandwich__caebke-23-20913__0001.0.pdf?mcid=tGE4TAMA
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Allen Wayne Jeter
Bankr. D. Ariz. Case No. 23-01710
Chapter 11 Petition filed March 20, 2023
In re Gerriann Vovk
Bankr. E.D.N.Y. Case No. 23-40918
Chapter 11 Petition filed March 20, 2023
represented by: Alla Kachan, Esq.
In re O.R. Dean Construction Inc.
Bankr. S.D. Fla. Case No. 23-12180
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/VLGRY4Y/OR_Dean_Construction_Inc__flsbke-23-12180__0001.0.pdf?mcid=tGE4TAMA
represented by: Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
E-mail: chad@cvhlawgroup.com
In re Blue Lemon Sandy LLC
Bankr. D. Ore. Case No. 23-30595
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/MELGLZQ/Blue_Lemon_Sandy_LLC__orbke-23-30595__0001.0.pdf?mcid=tGE4TAMA
represented by: Douglas R. Ricks, Esq.
VANDEN BOS & CHAPMAN, LLP
E-mail: doug@vbcattorneys.com
In re Blue Lemon Acquisition Company LLC
Bankr. D. Ore. Case No. 23-30594
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/PLX4LYQ/Blue_Lemon_Acquisition_Company__orbke-23-30594__0001.0.pdf?mcid=tGE4TAMA
represented by: Douglas R. Ricks, Esq.
VANDEN BOS & CHAPMAN, LLP
E-mail: doug@vbcattorneys.com
In re Blue Lemon LLC
Bankr. D. Ore. Case No. 23-30596
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/MTNDG7I/Blue_Lemon_LLC__orbke-23-30596__0001.0.pdf?mcid=tGE4TAMA
represented by: Douglas R. Ricks, Esq.
VANDEN BOS & CHAPMAN, LLP
E-mail: doug@vbcattorneys.com
In re Blue Lemon Highland LLC
Bankr. D. Ore. Case No. 23-30598
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/NO7VB2I/Blue_Lemon_Highland_LLC__orbke-23-30598__0001.0.pdf?mcid=tGE4TAMA
represented by: Douglas R. Ricks, Esq.
VANDEN BOS & CHAPMAN, LLP
E-mail: doug@vbcattorneys.com
In re Sherri Elyse Stevens
Bankr. E.D.N.Y. Case No. 23-40929
Chapter 11 Petition filed March 21, 2023
represented by: Alla Kachan, Esq.
In re Diversified Management Company, LLC
Bankr. D.S.C. Case No. 23-00815
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/BUFCUCA/Diversified_Management_Company__scbke-23-00815__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert H. Cooper, Esq.
THE COOPER LAW FIRM
E-mail:
thecooperlawfirm@thecooperlawfirm.com
In re Synapse Analytical Labs, LLC
Bankr. D.S.C. Case No. 23-00817
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/YKIRAOI/Synapse_Analytical_Labs_LLC__scbke-23-00817__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert H. Cooper, Esq.
THE COOPER LAW FIRM
E-mail:
thecooperlawfirm@thecooperlawfirm.com
In re Meta Acquisition Co., LLC
Bankr. D.S.C. Case No. 23-00820
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/AINGRRI/Meta_Acquisition_Co_LLC__scbke-23-00820__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert H. Cooper, Esq.
THE COOPER LAW FIRM
E-mail:
thecooperlawfirm@thecooperlawfirm.com
In re Dynasty Diagnostics, LLC
Bankr. D.S.C. Case No. 23-00819
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/LRL3BDQ/Dynasty_Diagnostics_LLC__scbke-23-00819__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert H. Cooper, Esq.
THE COOPER LAW FIRM
E-mail:
thecooperlawfirm@thecooperlawfirm.com
In re Tracy Wynee Robinson
Bankr. E.D. Tenn. Case No. 23-10644
Chapter 11 Petition filed March 21, 2023
In re USA Steel, Inc.
Bankr. E.D. Tex. Case No. 23-40487
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/H2LZ3ZY/USA_Steel_Inc__txebke-23-40487__0001.0.pdf?mcid=tGE4TAMA
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS
E-mail: eric@ealpc.com
In re Kemah Development LLC, GP
Bankr. S.D. Tex. Case No. 23-30969
Chapter 11 Petition filed March 21, 2023
See
https://www.pacermonitor.com/view/SDGE2XQ/Kemah_Development_LLC_GP__txsbke-23-30969__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Diana M. Rubottom
Bankr. D. Ariz. Case No. 23-01792
Chapter 11 Petition filed March 22, 2023
represented by: Thomas Allen, Esq.
ALLEN, JONES & GILES, PLC
In re Ryan Estates, LLC
Bankr. C.D. Cal. Case No. 23-11115
Chapter 11 Petition filed March 22, 2023
See
https://www.pacermonitor.com/view/7BUPRRQ/Ryan_Estates_LLC__cacbke-23-11115__0001.0.pdf?mcid=tGE4TAMA
represented by: Sheila Esmaili, Esq.
LAW OFFICES OF SHEILA ESMAILI
E-mail: selaw@bankruptcyhelpla.com
In re 401 Trust
Bankr. N.D. Ind. Case No. 23-30285
Chapter 11 Petition filed March 22, 2023
See
https://www.pacermonitor.com/view/AGMAZ3Q/401_Trust__innbke-23-30285__0001.0.pdf?mcid=tGE4TAMA
represented by: Shawn D. Cox, Esq.
HODGES & DAVIS
E-mail: scox@hodgesdavis.com
In re Schlensker Investments, LLC
Bankr. N.D. Tex. Case No. 23-30542
Chapter 11 Petition filed March 22, 2023
See
https://www.pacermonitor.com/view/TH4R2TI/Schlensker_Investments_LLC__txnbke-23-30542__0001.0.pdf?mcid=tGE4TAMA
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS
E-mail: eric@ealpc.com
In re Magnitude Enterprises Holdings LLC
Bankr. W.D. Wash. Case No. 23-10527
Chapter 11 Petition filed March 22, 2023
See
https://www.pacermonitor.com/view/IDLOFGY/Magnitude_Enterprises_Holdings__wawbke-23-10527__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Randy Martin Acosta
Bankr. N.D. Cal. Case No. 23-50308
Chapter 11 Petition filed March 23, 2023
In re Finley Flooring LLC
Bankr. S.D. Ill. Case No. 23-30193
Chapter 11 Petition filed March 23, 2023
See
https://www.pacermonitor.com/view/M4X5L3A/Finley_Flooring_LLC__ilsbke-23-30193__0001.0.pdf?mcid=tGE4TAMA
represented by: J. D. Graham, Esq.
J. D. GRAHAM, PC
E-mail: jd@jdgrahamlaw.com
In re Masahiko Negita and Yasuko Negita
Bankr. D.N.J. Case No. 23-12365
Chapter 11 Petition filed March 23, 2023
represented by: Barry Roy, Esq.
RABINOWITZ, LUBETKIN & TULLY, LLC
In re 2017 Holdings LLC
Bankr. E.D.N.Y. Case No. 23-40987
Chapter 11 Petition filed March 23, 2023
See
https://www.pacermonitor.com/view/VU4RDMA/2017_Holdings_LLC__nyebke-23-40987__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Canute Lawrence
Bankr. E.D.N.Y. Case No. 23-40986
Chapter 11 Petition filed March 23, 2023
represented by: Solomon Rosengarten, Esq.
In re Brooklyn 7 Realty Inc.
Bankr. E.D.N.Y. Case No. 23-40981
Chapter 11 Petition filed March 23, 2023
See
https://www.pacermonitor.com/view/VM5CWBQ/Brooklyn_7_Realty_Inc__nyebke-23-40981__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Out Valley Carriers, LLC
Bankr. W.D. Tex. Case No. 23-30280
Chapter 11 Petition filed March 23, 2023
See
https://www.pacermonitor.com/view/X2VTMTQ/Out_Valley_Carriers_LLC__txwbke-23-30280__0001.0.pdf?mcid=tGE4TAMA
represented by: Carlos Miranda, Esq.
MIRANDA & MALDONADO, PC
E-mail: cmiranda@eptxlawyers.com
In re All American Black Car Service, Inc.
Bankr. E.D. Va. Case No. 23-10468
Chapter 11 Petition filed March 23, 2023
See
https://www.pacermonitor.com/view/VQJCS7Y/All_American_Black_Car_Service__vaebke-23-10468__0001.0.pdf?mcid=tGE4TAMA
represented by: John P. Forest, II, Esq.
LAW OFFICE OF JOHN P. FOREST, II
E-mail: j.forest@stahlzelloe.com
In re Surrender Solutions, Inc.
Bankr. C.D. Cal. Case No. 23-10611
Chapter 11 Petition filed March 24, 2023
See
https://www.pacermonitor.com/view/R4AW26Y/Surrender_Solutions_Inc__cacbke-23-10611__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
E-mail:
michael.berger@bankruptcypower.com
In re Vici Wellness, Inc.
Bankr. C.D. Cal. Case No. 23-10612
Chapter 11 Petition filed March 24, 2023
See
https://www.pacermonitor.com/view/HGBZ7AI/Vici_Wellness_Inc__cacbke-23-10612__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
E-mail:
michael.berger@bankruptcypower.com
In re Traveling Electricians Trust
Bankr. E.D. Cal. Case No. 23-20915
Chapter 11 Petition filed March 24, 2023
See
https://www.pacermonitor.com/view/2SFWXQI/Traveling_Electricians_Trust__caebke-23-20915__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Requin Construction LLC
Bankr. M.D. La. Case No. 23-10181
Chapter 11 Petition filed March 24, 2023
See
https://www.pacermonitor.com/view/ANYBXCQ/Requin_Construction_LLC__lambke-23-10181__0001.0.pdf?mcid=tGE4TAMA
represented by: Ryan J. Richmond, Esq.
STERNBERG, NACCARI & WHITE, LLC
E-mail: ryan@snw.law
In re Joan Samuel Hanna
Bankr. D. Mass. Case No. 23-10429
Chapter 11 Petition filed March 24, 2023
represented by: Joseph Butler, Esq.
In re Mazel On Del LLC
Bankr. E.D.N.Y. Case No. 23-41027
Chapter 11 Petition filed March 24, 2023
See
https://www.pacermonitor.com/view/LIY63CA/Mazel_On_Del_LLC__nyebke-23-41027__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Schaffner Publications Inc.
Bankr. N.D. Ohio Case No. 23-30489
Chapter 11 Petition filed March 24, 2023
See
https://www.pacermonitor.com/view/CHPM7NY/Schaffner_Publications_Inc__ohnbke-23-30489__0001.0.pdf?mcid=tGE4TAMA
represented by: Eric Neuman, Esq.
DILLER AND RICE, LLC
E-mail: Steven@drlawllc.com;
Kim@drlawllc.com;
Eric@drlawllc.com
In re IGN 401 Properties, Inc.
Bankr. N.D. Ohio Case No. 23-50410
Chapter 11 Petition filed March 26, 2023
See
https://www.pacermonitor.com/view/4VIRYVI/IGN_401_Properties_Inc__ohnbke-23-50410__0001.0.pdf?mcid=tGE4TAMA
represented by: Steven J. Heimberger, Esq.
RODERICK LINTON BELFANCE LLP
E-mail: sheimberger@rlbllp.com
In re Consulting Direct, Inc.
Bankr. D. Del. Case No. 23-10357
Chapter 11 Petition filed March 27, 2023
See
https://www.pacermonitor.com/view/GYO7U6Q/Consulting_Direct_Inc__debke-23-10357__0001.0.pdf?mcid=tGE4TAMA
represented by: Jenny R. Kasen, Esq.
KASEN & KASEN, P.C.
E-mail: jkasen@kasenlaw.com
In re Jamal M. Wilson
Bankr. M.D. Fla. Case No. 23-01159
Chapter 11 Petition filed March 27, 2023
represented by: Kathleen DiSanto, Esq.
In re Enpark Landscape LLC
Bankr. D. Nev. Case No. 23-11145
Chapter 11 Petition filed March 27, 2023
See
https://www.pacermonitor.com/view/US65D7Y/ENPARK_LANDSCAPE_LLC__nvbke-23-11145__0001.0.pdf?mcid=tGE4TAMA
represented by: Matthew C. Zirzow, Esq.
LARSON & ZIRZOW, LLC
E-mail: mzirzow@lzlawnv.com
In re United Drilling & Cutting Corp
Bankr. E.D.N.Y. Case No. 23-41042
Chapter 11 Petition filed March 27, 2023
See
https://www.pacermonitor.com/view/2KCSVGA/United_Drilling__Cutting_Corp__nyebke-23-41042__0001.0.pdf?mcid=tGE4TAMA
represented by: Lawrence Morrison, Esq.
MORRISON-TENENBAUM, PLLC
E-mail: LMorrison@m-t-law.com
In re 45 Tudor Restaurant LLC
Bankr. S.D.N.Y. Case No. 23-10463
Chapter 11 Petition filed March 27, 2023
See
https://www.pacermonitor.com/view/TX2O2DY/45_Tudor_Restaurant_LLC__nysbke-23-10463__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael D. Siegel, Esq.
SIEGEL & SIEGEL, P.C.
E-mail: sieglaw@optonline.net
*********
Monday's edition of the TCR delivers a list of indicative prices
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2023. All rights reserved. ISSN: 1520-9474.
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