/raid1/www/Hosts/bankrupt/TCR_Public/230419.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, April 19, 2023, Vol. 27, No. 108
Headlines
502 E JED REALTY: Voluntary Chapter 11 Case Summary
8233 ROXBURY: Amends Apex Secured Claims Pay Details
AEQUOR MGT: Committee Taps Dundon Advisers as Financial Advisor
ALLEGIANCE COAL: Seeks $10MM DIP Loan from Collins
AMERICANAS SA: Some Creditors Agree to Suspend Legal Disputes
AMERIMARK INTERACTIVE: $48MM DIP Loan from PNC Bank OK'd
ARCHDIOCESE OF SANTA FE: Bankr. Court Will Issue Final Decree
ATLAS SYSTEMS: Court OKs Access to $642,710 of Cash Collateral
BEAM & COMPANY: Court OKs Cash Collateral Access Thru May 16
BED BATH & BEYOND: Raises $48.5M by Selling 100.1M Shares
BENARD QUEEN: Roof Technology's Complaint Dismissed In Its Entirety
BLUEMOUNTAIN CLO XXXV: Fitch Affirms 'BB+' Rating on Class E Notes
BRAND MARINADE: Taps Law Offices of Malinda L. Hayes as Counsel
CBC RESTAURANT: Committee Seeks to Tap Tucker Ellis as Lead Counsel
CBC RESTAURANT: Committee Taps Potter Anderson & Corroon as Counsel
CBC RESTAURANT: Panel Taps Berkeley Research as Financial Advisor
CBC RESTAURANT: Taps Kurtzman Carson as Administrative Advisor
CHENG & COMPANY: Case Summary & Two Unsecured Creditors
CHESTNUT RIDGE: Seeks Approval to Hire CBRE Inc. as Appraiser
DECORSTANDARD CORP: Unsecureds to Get Share of Income for 36 Months
DIAMOND SCAFFOLD: Committee Seeks to Hire Johnson Pope as Counsel
EAGLE PROPERTIES: Seeks Approval to Hire Bankruptcy Counsel
EDGEWATER CONSTRUCTION: Court OKs Cash Access Thru May 15
EL PESCADOR: Taps Law Office of Lazaro E. Fernandez as Counsel
FIRST CONNECTICUT: James Licata's Bid for Summary Judgment Denied
GLENWOOD ROAD: Seeks Approval to Tap Dahiya Law Offices as Counsel
GOTO GROUP: S&P Cuts ICR to 'B-' on Cash Flow Deficit, Outlook Neg
HALL AT THE YARD: Taps Johnson Pope Bokor Ruppel & Burns as Counsel
HARRIS ENERGY: Taps MS Financial Services as Financial Advisor
HH TECHNOLOGY: Bid to Dismiss PCC's Involuntary Petition Granted
IGN 401 PROPERTIES: Taps Roderick Linton Belfance as Legal Counsel
KARAFIN SCHOOL: Case Summary & 20 Largest Unsecured Creditors
LINDBLAD EXPEDITIONS: S&P Rates New $275MM Sr. Secured Notes 'B'
LTL MANAGEMENT: Denial of Dismissal Bids Reversed, Case Remanded
MEDLY HEALTH: Seeks to Extend Plan Exclusivity to July 10
MINGLE BANQUET: Seeks to Tap Chidi Onukwugha as Bankruptcy Counsel
NORTH AMERICAN ACCEPTANCE: May Use Cash Collateral Thru May 1
OFFICE INTERIORS: Case Summary & 20 Largest Unsecured Creditors
OZ NATURALS: Case Summary & 20 Largest Unsecured Creditors
PACIFIC PANORAMA: Voluntary Chapter 11 Case Summary
PACWEST BANCORP: Fitch Lowers LongTerm IDR to BB+, Outlook Negative
PALMETTO INTERSTATE: Case Summary & One Unsecured Creditor
PARKER MEDICAL: Bankr. Court Will Reopen Discovery For 60 Days
PARTY CITY: Obtains Court Okay to Solicit Bankruptcy Plan Vote
PEAR THERAPEUTICS: Taps Stretto Inc. as Claims and Noticing Agent
PLX PHARMA: April 19 Deadline Set for Panel Questionnaires
POLK AZ: Case Summary & Seven Unsecured Creditors
PRESTON URGENT: Case Summary & 18 Unsecured Creditors
RESCOM LTD: Seeks to Hire Shaneyfelt & Associates as Legal Counsel
RODA LLC: Seeks to Hire Hilco as Real Estate Broker
RSA SECURITY: Fitch Alters Outlook on B- LongTerm IDR to Negative
SALE LLC: Court OKs Interim Cash Collateral Access
SCST REALTY: Unsecureds to Get Nothing in Liquidating Plan
SERVICE PROPERTIES: S&P Affirmed 'B+' ICR, Outlook Negative
SOURCEWATER INC: Seeks to Hire Chamberlain as Bankruptcy Counsel
SPIRIPLEX INC: Taps Borst Accounting Solutions as Accountant
STEAK AND STONE: Taps Jim Gaudiosi, Attorney at Law as Counsel
STRAIGHTPATH VENTURE: Deadline to File Claims Set for May 30
THOMASBORO LANDCO: Seeks to Tap Johnson Pope as New Counsel
THRIVIFY LLC: Chapter 11 Trustee Taps Lane Powell as Legal Counsel
VALLEY TRANSPORTATION: Taps NorCal Valuations as Appraiser
VICTOR CHIMES: Wooden Schooner Auction Starts April 23
VITEL COMMUNICATIONS: Merchants to Pay $5,633 Preference Claim
VOA INC: Taps Law Office of Lazaro E. Fernandez as Counsel
WANSDOWN PROPERTIES: Beekman's 1075 and 1063 Claims Dismissed
XCEL ENERGY: Investigates 14 MGP/Landfill/Disposal Sites at Q3
*********
502 E JED REALTY: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: 502 E Jed Realty Corp
2081 33rd Street
Astoria, NY 11105
Business Description: The Debtor is a Single Asset Real Estate
as defined in 11 U.S.C. Section 101(51B).
Chapter 11 Petition Date: April 18, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-41316
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Lawrence Morrison, Esq.
MORRISON LAW OFFICES - NYC
87 Walker Street, Second Floor
New York, NY 10013
Email: lmorrison@m-t-law.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/LMKZADI/502_E_JED_REALTY_CORP__nyebke-23-41316__0001.0.pdf?mcid=tGE4TAMA
8233 ROXBURY: Amends Apex Secured Claims Pay Details
----------------------------------------------------
8233 Roxbury, LLC, submitted a Second Amended Disclosure Statement
describing Chapter 11 Plan of Reorganization dated April 13, 2023.
In this Bankruptcy Case, the Plan is a combination of both a
liquidating and reorganizing plan. The Debtor seeks to pay all
Holders of Claims in full through the Plan by using funds received
from the sale of its real property. The funds from the sale will be
distributed on the Effective Date.
The Effective Date is usually 30 days following the date of entry
of the order confirming the Plan unless a stay of the Confirmation
Order is in effect, in which case the Effective Date will be the
first Business Day after the date on which the stay of the
Confirmation Order has been lifted, provided that the Confirmation
Order has not been vacated. The Debtor seeks to establish the
Effective Date as July 1, 2023.
The Plan provides that allowed claims will be paid as follows: All
Allowed Claims will be paid in full upon the completed sale of the
Subject Property or the refinance of the Subject Property. This is
after the payment of the projected Statutory Fees, Professional Fee
Claims, Capital Gains taxes and Cost of Sale. This projected payout
will pay 100% of the Unsecured Claims.
If the Subject Property is not sold or refinanced on or near the
projected Effective Date, the Debtor will continue to make the
proposed payments until the end of 2023 at which the Debtor will
have sold and/or refinanced the Subject Property.
Class 5a consists of the secured claims of Apex. The Debtor is
objecting to the default interest charged between the maturity date
and the date of default, after Apex reinstated the loan. The amount
objected to is $140,791.67. If three payments of $35,000.00. as
Adequate Protection payments are tendered starting on April 30th
2023 to the Effective Date, then the Apex claim will accrue
interest at the contract rate applying the Adequate Protection
payments. If less than three payments of $35,000 are made then the
entire Apex claim will be calculated at the default rate, which is
prime plus 15%.
Under the Plan, Class 6 General Unsecured Claims, this class
includes all allowed unsecured claims. The total payment of $60.00
will be paid on the Effective Date.
The Debtor will distribute the entire amount of the Sales Price and
at least the Listing Price or the refinancing proceeds on the
Effective Date.
A full-text copy of the Second Amended Disclosure Statement dated
April 13, 2023 is available at https://bit.ly/3GTniD2 from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Stella Havkin, Esq.
David Jacob, Esq.
HAVKIN & SHRAGO ATTORNEYS AT LAW
5950 Canoga Avenue, Suite 400
Woodland Hills, CA 91367
Telephone: (818) 999-1568
Facsimile: (818) 293-2414
E-mail: stella@havkinandshrago.com
About 8233 Roxbury
8233 Roxbury LLC was formed for the purposes of owning, renting and
borrowing against a property located in a desirable part of Los
Angeles County near the Sunset Strip, West Hollywood and the
historic Chateau Marmont, a prime location for tourists and
visitors to Los Angeles. It is also the former residence of famous
singer Barry Manilow
8233 Roxbury filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
22-14444), with between $1 million and $10 million in both assets
and liabilities. Gregory Kent Jones has been appointed as
Subchapter V trustee.
Judge Julia W. Brand oversees the case.
Stella Havkin, Esq., at Havkin & Shrago, Attorneys at Law, is the
Debtor's counsel.
AEQUOR MGT: Committee Taps Dundon Advisers as Financial Advisor
---------------------------------------------------------------
The official committee of unsecured creditors of Aequor Mgt, LLC
and Aequor Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Texas to hire Dundon Advisers,
LLC as its financial advisor.
The committee requires a financial advisor to:
a. assist in the analysis, review and monitoring of the
restructuring or liquidation process, including, but not limited
to, an assessment of the unsecured claims pool and potential
recoveries for unsecured creditors;
b. develop a complete understanding of the Debtors' businesses
and their valuations;
c. determine whether there are viable alternative paths for
the disposition of the Debtors' assets;
d. monitor and, to the extent appropriate, assist the Debtors
in efforts to develop and solicit transactions which would support
unsecured creditor recovery;
e. assist the committee in identifying, valuing and pursuing
estate causes of action;
f. assist the committee in analyzing, classifying and
addressing claims against the Debtors, and participate effectively
in any effort to estimate (in any formal or informal sense)
contingent, unliquidated and disputed claims;
g. assist the committee in identifying, preserving, valuing
and monetizing tax assets of the Debtors, if any;
h. advise the committee in negotiations with the Debtors,
certain of the Debtors' lenders and third parties;
i. assist the committee in reviewing the Debtors' financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, cash budgets and
monthly operating reports;
j. assist the committee in reviewing the Debtors' cost/benefit
analysis with respect to the assumption or rejection of various
executory contracts and leases;
k. review and provide analysis of the present and any
subsequent proposed debtor-in-possession financing or use of cash
collateral;
l. assist the committee in evaluating and analyzing avoidance
actions, including fraudulent conveyances and preferential
transfers;
m. review and provide analysis of any proposed disclosure
statement and Chapter 11 plan and, if appropriate, assist the
committee in developing an alternative Chapter 11 plan;
n. attend meetings and assist in discussions with the
committee, the Debtors, the secured lenders, the U.S. Trustee and
other parties in interest and professionals;
o. participate in meetings of the committee as well as
meetings with other key stakeholders and parties;
p. provide testimony; and
q. perform other necessary financial advisory services.
The firm will charge these hourly fees:
Principals $850 per hour
Managing Directors $760 per hour
Directors $625 per hour
Senior Associates $475 per hour
Associates $370 per hour
Alejandro Mazier, principal at Dundon Advisers, disclosed in a
court filing that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
Dundon Advisers can be reached through:
Alejandro Mazier
Dundon Advisers, LLC
Ten Bank Street, Suite 1100
White Plains, NY 10606
Telephone: (917) 838-1930
Email: am@dundon.com
About Aequor Mgt
Aequor Mgt, LLC -- https://BurroSand.com/ -- claims to be the
lowest cost producer of 100 Mesh frac sand in the Permian Basin
serving oil and gas producers. The company is based in Tyler,
Texas.
Aequor Mgt and Aequor Holdings, LLC filed petitions for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Lead
Case No. 23-60010) on Jan. 5, 2023. At the time of the filing,
Aequor Mgt reported $1 million to $10 million in assets and $50
million to $100 million in liabilities while Aequor Holdings
reported $10 million to $50 million in both assets and
liabilities.
Judge Joshua P. Searcy oversees the cases.
The Debtors are represented by Davor Rukavina, Esq., at Munsch
Hardt Kopf & Harr, P.C.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Porter Hedges, LLP and Dundon Advisers, LLC serve as the
committee's legal counsel and financial advisor, respectively.
ALLEGIANCE COAL: Seeks $10MM DIP Loan from Collins
--------------------------------------------------
Allegiance Coal USA Ltd and debtor-affiliates sought and obtained
entry of an order from the U.S. Bankruptcy Court for the District
of Delaware authorizing them to use cash collateral and obtain
postpetition financing on an interim basis.
The Debtor is permitted to obtain an aggregate principal amount not
to exceed $1.3 million, with the maximum principal amount that may
be borrowed following entry of the Final Order not to exceed $5
million in new money advances.
The Debtors seek to obtain a senior secured debtor-in-possession
credit facility from Collins St Convertible Notes Pty Ltd, as
trustee for The Collins St Convertible Notes Fund, in an aggregate
principal amount of up to $5 million in new money advances, plus
the roll-up of up to $5 million of Prepetition Note Obligations
consisting of:
(a) $1.3 million in new money to be made available in a single
draw in accordance with the Approved Budget on the Interim Closing
Date;
(b) $700,000 in new money to be made available in a single
draw at the end of the week ending April 28, 2023, in the Approved
Budget, subject to compliance with the Approved Budget and the Case
Milestones;
(c) $3 million in new money to be made available on and after
the Final Closing Date as follows: (i) $500,000 at the end of the
week ending June 2, 2023, (ii) $1.5 million at the end of the week
ending June 9, 2023, and (iii) $1 million at the end of the week
ending June 16, 2023, in the Approved Budget, subject to compliance
with the Approved Budget and the Case Milestones; and
(d) Subject to entry of the Final Order, a roll-up of up to $5
milion on a dollar-for-dollar basis with any new money actually
advanced by the DIP Lender to the Debtors under the DIP Facility.
The DIP Facility proceeds and cash collateral will be used for (a)
working capital and general corporate purposes of the Debtors, (b)
bankruptcy-related professional fees, costs and expenses, and (c)
any other purposes agreed upon by the DIP Lender and Prepetition
Noteholder, in each case in accordance with the Approved Budget.
The Prepetition Noteholder, Cline Mining Corporation and Warrior
Land each hold an interest in the cash collateral.
The Debtors are required to comply with these milestones:
(a) No later than five business days after entry of the
Interim Order, the Debtors will have filed a motion with the
Bankruptcy Court seeking approval of the procedures for the
Transaction on terms acceptable to the DIP Lender.
(b) No later than 21 days after entry of the Interim Order,
the Bankruptcy Court will enter the Final Order.
(c) No later than 21 days after the Debtors file the motion,
the Bankruptcy Court will have entered an order approving the
proposed Transaction procedures.
(d) No later than 60 days after entry of the Interim Order
will be the deadline for initial indications of interest.
(e) No later than 65 days after entry of the Interim Order
will be the deadline for the submission of Qualified Bids. For the
avoidance of doubt, a Qualified Bid may include a proposal for a
sale of substantially all of the Debtors' assets and/or a
refinancing or recapitalization transaction sufficient to satisfy
the obligations under the DIP Facility and the Prepetition Note
Agreement in full and in cash.
(f) No later than 70 days after entry of the Interim Order, an
auction will be conducted if there is more than one Qualified Bid.
(g) No later than 80 days after entry of the Interim Order,
the Bankruptcy Court will have entered an order approving the
Transaction.
(h) No later than 90 days after entry of the Interim Order,
the consummation of (i) the Transaction, or (ii) more than one
Transaction will have occurred.
The Prepetition Noteholder will be granted the following adequate
protection for, and equal in amount to, the diminution in the value
of the prepetition security interests of the Prepetition Noteholder
securing the Prepetition Note Obligations:
(a) Adequate Protection Liens. Effective and perfected as of
the date of entry of the Interim Order, replacement security
interests in and liens on the collateral securing the Prepetition
Note Obligations. The adequate protection liens will be
subordinated only to the Carve-Out, the DIP Liens and Permitted
Liens;
(b) Super-Priority Claim. To the extent of any diminution in
value of the Prepetition Note Security Interests, a superpriority
administrative expense claim, which will be immediately junior to
the Carve-Out, the DIP Superpriority Claim, and senior to all other
administrative expense claims; and
(c) The Prepetition Noteholder may pay interest at the default
rate using the Interest Funds (to the extent not advanced as DIP
Loans hereunder) in accordance with the terms of the Prepetition
Note Agreement.
Warrior Met Coal Land, LLC will be granted the following adequate
protection for, and equal in amount to, the diminution in the value
of its interests in the cash collateral:
(a) Adequate Protection Liens. Effective and perfected as of
the date of entry of the Interim Order, replacement liens on the WM
Prepetition Collateral; and
(b) Warrior Land's Super-Priority Claim. To secure the WM
Prepetition Collateral, a superpriority administrative expense
claim.
Cline Mining Corporation will be granted the following adequate
protection for, and equal in amount to, the diminution in the value
of its interests in the cash collateral:
(a) Adequate Protection Liens. Effective and perfected as of
the date of entry of the Interim Order, replacement liens on the
Cline Prepetition Collateral; and
(b) Cline's Super-Priority Claim. To secure the Cline
Replacement Liens, a superpriority administrative expense claim as
provided for in section 507(b) of the Bankruptcy Code.
* * *
Subject to entry of the Final Order, the DIP Facility will also
include the roll-up of up to $5 million of the Prepetition Note
Obligations, which shall be calculated on a dollar-for-dollar basis
with any new money actually advanced by the DIP Lender to the
Debtors under the DIP Facility.
A final hearing on the matter is set for April 27, 2023 at 9:15
a.m.
A copy of the motion is available at https://bit.ly/3UzgMqG from
PacerMonitor.com.
A copy of the order is available at https://bit.ly/40sJHy9 from
PacerMonitor.com.
About Allegiance Coal USA Limited
Allegiance Coal USA Limited is a listed Australian company focused
on seaborne met coal mine development and operations, with
operating mines in southeast Colorado, central Alabama, as well as
a development project in northwest British Columbia.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 23-10234) on February 21,
2023. In the petition signed by Jonathan Romcke, chief executive
officer, the Debtor disclosed up to $100 million in assets and up
to $50 million in liabilities.
Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP,
represents the Debtor as legal counsel.
AMERICANAS SA: Some Creditors Agree to Suspend Legal Disputes
-------------------------------------------------------------
Rachel Gamarski of Bloomberg News reports that Americanas and
certain financial creditors have agreed to temporarily suspend
their ongoing legal disputes in order to allow the parties involved
to focus their efforts on negotiating a judicial recovery plan that
is acceptable to most of the company's creditors and that makes the
operational future of Americanas possible, company said in a
filing. The Company also said that it expects, during this period,
the negotiations will culminate in a plan that has the support of
the largest possible share of Americanas's creditors.
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.
AMERIMARK INTERACTIVE: $48MM DIP Loan from PNC Bank OK'd
--------------------------------------------------------
Amerimark Interactive, LLC and affiliates sought and obtained entry
of an order from the U.S. Bankruptcy Court for the District of
Delaware authorizing the use of cash collateral and obtain
postpetition financing on an interim basis in accordance with the
budget.
The DIP Lenders have agreed to provide up to $48 million of senior
secured debtor-in-possession financing and other financial
accommodations under the terms of a DIP Credit Agreement. Of that
amount, and upon entry of the Interim Order, the Debtors may
utilize up to $7.4 million during the Interim Period pursuant to
and in accordance with the terms and conditions set forth in the
DIP Facility.
PNC Bank, National Association is the Administrative Agent and
Swing Line Lender under the DIP Facility. The Maturity Date is May
30, 2023.
The Debtors are required to comply with these milestones:
(a) Within one Business Days after the Petition Date file a
motion seeking among other things, approval of (A) bidding
procedures for a postpetition sale process of substantially all of
the Debtors' assets; and (B) approve any sale of all or
substantially all Accounts and Revolving Credit Priority Collateral
that results as a result of the sale process;
(b) Obtain court approval of the Bidding Procedures within 20
days of the Petition Date;
(c) Obtain court approval of the Final Order within 25 days of
the Petition Date;
(d) Commence an auction in accordance with the Bidding
Procedures no later than 43 days after the Petition Date, which
Auction will be completed with two days of commencement of the
Auction;
(e) File a notice of winning bid(s) with respect to the
Accounts and other Revolving Credit Priority Collateral with a
purchaser acceptable to the Administrative Agent within 46 days of
the Petition Date;
(f) Obtain court approval of a sale or sales of all or
substantially all Accounts and Revolving Collateral within 52 days
of the Petition Date; and
(g) Finalize and close one or more of the 363 Sales with
sufficient proceeds to indefeasibly and finally pay and satisfy the
Obligations (including for the avoidance of doubt, all Pre-Petition
Revolving Credit Loan Obligations) at the closing of such 363
Sales, no later than five from entry of the Sale Order.
These events constitute an "Event of Default":
(1) The occurrence of any Event of Default as defined and
under the DIP Credit Agreement;
(2) The failure of the Debtors to obtain entry of a Final
Order on or before 25 days from the Petition Date, unless otherwise
agreed in writing by the Pre-Petition Agent and the DIP Agent;
(3) The Debtors seeking approval of a sale of all or a portion
of the Debtors' property that is not acceptable to Pre-Petition
Agent and DIP Agent; or
(4) The sale of all or substantially all of the Debtors'
property without the order approving such sale providing for the
indefeasible payment and satisfaction in full in cash of the
Pre-Petition Revolving Credit Loan Obligations and the DIP
Obligations.
As of January 2023, the Debtors, on a consolidated book-value
basis, had total assets of approximately $220 million and total
liabilities of approximately $400 million.
In 2022, revenue and profitability decreased dramatically, based on
several factors, including, but not limited to, unanticipated
catalog printing delays and deficiencies by a key vendor
immediately following a change of ownership of the Debtors (a
current subject of litigation), fluctuations in the availability of
inventory through the supply chain, extreme fluctuations in demand
caused by the COVID-19 pandemic and its aftermath, inflationary
pressures, and rising interest rates. Despite a change in senior
management in late Summer 2022 and the Debtors' retention of
Riveron Management Services, LLC in Fall 2022, and positive
operational changes made by these groups working together, these
factors -- together with a prepetition sale process that did not
generate an acceptable going-concern offer for the Debtors'
businesses as a whole -- all ultimately culminated in the Debtors'
chapter 11 filing and the Debtors' determination, in an exercise of
their business judgment, to pursue a postpetition liquidation sale
of their assets.
Furthermore, upon entry of the Interim Order, the DIP Facility
includes a "creeping" roll-up, at the discretion of the DIP Agent,
of the Debtors' obligations under the Prepetition Revolving Credit
Loan Obligations and DIP Obligations on a dollar-for-dollar basis,
and upon entry of the Final Order, a roll-up of the remaining
amount of the Total Revolving Credit Outstandings.
The Debtors require immediate access to additional liquidity to
fund the Chapter 11 Cases, and proceed with the Sale Transactions,
in order to maximize the value of their estates.
As of the Petition Date, the Debtors' capital structure consists of
outstanding funded-debt obligations in the aggregate principal
amount of $241.9 million, including under the Pre-Petition
Financing Documents, associated Pre-Petition Revolving Credit
Facility and PrePetition Term Loan Facility, and the Pre-Petition
Subordinated Note.
As adequate protection for the interests of the PrePetition Agent
in the Pre-Petition Collateral, for the benefit of the Pre-Petition
Revolving Credit Secured Lenders, on account of the Adequate
Protection Obligations, the Pre-Petition Agent is being provided
with adequate protection.
Solely to the extent of any diminution in value of such interests,
and subject to the priority set forth in the Lien Priority Chart,
the Debtors will grant the Pre-Petition Agent, for itself and for
the benefit of the Pre-Petition Revolving Credit Lenders, valid and
perfected replacement security interests in, and liens on, the DIP
Collateral.
As further adequate protection, to the extent that the Revolving
Credit Adequate Protection Liens do not adequately protect the
diminution in value of the Pre-Petition Revolving Credit Secured
Parties' interests in the Pre-Petition Collateral, the Pre-Petition
Agent, for the benefit of the Pre-Petition Revolving Credit Secured
Parties, is granted, to the extent of such diminution in value, an
allowed superpriority administrative expense claim in the Chapter
11 Cases or an Successor Cases against the Debtors' Estates, which
will be consistent with the priority set forth in the Claims
Priority Chart, have priority over all other administrative expense
claims, priority claims, and unsecured claims against the Debtors
or their Estates.
As further adequate protection, to the extent that the Term Loan
Adequate Protection Liens do not adequately protect the diminution
in value of the Pre-Petition Term Secured Parties' interests in the
Pre-Petition Collateral, the Pre-Petition Term Secured Parties, are
granted an allowed superpriority administrative expense claim.
A final hearing on the matter is set for May 9, 2023 at 10 a.m.
A copy of the motion is available at https://bit.ly/3zSWsXF from
PacerMonitor.com.
A copy of the order is available at https://bit.ly/3L18HrF from
PacerMonitor.com.
About AmeriMark Interactive, LLC
AmeriMark Interactive, LLC and affiliates are a direct marketer of
women's apparel, shoes, name-brand cosmetics, fragrances, jewelry,
watches, accessories, and other related products.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10438) on April
11, 2023. In the petition signed by Stuart Noyes, chief
restructuring officer, the Debtor disclosed up to $50,000 in assets
and up to $500 million in liabilities.
Judge Thomas M. Horan oversees the case.
The Debtors tapped McDonald Hopkins LLC as general bankruptcy
counsel, Morris, Nichols, Arsht and Tunnell LLP as co-counsel,
Riveron Management Services, LLC as CRO services provider,
Consensus Advisory Services LLC and Consensus Securities LLC as
financial advisor and investment banker, and Stretto as notice,
claims and balloting agent.
ARCHDIOCESE OF SANTA FE: Bankr. Court Will Issue Final Decree
-------------------------------------------------------------
Judge David T. Thuma of the U.S. Bankruptcy Court for the District
of New Mexico grants the motion for entry of a final decree filed
by the Reorganized Debtor in the bankruptcy proceeding captioned as
In re: Roman Catholic Church of the Archdiocese of Santa Fe,
Debtor, Case No. 18-13027-t11, (Bankr. D.N.M.).
In view of the uncontested confirmation of Debtor's plan; the
substantial consummation of the plan; the liquidation and discharge
of the bankruptcy estate; and the likelihood that the final fee
applications will not be vigorously contested, the Court concludes
that the bankruptcy estate has been fully administered.
The only factor weighing against a finding of "full administration"
is the U.S. Trustee's potential objection to one or more final fee
applications. The Court finds, for several reasons, that this
factor is outweighed by the others. First, there have been no
disputes about fees in the case so far, and the Court does not
anticipate serious disagreement about the final fee applications.
If no objections are filed, no contested matters will arise. The
Court does not want to make the Reorganized Debtor pay $12,000 or
more a month to see if any objections are filed. Second, if the
U.S. Trustee or any other party objects to a fee application, the
parties to the resulting contested matter should have all the time
they reasonably need to litigate the matter. Without the pressure
to close the case so the U.S. Trustee fees are cut off, the Court
will be unconstrained to give the parties the time they need.
Third, it appears that the only party that might object to the
final fee applications is the U.S. Trustee. Finally, the estate
has, perforce, been fully administered: it is now an empty shell,
with its debts discharged. No additional administration is
possible.
The Court explains that "Entry of a final decree will not affect
the Court's jurisdiction over the fee applications. Fee
applications are within the "core" jurisdiction of the bankruptcy
courts. . . Closing and opening cases is relevant to estate
administration but not to the Court's subject matter jurisdiction.
Here, the Court does not need an open case to retain its core
jurisdiction over the anticipated final fee applications and any
objections thereto."
A full-text copy of the Opinion dated March 31, 2023, is available
https://tinyurl.com/4wphz56j from Leagle.com.
About The Archdiocese of Santa Fe
The Roman Catholic Church of the Archdiocese of Santa Fe --
https://www.archdiosf.org/ -- is an ecclesiastical territory or
diocese of the southwestern region of the United States in the
state of New Mexico. At present, the Archdiocese of Santa Fe covers
an area of 61,142 square miles. There are 93 parish seats and 226
active missions throughout this area.
The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr.
D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse
claims. It reported total assets of $49,184,579 and total
liabilities of $3,700,000 as of the bankruptcy filing. Judge David
T. Thuma oversees the case.
The archdiocese tapped Elsaesser Anderson, Chtd. and Walker &
Associates, P.C., as bankruptcy counsel; Stelzner, Winter,
Warburton, Flores, Sanchez & Dawes, P.A as special counsel; and
REDW, LLC as accountant.
ATLAS SYSTEMS: Court OKs Access to $642,710 of Cash Collateral
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan,
Southern Division, authorized Atlas Systems, Inc. to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance.
The Debtor requires the use of the cash collateral for the
maintenance and preservation of its assets, and for the operation
of its business and the payment of business expenses in the
ordinary course.
The amount of cash collateral necessary for the Debtor to use to
avoid immediate and irreparable harm before the date of the final
hearing or the date the interim order becomes a final order, in the
absence of a timely objection and final hearing, is $642,710
(assuming 28 days of cash collateral usage per the Budget) and the
Debtor's authorized use of cash collateral is limited to that
amount prior to the entry of a final order authorizing the Debtor
to use cash collateral or the time the Order becomes a final order,
as the case may be, unless ordered otherwise.
As adequate protection for any security interest that Jenne, Inc.,
the Small Business Administration or any other secured creditors
that may assert in the cash collateral of the Debtor, to the extent
that the Debtor uses such cash collateral and does not replace it,
are granted replacement liens in all types and descriptions of
collateral that were secured by the applicable prepetition loan
documents, which are created, acquired, or arise after the Petition
Date.
To the extent that the Debtor uses the Credit Card and does not pay
the Credit Card bill, Thomas Werthmann II will have an allowed
administrative expense. All credit card charges will be allocated
to the appropriate line item in the Budget.
A final hearing on the matter is set for May 11, 2023 at 11 a.m.
A copy of the order is available at https://bit.ly/3UBLEXq from
PacerMonitor.com.
About Atlas Systems, Inc.
Atlas Systems, Inc. was established in 1999 as an independent
distributor of new and use telephones and telephone systems.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-43287) on April 10,
2023. In the petition signed by Christopher Klow, vice president,
the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Maria L. Oxholm oversees the case.
John J. Stockdale, Jr, Esq., at Schafer and Weiner, PLLC,
represents the Debtor as legal counsel.
BEAM & COMPANY: Court OKs Cash Collateral Access Thru May 16
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California,
Fresno Division, authorized Beam & Company, Inc. to use cash
collateral on an interim basis, in accordance with the budget, with
a 10% variance, through May 16, 2023.
As previously reported by the Troubled Company Reporter, there are
two creditors that appear to have a perfected security interest in
cash collateral of the Debtor. One was perfected by the filing of a
UCC-1 on September 3, 2020, by Hanmi Bank to secure the Hanmi Loan.
The second was perfected by the filing of a UCC-1 on September 26,
2021 by the U.S. Small Business Administration. The second UCC-1 is
related to an EIDL loan that Debtor took out.
As adequate protection, the Creditors with secured claims against
the cash collateral are granted replacement liens on the Debtor's
post-petition acquired assets, including but not limited to cash,
accounts, and accounts receivable to the extent such secured
creditor holds a prepetition security interest in such categories
of collateral; and the priority of such replacement liens will be
governed by the priority as they existed as of the petition date.
A further hearing on the matter is set for May 16, 2023 at 9:30
a.m.
A copy of the Court's order and the Debtor's budget is available at
https://bit.ly/3L3uGyi from PacerMonitor.com.
The Debtor projects $235,000 in total income and $214,863 in total
expenses for April 2023.
About Beam & Company, Inc.
Beam & Company, Inc. is a full service general contractor focusing
on commercial real estate remodels. The Debtor sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case
No. 23-10244) on February 10, 2023. In the petition signed by
Brandon Cooper, its president, the Debtor disclosed up to $500,000
in assets and up to $10 million in liabilities.
Judge Rene Lastreto II oversees the case.
Peter Fear, Esq., at Fear Waddell, PC, represents the Debtor as
legal counsel.
BED BATH & BEYOND: Raises $48.5M by Selling 100.1M Shares
---------------------------------------------------------
Jeannette Neumann of Bloomberg News reports that Bed Bath & Beyond
Inc. said it has raised $48.5 million through the sale of 100.1
million shares as the troubled retailer seeks to raise cash to
avert bankruptcy.
The company said in a regulatory filing that it had raised the
amount as of April 10, 2023 via an at—the-market agreement with
B. Riley Securities. Bed Bath & Beyond is aiming to raise $300
million by April 26. The retailer filed to sell new shares at the
end of March after an earlier equity rescue deal failed.
On March 30, 2023, the Company entered into the Common Stock
Purchase Agreement, by and between the Company and B. Riley
Principal Capital II, LLC ("BRPC II"). From time to time during the
term of the Purchase Agreement, the Company will have the right to
sell to BRPC II, up to the lesser of (i) $1 billion of newly issued
shares of common stock (the "Total Commitment"), and (ii) the
Exchange Cap (subject to certain conditions and limitations),
following the satisfaction of certain conditions set forth in the
Purchase Agreement, including (i) that the registration statement
on Form S-1 relating to the resale by BRPC II of shares of common
stock issued to it by the Company under the Purchase Agreement is
declared effective by the Securities and Exchange Commission and
(ii) that the Company has issued shares of common stock to BRPC II
in an amount representing 0.25% of the Total Commitment, divided by
the volume weighted average price of the common stock during the
five (5) consecutive trading days (y) immediately following a
reverse stock split of the common stock or (z) if no such reverse
stock split occurs, immediately prior to the commencement date of
sales of shares pursuant to the Purchase Agreement, adjusted for
any reorganization, recapitalization, non-cash dividend, stock
split, reverse stock split or other similar transaction (in each
case, rounded to the nearest whole share), as consideration for
BRPC II's commitment to purchase shares of common stock at the
Company's discretion under the terms of the Purchase Agreement.
Sales of common stock to BRPC II pursuant to the Purchase
Agreement, and the timing of any sales, subject to the satisfaction
of certain conditions, are solely at the option of the Company, and
the Company is under no obligation to sell any securities under the
Purchase Agreement.
On April 10, 2023, the Company delivered to BRPC II all documents
required to be delivered under Section 7.1(iv) of the Purchase
Agreement (the "Closing"). Under the applicable Nasdaq Stock
Market LLC rules, the Company cannot issue or sell any shares of
common stock pursuant to the Purchase Agreement, and BRPCII shall
not purchase or acquire any shares of common stock pursuant to the
Purchase Agreement, to the extent that after giving effect thereto,
the aggregate number of shares of common stock that would be issued
pursuant to the Purchase Agreement and the transactions
contemplated thereby would exceed 111,747,196 shares, which number
of shares is equal to 19.99% of the total number of shares of the
Company's common stock issued and outstanding immediately prior to
the Closing, which number of shares will be reduced, on a
share-for-share basis, by the number of shares of common stock
issued or issuable pursuant to any transaction or series of
transactions that may be aggregated with the transactions
contemplated by the Purchase Agreement under the applicable rules
of Nasdaq (the "Exchange Cap"), unless the Company obtains
stockholder approval to issue shares in excess of the Exchange Cap
in accordance with applicable Nasdaq rules; provided, however, the
Exchange Cap will not be applicable to the transactions
contemplated hereby, solely to the extent that (and only for so
long as) the average per share purchase price paid by BRPC II
equals or exceeds $0.32.
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.
BENARD QUEEN: Roof Technology's Complaint Dismissed In Its Entirety
-------------------------------------------------------------------
Judge Paul Baisier of the U.S. Bankruptcy Court for the Northern
District of Georgia has issued an order granting the motion to
dismiss filed by Defendant-Debtors Benard Queen, Jr. and Nichole
Jones Queen in the adversary proceeding captioned as In re BENARD
QUEEN, JR., and NICHOLE JONES QUEEN, Chapter 11, Subchapter V,
Debtors. ROOF TECHNOLOGY PARTNERS, LLC, Plaintiff, v. BENARD QUEEN,
JR., and NICHOLE JONES QUEEN, Defendants, Case No. 21-11003-PMB,
Adversary Proceeding No. 22-1005, (Bankr. N.D. Ga.).
In the Motion to Dismiss, the Defendants seek a dismissal of all
counts of the Amended Complaint. This Order addresses the Motion to
Dismiss as it relates to Counts II and III of the Amended
Complaint. The Motion to Dismiss as it relates to Count I was
addressed by prior Order entered on March 29, 2023.
First Infinity Construction, Inc., an entity owned, operated, and
controlled by the Debtors, was the prime contractor under a
contract awarded to it by the United States of America to complete
various hanger roofing projects at Fort Stewart, Georgia. The
Plaintiff Roof Technology Partners, LLC entered into a teaming
agreement with First Infinity in connection with the Hanger
Project, under which the Plaintiff was a subcontractor/supplier.
The Plaintiff eventually filed suit against First Infinity and the
Debtors for nonpayment. The matter went to arbitration, where the
Plaintiff received an award on a joint and several basis. The Award
was later confirmed and reduced to final judgment in the amount of
$1.24 million plus post-judgment interest in the Superior Court of
Fulton County, Georgia. The Plaintiff asserts that the Project
Payments received by First Infinity on the Hanger Project
constitute contract proceeds that were properly owed to the
Plaintiff for services it had performed as well as for amounts
invoiced to First Infinity for the Bond Fee. Because the Debtors,
as control persons of First Infinity, caused these Project Payments
to be misappropriated by means of the Transfers, the Plaintiff
asserts that it was harmed and holds an outstanding indebtedness
that is subject to exception from discharge under 11 U.S.C.
Sections 523(a)(2)(A), (a)(4), and (a)(6).
To the extent that the Plaintiff continues to pursue a claim
asserting defalcation in a fiduciary capacity, the Court finds that
"the Plaintiff has not averred sufficiently plausible factual
allegations regarding the existence of an express or technical
trust or any basis to impose a fiduciary duty on the Debtors. . .
no allegations that such a trust was created by virtue of the
Teaming Agreement or Guaranty. Even if specific trust-like duties
were somehow created or imposed, there is no allegation that they
existed before the alleged fraud or defalcation through the
Transfers. The absence of a fiduciary duty eliminates the
possibility of any obligations from the Debtors to the Plaintiff
being nondischargeable as arising from fraud or defalcation while
acting in a fiduciary capacity under Section 523(a)(4)."
Based on the facts alleged, the Court agrees that "the Plaintiff
has not averred sufficient facts to establish an ownership interest
in the Project Payments adequate for purposes of asserting a
plausible claim for embezzlement. Embezzlement requires that the
debtor rightfully comes into possession of property of another.
Thus, proper allegations regarding whether the Debtors (or First
Infinity as controlled by the Debtors) owned the Project Payments,
or whether they were owned by the subcontractors in the Debtors'
hands, are essential but absent here. . . Because the law does not
recognize a property interest of the Plaintiff in the Project
Payments received by First Infinity on the allegations presented
under either federal or Georgia law, the Plaintiff has failed to
state a plausible claim for embezzlement."
With respect to the contract claim represented by the Debt, the
Court finds that "the Amended Complaint does not plead sufficient
facts to establish a plausible claim under Section 523(a)(6), since
the conduct complained of did not give rise to the Debt. Rather,
the Debt was incurred through a breach of contract and, therefore,
is not a "debt for" or "as a result of" a willful and malicious
injury. . . Unfortunately for the Plaintiff. . . because the
Debtors are already liable to the Plaintiffs on the Judgment,
finding additional liability for fraudulent transfers in these
circumstances would provide the Plaintiff with an impermissible
double recovery. . . Consequently, the Debtors cannot have
fraudulent transfer liability to the Plaintiff. . . The Amended
Complaint does not state a plausible a legally viable claim for
nondischargeability of a debt because it does not allege a debt
arising through commission of 'an intentional act the purpose of
which was to cause injury or was substantially certain to cause
injury' to the legal rights of the Plaintiff as asserted through
actions that were also 'wrongful and without just cause.'"
A full-text copy of the Order dated March 31, 2023, is available
https://tinyurl.com/24hxnbrh from Leagle.com.
Benard Queen, Jr. and Nichole Jones Queen filed a petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga.
Case No. 21-11003) on Oct. 31, 2021. The Debtors are represented by
David Levy, Esq.
BLUEMOUNTAIN CLO XXXV: Fitch Affirms 'BB+' Rating on Class E Notes
------------------------------------------------------------------
Fitch Ratings has affirmed the class B, C, D, and E notes of
BlueMountain CLO XXXV, Ltd. (BlueMountain XXXV). The Rating
Outlooks on all rated tranches remain Stable.
Entity/Debt Rating Prior
----------- ------ -----
BlueMountain
CLO XXXV Ltd.
B 09631RAC2 LT AAsf Affirmed AAsf
C 09631RAE8 LT A+sf Affirmed A+sf
D 09631RAG3 LT BBB-sf Affirmed BBB-sf
E 09631TAA2 LT BB+sf Affirmed BB+sf
TRANSACTION SUMMARY
BlueMountain XXXV is a broadly syndicated collateralized loan
obligations (CLO) managed by Assured Investment Management, LLC.
BlueMountain XXXV closed in June 2022 and will exit its
reinvestment period in July 2027. The CLO is secured primarily by
first-lien, senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality, Asset Security, Portfolio Management and
Portfolio Composition
The affirmations are the result of stable performance of the
portfolio. As of the February 2023 trustee report, the aggregate
portfolio par amount was approximately 0.4% above the original
target par amount. The Fitch weighted average rating factor (WARF)
remained stable at 24.6 compared to 24.5 at closing, equivalent to
the 'B'/'B-' rating level.
The portfolio consists of 337 obligors, and the largest 10 obligors
represent 4.9% of the portfolio. Defaulted obligors comprised 0.2%
of the portfolio, excluding those with DIP loans. Exposure to
issuers with Negative Outlooks and Fitch's watchlist (excluding
non-rated assets) were 13.5% and 1.1%, respectively.
First lien loans, cash and eligible investments comprise 97.8% of
the portfolio. Fitch's weighted average recovery rate increased to
76.1% from 76.2% from closing.
All coverage tests, collateral quality tests (CQTs), and
concentration limitations are in compliance for the transaction.
Cash Flow Analysis
Fitch conducted updated cash flow analyses based on newly run Fitch
Stressed Portfolios (FSPs) since the transactions are still in
their reinvestment periods. The FSP analysis stressed the current
portfolio from the latest trustee report to account for permissible
concentration and CQT limits. The FSP analysis assumed weighted
average life of 7.5 years. The portfolio's weighted average spread
was stressed to the covenant minimum level of 3.3%. Other FSP
assumptions include 10% non-senior secured assets, 5.0% fixed rate
assets and 7.5% CCC assets.
The rating actions are in line with the model implied ratings
(MIRs) as defined in the criteria. The Stable Outlooks reflect
Fitch's expectation that the notes have sufficient level of credit
protection to withstand potential deterioration in the credit
quality of the portfolios in stress scenarios commensurate with
each class' rating.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
Downgrades may occur if realized and projected losses of the
portfolio are higher than what was assumed at closing and if the
notes' credit enhancement does not compensate for the increase.
A 25% increase of the mean default rate across all ratings, along
with a 25% decrease of the recovery rate at all rating levels for
the current portfolio, would lead to no rating change for the class
B notes, and downgrades of three notches for the class E notes, one
notch for the D notes, and two notches for the C notes, based on
MIRs.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
Except for the tranches already at the highest 'AAAsf' rating,
upgrades may occur in the event of better-than-expected portfolio
credit quality and transaction performance.
A 25% reduction of the mean default rate across all ratings, along
with a 25% increase of the recovery rate at all rating levels for
the current portfolio, would lead to upgrades of three notches for
the class E notes, five notches for the class D notes, and two
notches for each of the class B and C notes, based on MIRs.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognized statistical rating organizations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
BRAND MARINADE: Taps Law Offices of Malinda L. Hayes as Counsel
---------------------------------------------------------------
Brand Marinade, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to hire the Law Offices of
Malinda L. Hayes as its counsel.
The Debtor requires legal counsel to:
(a) give advice with respect to the Debtor's powers and duties
and the continued management of its business operations;
(b) advise the Debtor with respect to its responsibilities in
complying with the U.S. trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) prepare legal documents;
(d) protect the interest of the Debtor in all matters pending
before the court;
(e) represent the Debtor in negotiation with its creditors in
the preparation of a Chapter 11 plan.
The firm holds a retainer in the amount of $17,000. In addition to
the retainer, the Debtor has agreed to pay the sum of $3,500 per
month during the pendency of the case, commencing on June 15, 2023,
as a post-petition retainer.
As disclosed in court filings, the Law Offices of Malinda L. Hayes
is a "disinterested person" within the meaning of Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Malinda Hayes, Esq.
Law Offices of Malinda L. Hayes
378 Northlake Blvd Suite 218
North Palm Beach, FL 33408
Tel: (561) 537-3796
Email: malinda@mlhlawoffices.com
About Brand Marinade
Brand Marinade, LLC provides printing and related support services.
The company is based in Boca Raton, Fla.
Brand Marinade filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12729) on April
7, 2023, with $597,096 in assets and $1,591,752 in liabilities.
Soneet Kapila has been appointed as Subchapter V trustee.
Judge Mindy A. Mora presides over the case.
Malinda Hayes, Esq., at the Law Offices of Malinda L. Hayes
represents the Debtor as counsel.
CBC RESTAURANT: Committee Seeks to Tap Tucker Ellis as Lead Counsel
-------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of CBC Restaurant Corp. and its affiliates seeks
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Tucker Ellis, LLP as its lead counsel.
Tucker Ellis will render these services:
(a) advise the committee on all legal issues as they arise;
(b) represent and advise the committee regarding the terms of
any sales of assets or plans of reorganization or liquidation, and
assist the committee in negotiations with the Debtors and other
parties;
(c) investigate the Debtors' assets and pre-bankruptcy
conduct, as well as the pre-bankruptcy conduct of their officers,
directors, and holders of equity interests;
(d) analyze the liens, claims and security interests of any of
the Debtors' secured creditors, and where appropriate, raise
challenges on behalf of the committee;
(e) prepare legal papers;
(f) represent and advise the committee in all proceedings in
the Debtors' Chapter 11 cases;
(g) assist and advise the committee in its administration;
and
(h) provide such other services as are customarily provided by
counsel to a creditors' committee in cases of this kind.
The hourly rates of the firm's counsel and staff are as follows:
Senior Partners $950
Associates $220
Legal Assistants $85 - $250
In addition, the firm will seek reimbursement for expenses
incurred.
Jason Torf, Esq., a partner at Tucker Ellis, 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:
Jason M. Torf, Esq.
Tucker Ellis, LLP
233 South Wacker Drive
Chicago, IL 60606
Telephone: (312) 624-6300
Facsimile: (312) 624-6309
Email: jason.torf@tuckerellis.com
About CBC Restaurant
CBC Restaurant Corp. and its affiliates operate and franchise
quick-casual eateries under the name Corner Bakery Cafe.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10245) on Feb. 22,
2023. In the petition signed by its chief executive officer and
chief operating officer, Jignesh Pandya, CBC Restaurant disclosed
$10 million to $50 million in both assets and liabilities.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Mette H. Kurth, Esq., at Culhane Meadows PLLC as
legal counsel and Hilco Trading LLC d/b/a Hilco Global as financial
advisor and investment banker. Kurtzman Carson Consultants, LLC is
the Debtors' administrative advisor and claims agent.
On March 20, 2023, Andrew Vara, Acting U.S. Trustee for Regions 3
and 9, appointed an official committee of unsecured creditors in
these Chapter 11 cases. The committee appointed Tucker Ellis, LLP
as lead bankruptcy counsel; Potter Anderson & Corroon, LLP as local
counsel; and Berkeley Research Group, LLC as financial advisor.
CBC RESTAURANT: Committee Taps Potter Anderson & Corroon as Counsel
-------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of CBC Restaurant Corp. and its affiliates seeks
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Potter Anderson & Corroon, LLP as its local
counsel.
The firm will render these services:
(a) advise regarding local rules, practices, and procedures
and provide substantive and strategic advice on how to accomplish
committee goals;
(b) draft, review and comment on drafts of documents to ensure
compliance with local rules, practices, and procedures;
(c) draft, file and serve documents as requested by Tucker
Ellis;
(d) prepare certificates of no objection, certifications of
counsel, and notices of fee applications;
(e) print documents and pleadings for hearings, prepare
binders of documents and pleadings for hearings;
(f) appear in court and at any meetings of creditors on behalf
of the committee in its capacity as Delaware counsel with Tucker
Ellis;
(g) monitor the docket for filings and coordinate with Tucker
Ellis on pending matters that may need responses;
(h) participate in calls with the committee;
(i) provide additional administrative support to Tucker Ellis,
as requested; and
(j) take on any additional tasks or projects the committee may
assign.
The hourly rates of the firm's counsel and staff are as follows:
Partners $675 - $865
Associates $440
Paraprofessionals $350
In addition, the firm will seek reimbursement for expenses
incurred.
Christopher Samis, a member of Potter Anderson & Corroon, 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:
Christopher M. Samis, Esq.
Aaron H. Stulman, Esq.
Sameen Rizvi, Esq.
Levi Akkerman, Esq.
Potter Anderson & Corroon, LLP
1313 North Market Street, 6th Floor
Wilmington, DE 19801
Telephone: (302) 984-6000
Facsimile: (302) 658-1192
Email: csamis@potteranderson.com
astulman@potteranderson.com
srizvi@potteranderson.com
lakkerman@potteranderson.com
About CBC Restaurant
CBC Restaurant Corp. and its affiliates operate and franchise
quick-casual eateries under the name Corner Bakery Cafe.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10245) on Feb. 22,
2023. In the petition signed by its chief executive officer and
chief operating officer, Jignesh Pandya, CBC Restaurant disclosed
$10 million to $50 million in both assets and liabilities.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Mette H. Kurth, Esq., at Culhane Meadows PLLC as
legal counsel and Hilco Trading LLC d/b/a Hilco Global as financial
advisor and investment banker. Kurtzman Carson Consultants, LLC is
the Debtors' administrative advisor and claims agent.
On March 20, 2023, Andrew Vara, Acting U.S. Trustee for Regions 3
and 9, appointed an official committee of unsecured creditors in
these Chapter 11 cases. The committee appointed Tucker Ellis, LLP
as lead bankruptcy counsel; Potter Anderson & Corroon, LLP as local
counsel; and Berkeley Research Group, LLC as financial advisor.
CBC RESTAURANT: Panel Taps Berkeley Research as Financial Advisor
-----------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of CBC Restaurant Corp. and its affiliates seeks
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Berkeley Research Group, LLC as financial
advisor.
The committee requires a financial advisor to:
(a) analyze the Debtors' assets (tangible and intangible) and
possible recoveries to creditor constituencies under various
scenarios and develop strategies to maximize recoveries;
(b) review and provide analysis of any filed plan of
reorganization and disclosure statement;
(c) advise and assist the committee in its analysis and
monitoring of the historical, current, and projected financial
affairs of the Debtors;
(d) develop and issue periodic monitoring reports to enable
the committee to effectively evaluate the Debtors' performance
relative to projections;
(e) evaluate and participate in any sale process pursuant to
Section 363 to ensure the adequacy of such process and that it
proceeds in the most efficient manner to maximize recoveries to
unsecured creditors;
(f) advise and assist the committee with respect to any
debtor-in-possession financing arrangements and use of cash
collateral;
(g) evaluate relief requested in cash management motion;
(h) monitor liquidity and cash flows throughout the Debtors'
Chapter 11 cases and scrutinize cash disbursements and capital
requirements on an on-going basis;
(i) analyze both historical and ongoing related party
transactions or material unusual transactions of the Debtors;
(j) assist the committee and its legal counsel in discussions
and negotiations with various creditor constituencies regarding
restructuring and case resolution;
(k) advise the committee and its legal counsel in evaluating
any court motions, applications, or other forms of relief, filed or
to be filed by the Debtors or any other parties in interest;
(l) advise and assist the committee in its assessment of the
Debtors' employee needs and related costs;
(m) analyze the Debtors' business plan and monitor the
implementation of any strategic initiatives and prepare reports
related thereto;
(n) assist counsel in evaluating all purported lien claims by
creditors;
(o) evaluate and advise on the Debtors' assumption or
rejection of executory contracts or leases;
(p) provide support for counsel as necessary to address
restructuring issues;
(q) provide support to the committee and its legal counsel
regarding potential litigation strategies;
(r) work with the Debtors' tax advisors to ensure that any
restructuring or sale transaction is structured in a tax efficient
manner;
(s) monitor the Debtors' claims management process;
(t) advise the committee in connection with any potential
claims and causes of action;
(u) participate in meetings and discussions with the
committee, the Debtors, and the other parties in interest and with
their respective professionals and attend court hearings as may be
required;
(v) provide any expert reports or testimony as requested by
the committee and counsel; and
(w) perform other matters as may be requested by the committee
or counsel from time to time.
The hourly rates of the firm's professionals are as follows:
Managing Directors $1,050 - $1,250
Associate Directors & Directors $810 - $990
Professional Staff $395 - $795
Support Staff $175 - $350
In addition, the firm will seek reimbursement for expenses
incurred.
David Galfus, a managing director at Berkeley Research Group,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
David Galfus
Berkeley Research Group, LLC
250 Pehle Avenue, Suite 301
Saddle Brook, NJ 07663
Telephone: (201) 587-7100
Facsimile: (201) 587-7102
Email: dgalfus@thinkbrg.com
About CBC Restaurant
CBC Restaurant Corp. and its affiliates operate and franchise
quick-casual eateries under the name Corner Bakery Cafe.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10245) on Feb. 22,
2023. In the petition signed by its chief executive officer and
chief operating officer, Jignesh Pandya, CBC Restaurant disclosed
$10 million to $50 million in both assets and liabilities.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Mette H. Kurth, Esq., at Culhane Meadows PLLC as
legal counsel and Hilco Trading LLC d/b/a Hilco Global as financial
advisor and investment banker. Kurtzman Carson Consultants, LLC is
the Debtors' administrative advisor and claims agent.
On March 20, 2023, Andrew Vara, Acting U.S. Trustee for Regions 3
and 9, appointed an official committee of unsecured creditors in
these Chapter 11 cases. The committee appointed Tucker Ellis, LLP
as lead bankruptcy counsel; Potter Anderson & Corroon, LLP as local
counsel; and Berkeley Research Group, LLC as financial advisor.
CBC RESTAURANT: Taps Kurtzman Carson as Administrative Advisor
--------------------------------------------------------------
CBC Restaurant Corp. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Kurtzman
Carson Consultants, LLC as administrative advisor.
The Debtors require an administrative advisor to:
(a) assist with, among other things, the preparation of the
Debtors' schedules of assets and liabilities, schedules of
executory contracts and unexpired leases and statements of
financial affairs;
(b) assist with, among other things, solicitation, balloting,
tabulation, and calculation of votes, as well as preparing any
appropriate reports required in furtherance of confirmation of any
Chapter 11 plan;
(c) generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results for any
Chapter 11 plan in the Debtors' Chapter 11 cases;
(d) generate, provide and assist with claims objections,
exhibits, claims reconciliation and related matters; and
(e) provide such other claims processing, noticing,
solicitation, balloting, and administrative services.
Prior to the petition date, the Debtors provided the firm a
retainer in the amount of $25,000.
Kurtzman will seek reimbursement for expenses incurred.
Evan Gershbein, an executive vice president of Corporate
Restructuring Services at Kurtzman Carson Consultants, disclosed in
a court filing that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Evan Gershbein
Kurtzman Carson Consultants, LLC
222 N. Pacific Coast Highway, 3rd Floor
El Segundo, CA 90245
Telephone: (310) 823-9000
Facsimile: (310) 823-9133
About CBC Restaurant
CBC Restaurant Corp. and its affiliates operate and franchise
quick-casual eateries under the name Corner Bakery Cafe.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10245) on Feb. 22,
2023. In the petition signed by its chief executive officer and
chief operating officer, Jignesh Pandya, CBC Restaurant disclosed
$10 million to $50 million in both assets and liabilities.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Mette H. Kurth, Esq., at Culhane Meadows PLLC as
legal counsel and Hilco Trading LLC d/b/a Hilco Global as financial
advisor and investment banker. Kurtzman Carson Consultants, LLC is
the Debtors' administrative advisor and claims agent.
On March 20, 2023, Andrew Vara, Acting U.S. Trustee for Regions 3
and 9, appointed an official committee of unsecured creditors in
these Chapter 11 cases. The committee appointed Tucker Ellis, LLP
as lead bankruptcy counsel; Potter Anderson & Corroon, LLP as local
counsel; and Berkeley Research Group, LLC as financial advisor.
CHENG & COMPANY: Case Summary & Two Unsecured Creditors
-------------------------------------------------------
Debtor: Cheng & Company L.L.C.
619 H Street, N.W.
Washington DC 20001
District of Columbia
Business Description: The Debtor is primarily engaged in acting as
lessors of buildings used as residences or
dwellings.
Chapter 11 Petition Date: April 17, 2023
Court: United States Bankruptcy Court
District of Columbia
Case No.: 23-00104
Judge: Hon. Elizabeth L. Gunn
Debtor's Counsel: Ronald Drescher, Esq.
DRESCHER & ASSOCIATES, PA
10999 Red Run Blvd. Suite 205 PMB 224
Owings Mills, MD 21117
Tel: 410-484-9000
Email: rondrescher@drescherlaw.com
Total Assets: $6,202,284
Total Liabilities: $7,954,326
The petition was signed by Anthony C. Cheng as managing member.
A full-text copy of the petitions 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/IKONE3I/Cheng__Company_LLC__dcbke-23-00104__0001.0.pdf?mcid=tGE4TAMA
CHESTNUT RIDGE: Seeks Approval to Hire CBRE Inc. as Appraiser
-------------------------------------------------------------
Chestnut Ridge Associates, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire CBRE,
Inc. as its appraiser.
CBRE will appraise the Debtor's property -- The Shoppes at
Kingsgate -- located at 1113-1387 Kingwood Drive, in Humble,
Texas.
The proposed fee for the appraisal is $10,000. In the event CBRE's
professionals are called to testify regarding the appraisal, the
current hourly rates charged by the firm are as follows:
Matt Browne $500 per hour
Cody Carpenter $300 per hour
As disclosed in court filings, CBRE is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Matt Browne
CBRE, Inc.
301 Commerce St. Ste. 3131
Fort Worth, TX 76102
Tel: 817-806-1499
Email: matt.browne@cbre.com
About Chestnut Ridge Associates
Chestnut Ridge Associates, LLC is primarily engaged in renting and
leasing real estate properties. The company is based in Spring,
Texas.
Chestnut sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Texas Case No. 23-90069) on Feb. 5, 2023. In the
petition signed by its managing member, Andrew Schreer, the Debtor
disclosed $10 million to $50 million in both assets and
liabilities.
Judge David R. Jones oversees the case.
Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, represents the
Debtor as legal counsel.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
DECORSTANDARD CORP: Unsecureds to Get Share of Income for 36 Months
-------------------------------------------------------------------
Decorstandard Corp. filed with the U.S. Bankruptcy Court for the
District of New Jersey a Small Business Plan of Reorganization
dated April 13, 2023.
The Debtor sells self-adhesive tiles to customers in United States
and Canada through its e-commerce website
(https://www.tictactiles.com).
Prior to the commencement of this bankruptcy case, and a result of
the issues in supply chain during and after the Covid-19 Pandemic,
the Debtor's income decreased substantially, and the Debtor fell
behind on its debts. As a result, the Debtor was unable to pay its
obligations to its main secured creditor Bank of Hope ("BOH")
prompting a lawsuit filed by BOH against the Debtor. The Debtor
filed the instant bankruptcy in order to stay the pending lawsuit
attempt to reorganize its debts.
Class One consists of the Secured Claims held by i) Bank of Hope
(“BOH"); ii) TD Bank, N.A. ("TD Bank"); iii) U.S. Small Business
Administration ("SBA"); and iv) Amazon Capital Service, Inc.
("Amazon") (collectively referred to as the "Secured
Creditor"/Secured Creditors"). On March 13, 2023 BOH elected the
application of Section 1111(b)(2) of the Bankruptcy Code to its
claim. No other Secured Creditor in this class has made an
1111(b)(2) election.
As of the Effective Date, the Debtor will surrender the collateral
securing the Secured Creditors' claims. The Confirmation Order
shall constitute an order granting relief from the automatic stay
permitting the Secured Creditors to possess and dispose of their
collateral in accordance with the rights and priority of their
liens. The Debtor surrenders the following collateral: Cash on hand
as of the Effective Date; Accounts Receivables (est. $70,000 as of
Effective Date); and Inventory1 ($98,735). The total value of the
collateral to be retained equals $8,565.00. The Debtor will tender
payments, equal to the value of the retained collateral to the
Secured Creditor holding a first priority lien.
Class Two are holders of General Unsecured Claims, including
allowed deficiency claims of creditors in prior classes and the
claims of Creditors not otherwise classified under the Plan.
Subject to objection of claims in accordance with the Plan, the
Debtor estimates the amount of claims in this class to total
$1,723,285.67. In accordance with the Debtor's Cash Flow Analysis
the Debtor has a 3-Year Projected Disposable Income in the amount
of $107,931.
Commencing on the first day of the fifth month following the
Effective Date of the Plan (the "Initial Payment") and monthly
thereafter for a total of 36 consecutive months, the Debtor shall
make payments on a pro rata basis to undisputed, liquidated,
noncontingent claims as scheduled or filed, subject to timely
objection to the validity or extent of each claim holders (the
"Allowed Unsecured Claims") in an amount equal to 1/4 of the annual
projected disposable income in the corresponding year (as projected
in the Cash Flow Analysis). The annual projected disposable income
is as follows: Year 1 – $15,904; Year 2 – $26,325; and Year 3
– $65,701.
Class 3 consists of equity interest holder Soon Kim. The ownership
interests of the Debtor in her assets shall not be altered as a
consequence of the Plan.
The plan will be funded from a combination of (i) funds on hand in
the estate at the time of Confirmation; (ii) influx of funds from
Debtor's principal; and iii) the net cash flow of the Reorganized
Debtor received during the thirty-six months of the Plan beginning
on the Effect Date of the Plan.
A full-text copy of the Plan of Reorganization dated April 13, 2023
is available at https://bit.ly/3okDsyO from PacerMonitor.com at no
charge.
About Decorstandard, Corp.
Decorstandard, Corp., sells self-adhesive tiles to customers in
United States and Canada through its e-commerce website
https://www.tictactiles.com
Decorstandard sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 23-10321) on Jan. 13, 2023.
In the petition signed by Soon Kim, president, the Debtor
disclosed up to $1 million in assets and up to $10 million in
liabilities.
David Stevens, Esq., at Scura Wigfield, Heyer, Stevens & Cammarota
LLP, represents the Debtor as legal counsel.
DIAMOND SCAFFOLD: Committee Seeks to Hire Johnson Pope as Counsel
-----------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of Diamond Scaffold Services, LLC seeks approval
from the U.S. Bankruptcy Court for the Southern District of Alabama
to employ Johnson Pope Bokor Ruppel & Burns, LLP as its counsel.
The firm will render these services:
(a) advise the committee with respect to its duties and
obligations;
(b) take necessary steps to analyze and pursue any avoidance
actions, if in the best interest of the estate;
(c) prepare legal papers required in this Chapter 11 case;
and
(d) assist the committee in taking all legally appropriate
steps to effectuate compliance with the Bankruptcy Code.
The hourly rates of the firm's counsel and staff are as follows:
Edward J. Peterson, Shareholder $450
Alberto F. Gomez, Jr., Shareholder $450
Angelina Lim, Partner $450
In addition, the firm will seek reimbursement for expenses
incurred.
Edward Peterson, Esq., a shareholder of Johnson Pope Bokor Ruppel &
Burns, 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:
Edward J. Peterson, III, Esq.
Johnson Pope Bokor Ruppel & Burns, LLP
401 E. Jackson Street, Ste. 3100
Tampa, FL 33602
Telephone: (813) 225-2500
Email: epeterson@jpfirm.com
About Diamond Scaffold Services
Diamond Scaffold Services, LLC -- https://www.diamondscaffold.com/
-- is an authorized distributor of Ring-lock, Cup-lock, Shoring,
and Frame Scaffold. The company is based in Slidell, La.
Diamond Scaffold Services sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ala. Case No. 22-11208) on June
21, 2022, with between $1 million and $10 million in assets and
between $10 million and $50 million in liabilities. Jewell Wayne
Sumrall, president of Diamond Scaffold Services, signed the
petition.
Judge Jerry C. Oldshue oversees the case.
The Debtor tapped Alexandra K. Garrett, Esq., at Silver, Voit &
Garrett as bankruptcy counsel; Jason R. Watkins, Esq., as special
counsel; and SC&H Group, Inc. as investment banker.
An official committee of unsecured creditors was appointed in this
Chapter 11 case. The committee tapped Johnson Pope Bokor Ruppel &
Burns, LLP as its counsel.
EAGLE PROPERTIES: Seeks Approval to Hire Bankruptcy Counsel
-----------------------------------------------------------
Eagle Properties and Investments, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Virginia to hire the
Law Offices of Sris, P.C. and N D Greene, PC as its bankruptcy
counsel.
The firm will render these services:
a. serve as attorneys of record in all aspects of the Debtor's
Chapter 11 case and in any adversary proceedings commenced in
connection with the case, and provide representation and legal
advice to the Debtor throughout this case;
b. consult with the U.S. trustee, any statutory committee and
its counsel, any unofficial committee and its counsel, and all
other creditors and parties in interest concerning the
administration of the case;
c. take all necessary steps to protect and preserve the
Debtor's estate;
d. assist in the disclosure and confirmation processes
contemplated in this case; and
e. other necessary legal services.
The standard rates of the attorneys and paralegals expected to
perform legal services range from $90 per hour to $425 per hour.
Nancy Greene, Esq., a member of N D Greene and of counsel to the
Law Offices of Sris, disclosed in a court filing that both firms
have performed conflicts check and are not aware of any actual
conflicts of interest arising from their representation of the
Debtor in its Chapter 11 case.
Ms. Greene can be reached at:
Nancy D. Greene, Esq.
Of Counsel
The Law Offices of SRIS, PC
4008 Williamsburg Court
Fairfax, VA 22032
Tel: (703) 539-0333
Fax: (703) 935.4294
Email: ndg@ndglaw.com
About Eagle Properties and Investments
Eagle Properties and Investments, LLC is a Vienna Va.-based company
engaged in leasing real estate properties. It owns 26 properties
valued at $9.37 million.
Eagle Properties and Investments filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Case No. 23-10566) on April 6, 2023, with $9,429,800 in total
assets and $14,716,136 in liabilities. Amit Jain, manager, signed
the petition.
The Debtor is represented by the Law Offices of Sris, P.C. and N D
Greene, PC.
EDGEWATER CONSTRUCTION: Court OKs Cash Access Thru May 15
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
Miami Division, authorized Edgewater Construction Group, Inc. to
use cash collateral on an interim basis in accordance with the
budget, through May 15, 2023.
As previously reported by the Troubled Company Reporter, on
February 25, 2022, the Debtor and Banesco USA entered into a loan
transaction wherein Banesco provided a $500,000 revolving line of
credit to the Debtor as evidenced by a revolving promissory note
executed by the Debtor in favor of Banesco on even date.
As security for the Banesco Loan, the Debtor granted a blanket lien
upon substantially all of the Debtor's assets as evidenced by the
UCC-1 Financing Statement 202201078862. In addition to the Debtor's
assets, Edgewater 6962 LLC (an entity owned by Ulysses and Dulce
Vazquez) granted Banesco a mortgage and assignment of rents in
certain real property located at 6962 SW 47th Street, Miami, FL
33155.
The Debtor is not aware of the exact current balance on the Banesco
Loan as of the Petition Date but believes it to be approximately
$500,000.
On June 28, 2020, the Debtor obtained a COVID-19 Economic Injury
Disaster Loan from the US Small Business Administration BA in the
principal amount of $150,000. The terms of the EIDL Loan is 30
years from the date of the promissory note and bears interest at a
rate of 3.75% per annum.
In connection with the closing of the EIDL Loan, the SBA filed a
form UCC-1 Financing Statement with the Florida Secured Transaction
Registry under File No. 202002560925, which indicates that the SBA
has a perfected interest on all of the Debtor's assets.
The Debtor is not aware of the exact current balance on the EIDL
Loan as of the Petition Date but believes it to be approximately
$155,250.
The Court said all provisions and terms set forth in the First
Interim Cash Collateral Order will remain unaltered and in full
force and effect.
A continued hearing on the matter is set for May 10, 2023 at 1:30
p.m.
A copy of the Debtor's motion and budget is available at
https://bit.ly/3o9knzr from PacerMonitor.com.
About Edgewater Construction Group, Inc.
Edgewater Construction Group, Inc. provides general contractor
services and has been in business since February 1999.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12217) on March 22,
2023. In the petition signed by Ulysses Vazquez, II, president, the
Debtor disclosed up to $50,000 in assets and up to $10 million in
liabilities.
Judge Laurel M. Isicoff oversees the case.
Jacqueline Calderin, Esq., at Agentis PLLC, represents the Debtor
as legal counsel.
EL PESCADOR: Taps Law Office of Lazaro E. Fernandez as Counsel
--------------------------------------------------------------
El Pescador, Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire the Law Office of Lazaro
E. Fernandez, Inc. as its bankruptcy counsel.
The Debtor requires legal counsel to:
a. examine the claims of creditors in order to determine their
validity;
b. advise the Debtor in connection with legal problems;
c. negotiate with creditors holding secured and unsecured
claims for a Chapter 11 plan of reorganization;
d. draft a plan of reorganization and disclosure statement;
e. object to claims as may be appropriate; and
f. represent the Debtor in bankruptcy law matters.
The Law Office of Lazaro E. Fernandez will be paid at these rates:
Attorneys $400 per hour
Paralegals $115 per hour
The firm received a retainer in the amount of $10,000.
As disclosed in court filings, the Law Office of Lazaro E.
Fernandez is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Lazaro E. Fernandez, Esq.
Law Office of Lazaro E. Fernandez, Inc.
3600 Lime Street, Suite 326
Riverside, CA 92501
Phone: (951) 684-4474
Fax: (951) 684-4625
Email: lef17@pacbell.net
About El Pescador
El Pescador, Inc. conducts business under the name El Lugar del
Mariachi, LLC. The company is based in Carson, Calif.
El Pescador filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-11293) on
March 7, 2023, with $1 million to $10 million in both assets and
liabilities. Vicente Ortiz, president of El Pescador, signed the
petition.
Judge Ernest M. Robles presides over the case.
Lazaro E. Fernandez, Esq., at the Law Office of Lazaro E.
Fernandez, Inc. represents the Debtor as counsel.
FIRST CONNECTICUT: James Licata's Bid for Summary Judgment Denied
-----------------------------------------------------------------
Judge James J. Tancredi of the U.S. Bankruptcy Court for the
District of Connecticut denies the motion for summary judgment
filed by filed by Defendants James and Cynthia Licata in the
adversary proceeding captioned as In Re: FIRST CONNECTICUT
CONSULTING GROUP, INC., et al., Chapter 7, Debtors. RICHARD M.
COAN, TRUSTEE, and RONALD I. CHORCHES, TRUSTEE, Plaintiffs, v.
JAMES J. LICATA, et al., Defendants, Case Nos. 02-50852 (JJT),
02-51167 (JJT) (Jointly Administered), Adv. Pro. Case No. 09-05010
(JJT), (D. Conn.).
In 2002, James J. Licata and his consulting entity known as First
Connecticut Holding Group, Inc. filed for Chapter 11 bankruptcy
after experiencing financial distress related to real estate
business dealings with Peter Mocco. In June 2005, the Honorable
Alan H. W. Shiff, Judge Tancredi's immediate predecessor, approved
a sale under 11 U.S.C. Section 363(b) of substantially all of the
Debtors' assets.
Approximately one year later, the Debtors' bankruptcy case was
converted to Chapter 7. In 2009, Richard M. Coan and Ronald I.
Chorches, the Chapter 7 Trustees, commenced this adversary
proceeding against the Licata and others after discovering evidence
indicating that Licata had orchestrated a fraudulent sale and made
material misstatements and omissions to Judge Shiff to disguise his
intent to use the sale as a vehicle to transfer bankruptcy estate
property to himself and his wife, Cynthia Licata, and use the
bankruptcy system as a mechanism for furthering his fraudulent
enterprise.
The Defendants James and Cynthia Licata filed a Motion for Summary
Judgment. The Licatas argue that they are entitled to summary
judgment primarily because the Sale Order is a final order not
subject to further litigation. They argue that the Complaint
constitutes an impermissible collateral attack on Judge Shiff's
Sale Order and, further, that the law of the case doctrine does not
warrant an unraveling of the Sale Order. They also make several
arguments that the Trustees have failed to state a claim upon which
relief may be granted and that certain claims are time-barred.
The Court finds that "the Licatas' are mistaken that the Trustee's
claims under this section are time-barred. . . the statute of
limitations in Section 550(f) has not yet been triggered for any
initial or subsequent transferees. . . This case remains ongoing,
and the Trustees have not yet avoided any transfers under Sections
549 or 544 of the Code. Because the statute of limitations has not
begun to run on any of the Trustee's Section 550 claims yet, all
the Trustee's Section 550 claims in this action are necessarily
timely."
Moreover, the Court finds that "in the nearly twelve years that
have passed since the Trustees filed their Opposition setting forth
these arguments of fraudulent concealment, the Licatas have failed
to provide a response or otherwise present evidence to controvert
the Trustees' claims. . . The Trustees have presented material
evidence to support their contentions of James Licata's fraudulent
concealment of his interest in FCHG IV. . . Thus, although the
Court has deemed all facts in the Trustees' Statement of Additional
Material Facts as admitted for purposes of this Motion, the issue
of fraudulent concealment must still be addressed at trial."
Accordingly, the Court concludes that the Licatas' Motion for
Summary Judgment is denied on the issue of equitable tolling, which
will be determined at trial.
Although the Court generally agrees with the Licatas that
bankruptcy sale orders under 11 U.S.C. Section 363(b) are final,
non-appealable orders, the Court determines that the Trustees have
made a substantial showing that newly discovered evidence supports
the conclusion that James Licata fraudulently concealed material
information from the Court at the time of the Sale that may allow
the Court to unwind the Sale Order, if necessary.
The Court declines to apply the law of the case doctrine to the
Sale Order. By failing to respond to the Trustees' factual
statements in their SAMF concerning James Licatas' concealment of
the May 1, 1997 Trust Agreement and the other documents uncovered
in the Criminal Counsel Discovery and the Deutsche Bank Discovery,
the Licatas have failed to show that no exceptions to the law of
the case doctrine exist.
The Court finds that "Judge Shiff expressly told the parties that
he was not making a determination on the merits of any claim to
ownership of the Acquired Assets, specifically with regard to FCHG
IV. This can only lead to the logical conclusion that the Sale
Order is not a final judgment on the merits of any claim to
ownership of FCHG IV. . . the Sale Order cannot be given preclusive
effect as a final judgment on the merits of that issue."
In sum, the Court finds that the Licatas have failed to show the
absence of a genuine dispute of material fact on the application of
the law of the case doctrine, res judicata, or relief from a
judgment under Rule 60 such that summary judgment is denied on
these issues. Although the Court has deemed admitted the Trustees'
factual statements concerning Licata's fraudulent concealment for
purposes of this Motion, that evidence must be further developed at
trial.
A full-text copy of the Memorandum of Decision and Order dated
March 31, 2023, is available https://tinyurl.com/ybh387cz from
Leagle.com.
GLENWOOD ROAD: Seeks Approval to Tap Dahiya Law Offices as Counsel
------------------------------------------------------------------
Glenwood Road Estate, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Dahiya Law
Offices LLC as its bankruptcy counsel.
The firm will render these services:
(a) assist and advise the Debtor relative to the
administration of its Chapter 11 proceeding;
(b) represent the Debtor before the bankruptcy vourt and
advise the Debtor on all pending litigations, hearings, motions,
and of the decisions of the court;
(c) review and analyze all applications, orders, and motions
filed with the bankruptcy court by third parties in this proceeding
and advise the Debtor thereon;
(d) attend all meetings conducted pursuant to Section 341(a)
of the Bankruptcy Code and represent the Debtor at all
examinations;
(e) communicate with creditors and all other parties in
interest;
(f) assist the Debtor in preparing all necessary applications,
motions, orders, supporting positions taken by the Debtor, and
preparing witnesses and reviewing documents in this regard;
(g) confer with all other professionals;
(h) assist the Debtor in its negotiations with creditors or
third parties concerning the terms of any proposed plan of
reorganization;
(i) prepare, draft, and prosecute the plan of reorganization
and disclosure statement;
(j) prosecute such claims including those under 18 U.S.C. Sec.
1964(c) and civil right acts a deemed appropriate including
declarative lawsuits; and
(k) perform all other legal services required by the Debtor.
The hourly rates of the firm's counsel and staff are as follows:
Karamvir Dahiya, Principal $675
Counsel $550
Associates $200 - $350
Paralegals $75 - $125
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer of $2,000 from the Debtor.
Mr. Dahiya disclosed in a court filing that his firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.
Dahiya Law Offices can be reached through:
Karamvir Dahiya, Esq.
Dahiya Law Offices, LLC
75 Maiden Lane Suite 506
New York, NY 10038
Telephone: (212) 766-8000
Email: law@dahiya.law
About Glenwood Road Estate
Glenwood Road Estate, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-40889) on March
16, 2023, with as much as $1 million in both assets and
liabilities. Judge Elizabeth S. Stong oversees the case.
Karamvir Dahiya, Esq., at Dahiya Law Offices, LLC serves as the
Debtor's counsel.
GOTO GROUP: S&P Cuts ICR to 'B-' on Cash Flow Deficit, Outlook Neg
------------------------------------------------------------------
S&P Global Ratings downgraded its issuer credit rating on GoTo
Group Inc. to 'B-' from 'B'. S&P also lowered its issue-level
rating on the company's first-lien term loans and secured senior
notes to 'B-' from 'B'.
S&P said, "The negative outlook reflects our expectation for
increasing growth challenges in the company's core collaboration
segment and uncertainty arising from the highly competitive
operating environment and weaker macroeconomic conditions. We view
this backdrop will likely make it difficult for the company to
achieve consistent performance and offset profit pressures from
ongoing business restructuring. While we expect the company to
maintain sufficient liquidity in 2023, FOCF will continue to be
weak at about negative $30 million and adjusted leverage remains
elevated in mid- to high-8x area.
"The downgrade reflects our expectation that the persistent
deterioration in GoTo's business and profit pressures will weaken
prospects for deleveraging and positive FOCF. We expect another
year of constrained revenue due to the continued decline of its
heritage collaboration coupled with uncertainty of LastPass' growth
drivers. GoTo's lower revenues and increasing restructuring costs
associated with optimization initiatives in 2023 will suppress
profitability, with S&P Global Ratings-estimated EBITDA margins
declining to 29% from the mid-to high-30% historically. Margin
improvements have fallen short of expectations as ongoing
restructuring and business investments have yet to improve revenue
growth profile.
"Although we expect near-term volatility for profitability as GoTo
executes on its turnaround, its long-term emphasis on enhancing
profitability should support growth of its EBITDA base, especially
if the company can maintain restructuring cost stability in outer
years which remains uncertain. GoTo has a good track record of
executing its cost-saving plan. In 2021, it increased margins to
roughly 38% from about 32% the previous year; however we expect
some cost savings will be reinvested in the business and further
cost reductions may become more difficult.
"We expect debt to EBITDA will increase to about 8.7x as of the end
of 2023 from 8.3x as of December 2022. Furthermore, we expect the
revenue declines, high restructuring costs, and increasing interest
expense burden will contribute to persisting negative FOCF $30
million-$35 million before improving to positive $20 million in
2024. We expect the company may have reduced operational
flexibility if restructuring costs are higher than expected or take
longer than expected to wind down, which will push out the timeline
for GoTo to realize the benefits.
"The negative outlook reflects our expectation for increasing
growth challenges in the company's core collaboration segment and
uncertainty arising from the highly competitive operating
environment and weaker macroeconomic conditions. We view this
backdrop will likely make it difficult for the company to achieve
consistent performance and offset profit pressures from ongoing
business restructuring. While we expect the company to maintain
sufficient liquidity in 2023, FOCF will continue to be weak at
about negative $30 million and adjusted leverage remains elevated
in mid- to high-8x area."
Over the next 12 months, S&P could lower the rating if:
-- Business and competitive factors do not stabilize such that S&P
believes the company is on the path to generating sustained
positive FOCF
-- Adjusted leverage doesn't improve from elevated levels.
-- Persistent negative FOCF generation such that it insufficient
to cover its debt service and liquidity weakness, leading S&P to
believe that its capital structure is unsustainable.
This could be caused by weaker than expected financial performance
including prolonged revenue declines, margin pressures, or
continued strong competition in collaboration areas leading to
customer losses and business disruptions related to management's
restructuring efforts or evidence of instability of LastPass.
S&P could revise the outlook to stable if GoTo:
-- Achieves consistent organic revenue growth and EBITDA expansion
and maintaining business stability while executing its business
strategies to stabilize and restore growth in its UCaaS suite; and
-- Manages its cost base such that it generates positive FOCF to
debt in the low-single-digit percent area on a sustained basis.
ESG credit indicators: E-2, S-2, G-3
S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of the company, as is
the case for most rated entities owned by private-equity sponsors.
We believe GoTo's highly leveraged financial risk profile points to
corporate decision-making that prioritizes the interests of
controlling owners. This also reflects the generally finite holding
periods and a focus on maximizing shareholder returns."
HALL AT THE YARD: Taps Johnson Pope Bokor Ruppel & Burns as Counsel
-------------------------------------------------------------------
The Hall at the Yard, LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Johnson Pope
Bokor Ruppel & Burns, LLP to substitute for Stichter, Riedel, Blain
& Postler, P.A.
The firm will render these services:
(a) advise the Debtor with respect to its duties and
obligations;
(b) take necessary steps to analyze and pursue any avoidance
actions, if in the best interest of the estate;
(c) prepare legal papers required in this Chapter 11 case;
(d) assist the Debtor in taking all legally appropriate steps
to effectuate compliance with the Bankruptcy Code; and
(e) perform other necessary legal services for the Debtor.
Edward Peterson, Esq., the primary attorney in this engagement,
will be paid at his hourly rate of $450.
Mr. Peterson 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:
Edward J. Peterson, Esq.
Johnson Pope Bokor Ruppel & Burns, LLP
401 E. Jackson Street, Ste. 3100
Tampa, FL 33602
Telephone: (813) 225-2500
Email: epeterson@jpfirm.com
About The Hall at the Yard
The Hall at the Yard, LLC, a company in Tampa, Fla., sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
M.D. Fla. Case No. 23-00250) on Jan. 24, 2023. In the petition
signed by its manager, Jamal Wilson, 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 Johnson Pope Bokor Ruppel & Burns, LLP
and Andrew Yurasko, a partner at IHT Group, LLC, serve as the
Debtor's bankruptcy attorney and chief restructuring officer,
respectively.
HARRIS ENERGY: Taps MS Financial Services as Financial Advisor
--------------------------------------------------------------
Harris Energy Group, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Eastern District of Wisconsin to
employ MS Financial Services as their financial advisor.
The Debtors require a financial advisor to:
(a) assist in monitoring and managing cash availability and
liquidity during the pendency of the Debtors' Chapter 11 cases;
(b) assist the Debtors in evaluating and updating their
13-week cash flow forecast;
(c) assist the Debtors in identifying cost-reduction and
operations-improvement opportunities;
(d) perform financial projection and analysis to facilitate
the Debtors' efforts to propose a plan of reorganization;
(e) prepare monthly operating reports; and
(f) assist the Debtors in negotiating with various
stakeholders.
The hourly rates of the firm's professionals are as follows:
Mark Siewert, CPA, Financial Advisor $200
Barbara Chesna, Bookkeeper $40
In addition, the firm will receive reimbursement for expenses
incurred and an advanced payment retainer of $42,500.
Mr. Siewert 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:
Mark Siewert
MS Financial Services
451 Sesame Street Road
Oshkosh, WI 54902
About Harris Energy Group
Harris Energy Group, Inc. and affiliates own, operate, and develop
hydroelectric power plants in Wisconsin, Michigan, Iowa, and
Illinois, generating power for sale to public utilities,
governmental agencies, and private power producers. The plants
generate power when water from rivers or lakes flows through the
blades of a turbine. The turbines are connected to a generator that
makes electricity, which is then sold to either the Midcontinent
Independent System Operation or other public entities or private
companies through power purchase agreements.
Harris Energy and its affiliates sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Wis. Lead Case No.
23-21117) on March 16, 2023. In the petition signed by its
chairman, William D. Harris, Harris Energy disclosed up to $50,000
in assets and up to $1 million in liabilities.
Judge Katherine Maloney Perhach oversees the cases.
The Debtors tapped Paul G. Swanson, Esq., at Steinhilber Swanson,
LLP as legal counsel and MS Financial Services as financial
advisor.
HH TECHNOLOGY: Bid to Dismiss PCC's Involuntary Petition Granted
----------------------------------------------------------------
Judge Janet E. Bostwick of the U.S. Bankruptcy Court for the
District of Massachusetts grants the motion to dismiss filed by
Craig R. Jalbert, as Assignee for the Benefit of Creditors of HHT
Technology Corp. in the case captioned as In re: HH TECHNOLOGY
CORP., Chapter 7, Alleged Debtor, Case No. 22-10156-JEB, (Bankr. D.
Mass.).
HH Technology Corp. was a specialty engineering company involved in
projects around the world. Richard Malone and Urs Geser founded HHT
in 2004 and remained the owners of HHT.
On Feb. 11, 2022, PCC Rokita S.A., as the sole petitioning
creditor, filed an Involuntary Petition against the alleged debtor,
HHT. Shanghai Morimatsu Chemical Equipment Co., LTD joined the
involuntary petition as a petitioning creditor.
Craig R. Jalbert, as Assignee for the Benefit of Creditors of HHT,
filed a motion to dismiss. HHT filed a joinder to the Motion. HHT
and the Assignee identified additional creditors and filed amended
lists. Mr. Jalbert testified credibly that it was common to find
that additional creditors were identified after the initial review.
He testified that he made changes to the list of creditors as he
learned additional information from reviewing documents, including
the mail, and obtaining additional information. Mr. Malone and Mr.
Geser also testified as to the business practices of HHT, the
reasons changes were made to the lists, and why creditors were
identified late.
The Court finds that HHT had 15 eligible creditors under Section
303(b)(2) as of the Petition Date: "(1) PCC Rokita was an eligible
creditor of HHT as of the Petition Date as stipulated by the
parties; (2) Shanghai Morimatsu was an eligible creditor of HHT as
of the Petition Date as stipulated by the parties; (3) iCorps
Technologies, Inc. was an eligible creditor of HHT as of the
Petition Date as stipulated by the parties; (4) Comcast Corporation
with a claim of at least $1,427; (5) Fusion Connect with a claim of
at least $465; (6) Voizzo VoIP with a claim of at least $86; (7)
National Grid with a claim of at least $173; (8) Ambit Energy with
a claim of at least $1,489; (9) Bank of America with a claim of at
least $10; (10) Inventa with a claim of at least $25,000; (11)
S-Log with a claim of at least $200; (12) Nanjing Huaxing Pressure
Vessel Manufacture Co., Ltd with a claim of at least $350; (13)
Krzysztof Klementowski with a claim of at least $200; (14) Cummings
Properties, LLC with a claim of at least $68,875; and (15) DFT
Properties, LLC with a claim of least $179,779.
The Court finds that the Petitioning Creditors failed to meet their
burden of proof to show that there were fewer than 12 eligible
creditors." The Court holds that "to commence an involuntary
proceeding, three qualifying creditors must have timely joined in
the Involuntary Petition. Since there are only two Petitioning
Creditors, the Court finds that the requirements of Section 303(b)
have not been met, and the Involuntary Petition will be dismissed
by separate order."
A full-text copy of the Memorandum of Decision dated March 31,
2023, is available https://tinyurl.com/yhysxuxv from Leagle.com.
IGN 401 PROPERTIES: Taps Roderick Linton Belfance as Legal Counsel
------------------------------------------------------------------
IGN 401 Properties, Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Ohio to employ Roderick Linton
Belfance, LLP as counsel.
The firm will render these services:
(a) advise the Debtor with respect to its powers and duties in
the continued operation of the business;
(b) advise the Debtor with respect to all bankruptcy matters;
(c) prepare all necessary legal papers;
(d) represent the Debtor at all hearings on matters relating
to its affairs and interests before the bankruptcy court;
(e) prosecute and defend litigated matters that may arise
during the pendency of the Debtor's Chapter 11 case;
(f) advise the Debtor with respect to other legal matters that
may arise during the pendency of the case; and
(g) perform other legal services that are necessary for the
economic and efficient administration of the case.
The hourly rates of the firm's counsel and staff are as follows:
Partner Attorneys $290 - $350
Associate & Of Counsel Attorneys $225 - $290
Paralegals $125 - $165
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received an initial retainer of $5,238 on March 23, 2023.
Steven Heimberger, Esq., an attorney at Roderick Linton Belfance,
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:
Steven J. Heimberger, Esq.
Roderick Linton Belfance, LLP
50 S. Main Street, 10th Floor
Akron, OH 44308
Telephone: (330) 434-3000
Facsimile: (330) 434-9220
Email: sheimberger@rlbllp.com
About IGN 401 Properties
IGN 401 Properties, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No.
23-50410) on March 26, 2023, with up to $1 million in both assets
and liabilities. Mark Bolenski, president of IGN 401, signed the
petition.
Judge Alan M. Koschik oversees the case.
Steven J. Heimberger, Esq., at Roderick Linton Belfance, LLP serves
as the Debtor's counsel.
KARAFIN SCHOOL: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: The Karafin School, Inc.
40 Radio Circle Drive
Mount Kisco, NY 10549
Business Description: The Debtor is a special education school in
Mount Kisco, New York.
Chapter 11 Petition Date: April 18, 2023
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 23-22281
Debtor's Counsel: A. Scott Mandelup, Esq.
PRYOR & MANDELUP, LLP
675 Old Country Road
Westbury, NY 11590
Tel: 516-997-0999
Fax: 516-333-7333
Total Assets: $90,000
Total Liabilities: $2,595,369
The petition was signed by Renee Donow as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/F6Q3ACY/The_Karafin_School_Inc__nysbke-23-22281__0001.0.pdf?mcid=tGE4TAMA
LINDBLAD EXPEDITIONS: S&P Rates New $275MM Sr. Secured Notes 'B'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '2'
recovery rating to Lindblad Expeditions Holdings Inc.'s proposed
$275 million senior secured notes due 2028. The '2' recovery rating
indicates S&P's expectation for substantial (70%-90%; rounded
estimate: 80%) recovery for noteholders in the event of a payment
default.
At the same time, S&P Global Ratings lowered the recovery rating on
the existing $360 million senior secured notes to '4' from '3'. The
'4' recovery rating indicates its expectation for average (30%-50%;
rounded estimate: 45%) recovery for noteholders in the event of a
payment default. Recovery prospects for existing secured
noteholders is modestly lower due to the proposed transaction. This
is because it increases the amount of debt collateralized by
Lindblad's polar ice class vessels (National Geographic Endurance
and National Geographic Resolution), which eliminates residual
value previously allocated toward the recovery of Lindblad's
existing senior secured revolver and notes. The 'B-' issue-level
rating on the existing notes and our 'B-' issuer credit rating on
Lindblad remain unchanged.
Lindblad plans to use the proceeds from the proposed notes to repay
the debt outstanding under its existing export credit agency
facility that will become due in January 2031 and 2032 and add cash
to the balance sheet.
S&P said, "The proposed financing reduces the company's floating
rate exposure, although the company's debt load will increase about
$70 million, and we expect the company will incur higher borrowing
costs in the short term based on current higher market rates. In
addition, strong forward bookings suggest demand for Lindblad's
cruises in 2023 could absorb higher capacity and that occupancy can
likely recover to slightly below 2019 levels, causing a material
improvement in the company's EBITDA and credit measures. Lindblad
reported improving revenue visibility as its cumulative booked
position for full-year 2023 was over 80% as of Dec. 31, 2022, and
at higher prices than 2019 at a similar point in time.
"However, macroeconomic headwinds pose a risk to the company's
recovery despite currently positive booking trends. Specifically,
we forecast the U.S. economy will fall into recession in 2023. High
inflation that reduces household purchasing power could cause
leisure consumers to pull back on the ticket prices they are
willing to pay for travel. If cruise operators need to lower their
prices to fill ships, it could slow their ability to reduce
leverage, especially if fuel and other costs remain elevated.
Nevertheless, we believe Lindblad has adequate liquidity to weather
the uncertainty given the company's $87 million of cash and cash
equivalents.
"Our stable outlook on the company continues to reflect our
forecast for significant improvement in credit measures in 2023
driven by anticipated revenue and EBITDA growth, expedition
sailings under more normal operating conditions, and occupancy
levels more in line with pre-pandemic levels."
Issue Ratings - Recovery Analysis
Key analytical factors
-- S&P assigned its 'B' issue-level rating and '2' recovery rating
to Lindblad's proposed $275 million senior secured notes due 2028.
The '2' recovery rating indicates its expectation for substantial
(70%-90%; rounded estimate: 80%) recovery for noteholders in the
event of a payment default.
-- S&P lowered its recovery rating on Lindblad's existing $360
million senior secured notes due 2027 to '4' from '3'. The '4'
recovery rating indicates its expectation for average (30%-50%;
rounded estimate: 45%) recovery for noteholders in the event of a
payment default. S&P's issue-level rating on the existing notes
remains 'B-'.
Simulated default assumptions
-- S&P assumes that in an event of default, Lindblad would
reorganize as a going concern. Its simulated default contemplates a
default in 2025 driven by a meaningful decline in cash flows
following a pandemic; high-impact, low-probability events that
force some ships out of service over an operating season; or a
meaningful pull-back in discretionary spending in the U.S.,
particularly among Lindblad's target demographic.
-- S&P uses a combined enterprise value (EV) and discrete asset
value (DAV) approach to assess Lindblad. The company's proposed
$275 million senior secured notes will be secured by its polar ice
class vessels, National Geographic Endurance and National
Geographic Resolution. The value of Lindblad's operating assets,
excluding the polar ice class vessels, is pledged to the senior
secured revolver and notes.
-- To value the polar ice class vessels, S&P applies a discount of
20% to the cost of the ships. The value from the vessels first
satisfies the outstanding claims under the proposed senior secured
notes for which they serve as collateral. Any residual value or
deficiency is then allocated toward the recovery of Lindblad's
existing senior secured revolver and notes. In S&P's analysis,
there is no residual value available for the existing secured
revolver and notes due to the proposed increase in debt.
-- S&P assumes Lindblad's $45 million revolver is 100% drawn at
default.
Simplified waterfall
-- Gross asset value: $230 million
-- Net asset value available to the $275 million senior secured
notes due 2028: $219 million
-- Estimated claims under the secured notes due 2028 at default:
$289 million
--Recovery expectations: 70%-90% (rounded estimate: 80%)
-- Emergence EBITDA from collateral available to secured lenders,
which excludes the polar ice class vessels: $33 million
-- EBITDA multiple: 6x
-- Gross recovery value: $198 million
-- Net recovery value (after 5% administrative expenses): $188
million
-- Valuation split (obligor/nonobligor): 100%/0%
-- Total value available for secured debt: $188 million
-- Estimated secured debt at default: $407 million
--Recovery expectations: 30%-50% (rounded estimate: 45%)
*All debt amounts include six months of prepetition interest.
LTL MANAGEMENT: Denial of Dismissal Bids Reversed, Case Remanded
----------------------------------------------------------------
In the appealed case captioned as In Re: LTL MANAGEMENT LLC,
Debtor. OFFICIAL COMMITTEE OF TALC CLAIMANTS, Appellant, v. THOSE
PARTIES LISTED ON APPENDIX A TO COMPLAINT AND JOHN AND JANE DOES
1-1000, Nos. 22-2003, 22-2004, 22-2005, 22-2006, 22-2007, 22-2008,
22-2009, 22-2010, 22-2011, (3d Cir.), Circuit Judge Thomas L. Ambro
of the U.S. Court of Appeals for the Third Circuit reverses the
Bankruptcy Court's order denying the motions to dismiss and remands
this case with the instruction to dismiss LTL Management LLC's
Chapter 11 petition.
From the facts presented by J&J and LTL themselves, the Third
Circuit can infer only that "LTL, at the time of its filing, was
highly solvent with access to cash to meet comfortably its
liabilities as they came due for the foreseeable future. . . there
was not 'any imminent or even likely need of it to invoke the
Funding Agreement to its maximum amount or anything close to it' .
. . the Funding Agreement itself recited that LTL, after the
divisional merger and assumption of that Agreement, held 'assets
having a value at least equal to its liabilities and had financial
capacity sufficient to satisfy its obligations as they become due
in the ordinary course of business, including any talc related
liabilities.'"
The Third Circuit points out that "J&J's belief that this
bankruptcy creates the best of all possible worlds for it and the
talc claimants is not enough, no matter how sincerely held. Nor is
the Bankruptcy Court's commendable effort to resolve a
more-than-thorny problem. These cannot displace the rule that
resort to Chapter 11 is appropriate only for entities facing
financial distress. . . For here the debtor was in no financial
distress when it sought Chapter 11 protection. To ignore a parent
(and grandparent) safety net shielding all liability then foreseen
would allow tunnel vision to create a legal blind spot. We will not
do so." Thus, the Court finds and concludes that the Bankruptcy
Court abused its discretion in denying the motions to dismiss.
A full-text copy of the Order dated March 31, 2023, is available
https://tinyurl.com/5tvk3847 from Leagle.com.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S.
Trustee for Regions 3 and 9 reconstituted the talc claimants'
committee and appointed two separate committees: (i) the official
committee of talc claimants I, which represents ovarian cancer
claimants, and (ii) the official committee of talc claimants II,
which represents mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
* * *
Johnson & Johnson (NYSE:JNJ) on April 4, 2023, announced that its
subsidiary LTL Management LLC (LTL) has re-filed for voluntary
Chapter 11 bankruptcy protection to obtain approval of a
reorganization plan that will equitably and efficiently resolve all
claims arising from cosmetic talc litigation against the Company
and its affiliates in North America. To that end, the Company has
agreed to contribute up to a present value of $8.9 billion, payable
over 25 years, to resolve all the current and future talc claims,
which is an increase of $6.9 billion over the $2 billion previously
committed in connection with LTL's initial bankruptcy filing in
October 2021. LTL also has secured commitments from over 60,000
current claimants to support a global resolution on these terms.
MEDLY HEALTH: Seeks to Extend Plan Exclusivity to July 10
---------------------------------------------------------
Medly Health Inc. and its affiliates ask the U.S. Bankruptcy
Court for the District of Delaware to extend their exclusive
periods during which they may file a plan and disclosure
statement and solicit acceptances thereof to July 10, 2023 and
September 9, 2023, respectively.
The Debtors stated that since the commencement of their cases,
they have worked in good faith with their creditor constituencies
with the goal of confirming a plan of liquidation. The Debtors
also stated, however, that they have determined that a plan is
unlikely to be achievable and they are moving forward with their
motion to convert their cases from Chapter 11 to Chapter 7 of the
Bankruptcy Code. The Debtors explained that it is in an
abundance of caution that they are requesting an extension of
their exclusive periods to preserve their exclusive rights to
propose a plan in the event their cases are not converted.
Unless extended, the Debtors' exclusive filing period and
exclusive solicitation period will end on April 10, 2023 and
June 7, 2023, respectively.
Medly Health Inc. and its affiliates are represented by:
Laura Davis Jones, Esq.
David M. Bertenthal, Esq.
Timothy P. Cairns, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
Wilmington, DE 19899
Tel: (302) 652-4100
Email: ljones@pszjlaw.com
dbertenthal@pszjlaw.com
tcairns@pszjlaw.com
About Medly Health
Medly Health Inc. and affiliates operate four full service
digital pharmacies, 21 brick-and-mortar, full-service specialty
pharmacies serving 20 markets across nine states and one health
and wellness store in Seattle, Washington. Medly Health also
operates an e-commerce business through the "Pharmaca.com"
website. It offers orchestrated consumer services such as
delivery, prior authorization coordination, copay management,
refill management and much more. Its strategic pillars include
prescription medications, health and wellness and order
fulfilment, including, where available, same day delivery.
Medly Health and its affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No.
22-11257) on Dec. 9, 2022. In the petition signed by Richard S.
Willis, chief executive officer and chief financial officer,
Medly Health disclosed up to $500 million in both assets and
liabilities.
Judge Karen B. Owens oversees the case.
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, is
the Debtor's counsel. Epiq Corporate Restructuring serves as
claims and notice agent.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on Dec. 21, 2022. Porzio,
Bromberg & Newman, P.C. and Rock Creek Advisors, LLC serve as the
committee's legal counsel and financial advisor, respectively.
MINGLE BANQUET: Seeks to Tap Chidi Onukwugha as Bankruptcy Counsel
------------------------------------------------------------------
Mingle Banquet Facility, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Maryland to employ Chidi
Onukwugha, Esq., an attorney practicing in Laurel, Md.
The Debtor requires a bankruptcy attorney to:
(a) give advice with respect to the Debtor's powers and duties
in the operation of its business and the management of its
properties;
(b) prepare legal papers;
(c) assist in analysis and representation with respect to
lawsuits to which the Debtor is or may be a party;
(d) negotiate, prepare, file and seek confirmation of a plan
of reorganization;
(e) represent the Debtor at court hearings, meetings of
creditors and other proceedings; and
(f) perform all other legal services for the Debtor.
Mr. Onukwugha will be paid at an hourly rate of $300.
The attorney received from the Debtor an advance retainer of
$5,000.
In court papers, Mr. Onukwugha disclosed that he is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
Mr. Onukwugha holds office at:
Chidi Onukwugha, Esq.
Onukwugha & Associates
14440 Cherry Lane Court, Suite 112
Laurel, MD 20707
Telephone: (410) 336-2823
Email: attorneyonukwugha@gmail.com
About Mingle Banquet Facility
Mingle Banquet Facility, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case
No. 23-11690) on March 14, 2023. In the petition signed by its
managing member, Taymayne Carter, the Debtor disclosed as much as
$1 million in both assets and liabilities.
Judge Nancy V. Alquist oversees the case.
Chidi Onukwugha, Esq., at Onukwugha & Associates serves as the
Debtor's counsel.
NORTH AMERICAN ACCEPTANCE: May Use Cash Collateral Thru May 1
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Louisiana
authorized North American Acceptance Financial LLC to continue
using cash collateral on an interim basis, through May 1, 2023, in
accordance with the previous cash collateral order.
As previously reported by the Troubled Company Reporter, the Debtor
was permitted to use cash collateral exclusively for disbursements
to the extent and in the amount set forth in the Budget, with a 10%
variance.
As adequate protection, First Horizon was granted a replacement
security interest in and liens on all post-petition accounts of the
Debtor on which First Horizon holds valid and perfected liens as of
December 12, 2022, in the same respective priority it held prior to
the bankruptcy filing, and subject and subordinate only to (a) the
payment of the allowed unpaid and outstanding reasonable fees and
expenses of the attorneys, accountants, or other professionals
retained by the Debtor as well as Ryan Richmond, the subchapter V
trustee, up to the amounts set for in the Budget, and (b) valid,
perfected, enforceable and non-avoidable liens and security
interests granted by law or by the Debtor to any person or entity
that were superior in priority to the prepetition security interest
and liens held by First Horizon. The adequate protection lien was
to secure the amount of any post-petition diminution in the value
of the interests of First Horizon in the cash collateral to the
extent such interests are entitled to adequate protection against
such diminution under the Bankruptcy Code.
A further hearing on the matter is set for May 1, 2023, at 10 a.m.
A copy of the order is available at https://bit.ly/3KYWnHl from
PacerMonitor.com.
About North American Acceptance Financial, LLC
North American Acceptance Financial, LLC is a subprime indirect
automobile finance lender. Acceptance Financial was organized in
2009 to both originate and service auto loans.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. La. Case No. 22-11537) on December 12,
2022. In the petition signed by Larry Verges, managing member, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Meredith S. Grabill oversees the case.
Robin R. De Leo, Esq., at The De Leo Law Firm, LLC, serves as the
Debtor's counsel.
OFFICE INTERIORS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Office Interiors of Virginia, Inc.
DBA OI Tech
DBA OI Construction
DBA Vitalize Interiors
DBA Military Storage Solutions
DBA Design Source
DBA Epic Filing Systems
DBA Epic Filing Systems by Office Interiors of
Virginia, Inc.
5401 Lewis Road
Suite A
Sandston, VA 23150
Business Description: The Debtor provides professional moving and
relocation services for small and large
businesses of all kinds.
Chapter 11 Petition Date: April 16, 2023
Court: United States Bankruptcy Court
Eastern District of Virginia
Case No.: 23-31324
Debtor's Counsel: Brittany B. Falabella, Esq.
HIRSCHLER FLEISCHER, P.C.
2100 East Cary Street
Richmond, VA 23223
Tel: 804-770-9500
Fax: 804-644-0957
Email: bfalabella@hirschlerlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Othniel Glenwood Jordan as chief
executive officer.
A full-text copy of the petitions containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/GUGLA6I/Office_Interiors_of_Virginia_Inc__vaebke-23-31324__0001.0.pdf?mcid=tGE4TAMA
OZ NATURALS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: OZ Naturals, LLC
1655 Palm Beach Lakes Blvd
Suite 805
West Palm Beach, FL 33401
Business Description: OZ Naturals manufactures natural skin care
products.
Chapter 11 Petition Date: April 18, 2023
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 23-13005
Judge: Hon. Mindy A. Mora
Debtor's Counsel: Aaron A. Wernick, Esq.
WERNICK LAW, PLLC
2255 Glades Road Suite 324A
Boca Raton FL 33431
Tel: 561-961-0922
Email: awernick@wernicklaw.com
Total Assets: $633,123
Total Liabilities: $1,482,356
The petition was signed by Michael D. Small as CFO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/XZP4SDY/OZ_Naturals_LLC__flsbke-23-13005__0001.0.pdf?mcid=tGE4TAMA
PACIFIC PANORAMA: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Pacific Panorama, LLC
17000 W. Sunset Blvd.
Pacific Palisades, CA 90272
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: April 18, 2023
Court: United States Bankruptcy Court
District of Nevada
Case No.: 23-11500
Debtor's Counsel: H. Stan Johnson, Esq.
COHEN-JOHNSON, LLC
375 E. Warm Springs Road, Suite 104
Las Vegas, NV 89119
Tel: 702-823-3500
Email: sjohnson@cohenjohnson.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $0 to $50,000
The petition was signed by Shlomy Weingarten as managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/IDRA3HI/Pacific_Panorama_LLC__nvbke-23-11500__0001.0.pdf?mcid=tGE4TAMA
PACWEST BANCORP: Fitch Lowers LongTerm IDR to BB+, Outlook Negative
-------------------------------------------------------------------
Fitch Ratings has downgraded PacWest Bancorp's (PACW) and its
subsidiary bank Pacific Western Bank Long-Term Issuer Default
Rating (IDR) to 'BB+' from 'BBB-' and Short-Term IDR to 'B' from
'F3'. The ratings have been removed from Rating Watch Negative
where they were placed on March 15, 2023. The bank's long-term
deposit rating has been downgraded to 'BBB-' from 'BBB'. The Rating
Outlook is Negative.
KEY RATING DRIVERS
Today's rating action reflects a deterioration in PACW's Funding
and Liquidity profile in the wake of market disruptions following
the failure of Silicon Valley Bank. Moreover, this action reflects
PACWs greater reliance on non-core funding, which will negatively
impact earnings and profitability, which Fitch had previously
viewed as supportive of PACWs credit profile. While near-term
liquidity challenges appear to have abated, the Negative Rating
Outlook reflects a still fragile view for funding and liquidity.
Fitch viewed PACW's 20% decline in deposits as a key driver in its
assessment of its funding and liquidity profile and drives its
revision of its Viability Rating (VR) to 'bb+' from 'bbb', below
its implied VR of 'bbb-' under the 'weakest link' rationale per
Fitch's Bank Rating Criteria. While Fitch recognizes that deposit
flows may have stabilized and that management has put in place
plans to restore on-balance sheet and contingent liquidity, Fitch
believes that core deposit balances are likely to rebuild gradually
over time, which will likely necessitate greater reliance on
wholesale funding and non-core deposits, such as brokered deposits.
This greater uptake of non-core funding also leaves the bank with
less contingent funding should additional disruptions necessitate
it.
Fitch positively views current management's strategy to focus on a
more cohesive business model that emphasizes wholistic client
relationships and deposit gathering. In Fitch's opinion, these
plans are dependent on stable operating conditions. If executed
well, PACW is likely to experience more consistent operating
results, more rational growth and higher levels of capital, all of
which would be viewed positively by Fitch. However, more
immediately the bank will be significantly more reliant on non-core
funding, and as a result, Fitch's has revised PACW's Funding and
Liquidity factor score to 'bb+' from 'bbb'.
Fitch also views greater reliance on non-core funding as likely to
compress PACW's net interest margin (NIM). Additionally, the recent
run-off in deposits will likely necessitate a resizing of the
bank's balance sheet, with lower levels of earning assets resulting
in lower net interest income (NII). With NII accounting for 91% of
total revenue in 2022, PACW's is highly reliant on spread revenue.
Consequently, Fitch anticipates that PACW's ratio of pre-impairment
operating profit to risk weighted assets, is likely to be
significantly below its four-year average of 2.19% and the median
of 1.75% for mid-tier peers in 2022.
Fitch also views positively management's stated objective of
increasing PACW's common equity Tier 1 (CET1) capital ratio above
10%, and a potential benefit of any balance sheet resizing could be
an accompanying reduction in risk weighted assets, which could
accelerate expansion of the CET1 ratio.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
PACW's ratings continue to be sensitive to signs of continued
pressure on the bank's liquidity, access to wholesale funding and
capital markets or gaps in cash flow coverage to cover near-term
obligations. Additionally, an inability to rebuild deposit balances
over time, could evidence a weaker franchise and diminished
business profile which could negatively impact ratings. A CET1
ratio managed below 8%, or a deterioration in asset quality
relative to peers, could result in negative rating action.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
Sustained growth in stable customer deposits with corresponding
reduction in the bank's loan-to-deposit ratio below 90%, along with
a reduction in wholesale funding below 20% and a more normal
liquidity environment could support reversion of the Rating Outlook
to Stable. A CET1 ratio sustained above 10% could also support
positive rating action.
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
PREFERRED SHARES
PACW's preferred shares have been downgraded to 'B' from 'B+', or
four notches below its VR; two notches for loss severity given the
securities' deep subordination in the capital structure, and two
notches for non-performance given that the securities' coupon is
non-cumulative and fully discretionary. Fitch views the holding
company cash coverage as adequate to support debt service over a
one-year period.
SUBORDINATED DEBT
PACW's subordinated debt rating has been downgraded to 'BB' from
'BB+', or one notch below its VR, reflecting one notch for loss
severity. In accordance with Fitch's Bank Rating Criteria, this
reflects alternate notching to the base case of two notches due to
its view of U.S. regulators' resolution alternatives for an entity
like PACW as well as early intervention option available to banking
regulators under U.S. law.
LONG- AND SHORT-TERM DEPOSIT RATINGS
Pacific Western Bank's long-term deposit rating has been downgraded
to 'BBB-' from 'BBB', or one notch higher than the bank's Long-Term
IDR, as U.S. uninsured deposits benefit from depositor preference.
U.S. depositor preference gives deposit liabilities superior
recovery prospects in the event of default. Pacific Western Bank's
short-term deposit rating has also been downgraded to 'B' from
'F3'.
HOLDING COMPANY
PACW's VR is equalized with that of its bank subsidiary Pacific
Western Bank, reflecting its role as the bank holding company,
which is mandated in the U.S. to act as a source of strength for
its bank subsidiary. The VR is also equalized reflecting the very
close correlation between holding company and subsidiary failure
and default probabilities.
GOVERNMENT SUPPORT RATING
PACW and Pacific Western Bank have a GSR of 'ns'. In Fitch's view,
the probability of support is unlikely. IDRs and VRs do not
incorporate any support.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
PREFERRED SHARES
PACW's preferred stock rating is sensitive to changes in PACW's VR,
or willingness and ability to remain current on debt service.
SUBORDINATED DEBT
Subordinated debt ratings are primarily sensitive to any change in
PACW's VR.
LONG- AND SHORT-TERM DEPOSIT RATINGS
The long- and short-term deposit ratings are sensitive to any
changes to PACW's Long- and Short-Term IDRs.
HOLDING COMPANY
Should PACW begin to exhibit signs of weakness, demonstrate trouble
accessing the capital markets, or have inadequate cash flow
coverage to meet near-term obligations, Fitch could notch down the
holding company IDR and VR from the ratings of the operating
company. The holding company IDR and VR could be similarly affected
by an inability to gain regulatory approval for the payment of
dividends from the bank operating company to the holding company.
GOVERNMENT SUPPORT RATING
PACW's and Pacific Western Bank GSRs are rated 'ns' and there is
limited likelihood that these ratings will change over the
foreseeable future.
VR ADJUSTMENTS
The Viability Rating has been assigned below the implied Viability
Rating due to the following adjustment reason: Weakest Link -
Funding & Liquidity (negative).
The Asset Quality score has been assigned below the implied score
due to the following adjustment reasons: Concentrations (negative),
Historical and Future Metrics (negative).
The Earnings & Profitability score has been assigned below the
implied score due to the following adjustment reason: Revenue
Diversification (negative).
The Capitalization & Leverage score has been assigned below the
implied score due to the following adjustment reason: Risk Profile
and Business Model (negative).
The Funding & Liquidity score has been assigned below the implied
score due to the following adjustment reasons: Non-Deposit Funding
(negative), Historical and Future Metrics (negative).
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
----------- ------ -------- -----
PacWest Bancorp LT IDR BB+ Downgrade BBB-
ST IDR B Downgrade F3
Viability bb+ Downgrade bbb-
Government Support ns Affirmed ns
Subordinated LT BB Downgrade BB+
preferred LT B Downgrade B+
Pacific
Western Bank LT IDR BB+ Downgrade BBB-
ST IDR B Downgrade F3
Viability bb+ Downgrade bbb-
Government Support ns Affirmed ns
subordinated LT BB Downgrade BB+
long-term
deposits LT BBB- Downgrade BBB
short-term
deposits ST B Downgrade F3
PALMETTO INTERSTATE: Case Summary & One Unsecured Creditor
----------------------------------------------------------
Debtor: Palmetto Interstate Development II, Inc.
913 Third Avenue
Conway, SC 29526
Business Description: The Debtor is a Single Asset Real Estate (as
defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: April 17, 2023
Court: United States Bankruptcy Court
District of South Carolina
Case No.: 23-01102
Judge: Hon. Elisabetta Gm Gasparini
Debtor's Counsel: Robert H. Cooper, Esq.
THE COOPER LAW FIRM
150 Milestone Way, Ste B
Greenville, SC 29615
Tel: 864-271-9911
Fax: 864-232-5236
Email: thecooperlawfirm@thecooperlawfirm.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $0 to $50,000
The petition was signed by James Marshall Biddle as president.
The Debtor listed Summit Shores Lender, LLC as its only unsecured
creditor holding a claim of $20,707,964.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/CFT3X7Y/Palmetto_Interstate_Development__scbke-23-01102__0001.0.pdf?mcid=tGE4TAMA
PARKER MEDICAL: Bankr. Court Will Reopen Discovery For 60 Days
--------------------------------------------------------------
Judge Jeffery W. Cavender of the U.S. Bankruptcy Court for the
Northern District of Georgia has issued a Memorandum Opinion
directing to reopen discovery for a limited period of 60 days.
Discovery is being reopened solely for the purpose of completing
the following discovery: (1) production of documents responsive to
the five sub-categories listed above for the time period between
March 30, 2021 and April 7, 2021, subject to any valid objections
of First Citizens; and (2) depositions of Leigh Mays and Mindie
Walker after production of all responsive documents.
Richard L. Parker, Sr. has been in the business of selling medical
products for many years. He ran his business through a variety of
corporate entities, including each of the corporate Defendants
named in this adversary proceeding, which he owns either directly
or indirectly. Around 2018, the Defendants began a banking
relationship with First-Citizens Bank & Trust Company. The primary
claims at issue arise under a promissory note called the "973
Note." First-Citizens loaned upwards of $3 million to Parker
Medical Holding Company, Inc. under the 973 Note.
In the Jurisdictional Motion, Mr. Parker requests three distinct
forms of relief. First, he requests that the Court determine he has
a right to a jury trial on his affirmative defenses and
counterclaims against First Citizens. Second, he requests the Court
determine that his affirmative defenses and counterclaims are
non-core. Third, he requests that the Court enter a report and
recommendation to the district court that the reference in this
case be withdrawn in full, immediately.
The Court finds it has authority to issue orders on the matters
requested in the Jurisdictional Motion without submitting proposed
findings of fact and conclusions of law to the district court. To
the extent the Jurisdictional Motion requests the Court to
determine that any other Defendant has a right to a jury trial, the
Court concludes that such a request is not properly before the
Court because the Trustee is the proper party to bring such a
request, and he has not done so. In addition, the Court declines to
enter a report and recommendation to withdraw the reference.
Pursuant to 28 U.S.C. Section 157(d) and Bankruptcy Rule 5011(a),
only the district court has authority to hear and determine whether
to withdraw the reference, whether in whole or in part. Although
there are non-core matters in this litigation, the primary factual
and legal issue in this case is whether a chapter 11 Debtor failed
to pay its primary lender on a promissory note at maturity, or
whether the maturity date was extended by the bank.
First Citizens moves for summary judgment on all of its breach of
contract claims and all of the Defendants' counterclaims. Mr.
Parker also responded by filing the Motion to Defer, requesting
that the Court either deny, or defer ruling on, the Motion for
Summary Judgment to allow Mr. Parker and the other parties to
conduct additional discovery. Mr. Parker points to five
sub-categories of a document request served on First Citizens that
he asserts remain outstanding, at least in part, and are relevant
to the central factual dispute in this case and essential to Mr.
Parker's counterclaims and defenses and therefore his opposition to
the Motion for Summary Judgment.
The Court is satisfied that Mr. Parker has identified the
particular facts he seeks through the limited additional discovery
of written bank communications responsive to the five
sub-categories identified above for the limited time period of
March 30, 2021 to April 7, 2021, and the depositions of Leigh Mays
and Mindie Walker. The Court is also satisfied that Mr. Parker has
established how such facts will be used to rebut the Motion for
Summary Judgment. The Court also concludes that the Motion to Defer
was filed within a reasonable time after the Motion for Summary
Judgment and is therefore timely. The Court finally concludes that
Mr. Parker's (and the other Defendants') need for the additional
discovery outweighs any burden on First Citizens.
The adversary proceeding is captioned as IN RE: PARKER MEDICAL
HOLDING COMPANY, INC., et al., Chapter 11, Debtors. FIRST-CITIZENS
BANK & TRUST COMPANY, Plaintiff/Counterclaim Defendant, v. PARKER
MEDICAL HOLDING COMPANY, INC.; MIDWEST MEDICAL ASSOCIATES, INC.;
and RICHARD L. PARKER, SR., Defendants/Counterclaim Plaintiffs, and
PEACHTREE MEDICAL PRODUCTS, LLC; MIDWEST MEDICAL DME ENTERPRISES,
LLC; and MIDWEST MEDICAL ENTERPRISES, LLC, Defendants, Jointly
Administered Case No. 22-50369-JWC, Adv. Pro. No. 22-05010-JWC,
(Bankr. N.D. Ga.).
A full-text copy of the Memorandum Opinion dated March 31, 2023, is
available https://tinyurl.com/yktbn4yn from Leagle.com.
About Parker Medical Holding Company
Parker Medical Holding Company, Inc. and affiliates, Midwest
Medical Associates, Inc. and Peachtree Medical Products, LLC, filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ga. Lead Case No. 22-50369) on Jan. 14, 2022.
At the time of filing, Parker and Midwest listed up to $50 million
in assets and up to $10 million in liabilities. Meanwhile,
Peachtree listed up to $1 million in assets and up to $500,000 in
liabilities.
Jimmy L. Paul, Esq., and Drew V. Greene, Esq., at Chamberlain
Hrdlicka White Williams & Aughtry, are the Debtors' attorneys.
Mark A. Smith is the Chapter 11 trustee appointed in the Debtors'
cases. The trustee tapped Scroggins & Williamson, PC as counsel and
McNair, McLemore, Middlebrooks & Co. as tax accountants.
PARTY CITY: Obtains Court Okay to Solicit Bankruptcy Plan Vote
--------------------------------------------------------------
Amelia Pollard of Bloomberg Law reports that Party City Holdco Inc.
is one step closer to exiting bankruptcy despite the strenuous
protests of a major creditor.
US Bankruptcy Judge David Jones conditionally approved the
company's disclosure statement during a hearing on Tuesday, April
11, 2023, which allows the retailer to start soliciting votes on
its bankruptcy plan. The votes will be collected over the course of
a few weeks.
A select group of first-lien lenders are slated to reap big rewards
from the company's plan, including equity control of the business
offered at a steep discount.
About Party City Holdco
Party City Holdco, Inc. (NYSE: PRTY) is the global leader in the
celebrations industry, with its offerings spanning more than 70
countries around the world. It is also the largest designer,
manufacturer, distributor and retailer of party goods in North
America. Party City Holdco had 761 company-owned stores as of
September 2022 and is headquartered in Woodcliff Lake, N.J., with
additional locations throughout the Americas and Asia.
Party City Holdco and its domestic subsidiaries sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex.
23-90005) on Jan. 17, 2023. As of Sept. 30, 2022, Party City Holdco
had total assets of $2,869,248,000 against total debt of
$3,022,960,000.
Judge David R. Jones oversees the cases.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP as
legal counsel; Moelis & Company, LLC as investment banker;
AlixPartners, LLP as financial advisor; A&G Realty Partners as real
estate advisor; and Kroll as the claims agent.
PricewaterhouseCoopers LLP (PwC) provides accounting and valuation
advisory services, tax-related services, and internal audit
Sarbanes-Oxley Act support services.
Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and
investment banker, respectively, to the ad hoc group of first lien
holders.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee is represented by Pachulski Stang Ziehl & Jones, LLP.
PEAR THERAPEUTICS: Taps Stretto Inc. as Claims and Noticing Agent
-----------------------------------------------------------------
Pear Therapeutics, Inc. and Pear Therapeutics (US), Inc. received
approval from the U.S. Bankruptcy Court for the District of
Delaware to hire Stretto, Inc.
The Debtors require a claims and noticing agent to serve notices to
creditors, equity security holders and other concerned parties, and
provide computerized claims-related services.
The Debtors provided Stretto a retainer in the amount of $10,000
for its services.
Sheryl Betance, a senior managing director at Stretto, 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:
Sheryl Betance
Stretto, Inc.
410 Exchange, Ste. 100
Irvine, CA 92602
Telephone: (714) 716-1872
Email: sheryl.betance@stretto.com
About Pear Therapeutics
Pear Therapeutics, Inc. is a commercial-stage healthcare company
pioneering a new class of software-based medicines, sometimes
referred to as Prescription Digital Therapeutics, which use
software to treat diseases directly.
Pear Therapeutics, Inc. and Pear Therapeutics (US), Inc. filed
their voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10429) on April 7,
2023. Christopher Guiffre, chief financial officer and chief
operating officer, signed the petitions. In the petitions, the
Debtors reported $10 million to $50 million in both assets and
liabilities.
Judge Thomas M. Horan presides over the cases.
The Debtors tapped Foley Hoag, LLP as general bankruptcy counsel;
Gibbons, P.C. as Delaware counsel; Wilmer Cutler Pickering Hale and
Dorr, LLP as special counsel; Sonoran Capital Advisors, LLC and MTS
Health Partners, L.P. as financial advisors; and Stretto, Inc. as
claims and noticing agent.
PLX PHARMA: April 19 Deadline Set for Panel Questionnaires
----------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy case of Starry Group
Holdings, Inc.
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/3GTnthG and return to the United States
Trustee, Andre R. Vara, so that it is received no later than 4:00
p.m., on April 19, 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 PLx Pharma
PLx Pharma Inc. and PLx Opco Inc. are a commercial-stage drug
delivery platform technology company, focused on improving how and
where active pharmaceutical ingredients are absorbed in the
gastrointestinal tract, via its clinically-validated and
patent-protected PLxGuard technology.
The Debtors filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10456) on
April 13, 2023. The petitions were signed by Lawrence Perkins as
chief restructuring officer. The Hon. Mary F. Walrath oversees the
cases.
As of Dec. 31, 2022, the company had $21,750,000 in total assets
against $12,285,000 in total liabilities.
Lawyers at Olshan Frome Wolosky LLP and Young Conaway Stargatt &
Taylor LLP serve as counsel to the Debtors; SierraConstellation
Partners serves as CRO Provider; Donlin, Recano & Company serves as
notice, claims, solicitation & balloting agent.
POLK AZ: Case Summary & Seven Unsecured Creditors
-------------------------------------------------
Debtor: Polk AZ, LLC
18444 North 25th Avenue, Suite 420
Phoenix, AZ 85023
Business Description: The Debtor 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 property located at 411 North
21st Place, Phoenix, Arizona, 85006 and 2148
East Polk Street, Phoenix, Arizona valued at
$3.6 million.
Chapter 11 Petition Date: April 16, 2023
Court: United States Bankruptcy Court
District of Arizona
Case No.: 23-02396
Judge: Hon. Madeleine C. Wanslee
Debtor's Counsel: Mark J. Giunta, Esq.
LAW OFFICE OF MARK J. GIUNTA
531 East Thomas Road
Suite 200
Phoenix, AZ 85012
Tel: 602-307-0837
Fax: 602-307-0838
Email: markgiunta@giuntalaw.com
Total Assets: $3,600,018
Total Liabilities: $2,331,750
The petition was signed by Jean Gonzvar, member of Triple 2, LLC,
manager of the Debtor.
A full-text copy of the petitions containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/YPFQ3PA/POLK_AZ_LLC__azbke-23-02396__0001.0.pdf?mcid=tGE4TAMA
PRESTON URGENT: Case Summary & 18 Unsecured Creditors
-----------------------------------------------------
Debtor: Preston Urgent Care Family Practice, LLC
411 Morgantown St.
Kingwood, WV 26537
Chapter 11 Petition Date: April 17, 2023
Court: United States Bankruptcy Court
Northern District of West Virginia
Case No.: 23-00185
Debtor's Counsel: Martin P. Sheehan, Esq.
SHEEHAN & ASSOCIATES, P.L.L.C.
1 Community St., Ste 200
Wheeling, WV 26003
Tel: 304-232-1064
Fax: 304-232-1066
Email: martin@msheehanlaw.net
Total Assets: $665,118
Total Liabilities: $1,364,407
The petition was signed by Peg Phillips as owner.
A full-text copy of the petitions containing, among other items, a
list of the Debtor's 18 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/BY5KGNA/Preston_Urgent_Care_Family_Practice__wvnbke-23-00185__0001.0.pdf?mcid=tGE4TAMA
RESCOM LTD: Seeks to Hire Shaneyfelt & Associates as Legal Counsel
------------------------------------------------------------------
Rescom, Ltd. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Ohio to employ Shaneyfelt & Associates, LLC as
its general bankruptcy counsel.
The firm will render these services:
(a) advise the Debtor with respect to its powers and duties in
the continued management and operations of its business;
(b) attend meetings and negotiate with representatives of
creditors and other parties in interest;
(c) take all necessary action to protect and preserve the
Debtor's estate;
(d) prepare legal papers;
(e) prepare a plan of reorganization, disclosure statement and
all related documents, and take any necessary action to obtain
confirmation of such plan;
(f) advise the Debtor in connection with any potential sale of
its assets;
(g) appear before the bankruptcy court, any appellate courts,
and the United States Trustee;
(h) consult with the Debtor regarding tax matters; and
(i) perform all other necessary legal services for the Debtor
in connection with this Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Paul H. Shaneyfelt, Esq. $325
Paralegals $140
In addition, the firm will seek reimbursement for expenses
incurred.
On Feb. 6, the firm received a retainer in the amount of $12,750.
Mr. Shaneyfelt disclosed in a court filing that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Paul H. Shaneyfelt, Esq.
Shaneyfelt & Associates, LLC
315 Public Square, Suite 204
Troy, OH 45373
Telephone: (937) 216-7727
Facsimile: (937) 552-9954
Email: paulshaneyfeltlaw@gmail.com
About Rescom Ltd.
Rescom, Ltd. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ohio Case No. 23-30540) on April 7,
2023, with up to $1 million in both assets and liabilities. Duaine
Liette, sole member of Rescom, signed the petition.
Judge Guy R. Humphrey oversees the case.
Paul H. Shaneyfelt, Esq., at Shaneyfelt & Associates, LLC
represents the Debtor as legal counsel.
RODA LLC: Seeks to Hire Hilco as Real Estate Broker
---------------------------------------------------
Roda, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Oregon to employ Hilco Real Estate, LLC to market and
sell its real property located at 20407 SW Borchers Drive,
Sherwood, Ore.
Hilco will get a commission of 5% of the sales price and will
receive reimbursement for work-related expenses.
As disclosed in court filings, Hilco is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Sarah Baker
Hilco Real Estate, LLC
c/o Hilco Global
Revere Drive, Ste. 320
Northbrook, IL 60062
Tel: +91 84750 91100
Email: sbaker@hilcoglobal.com
About Roda LLC
Roda, LLC, a company in Washington County, Ore., sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case
No. 23-30250) on Feb. 6, 2023. In the petition signed by its
managing member, Roy MacMillan, the Debtor disclosed up to $10
million in both assets and liabilities.
Judge Teresa H. Pearson oversees the case.
Douglas R. Ricks, Esq., at Vander Bos and Chapman, LLP,
Intellequity Legal Services, LLC and Thomas L Strong CPA PC serve
as the Debtor's bankruptcy counsel, special counsel and accountant,
respectively.
RSA SECURITY: Fitch Alters Outlook on B- LongTerm IDR to Negative
-----------------------------------------------------------------
Fitch Ratings has affirmed the 'B-' Long-Term Issuer Default
Ratings (IDR) for the following entities: Redstone Buyer LLC,
Redstone Holdco 2 LP, Redstone Intermediate (Archer) Holdco LLC,
Redstone Intermediate (FRI) Holdco LLC, Redstone Intermediate
(NetWitness) Holdco LLC, Redstone Intermediate (SecurID) Holdco
LLC, and Redstone Parent LP. These entities collectively operate as
RSA Security, LLC.
The Rating Outlook has been revised to Negative from Stable. In
addition, Fitch has affirmed the first-lien senior secured credit
facility at 'B'/'RR3', and second-lien senior secured credit
facility at 'CCC'/'RR6'.
The ratings reflect the operational underperformance since the
separation from Dell relative to expectations previously set and
the aggressive capital structure in place. In recent quarters, the
company has demonstrated stabilization of revenue trends with total
revenue declining modestly in low-single digits, suggesting
normalization of operations compared to the peak of post-pandemic
unwinding in fiscal 2022.
Despite the weak performance, Fitch believes the company has
sufficient operational flexibility to adjust for changes in
operating environment. The 'B-'/Negative Outlook accurately
reflects the sustainability of RSA's businesses with proactive cost
management.
While Fitch's rating actions do not contemplate potential
divestiture of products and businesses, RSA Security announced on
April 13, 2023 that its Archer business unit was being acquired by
Cinven, a London-based private equity firm. Fitch would review its
ratings upon receiving details relative to allocation of proceeds
related to the divestiture of Archer or any other asset from RSA
Security.
KEY RATING DRIVERS
Weak Credit Metrics: The combination of high debt levels and
operational underperformance since the separation from Dell has
resulted in financial leverage higher than previously estimated.
Fitch estimates gross leverage to remain at over 7x through fiscal
2026. These challenges along with high interest expenses are
contributing to EBITDA/interest coverage to be at or below 1.5x
through fiscal 2026.
Constrained Financial Flexibility: At the end of fiscal 3Q23, RSA
had $33.2 million cash on balance sheet. The company expected to
have $75 million of its $175 million revolving credit facility
drawn at the end of fiscal 2023, unchanged from fiscal 3Q23. Fitch
expects RSA to manage its operations to achieve break-even to
modestly positive FCF to maintain sufficient liquidity.
Normalizing Revenue Growth: Fitch expects total revenues to grow
modestly through its forecast period after the pandemic-induced
demand volatility for RSA's products during fiscal years 2021-2022,
particularly for the SecurID segment. At the time of the separation
from Dell in fiscal 2020, an increase in demand for remote
workforce technologies drove SecurID revenue growth to
unsustainably high levels.
Total revenue and SecurID revenue declined in 1H fiscal 2022 and
subsequently returned to normalized levels that were significantly
below plan that was formulated during the peak of the pandemic. In
addition, RSA's Archer segment has also grown modestly since fiscal
2021.
Secular Growth Markets: Despite the demand volatility experienced
through the pandemic, greater adoption of identity and access
management (IAM) in support of greater workforce mobility should
support continuing growth for the niche cybersecurity segment.
However, these markets are fragmented and increasingly
competitive.
Significant Competition: Fitch expects RSA to be exposed to
intensifying competition across each of its core end markets,
including market leaders, that are larger and have greater
financial flexibility. RSA is recognized as a market leader in the
identity management market, which is a significant market
opportunity, as customers migrate to more remote working and deploy
hybrid, multi-cloud environments. Newer cloud-based entrants such
as Okta, Pulse Secure and Zscaler are gaining share, while
Microsoft will benefit from its sizable enterprise customer base.
Diversified Customer Base: RSA has a highly diversified revenue
base with more than 12,500 enterprise customers. No customer
accounts for more than 2% of revenues, the top-25 customers account
for less than 20% of total revenues and the top-100 customers
account for less than 40% of revenues.
DERIVATION SUMMARY
Fitch's ratings for RSA Security are supported by the company's
mature technology platforms and strong brand value that result in a
stable customer base. RSA's efforts to convert its revenue
structure from term licenses to subscriptions should provide
greater revenue visibility in the future. The broader
enterprise-security market has been growing, supported by greater
awareness around security breaches and the increasing complexity of
IT networks and applications. Within the broader enterprise
security market, peers include Gen Digital (fka NortonLifeLock,
BB+/Negative). RSA Security has smaller revenue scale and lower
EBITDA margins than NortonLifeLock.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer:
- Revenue growth in the low-single digits;
- EBITDA margins in the low 30's;
- Capex intensity at 4%;
- No acquisitions or dividends through fiscal 2026.
KEY RECOVERY RATING ASSUMPTIONS
- The recovery analysis assumes that RSA Security would be
reorganized as a going-concern in bankruptcy rather than
liquidated;
- Fitch has assumed a 10% administrative claim.
Going-Concern (GC) Approach
- In the event of distress, Fitch assumes RSA Security would suffer
from greater customer churn and margin compression on lower revenue
scale. RSA Security's GC EBITDA is assumed to be $176 million,
approximately 22% below estimated fiscal 2023 Fitch adjusted EBITDA
of $227 million. The company experienced significant revenue
volatility through the pandemic and Fitch believes revenues have
returned to normalized levels. The increasing recurring revenue and
high customer retention rates provide significant visibility to
future profitability.
- The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch based the
enterprise valuation.
- An EV multiple of 6.5x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:
- The historical bankruptcy case study exit multiples for
technology peer companies ranged from 2.6x-10.8x;
- Of these companies, only three were in the Software sector: Allen
Systems Group, Inc.; Avaya, Inc.; and Aspect Software Parent, Inc.,
which received recovery multiples of 8.4x,8.1x, and 5.5x,
respectively.
- The highly recurring nature of RSA Security's revenue supports
EBITDA multiple near the high-end of the range.
- Fitch arrives at an EV of $1.14 billion. After applying the 10%
administrative claim, adjusted EV of $1.03 billion is available for
claims by creditors. This results in a 'RR3' Recovery Rating for
RSA Security's first-lien credit facilities and 'RR6' Recovery
Rating for the second-lien credit facility.
RATING SENSITIVITIES
Rating Outlook could be stabilized if credit metrics return and
sustain at levels within the rating sensitivities.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- EBITDA leverage sustained below 7.0x;
- CFO-capex/debt sustained above 5%;
- Sustained revenue growth of mid-single digits, implying stable
market position.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- CFO-capex/debt sustained below 0%;
- EBITDA interest coverage sustaining below 1.5x;
- Sustained negative revenue growth and profit margin erosion,
signaling greater competitive intensity.
LIQUIDITY AND DEBT STRUCTURE
Constrained Adequate Liquidity: Fitch estimates the company had
approximately $30 million of cash on its balance sheet and $75
million of its $175 million revolving credit facility drawn. With
the backdrop of weak operating performance, Fitch believes the
company is able to manage its cost structure for breakeven to
modest FCF to sustain cash position.
Debt Structure: RSA Security's term loans have maturity dates of
2028 for the first lien and 2029 for the second lien. The revolver
matures in 2026.
ISSUER PROFILE
RSA Security was a carve-out from Dell Technologies that operates
with four distinct products - SecurID and NetWitness in the
Cybersecurity category, and Archer and Fraud & Risk Intelligence
(OutSeer) in Risk Management category.
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.
Fitch scored RSA Security 4's for Management Strategy and Financial
Transparency reflecting continuing challenges in execution of
management strategy since separation from Dell. These challenges
included IT infrastructure that significantly impacted clarity in
financial reporting. While operational reporting has improved since
FY2022, details in key operational metrics remain opaque.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Redstone
Intermediate
(SecurID)
HoldCo LLC LT IDR B- Affirmed B-
Redstone
Intermediate
(FRI) HoldCo
LLC LT IDR B- Affirmed B-
Redstone
Parent LP LT IDR B- Affirmed B-
Redstone
Intermediate
(NetWitness)
HoldCo LLC LT IDR B- Affirmed B-
Redstone
Intermediate
(Archer)
HoldCo LLC LT IDR B- Affirmed B-
RedStone Buyer,
LLC LT IDR B- Affirmed B-
senior secured LT B Affirmed RR3 B
Senior Secured
2nd Lien LT CCC Affirmed RR6 CCC
Redstone Holdco
2 LP LT IDR B- Affirmed B-
SALE LLC: Court OKs Interim Cash Collateral Access
--------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
authorized Sale, LLC d/b/a As Good as it Gets Cafe, to use cash
collateral on an interim basis in accordance with the budget.
As adequate protection, parties a secured interest in the Debtor's
assets are granted replacement liens to the same extent, priority
and perfection and only to the extent unavoidable, that such
parties would have had in the absence of the bankruptcy filing.
The Debtor will make an adequate protection payment to MDOR in the
amount of $5,400, in addition to its replacement lien.
A further hearing on the matter is set for May 11, 2023 at 11 a.m.
A copy of the order is available at https://bit.ly/3mwEEPg from
PacerMonitor.com.
About Sale, LLC
Sale, LLC is a family-owned cafe with homestyle breakfasts &
classic lunch eats, such as sandwiches, hamburgers, muffins, and
pancakes. The Debtor sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 23-10545) on April
10, 2023. In the petition signed by Abderrahim Hmina, manager, the
Debtor disclosed $7,500 in assets and $3.2 million in liabilities.
Judge Christopher J. Panos oversees the case.
Marques C. Lipton, Esq., at Lipton Law Group, LLC, represents the
Debtor as legal counsel.
SCST REALTY: Unsecureds to Get Nothing in Liquidating Plan
----------------------------------------------------------
SCST Realty Group, LLC, filed with the U.S. Bankruptcy Court for
the District of New Jersey a Small Business Plan of Liquidation
dated April 13, 2023.
The Debtor is a New Jersey limited liability company that exists
for the purpose of owning certain real property and improvements
located at 2431 Reed Street #2, Philadelphia, PA 19146 (the
"Property").
The tenant at the Property is Direct Air, LLC. Both Direct Air and
SCST are companies owned by Salvatore Campagna and Salvatore
Taormina. Direct Air is not currently a debtor in a bankruptcy
proceeding and does not currently have the intention of filing a
petition for relief. Direct Air operates a HVAC construction
business that services the Philadelphia metropolitan area.
SCST is owned 50% by Salvatore Campagna and 50% by Salvatore
Taormina. SCST's only assets are the Property, its improvements,
and the rights flowing from the Property.
SCST's unsecured claims are the City of Philadelphia's priority tax
claim for 2023 and small liabilities for utilities that are
typically paid in the ordinary course of business by Direct Air.
On January 9, 2023, the Court of Common Pleas entered a monetary
judgment in the amount of $50,507.69 against SCST and in favor of
Legacy, for its legal fees and costs in connection with the
aforementioned lawsuit. While the Judgment compels specific
performance, such performance is impossible. The scope of the
secured claims against the Property exceeds the sale price of the
Property set forth in the Agreement of Sale. The Property has liens
encumbering it of at least $1,590,430.85. When considering a
$1,300,000.00 sale price, the value of the liens asserted on the
Property are greater than the value of the Property, even before
considering the typical costs of closing that SCST will be
responsible to pay.
This is a Plan of Liquidation whereby the Debtor, SCST Realty
Group, LLC intends to sell its only asset, real property located at
2431 Reed Street, Unit 2, Philadelphia, PA 19146 to Legacy Reed
Street, LLC. SCST and Legacy have executed a prepetition agreement
of sale. When SCST was unable to close on the sale to Legacy
pre-petition, Legacy obtained a judgment against SCST compelling
specific performance.
This Plan permits SCST to sell its property to Legacy free and
clear of all liens, claims, and encumbrances. Secured creditors
with liens against SCST's property will be paid from the proceeds
of the sale in accordance with the priority of their valid liens.
The sale to Legacy will be subject to higher and better bids.
Since SCST only owns real estate and does not operate, and the
value of its only asset is insufficient to pay all secured
creditors in full, SCST does not intend to pay any unsecured
creditors through this Plan.
Class 3 consists of General Unsecured Creditors. No payment to
unsecured creditors under the Plan. This Class is impaired.
Class 4 consists of Equity Interest Holders. SCST's members will
retain their equity interest for the purposes of winding up the
company under New Jersey Law.
SCST intends to sell the Property to Legacy pursuant to the Legacy
Sale Agreement for the purchase price of $1,300,000.00. The sale to
Legacy shall be free and clear of all liens, claims, and
encumbrances pursuant to Section 363(f) of the Bankruptcy Code. Any
liens shall attach to the proceeds of the sale and shall be
distributed in the same amount and priority as they existed
pre-petition. The sale shall be subject to higher and better offers
up until the date of hearing on confirmation of this Plan.
SCST does not generate any income and has no equity in the
Property. As a result, SCST will have no funds to pay any unsecured
creditors. SCST does not anticipate that it will have any future
earnings. As a result, the Debtor will have no disposable income.
A full-text copy of the Liquidating Plan dated April 13, 2023 is
available at https://bit.ly/43ToY9A from PacerMonitor.com at no
charge.
Debtor's Counsel:
Harry J. Giacometti, Esq.
FLASTER/GREEBERG, P.C.
1717 Arch Street
Suite 3300
Philadelphia, PA 19103
Tel: (215) 279-9393
Email: harry.giacometti@flastergreenberg.com
About SCST Realty
SCST Realty Group, LLC is a Single Asset Real Estate (as defined in
11 U.S.C. Section 101(51B)). It owns a property located at 2431
Reed Street, Unit 2, Philadelphia, PA 19146 valued at $1.3 million.
SCST Realty Group filed a Chapter 11 petition (Bankr. D.N.J. Case
No. 23-13078) on April 13, 2023. In the petition signed by
Salvatore Campagna, member, the Debtor disclosed $1,300,000 in
assets and $1,607,945 in liabilities.
The Debtor is represented by Harry J. Giacometti, Esq. of
FLASTER/GREEBERG, P.C.
SERVICE PROPERTIES: S&P Affirmed 'B+' ICR, Outlook Negative
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating, 'B+'
issue-level rating on Service Properties Trust's (SVC)
nonguaranteed senior unsecured notes, and 'BB' issue-level rating
on its guaranteed notes.
The negative outlook reflects S&P's view that liquidity pressure
and elevated refinancing risk remain, with significant debt
maturities over the near term. It also reflects its expectation for
a continued gradual recovery in the lodging sector and improvement
to SVC's operating performance and key credit metrics.
Liquidity pressure and elevated refinancing risk loom with SVC's
revolver maturing in July 2023 and substantial debt maturities over
the near term. S&P said, "While we expect the company to recast the
revolving facility, the potential terms are still unknown. Beyond
that, SVC has significant debt maturities beginning in March 2024,
with $350 million of senior unsecured notes coming due. The company
has $2.325 billion of debt maturing in 2024 and 2025, representing
approximately 40% of its outstanding debt. Due to strong recovery
in operating performance in 2022, SVC regained compliance with its
covenants, allowing it to incur additional debt. SVC fully repaid
its revolver with cash on hand and in February 2023 issued an
asset-backed securitization at 5.6%, generating net proceeds of
approximately $555 million. The notes mature in 2028, and proceeds
were used to repay its outstanding 4.5% senior unsecured notes due
in June 2023. Given the challenging market conditions and
significantly higher interest rate environment, we consider these
transactions to have been executed successfully and as credit
positive."
Capital market volatility persists, and the outcome of SVC's
refinancing efforts remain uncertain. The increased use of secured
debt or guaranteed notes to refinance nonguaranteed unsecured debt
could affect recovery prospects for nonguaranteed unsecured
noteholders. Furthermore, while the company maintains a largely
unencumbered portfolio, it will have to be mindful of its covenants
as it weighs funding options. Should SVC access the unsecured debt
market to refinance some of its upcoming debt maturities, it would
ease concerns related to covenant cushion and demonstrate enhanced
financial flexibility.
Operating performance recovered significantly in 2022, driving
improvement to key credit metrics. SVC's reported hotel EBITDA was
$228.2 million in 2022, up from $71.2 million a year prior. EBITDA
margin expanded to 15.6% from 6.4% over the same time frame.
Occupancy across its hotel portfolio increased 9% in 2022, which
together with almost 22% growth in the average daily rate (ADR)
resulted in revenue per available room (RevPAR) increasing 42.7% in
fiscal year 2022. For December 2022, SVC's occupancy for all hotels
remains 10.6% and RevPAR 14.2% below 2019, demonstrating the
additional runway for possible recovery the next couple of years.
S&P said, "We expect business and group travel in particular to
show signs of improvement in 2023 relative to 2022, and the first
quarter should yield robust year-over-year growth due to the
negative impact the omicron COVID-19 variant had on travel and
lodging early last year. Due to the increase in cash flow
volatility within the company's hotel portfolio over the past few
years, we revised our business risk profile to weak from fair. We
also revised the comparable ratings analysis modifier to neutral
from negative as the business risk profile captures the volatility
exhibited since 2020 and inherent in the cyclical nature of
hotels."
SVC's net lease portfolio continues to perform well, providing a
source of earnings stability. Tenant rent coverage has improved to
3x as of Dec. 31, 2022, from 2.58x a year prior. In February, BP
PLC (A-/Positive/A-2) announced the acquisition of TravelCenters of
America Inc., with the transaction expected to close in May. This
will improve SVC's tenant quality, and upon close it will receive
approximately $379 million cash, boosting the company's liquidity
position. While SVC's tenant concentration will remain high, BP
will account for roughly 29% of its gross assets as of Dec. 31,
2022. That said, BP is a strong investment-grade tenant that we
think will invest capital in the travel centers.
As of Dec. 31, 2022, SVC's S&P Global Ratings-adjusted debt to
EBITDA was 9.7x, down from 16.4x a year prior. Its adjusted
fixed-charge coverage (FCC) ratio also improved to 1.7x from 1x as
strong operating performance boosted EBITDA and the company used
proceeds from asset sales to repay debt. SVC's stabilized operating
performance, together with healthier key credit metrics, provide a
significantly more supportive backdrop as it refinances upcoming
maturities.
S&P said, "The negative outlook reflects our view that liquidity
pressure and elevated refinancing risk remain, with significant
debt maturities over the near term. The outlook also reflects our
expectation for a continued gradual recovery in the lodging sector
and improvement to SVC's operating performance and key credit
metrics. We project S&P Global Ratings-adjusted debt to EBITDA will
decline to the mid-8x area by year-end 2023 and FCC will improve to
about 2x."
S&P's could lower our ratings on SVC, perhaps more than one notch,
if:
-- The company fails to refinance its revolving credit facility,
constraining liquidity;
-- It does not address upcoming debt maturities in a timely
manner; or
-- Operating performance deteriorates, perhaps due to a recession
and the cyclical nature of the lodging industry, pressuring key
credit metrics with adjusted debt to EBITDA sustained above 9.5x or
FCC declining back below 1.7x.
S&P could also lower the issue-level ratings on SVC's nonguaranteed
unsecured notes if our estimate of recovery prospects for
bondholders decreases below 30%, likely because the company
refinances maturities with a higher proportion of secured debt or
guaranteed notes.
S&P could revise the outlook on SVC to stable if:
-- It refinances its revolving credit facility and addresses the
bulk of upcoming debt maturities; and
-- Operating performance continues to recover, improving key
credit metrics.
ESG credit indicators: E-2, S-3, G-3
S&P said, "Social factors are a moderately negative consideration
in our credit rating analysis of SVC. This was evident during the
COVID-19 pandemic as operating performance deteriorated materially
within its hotel portfolio. Although this was an extreme disruption
unlikely to recur, risks remain. Disruptions could be caused by
local health concerns or illness outbreaks given the business
concentration in hotels. Additionally, we view lodging as a
cyclical asset type, and a potential recession could impair
operating performance."
SOURCEWATER INC: Seeks to Hire Chamberlain as Bankruptcy Counsel
----------------------------------------------------------------
Sourcewater, Inc., doing business as Sourcenergy, seeks approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Chamberlain, Hrdlicka, White, Williams & Aughtry, PC as
its legal counsel.
The firm will render these services:
(a) analyze the financial situation and render advice and
assistance to the Debtor;
(b) advise the Debtor with respect to its rights, duties, and
powers in this Chapter 11 case;
(c) represent the Debtor at all hearings and other
proceedings;
(d) prepare and file schedules of assets and liabilities,
statements of affairs, motions and other legal papers;
(e) represent the Debtor at any meeting of creditors and such
other services as may be required during the course of the
bankruptcy proceedings;
(f) represent the Debtor in all proceedings before the court
and in any other judicial or administrative proceeding where the
rights of the Debtor may be litigated or otherwise affected;
(g) prepare and file a Subchapter V plan of reorganization;
(h) assist the Debtor in analyzing the claims of creditors and
in negotiations with such creditors to achieve a consensual plan;
and
(i) assist the Debtor in any matters relating to or arising
from the case.
An initial retainer in the amount of $52,413 was paid by the Debtor
on March 17 prior to filing the bankruptcy and an additional
$22,587 will be paid after the petition date.
The hourly rates of the firm's counsel and staff are as follows:
Amy C. Moss, Shareholder $665
Jarrod B. Martin, Shareholder $600
Drew V. Greene, Shareholder $575
Tara T. LeDay, Associate $525
Lara Anne Coleman, Paralegal $310
Valerie Herrera, Legal Assistant $165
In addition, the firm will seek reimbursement for expenses
incurred.
Jarrod Martin, Esq., a partner at Chamberlain, disclosed in a court
filing that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jarrod B. Martin, Esq.
Chamberlain, Hrdlicka, White, Williams & Aughtry, PC
1200 Smith Street, Suite 1400
Houston, TX 77002
Telephone: (713) 356-1280
Facsimile: (713) 658-2553
Email: jarrod.martin@chamberlainlaw.com
About Sourcewater Inc.
Sourcewater, Inc. gathers, analyzes, and visualizes surface and
subsurface energy and water activity. The company is based in
Houston, Texas.
Sourcewater sought protection under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No.23-30960) on
March 17, 2023, with up to $1 million in assets and up to $10
million in liabilities. Thomas A. Howley has been appointed as
Subchapter V trustee.
Judge Jeffrey P. Norman oversees the case.
Jarrod B. Martin, Esq., at Chamberlain, Hrdlicka, White, Williams,
& Aughtry, P.C., is the Debtor's legal counsel.
SPIRIPLEX INC: Taps Borst Accounting Solutions as Accountant
------------------------------------------------------------
Spiriplex, Inc. seeks approval from the U.S. Bankruptcy Court for
the Northern District of Illinois to employ Borst Accounting
Solutions, LLC to provide accounting and bookkeeping services.
The firm will receive monthly payments of $1,375 in this
engagement, plus reimbursement for expenses incurred.
Linda Borst, CPA, founder and president of Borst Accounting
Solutions, disclosed in a court filing that her firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Linda Borst
Borst Accounting Solutions, LLC
827 N. Haddow Avenue
Arlington Heights, IL 60004
Telephone: (847) 687-0415
About Spiriplex Inc.
Spiriplex, Inc. specializes in micro-sample allergenic diagnostics,
providing clinical laboratory services throughout the United
States. It is based in Lincolnshire, Ill.
Spiriplex sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Ill. Case No. 23-02773) on March 1, 2023. In the
petition signed by its chief executive officer, David C. Fleisner,
the Debtor disclosed up to $500,000 in assets and up to $10 million
in liabilities.
Judge Jacqueline Cox oversees the case.
The Debtor tapped Scott R. Clar, Esq., at Crane, Simon, Clar &
Goodman as legal counsel and Linda Borst at Borst Accounting
Solutions, LLC as accountant.
STEAK AND STONE: Taps Jim Gaudiosi, Attorney at Law as Counsel
--------------------------------------------------------------
Steak and Stone, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Arizona to hire Jim Gaudiosi, Attorney at Law,
PLLC as its bankruptcy counsel.
The firm's services include:
a. taking necessary or appropriate actions 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 Debtor, the negotiation of disputes in which the Debtor is
involved, and the preparation of objections to claims filed against
the estate;
b. providing legal advice with respect to the Debtor's powers
and duties in the continued operation of its business and
management of its property;
c. preparing legal papers;
d. appearing in court;
e. preparing and pursuing confirmation of a Chapter 11 plan
and approval of a disclosure statement, and such further actions as
may be required in connection with the administration of the
Debtor's estate; and
f. acting as general bankruptcy counsel for the Debtor and
performing all other necessary or appropriate legal services in
connection with its Chapter 11 case.
g. acting as general litigation counsel for Debtor in
connection with any matters "related to" or "arising under" this
bankruptcy case or removed to the bankruptcy court or otherwise
pending as of the filing of the bankruptcy petition.
Gaudiosi Law received an initial retainer of $10,000.
The firm will charge these hourly fees:
James R. Gaudiosi $350 per hour
Paralegal $125 per hour
As disclosed in court filings, Jim Gaudiosi, Attorney at Law
neither holds nor represents an interest adverse to the estate.
The firm can be reached through:
James R. Gaudiosi, Esq.
Jim Gaudiosi, Attorney at Law, PLLC
17505 N. 79th Ave., Suite 207
Glendale, AZ 85308
Tel: (623) 777-4760
Email: jim@gaudiosilaw.com
About Steak and Stone
Steak and Stone, LLC owns and operates a steakhouse in Mesa, Ariz.
Steak and Stone filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy code (Bankr. D. Ariz. Case No.
23-02243) on April 7, 2023, with $100,000 to $500,000 in assets and
$1 million to $10 million in liabilities. David Storrs, owner of
Steak and Stone, signed the petition.
Jim Gaudiosi, Esq., at Jim Gaudiosi, Attorney at Law, PLLC
represents the Debtor as counsel.
STRAIGHTPATH VENTURE: Deadline to File Claims Set for May 30
------------------------------------------------------------
The U.S. District Court for the Southern District of New York set
May 30, 2023, at 5:00 p.m. (Prevailing Eastern Time) as the last
date and time for claimants to file their proofs of claim against
Straightpath Venture Partners LLC and its affiliates ("Receiver
Entities").
The Court also set July 28, 2023, at 5:00 p.m. (Prevailing Eastern
Time) as the deadline for governmental units to file their claims
against the Receiver Entities.
Proofs of claim must be served on the Receiver's Claims Agent by
either:
1) First Class Mail via the USPS addressed to:
StraightPath Claims Processing
c/o Stretto, 410 Exchange
Suite 100
Irvine, CA 92602
2) overnight courier or in-person delivery addressed to:
StraightPath Claims Processing
c/o Stretto, 410 Exchange
Suite 100
Irvine, CA 92602
3) electronic mail, as an attachment in portable document
format (.pdf), to StraightPathClaims@Stretto.com; or
4) using the electronic Proof of Claim Form available on
the Receiver's website at
https://www.straightpathreceivership.com/.
On June 14, 2022, Melanie L. Cyganowski was appointed to serve as
the Court-appointed receiver for the SP Ventures Fund LLC, SP
Ventures Fund 2 LLC, SP Ventures Fund 3 LLC, SP Ventures Fund 4 LLC
,SP Ventures Fund 5 LL, SP Ventures Fund 6 LLC, SP Ventures Fund 7
LLC, SP Ventures Fund 8 LLC, SP Ventures Fund 9 LLC ("SP Funds"),
StraightPath Venture Partners LLC ("SP Fund Manager") and
StraightPath Management LLC ("SP Advisor") pursuant to an order of
the Hon. Lewis A. Kaplan.
If you are an investor in the receivership entities, the receiver
expects to mail you an investor statement by April 19, 2023. If
you believe you are an investor in the Receiver Entities, contact
the Receiver at StarightPathReceiver@Otterbourg.com.
The proof of claim form is available on the Receiver's website at
https://www.straightpathreceivership.com/claimsandinterests.
Straightpath Venture Partners LLC is an investment adviser
incorporated in Delaware as a limited liability company on May 11,
2017, which served as the investment adviser to each of the SP
Funds.
THOMASBORO LANDCO: Seeks to Tap Johnson Pope as New Counsel
-----------------------------------------------------------
Thomasboro Landco, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Alabama to employ Johnson Pope
Bokor Ruppel & Burns, LLP to substitute for Stichter, Riedel, Blain
& Postler, P.A.
The firm will render these services:
(a) take necessary steps to analyze and pursue any causes of
action, if in the best interest of the estate;
(b) prepare legal papers required in the Debtor's Chapter 11
case; and
(c) assist the Debtor in taking all legally appropriate steps
to effectuate compliance with the Bankruptcy Code.
Edward Peterson, Esq., the primary attorney in this engagement,
will be paid at his hourly rate of $450.
Mr. Peterson 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.
Johnson can be reached through:
Edward J. Peterson, Esq.
Johnson Pope Bokor Ruppel & Burns, LLP
401 E. Jackson Street, Ste. 3100
Tampa, FL 33602
Telephone: (813) 225-2500
Email: epeterson@jpfirm.com
About Thomasboro Landco
Thomasboro Landco, LLC, a company in Spanish Fort, Ala., filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Ala. Case No. 22-10260) on Feb. 11, 2022, with
$10 million to $50 million in both assets and liabilities. J.
Marion Uter, manager, signed the petition.
Judge Henry A. Callaway oversees the case.
Edward J. Peterson, Esq., at Johnson Pope Bokor Ruppel & Burns, LLP
and Manning, Fulton & Skinner, PA, serve as the Debtor's bankruptcy
counsel and special counsel, respectively.
THRIVIFY LLC: Chapter 11 Trustee Taps Lane Powell as Legal Counsel
------------------------------------------------------------------
Kenneth Eiler, Chapter 11 trustee for Thrivify LLC, seeks approval
from the U.S. Bankruptcy Court for the District of Oregon to hire
Lane Powell PC as his legal counsel.
The firm's services include:
a. representation of trustee on cash collateral, insurance,
and other operational matters;
b. representation of trustee in efforts to sell the Debtor's
business as a going concern, formulate a plan of reorganization, or
achieve a liquidity event or other similar transactions;
c. representation of trustee in the investigation of insider
transactions; and
d. representation in other matters in the administration of
the Debtor's Chapter 11 case.
The firm will charge these hourly fees:
David W. Criswell, Shareholder $550 per hour
Andrew J. Geppert, Associate $375 per hour
Karin Freestad, Paralegal $250 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.
David Criswell, Esq., a partner at Lane Powell, disclosed in a
court filing that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
Lane Powell can be reached at:
David W. Criswell, Esq.
Lane Powell, PC
601 S.W. Second Avenue, Suite 2100
Portland, OR 97204
Tel: (503) 778-2100
Direct: (503) 778-2198
Fax: (503) 778-2200
Email: criswelld@lanepowell.com
About Thrivify LLC
Thrivify, LLC -- https://www.thelodgeinsisters.com -- owns and
operates an assisted living facility in Sisters, Ore., that
provides a variety of living options to choose from, including
independent living for active seniors, assisted living for those in
need of support with the activities of daily life, and short-term
respite stays.
Sisters, Ore.-based Thrivify was subject to an involuntary Chapter
11 petition (Bankr. D. Ore. Case No. 23-30538) filed on March 15,
2023. The alleged creditors who signed the petition are Clutch
Industries, Inc., Terence C Blackburn, and Sean A Blackburn.
Judge David W. Hercher oversees the case.
Kenneth S. Eiler, Chapter 11 trustee for Thrivify, is represented
by Lane Powell, PC.
VALLEY TRANSPORTATION: Taps NorCal Valuations as Appraiser
----------------------------------------------------------
Valley Transportation, Inc. received approval from the U.S.
Bankruptcy Court for the Eastern District of California to employ
NorCal Valuations to appraise the estate's vehicles.
Norcal will bill between $5,000 and $6,000 for its services.
As disclosed in court filings, Norcal is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jack Young ASA, CPA
NorCal Valuation Inc.
902 Hemenway St.
Winters, CA 95695
Phone: 530-795-5536
Email: jack@norcalvaluation.com
About Valley Transportation
Valley Transportation, Inc. is a Fresno-based company that provides
pickup and delivery services.
On Sept. 1, 2022, Valley Transportation filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Calif.
Case No. 22-11540), with $1 million to $10 million in assets and
$500,000 to $1 million in liabilities. Deborah Simpson, chief
executive officer of Valley Transportation, signed the petition.
Judge Rene Lastreto II oversees the case.
The Debtor tapped Riley C. Walter, Esq., at Wanger Jones Holsley as
bankruptcy counsel; Hatmaker Law Group and Raimondo Miller, a Law
Corporation as special counsels; and Dritsas Groom McCormick, LLP
as accountant.
VICTOR CHIMES: Wooden Schooner Auction Starts April 23
------------------------------------------------------
Keenan Auction Company will hold a public sale auction for the
historic 3-masted wooden schooner k/a Victory Chimes. Bidding
starts on April 23, 2023 at 9:00 a.m. EST, and ends on May 8, 2023,
1:00 p.m. EST.
Interested bidders must register with Proxibid.com in order to
participate in the auction. A $10,000 deposit in the form of a
hold being placed on the online bidder's credit card is required as
a qualification to bid. Winning bidder will need to submit
complete payment for the vessel payable to Keenan Auction Company,
Inc. within 24 hours of the sale, in cash or US certified funds, or
wire transfer.
The vessel will need to be removed from its current berth at
Windjammer Wharf on or before a deadline of May, 12, 2023, and once
removed by the deadline, Auctioneer will release the $10,000 hold
on the purchasers credit card. In the event the vessel is not
removed by the deadline, buyer will forfeit their $10,000 deposit
to Seller, unless Purchaser can provide the Seller with a valid
agreement from Windjammer Wharf authorizing the Purchaser to remain
on Wharf. Said agreement will need to be provided to the Seller on
or before May 12, 2023.
Unsuccessful bidder's credit card holds will be processed to be
released at the conclusion of the auction. Releases are typically
removed within 2-5 days from the date of the removal request by
auctioneer. A 15% Buyer's Premium. For additional terms of sale
and a Property Information Package visit
https://keenanauction.com/auction.cgi?i=5197 or call (207)
885-5100.
The Auctioneer can be reached at:
Keenan Auction Co., Inc.
Attn: Richard J. Keenan
2063 Congress Street
Portland, ME 04102
Tel: 207-885-5100
Email: info@keenanauction.com
VITEL COMMUNICATIONS: Merchants to Pay $5,633 Preference Claim
--------------------------------------------------------------
Chief Bankruptcy Judge Ann M. Nevins of the U.S. Bankruptcy Court
for the District of Connecticut has issued a Memorandum of Decision
directing Merchants Leasing to pay the Trustee $5,633 as a
preference to which the new value defense does not apply.
On June 22, 2020, Plaintiff Barbara Katz, Chapter 7 Trustee,
commenced this adversary proceeding by filing a two-count Complaint
against Merchants Automotive Group, Inc., d/b/a/ Merchants Leasing,
seeking to avoid preferential transfers made by Vitel
Communications LLC to Merchants during the Preference Period
pursuant to Bankruptcy Code Sections 547(b), 550, and 551 and claim
disallowance under Bankruptcy Code Section 502(d).
In its bankruptcy case, Vitel scheduled an undisputed, unsecured,
non-priority debt to "Merchants Leasing" in the amount of $518,420.
As of the Petition Date, Vitel had not paid all amounts due under
the Agreement. The Defendant did not file a proof of claim against
Vitel in its bankruptcy case.
Merchants filed a Motion for Summary Judgment. The Defendant
primarily argues it provided the Debtor with new value, thus
defeating any preference claim. One question raised by the largely
uncontested facts is whether continued possession of leased
property -- here a fleet of motor vehicles including service trucks
-- may be construed as "new value" under Bankruptcy Code Section
547(c)(4). On the other hand, the Trustee argued that mere
possession of leased vehicles does not constitute new value, and
since the Debtor did not make use of the entire Fleet, the
Defendant gave no new value to the Debtor.
The Court explains that "in the context of Vitel's business which
relied on the Fleet leased from Merchants. . . it is easy to
conclude the continued possession, use, and opportunity to use the
Fleet as a whole provided by Merchants during the Preference Period
was valuable. . . it is undisputed the Debtor retained possession
of the vehicles after the payments were made, thus providing the
Debtor opportunity to use the Fleet and market itself as a going
concern." The Court concludes that "the Defendant's provision of
continued possession of the Fleet to the Debtor would have
constituted consideration sufficient to support a contract, and
thus, in this context constitutes new value."
However, the Court is unpersuaded that a new value defense should
succeed on this basis alone. The record here would support a
conclusion that the parties did intend the continued use and
possession of some or all of the Fleet during the Preference Period
to constitute new value. The Court does not rely on this factor
alone in concluding Merchants established a new value defense.
Merchants -- to be entitled to new value -- bears the burden of
proving the new value was given after the transfer. In the instant
case, there is no evidence of when the preferential transfer was
made and so this argument fails.
For the time period between Oct. 9, 2018 and Oct. 19, 2018 (the
Petition Date), the only evidence of other services provided is the
toll report. Merchants did not offer or admit into evidence an
invoice reflecting other charges incurred for the month of October
2018. Adopting in large parts the reasons stated by the Trustee,
the Court finds the Toll Report unwieldy and unreliable and
declines to hunt for de minimus amounts of new value that may be
found in Merchant's advancement of tolls between Oct. 9, 2018 and
Oct. 19, 2018.
The adversary proceeding is captioned as In re: SERVICOM LLC, JNET
COMMUNICATIONS LLC, and VITEL COMMUNICATIONS LLC, Chapter 7,
Debtors. BARBARA KATZ, CHAPTER 7 TRUSTEE FOR VITEL LLC, Plaintiff,
v. MERCHANT AUTOMOTIVE GROUP, INC. d/b/a MERCHANTS LEASING,
Defendant, Case No. 18-31722 (AMN), Jointly Administered with Case
No. 18-31723 (AMN), No. 18-31724 (AMN), Adv. Pro. No. 20-03035
(AMN), (Bankr. D. Conn.).
A full-text copy of the Memorandum of Decision dated March 31,
2023, is available https://tinyurl.com/j9usf87c from Leagle.com.
About ServiCom LLC, et al.
JNET Communications LLC is a Delaware limited liability company
that provides over all management and administrative functions as
the holding company for ServiCom LLC and Vitel Communications LLC.
JNET, in conjunction with its subsidiaries, constitutes a full
service, outsource provider of customer contact management and
telecommunication infrastructure fulfillment services to Fortune
1000 companies. JNET was founded in July 2003 by David Jefferson,
a former senior executive of Comcast Corporation and AT&T
Corporation.
JNET has grown significantly since its founding. JNET realized on a
consolidated basis $80 million in revenues in 2017 and is on track
to generate revenues of $70 million in 2018 largely from its two
separate but complementary subsidiaries, ServiCom and Vitel. As of
the Petition Date, JNET independently employs approximately 31
people.
ServiCom provides a comprehensive suite of call center outsourcing
services to a broad range of industries. ServiCom maintains its
principal assets and operates a call center location in Milford,
CT. ServiCom also operates a call center location in Machesney
Park, IL. As of the Petition Date, ServiCom employs approximately
200 people.
Vitel provides installation and construction related services and
other customer management services to cable and telecom companies,
including installation of cable and telephone equipment, high speed
data and digital phone installation, multiple dwelling unit
construction and customer save services. Vitel currently operates
in Georgia, Maryland, New Jersey, Ohio and Texas. As of the
Petition Date, Vitel employs approximately 25 people.
ServiCom Canada is a limited company organized in Nova Scotia,
Canada, that is wholly owned by ServiCom. ServiCom Canada
maintains its principal assets and operates a call center location
in Sydney, Nova Scotia, from which location ServiCom Canada
primarily serves the clients of its ServiCom parent. As of the
ServiCom Canada Petition Date, ServiCom Canada employs
approximately 600 people.
After suffering significant losses in 2017 and 2018, ServiCom LLC,
JNET Communications LLC, and Vitel Communications LLC concurrently
filed Chapter 11 petitions (Bankr. D. Conn. Case Nos. 18-31722 to
18-31724) on Oct. 19, 2018, each estimating $10 million to $50
million in assets and liabilities.
Another affiliate, ServiCom Canada Limited, filed a Chapter 11
petition (Bankr. D. Conn. Case No. 18-31734) on Oct. 23, 2018,
estimating assets of $500,000 to $1 million and liabilities of $1
million to $10 million.
Zeisler and Zeisler, led by James Berman, serves as counsel to the
Debtors.
VOA INC: Taps Law Office of Lazaro E. Fernandez as Counsel
----------------------------------------------------------
VOA, Inc. seeks approval from the U.S. Bankruptcy Court for the
Central District of California to hire the Law Office of Lazaro E.
Fernandez, Inc. as its bankruptcy counsel.
The Debtor requires legal counsel to:
a. examine the claims of creditors in order to determine their
validity;
b. advise the Debtor in connection with legal problems;
c. negotiate with creditors holding secured and unsecured
claims for a Chapter 11 plan of reorganization;
d. draft a plan of reorganization and disclosure statement;
e. object to claims as may be appropriate; and
f. represent the Debtor in bankruptcy law matters.
the Law Office of Lazaro E. Fernandez will be paid at these rates:
Attorneys $400 per hour
Paralegals $115 per hour
The firm received a retainer in the amount of $10,000.
As disclosed in court filings, the Law Office of Lazaro E.
Fernandez is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Lazaro E. Fernandez, Esq.
Law Office of Lazaro E. Fernandez, Inc.
3600 Lime Street, Suite 326
Riverside, CA 92501
Phone No. (951) 684-4474
Fax No. (951) 684-4625
Email: lef17@pacbell.net
About VOA Inc.
VOA, Inc., doing business as El Pescador 7, sought Chapter 11
protection of the Bankruptcy Code (Bankr. C.D. Calif. Case No.
23-11294) on March 7, 2023, with $1 million to $10 million in both
assets and liabilities. Vicente Ortiz, president of VOA, signed the
petition.
Judge Ernest M. Robles presides over the case.
Lazaro E. Fernandez, Esq., at the Law Office of Lazaro E.
Fernandez, Inc. represents the Debtor as counsel.
WANSDOWN PROPERTIES: Beekman's 1075 and 1063 Claims Dismissed
-------------------------------------------------------------
Judge David S. Jones of the U.S. Bankruptcy Court for the Southern
District of New York grants the two motions to dismiss the
Complaint in an adversary proceeding numbered 22-01075 and a third
motion to dismiss an Amended Complaint that was originally filed in
an adversary proceeding numbered 20-01063; and denies a motion to
amend the 1063 Complaint.
The Plaintiff in the 1075 Proceeding and the 1063 Proceeding (and
also the Defendant in the 1056 Proceeding) is 29 Beekman Corp. -- a
creditor of Wansdown Properties Corporation N.V. In the 1075
Proceeding, 29 Beekman is suing Blank Rome LLP and Gholam Reza
Golsorkhi, who are, respectively, the special litigation counsel
and the sole managing director of Wansdown, for fraud, aiding and
abetting fraud, and breach of contract in connection with a sale of
real and personal property which had been approved by the Court but
ultimately failed to close. In the 1063 Proceeding (as procedurally
consolidated with the 1056 Proceeding), 29 Beekman is suing Blank
Rome and Wansdown for fraud, breach of contract, breach of the
implied covenant of good faith and fair dealing, and ill-defined
claims for declaratory relief in connection with the same sale of
real and personal property.
Blank Rome and Golsorkhi filed separate motions to dismiss the 1075
Complaint, and Blank Rome and Wansdown filed one joint motion to
dismiss the 1063 Complaint. All three Defendants assert two primary
grounds for dismissal: first, that the Sale Order and the
Confirmation Order have res judicata effect and therefore bar 29
Beekman's claims, and second under Fed. R. Civ. P. 12(b)(6), that
29 Beekman has failed to state a claim for which relief can be
granted.
The Court has dismissed 29 Beekman's claims for declaratory
judgment against Wansdown and for breach of the Letter Agreement
and Letter Amendment Against Golsorkhi because 29 Beekman abandoned
them. The Court finds the ruling in the case styled Doe v. Nat'l
Ramah Comm'n, Inc., No. 16-CV-6869, 2018 WL 4284324, at *8
(S.D.N.Y. Sept. 7, 2018) particularly appropriate in the instant
case, where numerous courts in this District have held that, "on a
motion to dismiss, a claim is abandoned if a plaintiff fails to
address or oppose a defendant's arguments requesting dismissal of
that claim." Because the declaratory judgment claim against
Wansdown is dismissed as abandoned, the Court need not discuss
Wansdown's other arguments pertaining to it other than to note
that, even if the claim were not abandoned, the Court would dismiss
it anyway, because several -- if not all -- of the arguments are
plainly meritorious.
Likewise, the Court has dismissed 29 Beekman's unnumbered "Claims
Against All Defendants" because they seek declaratory relief that
is duplicative of the 1056 Proceeding. The Court reasons that the
"dismissal will not prevent 29 Beekman from presenting its
contentions and pursuing the return of its deposit in the 1056
Proceeding, or at least allowance of a claim in the amount of its
deposit along with any related damages to which it asserts
entitlement. . . resolution of the 1056 Proceeding will necessarily
determine whether Wansdown is entitled to keep the down payment,
and, conversely, whether 29 Beekman is entitled to get it back --
indeed, that is the entire purpose of the 1056 Proceeding. . .
29 Beekman's remaining claims are also dismissed because they are
barred by the doctrine of res judicata. The Court holds that "both
the Sale Order and the Confirmation Order are final judgments on
the merits. . . for res judicata purposes" and that "the Sale Order
and the Confirmation Order involve the same causes of action as
this proceeding."
The Motion to Amend seeks to remove Golsorkhi as a defendant,
assert new factual allegations, make certain superficial edits to
the existing causes of action, and assert new causes of action for
breach of contract and breach of the implied covenant of good faith
and fair dealing.
The Court notes that the Proposed Amendments to the existing causes
of action do not change the outcome of the motion to dismiss the
1063 Complaint. Because the Court has dismissed the existing causes
of action, the proposed amendments thereto would be futile.
Moreover, the Court will deny the Motion to Amend because of 29
Beekman's bad faith and dilatory conduct -- 29 Beekman has offered
no justification for its decision to sit on those Pelmadulla Emails
for almost two years before finally moving to amend the 1063
Complaint, after Wansdown and the Court have invested substantial
time and resources seeking to resolve the parties' dispute.
The Court believes that the result of the parties' dispute, which
centers largely on whether 29 Beekman is entitled to the return of
its $1.03 million deposit on a townhouse sale that did not close,
can proceed to a timely resolution through the 1056 Proceeding
without needless and costly additional litigation.
The adversary proceeding captioned as In re: WANSDOWN PROPERTIES
CORPORATION N.V., Chapter 11, Debtor. WANSDOWN PROPERTIES
CORPORATION N.V., Plaintiff, v. 29 BEEKMAN CORP., Defendant. 29
BEEKMAN CORP., Plaintiff, v. WANSDOWN PROPERTIES CORPORATION N.V.,
et al., Defendants. 29 BEEKMAN CORP., Plaintiff, v. BLANK ROME LLP,
et al., Defendants, Case No. 19-13223 (DSJ), Adv. Pro. No. 20-01056
(DSJ), Procedurally Consolidated with No. 20-01063, Adv. Pro. No.
20-01063 (DSJ), Procedurally Consolidated with No. 20-01056, Adv.
Pro. No. 22-01075 (DSJ), (S.D.N.Y.).
A full-text copy of the Memorandum Opinion and Order dated March
31, 2023, is available https://tinyurl.com/yzsub8ty from
Leagle.com.
About Wansdown Properties
Wansdown Properties Corporation, N.V.'s primary asset is a
seven-story townhouse located at 29 Beekman Place, New York, New
York. It was incorporated in 1979 under the laws of Curacao, in
accordance with Article 38 of the Commercial Code of the
Netherlands Antilles and continues to exist under the laws of the
Netherland Antilles. Wansdown Properties was formed as a holding
company to own and manage the Property for an affluent individual
who deceased in January 2016.
Wansdown Properties Corporation sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-13223) on Oct.
8, 2019. At the time of the filing, the Debtor was estimated to
have assets of between $10 million and $50 million and liabilities
of the same range. The case is assigned to Judge Stuart M.
Bernstein.
XCEL ENERGY: Investigates 14 MGP/Landfill/Disposal Sites at Q3
--------------------------------------------------------------
Xcel Energy Inc. continues to investigate or remediate 14 other
Manufactured Glass Plant (MGP) sites, landfill or other disposal
sites across its service territories - in addition to its site in
Ashland, Wisconsin, according to the Company's Form 10-Q filing
with the U.S. Securities and Exchange Commission for the quarter
ended September 30, 2022.
Xcel Energy Inc. is a public utility holding company. The Company's
operations include the activity of four wholly-owned utility
subsidiaries that serve electric and natural gas customers in eight
states. These utility subsidiaries are NSP- Minnesota,
NSP-Wisconsin, Public Service Company of Colorado (PSCo), and
Southwestern Public Service Co. (SPS).
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
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