/raid1/www/Hosts/bankrupt/TCR_Public/230518.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, May 18, 2023, Vol. 27, No. 137
Headlines
A T MABRY: Amends Unsecured Claims Pay Details
AAC LENDER: New Mountain Marks $29.2M Loan at 25% Off
ADG LLC: New Mountain Marks $7.4M Loan at 64% Off
AGILE THERAPEUTICS: Posts $5.4 Million Net Loss in First Quarter
AIG FINANCIAL PRODUCTS: Survives Ex-Execs' Motion to Dismiss Case
AINOS INC: Incurs $2.5 Million Net Loss in First Quarter
AKRON REBAR: Frederic Schwieg Named Subchapter V Trustee
AMO TX 1: Behrooz Vida Named Subchapter V Trustee
ANOINTED SECURITY: Unsecureds Will Get 1% of Claims in 5 Years
ANSIRA HOLDINGS: New Mountain Marks $32.8M Loan at 78% Off
ANSIRA HOLDINGS: New Mountain Marks $8.2M Loan at 78% Off
ASMARA MLK LLC: Seeks to Hire Marc Voisenat as Legal Counsel
BENKEY LLC: Seeks to Hire Michael L. Previto as Counsel
BERRY GLOBAL: Fitch Affirms 'BB+' IDR, Outlook Stable
BIOLASE INC: Incurs $5.9 Million Net Loss in First Quarter
BIRDIELU LLC: Files Emergency Bid to Use Cash Collateral
BIRDIELU LLC: Unsecureds to Split $15K in Subchapter V Plan
BLOCKFI INC: Court Uphelds Account Transfer Cutoff in Ch. 11 Case
BOSTON BIOPHARM: Hires M.J. Shanahan & Associates as Counsel
BRIDGER STEEL: Gets OK to Hire Centsable as Accountant
BUCKINGHAM TOWER: Amends Plan to Include TB Yonkers Claim Pay
BURKE BRANDS: Taps Brian L. Baker CPA as Accountant
CALEXICO HOUSING: Moody's Puts Ba2 Rating on 1991 Bonds
CAPSTONE BORROWER: Moody's Rates New $500MM Sr. Secured Notes 'B2'
CARESTREAM HEALTH: Moody's Cuts CFR to Caa1, Outlook Stable
CERTIFIED 360: Jerrett McConnell Named Subchapter V Trustee
CHERRY MAN: Court OKs Continued Cash Collateral Access
CINCINNATI BELL: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
CLUBCORP HOLDINGS: Moody's Cuts CFR to Caa1 & Alters Outlook to Neg
CNBG REAL ESTATE: Taps Law Offices of William B. Kingman as Counsel
CNBG REAL ESTATE: Taps REOC General Partner as Real Estate Broker
CONCRETE SOLUTIONS: Hires Steven R. Fox as Bankruptcy Counsel
COVENANT SOLAR: Bankr. Administrator Unable to Appoint Committee
CUSTOM ALLOY: Cash Collateral Access Continue on Weekly Basis
DON CHENTE: Taps Lazaro E. Fernandez as Bankruptcy Counsel
DTC CABOOSE: Unsecured Creditors Will Get 1% of Claims in Plan
E.R. BAKEY: Seeks Cash Collateral Access
ECO PRESERVATION: Hires Melton Espy & Williams as Special Counsel
ENVISION HEALTHCARE: Moody's Cuts PDR to D-PD on Bankruptcy Filing
ENVISION HEALTHCARE: S&P Cuts ICR to 'D' on Bankruptcy Filing
EXTREME CLEAN: Craig Geno Named Subchapter V Trustee
FILTRATION GROUP: S&P Rates New $1.7MM First-Lien Term Loans 'B'
FKB LLC: Seeks $800,000 DIP Loan from Hard Six
FLORIDA FOOD: Moody's Lowers CFR to Caa2 & 1st Lien Loans to Caa1
G & G TOWERING: Court OKs Final Cash Collateral Access
G & G TOWERING: Seeks to Hire Margaret McClure as Counsel
GACE CONSULTING: Case Summary & 12 Unsecured Creditors
GHOST TRAIN: Rita Hullett Named Subchapter V Trustee
H-FOOD HOLDINGS: S&P Lowers ICR to 'CCC+' on Weak Credit Measures
HALLMARK FINANCIAL: A.M. Best Cuts LT Issuer Rating to bb(Fair)
HOVA MANAGEMENT: Taps Mordente Law Firm as Bankruptcy Counsel
IMMERGENT INVESTMENTS: Nathan Smith Named Subchapter V Trustee
INNOVATE CORP: Incurs $8 Million Net Loss in First Quarter
INTEGRO PARENT: New Mountain Marks $12M Loan at 20% Off
ISAGENIX INT'L: Moody's Withdraws 'C' CFR Following Reorganization
J. JILL INC: Completes Refinancing of ABL Facility
JNJ HOME: Court OKs Cash Collateral Access Thru June 10
JUSTICE SAND: Brendon Singh Named Subchapter V Trustee
KALI'S COURT: Angela Shortall Named Subchapter V Trustee
KAMC HOLDINGS: New Mountain Marks $18.7M Loan at 15% Off
KW EXCAVATION: Gets OK to Hire CFO Solutions as Accountant
LITIGATION PRACTICE: Court Okays Appointment of Chapter 11 Trustee
LYM DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors
MAGNOLIA MANOR IV: Taps Keller Williams as Real Estate Broker
MARLBORO CRUNCH: Case Summary & Three Unsecured Creditors
MAYBERRY FUNERAL: Terrie Owens Named Subchapter V Trustee
MED PARENTCO: New Mountain Marks $ 20.8M Loan at 33% Off
MEHLING ORTHOPEDICS: June 13 Plan Confirmation Hearing Set
METAL CHECK: Case Summary & 20 Largest Unsecured Creditors
MONEYGRAM INT'L: Moody's Rates New $400MM Sr. Secured Notes 'B2'
MONITRONICS INTERNATIONAL: S&P Cuts Issuer Credit Rating to 'D'
MOUNTAIN RECOVERY: Disposable Income to Fund Plan Payments
MULTEC INDUSTRIAL: John Whaley Named Subchapter V Trustee
NEW TROJAN: New Mountain Marks $26.7.4M Loan at 29% Off
NIKOFAM INC: Steven Weiss Named Subchapter V Trustee
NS FOA LLC: Seeks to Hire Helen Yin CPA as Accountant
OEG BORROWER: S&P Alters Outlook to Stable, Affirms 'B' ICR
ORION TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors
PACIFIC PANORAMA: Hires Cohen-Johnson LLC as Counsel
PACIFIC POURHOUSE: Court OKs Deal on Cash Collateral Access
PARTY CITY HOLDCO: Audit Committee Taps Goodwin as Legal Counsel
PERIMETER ORTHOPAEDICS: Case Summary & 20 Top Unsecured Creditors
PETES AUTO: Court OKs Interim Cash Collateral Access
PHIO PHARMACEUTICALS: Incurs $3.6 Million Net Loss in First Quarter
PLX PHARMA: Gets Court's Approval to Hold Auction on May 22
PROPERTY HOLDERS: Gets OK to Hire Basepoint Tax & Accounting
PROTECH METALS: Hires Bennett-Guthrie PLLC as Counsel
PUERTO RICO: Court Says Immunity Covers Oversight Board
RACKSPACE TECHNOLOGY: S&P Downgrades ICR to 'CCC+', Outlook Neg.
RAW INDULGENCE: Charles Persing Named Subchapter V Trustee
RC HOME SHOWCASE: Taps Van Horn Law Group as Bankruptcy Counsel
RELIABLE HOME: Unsecured Creditors to Split $90K over 5 Years
ROBBINS SERVICE: Files Emergency Bid to Use Cash Collateral
RODAN & FIELDS: S&P Upgrades ICR to 'CCC' on Extended Maturities
S O D HOLDINGS: Richard Preston Cook Named Subchapter V Trustee
SENTINEL INTELLIGENCE: Frederic Schwieg Named Subchapter V Trustee
SERTA SIMMONS: Lender Group Blasts Chapter 11 Plan
SMITH & SONS: Hires James W. Spivey II as Bankruptcy Counsel
SNINFOTECH CORP: Virginia Burdette Named Subchapter V Trustee
STAGE LIGHTING: Seeks Cash Collateral Access
TEHUM CARE: Taps Baker & Hostetler as Special Cyber Counsel
TMK HAWK: New Mountain Marks $15.7M Loan at 34% Off
TMK HAWK: New Mountain Marks $16.3M Loan at 34% Off
VECTRA CO: New Mountain Marks $10.7M Loan at 29% Off
VIVO TECHNOLOGIES: Edward Burr Jr. Named Subchapter V Trustee
WILLOWS AT THE LAKES: Voluntary Chapter 11 Case Summary
WYNDHAM HOTELS: Fitch Gives FirstTime 'BB+' Rating, Outlook Stable
XPO INC: Fitch Affirms LongTerm IDR at 'BB+', Outlook Stable
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
A T MABRY: Amends Unsecured Claims Pay Details
----------------------------------------------
A T Mabry Trucking, Inc., submitted a Second Modified Plan of
Reorganization for Small Business.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of at least estimated average
graduated payments of $1,637.50 per month in Year 1, $2,500.00 per
month in Year 2, $3,000.00 in year 3, $3,500 per month in Year 4,
and $3,700 per month in Year 5.
The final Plan payment is expected to be paid on April 30, 2028.
This Plan of Reorganization proposes to pay creditors of the Debtor
from cash flow from operations and sales proceeds of assets no
longer required to operate its business.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 100 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 2 consists of the Secured claims of BMO Harris Bank, NA
(Claim #1), Hanmi Bank and Stearns Bank. Class 2 claims are
unimpaired as the claimants will be paid in full from the Debtor's
sale of collateral or alternatively the surrender and sale of the
collateral. These claims are believed to be over secured.
Class 3 consists of Unsecured Non-Priority Claims of Forward
Financing LLC, Headway Capital, LLC, Infusion Capital Group, LLC,
and Alternative Funding Group as well as the unsecured non-priority
claims of Fundamental Capital, LLC and The Fundworks, LLC
(perfection of UCC-1 instruments occurred within 90 days of
petition date). Class 3 claims will be paid 100% of their allowed
claims (without interest) in pro-rata installments after
administrative and Class 1 and 2 claims are paid.
This Plan will be funded from monthly disposable income of the
Debtor and the sales proceeds of 3 tractor/trucks owned by a third
party.
A full-text copy of the Second Modified Plan dated May 11, 2023 is
available at https://bit.ly/3WedzOf from PacerMonitor.com at no
charge.
Debtor's Counsel:
Brett Alexander Zwerdling, Esq.
Zwerdling, Oppleman, Adams & Gayle
5020 Monument Avenue
Richmond, VA 23230
Phone: (804) 355-5719
Fax (804) 355-1597
Email: bzwerdling@zandolaw.com
About A T Mabry Inc.
A T Mabry, Inc., hauls municipal refuse using specialized trailers
as a subcontractor for businesses that have the primary contracts
with municipalities.
A T Mabry, Inc., sought protection for relief under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Va. Case No. 22-33248) on Nov. 14,
2022, with $100,001 to $500,000 in both assets and liabilities.
Brett Alexander Zwerdling, Esq., at Zwerdling, Oppleman & Adams, is
the Debtor's counsel.
AAC LENDER: New Mountain Marks $29.2M Loan at 25% Off
-----------------------------------------------------
New Mountain Finance Corporation has marked its $29,251,000 loan
extended to AAC Lender Holdings, LLC to market at $21,847,000 or
75% of the outstanding amount, as of March 31, 2023, according to a
disclosure contained in New Mountain's Form 10-Q for the Quarterly
Period ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a First lien Loan to AAC Lender
Holdings, LLC. The loan accrues interest at a rate of 10.38 %
(L(M)+ 0.50%)) per annum. The loan matures in September 2026.
New Mountain says the loan or a portion of the loan is on
non-accrual status.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
AAC Lender Holdings, LLC is in the Education Industry. It is an
affiliate of American Achievement Corporation.
ADG LLC: New Mountain Marks $7.4M Loan at 64% Off
-------------------------------------------------
New Mountain Finance Corporation has marked its $7,430,000 loan
extended to ADG, LLC to market at $2,667,000 or 36% of the
outstanding amount, as of March 31, 2023, according to a disclosure
contained in New Mountain's Form 10-Q for the Quarterly Period
ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a Second lien Loan to ADG, LLC.
The loan accrues interest at a rate of 14.81(L(Q) +10%/Payment In
Kind))per annum. The loan matures in March 2024.
New Mountain says the loan or a portion of the loan is on
non-accrual status.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
ADG, LLC provides textile products. The Company serves customers in
the State of Michigan.
AGILE THERAPEUTICS: Posts $5.4 Million Net Loss in First Quarter
----------------------------------------------------------------
Agile Therapeutics, Inc. has filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
and comprehensive loss of $5.39 million on $3.81 million of net
revenues for the three months ended March 31, 2023, compared to a
net loss and comprehensive loss of $10.38 million on $1.76 million
of net revenues for the three months ended March 31, 2022.
As of March 31, 2023, the Company had $13.70 million in total
assets, $23.13 million in total liabilities, and a total
stockholders' deficit of $9.43 million.
As of March 31, 2023, the Company had $4.4 million of cash,
compared to $5.2 million of cash and cash equivalents as of the end
of the fourth quarter 2022. In addition to the at-the-market (ATM)
arrangement, the Company will continue to evaluate all available
options to finance the Company and continue to explore all
opportunities that can potentially accelerate the timeline to
generating positive cash flow.
Agile said, "The Company has generated losses since inception, used
substantial cash in operations, has a working capital deficit at
March 31, 2023, and anticipates it will continue to incur net
losses for the foreseeable future. The Company's future success
depends on its ability to obtain additional capital and/or
implement various strategic alternatives, and there can be no
assurance that any financing can be realized by the Company, or if
realized, what the terms of any such financing may be, or that any
amount that the Company is able to raise will be adequate. Based
upon the foregoing, management has concluded that there is
substantial doubt about the Company's ability to continue as a
going concern through the 12 months following the date on which
this Quarterly Report on Form 10-Q is filed."
A full-tex copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1261249/000155837023009400/agrx-20230331x10q.htm
About Agile Therapeutics Inc.
Agile Therapeutics, Inc. is a women's healthcare company dedicated
to fulfilling the unmet health needs of today's women. The
Company's product and product candidates are designed to provide
women with contraceptive options that offer freedom from taking a
daily pill, without committing to a longer-acting method. Its
initial product, Twirla, (levonorgestrel and ethinyl estradiol), a
transdermal system, is a non-daily prescription contraceptive.
Agile reported a net loss of $25.41 million for the year ended Dec.
31, 2022, compared to a net loss of $71.07 million for the year
ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $14.24
million in total assets, $19.78 million in total liabilities, and a
total stockholders' deficit of $5.54 million.
Iselin, New Jersey-based Ernst & Young LLP, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 22, 2023, citing that the Company has generated losses
since inception, used substantial cash in operations, anticipates
it will continue to incur net losses for the foreseeable future,
requires additional capital to fund its operating needs and has
stated that substantial doubt exists about the Company's ability to
continue as a going concern.
AIG FINANCIAL PRODUCTS: Survives Ex-Execs' Motion to Dismiss Case
-----------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that an AIG derivatives trading
unit defeated former executives' efforts to toss its Chapter 11
case over their claims that the company is using bankruptcy to
evade a $640 million suit over unpaid bonuses.
AIG Financial Products Corp., which suffered massive losses during
the 2008 financial crisis, didn't file Chapter 11 in bad faith, as
the executive group alleged, and faces "sufficient financial
distress to warrant a bankruptcy filing," Judge Mary F. Walrath of
the US Bankruptcy Court for the District of Delaware ruled
Wednesday, May 10, 2023.
About AIG Financial Products Corp.
AIG Financial Products Corp. is a wholly- owned, direct subsidiary
of American International Group, Inc. It is a Delaware corporation
founded in 1987 and based in Wilton, Conn., is a financial products
company. It was founded for the purpose of trading in the capital
markets and offering corporate finance, structured finance, and
financial risk management products, including complex derivatives
transactions.
AIG Financial Products filed a petition under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 22-11309) on Dec. 14,
2022, with $100 million to $500 million in assets and $10 billion
to $50 billion liabilities.
Judge Mary F. Walrath oversees the case.
The Debtor tapped Young Conaway Stargatt & Taylor, LLP and Latham &
Watkins, LLP as bankruptcy counsels; Debevoise & Plimpton, LLP as
special litigation counsel; and Alvarez & Marsal North America, LLC
as financial advisor. William C. Kosturos, managing director at
Alvarez & Marsal, serves as the Debtor's chief restructuring
officer. Epiq Corporate Restructuring, LLC is the claims and
noticing agent.
AINOS INC: Incurs $2.5 Million Net Loss in First Quarter
--------------------------------------------------------
Ainos, Inc. has filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $2.52
million on $49,164 of revenues for the three months ended March 31,
2023, compared to a net loss of $2.10 million on $87,200 of
revenues for the three months ended March 31, 2022.
As of March 31, 2023, the Company had $36.71 million in total
assets, $4.37 million in total liabilities, and $32.34 million in
total stockholders' equity.
Ainos said, "The Company anticipates that its cash reserves,
business revenues from the Ainos COVID-19 test kits, sales of its
common stock, and debt financing through convertible and
non-convertible notes are sufficient to fund the Company's
operations over the next twelve months. There can be no assurance
that we will be successful in our efforts to make the Company
profitable. If those efforts are not successful, the Company may
raise additional capital through the issuance of equity securities,
debt financings or other sources in order to further implement its
business plan, including, as required, additional external
financing from our majority shareholder. However, if such
financing is not available when needed and at adequate levels, the
Company will need to reevaluate its operating plan.
"If the company is unable to generate cash inflow from operating
activities in the near future, and cannot complete fundraising with
sufficient amount and acceptable terms, we may be unable to
continue our operations at planned levels and be forced to reduce
or terminate our operations. These factors raise substantial doubt
about the Company's ability to continue as a going concern, but the
accompanying unaudited financial statements do not include any
adjustments relative to the recoverability and classification of
asset carrying amounts or the amount and classification of
liabilities."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1014763/000165495423006377/aimd_10q.htm
About Ainos
Ainos, Inc. (www.ainos.com), formerly known as Amarillo
Biosciences, Inc., is a diversified healthcare company engaged in
the research and development and sales and marketing of
pharmaceutical and biotech products. The Company is engaged in
developing medical technologies for point-of-care testing and safe
and novel medical treatment for a broad range of disease
indications. The Company is a Texas corporation incorporated in
1984.
Ainos reported a net loss of $14.01 million for the year ended Dec.
31, 2022, compared to a net loss of $3.89 million for the year
ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $37.11
million in total assets, $2.48 million in total liabilities, and
$34.63 million in total stockholders' equity.
Houston, Texas-based PWR CPA, LLP, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
March 31, 2023, citing that the Company has incurred recurring
losses and recurring negative cash flow from operating activities,
and has an accumulated deficit which raises substantial doubt about
its ability to continue as a going concern.
AKRON REBAR: Frederic Schwieg Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Frederic Schwieg,
Esq., as Subchapter V trustee for Akron Rebar Company.
Mr. Schwieg will be paid an hourly fee of $300 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Schwieg declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Frederic P. Schwieg, Esq.
19885 Detroit Rd. #239
Rocky River, OH 44116-1815
Phone: (440) 499-4506
Email: fschwieg@schwieglaw.com
About Akron Rebar Co.
Akron Rebar Co. filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. N.D. Ohio Case No. 23-50624) on May 4,
2023, with up to $1 million in assets and up to $10 million in
liabilities. Michael B. Humphrey, Sr., vice president and
secretary, signed the petition.
Judge Alan M. Koschik oversees the case.
Peter G. Tsarnas, Esq., at Gertz & Rosen, Ltd., represents the
Debtor as legal counsel.
AMO TX 1: Behrooz Vida Named Subchapter V Trustee
-------------------------------------------------
The U.S. Trustee for Region 6 appointed Behrooz Vida, Esq., at The
Vida Law Firm, PLLC, as Subchapter V Trustee for AMO TX 1, LLC.
Mr. Vida will be paid an hourly fee of $450 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Vida declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Behrooz Vida, Esq.
The Vida Law Firm, PLLC
3000 Central Drive
Bedford, TX 76021
Tel: 817-358-9977
Fax: 817-358-9988
Email: behrooz@vidatrustee.com
About AMO TX 1
AMO TX 1, LLC filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. E.D. Texas Case No. 23-40812) on May 5,
2023, with as much as $50,000 in assets and $500,001 to $1 million
in liabilities. Judge Brenda T. Rhoades oversees the case.
The Debtor is represented by Eric A. Liepins, Esq., at Eric A.
Liepins, P.C.
ANOINTED SECURITY: Unsecureds Will Get 1% of Claims in 5 Years
--------------------------------------------------------------
Anointed Security Services, Inc., filed with the U.S. Bankruptcy
Court for the District of Puerto Rico a Plan of Reorganization for
Small Business dated May 11, 2023.
The Debtor is a corporation. Since 2011, the Debtor has been in the
business of providing security services to its clients.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $1,050. The final Plan
payment is expected to be paid on 5 years after confirmation of the
Plan.
This Plan of Reorganization proposes to pay creditors of the Debtor
from cash flow from operations, and future income.
Class 1 consists of Priority claims. Each holder of a Priority
Claim will be paid in full, in cash, monthly deposits for 5 years
from the effective date of this Plan, or the date on which such
claim is allowed by a final non-appealable except that Hacienda
will be paid from the amount deposited once it filed with this
Court a complete audit of Debtors credits and debts with Hacienda.
Class 3 consists of non-priority unsecured creditors. This Class
will be paid 1% of total debt in five years.
Debtor has included its president and secretary in its payroll as
they were not receiving any payment in order to insure the 100%
payment of all priority creditors and to fortify the corporate
ability to maintain and increase its clients.
A full-text copy of the Plan of Reorganization dated May 11, 2023
is available at https://bit.ly/3WabT8m from PacerMonitor.com at no
charge.
Attorney for the Plan Proponent:
Hector Figueroa Vincenty, Esq.
El Bufete Del Pueblo, PSC
Luisa Street 61Apartment 1-A Condado
San Juan, PR 00907
Phone: (787) 378-1154
Email: quiebras@elbufetedelpueblo.com
About Anointed Security Services
Anointed Security Services, Inc. has been in the business of
providing security services to its clients since 2011. The Debtor
sought protection for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D.P.R. Case No. 23 00365) on Feb. 10, 2023, with
$100,001 to $500,000 in both assets and liabilities. Judge Mildred
Caban Flores oversees the case.
Hector J. Figueroa Vincenty, Esq., at El Bufete Del Pueblo, PSC
represents the Debtor as counsel.
ANSIRA HOLDINGS: New Mountain Marks $32.8M Loan at 78% Off
----------------------------------------------------------
New Mountain Finance Corporation has marked its $32,881,000 loan
extended to Ansira Holdings, Inc to market at $7,355,000 or 22% of
the outstanding amount, as of March 31, 2023, according to a
disclosure contained in New Mountain's Form 10-Q for the Quarterly
Period ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a First Lien Loan to Ansira
Holdings, Inc. The loan accrues interest at a rate of 11.71%
(L(S)+6.50%/Payment In Kind) per annum. The loan matures in
December 2024.
New Mountain says the loan or a portion of the loan is on
non-accrual status.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
Ansira is a Marketing Services and Technology Platforms Company.
ANSIRA HOLDINGS: New Mountain Marks $8.2M Loan at 78% Off
---------------------------------------------------------
New Mountain Finance Corporation has marked its $8,298,000 loan
extended to Ansira Holdings, Inc to market at $1,856,000 or 22% of
the outstanding amount, as of March 31, 2023, according to a
disclosure contained in New Mountain's Form 10-Q for the Quarterly
Period ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a First Lien Loan to Ansira
Holdings, Inc. The loan accrues interest at a rate of 11.45%
(L(Q)+6.50%/Payment In Kind) per annum. The loan matures in
December 2024.
New Mountain says the loan or a portion of the loan is on
non-accrual status.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
Ansira is a Marketing Services and Technology Platforms Company.
ASMARA MLK LLC: Seeks to Hire Marc Voisenat as Legal Counsel
------------------------------------------------------------
Asmara MLK, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to employ Marc Voisenat, Esq.,
an attorney practicing in Alameda, Calif., as counsel.
Mr. Voisenat will assist the Debtor in preparing and filing a plan
of reorganization and disclosure statement.
The attorney will be paid at his hourly rate of $450.
On April 16, 2023, Voisenat received from AGBlackberrytbistro, LLC,
a separate entity owned by the Debtor's managing member, Asmerom
Ghebremicael Sr., the sum of $5,869 and Wediberhe, LLC, which is
also owned by the debtor's managing member, also paid Marc Voisenat
the sum of $5,869.
The attorney disclosed in a court filing that he is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The attorney can be reached at:
Marc Voisenat, Esq.
2329A Eagle Avenue
Alameda, CA 94501
Telephone: (510) 263-8664
Facsimile: (510) 272-9158
Email: voisenat@gmail.com
About Asmara MLK
Asmara MLK, LLC in Oakland, CA, filed its voluntary petition for
Chapter 11 protection (Bankr. N.D. Cal. Case No. 23-40430) on April
17, 2023, listing $1 million to $10 million in assets and $100,000
to $500,000 in liabilities. Asmerom Berhe Ghebrmicael, Sr., as
managing member., signed the petition.
Judge William J. Lafferty oversees the case.
LAW OFFICE OF MARC VOISENAT serve as the Debtor's legal counsel.
BENKEY LLC: Seeks to Hire Michael L. Previto as Counsel
-------------------------------------------------------
Benkey, LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of New York to employ Michael Previto, Esq., a
practicing attorney in Hauppauge, N.Y., to handle its Chapter 11
case.
Mr. Previto will provide these services:
a. advise the Debtor with respect to its power and duties in
the operation and management of the financial reorganization of the
estate;
b. attend meetings and negotiate with creditors;
c. take all actions to protect the Debtor's estate, including
litigating on the Debtor's behalf and negotiating where
applicable;
d. prepare legal papers;
e. assist in obtaining debtor-in-possession financing;
f. prepare a Chapter 11 plan and disclosure statements, and
take any action to obtain confirmation of that plan;
g. represent the Debtor's interest in any sale of property or
assets;
h. appear in court;
i. perform all other legal services.
Mr. Previto will be paid at the rate of $200 per hour. The attorney
received a retainer of $6,000 personally from Benkey President Luba
Vainer.
Mr. Previto disclosed in a court filing that he is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The attorney holds office at:
Michael L. Previto, Esq.
150 Motor Parkway, Suite 401
Hauppauge, NY 11788
Tel: (631) 379-0837
About Benkey LLC
Benkey LLC is a single asset real estate as defined in 11 U.S.C.
Section 101(51B). The Debtor owns a single-family home in Raoslyn
Heights, NY valued at $1.46 million.
Benkey filed its voluntary petition for Chapter 11 protection
(Bankr. E.D.N.Y. Case No. 23-41220) on April 8, 2023, with as much
as $1 million to $10 million in both assets and liabilities. Luba
Vainer, owner and president, signed the petition.
Judge Jil Mazer-Marino oversees the case.
Michael L. Previto, Esq., serves as the Debtor's legal counsel.
BERRY GLOBAL: Fitch Affirms 'BB+' IDR, Outlook Stable
-----------------------------------------------------
Fitch Ratings has affirmed Berry Global Group, Inc.'s (Berry) and
Berry Global, Inc.'s Issuer Default Rating at 'BB+'. The Rating
Outlook is Stable.
The rating reflects Berry's manageable leverage levels, and the
significant size and scale of the company, which positions Berry
among the largest packaging companies globally. Fitch believes that
Berry's robust and consistent FCF generation will continue to
support management's leverage targeting strategy. The Stable
Outlook reflects Fitch's expectation that the company will balance
its organic growth approach and employ a capital allocation
strategy which prioritizes balance sheet management.
KEY RATING DRIVERS
Balanced Capital Allocation: Berry's leverage has stabilized
following its 2019 $6.5 billion debt-funded acquisition of RPC
Group, PLC (RPC). Since that transaction, Berry has repaid roughly
$3 billion in net debt, resulting in FYE 2022 EBITDA leverage of
approximately 4.4x (3.7x net), Fitch believes that management will
slowly guide leverage toward its new target, of between 2.5x and
3.5x net debt, with the majority of FCF being directed toward
shareholder returns via an active share buy back program and a
newly initiated common dividend.
Berry retains significant deleveraging capacity during the forecast
period, of approximately 0.5x per year, although Fitch believes
shareholder returns will be prioritized above further debt paydown.
Similarly, the net proceeds from any divestitures during the
forecast period will likely be skewed toward shareholder returns,
although such transactions could help the company achieve targeted
leverage slightly earlier than the FYE 2024 guidance.
Significant Scale, Diversification and Market Position: Following
the acquisition of RPC in 2019, Berry consolidated its position as
a leading global plastic packaging company with significant scale
and geographic diversification. Annual sales of over $14 billion
span North America (55%), Western Europe (35%) and Emerging Markets
(10%). Products are sold into various complementary end-markets,
including consumer packaging, health hygiene and specialties, and
engineered materials.
Berry has the number one market position in plastic packaging sales
in both North America and EMEA, with average customer relationships
of more than 20 years across top 10 customers. Berry's business
profile is characterized by low customer concentration with no
single customer representing more than 5% of sales and respective
top 10 customers accounting for less than 15% of sales.
Inflation and Macroeconomic Resilience: Berry has high exposure to
variable input prices, particularly plastics resins, which is
mitigated by a number of factors. Resins compromise approximately
50% of Berry's costs, and about 70% of resin volumes sold are on
contractual pass through, limiting the risk of raw material
inflation pressuring margins outside of the short-term.
Additionally, Berry's large scale and extensive network of
manufacturing facilities, typically located close to customers to
reduce shipping and transportation costs, positions the company as
a low-cost manufacturer. This creates a sustainable competitive
advantage and leads to additional resin sourcing synergy
opportunities to further improve its cost position. Given high
initial capital costs, Fitch believes barriers to entry in the
packaging industry are moderately high, favoring incumbents such as
Berry.
Approximately 70% of Berry's portfolio is oriented toward consumer
non-discretionary products such as food and beverage and home,
health and personal care, which Fitch believes will perform
defensively even in adverse economic scenarios. To date in 2023,
Berry has seen modest single digit volume declines in some segments
due to economic weakness, although some of these decreases are due
to what Fitch believes will be transient customer destocking, a
legacy of the COVID-19 economics and subsequent supply chain
disruptions. Through the forecast period, Fitch expects Berry to
continue to realize structural cost reductions and to improve
product mix toward higher margin products, which should offset
economic weakness.
Steady Annual FCF: Berry consistently generates solid FCF and has
generally increased FCF in each consecutive year since the
company's IPO in October 2012. Berry generated around $900 million
of FCF in fiscal 2022 compared with $225 million of FCF in its
first year as a public company in fiscal 2013. The company has FCF
margins averaging roughly 7% over the past four years, which
compares favorably with many large packaging peers, which typically
have FCF margins in the 4%-5% range.
DERIVATION SUMMARY
Berry is among the largest global packaging companies following its
acquisition of RPC, and is now larger in terms of EBITDA than Ball
Corporation (Ball; Not Rated), Crown Holdings, Inc. (Crown; Not
Rated) and Silgan Holdings, Inc. (Silgan; BB+/Stable). Ball and
Crown are market leaders in more consolidated metal and glass
packaging subsectors and generate the substantial majority of
revenues in stable consumer non-discretionary food and beverage end
markets.
Berry joins Crown, Ball and Sealed Air (Not Rated) in terms of
significant geographic diversification, with generally 50% of sales
generated outside of the U.S. Silgan is less geographically diverse
with around 25% of sales generated outside of the U.S., although
Fitch doesn't view geographic diversification as significantly
impacting Silgan's credit profile. Berry is significantly larger
than Silgan and has higher EBITDA margins, however Silgan compares
favorably on leverage metrics.
Berry's leverage compares similarly with glass packaging
manufacturer O-I Glass, Inc. (Not Rated), although Berry is larger,
typically has higher margins and generates higher FCF given the
more capital-intensive nature of glass manufacturing. This is
partially offset by OI's dominant market share in a more
consolidated industry characterized by higher barriers to entry.
Berry has higher EBITDA leverage compared with comparably rated
peers, although it shares a strong deleveraging capacity with
Silgan.
KEY ASSUMPTIONS
- Run rate organic revenue growth of approximately 2%;
- EBITDA margins recover in forecast years as inflationary costs
are passed through;
- Capex just over 5% of sales in support of organic growth
strategy;
- Cash dividend payments and an active share repurchase program as
supported by cash flows;
- Bond maturities refinanced at market rates through the forecast.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Demonstrated commitment to a more conservative financial policy
resulting in EBITDA leverage sustainably below 3.5x;
- Improved financial flexibility evidenced by a less encumbered
capital structure.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Material deviation from its financial policy leading to EBITDA
leverage sustainably above 4.0x;
- Failure to demonstrate substantial progress towards deleveraging
by FYE 2024;
- A meaningful and sustained compression in EBITDA margins.
LIQUIDITY AND DEBT STRUCTURE
Solid Liquidity: As of Dec. 31 2022, Berry had cash and cash
equivalents of $717 million and full availability under its $1050
million ABL revolver maturing May 1, 2024, for $1.67 billion in
total liquidity. Berry consistently generates solid positive FCF
with roughly 7% FCF margins on average over the past four years,
which Fitch believes will reliably build on cash levels.
ISSUER PROFILE
Berry Global Group, Inc. (Berry) is a leading provider of plastic
packaging products, as well as value-added engineered materials,
non-woven specialty materials with a track record of delivering
high-quality customized solutions to customers. The company sells
predominately into stable, consumer-oriented end markets such as
healthcare, personal care, and food and beverage.
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
----------- ------ -------- -----
Berry Global, Inc. LT IDR BB+ Affirmed BB+
senior secured LT BBB- Affirmed RR1 BBB-
senior secured LT BBB- Affirmed RR2 BBB-
Senior Secured
2nd Lien LT BB+ Affirmed RR4 BB+
Berry Global
Group, Inc. LT IDR BB+ Affirmed BB+
BIOLASE INC: Incurs $5.9 Million Net Loss in First Quarter
----------------------------------------------------------
Biolase, Inc. has filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $5.85
million on $10.47 million of net revenue for the three months ended
March 31, 2023, compared to a net loss of $4.77 million on $10.17
million of net revenue for the three months ended March 31, 2022.
"Our results for the first quarter were largely in-line with our
prior expectations that we discussed on our 2022 earnings call a
couple of months ago, and it's encouraging that we achieved another
quarter of year-over-year growth despite the comparable periods
being tougher," commented John Beaver, president and chief
executive officer. "I believe the sales team's enthusiasm, which
is being felt throughout the organization, is a combination of our
go-to-market initiatives and the positive response they are getting
from the broader dental community – especially those new to our
award-winning lasers. We believe the effort and investments we are
making today will pay off in the coming quarters, as evidenced by
the rising demand and the rising number of dentists that are
attending our many training events and those benefitting from our
novel educational programs. For example, the Waterlase Exclusive
Trial Program is generating stellar results and we believe is
creating a tailwind that gives us greater confidence that we can
achieve our revenue growth and profitability outlook for the full
year. In addition, our record quarter in consumable sales
represents a historic shift in laser utilization, and further
demonstrates the impact more frequent, higher quality training and
pre-sale training programs such as WETP can have on our consumable
business and achieving margin growth."
As of March 31, 2023, the Company had $41.94 million in total
assets, $33.78 million in total liabilities, and $8.16 million in
total stockholders' equity.
Biolase said, "The Company incurred losses from operations and used
cash in operating activities for the three months ended March 31,
2023 and for the years ended December 31, 2022, 2021, and 2020.
The Company's recurring losses, level of cash used in operations,
and potential need for additional capital, along with uncertainties
surrounding the Company's ability to raise additional capital,
raise substantial doubt about the Company's ability to continue as
a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/811240/000095017023021323/biol-20230331.htm
About Biolase
Biolase, Inc. -- http://www.biolase.com-- is a medical device
company that develops, manufactures, markets, and sells laser
systems in dentistry and medicine. BIOLASE's products advance the
practice of dentistry and medicine for patients and healthcare
professionals. BIOLASE's proprietary laser products incorporate
approximately 259 actively patented and 24 patent-pending
technologies designed to provide biologically and clinically
superior performance with less pain and faster recovery times.
Biolase reported a net loss of $28.63 million in 2022, a net loss
of $16.16 million in 2021, a net loss of $16.83 million in 2020, a
net loss of $17.85 million in 2019, and a net loss of $21.52
million in 2018. As of Sept. 30, 2022, the Company had $42.86
million in total assets, $29.01 million in total liabilities, and
$13.86 million in total stockholders' equity.
BIRDIELU LLC: Files Emergency Bid to Use Cash Collateral
--------------------------------------------------------
Birdielu, LLC asks the U.S. Bankruptcy Court for the Middle
District of Tennessee for authority to use cash collateral on an
expedited basis to remain in business.
Readycap Lending, LLC, Vault 26 Capital, LLC, and Corporation
Service Company assert a security interest and lien in the cash
collateral. The Debtor is not aware of any other creditor claiming
an interest in the cash collateral, and more specifically the
Debtor's accounts receivables. The Debtor has a minimal amount of
accounts receivables and receives approximately $85,000 per month
timely paid by users of the business. The business operates on a
cash basis.
The Debtor has reviewed all of the claims in the case and believes
Readycap Lending holds a first lien on the cash collateral, and the
remainder of the claimants are rendered unsecured.
The Debtor requests access to cash collateral throughout the course
of the case to pay the actual, necessary costs and expenses
incurred in the ordinary course of his business after the filing of
the case, prepetition claims as expressly authorized by the Court,
and other administrative expenses, including professional fees and
fees due to Subchapter V Trustee.
A copy of the motion is available at https://bit.ly/42XHsV7 from
PacerMonitor.com.
About Birdielu, LLC
Birdielu, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 23-01672) on May 11,
2023. In the petition signed by Jill M. Martin, owner, the Debtor
disclosed up to $50,000 in assets and up to $500,000 in
liabilities.
Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, represents the
Debtor as legal counsel.
BIRDIELU LLC: Unsecureds to Split $15K in Subchapter V Plan
-----------------------------------------------------------
Birdielu, LLC, filed with the U.S. Bankruptcy Court for the Middle
District of Tennessee a Plan of Reorganization under Subchapter V
dated May 11, 2023.
Debtor's income is fixed with approximately $85,000 in gross
receipts monthly. The Debtor is allocating $1,750 monthly to fund
this plan, which is feasible.
This Plan of Reorganization under Chapter 11 of the Code proposes
to pay the creditors of the Debtor from cash flow from business
operations and future income of the Debtor.
Class S consists of all Allowed Unsecured Claims. The claims in
this class shall be paid a pro-rate distribution of $15,000
commencing on the Effective Date of the plan, payable at the rate
of $250 per month, until the total amount specified herein has been
paid. This Class is impaired.
The Debtor will retain all ownership rights in property of the
estate.
The Debtor anticipates the funds to meet the plan payments shall
come from the daily operations of the Debtor's nail salon
franchise.
A full-text copy of the Subchapter V Plan dated May 11, 2023 is
available at https://bit.ly/3ocLgmr from PacerMonitor.com at no
charge.
Attorney for Debtor:
Steven L. Lefkovitz
Lefkovitz And Lefkovitz, PLLC
908 Harpeth Valley Place
Nashville, Tennessee 37221
Phone: (615) 256-8300
Fax: (615) 255-4516
Email: slefkovitz@lefkovitz.com
About BirdieLu, LLC
BirdieLu, LLC, is a Tennessee limited liability company which
operates the franchisee of Paint Nail Bar in the Green Hills area
of Nashville, Tennessee. Paint Nail Bar is a luxury nail salon and
spa franchisor that was founded in 2013 with the goal of creating
more than just another ordinary nail salon.
The company was founded on the idea of providing customers with an
exceptional and unique experience, where they could relax and
receive first-class treatment while having their nails done. The
focus is on providing high-quality service in a luxurious and
stylish setting. Paint Nail Bar operates several locations across
the United States, with salons throughout the nation.
BirdieLu, LLC, filed Chapter 11 bankruptcy petition (Bankr. M.D.
Tenn. Case No. 23-01672) on May 11, 2023. At the time of filing,
the Debtor disclosed up to $50,000 in assets and $100,001 to
$500,000 in liabilities. The Hon. Marian F. Harrison oversees the
case. The Debtor is represented by Steven L. Lefkovitz of
Lefkovitz And Lefkovitz, PLLC.
BLOCKFI INC: Court Uphelds Account Transfer Cutoff in Ch. 11 Case
-----------------------------------------------------------------
Rick Archer of Law360 reports that a New Jersey bankruptcy judge
ruled Thursday, May 11, 2023, that cryptocurrency platform BlockFi
can retain $375 million in assets customers attempted to withdraw
on a still-functioning user interface after the company suspended
transactions.
A group of BlockFi customers earlier told a New Jersey bankruptcy
judge Monday, May 8, 2023, that $375 million more in cryptocurrency
should count as customer property in the platform's Chapter 11 case
because it took eight days to shut down its customer app after it
suspended transactions.
About BlockFi Inc.
BlockFi is building a bridge between digital assets and traditional
financial and wealth management products to advance the overall
digital asset ecosystem for individual and institutional
investors.
BlockFi was founded in 2017 by Zac Prince and Flori Marquez and in
its early days had backing from influential Wall Street investors
like Mike Novogratz and, later on, Valar Ventures, a Peter
Thiel-backed venture fund as well as Winklevoss Capital, among
others. BlockFi made waves in 2019 when it began providing
interest-bearing accounts with returns paid in Bitcoin and Ether,
with its program attracting millions of dollars in deposits right
away.
BlockFi grew during the pandemic years and had offices in New York,
New Jersey, Singapore, Poland and Argentina.
BlockFi worked with FTX US after it took an $80 million hit from
the bad debt of crypto hedge fund Three Arrows Capital, which
imploded after the TerraUSD stablecoin wipeout in May 2022.
BlockFi had significant exposure to the companies founded by former
FTX Chief Executive Officer Sam Bankman-Fried. BlockFi received a
$400 million credit line from FTX US in an agreement that also gave
FTX the option to acquire BlockFi through a bailout orchestrated by
Bankman-Fried over the summer. BlockFi also had collateralized
loans to Alameda Research, the trading firm co-founded by
Bankman-Fried.
BlockFi is the latest crypto firm to seek bankruptcy amid a
prolonged slump in digital asset prices. Lenders Celsius Network
LLC and Voyager Digital Holdings Inc. also filed for court
protection this year. Kirkland & Ellis is also advising Celsius and
Voyager in their separate Chapter 11 cases.
BlockFi Inc. and eight affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361) on
Nov. 28, 2022. In the petitions signed by their chief executive
officer, Zachary Prince, the Debtors reported $1 billion to $10
billion in both assets and liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors tapped Kirkland & Ellis and Haynes and Boone, LLP as
general bankruptcy counsels; Walkers (Bermuda) Limited as special
Bermuda counsel; Cole Schotz, P.C., as local counsel; Berkeley
Research Group, LLC as financial advisor; Moelis & Company as
investment banker; and Street Advisory Group, LLC as strategic and
communications advisor. Kroll Restructuring Administration, LLC is
the notice and claims agent.
BOSTON BIOPHARM: Hires M.J. Shanahan & Associates as Counsel
------------------------------------------------------------
Boston Biopharm Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to employ M.J. Shanahan &
Associates, Inc., dba Totaro & Shanahan as counsel.
The firm's services include:
a. completion of the documents required by the UST, preparation
of status reports, review and consultation concerning Monthly
Operating Reports, and personal attendance at all hearings,
included but not limited to the Status Conference, Initial Debtor
Interview, the meeting of creditors pursuant to Bankruptcy Code
section 341(a) or any continuance thereof, all status conferences;
preparation of any first day motions and employment applications
and all hearings on motions, the disclosure statement and plan;
b. consultation with Debtor's representative concerning
documents needed and reports to be prepared and consultation with
other professionals to be employed by Debtor;
c. assisting the Debtor in preparation of documents for
compliance with the requirements of the Office of the United States
Trustee;
d. negotiations with creditors regarding the amount and payment
of their claims;
e. discussions with Debtor's representative concerning the
Disclosure Statement and Plan of Reorganization;
f. preparation of the Disclosure Statement and Chapter 11 Plan
of Reorganization and any amendments/changes to the same;
g. submission of ballots to creditors, tally of ballots and
submission to the Court;
h. response to any objections to disclosure statement and/or
Plan; and
i. response to any motions for relief from stay, motions to
dismiss or any other motions or contested matters.
The firm will be paid at these rates:
Attorneys $550 per hour
Paralegals $150 per hour
The firm will be paid a retainer in the amount of $7,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael R. Totaro, Esq., a partner at M.J. Shanahan & Associates,
Inc., dba Totaro & Shanahan, disclosed in a court filing that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
Michael R. Totaro, Esq.
M.J. Shanahan & Associates, Inc.
dba Totaro & Shanahan
P.O. Box 789
Pacific Palisades, CA 90272
Tel: (888) 425-2889
Fax: (310) 496-1260
Email: Ocbkatty@aol.com
About Boston Biopharm
Boston BioPharm, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Texas Case No. 23-40429) on Feb. 15, 2023, with as
much as $1 million in both assets and liabilities. Judge Mark X.
Mullin oversees the case.
The Debtor tapped Marshack Hays, LLP as legal counsel.
BRIDGER STEEL: Gets OK to Hire Centsable as Accountant
------------------------------------------------------
Bridger Steel Inc. received approval from the U.S. Bankruptcy Court
for the District of Montana to employ Centsable Accounting, Inc.
The Debtor requires an accountant to work with the Internal Revenue
Service on the Employee Retention Credit Application submitted in
January.
Centsable will be paid at these rates:
Rebecca M. Schmitz $150 per hour
Amanda Streitz $150 per hour
As disclosed in court filings, Centsable is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Rebecca M. Schmitz
Centsable Accounting, Inc.
2680 Overland Ave Ste D
Billings, MT 59102
Tel: (406) 651-4445
About Bridger Steel
Bridger Steel Inc. --
https://www.bridgersteel.com/about/bridger-steel -- is a
manufacturer of metal panel systems for roofing, siding & wall,
interior, and fencing applications.
Bridger Steel Inc. filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. Mon. Case No. 23-20019) on February
25, 2023. In the petition filed by Dennis L. Johnson, as president,
the Debtor reported assets between $1 million and $10 million and
liabilities between $10 million and $50 million.
The Honorable Bankruptcy Judge Benjamin P. Hursh oversees the
case.
The Debtor tapped James A. Patten, Esq., at Patten Peterman
Bekkedahl & Green as legal counsel and Centsable Accounting, Inc.
as accountant.
BUCKINGHAM TOWER: Amends Plan to Include TB Yonkers Claim Pay
-------------------------------------------------------------
Buckingham Tower Condominium, Inc. f/k/a Buckingham Owners, Inc.,
submitted a Small Business Subchapter V Plan of Liquidation dated
May 11, 2023.
The Debtor is in the business of owning and managing 25 Apartments.
The Apartments are located in the Building. The Building is managed
by the Condo Association to which the Debtor pays monthly common
charges.
Pre-petition, the Debtor was exploring funding a plan through: (i)
the sale of some of the Units in a block; (ii) common charges
generated; and/or (iii) refinancing, or a combination thereof. DCG,
which owns other Units in the Building, had expressed an interest
in acquiring the Apartments pre-petition.
Post-Petition, DCG made an initial offer to purchase the
Apartments. However, DCG withdrew its offer following the
precipitous rise in prevailing interest rates. Thereafter, an
Auction Sale was conducted and the Debtor contemplates a sale to
the Successful Bidders free and clear of all liens, Claims and
encumbrances.
The Debtor's assets consist primarily of the 24 Apartments. They
are worth approximately $3.7 million. The Debtor has limited cash
on hand in the amount of $22,000.00 as reflected in the last
monthly operating report. It is owed funds by the Delinquent
Shareholders.
On March 8, 2023, this Court entered the Bid Procedures Order
which, among other things, fixed procedures for the Auction Sale.
The Auction Sale was conducted on March 29, 2023 by Maltz. The
Debtor anticipates consummating the Closing on the sales to the
successful bidder following the Effective Date.
In connection with the Auction Sale, after a series of
negotiations, the Debtor entered into two stalking horse contracts,
one with Warburton 3 an affiliate of DCG (the "Warburton 3
Contract") and the other with Aria (the "Aria Contract").
Pursuant to the Warburton 3 contract, the Apartments to be
transferred consist of: 7F; 2E/F; 3K; 4D; 4J; 6N; 7C; 7D; 6G; 2H;
3C; 3E; 4E; 4L; 6D; 6H; 6J; 3B; and 5H. Each of the Apartments is
ascribed a value which is relative to its size as set forth in the
Warburton Contract. The total consideration to be paid to the
Debtor is $2,885,600.00. The average price per unit is
approximately $151,000.00. In addition, under the Warburton 3
Contract, Warburton 3 will remit the sum of $5,000.00 directly to
each Shareholder vacating the Units.
Pursuant the Aria Contract, the units to be transferred consist of
1L; 7L; 7K; and 5K. Each of the units is ascribed a value which is
relative to its size as set forth in the Aria Contract. The total
consideration to be paid to the Debtor is $609,290.00. The average
price per unit is $152,000.00. Pursuant to the Aria Contract, each
of the unit holders would be offered a lease which will would allow
them to remain in the unit.
Class 4 consists of the claim of TB Yonkers. The Debtor and the
SubChapter V Trustee dispute the Amended Claim of TB Yonkers. In
the event that a resolution is not achieved, a formal objection
will be made. The Amended Claim of TB Yonkers shall be treated
solely as an unsecured Claim and estimated at zero for purposes of
Distribution under this Plan. The Class 4 Claim of TB Yonkers is
unimpaired under the Plan.
Class 5 consists of General Unsecured Claims. Allowed General
Unsecured Claims shall either be paid in full in Cash or reserved
for in full within 10 business days after the Effective Date. 615
Warburton and TB Yonkers shall be treated as each holding an
Unsecured Claim. Holders of Class 5 General Unsecured Claims shall
not be entitled to post-petition interest on amounts due. Any
disputed portion of any General Unsecured Claim shall be held in
escrow pending resolution of such amount. Class 5 Claims are
impaired under the Plan.
The Shareholders shall be paid their proportionate share of the
remaining balance after all creditors including holders of
Administrative Claims, Titan, Yonkers, holders of Priority Claims,
and holders of General Unsecured Claims are satisfied. In order to
receive a distribution, the Shareholders shall produce and
surrender their respective stock certificates.
The Debtor will fund the Plan with the proceeds of the Auction Sale
and any Cash on hand. Payment to Titan and Yonkers for outstanding
taxes due will be made at Closing. The net proceeds of sale (after
the payment of ordinary, customary and reasonable closing costs,
Titan and Yonkers), shall be placed in the Plan Fund. Payment to
creditors in Classes 3 and 4 and any Distributions to Shareholders
will be made after the Closing from the Plan Fund.
A full-text copy of the Subchapter V Plan dated May 11, 2023 is
available at https://bit.ly/3o7pel4 from PacerMonitor.com at no
charge.
Debtor's Counsel:
Anne Penachio, Esq.
Penachio Malara, LLP
245 Main Street-Suite 450
White Plains, NY 10601
Phone: (914) 946-2889
Email: Email: frank@pmlawllp.com
About Buckingham Tower Condominium
Buckingham Tower Condominium Inc., a condominium association, is in
the business of owning and managing the common areas of the
premises at 615 Warburton Avenue, Yonkers, NY and also owning and
managing 25 sponsored apartment buildings. Each apartment is worth
approximately $165,000.
Buckingham Tower Condominium Inc. filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Case No. 22-22403) on June 30, 2022. In the petition filed by Jose
Guerrero, president, the Debtor listed $1 million to $10 million in
both assets and liabilities.
Judge Sean H. Lane oversees the case.
Anne J. Penachio, of Penachio Malara LLP, is the Debtor's counsel.
BURKE BRANDS: Taps Brian L. Baker CPA as Accountant
---------------------------------------------------
Burke Brands, LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to employ Brian L. Baker, CPA,
P.A. as accountant.
The firm's services include preparing and filing the Debtor's 2022
tax return and amending the Debtor's returns for 2019 to 2021.
The firm will charge $300 per hour for partners and $150 per hour
for staff.
Brian Baker, CPA, a partner at Brian L. Baker, CPA, P.A., disclosed
in a court filing that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Brian L. Baker, CPA
Brian L. Baker, CPA, P.A.
1900 Glades Rd # 356
Boca Raton, FL 33431
Tel: (561) 288-2330
About Burke Brands LLC dba Don Pablo Coffee
Burke Brands LLC -- https://www.burkebrands.com/ -- is a privately
owned coffee company. It conducts business under the name Don
Pablo Coffee.
Burke Brands filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
22-19932) on Dec. 30, 2022, with $1 million to $10 million in both
assets and liabilities. Linda Marie Leali has been appointed as
Subchapter V trustee.
Judge Robert A. Mark oversees the case.
The Debtor tapped Aaron A. Wernick, Esq., at Wernick Law, PLLC as
legal counsel and Brian L. Baker, CPA, P.A. as accountant.
CALEXICO HOUSING: Moody's Puts Ba2 Rating on 1991 Bonds
-------------------------------------------------------
Moody's Investors Service has placed the Ba2 rating of Calexico
Housing Authority, CA, Mortgage Revenue Bonds (Calexico Gardens
Project) Series 1991, $1.125MM under review with direction
uncertain.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATING
The rating action is based on the projected shortfall in funds
available to pay debt service on June 2025 and uncertainty
regarding external financial support. The issuer is discussing
ways to cure the projected shortfall. Depending on their actions,
there is the potential for a multi-notch change in either
direction.
The review will focus on the actions of the issuer, if any, to cure
the projected shortfall. A multi-notch upgrade or a multi-notch
downgrade is a possibility.
LEGAL SECURITY
The principal of, premium, if any, and interest on the Bonds are
payable solely from the payments on the GNMA Mortgage Backed
Security and from any other moneys constituting a part of the Trust
Estate under the Indenture.
The principal methodology used in this rating was US Stand-alone
Housing Bond Programs Secured by Credit-Enhanced Mortgages
Methodology published in and July 2019.
CAPSTONE BORROWER: Moody's Rates New $500MM Sr. Secured Notes 'B2'
------------------------------------------------------------------
Moody's Investors Service assigned Capstone Borrower, Inc., a
subsidiary of Capstone TopCo, Inc. ("Cvent"), a B2 to its proposed
$500 million senior secured notes due 2030. Capstone Borrower, Inc.
is a new legal entity that has been established to acquire Cvent
Holding Corp. Capstone Borrower, Inc. will be the initial borrower
under the credit facilities with indirect parent and guarantor,
Capstone TopCo, Inc., providing the consolidated financials. All
other ratings, including Cvent's B2 corporate family rating, B2-PD
probability of default rating and Capstone Borrower, Inc. B2 senior
secured credit facility rating remain unchanged. The outlook is
stable.
Assignments:
Issuer: Capstone Borrower, Inc.
Backed Senior Secured Global Notes, Assigned B2
The assigned ratings remain subject to Moody's review of the final
terms and conditions of the proposed financing that is expected to
close in June 2023.
RATINGS RATIONALE
Cvent's B2 CFR reflects the company's high pro forma debt to
EBITDA, estimated at 8.8x at close and including deferred revenue,
expensing capitalized software costs and excluding cost savings at
March 31, 2023. Moody's estimates that the company will be able to
improve debt to EBITDA to the mid-to-high 5x by the end of 2024
assuming the company can successfully implement about half of its
cost savings plans with the remainder fully realized in 2025.
Moody's expects free cash flow to debt of around 6% or $55 million
on an annual basis through 2024, however the company has to make a
series of deferred equity payments over the next three years that
will initially absorb the majority of free cash flow during the
next 12 to 18 months. Moody's believes free cash flow to debt of
around 10% is possible beginning in 2025. These projections are
highly dependent on Cvent achieving the majority of its planned
cost savings of around 14% of its total cost of goods sold and
operating expenses. Moody's also assumes revenue growth will be
high at 12% during the next two years, albeit lower relative to the
low 20% growth rate Cvent has experienced over the past year
through March 31, 2023. Revenue size and scope of the company is
limited, with Moody's-expected 2024 revenue of around $800 million.
Revenue is concentrated within the meetings and events industry,
with nearly 88% coming from North America. The company's has high
software expenditure requirements as it must continuously invest in
technology to maintain and expand its market position. Moody's
expects financial policy to be aggressive given private equity
ownership and the company's history of acquisitions.
Cvent benefits from a leading market position in the event
management and hospitality software solutions market through its
Event Cloud and Hospitality Cloud segments. Revenue is highly
recurring in nature and employs a subscription-based model with
guaranteed minimums that help mitigate periods of macroeconomic
uncertainty and about 50% of the company's clients are under
multi-year contracts. Cash flow benefits from high net revenue
retention rates, which other than during the COVID-19 pandemic have
been above 108%, as clients pay upfront for the current year. The
company has a diverse base of over 22,000 customers that includes
large enterprise clients from various end markets. The company has
a strong market position with most competitors in the virtual event
segment lacking the resources to compete in the in-person and
hybrid event space. The $3.85 billion of equity from Blackstone and
Vista also suggests that Cvent has value well in excess of its
rated debt. Moody's considers Cvent's liquidity to be good, with
balance sheet cash in excess of $250 million and access to an
undrawn $115 million of revolving credit facility expected at
close.
The senior secured notes are rated B2 reflecting both the B2-PD PDR
and a loss given default assessment of LGD3. The notes benefit from
secured guarantees from its direct parent and all existing and
subsequently acquired domestic subsidiaries.
The stable outlook reflects Moody's expectation that the company
will grow the top-line organically around 12% during the next 12 to
18 months. Moody's also expects EBITDA will increase such that debt
to EBITDA approaches the mid-5x by the end of 2024.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The ratings could be upgraded if Cvent increases revenue scale,
sustains leverage of 4.5x debt to EBITDA (including deferred
revenue and expensing capitalized software costs) and free cash
flow to debt of 10%, and demonstrates a commitment to sustaining a
more conservative financial policy.
The ratings could be downgraded if Cvent fails to grow organically,
EBITDA margins decline from current levels, Moody's expects debt to
EBITDA is not on track to decline below 6.5x, or FCF to debt is
sustained in the low single digit percentage range. A deterioration
in liquidity could also pressure ratings.
The principal methodology used in this rating was Software
published in June 2022.
Cvent, based in Tyson's Corner, VA, provides cloud-based enterprise
event management and hospitality software and services, mostly in
North America. Moody's expects revenue around $700 million in 2023.
The company will be privately owned by affiliates of Blackstone.
CARESTREAM HEALTH: Moody's Cuts CFR to Caa1, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service downgraded Carestream Health, Inc.'s
ratings, including the Corporate Family Rating to Caa1 from B3, the
Probability of Default Rating to Caa1-PD from B3-PD, and the first
lien senior secured term loan rating to Caa1 from B3. The outlook
remains stable.
The ratings downgrade reflects weaker than expected operating
performance since the company's bankruptcy exit in September 2022
and Moody's expectation that earnings and cash flows will continue
to come under pressure over the next 12 to 18 months. Debt to
adjusted EBITDA increased slightly to 3.9x at December 31, 2022 and
Moody's expects leverage to increase to above 4.0x over the next 12
to 18 months. Additionally, Moody's now expects Carestream's
liquidity to be weak, reflecting only slightly positive free cash
flow in 2023 and higher internal cash requirements to support
operations. Moody's expects Carestream to maintain only a modest
EBITDA buffer to the maximum net first lien leverage covenant on
the term loan over the next 12 to 18 months.
Downgrades:
Issuer: Carestream Health, Inc.
Corporate Family Rating, Downgraded to Caa1 from B3
Probability of Default Rating, Downgraded to Caa1-PD from B3-PD
Senior Secured 1st Lien Term Loan, Downgraded to Caa1 from B3
Outlook Actions:
Issuer: Carestream Health, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
Carestream's Caa1 Corporate Family Rating reflects the company's
high reliance on its film business, which comprises the majority of
earnings. The company continues to have a leading presence in this
market. However, Moody's expects that the medical film business
will remain in structural decline for the foreseeable future. The
company also has a presence in medical digital products, which
performed well throughout the pandemic. Moody's expects this
business to grow in line with the broader market with some
near-term benefit from new business wins. Carestream's ratings
reflect its significant foreign exposure as approximately 75% of
the company's revenue is generated outside the United States.
Carestream's ratings reflect the company's moderately high
leverage, which was approximately 3.9x for the 12 months ending
December 31, 2022. Moody's expects leverage to increase into the
low to mid 4.0x range over the next 12 to 18 months.
Moody's expects Carestream to have weak liquidity. Moody's expects
that the company will generate positive, although minimal, free
cash flow in 2023 and close to breakeven after debt amortization.
Moody's anticipates free cash flow improving in 2024 as
non-recurring charges associated with cost saving and revenue
initiatives are wound down. However, visibility into earnings is
low due to the potential impact of foreign exchange, the price of
key input silver, and potential pricing pressure in one of the
company's largest markets.
Carestream has access to a $85 million (unrated)
asset-based-lending (ABL) revolving credit facility ($78 million
capacity at December 31, 2022) with $25 million outstanding as of
December 31, 2022. The company has approximately $75 million in
cash on the balance sheet, but this is not fully available to draw
down as approximately $60 million is required to support daily
operations and additional balances are currently trapped outside of
the United States. Moody's expects Carestream to maintain a modest
buffer to the maximum net first lien leverage covenant of 4.0x on
the term loan over the next 12 to 18 months. There are no material
debt maturities until 2027.
The stable outlook primarily reflects Moody's view that financial
leverage will rise into the low-to-mid 4.0x range over the next
12-18 months. The outlook also reflects Moody's expectation that
free cash flow trends will improve beyond 2023 but liquidity will
remain weak.
The Caa1 rating on the senior secured first lien term loan reflects
its interest in substantially all assets of the borrower and the
fact that secured debt is the sole financial debt within the
company's capital structure.
ESG CONSIDERATIONS
Carestream Health's CIS-5 indicates that the rating is lower than
it would have been if ESG risk exposures did not exist and that the
negative impact is more pronounced than for issuers scored CIS-4.
Primary drivers of the CIS-5 include governance risks (G-5), driven
by the company's aggressive financial policies. Carestream was
unable to execute a publicly announced out of court
recapitalization transaction, and subsequently filed for chapter 11
bankruptcy protection in 2022. The score also reflects exposure to
social risks (S-4), primarily due to ongoing substitution risk from
medical film into new technologies.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if Carestream is able to grow earnings
and improve market share in the digital radiography segment.
Ratings could be upgraded with improved liquidity, including
sustained positive free cashflow. Additionally, the ratings could
be upgraded if the covenant EBITDA cushion to the maximum total net
first lien debt leverage ratio widens materially.
Ratings could be downgraded if the company experiences a
deterioration in operational performance, which could include
accelerating negative trends in sales or earnings. In addition,
ratings could be downgraded if liquidity weakens. A downgrade could
occur if the company was unable to generate enough free cash flow
to cover mandatory amortization on a sustained basis, driving a
further deterioration in liquidity. Additionally, the ratings could
be downgraded if the covenant EBITDA cushion to the maximum total
net first lien debt leverage ratio narrows materially.
The principal methodology used in these ratings was Medical
Products and Devices published in October 2021.
Headquartered in Rochester, NY, Carestream Health, Inc. is a global
provider of medical imaging products. The company's film business
(included in Value Tier) provides specialized paper to produce
images from digital x-rays and printers. The company's medical
digital business (Premium Tier) provides digital medical imaging
systems. The company has two smaller lines, non-destructive testing
and contract manufacturing. The company's revenues were
approximately $1.1 billion in 2022. Carestream Health, Inc. is
owned by numerous private equity firms following its bankruptcy
exit in 2022.
CERTIFIED 360: Jerrett McConnell Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 21 appointed Jerrett McConnell, Esq.,
at McConnell Law Group, PA, as Subchapter V trustee for Certified
360, LLC.
Mr. McConnell will be paid an hourly fee of $350 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. McConnell declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Jerrett M. McConnell, Esq.
McConnell Law Group, PA
6100 Greenland Road, Unit 603
Jacksonville, Florida 32258
Phone: (904) 570-9180
Email: trustee@mcconnelllawgroup.com
About Certified 360
Certified 360, LLC is a company in Jacksonville, Fla., which
operates in the construction industry.
Certified 360 filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-01002) on May 4,
2023. In the petition signed by its managing member, Ashley
Downing, the Debtor disclosed $528,466 in assets and $1,598,966 in
liabilities.
Judge Jacob A. Brown oversees the case.
Bryan K. Mickler, Esq., at Law Offices of Mickler & Mickler, LLP,
represents the Debtor as legal counsel.
CHERRY MAN: Court OKs Continued Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Los Angeles Division, authorized Hamid R. Rafatjoo, the Chapter 11
Trustee of Cherry Man Industries, Inc., to continue using cash
collateral on a final basis, subject to the terms, including but
not limited to the provisions of adequate protection, as set forth
in the Cash Collateral Stipulation as modified by a Eighth
Supplement.
The Court held a hearing on the Debtor's Emergency Motion for Order
Authorizing Interim Use of Cash Collateral; Granting Adequate
Protection as affected by the Stipulation Authorizing Use of Cash
Collateral; Granting Adequate Protection, as modified by the
Seventh Supplement to Stipulation Authorizing Use of Cash
Collateral; Granting Adequate Protection, which the Court
previously approved on January 17, 2023.
Since then, Rafatjoo and Cathay Bank have entered into a Eighth
Supplement to the Cash Collateral Stipulation to which the U.S.
Small Business Administration does not object.
A continued hearing on the matter is set for July 18, 2023, at 2
p.m.
A copy of the order is available at https://bit.ly/3MmSAW4 from
PacerMonitor.com.
About Cherry Man Industries
Cherry Man Industries, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-11471) on March
17, 2022, listing $100 million to $500 million in assets and $10
million to $50 million in liabilities. Frank Lin, president of
Cherry Man Industries, signed the petition. El Segundo,
Calif.-based Cherry Man was started in 2002 by Frank Lin. Cherry
Man is one of the largest nationwide importers and distributors of
office furniture case goods. It has five distribution centers
across the US.
Judge Neil W. Bason oversees the case.
The Law Offices of Michael Jay Berger serves as the Debtor's legal
counsel.
An official committee of unsecured creditors has been appointed in
the case. The Committee has retained Kelley Drye & Warren LLP as
counsel.
Hamid R. Rafatjoo has been appointed as Chapter 11 Trustee and is
represented by David Golubchik, Esq., at LEVENE, NEALE, BENDER, YOO
& GOLUBCHIK, L.L.P.
Secured creditor Cathay Bank is represented by Michael J. Gomez,
Esq. and Gerrick M. Warrington, Esq., at FRANDZEL ROBINS BLOOM &
CSATO, L.C.
CINCINNATI BELL: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has assigned 'B' Long-Term Issuer Default Ratings
(IDRs) to Cincinnati Bell, Inc. (CBB) and its subsidiary Cincinnati
Bell Telephone Company LLC. The Rating Outlook is Stable. Fitch has
also assigned 'BB-'/'RR2' ratings to the senior secured debt at CBB
and Cincinnati Bell Telephone Company LLC.
The ratings primarily reflect Fitch's expectation that CBB will
make significant near-term investments in its fiber network which
will cause credit metrics to weaken, heighten execution risk, and
require meaningful external funding. Fitch believes CBB's fiber
deployment strategy should strengthen its already solid competitive
position in Cincinnati (and surrounding areas) and Hawaii over the
medium-to-long term. The rating also reflects the diversification
provided by the IT Services & Hardware (ITSH) segment.
KEY RATING DRIVERS
Negative FCF: Fitch expects CBB to generate FCF deficits averaging
over $250 million annually through its forecast horizon due
primarily to accelerating capex and related spending to fund its
fiber rollout. While CBB is nearing completion of its fiber network
in Cincinnati in 2023, Fitch believes the company's aggressive
fiber deployment plans for Hawaii and Dayton will result in
elevated capex spending to 2025. However, CBB has flexibility to
alter the pace and extent of its build plan to support its cash
flow needs.
Elevated Leverage: Fitch believes that CBB will require additional
debt financing to fund its fiber build-out, which will result in
Fitch-adjusted EBITDA leverage increasing to the mid-to-high 4x
area in its four-year forecast from 4.1x in FY2022. In 2023,
increase in leverage is also driven by expected EBITDA margin
decline due to the ramp up costs related to separating IT segment
and higher opex in relation to fiber expansion.
Execution Risk: CBB has a solid track-record of deploying fiber and
achieving high subscriber adoption in its core Cincinnati market,
but Fitch believes its fiber deployment plans in Hawaii and Dayton
carry a higher degree of execution risk. The company has struggled
with penetration rates and profitability in the Hawaiian market,
making the payback on its investment there less certain. Dayton is
a greenfield build where CBB plans to deploy fiber in areas where
the incumbent telco has not yet built fiber to the premises. CBB's
ability to deleverage will be driven in part by its success in
gaining market share and penetration in these markets.
Limited geographic diversification: The company has a limited
geographic footprint, with the network segment focused on the city
of Cincinnati and surrounding areas and the state of Hawaii.
Significant events impacting either of these geographies could
impact the company's operating profile to a greater extent than
peers with a larger footprint. Expansion opportunities include
fiber deployment to neighboring Hawaiian Islands, counties
surrounding Cincinnati that have partially subsidized passing
costs, and greenfield opportunities such as Dayton, OH. The IT
Services & Hardware segment is more diversified geographically with
operations across the U.S. and Canada with limited presence in
India and Europe.
Fiber-to-the-Premise (FTTP) Network Strength: Cincinnati Bell began
fiber deployment in Cincinnati in 2008, and the company expects to
complete all single-family and most multi-family passings by the
end of 2023. CBB's network passed approximately 75% of sellable
doors in the Cincinnati market at the end of 2022 and Fitch expects
this figure to reach 90% by the end of 2025. CBB has achieved high
penetration rates in the region at ~47% as of the end of 2022, with
Fitch expecting that penetration will continue to climb modestly.
Hawaii Telecom (HT) is at an earlier stage in its build, with fiber
deployed to ~40% of sellable addresses at the end of 2022.
Penetration rates are much lower in Hawaii at approximately 29%.
Fitch believes there is a significant opportunity for CBB to
increase penetration on its Hawaiian Telecom fiber network, which
would result in improved EBITDA margins. However, the company has
struggled in Hawaii and it is unclear if penetration will improve.
Significant Competition: In the consumer space, CBB primarily
competes with Spectrum, a multiple system operator (MSO), that
operates cable networks in Cincinnati and Hawaii (98% footprint
overlap), among other markets, with limited competition from other
providers. In Fitch's view, the economics for a third competitor in
these markets would be challenging, which may limit the degree of
competition. Fitch believes CBB's fiber-based network is
competitive with Spectrum's offering, as evidenced by CBB's high
penetration rates in its core Cincinnati market. In general, the
competitive environment within broadband is increasing and there is
a risk that fixed wireless access providers could pressure market
share penetration and ARPUs in future.
Need for Near-Term Financing: As of March 31, 2023, CBB's liquidity
included cash & cash equivalents of $7.4 million and $100 million
availability on the revolving credit facility (RCF). Fitch expects
RCF availability to increase as Fitch expects proceeds from $200
million incremental term loan entered in May 2023 will be used to
reduce RCF borrowings. The company's liquidity is constrained by
FCF deficits due to elevated capex. CBB has scheduled debt
amortization and maturities of approximately $35 million. Fitch
expects CBB will issue incremental debt or enter other financing
arrangements to bolster its liquidity in 2023 and through the
forecast period.
DERIVATION SUMMARY
CBB's ratings reflect the company's scale, limited geographic
footprint, expectation of leverage near 4.5x range as well as FCF
deficits over the rating horizon. The company's footprint in
Cincinnati overlaps significantly with Charter Communications Inc.
(Fitch rates Charter's indirect subsidiary CCO Holdings, LLC
(BB+/Stable) which is much larger in scale and well diversified
geographically compared to CBB. Fitch views CBB's ongoing fiber
investments positively, with successful execution key to supporting
the longer-term credit profile.
When compared with Frontier Communications Parent, Inc.
(BB-/Negative), CBB has a similar leverage profile but has smaller
scale and geographic diversification. Uniti Group (B+/Stable)
operates differently than other peers as it was spun off of
Windstream Holdings as a REIT owning and operating fiber and copper
assets. Due to this, the company experiences EBITDA margins in the
upper 70%s and is able to carry higher leverage while still being
rated in the 'B+' rating category similar to many listed peers with
lower leverage.
KEY ASSUMPTIONS
- Revenue growth near mid-single digits in 2023 and 2024 driven
primarily by growth in the ITSH segment, with Network revenue
growing modestly in 2023 and in the low-to-mid single digit area in
2023;
- Network revenue growth reflects fiber adoption as it is deployed
combined with broadband price increases, leading to strong growth
in consumer/SMB fiber data revenue which offsets declining legacy
revenue;
- EBITDA margin declines in 2023 due to costs in ITSH to establish
stand-alone functions and higher assumed costs in the Network
segment to drive fiber adoption, with EBITDA margin improvement in
2024 and 2025 as the network matures;
- No M&A/divestitures or dividends are assumed over the forecast
period;
- Capex of approximately $600 million in 2023.
Key Recovery Rating Assumptions
- The recovery analysis assumes that Cincinnati Bell would be
reorganized as a going-concern in bankruptcy rather than
liquidated.
- Fitch has assumed as 10% administrative claim.
The revolving facility is assumed to be fully drawn.
Going-Concern (GC) Approach: In estimating a distressed enterprise
valuation (EV) for Cincinnati Bell, Fitch assumes that
macroeconomic challenges and competitive pressures in Network and
ITSH result in lower revenue and EBITDA which is approx. 18% lower
than the company's FY2022 EBITDA. This results in a GC EBITDA of
$332 million, reflecting Fitch's view of a sustainable, post
reorganization EBITDA level upon which Fitch bases the EV.
Fitch applies a 5.5x EV/EBITDA multiple to arrive at the GC EV of
$1.8 billion. The choice of this multiple considered the following
factors:
The multiple is slightly lower than the median TMT enterprise value
multiple but is in line with other similar telecommunications
companies that exhibit similar characteristics. Peers utilize
EV/EBITDA multiples in the 4.5x-6.0x range.
In the 2022 'Telecom, Media, and Technology Bankruptcy Enterprise
Values and Credit Recoveries' case study, Fitch notes 13 Telecom
and Cable bankruptcies and reorganizations with recovery multiples
ranging from 3.7x to 18.2x. Of these companies, peers and close
comparisons emerging from bankruptcy include Hawaiian Telcom
Communications, Inc., Frontier Communications, Inc., FairPoint
Communications, Inc., and Charter Communications, Inc. at multiples
of 3.7x, 5.5x, 4.7x, and 5.8x, respectively. Fitch believes that
the multiples for Frontier and Charter are more representative of
recovery for CBB given its modern fiber network.
The issuer was acquired for a 7.2x EV/EBITDA multiple in 3Q21 when
acquired by Macquarie Infrastructure Partners. Publicly traded
peers trade from 3.5x to 12.7x.
The allocation of GC EV under the liability waterfall results in an
'RR2' recovery rating for the senior secured debt and an 'RR6'
recovery rating for the unsecured debt.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Consistent gains in revenue and EBITDA, which provides a visible
path time towards positive FCF;
- EBITDA leverage sustained below 4.5x;
- Successful fiber deployment execution, including meaningfully
higher penetration on the HT network.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage exceeding 5.5x on a sustained basis;
- Larger than expected free cash flow deficits;
- Deterioration in operating profile and market position due to
competitive forces.
LIQUIDITY AND DEBT STRUCTURE
Liquidity: CBB's liquidity included cash & cash equivalents of $7.4
million and $100 million availability on the RCF as of March 31,
2023. Fitch expects RCF availability to increase as Fitch expects
proceeds from $200 million incremental term loan entered in May
2023 will be used to reduce RCF borrowings. The company's liquidity
is constrained by FCF deficits due to elevated capex. CBB has
scheduled debt amortization and maturities of approximately $35
million. Fitch expects CBB will issue incremental debt or enter
other financing arrangements to bolster its liquidity in 2023 and
through the forecast period.
ISSUER PROFILE
CBB (dba Altafiber) provides broadband, video and voice services in
Greater Cincinnati area and in Hawaii through its Network segment.
The company's IT Services and Hardware segment services customers
in the U.S., Canada, India and Europe.
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
----------- ------ -------- -----
Cincinnati Bell
Telephone
Company LLC LT IDR B New Rating WD
senior secured LT BB- New Rating RR2
Cincinnati Bell,
Inc. LT IDR B New Rating WD
senior secured LT BB- New Rating RR2
senior secured LT BB- New Rating RR2
CLUBCORP HOLDINGS: Moody's Cuts CFR to Caa1 & Alters Outlook to Neg
-------------------------------------------------------------------
Moody's Investors Service downgraded ClubCorp Holdings, Inc.'s (dba
Invited, Inc. "Invited") Corporate Family Rating to Caa1 from B3
and Probability of Default Rating to Caa1-PD from B3-PD.
Concurrently, Moody's downgraded the rating for the company's first
lien credit facilities (revolver and term loan) to B3 from B2, and
downgraded the rating on the senior unsecured notes to Caa3 from
Caa2. The outlook is negative.
The downgrade of CFR to Caa1 and the negative outlook reflect
Moody's concerns that the company is facing increased refinancing
risk to address its debt maturities including a $1.1 billion first
lien term loan due September 2024. Invited also has $425 million of
senior unsecured notes that mature in September 2025 and a $130
million revolver that expires in September 2024 but springs to June
2024 if more than $50 million of the term loan is still outstanding
at that time. For a highly levered company with high capital
spending requirements such as Invited, the current tight credit
market with stricter lending standards could make it challenging to
refinance at terms that preserve investment flexibility and
positive free cash flow. This raises the risk of a distressed
exchange to reduce debt and alleviate the interest drag on cash
flow. Despite solid operating performance in FY22, the company is
still highly levered with Moody's adjusted debt-to-EBITDA leverage
in the low 8x for the fiscal year ended December 31, 2022. Although
Moody's expects modest earnings growth over the next year that will
result in leverage declining to below 8x, the company's high
capital spending along with a higher interest burden will constrain
its free cash flow generation. There is also risk that an increase
in unemployment could weaken new member sign-ups and initiation
fees, raise membership churn, and modestly reduce spending by
existing club members. Moody's projects free cash flow to be
modestly negative to breakeven over the next year.
Moody's took the following rating actions:
Issuer: ClubCorp Holdings, Inc.
Corporate Family Rating, downgraded to Caa1 from B3
Probability of Default Rating, downgraded to Caa1-PD
from B3-PD
Senior Secured First Lien Bank Credit Facility (Revolver
and Term Loan), downgraded to B3 from B2
Senior Unsecured Notes, downgraded to Caa3 from Caa2
Outlook Actions:
Issuer: ClubCorp Holdings, Inc.
Outlook, revised to Negative from Stable
RATINGS RATIONALE
Invited's Caa1 CFR reflects the company's high leverage and
refinancing risk related to 2024 and 2025 debt maturities. The
company's $1.1 billion term loan matures in September 2024, the
$130 million revolver expires in June 2024 if at least $50 million
of the term loan remains outstanding at that time, and the $425
million unsecured notes mature in September 2025. Invited has high
financial leverage with Moody's lease adjusted debt/EBITDA in the
low 8x at year end 2022, which makes refinancing at terms that
preserve investment flexibility and positive free cash flow
challenging in the current tight lending environment. The company's
core business as a golf, city and stadium club owner/operator is
susceptible to discretionary consumer spending and factors such as
varying regional weather conditions. High capital spending for
ongoing reinvestment and maintenance of the clubs is necessary to
retain a premium service offering. Invited also faces event risk
stemming from the potential for large outlays associated with
refunds of initiation deposits, of which the current portion of the
liability is approximately $276 million. The rating is also
constrained by the aggressive financial policy risk due to private
equity ownership with a track record of debt financed acquisition.
However, the rating reflects Invited's leading position in the
private club membership business and its solid recurring revenue
base, which is underpinned by a dues-based business model and
affluent clientele. Additionally, the credit profile benefits from
significant real estate value for the 104 out of 159 golf and
country clubs that the company owns as well as the meaningful
overall asset value of the clubs. The company's main business
operating golf and country clubs (close to 90% of revenue) helped
mitigate the impact from the coronavirus pandemic as demand for
outdoor sports such as golf remained strong during the pandemic.
Cost inflation and labor availability are operating challenges but
Moody's expects the company to largely mitigate cost increases
including through stepped up pricing.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook reflects that the current challenging credit
environment heightens refinancing risk which will hinder the
company's ability to refinance its 2024 and 2025 debt maturities at
acceptable terms and reasonable costs if earnings do not improve.
The negative outlook also reflects Moody's view that a distressed
exchange or other balance sheet restructuring may be necessary to
reduce debt and alleviate the high interest burden.
The ratings could be upgraded if the company successfully
refinances its coming maturities at reasonable costs and terms. The
ratings could also be upgraded if continued growth in revenue and
earnings result in debt-to-EBITDA leverage sustained below 7.5x
along with at least adequate liquidity, modestly positive free cash
flow generation and good reinvestment.
The ratings could be downgraded if the company's operating
performance weakens due to reduced membership levels or higher
costs, or the risk of distressed exchange or other restructuring
event increases further.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Headquartered in Dallas, Texas, Invited is one of the largest
owner, operator and manager of private golf, country, city, sports
and alumni clubs in North America, and the largest owner of golf
clubs in the US. As of year-end 2022, the company operated 159 golf
& country clubs, 35 city clubs, 7 stadium clubs and 7 BigShots Golf
locations in 29 states, the District of Columbia and two foreign
countries (Mexico and United Kingdom). The company has been owned
by Apollo Global Management, LLC since 2017. Fiscal year 2022
revenue was about $1.4 billion.
CNBG REAL ESTATE: Taps Law Offices of William B. Kingman as Counsel
-------------------------------------------------------------------
CNBG Real Estate II, Ltd. seeks approval from the U.S. Bankruptcy
Court for the Western District of Texas to employ The Law Offices
of William B. Kingman, P.C. as counsel.
The firm's services include:
a. counseling the Debtor in matters relating to the
administration of its bankruptcy estate;
b. representing the Debtor in negotiations with various
creditors;
c. making court appearances and appearances before the U.S.
Trustee on behalf of the Debtor;
d. assisting in the preparation of the Debtor's plan of
reorganization and disclosure statement;
e. preparing schedules and pleadings, and analyzing, negotiating
and litigating claims which may be brought in the forms of
objections or as adversary proceedings; and
f. representing the Debtor and its estate in all other relevant
matters relating to the administration of the Debtor's Chapter 11
case.
The firm's hourly rates are as follows:
William Kingman, Esq. $395 per hour
Paralegals/Legal Assistants $110 per hour
The firm received a retainer of $10,000 from the Debtor and the
filing fee of $1,738.
As disclosed in court filings, The Law Offices of William B.
Kingman does not have interest adverse to the Debtor, creditors or
any other party-in-interest.
The firm can be reached at:
William B. Kingman, Esq.
The Law Offices of William B. Kingman, P.C.
3511 Broadway
San Antonio, TX 78209
Tel: (210) 829-1199
Email: bkingman@kingmanlaw.com
About CNBG Real Estate II
CNBG Real Estate II, Ltd. filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Texas Case No. 23-50335) on March 30, 2023, with
$500,001 to $1 million in assets and $100,001 to $500,000 in
liabilities. Judge Michael M. Parker oversees the case.
The Debtor is represented by William B. Kingman, Esq., at the Law
Offices of William B. Kingman, P.C.
CNBG REAL ESTATE: Taps REOC General Partner as Real Estate Broker
-----------------------------------------------------------------
CNBG Real Estate II, Ltd. seeks approval from the U.S. Bankruptcy
Court for the Western District of Texas to employ REOC General
Partner, LLC, doing business as REOC San Antonio.
The Debtor requires a real estate broker to market and sell its
real property located at 6600 Bandera Road, Leon Valley, Bexar
County, Texas.
The firm will be paid a commission of 6 percent of the purchase
price.
As disclosed in court filings, REOC is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Brian D. Harris
REOC General Partner, LLC
d/b/a REOC San Antonio
8023 Vantage Drive, Ste. 1200
San Antonio, TX 78230
Tel: (210) 524-4000
Email: bharris@reocsanantonio.com
About CNBG Real Estate II
CNBG Real Estate II, Ltd. filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Texas Case No. 23-50335) on March 30, 2023, with
$500,001 to $1 million in assets and $100,001 to $500,000 in
liabilities. Judge Michael M. Parker oversees the case.
The Debtor is represented by William B. Kingman, Esq., at the Law
Offices of William B. Kingman, P.C.
CONCRETE SOLUTIONS: Hires Steven R. Fox as Bankruptcy Counsel
-------------------------------------------------------------
Concrete Solutions & Supply seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ the Law
Offices of Steven R. Fox as bankruptcy counsel.
The firm will provide these services:
a. advise the Debtor with respect to its powers and duties as a
Debtor-in-Possession and the management of the property of the
estate and assist the Debtor in performing the duties required of
it as a Debtor-in-Possession;
b. negotiate, formulate, draft, and confirm a plan of
reorganization and attend hearings before this Court in connection
with any proposed disclosure statements and plans of
reorganization, and, then and there, to conduct, if necessary,
examinations of interested parties and to advise the Debtor in
connection with any proposed plan of reorganization;
c. examine all claims filed in these proceedings in order to
determine their nature, extent, validity and priority;
d. advise and assist the Debtor in connection with the
collection of assets, the sale of assets, or the refinancing of
sale in order to implement any plan of reorganization which might
be confirmed in these proceedings;
e. take actions as may be necessary to protect the properties of
this estate from seizure or other proceedings, pending confirmation
and consummation of the plan of reorganization in this case;
f. advise the Debtor with respect to the rejection or assumption
of executory contracts and leases;
g. advise and assist the Debtor in fulfilling its obligations as
fiduciaries of the chapter 11 estate;
h. prepare all necessary pleadings pertaining to matters of
bankruptcy law before the Court;
i. advise the Debtor on a limited basis with respect to tax
obligations, and their payment;
j. prepare applications and reports as are necessary and for
which the services of an attorney are required including responding
to the compliance requirements of the U.S. Trustee;
k. render other legal services for the Debtor for which the
services of a bankruptcy attorney may be necessary during the
pendency of this case; and
l. perform all legal services required to assist the Debtor in
fulfilling its duties under 11 USC sec. 1106 and 1107, including
all contested matters but excluding tax and securities related
services.
The firm will be paid at these rates:
Principal $550 per hour
Associate $500 per hour
Law Clerk/Paralegal $150 per hour
Prepetition, the Debtor paid $42,000 including the filing fee due
to the firm. From the $42,000, the firm withdrew the $1,738 filing
fee leaving $40,262. The firm earned $11,830 in fees plus incurred
$55 in expenses prior to the chapter 11 filing and withdrew those
monies. This left $28,377 in the firm's client trust account when
the chapter 11 case began. The Debtor and the firm agree that
$11,885 of the retainer was earned for services preformed and
expenses incurred prepetition.
Steven R. Fox, Esq., a partner at Law Offices of Steven R. Fox
assured the Court that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
LOSRF may be reached at:
Steven R. Fox, Esq.
Law Offices of Steven R. Fox
17835 Ventura Blvd., Suite 306
Encino, CA 91316
Tel: (818) 774-3545
Fax: (818) 774-3707
Email: srfox@foxlaw.com
About Concrete Solutions & Supply
Concrete Solutions and Supply sells and rents concrete restoration
equipment and related supplies and products from two locations:
Newbury Park and Fullerton, California.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10314) on April 25,
2023.
In the petition signed by Alton Anderson, its president, the Debtor
disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Judge Ronald A. Clifford III oversees the case.
Steven R. Fox, Esq., at The Fox Law Corporation Inc., represents
the Debtor as legal counsel.
COVENANT SOLAR: Bankr. Administrator Unable to Appoint Committee
----------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina disclosed in a court filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 cases of
Covenant Solar Tech, LLC and Covenant Roofing and Construction,
Inc.
About Covenant Solar
Covenant Solar Tech, LLC, doing business as Covenant Solar &
Roofing, is a locally owned solar and roofing companies. Located
in Raleigh, N.C., the company specializes in providing commercial,
residential and nonprofits with roofing and energy efficiency
solutions across America.
Covenant Solar Tech and its affiliate, Covenant Roofing and
Construction, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.C. Lead Case No. 23-00998) on April
11, 2023. At the time of the filing, the Debtors reported $1
million to $10 million in both assets and liabilities.
Judge Joseph N. Callaway oversees the cases.
L. Katie Greene, Esq., at Michael Best & Friedrich, LLP is the
Debtors' legal counsel.
CUSTOM ALLOY: Cash Collateral Access Continue on Weekly Basis
-------------------------------------------------------------
Custom Alloy Corporation and CAC Michigan, LLC continue to receive
short extensions of their access to cash collateral.
The U.S. Bankruptcy Court for the District of New Jersey recently
entered a 24th emergency order allowing the Debtors to use cash
collateral through that week ending May 13.
The recent court order held that the Debtors may use cash
collateral through the termination date pending a further interim
or final hearing, or entry of a further interim or final order.
The Debtors may not use in excess of $1.067 million to pay their
ordinary, non-insider expenses from May 7 to 13. Payroll and
benefits payable to Adam M. Ambielli, Donald Burns, Jeff Burns and
Adam F. Ambielli are permitted to the extent set forth in the
Debtors' budget.
The termination date is the earlier to occur of May 13; the
occurrence of an event of default; or three business days after
CIBC Bank USA has provided written notice of the occurrence of an
event of default.
As of the bankruptcy filing date, the Debtors owed CIBC not less
than $25.9 million that included not less than $21.9 million under
a revolving loan and not less than $2.87 million under a Term Loan
A.
CAC Michigan guaranteed the amounts owed by Custom Alloy under the
Prepetition Loan Agreement.
As adequate protection, CIBC is granted a replacement lien under 11
U.S.C. section 361(2) on all of the Debtors' assets arising after
the Petition Date in an amount equal to the aggregate diminution in
value (if any) of the Prepetition Collateral resulting from the
sale, lease, or use by Debtors of its Prepetition Collateral, or
the imposition of the automatic stay pursuant to Section 362. The
Replacement Lien granted (i) will be deemed automatically valid and
perfected without any further notice or act by any party and (ii)
will remain in full force and effect notwithstanding any subsequent
conversion or dismissal of either Case.
To the extent the adequate protection provided proves insufficient
to protect CIBC's interest in and to cash collateral, CIBC will
have a superpriority administrative expense claim, pursuant to 11
U.S.C. section 507(b), senior to any and all claims against the
Debtors under section 507(a), whether in this proceeding or in any
superseding proceeding, subject to payments due under 28 U.S.C.
section 1930(a)(6).
The Debtors are seeking to sell their assets. On April 27, 2023,
the Debtors designated CAC Acquisitions, LLC, c/o Trident Maritime
Systems, LLC, as the Stalking Horse Bidder. After receiving three
Qualified Bids, the Debtors conducted an auction of the Assets on
May 3, 2023. The Debtors thereafter designated (i) CAC
Acquisitions as the Successful Bidder; and (ii) CAA Partners, LLC,
c/o Hutton Capital Management, as Backup Bidder. A sale hearing
was set for May 9. The deal remains pending.
An unsuccessful bidder, the CAA Partners, LLC/Ambielli Group, has
requested for continuance of auction.
CAC Acquisitions is represented by:
Josef W. Mintz, Esq.
BLANK ROME LLP
One Logan Square
130 North 18th Street
Philadelphia, PA 19103
Telephone: (215) 569-5528
E-mail: Josef.Mintz@BlankRome.com
- and -
Tobias S. Keller, Esq.
Jane Kim, Esq.
KELLER BENVENUTTI KIM LLP
650 California Street, Suite 1900
San Francisco, CA 94108
Telephone: (415) 796-0709
E-mail: tkeller@kbkllp.com
jkim@kbkllp.com
About Custom Alloy Corporation
Custom Alloy Corporation is a manufacturer of specialty metals for
seamless and welded pipe fittings & forgings, predominantly for
customers requiring time-critical maintenance or repair.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 22-18143) on October 13,
2022. In the petition signed by Adam M. Ambielli, its CEO and
president, the Debtor disclosed up to $50 million in assets and up
to $100 million in liabilities.
Judge Michael B. Kaplan oversees the case.
Jonathan I. Rabinowitz, Esq., at Rabinowitz, Lubetkin & Tully, LLC,
is the Debtor's counsel.
An official committee of unsecured creditors has retained Fox
Rothschild LLP as counsel.
DON CHENTE: Taps Lazaro E. Fernandez as Bankruptcy Counsel
----------------------------------------------------------
Don Chente, Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ the Law Office of
Lazaro E. Fernandez, Inc. as its bankruptcy counsel.
The firm's services include:
a. examination of claims of creditors in order to determine
their validity;
b. giving advice and counsel to the Debtor in connection with
legal problems;
c. negotiation with creditors holding secured and unsecured
claims for a Chapter 11 plan of reorganization;
d. drafting a plan of reorganization and disclosure
statement;
e. objecting to claims as may be appropriate; and
f. represent the Debtor in bankruptcy law matters.
The firm 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 Don Chente
Don Chente Inc. owns and operates Don Chente Bar & Grill, a
Mexican-themed restaurant at 2144 E. Florence Ave., Huntington
Park, Calif.
Don Chente filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-11817) on March 27,
2023, with $1 million to $10 million in both assets and
liabilities. Vicente Ortiz, president of Don Chente, signed the
petition.
Judge Ernest M. Robles oversees the case.
The Debtor is represented by the Law Office of Lazaro E. Fernandez,
Inc.
DTC CABOOSE: Unsecured Creditors Will Get 1% of Claims in Plan
--------------------------------------------------------------
DTC Caboose, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of New York a Plan of Reorganization for Small
Business dated May 11, 2023.
The Debtor is a New York State Corporation formed March 17, 2004
and existing under and pursuant to the laws of the State of New
York ever since.
The Debtor was severely impacted by the economic impact of the COVD
19 pandemic. One Way in which the Debtor was able to survive up
until now was a secured loan given by the Small Business
Administration in the amount of $500,000.00. Now that this loan has
come due, Debtor is not able to make the proposed payments.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $1,000 per month. The
Debtor anticipates making payments to the Small Business
Administration in the amount of $1,000 per month for a period of
three years.
Class 2 consists of the Secured Claims of the Small Business
Administration. Debtor proposes to pay the Small Business
Administration the amount of their secured claim over 5 years at 6%
interest or $966 per month direct.
Class 3 consists of non-priority unsecured creditors. Debtor
proposes to pay these claims 1%. This Class is impaired.
The Plan will be implemented as required under Section 1123(a)(5)
of the Code from the on going business of the Debtor to fund the
payments to the Small Business Administration.
A full-text copy of the Plan of Reorganization dated May 11, 2023
is available at https://bit.ly/3pGntMd from PacerMonitor.com at no
charge.
About DTC Caboose
DTC Caboose, Inc. is a New York State Corporation formed March 17,
2004. The Debtor filed Chapter 11 Petition (Bankr. N.D.N.Y. Case
No. 23-60330) on May 11, 2023. Hon. Robert E. Littlefield Jr.
oversees the case. The Debtor is represented by Maxsen D. Champion.
At the time of filing, the Debtor disclosed $0 to $50,000 in assets
and $100,001 to $500,000 in liabilities.
E.R. BAKEY: Seeks Cash Collateral Access
----------------------------------------
E.R. Bakey, Inc. asks the U.S. Bankruptcy Court for the Northern
District of Illinois, Eastern Division, for authority to use cash
collateral and provide adequate protection.
The Debtor requires the use of cash collateral to finance its
ongoing post-petition business operations.
The Debtor was involved in a labor dispute and other matters which
slowed its income for a period of lime. The Debtor has faced
increasing pressure from its creditors and is unable to maintain
its payments to various purported secured creditors and requires
the Chapter 11 to restructure its debt and to return to
profitability
Prior to the Petition Date, the Debtor borrowed certain sums of
money from Harrington Bank & Trust, Company, pursuant to certain
promissory notes, business loan agreements, security agreements,
pledge agreements, collateral assignments. and other agreements,
instruments, certificates and documents. As of the Petition Date,
there was and remains due and owing from the Debtor to the Secured
Lender under the Secured Lender Loan Documents, the total
amount-including principal and interest of $40,268.
In addition to the lien of Harrington Bank and Trust Company Bank,
the following parties have potential secured interest in the
debtor's accounts:
a) Ace Funding Source by means of a note and security
agreement dated June 13,2022 with a balance of $75,000.
b) Small Business Administration by means of an EIDL loan and
security agreement dated May 23, 2020 with a balance of $150,000.
c) On Deck Capital by reason of a note and security agreement
dated January 25,2023 with a balance due of $218,077.
d) Pay Pal Credit by reason of a note and security agreement
dated October 18. 2022 with a balance of $99,472, more or less.
The liens of Ace Funding, Small Business Administration. On Deck
Capital, and Pay Pal Credit are junior to the lien of Barrington
Bank and Trust Company, and are either wholly unsecured, or
partially secured under 11 U.S.C. section 506.
As adequate protection for Secured Lender's interest in the cash
collateral, the Debtor proposes to use the cash collateral solely
for the purposes outlined in the Interim Cash Collateral Order.
The Debtor further proposes to: (1) for any diminution in value of
Secured Lenders interests in the cash collateral from and after the
Petition date, grant Secured Lender a replacement lien on all of
the Debtor's assets; (2) for any diminution in value of Secured
Lender's interests in the cash collateral from and after the
Petition date, grant Secured Lender an administrative expense claim
pursuant to 11 U.S.C. Section 507(b).
A hearing on the matter is set for May 23, 2023 at 1:45 p.m.
A copy of the motion is available at https://bit.ly/3WeWVO9 from
PacerMonitor.com.
About E.R. Bakey, Inc.
E.R. Bakey, Inc. is a subcontractor involved in material hauling
for road projects involving the Illinois toll way system.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-06297) on May 12,
2023. In the petition signed by Eric Bakey, president, the Debtor
disclosed up to $50,000 in assets and up to $1 million in
liabilities.
Richard G Larsen, Esq., at SpringerLarsenGreene, LLC, represents
the Debtor as legal counsel.
ECO PRESERVATION: Hires Melton Espy & Williams as Special Counsel
-----------------------------------------------------------------
ECO Preservation Services, L.L.C. and its affiliates seek approval
from the U.S. Bankruptcy Court for the Northern District of Alabama
to employ Melton Espy & Williams, P.C. as special counsel.
The Debtor needs the firm's legal assistance in connection with
matters related to the Alabama Public Service Commission and Act
2022-288 (CA), which attempts to bring the Debtor aid its related
companies under the regulations of the Public Service Commission as
to rates and other matters.
The firm will be paid at these rates:
Joseph C. Espy, III $675 per hour
Flynn Mozingo $525 per hour
Legal Assistants $210 per hour
The firm received an advance retainer of $10,000 from Tannehill
Sewer.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Joseph C. Espy, III, Esq., a partner at Melton Espy & Williams,
P.C., disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Joseph C. Espy, III, Esq.
Melton Espy & Williams, P.C.
P.O. Drawer 5130
Montgomery, AL 36103
Tel: (334) 263-6621
About ECO Preservation Services
ECO Preservation, LLC is a provider of water, sewage and other
systems. The company is based in Leeds, Ala.
ECO Preservation filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ala. Case No. 22-02429) on Oct. 5,
2022. In the petition filed by its managing member, J. Michael
White, the Debtor reported between $1 million and $10 million in
both assets and liabilities.
The case is jointly administered with the Chapter 11 cases filed by
SERMA Holdings, LLC (Bankr. N.D. Ala. Case No. 22-02430) and Mr.
White (Bankr. N.D. Ala. Case No. 22-02431) on Oct. 5, 2022. SERMA
Holdings listed up to $50,000 in assets and up to $10 million in
debt.
The Debtors are represented by Harry P. Long, Esq., at The Law
Offices of Harry P. Long, LLC.
ENVISION HEALTHCARE: Moody's Cuts PDR to D-PD on Bankruptcy Filing
------------------------------------------------------------------
Moody's Investors Service downgraded Envision Healthcare
Corporation's Probability of Default Rating to D-PD from C-PD.
Moody's affirmed Envision's Corporate Family Rating at C and all
its facility ratings including the senior secured term loan rating
at C, the ABL facility rating at Ca, and the rating on the senior
unsecured global notes at C.
Moody's also affirmed the Ca rating on Envision's senior secured
first out term loan, and C ratings on Envision's senior secured
second and third out term loans due in March 2027. At the same
time, Moody's affirmed the Caa1 rating on AmSurg, LLC (Envision's
operating subsidiary) senior secured revolving credit facility, the
Caa2 rating on the senior secured first lien term loan and the C
rating on the AmSurg senior secured second lien term loan. The
outlook remains stable.
These actions follow the announcement that Envision has filed a
petition for bankruptcy under Chapter 11 of the US Bankruptcy Code
on May 15, 2023. Envision along with certain of its wholly owned
subsidiaries have filed voluntary petitions for reorganization
under Chapter 11 of the U.S. Bankruptcy Code. Envision has entered
into a Restructuring Support Agreement to restructure the
businesses and position both Envision and AmSurg for future growth
as two separate businesses.
Governance risk is a consideration in the rating action. The
company operates with aggressive financial policies reflected in
very high debt levels, resulting in capital structure that is
untenable. On May 15, 2023 Envision filed its voluntary petitions
in the US Bankruptcy Court for the Southern District of Texas.
Subsequent to the action, Moody's will withdraw all of Envision's
ratings, including the ratings of the debt issued at the AmSurg
subsidiary, due to the company's bankruptcy filing.
Downgrades:
Issuer: Envision Healthcare Corporation
Probability of Default Rating, Downgraded to D-PD from C-PD
Affirmations:
Issuer: Envision Healthcare Corporation
Corporate Family Rating, Affirmed C
Senior Secured 1st Lien Term Loan, Affirmed C
Senior Secured ABL Revolving Credit Facility, Affirmed Ca
Senior Unsecured Notes, Affirmed C
Senior Secured 1st Out Term Loan, Affirmed Ca
Senior Secured 2nd Out Term Loan, Affirmed C
Senior Secured 3rd Out Term Loan, Affirmed C
Issuer: AmSurg, LLC
Senior Secured Revolving Credit Facility, Affirmed Caa1
Senior Secured 1st Lien Term Loan, Affirmed Caa2
Senior Secured 2nd Lien Term Loan, Affirmed C
Outlook Actions:
Issuer: AmSurg, LLC
Outlook, Remains Stable
Issuer: Envision Healthcare Corporation
Outlook, Remains Stable
RATINGS RATIONALE
The downgrade of the PDR reflects Envision's bankruptcy filing on
May 15, 2023. The C CFR and respective facility ratings, reflect
Moody's view of estimated recovery.
Envision's C Corporate Family rating reflects ongoing decline in
profitability, and Moody's expectation that operating performance
will continue to deteriorate. Envision has been challenged by its
out-of-network status with UnitedHealth and by the No Surprise Act
that was implemented in January 2022. Continuing business pressures
and increased interest expense, resulted in negative free cash flow
and very weak liquidity. The company operates with aggressive
financial policies reflected in very high debt levels, resulting in
capital structure that is untenable.
Envision Healthcare Corporation is a leading provider of emergency
medical services in the U.S. Envision Healthcare Corporation
operates an extensive emergency department, hospital,
anesthesiology, radiology, and neonatology physician outsourcing
segment. The company also operates over 250 ambulatory surgery
centers (ASCs) in 34 states. The company is owned by private equity
firm KKR. Revenues for the LTM period ended September 30, 2022 were
about $6.9 billion.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
ENVISION HEALTHCARE: S&P Cuts ICR to 'D' on Bankruptcy Filing
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.
physician staffing and ambulatory services company Envision
Healthcare Corp. to 'D' from 'CCC'.
S&P said, "At the same time, we lowered our issuer credit rating on
subsidiary AmSurg LLC to 'D' from 'CCC' and our issue-level ratings
on both companies' debt to 'D'.
"We downgraded Envision Healthcare Corp. and AmSurg LLC to 'D'
after Envision and its wholly owned subsidiaries filed for
bankruptcy under Chapter 11 of the U.S. Bankruptcy Code. The
bankruptcy filing follows a prolonged period of operational
challenges and weaker operating prospects in the physician services
business."
EXTREME CLEAN: Craig Geno Named Subchapter V Trustee
----------------------------------------------------
The Acting U.S. Trustee for Region 5 appointed Craig Geno, Esq., at
the Law Offices of Craig M. Geno, PLLC as Subchapter V trustee for
Extreme Clean Janitorial, LLC.
Mr. Geno will be paid an hourly fee of $395 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Geno declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Craig M. Geno, Esq.
Law Offices of Craig M. Geno, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Phone: (601) 427-0048
Fax: (601) 427-0050
Email: cmgeno@cmgenolaw.com
About Extreme Clean
Extreme Clean Janitorial, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Miss. Case No.
23-11385) on May 5, 2023. At the time of the filing, the Debtor
disclosed as much as $50,000 in assets and $100,001 to $500,000 in
liabilities.
Judge Jason D. Woodard oversees the case.
The Debtor is represented by Kevin F. O'Brien, Esq., at O'Brien Law
Firm, LLC.
FILTRATION GROUP: S&P Rates New $1.7MM First-Lien Term Loans 'B'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '3'
recovery rating to Filtration Group Corp.'s (FGC) proposed $1.7
billion amended and extended first-lien term loans, which comprise
$1.227 billion and EUR409 million tranches. The '3' recovery rating
indicates S&P's expectation for meaningful recovery (50%-70%;
rounded estimate: 50%) in the event of a payment default.
The proposed transaction is leverage-neutral and extends the loans'
maturity to October 2028 from March 2025. Upon closing, FGC will
have no significant maturities until 2028 aside from its revolving
credit facility, which will expire in October 2026 if it extends
the 2025 loans in full.
S&P said, "We forecast FGC will maintain S&P Global
Ratings-adjusted debt to EBITDA in the 6x-7x range over the next 12
months (6.7x as of March 31, 2023). We anticipate solid demand in
the company's industrial technologies segment and price increases
of varying degrees across its three segments. This should generally
offset the non-repeat of COVID-related product demand and industry
supply chain destocking affecting the life science segment. Organic
revenue will likely be roughly flat in 2023 as a result.
Furthermore, we believe FGC's application of 80/20 and lean
manufacturing principles in each of its segments will offset the
margin pressure from lower life science volumes this year.
"While higher interest expense will moderately pressure FGC's
operating cash flow in 2023-2024 as the company's interest rate
hedges roll off, we expect stable profitability and lower working
capital needs will sustain S&P Global Ratings-adjusted free
operating cash flow of $100 million-$200 million annually through
2024. Therefore, our 'B' issuer credit rating and stable outlook on
FGC are unchanged."
ISSUE RATINGS--RECOVERY ANLAYSIS
Key analytical factors
-- S&P's simulated default scenario assumes a payment default in
2026. This scenario considers a broad decline in business activity
in FGC's key end markets, the late adoption of new technologies,
and increased competition from its more established business
counterparts, significantly decreasing revenue.
-- S&P values the company on a going-concern basis. It bases the
gross enterprise value (EV) of $1.57 billion on an emergence EBITDA
of $286 million and a valuation multiple of 5.5x. This valuation
multiple reflects FGC's replacement and recurring demand patterns,
which we view favorably.
-- S&P's recovery analysis assumes that in a default scenario,
after satisfying unpaid priority and administrative expenses, the
first-lien secured debtholders would expect meaningful (50%-70%;
rounded estimate: 50%) recovery.
Simulated default assumptions
-- Simulated year of default: 2026
-- EBITDA at emergence: $286 million
-- EBITDA multiple: 5.5x
-- Jurisdiction: U.S.
Simplified waterfall
-- Net EV at default (after 5% administrative costs): $1.49
billion
-- Valuation split (obligor/nonobligor): 60%/40%
-- Value available for first-lien creditors
(collateral/unpledged): $1.28 billion/$208 million
-- Estimated first-lien debt claims: $2.84 billion
--Recovery expectations: 50%-70% (rounded estimate: 50%)
Debt amounts include six months of accrued interest S&P assumes
will be owed at default. Collateral value includes asset pledges
from obligors (after priority claims) plus equity pledges in
nonobligors. S&P generally assumes usage of 85% for cash flow
revolving facilities at default.
FKB LLC: Seeks $800,000 DIP Loan from Hard Six
----------------------------------------------
FKB LLC asks the U.S. Bankruptcy Court for the Eastern District of
Pennsylvania for authority to use cash collateral and obtain senior
secured priming post-petition financing.
The Debtor seeks to obtain up to $550,000 -- plus the amounts of
the Origination Fee, the Initial Expense Reimbursement and the
Carve-Out Escrow Top-Up -- in post-petition debtor-in-possession
financing on a senior secured priming basis from Hard Six, LLC, a
Pennsylvania limited liability company and, upon entry of the Final
Order, approving a dollar-for-dollar roll-up of $250,000 of the DIP
Lender's prepetition loans.
The DIP Lender is an affiliate of Aardvark Event Logistics, Inc., a
current customer of the Debtor. In the weeks preceding the
bankruptcy filing, the DIP Lender provided approximately $500,000
in new money to enable the Debtor to continue operating and
preserve the going concern value of the business while the Debtor
prepared for an organized bankruptcy filing. In addition, the DIP
Lender incurred professional fees (of its counsel and investment
banker) in the amount of approximately $400,000 in working with the
Debtor to understand its financial position, conduct due diligence,
negotiation of the terms of the Stalking Horse APA, and negotiating
the terms of the bid procedures, bid procedures order, sale order,
and other sale related documents.
The Debtor has an urgent need for post-petition financing to
maintain the going concern value of the business during the sale
process. The DIP Lender has agreed to provide a multiple draw term
loan facility in an aggregate principal amount of up to $800,000,
consisting of (i) up to $550,000, plus the amounts of the
Origination Fee, the Initial Expense Reimbursement and the
Carve-Out Escrow Top-Up, in new money funding available to borrow
in accordance with the budget; and (ii) a dollar-for-dollar roll up
of $250,000 of the Debtor's outstanding prepetition obligations and
liabilities to the DIP Lender, on a senior secured post-petition
basis on the terms set forth in the Interim Order and the Final
Order to enable the Debtor to continue to operate the business, to
comply with its obligations as a debtor-in-possession, and to
pursue a going concern sale.
The DIP Loans will mature upon the earliest to occur of:
(i) an outside date of June 30, 2023;
(ii) the acceleration of any of the DIP Loans and the
termination of the commitments to make the DIP Loans in accordance
with the terms of the Interim Order or Final Order, as applicable;
and
(iii) the date on which a sale to a party other than the DIP
Lender or its designee closes, which sale will give rise to a
mandatory prepayment.
These events constitute an "Event of Default":
(i) the occurrence of any deviation from the Approved Budget
that is greater than the permitted variances;
(ii) failure of any of the Chapter 11 Milestones to be
satisfied;
(iii) failure by the Debtor to be in compliance in all respects
with any material provision of the Interim Order or Final Order;
(iv) failure to make any payment under the DIP Documents to the
DIP Lender as and when due;
(v) reversal, modification, amendment, stay or vacatur of the
Interim Order or the Final Order, as entered by the Bankruptcy
Court, without the prior written consent of the DIP Lender;
(vi) the filing with the Bankruptcy Court of a plan of
reorganization or liquidation in the Chapter 11 Case that does not
provide for indefeasible payment in full in cash to the DIP Lender
of the DIP Loan and all other amounts outstanding under the Interim
Order or the Final Order on the effective date of such plan;
(vii) failure of the Debtor to have the exclusive right to file
a plan in the Chapter 11 Case;
(viii) the appointment in any of the Chapter 11 Case of a
trustee, receiver, examiner, or responsible officer with enlarged
powers relating to the operation of the business of the Debtor
other than the appointment of a Subchapter V Trustee;
(ix) the expansion of the powers of the Subchapter V Trustee;
(x) the filing of a motion by the Debtor seeking dismissal of
the Chapter 11 Case or the conversion of the Chapter 11 Case to a
case under chapter 7 of the Bankruptcy Code;
(xi) the granting of relief from the automatic stay by the
Bankruptcy Court as to any material assets of the Debtor to any
other creditor or party in interest in the Chapter 11 Case;
(xii) failure of all amounts due and owing to the DIP Lender
under, in respect of or in connection with the DIP Facility to be
paid in full in cash on the Maturity Date; and
(xiii) a final determination by the Court that a material
violation or breach (other than by the DIP Lender), of any of the
provisions of the Interim Order or the Final Order has occurred.
The four parties that have asserted a security interest in
substantially all the Debtor's assets are:
-- SBA
The Debtor is party to a Loan Authorization and Agreement
with the U.S. Small Business Administration, as well as a
Promissory Note and related documents, each dated as of June 18,
2020. The SBA loan has a principal amount of $150,000, bears
interest at a rate of 3.75% per annum, is payable in monthly
installments of $731, and matures on June 18, 2050. The loan is
secured by a security interest in substantially all of the Debtor's
assets, as described more fully in the loan documents. On July 8,
2020, SBA filed a UCC-1 financing statement with the Pennsylvania
Department of State. According to the Debtor's books and records,
the Debtor owes SBA approximately $150,000.
-- Nu Direction
The Debtor is party to a Business Loan Agreement between
the Debtor and Credibility Capital, Inc., dated on or about May 25,
2022, which, upon information and belief, was assigned to Nu
Direction Lending, LLC. The loan has a principal amount of $500,000
and bears interest at a rate of 10.99%, plus an origination fee of
2.99% of the loan amount, for an APR of 12.616%. The loan is
payable in monthly installments of $12,920 and matures 48 months
after the closing date. The loan is secured by a lien on
substantially all of the Debtor's assets. In addition, the loan is
guaranteed by the three Members. On July 6, 2022, Nu Direction
filed a UCC-1 filing statement with the Pennsylvania Department of
State. According to the Debtor's books and records, the Debtor owes
Nu Direction approximately $412,746.
-- Citizens Bank
The Debtor is party to a Credit Agreement with Citizen
Bank, N.A., and a Term Note, each dated as of November 1, 2022. The
loan has a principal amount of $245,000, bears interest at a rate
of 8% per annum, is payable in monthly installments of $5,994, and
matures on November 1, 2026. The loan is secured by a security
interest in substantially all of the Debtor's assets. On November
2, 2022, Citizens Bank filed a UCC-1 financing statement with the
Pennsylvania Department of State. The Citizens Bank loan is
guaranteed by Member John Spetrino. According to the Debtor's books
and records, the Debtor owes Citizens Bank approximately $218,227.
-- Kevin Farrell
The Debtor is party to a Senior Secured Promissory Note
with Kevin F. Farrell, dated as of February 9, 2023. The loan has a
principal amount of $181,000, bears interest at a rate of 10% per
annum, and matures on July 9, 2023. The loan is secured by a
security interest in substantially all of the Debtor's assets. On
February 9, 2023, Farrell filed a UCC-1 financing statement with
the Pennsylvania Department of State. According to the Debtor's
books and records, the Debtor owes Farrell approximately $181,000.
In addition, these two parties have asserted security interests in
certain specified pieces of equipment and filed UCC-1 financing
statements with the Pennsylvania Department of State:
-- First-Citizens
The Debtor is party to a Master EFA Agreement and Equipment
Schedule with CIT Bank, a division of First-Citizens Bank & Trust
Company, each dated as of September 20, 2022, with respect to a
Massivit 1800 3D demo unit -- 2PH large-scale 3D printer. The
Master EFA Agreement states that the Debtor is the owner of the
equipment. The agreement has a 72 month term and is payable in
monthly installments of $4,875. On September 22, 2022, Corporation
Services Company, as representative, filed a UCC-1 financing
statement with the Pennsylvania Department of State with respect to
the equipment. According to the Debtor's books and records, the
Debtor owes First-Citizens approximately $250,961. According to the
Debtor's books and records, the Massivit equipment has an estimated
value of approximately $500,000.
-- Mitsubishi
The Debtor is party to an Equipment Finance Agreement with
Mitsubishi HC Capital America, Inc., dated as of September 30,
2022, with respect to a 5-axis CNC Machine. The agreement has a
60-month term with monthly payments of $4,871 and total payments of
$292,260. On October 4, 2022, Mitsubishi filed a UCC-1 financing
statement with the Pennsylvania Department of State with respect to
the equipment. Two of the Members, Clifford James Barlow and John
Spetrino, guaranteed the debt. According to the Debtor's books and
records, the Debtor owes Mitsubishi approximately $205,601.
Subject to the senior first priority priming lien granted to the
DIP Lender by the DIP Facility, the prepetition secured parties
will retain their respective liens and claims in the priority in
which they existed as of the Petition Date. Under the Budget, the
Debtor currently projects it will generate approximately $349,000
in cash that will be available for distribution to secured
creditors upon closing on the proposed sale.
This amount is in addition to the $200,000 in cash the purchaser
proposes to pay at closing on the sale. In addition, First-Citizens
and Mitsubishi will retain their first-priority liens on the
Specified Equipment. Additionally, the Debtor intends to make
post-petition monthly payments to SBA, Nu Direction, Citizens Bank,
First-Citizens, and Mitsubishi on the same terms and in the same
amounts as the Debtor did prior to the Petition Date, during the
period from the Petition Date through the sale closing date.
Finally, the amount of the DIP Loan will be waived upon closing on
of the proposed sale to the DIP Lender as part of the
consideration.
A copy of the motion is available at https://bit.ly/3pFoZhF from
PacerMonitor.com.
About FKB LLC
FKB LLC is a full-service fabrication studio that creates
emotionally transformative experiences for brands, agencies,
communities and developers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 23-11371) on May 10,
2023. In the petition signed by Clifford James Barlow, manager, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Patricia M. Mayer oversees the case.
Douglas G. Leney, Esq., at Archer & Greiner, PC, represents the
Debtor as legal counsel.
FLORIDA FOOD: Moody's Lowers CFR to Caa2 & 1st Lien Loans to Caa1
-----------------------------------------------------------------
Moody's Investors Service downgraded Florida Food Products, LLC's
("FFP") Corporate Family Rating to Caa2 from B3 and Probability of
Default Rating to Caa2-PD from B3-PD. Moody's also downgraded the
ratings on the company's first lien revolving credit facility and
first lien term loan to Caa1 from B2. Additionally, Moody's
downgraded the ratings on the company's second lien term loan to Ca
from Caa2. The outlook is negative.
The downgrades reflect FFP's weaker than expected results for
fiscal 2022 and Moody's expectations that earnings will remain
weak, leverage will remain elevated, and free cash flow will remain
negative in the next 12 to 18 months. Inflationary cost pressures,
a slowdown in the protein sector, and customer destocking have all
been headwinds for the company in the last twelve months. As of
December 31, 2022, FFP's Moody's adjusted debt to EBITDA was
approximately 7.7x (pro forma for a full year of earnings from the
2022 acquisitions of T-Bev and Javo), which is meaningfully higher
than Moody's had forecasted for the B3 credit rating. Higher
interest costs on the term loans due to rising rates, weakness in
the company's natural cures segment attributable to a slowdown in
the beef and pork sectors, and potential further customer
destocking across meat, packaged food, and retail customers are all
likely to continue be earnings headwinds in fiscal 2023. Moody's
forecasts free cash flow to remain negative in fiscal 2023 creating
a reliance on the company's $50 million revolver.
The following ratings/assessments are affected by the action:
Downgrades:
Issuer: Florida Food Products, LLC
Corporate Family Rating, Downgraded to Caa2 from B3
Probability of Default Rating, Downgraded to Caa2-PD from B3-PD
Backed Senior Secured 1st Lien Bank Credit Facility (Revolver
and Term Loan), Downgraded to Caa1 from B2
Backed Senior Secured 2nd Lien Bank Credit Facility,
Downgraded to Ca from Caa2
Outlook Actions:
Issuer: Florida Food Products, LLC
Outlook, Changed To Negative From Stable
RATINGS RATIONALE
FFP's Caa2 CFR broadly reflects its very small scale as measured by
revenue and competition in the fragmented clean label ingredients
market it serves. The rating also reflects FFP's high leverage with
Moody's lease adjusted debt-to-EBITDA of 7.7x for the trailing
twelve months ended December 31, 2022 pro forma for a full year of
earnings from the 2022 acquisitions of T-Bev and Javo. Inflationary
cost pressures, a slowdown in the protein sector, and customer
destocking are weakening earnings. Moody's expects these factors
along with higher interest costs will continue to lead to negative
free cash flow and reliance on the revolver over the next 12
months. Additionally, use of higher leverage under private equity
ownership weakens the credit profile despite sizable equity
contributions to help fund 2022 acquisitions. The credit profile is
supported by the company's established market position in the very
niche and attractive vegetable and fruit based clean label
ingredients market with a market leading position in the clean
label cures segment. The rating benefits from FFP's strong margins,
lack of customer concentration, and good growth prospects driven by
growing consumer demand for natural ingredients and healthier food.
FFP also benefits from its recent acquisitions which diversify the
company's portfolio (now includes coffee extract, tea extract,
flavors, and nutritional products) and provides strong growth
opportunities both individually and synergistically. In particular,
Javo is delivering strong growth in the fast-growing cold brew
coffee sector.
Moody's expects FFP to operate with adequate liquidity over the
next 12 to 18 months based on $17 million in cash as of December
31, 2022, negative free cash flow projected in the next 12 months,
and approximately $30 million of availability ($20 million drawn)
on the $50 million senior secured credit facility that expires in
2026.
ESG considerations have a negative credit impact (CIS-4) on FFP
driven mainly by the company's governance risk, which reflects its
aggressive financial policies and concentrated decision making
under private equity ownership. FFP is also exposed to
environmental and social risks. Environmental risks relate to the
company's reliance on natural capital in the form of agricultural
products (such as celery, coffee, & tea) that are natural resource
intensive. The cost and availability of such products could be
negatively affected by climate change. Managing the complex
sourcing conditions and supply chain for agricultural products also
creates social risks related to responsible production.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook reflects Moody's expectation that FFP's
operating performance will remain weak and that negative free cash
flow in the next 12 months will create a reliance on the revolver.
The negative outlook also reflects Moody's expectation that FFP's
debt/EBITDA on a Moody's adjusted basis could approach 10x in the
next 12 to 18 months.
The ratings could be downgraded if there is an inability to improve
earnings and generate positive free cash flow, leverage is not
reduced, the likelihood of a default, including a distressed
exchange, increases, or recovery values deteriorate.
The ratings could be upgraded if the company generates consistent
revenue and earnings growth that reduces leverage, sustains
positive free cash flow, and improves liquidity.
The principal methodology used in these ratings was Consumer
Packaged Goods published in June 2022.
Headquartered in Lake Mary, Florida, Florida Food Products, LLC is
a producer of vegetable and fruit based clean label ingredients.
Florida, Florida Food Products, LLC generated revenue of
approximately $280 million on a proforma basis for the fiscal year
ended December 31, 2022. The company was acquired by Ardian and
MidOcean Partners in October 2021.
G & G TOWERING: Court OKs Final Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized G & G Towering Investments, Inc. to
use cash collateral on a final basis in accordance with the
budget.
The Debtor requires the use of cash collateral to pay its normal
operating expenses.
The Internal Revenue Service and the Small Business Administration
are granted replacement liens encumbering all property of the
Debtor's estate acquired or generated after the petition date to
the same extent, validity, and priority to which their liens
attached before the petition pursuant to 11 U.S.C. sections 361 and
363. The Replacement Liens will be deemed automatically valid and
perfected with such priority as provided in this Order without any
further notice or act by any party that may otherwise be required
under any other law.
The final order, including the Replacement Liens, will survive any
further act or order, including without limitation, a plan of
reorganization confirmed in the Debtor's bankruptcy case, the
conversion of the Debtor's bankruptcy case to a case under chapter
7 of the Bankruptcy Code, or the dismissal of the Debtor's
bankruptcy case. The Replacement Liens will be subject and
subordinate to payment of a carve-out. The term "Carve-Out" means:
(a) statutory fees required to be paid pursuant to 28 U.S.C.
section 1930(a)(6) plus interest at the statutory rate pursuant to
31 U.S.C. section 3717; (b) the reasonable fees and expenses
incurred by a trustee under section 726(b); and (c) the aggregate
amount of any fees and expenses of any estate professionals, but
only to the extent such fees and expenses have been approved by the
Court.
A copy of the Court's order and the Debtor's budget is available
at https://bit.ly/3O8Vyib from PacerMonitor.com.
The Debtor projects $63,403 in total income and $52,203 in total
business.
About G & G Towering Investments Inc.
G & G Towering Investments Inc. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 23-31458) on
April 25, 2023. In the petition signed by Evan D. Gentry,
president, the Debtor disclosed up to $1 million in assets and up
to $10 million in liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Margaret M. McClure, Esq., at the Law Office of Margaret M.
McClure, represents the Debtor as legal counsel.
G & G TOWERING: Seeks to Hire Margaret McClure as Counsel
---------------------------------------------------------
G & G Towering Investments Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Margaret McClure, Esq., an attorney practicing in The Woodlands,
Texas, to handle its Chapter 11 case.
The firm will give the Debtor legal advice with respect to Debtor's
powers and duties as debtor-in-possession in the continued
operation of the debtor's business and management of the debtor's
property and to perform all legal services for the
debtor-in-possession which may be necessary herein.
The attorney will be paid at her hourly rate of $400, and
paralegals will be paid at hourly rate of $150, plus reimbursement
of expenses incurred.
A retainer of $25,000 was paid to the firm by the Debtor on March
21, 2023.
Ms. McClure disclosed in a court filing that she is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The attorney can be reached at:
Margaret McClure, Esq.
25420 Kuykendahl Road, Suite B300-1043
The Woodlands, Texas 77375
Tel: (713) 659-1333
Fax: (713) 658-0334
Email: margaret@mmmcclurelaw.com
About G & G Towering Investments Inc.
G & G Towering Investments Inc. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 23-31458) on
April 25, 2023. In the petition signed by Evan D. Gentry,
president, the Debtor disclosed up to $1 million in assets and up
to $10 million in liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Margaret M. McClure, Esq., at the Law Office of Margaret M.
McClure, represents the Debtor as legal counsel.
GACE CONSULTING: Case Summary & 12 Unsecured Creditors
------------------------------------------------------
Debtor: Gace Consulting Engineers DPC
148 Madison Avenue
New York, NY 10016
Business Description: GACE Consulting Engineers DPC is a
structural engineering firm founded in 1979.
Chapter 11 Petition Date: May 17, 2023
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 23-10789
Judge: Hon. Lisa G. Beckerman
Debtor's Counsel: Eric J. Snyder, Esq.
WILK AUSLANDER LLP
825 Eighth Avenue, Suite 2900
New York, NY 10019
Tel: 212-981-2300
Email: esnyder@wilkauslander.com
Total Assets as of Dec. 31, 2022: $2,924,588
Total Liabilities as of Dec. 31, 2022: $3,077,184
The petition was signed by Alyson Sikorski as principal.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 12 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/7OQT7SQ/Gace_Consulting_Engineers_DPC__nysbke-23-10789__0001.0.pdf?mcid=tGE4TAMA
GHOST TRAIN: Rita Hullett Named Subchapter V Trustee
----------------------------------------------------
The U.S. Bankruptcy Administrator for the Northern District of
Alabama appointed Rita Hullett, Esq., at Rita L. Hullett, LLC, as
Subchapter V trustee for Ghost Train Brewing Company, Inc.
The Subchapter V trustee can be reached at:
Rita L. Hullett, Esq.
Rita L. Hullett, LLC
217 Country Club Park #512
Birmingham, AL 35213
Phone: 205-276-9807
Email: rhullett@rlhllc.org
About Ghost Train
Ghost Train Brewing Company, Inc. filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ala. Case No.
23-01225) on May 8, 2023, with $1,982,061 in assets and $8,398,094
in liabilities. David Taylor DeBoer, president of Ghost Train
Brewing Company, signed the petition.
C. Taylor Crockett, Esq., at C. Taylor Crockett, P.C. is the
Debtor's legal counsel.
H-FOOD HOLDINGS: S&P Lowers ICR to 'CCC+' on Weak Credit Measures
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
H-Food Holdings LLC's (operating as Hearthside Foods Solutions LLC)
to 'CCC+' from 'B-' and its issue-level rating on its $202.5
million revolving credit facility and $2.02 billion first-lien term
loan to 'CCC+' from 'B-'. S&P also lowered its issue-level rating
on the company's $350 million senior unsecured notes to 'CCC-' from
'CCC'.
S&P said, "The negative outlook reflects that we could lower our
ratings if the company cannot refinance its debt maturities before
they become current or its earnings and cash flow do not improve
such that we believe a default is likely.
"The downgrade reflects our view that Hearthside's capital
structure is unsustainable, absent a recovery in profitability, due
to its substantial debt burden.
"Hearthside maintains a heavy debt load with roughly $2.6 billion
in funded debt, including the $315 million incremental debt to fund
its acquisition of the Interbake business from Weston Foods at the
start of fiscal 2022. Although about 80% of the company's debt
obligations are covered under hedging instruments, we expect cash
interest costs to increase to about $240 million in 2023 compared
to $220 million in 2022. These interest costs will substantially
limit Hearthside's ability to generate significant free cash flow
despite our expectations for increasing EBITDA and working capital
improvements in 2023. Additionally, given the capital-intensive
nature of the business, we expect ongoing capital expenditure
(capex) of at least $90 million a year. As a result, free operating
cash flow (FOCF) remains thin. We believe the company's capital
structure is unsustainable absent a significant rebound in
profitability."
While profitability has modestly and sequentially improved and
demand remains steady, Hearthside maintains weak credit metrics and
has yet to establish a track record of positive free cash flow.
Hearthside's organic revenue grew by 12.1% in fiscal 2022 driven by
higher prices and volume increases reflecting continued growth in
demand for its products by its customers. S&P Global
Ratings-adjusted EBITDA margin improved to 5.8% for the fiscal year
ended Dec. 31, 2022 after declining for six consecutive quarters to
4.7% for the 12 months ended Sep. 30, 2022 and falling sharply from
9.3% for 12 months ended Mar 31, 2021 to 7.2% for fiscal year
2021.
Labor stability, supply chain normalization, and efficiency
improvements drove profitability improvements in the fourth quarter
of fiscal 2022. However, improvements in profitability have yet to
translate into positive free cash flow generation as Hearthside
reported a free cash flow deficit of $154 million in fiscal 2022,
significantly larger after posting deficits of $44 million is
fiscal 2021 and $51 million in fiscal 2020. As a result, leverage
remained very high at about 12.5x for fiscal 2022, compared to
about 10.3x during the same period the prior year. S&P Global
Ratings-adjusted EBITDA to interest declined to 1.1x for the 12
months ended Dec. 31 from 1.4x during the same period in 2021.
S&P expects labor issues and supply chain challenges that impaired
H-Food's operations in 2022 to dissipate over the next few
quarters, but recovery remains gradual.
Hearthside performed significantly below expectations in fiscal
2022 due to labor turnover, availability, and retention issues,
particularly in its bakery operations, which require highly skilled
workers. The company expected to realize $30 million in capacity
synergies from Interbake, but those revenues have not materialized
so far. Hearthside now expects to achieve these synergies in fiscal
2024. It also expects to realize about $30 million in additional
run-rate EBITDA in 2024 from capital projects undertaken prior to
the COVID-19 pandemic but have yet to be monetized.
In fiscal 2023, Hearthside expects productivity improvement
programs instituted by new CEO Darlene Nicosia to produce traction.
Hearthside will also benefit from higher operating leverage as its
factory workforce stabilizes. However, full recovery will take time
before benefits from the productivity programs take hold and
workers begin operating optimally, which typically takes at least
6-9 months. To date, the company has not incurred material costs
associated with internal investigations and inspections from state
agencies with respect to recent allegations of child labor.
However, costs could be greater if investigations are prolonged.
S&P does not expect meaningful EBITDA improvements until the second
half of 2023 and into 2024. It now forecasts debt to EBITDA to
decline modestly to the mid-9x area and EBITDA to interest to
improve to about 1.3x by fiscal year-end 2023. This compares to its
previous expectation of leverage of 8x and EBITDA interest coverage
approaching its historical about 2x.
Upcoming maturities and depressed cash flow generation present
risks to the company's adequate liquidity position.
At the end of fiscal 2022, Hearthside maintained cash balances of
$125 million, compared to $39 million during the same period the
previous year. This increase included proceeds of $262 million from
the sale-leaseback transaction. Combined with about $197 million
under its revolver, the company has sufficient liquidity. S&P said,
"We expect it to comfortably cover liquidity requirements over the
next 12 months. However, heightened volatility in the debt capital
markets could make it difficult to refinance its revolver due in
November 2024 soon. We believe the absence of a track record of
cash flow generation and the company's depressed debt trading
prices add to the refinancing risks and could pressure liquidity."
S&P said, "The negative outlook reflects that we could lower our
ratings on Hearthside if it cannot refinance its debt maturities
before becoming current or its earnings and cash flow do not
improve such that we believe a default is likely."
S&P could lower its rating on Hearthside if it believes the risk of
default within 12 months has risen. This could happen if:
-- The company fails to extend its revolver maturity due in
November 2024 and it becomes current, or fails to receive liquidity
support from its owners; or
-- Its earnings do not materially improve due to continued
operational issues related to labor, supply chain disruptions, or
manufacturing inefficiencies.
S&P could take a positive rating action if:
-- The company demonstrates strong operating performance driven by
improved efficiencies and realization of cost savings and
synergies, significantly improving profitability;
-- It generates sustained positive free cash flow with cash
interest coverage approaching 1.5x; and
-- S&P believes the company will extend its credit facilities'
maturity before they become current.
ESG credit indicators: To E-2, S-3, G-3; From E-2, S-2, G-3
S&P said, "Social factors are now a moderately negative
consideration in our credit rating analysis, because the company
has faced high levels of turnover within its workforce at its
factories and has struggled to maintain operating efficiencies at
optimal levels due to limited availability of labor and longer
training periods, contributing to large profitability declines in
2021 and 2022. While these labor disruptions have impacted food
manufacturers broadly, we believe the company's product mix,
particularly in baked goods, made it more exposed during that
period. Hearthside recently faced allegations of child labor
violations in its facilities and the company is currently
undergoing investigations from federal and certain state agencies.
To date, we believe these allegations and subsequent events have
not had a material adverse impact on the company's operating
performance or creditworthiness. If we believe that Hearthside is
likely to lose a major customer or face meaningful profitability
declines, we would reassess the impact on credit quality.
"Governance factors remain a moderately negative consideration in
our credit rating analysis and our assessment of the company's
financial risk profile as highly leveraged reflects corporate
decision-making that prioritizes the interests of the controlling
owners, in line with our view of the majority of rated entities
owned by private-equity sponsors."
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Human capital
HALLMARK FINANCIAL: A.M. Best Cuts LT Issuer Rating to bb(Fair)
---------------------------------------------------------------
AM Best has downgraded the Long-Term Issuer Credit Rating
(Long-Term ICR) to "bb" (Fair) from "bbb-" (Good) and associated
Long-Term Issue Ratings (Long-Term IRs) of Hallmark Financial
Services, Inc. (Hallmark Financial) [NASDAQ: HALL]. Concurrently,
AM Best has downgraded the Financial Strength Rating (FSR) to B++
(Good) from A- (Excellent) and the Long-Term ICRs to "bbb" (Good)
from "a-" (Excellent) of the members of Hallmark Insurance Group.
In addition, AM Best has maintained the under review with negative
implications status of all Credit Ratings (ratings). These
companies' operations are headquartered in Dallas, TX, and
collectively referred to as Hallmark.
The ratings reflect Hallmark's balance sheet strength, which AM
Best assesses as adequate, as well as its marginal operating
performance, neutral business profile and appropriate enterprise
risk management.
The credit rating downgrades reflect a significant decline in
Hallmark's balance sheet strength and operating performance due to
continued adverse reserve development in the group's retained
discontinued commercial auto lines. These losses have resulted in a
26.4% reduction of statutory capital in 2022 and the group's
regulatory capital adequacy is highly dependent upon whether it can
realize reinsurance recoveries from its pending arbitration with
DARAG. In addition, the group's balance sheet is exposed to further
adverse reserve development on the discontinued commercial auto
business line as losses now have exceeded the original loss
portfolio transfer (LPT) cover with DARAG. The revision to the
balance sheet strength assessment to adequate from strong and the
operating performance assessment to marginal from adequate reflect
2022 losses on a statutory and GAAP basis, as well as execution
risk in Hallmark achieving its 2023 forecast for retained business
lines.
Hallmark's ratings have been maintained as under review with
negative implications, as the LPT cover has now been exhausted, and
Hallmark is going through an arbitration process to secure
substantial reinsurance recoverables from DARAG. An adverse
decision could lead to further negative rating action. The ratings
will remain under review until the arbitration outcome is
finalized, weaknesses in internal controls have been fully
addressed and AM Best reviews 2023 operating results.
The FSR has been downgraded to B++ (Good) from A- (Excellent) and
the Long-Term ICRs downgraded to "bbb" (Good) from "a-" (Excellent)
with the under review implications status maintained as negative
for the members of Hallmark Insurance Group:
American Hallmark Insurance Company of Texas
Hallmark Insurance Company
Hallmark Specialty Insurance Company
Hallmark County Mutual Insurance Company
Hallmark National Insurance Company
The following Long-Term IR has been downgraded with the under
review implications status maintained as negative:
Hallmark Financial Services, Inc.—
- to "bb" (Fair) from "bbb-" (Good) on $50 million 6.25% senior
unsecured notes, due 2029
The following indicative Long-Term IRs for securities available
under the shelf registration have been downgraded with the under
review implications status maintained as negative:
Hallmark Financial Services, Inc.—
- to "bb" (Fair) from "bbb-" (Good) on senior unsecured debt
- to "bb-" (Fair) from "bb+" (Fair) on subordinated debt
- to "b+" (Marginal) from "bb" (Fair) on preferred stock
HOVA MANAGEMENT: Taps Mordente Law Firm as Bankruptcy Counsel
-------------------------------------------------------------
Hova Management Group Corp. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Mordente Law
Firm, LLC as special counsel.
The firm's services include:
a. legal advice with respect to the powers and duties of the
Debtor with respect to its tenants as per retainer agreement;
b. representing the Debtor before the Civil Court and at all
hearings on matters pertaining to its affairs, including
prosecuting and defending litigated matters as they may arise
during the eviction proceedings; and
c. performing all other legal services for the Debtor which may
be desirable and necessary.
The firm will be paid at the rate of $250 per hour.
Anthony Mordente, Esq., a partner at Mordente Law Firm, disclosed
in a court filing that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Anthony R. Mordente, Esq.
Mordente Law Firm LLC
160-29 Union Turnpike
Fresh Meadows, NY 11366-1937
Tel: (718) 969-9200
Fax: (718) 969-0707
Email: info@mordentelaw.com
About Hova Management Group
Hova Management Group Corp. is engaged in activities related to
real estate. The Debtor owns four properties in Jamaica, N.Y.
valued at $4.8 million.
Hova Management Group filed a petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-70902) on March
16, 2023, with $5,378,101 in total assets and $3,903,282 in total
liabilities. Esmaeil Hosseinipour, president of Hova Management
Group, signed the petition.
Judge Alan S. Trust oversees the case.
The Law Office of Alan C. Stein PC and Mordente Law Firm, LLC serve
as the Debtor's bankruptcy counsel and special counsel,
respectively.
IMMERGENT INVESTMENTS: Nathan Smith Named Subchapter V Trustee
--------------------------------------------------------------
The U.S. Trustee for Region 17 appointed Nathan Smith as Subchapter
V trustee for Immergent Investments.
Mr. Smith will be paid an hourly fee of $505 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Smith declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Nathan F. Smith
2112 Business Center Drive
Irvine, CA 92612
Phone: (949) 252-9400
Email: nathan@mclaw.org
About Immergent Investments
Immergent Investments filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. D. Nev. Case No. 23-11835) on May
8, 2023. At the time of the filing, the Debtor disclosed $100,001
to $500,000 in assets and $500,001 to $1 million in liabilities.
The Debtor is represented by Mitchell S. Bisson, Esq.
INNOVATE CORP: Incurs $8 Million Net Loss in First Quarter
----------------------------------------------------------
Innovate Corp. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $8
million on $317.9 million of revenue for the three months ended
March 31, 2023, compared to a net loss of $14.1 million on $412.8
million of revenue for the three months ended March 31, 2022.
As of March 31, 2023, the Company had $1.04 billion in total
assets, $1.15 billion in total liabilities, $12.1 million in total
temporary equity, and a total stockholders' deficit of $118.1
million.
Commentary
"There have been a number of positive developments across
INNOVATE's three businesses in the first few months of 2023," said
Avie Glazer, Chairman of INNOVATE. "INNOVATE's Infrastructure
segment delivered solid results in the first quarter and is engaged
on several large projects over the long term; however, results in
the first quarter were impacted by timing delays. At Life
Sciences, R2 announced three new FDA clearances to enhance patient
outcomes. And at Spectrum, we continue to expect better
profitability in that business once the new channels are at run
rate."
"We achieved revenue of $317.9 million and adjusted EBITDA of $4.9
million amid a difficult first quarter operating environment for
our businesses," said Wayne Barr, Jr., chief executive officer of
INNOVATE. "In addition to its normal first quarter seasonality,
DBM Global experienced timing delays on a few significant projects
and as a result, reported revenue of $311.7 million for the
quarter. This revenue came in at a higher gross margin over the
same period last year. At Life Sciences, R2 received expanded FDA
clearances and partnered with Allies of Skin to launch a new
multi-patient backbar treatment kit and MediBeacon's final
regulatory submission is expected in the second quarter of this
year. At Spectrum, our ongoing testing with LPTV frequencies is
progressing well as we continue to explore ways to transform the
use and value of LPTV across different applications. We remain
keenly focused on driving results through execution and operational
excellence across our three operating segments."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1006837/000100683723000063/vate-20230331.htm
About Innovate
New York-based Innovate -- www.innovatecorp.com -- is a diversified
holding company that has a portfolio of subsidiaries in a variety
of operating segments. The Company seeks to grow these businesses
so that they can generate long-term sustainable free cash flow and
attractive returns in order to maximize value for all stakeholders.
As of Dec. 31, 2021, the Company's three operating platforms or
reportable segments, based on management's organization of the
enterprise, are Infrastructure, Life Sciences and Spectrum, plus
its other segment, which includes businesses that do not meet the
separately reportable segment thresholds.
Innovate Corp. reported a net loss of $42 million in 2022, compared
to a net loss of $236.2 million in 2021. As of Dec. 31, 2022, the
Company had $1.15 billion in total assets, $1.18 billion in total
liabilities, $61 million in total temporary equity, and a total
stockholders' deficit of $90.6 million.
* * *
As reported by the TCR on May 17, 2023, S&P Global Ratings lowered
its issuer credit rating on Innovate Corp. to 'CCC+' from 'B-'. S&P
said, "We expect Innovate to maintain less than adequate liquidity
over the next 12 months. This reflects our expectation that while
the company has enough liquidity to continue operating for the next
12 months, we believe the cushion is very thin and could quickly
erode."
INTEGRO PARENT: New Mountain Marks $12M Loan at 20% Off
-------------------------------------------------------
New Mountain Finance Corporation has marked its $12,000,000 loan
extended to Integro Parent Inc to market at $9,560,000 or 80% of
the outstanding amount, as of March 31, 2023, according to a
disclosure contained in New Mountain's Form 10-Q for the Quarterly
Period ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a Second lien Loan to Integro
Parent Inc. The loan accrues interest at a rate of 17.15% (SOFR (Q)
+12.25%/Payment In Kind)per annum. The loan matures in October
2024.
New Mountain says the loan or a portion of the loan is on
non-accrual status.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
US-based Integro is the holding company parent of Tysers Insurance
Brokers Ltd, a 200-year-old Lloyd's of London specialist broker
that generated revenues of $241 million for the 12 months through
September 2020. Tysers is largely a wholesale broker with local
offices in Asia, Middle East, Australia, Europe, Latin America and
Bermuda.
ISAGENIX INT'L: Moody's Withdraws 'C' CFR Following Reorganization
------------------------------------------------------------------
Moody's Investors Service has withdrawn Isagenix International,
LLC's ratings consisting of a C Corporate Family Rating, C-PD/LD
Probability of Default Rating, Ca first lien senior secured
revolving facility rating and Ca first lien senior secured term
loan rating, following the company's out of court restructuring. At
the time of the withdrawal, the outlook was negative.
Withdrawals:
Issuer: Isagenix International, LLC
Corporate Family Rating, Withdrawn, previously rated C
Probability of Default Rating, Withdrawn, previously
rated C-PD/LD
Backed Senior Secured 1st Lien Bank Credit Facility,
Withdrawn, previously rated Ca
Outlook Actions:
Issuer: Isagenix International, LLC
Outlook, Changed To Rating Withdrawn From Negative
RATINGS RATIONALE
The withdrawal of the ratings follows the out of court
restructuring of Isagenix's capital structure completed on April
17, 2023 that terminated the previously rated revolver and term
loan instruments.
Isagenix International, LLC, headquartered in Gilbert, Arizona, is
a direct-seller of weight management products, nutritional
supplements and personal care products. The company operates
through a multi-level marketing system that consists of members
largely in the United States.
J. JILL INC: Completes Refinancing of ABL Facility
--------------------------------------------------
J.Jill, Inc. (NYSE:JILL) on May 11, 2023, announced that it has
successfully completed the refinancing of its Asset-Based Revolving
Credit Facility (ABL), which was previously set to expire in May
2024. The new facility comes in the form of the sixth amendment to
the ABL Credit Agreement with CIT, a division of First Citizens
Bank, as the administrative and collateral agent. The facility is
comprised of a $40 million revolving credit facility maturing in
May 2028.
Mark Webb, Chief Financial and Operating Officer of J.Jill, Inc.,
stated, "With this latest refinancing, we have successfully
strengthened our balance sheet through extending the maturities for
both our ABL and Term Loan facilities, and increased the financial
flexibility we have to deliver total shareholder return."
"CIT has had a successful relationship with J. Jill for more than a
decade and again worked closely with leadership to understand their
current needs," said Chris Esposito, managing director and group
head for CIT's Asset-Based Lending business. "We were pleased to
deliver financing to support their ongoing operations and future
growth."
About J.Jill, Inc.
Quincy, Massachusetts-based J. Jill (NYSE: JILL) is a national
lifestyle brand that provides apparel, footwear and accessories
designed to help its customers move through a full life with ease.
The brand represents an easy, thoughtful, and inspired style that
celebrates the totality of all women and designs its products with
its core brand ethos in mind: keep it simple and make it matter.
J.Jill offers a high touch customer experience through over 200
stores nationwide and a robust ecommerce platform. J.Jill is
headquartered outside Boston. On the Web: http://www.jjill.comor
http://investors.jjill.com.
JNJ HOME: Court OKs Cash Collateral Access Thru June 10
-------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
authorized JNJ Home Health Care, Inc. to use cash collateral on an
interim basis in accordance with the budget, with a 10% variance.
The Debtor requires the use of cash collateral to continue to
operate its business.
The Small Business Association holds a duly perfected security
interest in all of the Debtor's property, and assets, including the
proceeds thereof, by virtue of Loan Authorization and Agreement,
Note, and Security Agreement, dated June 18, 2020. The original
principal amount of the loan was $150,000; however, on October 21,
2021, the Debtor's loan amount was increased to $510,000.
The Debtor acknowledges its repayment obligations under the Loan
Agreements. The SBA asserts it is secured by, inter alia, liens
and security interests in all of the Debtor's assets by virtue of
UCC-1 Financing Statement.
The Debtor acknowledges that its monthly repayment obligations
under the SBA Loan were deferred until December 2022 in the amount
of $2,521. As adequate protection, starting June 1, 2023, the
Debtor will make payments of $2,521 per month to the SBA pursuant
to the terms of the SBA Loan.
The New York State Department of Taxation and Finance asserts a
duly perfected security interest in all of the Debtor's property,
and assets, including the proceeds thereof, by virtue of tax
warrants filed against the Debtor and as more fully set forth in
Claim No. 1 filed by the NYS DTF.
The Debtor acknowledges its repayment obligations under the Tax
Warrants and the NYS DTF asserts that it is secured by, inter alia,
liens and security interests in all of the Debtor's assets by
virtue of Tax Warrants having been duly perfected on September 3,
2020, February 9, 2023, and April 13, 2023. It is agreed that the
Debtor will make adequate protection payments to NYS DTF in the
amount of $1,500 per month, starting June 1, 2023.
The Internal Revenue Service asserts a duly perfected security
interest in all of the Debtor's property, and assets, including the
proceeds thereof, by virtue of tax liens dated January 31, 2022,
May 11, 2022, November 3, 2022, February 24, 2023, and February 27,
2023.
The Debtor acknowledges its repayment obligations under the IRS
Liens and the IRS asserts that it is secured by, inter alia, liens
and security interests in all of the Debtor's assets by virtue of
the IRS Liens. Beginning on June 1, 2023, the Debtor will make
adequate protection payments to the IRS in the amount of $7,500 per
month.
Itria Ventures LLC holds a duly perfected security interest in the
Debtor's business assets, including the proceeds thereof pursuant
to a Receivables Sales Agreement dated February 23, 2023 whereby
Itria purchased $202,500 of the Debtor's future accounts
receivable. In addition, Itria holds a duly perfected security
interest in the Debtor's business assets, including the proceeds
thereof and the proceeds of an Employee Retention Tax Credit which
Debtor is entitled to receive from the U.S. Internal Revenue
Service by virtue of a Business Loan and Security Agreement dated
Mach 2, 2023 made to the Debtor in the original principal amount of
$400,000.
The Debtor acknowledges its repayment obligations under the RSA and
ERTC Loan and Itria asserts that it is secured by, inter alia,
liens and security interests in all of the Debtor's assets,
including but not limited to the ERTC Credit by virtue of duly
filed UCC-1 Financing Statements.
In addition to the Secured Parties' security interests, liens,
rights, and other interests in and with respect to their
collateral, as adequate protection for and to secure the payment of
an amount equal to any diminution in the value of its collateral,
the Debtor grants to the Secured Parties post-petition replacement
liens on and security interests in (JMM), under 11 U.S.C. section
361(2), on all property of the Debtor and its estate. The
Replacement Liens granted to the Secured Parties will become valid,
enforceable, and fully perfected liens without any action by Debtor
or the Secured Parties, and no filing or recordation or other act
that otherwise may be required under federal or state law in any
jurisdiction will be necessary to create or perfect such liens and
security interests.
The Debtor's authorization to use cash collateral and the Secured
Parties' consent thereto, will immediately terminate without
further Order on the earlier of:
(a) June 10, 2023, at 5:00 p.m. EST;
(b) The entry of an order granting any Secured Party, or any
party other than the Secured Parties, relief from the automatic
stay with respect to any property of the Debtor in which any
Secured Party claims a lien or security interest, whether pursuant
to the Order or otherwise;
(c) The entry of an order dismissing the Chapter 11 proceeding
or converting the proceeding to a case under Chapter 7 of the
Bankruptcy Code;
(d) The entry of an order confirming a plan of reorganization;
or
(e) The entry of an order by which this Consent Order is
reversed, revoked, stayed, rescinded, modified or amended without
the consent of the Secured Parties thereto.
A third interim hearing on the matter is set for June 7 at 11 a.m.
A copy of the order is available at https://bit.ly/41AcjWF from
PacerMonitor.com.
About JNJ Home Health Care, Inc.
JNJ Home Health Care, Inc. is a provider of home healthcare
services. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bakr. E.D.N.Y. Case No. 23-41382) on April 24,
2023. In the petition signed by Caren D. Serieux-Bazelais, CEO, the
Debtor disclosed $1,616,300 in assets and $3,550,540 in
liabilities.
Judge Jil Mazer-Marino oversees the case.
James J. Rufo, Esq., at the Law Office of James J. Rufo, represents
the Debtor as legal counsel.
JUSTICE SAND: Brendon Singh Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 7 appointed Brendon Singh, Esq., at
Tran Singh, LLP, as Subchapter V trustee for Justice Sand Co.,
Inc.
Mr. Singh will be paid an hourly fee of $500 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Singh declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Brendon Singh, Esq.
Tran Singh, LLP
2502 LA Branch Street
Houston, TX 77004
Phone: 832-975-7300
Fax: 832-975-7301
Email: bsingh@ts-llp.com
About Justice Sand Co.
Justice Sand Co., Inc. is a family-owned and operated company that
manufactures and provides construction materials and site work to
commercial and residential customers. The company is based in
Sweeny, Texas.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 23-80085) on May 8,
2023, with $1,800,713 in assets and $2,975,864 in liabilities. Rush
Claxton, president of Justice Sand Co., signed the petition.
Judge Jeffrey P. Norman oversees the case.
Robert C. Lane, Esq., at The Lane Law Firm is the Debtor's counsel.
KALI'S COURT: Angela Shortall Named Subchapter V Trustee
--------------------------------------------------------
The Acting U.S. Trustee for Region 4 appointed Angela Shortall of
3Cubed Advisory Services, LLC as Subchapter V trustee for Kali's
Court, LLC.
Ms. Shortall will be paid an hourly fee of $500 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Shortall declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Angela L. Shortall
3Cubed Advisory Services, LLC
111 S. Calvert St., Suite 1400
Baltimore, MD 21202
Phone: 410-783-6385
About Kali's Court
Kali's Court, LLC filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. D. Md. Case No. 23-13178) on May 6,
2023, with as much as $50,000 in assets and $500,001 to $1 million
in liabilities.
The Debtor is represented by Robert B. Scarlett of Scarlett &
Croll, P.A.
KAMC HOLDINGS: New Mountain Marks $18.7M Loan at 15% Off
--------------------------------------------------------
New Mountain Finance Corporation has marked its $18,750,000 loan
extended to KAMC Holdings, Inc to market at $15,937,000 or 85% of
the outstanding amount, as of March 31, 2023, according to a
disclosure contained in New Mountain's Form 10-Q for the Quarterly
Period ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a Second Lien Loan to KAMC
Holdings, Inc. The loan accrues interest at a rate of 12.65% (L
(Q)+8%) per annum. The loan matures in August 2027.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
KAMC Holdings, Inc. was created to facilitate the buyout of
Franklin Energy Services, LLC by ABRY Partners.
KW EXCAVATION: Gets OK to Hire CFO Solutions as Accountant
----------------------------------------------------------
KW Excavation, Inc. received approval from the U.S. Bankruptcy
Court for the District of Utah to employ CFO Solutions, LC.
The Debtor requires an accountant to:
a. analyze and testify, if necessary, on the reasonableness of
the Debtor's proposed plan projections;
b. make an assessment of the feasibility of the Debtor's
proposed plan; and
c. conduct a liquidation analysis.
The firm will be paid a flat fee of $15,000 for its services.
As disclosed in court filings, CFO Solutions is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Matt McKinlay
CFO Solutions, LC, dba Ampleo
3300 Triumph Blvd Suite 100
Lehi, UT 84043
Tel: (801) 590-7791
About KW Excavation
KW Excavation, Inc., a utility system construction services
provider in Morgan, Utah, sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Utah Case No. 22-21925) on May 25,
2022, with up to $100,000 in assets and up to $10 million in
liabilities. Janeice Whitaker, president and owner of KW
Excavation, signed the petition.
Judge William T. Thurman oversees the case.
The Debtor tapped Knufe Rife, Esq., at Rife Law Office as legal
counsel and Carver Florek & James and CFO Solutions, LC as
accountants.
LITIGATION PRACTICE: Court Okays Appointment of Chapter 11 Trustee
------------------------------------------------------------------
Judge Scott Clarkson of the U.S. Bankruptcy Court for the Central
District of California approved the appointment of Richard Marshack
as Chapter 11 trustee for The Litigation Practice Group P.C.
The appointment comes upon the application filed by Peter Anderson,
the U.S. Trustee for Region 16, to appoint a bankruptcy trustee in
Litigation Practice's Chapter 11 case.
About The Litigation Practice Group
The Litigation Practice Group P.C. sought protection for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case
No. 23-10571) on March 20, 2023, with as much as $1 million in both
assets and liabilities. Judge Scott C. Clarkson presides over the
case.
Khang & Khang, LLP represents the Debtor as legal counsel.
LYM DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: LYM Development, LLC
200 Davistown Rd.
Blackwood, NJ 08012
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: May 17, 2023
Court: United States Bankruptcy Court
Eastern District of Pennsylvania
Case No.: 23-11435
Judge: Hon. Patricia M. Mayer
Debtor's Counsel: Holly S. Miller, Esq.
GELLERT, SCALI, BUSENKELL & BROWN, LLC
8 Penn Center
1628 JFK Blvd Ste 1901
Philadelphia, PA 19103
Tel: 215-238-0015
Fax: 215-238-0016
Email: hsmiller@gsbblaw.com
Total Assets: $35,700
Total Liabilities: $4,447,494
The petition was signed by Michaela Hayes, 100 Percent LLC
Member/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/OUMTCVA/LYM_Development_LLC__paebke-23-11435__0001.0.pdf?mcid=tGE4TAMA
MAGNOLIA MANOR IV: Taps Keller Williams as Real Estate Broker
-------------------------------------------------------------
Magnolia Manor IV, LLC received approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Keller Williams
Realty Metropolitan as real estate broker.
The firm will market and sell the Debtor's real properties located
at 531 W 27th St.; 533 W 27th St.; and 537 W 27th St., in Houston,
Texas.
The firm will be paid a commission of 3 percent of the sales price
of the real property while another 3 percent commission will be
paid to the broker representing the buyer.
As disclosed in court filings, Keller is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Johna McCormick
Keller Williams Realty Metropolitan
5050 Westheimer Rd #200
Houston, TX 77056
Tel: (713) 621-8001
Email: info@kwmet.com
About Magnolia Manor IV
Houston-based Magnolia Manor-IV, LLC filed its voluntary petition
for Chapter 11 protection (Bankr. S.D. Texas Case No. 23-31247) on
April 4, 2023, with as much as $1 million to $10 million in both
assets and liabilities. Aman Ahmed Khan, sole managing member of
Magnolia Manor-IV, signed the petition.
Judge Marvin Isgur oversees the case.
The Law Office of Nima Taherian serves as the Debtor's bankruptcy
counsel.
MARLBORO CRUNCH: Case Summary & Three Unsecured Creditors
---------------------------------------------------------
Debtor: Marlboro Crunch, Inc.
3857 U.S. Route 9
Old Bridge, NJ 08857
Business Description: The Debtor is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: May 17, 2023
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 23-14201
Debtor's Counsel: Bruce H. Levitt, Esq.
LEVITT & SLAFKES, P.C.
515 Valley Street
Suite 140
Maplewood, NJ 07040
Tel: (973) 313-1200
Fax: (973) 313-1240
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Damon Risucci as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/RIFZJNI/Marlboro_Crunch_Inc__njbke-23-14201__0001.0.pdf?mcid=tGE4TAMA
MAYBERRY FUNERAL: Terrie Owens Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Bankruptcy Administrator for the Southern District of
Alabama appointed Terrie Owens as Subchapter V trustee for Mayberry
Funeral Home, LLC.
About Mayberry Funeral
Mayberry Funeral Home, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. S.D. Ala. Case No.
23-11052) on May 8, 2023, with as much as $50,000 in assets and
$100,001 to $500,000 in liabilities. Judge Jerry C. Oldshue
oversees the case.
The Debtor is represented by James D. Patterson, Esq., at James
Patterson, LLC.
MED PARENTCO: New Mountain Marks $ 20.8M Loan at 33% Off
--------------------------------------------------------
New Mountain Finance Corporation has marked its $20,857,000 loan
extended to MED ParentCo LP to market at $15,726,000 or 77% of the
outstanding amount, as of March 31, 2023, according to a disclosure
contained in New Mountain's Form 10-Q for the Quarterly Period
ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a Second lien Loan to MED
Parentco, LP. The loan accrues interest at a rate of 13.09% (L(M)+
8.25%) per annum. The loan matures in August 2027.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
MED ParentCo LP. (MyEyeDr) provides management services to
MyEyeDr.O.D. optometrists and their practices. MyEyeDr practices
offer vision care services, prescription eyeglasses and sunglasses,
and contact lenses. MyEyeDr has been controlled by affiliates of
Goldman Sachs Merchant Banking Division since August 2019.
MEHLING ORTHOPEDICS: June 13 Plan Confirmation Hearing Set
----------------------------------------------------------
On March 31, 2023, Mehling Orthopedics, LLC, filed with the U.S.
Bankruptcy Court for the District of New Jersey a Disclosure
Statement referring to Plan.
On May 11, 2023, Judge John K. Sherwood approved the Disclosure
Statement and ordered that:
* June 13, 2023 at 10:00 a.m. is fixed as the date and time
for the hearing on confirmation of the Plan.
* Written acceptances, rejections or objections to the Plan
shall be filed with the attorney for the Debtor not less than 7
days before the hearing on confirmation of the Plan.
A copy of the order dated May 11, 2023 is available at
https://bit.ly/41Kn60n from PacerMonitor.com at no charge.
Attorneys for Mehling Orthopedics:
Joseph M. Shapiro, Esq.
MIDDLEBROOKS SHAPIRO, P.C.
841 Mountain Avenue, First Floor
Springfield, NJ 07081
Tel: (973) 218-6877
E-mail: jshapiro@middlebrooksshapioro.com
About Mehling Orthopedics
Mehling Orthopedics, LLC is a health care business in Hackensack,
N.J. It operates an orthopedic trauma practice dedicated to
creating individualized treatment plans for traumatic injuries and
disabilities, including orthopedic trauma and sports-related
injuries.
Mehling Orthopedics sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 23-11121) on Feb. 10, 2023,
with up to $50,000 in both assets and liabilities. Brian Mehling,
member of Mehling Orthopedics, signed the petition.
Melinda D. Middlebrooks, Esq., at Middlebrooks Shapiro, P.C.,
represents the Debtor.
METAL CHECK: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Metal Check, Inc.
5700 S High Ave
Oklahoma City, OK
Chapter 11 Petition Date: May 16, 2023
Court: United States Bankruptcy Court
Western District of Oklahoma
Case No.: 23-11279
Judge: Hon. Janice D. Loyd
Debtor's Counsel: Christopher Wood, Esq.
CHRISTOPHER A. WOOD & ASSOCIATES, P.C.
1133 N Portland Ave
Oklahoma City, OK 73107-1543
Tel: (405) 525-5005
Fax: (405) 521-8567
Email: cawlaw@hotmail.com
Total Assets: $841,675
Total Liabilities: $2,033,069
The petition was signed by Diana Salazar 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/NGIHFHY/Metal_Check_Inc__okwbke-23-11279__0001.0.pdf?mcid=tGE4TAMA
MONEYGRAM INT'L: Moody's Rates New $400MM Sr. Secured Notes 'B2'
----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to MoneyGram
International, Inc. (New) proposed senior secured notes. The $400
million senior secured notes due 2030 along with the recently
proposed $500 million senior secured term loan comprise the $900
million of secured indebtedness that will be used to fund the
approximately $2.1 billion acquisition of MoneyGram International,
Inc. by funds associated with Madison Dearborn Partners.
Assignments:
Issuer: MoneyGram International, Inc. (New)
Backed Senior Secured Regular Bond/Debenture, Assigned B2
RATINGS RATIONALE
MoneyGram's credit profile benefits from its improved competitive
positioning in the growing cross-border money transfer industry,
including strong growth in its digital business. The credit profile
is constrained by reduced financial flexibility related to the
company's LBO capital structure and associated governance risk, as
well as growth headwinds posed by lower-priced digital channels
that continue to gain share and intensify competition.
Moody's pro forma LTM March 31, 2023 adjusted total leverage at
closing is approximately 5.2x including the secured debt as well as
$100 million in subordinated HoldCo Senior Notes to be issued
outside of the credit group that bear a 6% interest rate of which
4% may be paid in kind at MoneyGram's sole election. The HoldCo
Notes (unrated) mature 1.5 years inside both the proposed $400
million secured notes and $500 million First Lien Term Loan, and
may be redeemed any time prior to maturity, which Moody's
anticipates could be refinanced within the credit group.
Moody's expects revenue trends to continue to improve in 2023
driven by continued strong double digit growth in digital
cross-border cash transfers and a decelerating decline in US-to-US
transfers, resulting in improved operating leverage. Expected
EBITDA growth will drive leverage to mid- to high 4x within a year
of closing, partially offset by capitalized HoldCo PIK interest.
Moody's does not treat the $300 million Perpetual Preferred Equity,
also issued outside the credit group, as debt.
Free cash flow generation is projected to expand in the first full
year following the transaction on improved earnings and lower
working capital uses partially offset by higher interest expense
(and including an assumed dividend to MoneyGram's parent to cover
the 2% non-PIK interest portion of the HoldCo Notes). The company
is not likely to prepay debt in the near term, and may increase
debt to fund acquisitions over time.
MoneyGram's governance risk is a key driver of the ratings,
reflecting controlled ownership by the financial sponsor without an
independent board that may pursue leveraging shareholder return
transactions and debt financed acquisitions.
MoneyGram faces moderate exposure to social risks due to legal and
regulatory exposure to fraud risks, its dependence on highly
skilled technology talent, and digitization impact on cash-based
part of the business offset by growth in the company's digital
business.
The stable outlook reflects Moody's expectation of modest revenue
and EBITDA growth driving adjusted total debt/EBITDA (inclusive of
unrated HoldCo notes) from about 5.2x pro forma in the LTM ended
March 31, 2023 to mid- to high 4x over the next year.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The ratings could be upgraded if MoneyGram demonstrates consistent
revenue and EBITDA growth, leverage is reduced below 4x and free
cash flow to debt improves to the high single digits. The ratings
could be downgraded if MoneyGram experiences a sustained EBITDA
decline, if free cash flow weakens, or if total leverage is
sustained above 5x.
Liquidity is good based upon approximately $150 million of cash at
closing and the proposed $150 million Revolving Credit Facility
which is expected to be undrawn at close. Moody's anticipates
one-time cash uses in 2023 related to the LBO transaction to be
covered by available funds. MoneyGram is expected to generate solid
free cash flow in 2024.
The proposed senior secured notes are rated B2, in line with the
CFR as they, along with the previously announced first lien term
loan which was also rated B2, reflect the preponderance of the debt
structure as well as the risk that the HoldCo Notes may be
refinanced within the credit group.
MoneyGram International, Inc. (New) is a leading global provider of
consumer money transfer services. The company generated revenues of
approximately $1.3 billion in the LTM ended March 31, 2023. Upon
transaction close, Moneygram will be majority owned and controlled
by Madison Dearborn Partners.
The principal methodology used in this rating was Business and
Consumer Services published in November 2021.
MONITRONICS INTERNATIONAL: S&P Cuts Issuer Credit Rating to 'D'
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
residential alarm monitoring service provider Monitronics
International Inc. (doing business as Brinks Home Security) to 'D'
from 'CCC' and our issue-level rating on its $822.5 million
takeback term loan to 'D' from 'CCC'.
The downgrade follows Brinks Home's filing of a prepackaged Chapter
11 petition under the U.S. Bankruptcy Code on May 15, 2023. The
company said it reached a restructuring support agreement with most
of its financial stakeholders, including lenders holding
approximately 78% of its funded debt, to reduce its outstanding
prepetition debt by approximately $500 million. Brinks Home's
current outstanding prepetition debt of nearly $1.041 billion
includes $95.5 million on its super-priority revolver, its $150
million super-priority term loan (exit facility), and its $795.8
million term loan (takeback facility). The company has obtained a
$387 million debtor-in-possession facility, which it anticipates
replacing with $600 million in exit financing when it emerges from
bankruptcy.
In S&P's view, Brinks Home is pursuing this transaction because its
capital structure is unsustainable and it has limited options to
organically reduce its debt burden and improve its cash flow.
S&P will reassess its ratings on the company as the bankruptcy
progresses.
MOUNTAIN RECOVERY: Disposable Income to Fund Plan Payments
----------------------------------------------------------
Mountain Recovery LLC, BCQK LLC, Charles Carver Stubblefield, and
Sarah Christine Stubblefield filed with the U.S. Bankruptcy Court
for the District of Colorado a First Amended Subchapter V Plan of
Reorganization dated May 11, 2023.
Charles and Sarah Stubblefield moved to the Colorado high country
from Wisconsin in 2019. In July 2019, Mr. Stubblefield began
operating a towing and mechanic service as a sole proprietorship
using his own pickup truck and registered the trade name "Mountain
Recovery" on August 30, 2019.
BCQK, LLC was incorporated on March 6, 2022 after Mr. Stubblefield
learned that Mountain Recovery, LLC could not hold the PUC license
for the towing services because of his prior criminal record. BCQK
was formed to hold the license. Sarah Stubblefield is the sole
owner of BCQK.
During the Chapter 11 Cases, Mountain Recovery and BCQK have
continued their operations. The Stubblefields assumed their
residential lease. Mountain Recovery moved its operations center to
a new facility at a monthly savings of approximately 40% from its
prior location. Mountain Recovery also added three tow trucks to
its fleet through new lease purchase agreements with Zip’s.
The Plan proposes to pay creditors from projected disposable income
generated from Mountain Recovery's operations and the
Stubblefields' wages.
Class 1 consists of the Claim of Americredit Financial Services,
Inc. Americredit Financial Services, Inc.'s Class 1 Secured Claim
in the amount of $20,000 shall accrue interest at the rate of 6.9%
and be paid in monthly installment payments of $1,000 until paid in
full. Americredit shall retain its lien against property to the
extent of the amount of the Class 1 Secured Claim until the Class 1
Secured Claim is paid in full.
Class 2 consists of the Allowed Claims of unsecured creditors of
Mountain Recovery. Class 2 shall receive the lesser of (a) all of
Mountain Recovery's Projected Disposable Income for a five-year
period beginning on the Effective Date or (b) payment in full of
the Allowed Claim amounts. Class 2 Claims shall be paid on a Pro
Rata basis in quarterly installments beginning the first full
calendar quarter after the Effective Date. This Class is impaired.
Class 3 consists of Allowed Claims of Unsecured Creditors of the
Stubblefields. Class 3 shall receive all of the Stubblefields'
Projected Disposable Income for a five-year period beginning on the
Effective Date. Class 3 Claims shall be paid on a Pro Rata basis in
quarterly installments beginning the first full calendar quarter
after the Effective Date. This Class is impaired.
Class 4 consists of Membership Interests in Mountain Recovery.
Class 4 consists of the Interests in Mountain Recovery. Upon
confirmation of the Plan, Mr. Stubblefield will retain his
ownership interest in Mountain Recovery.
Class 5 consists of Membership Interests in BCQK. Class 5 consists
of the Interests in BCQK. Upon Mountain Recovery's receipt of a PUC
license, BCQK shall be dissolved and the membership interest
therein shall be eliminated.
The Debtors believe that the Plan, as proposed, is feasible.
Mountain Recovery projects having approximately $50,000 of cash on
the Effective Date. Mountain Recovery will fund its Plan
obligations from continued operations.
The Stubblefields will fund their Plan obligations from non-exempt
wages. The Stubblefields estimate that they will have sufficient
cash to satisfy their Plan obligations, including sufficient cash
on hand to pay Allowed Administrative Claims in full on the
Effective Date. The Stubblefields' Projected Disposable Income over
the term of the Plan is $142,030. Based upon the amounts owed the
holders of Allowed Class 2 Claims as of the filing of the Plan,
such claimants will receive payment of approximately 52% of their
claims in the five years after the Effective Date.
A full-text copy of the First Amended Subchapter V Plan dated May
11, 2023 is available at https://bit.ly/3MyFqp6 from
PacerMonitor.com at no charge.
Attorneys for Debtors:
David V. Wadsworth, Esq.
Aaron J. Conrardy, Esq.
Wadsworth Garber Warner Conrardy, P.C.
2580 West Main Street, Suite 200
Littleton, CO 80120
Tel: (303) 296-1999
Fax: (303) 296-7600
Email: dwadsworth@wgwc-law.com
aconrardy@wgwc-law.com
Kevin S. Neiman, Esq.
Law Offices of Kevin S. Neiman, P.C.
999 18th Street, Suite 1230 S
Denver, CO 80202
Telephone: (303) 996-8637
Fax: (877) 611-6839
Email: kevin@ksnpc.com
About Mountain Recovery
Mountain Recovery LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Colo. Case No. 22-12421) on _ July 6, 2022, disclosing
as much as $1 million in both assets and liabilities. The Debtor is
represented by Wadsworth Garber Warner Conrardy, P.C.
MULTEC INDUSTRIAL: John Whaley Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 21 appointed John Whaley, a certified
public accountant, as Subchapter V Trustee for Multec Industrial
Packaging, Inc.
Mr. Whaley will be paid an hourly fee of $395 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Whaley declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
John T. Whaley, CPA
P.O. Box 76362
Atlanta, GA 30358
Phone: (404) 946-5272
Email: trustee@jtwcpa.net
About Multec Industrial
Multec Industrial Packaging, Inc. filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
23-10535) on May 8, 2023, with as much as $50,000 in assets and
$100,001 to $500,000 in liabilities. Judge Paul Baisier oversees
the case.
The Debtor is represented by Leslie M. Pineyro, Esq., at Jones and
Walden, LLC.
NEW TROJAN: New Mountain Marks $26.7.4M Loan at 29% Off
-------------------------------------------------------
New Mountain Finance Corporation has marked its $26,762,000 loan
extended to New Trojan Parent, Inc to market at $18,924,000 or 71%
of the outstanding amount, as of March 31, 2023, according to a
disclosure contained in New Mountain's Form 10-Q for the Quarterly
Period ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a Second Lien Loan to New Trojan
Parent, Inc. The loan accrues interest at a rate of 12.09%
(L(M+7.25%) per annum. The loan matures in January 2029.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
New Trojan Parent, Inc. is the acquirer of Strategic Partners
Acquisition Corp., an indirect parent company of branded medical
apparel company Careismatic, Inc.
NIKOFAM INC: Steven Weiss Named Subchapter V Trustee
----------------------------------------------------
The U.S. Trustee for Region 1 appointed Steven Weiss, Esq., at
Shatz, Schwartz and Fentin as Subchapter V trustee for Nikofam,
Inc.
Mr. Weiss will be paid an hourly fee of $490 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Weiss declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Steven Weiss, Esq.
Shatz, Schwartz and Fentin
1441 Main Street, Suite 1100
Springfield, MA 01103
Phone: (413) 737-1131
Email: sweiss@ssfpc.com
About Nikofam Inc.
Nikofam, Inc. owns and operates the Athens Pizza pizzeria. Since
2005, the restaurant has operated out of its leased storefront in
East Weymouth, Mass.
Nikofam filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Mass. Case No. 23-10719) on May 5, 2023,
with up to $500,000 in both assets and liabilities. Kiriaki
Nikolaidis, president of Nikofam, signed the petition.
Judge Janet E. Bostwick oversees the case.
David B. Madoff, Esq., at Madoff & Khoury, LLP, represents the
Debtor as legal counsel.
NS FOA LLC: Seeks to Hire Helen Yin CPA as Accountant
-----------------------------------------------------
NS FOA LLC seeks approval from the U.S. Bankruptcy Court for the
Southern District of Florida to employ Helen Yin, a certified
public accountant, to provide monthly bookkeeping and accounting
consulting services.
Ms. Yin will receive $300 monthly for accounting services and $150
for special projects.
As disclosed in court filings, Ms. Yin is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
Ms. Yin can be reached at:
Helen Yin, CPA
P.O. Box 53
Plainsbro, NJ 08536
Tel: (609) 290-1880
Email: Helen.cpa@gmail.com
About NS FOA
NS FOA LLC owns the largest covered shrimp farm in the United
States, supplying fresh-frozen shrimp year round. The Company
distributes products, including fresh-frozen ballyhoo (rigged and
unrigged), bonita strips and more.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-11183) on February
14, 2023. In the petition signed by Congwei "Allan" Xu as managing
member, the Debtor disclosed $1,180,942 in assets and $931,850 in
liabilities.
Judge Mindy A. Mora oversees the case.
The Debtor tapped Aaron A. Wernick, Esq., at Wernick Law, PLLC as
legal counsel and Helen Yin, CPA as accountant.
OEG BORROWER: S&P Alters Outlook to Stable, Affirms 'B' ICR
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer rating on OEG Borrower
LLC (OEG), a U.S.-based venue and entertainment company and
controlled subsidiary of Ryman Hospitality Properties Inc. (Ryman)
(B/Positive/-), and all debt ratings, and the rating outlook
remains stable (compared with parent Ryman's recently revised
positive rating outlook).
S&P said, "The stable outlook reflects our expectation that good
demand for live entertainment at OEG's venues will drive a
continued EBITDA recovery such that our measure of OEG's total debt
to adjusted EBITDA will improve to about 5x in 2023, and
potentially below 5x in 2024.
"Our 'B' issuer credit rating reflects our expectation for
aggressive leverage through 2024, OEG's cash flow concentration in
a few key assets, and significant potential investment spending
over time. The iconic nature of its Grand Ole Opry and Ryman
Auditorium country music venues, a long track record of operating
success, and favorable tailwinds for country music somewhat offset
these risks.
"We expect OEG's EBITDA will continue to recover from good demand
for live events this year, improving leverage to about 5x in 2023.
"We expect revenue in 2023 to increase by more than 20% compared
with 2022. Revenue growth will likely be driven by increased
attendance at both shows and tours in core venues, higher ticket
pricing, and incremental concerts. In addition, we expect OEG to
benefit from a full year of Block 21 revenue, as well as the
opening of the Ole Red venue in Las Vegas later this year. We
preliminarily assume revenue growth in the mid- to
high-single-digit percent area in 2024 compared with 2023 if ticket
pricing and attendance remains strong. We also expect its EBITDA
margin to expand slightly and remain in the low-30% area in 2023
and 2024 as it reallocates shows among venues to maximize capacity
and attendance and new ticketing partnerships. Inflationary cost
pressures, including labor, food, and beverage, will partially
offset these factors. Under these assumptions, OEG's leverage could
improve to about 5x in 2023 and potentially below 5x in 2024
depending on investment spending. Our updated base case includes
materially higher capital spending in 2023 due to OEG's investment
in Block 21, the opening of the new Ole Red venue in Las Vegas
later this year, and its newly announced renovation of its
Wildhorse Saloon. We expect OEG to fund this spending, which could
be up to $85 million, with its $65 million revolver and cash. Our
base case does not incorporate any additional incremental debt from
potential growth opportunities that may cause leverage to be higher
than our base case for a period of time."
While OEG's parent Ryman currently has a positive outlook, the
outlook on OEG remains stable due to the potential for
opportunistic, high capital spending to support OEG's rapid growth
strategy, which may temporarily increase leverage. In addition, OEG
does not possesses the visibility Ryman has in its group-focused
hotels' forward booking curve and is probably more susceptible to
an economic downturn and if consumer discretionary spending
decreases.
OEG's growth strategy could cause it to make substantial capital
investments in existing assets and possibly acquire new assets,
which it could fund with incremental leverage.
On May 31, 2022, OEG acquired mixed-use entertainment, lodging, and
retail complex Block 21 for about $255 million and assumed $136
million of mortgage debt upon the close. OEG could pursue further
leveraging acquisitions if venues that fit within its portfolio
become available or it chooses to acquire media and technology
properties that fit within its strategy to become country music's
leading fully integrated country lifestyle platform. S&P believes
future potential acquisitions may cause leverage to be higher than
our base case for a period of time. In addition, the company's
stated target net leverage of 3x-4x excludes commercial
mortgage-backed securities (CMBS) debt held at Block 21, whereas
S&P Global Ratings-adjusted gross leverage incorporates Block 21
EBITDA and CMBS debt. In addition, the company opened a new Ole Red
branded restaurant in the Nashville Airport in May 2022 and plans
to open a Las Vegas location in 2023. Continued expansion of the
Ole Red brand could entail some modest amount of capital investment
over time as OEG opens new locations.
OEG benefits from good brand recognition and long operating track
records, as well as favorable trends in its geographic markets and
country music.
OEG's portfolio of live music venues, which includes iconic venues
Grand Ole Opry and Ryman Auditorium, have been desired destinations
by country music performers and fans alike for decades. S&P expects
the strength of its brands and the quality of acts that it draws
enable OEG to maintain good ticket sales and pricing leadership
compared with other live music venues in the markets it operates.
OEG also benefits from good trends in country music fandom. The
Country Music Association reports that the country music fan base
grew at a 9% compound annual growth rate in the five years
preceding 2019. Nashville, where OEG generates the majority of its
revenue, has benefited from favorable trends in population growth,
tourism, and income levels over the past several years.
OEG has relatively small scale and significant geographic and asset
concentration.
S&P said, "We expect that OEG will generate about $100 million of
EBITDA in 2023, which is low compared with many other rated
out-of-home entertainment and venue management companies such as
Live Nation Entertainment and ASM Global Parent Inc. In addition,
we expect the acquisition of Austin-based Block 21 to modestly
improve its diversity because Nashville-based Grand Ole Opry and
Ryman Auditorium have historically contributed the majority of
EBITDA." However, significant concentration risks exist, including
regional economic downturns and potential future extreme
weather-related business disruptions. The newly opened Ole Red
venues in 2022 and planned 2023 Las Vegas location will provide
some geographic diversity.
The live events industry is susceptible to a downturn if consumer
discretionary spending decreases.
S&P said, "Despite this, we believe that elevated event activity
could buffer OEG's operating performance against a recession in
2023. In March, S&P Global economists increased their base-case
forecast for U.S. GDP and consumer discretionary spending in 2023.
We forecast that the U.S. economy will fall into a recession
beginning in the second half of 2023, with recent indicators
showing cracks in the foundation as the U.S. economy heads into the
second quarter of 2023, while rising prices and interest rates eat
away at household purchasing power. We believe that OEG's venues
will be somewhat insulated from declines in discretionary spending
in 2023 because of pent-up demand for live shows and experiences.
Additionally, we believe that demand for events will remain more
resilient over the course of a recession than in the past because
of a shift back toward services compared with spending on consumer
goods during the pandemic. We expect OEG will benefit from a shift
in spending toward experiences, particularly with younger
consumers.
"Nonetheless, we believe OEG is exposed to changing consumer tastes
and social trends. The company's potential inability to anticipate,
or delay in reacting to, these changes could impair its business.
In addition, OEG could incur losses if artists do not perform as
frequently as anticipated or tours are cancelled or rescheduled
because live music tours are typically booked in advance.
"Our ratings on OEG are constrained by Ryman's control despite our
belief that Ryman may provide it some temporary support if needed.
"Ryman has made significant investments in OEG over the years and
may provide modest additional temporary support to OEG if needed,
at least as long as Ryman retains a controlling interest in OEG.
However, ultimately, Ryman plans to IPO, spin off, or otherwise
separate OEG over the long term. As a result, we view OEG as
moderately strategic to Ryman. Ryman's control constrains our
ratings on OEG. While we currently view OEG's stand-alone credit
profile the same as our current 'B' issuer credit rating on Ryman,
if we lowered Ryman's rating, we would also lower our rating on
OEG.
"The stable outlook reflects our expectation that good demand for
live entertainment at OEG's venues will continue increasing EBITDA
such that our measure of OEG's total debt to adjusted EBITDA will
improve to the 5x area in 2023 and potentially below 5x in 2024.
Our base case does not incorporate any additional incremental debt
from growth opportunities.
"Although unlikely, we could lower our rating if OEG's EBITDA
underperforms due to weaker-than-anticipated demand for live events
and leisure travel, inflationary or other cost pressures, or
currently unannounced leveraging acquisitions or developments in a
manner that sustains leverage above 6.5x. Alternatively, if we
downgrade Ryman, we would likely lower our ratings on OEG.
"Our issuer credit rating on OEG is capped by the rating of the
parent company, Ryman. We could raise our rating on OEG if we
upgrade Ryman and we expect OEG can sustain S&P Global
Ratings-adjusted leverage below 5x over the cycle, inclusive of
expected volatility and investment spending."
ESG credit indicators: E-2; S-3; G-2
S&P said, "Social factors are a moderately negative consideration
in our credit rating analysis of OEG, like some other companies
primarily exposed to live events. Its business experienced
substantial health and safety challenges due to social distancing
measures and other constraints during the pandemic. Cessations and
scheduling delays of live music concerts and other events resulted
in negligible revenue and negative cash flows since mid-March 2020.
Although this was a rare and extreme disruption that probably will
not recur at the same magnitude, risk remains around regional
health concerns and a slower recovery than currently anticipated."
ORION TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Orion Technologies, LLC
12605 Challenger Pkwy
Suite 130
Orlando, FL 32826
Business Description: Orion specializes in embedded single board
computers (SBC) as well as full system
design and development. Its cutting edge
technology is used in a variety of military,
industrial, and commercial applications.
Chapter 11 Petition Date: May 17, 2023
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 23-01867
Debtor's Counsel: James C. Moon, Esq.
MELAND BUDWICK, P.A.
200 South Biscayne Boulevard
Suite 3200
Miami, FL 33131
Tel: (305) 358-6363
Email: jmoon@melandbudwick.com
Total Assets: $2,047,840
Total Liabilities: $20,342,885
The petition was signed by Andreas Ruben as president, CEO and
manager.
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/4GAHRPQ/Orion_Technologies_LLC__flmbke-23-01867__0001.0.pdf?mcid=tGE4TAMA
PACIFIC PANORAMA: Hires Cohen-Johnson LLC as Counsel
----------------------------------------------------
Pacific Panorama, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Nevada to employ Cohen Johnson, LLC as
counsel.
The firm will provide these services:
a. advise the Debtor generally concerning the rights, duties and
obligations of debtors under the Bankruptcy Code, the Rules of
Bankruptcy Procedure and the Orders of this Court;
b. do all of those things which may, from time to time, be
necessary to aid the Debtor in the prosecution of this case; and
c. give advice, aid and litigate non-bankruptcy matters, if
necessary.
The firm will be paid at the rate of $400 for partners, $350 for
associates and $200 for per hour for paralegal staff.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
H. Stan Johnson, Esq., a partner at Cohen Johnson, LLC, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
H. Stan Johnson, Esq.
Cohen Johnson, LLC
375 E. Warm Springs Road, Suite 104
Las Vegas, NV 89119
Tel: (702) 823-3500
Fax: (702) 823-3400
Email: sjohnson@cohenjohnson.com
About Pacific Panorama
Pacific Panorama, LLC in Pacific Palisades, CA, filed its voluntary
petition for Chapter 11 protection (Bankr. D. Nev. Case No.
23-11500) on April 18, 2023, listing $10 million to $50 million in
assets and $0 to $50,000 in liabilities. Shlomy Weingarten as
managing member, signed the petition.
COHEN-JOHNSON, LLC serve as the Debtor's legal counsel.
PACIFIC POURHOUSE: Court OKs Deal on Cash Collateral Access
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California,
Oakland Division, authorized Pacific Pourhouse, LLC, a California
Limited Liability Company, to use cash collateral on a final basis
in accordance with the budget and its agreement with the Small
Business Administration.
The Debtor is authorized to use cash collateral to pay normal
monthly operating expenses, with monthly adequate protection
payments to the SBA totaling $1,299 each month beginning May 2023,
and due on the 15th of each month.
The SBA is also granted a replacement lien on all of the Debtor's
post-petition assets as further adequate protection up to the
present value of its collateral, to be determined, to the same
extent, priority, and validity as existed on the petition date. The
Replacement Lien will be perfected and enforceable without the need
for the SBA or the Debtor to take any further action, but it will
be subject to further Court orders. The Replacement Liens will have
the same nature, extent, validity and priority, and be subject to
the same defenses and offsetting claims, if any, as the SBA
prepetition lien.
The authorization to use cash collateral to pay normal monthly
operating expenses will run through June 30, 2023, and may be
renewed upon subsequent stipulation between Debtor and the SBA or
by Court order.
A copy of the stipulation is available at https://bit.ly/3Bmdb6D
from PacerMonitor.com.
A copy of the order is available at https://bit.ly/45b8OJp from
PacerMonitor.com.
About Pacific Pourhouse, LLC
Pacific Pourhouse, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40464) on April
21, 2023. In the petition signed by Rajendran Nair, managing
member, the Debtor disclosed up to $100,000 in assets and up to $1
million in liabilities.
Judge William J. Lafferty, III oversees the case.
Ryan C. Wood, Esq., at the Law Offices of Ryan C. Wood, Inc.,
represents the Debtor as legal counsel.
PARTY CITY HOLDCO: Audit Committee Taps Goodwin as Legal Counsel
----------------------------------------------------------------
Party City Holdco, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Goodwin Procter,
LLP as legal counsel to its audit committee.
The firm will provide legal services related to the review of the
Debtor's internal process for compiling and presenting information
to the Debtor's auditors in connection with the audit and quarterly
review process during the period from November 2022 to date.
The firm will be paid at these rates:
Partners $1,250 to $2,150 per hour
Associates $710 to $1,175 per hour
Paralegals $360 to $620 per hour
Deborah Birnbach, Esq., a partner at Goodwin, disclosed in a court
filing that her firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Goodwin
disclosed the following:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Not applicable.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: Yes, as an initial matter, the engagement is intended
to extend over a two-month period with an initial budget of $2
million.
The firm can be reached at:
Deborah Birnbach, Esq.
Goodwin Procter, LLP
100 Northern Avenue
Boston, MA 02210
Tel: (617) 570-1339
Email: DBirnach@goodwinlaw.com
About Party City Holdco Inc.
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.
PERIMETER ORTHOPAEDICS: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Perimeter Orthopaedics, P.C. 23-20554
135 Black Gum Lane
Blue Ridge GA 30513
Perimeter Outpatient Surgery Associates, Inc. 23-20555
135 Black Gum Lane
Blue Ridge GA 30513
Business Description: Perimeter Orthopaedics provides
comprehensive surgical, non-surgical,
regenerative and diagnostic services to
patients in both the Atlanta and Woodstock,
Georgia areas.
Chapter 11 Petition Date: May 17, 2023
Court: United States Bankruptcy Court
Northern District of Georgia
Debtors' Counsel: William Rountree, Esq.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC
2987 Clairmont Road Suite 350
Atlanta GA 30329
Tel: 404-584-1238
Email: wrountree@rlkglaw.com
Perimeter Orthopaedics'
Estimated Assets: $0 to $50,000
Perimeter Orthopaedics'
Estimated Liabilities: $1 million to $10 million
Perimeter Outpatient's
Estimated Assets: $0 to $50,000
Perimeter Outpatient's
Estimated Liabilities: $500,000 to $1 million
The petitions were signed by Michael Corsaro as corporate
designee.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' 20 largest unsecured creditors are available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/AFPW5HY/Perimeter_Orthopaedics_PC__ganbke-23-20554__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/AMYJGUI/Perimeter_Outpatient_Surgery_Associates__ganbke-23-20555__0001.0.pdf?mcid=tGE4TAMA
PETES AUTO: Court OKs Interim Cash Collateral Access
----------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut
authorized Petes Auto Sales and Service LLC to use cash collateral
on an interim basis up to the maximum amount of $73,325, through
May 31, 2023.
The Debtor requires the use of cash collateral to pay ordinary
course of business expenses insurance, payroll, rent utilities,
costs of goods sold and payments to secured creditors.
Prior to the Petition Date, the Debtor was indebted to Shamrock
Finance, LLC pursuant to a note and secured collateral pursuant to
the Shamrock Note, on all the Debtor's property, real and personal.
On the Petition Date, Shamrock Finance asserts the outstanding
principal balance was $30,750.
Prior to the Petition Date, the Debtor was indebted to Lendora
Capital, LLC, and secured collateral pursuant to the Lendora
Agreement, on all the Debtor's property, real and personal. On the
Petition Date, Lendora asserts the outstanding principal balance
was $76,363.
As adequate protection, the Secured Creditors are granted a
continuing post-petition lien and security interest in all
pre-petition property of the Debtor as it existed on the Petition
Date, of the same type against which Secured Creditors held validly
protected liens and security interests as of the Petition Date and
a continuing post-petition lien in all property acquired by the
Debtor after the Petition date. The Replacement Liens will maintain
the same priority, validity and enforceability as Secured
Creditors' liens on the initial Collateral and will be recognized
only to the extent of any diminution in the value of the Collateral
resulting from the use of cash collateral pursuant to the Order.
To the extent the Replacement Liens granted to Secured Creditors
are insufficient to compensate Secured Creditors for any diminution
in value of the Collateral, the Secured Creditors will be entitled
to a super-priority administrative claim pursuant to 11 U.S.C.
section 503(b) of the Bankruptcy Code, and the Secured Creditors
will be entitled to the protections of and the priority set forth
in 11 U.S.C. section 507(b).
A further hearing on the matter is set for May 25, 2023 at 11 a.m.
A copy of the order is available at https://bit.ly/42WC4Sb from
PacerMonitor.com.
About Petes Auto Sales
Petes Auto Sales & Service, LLC, also known as Pete's Auto Sales &
Service, LLC, filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. D. Conn. Case No. 23-20344) on May 5,
2023. At the time of the filing, the Debtor reported $100,001 to
$500,000 in both assets and liabilities.
Judge James J. Tancredi oversees the case.
The Debtor is represented by Gregory F. Arcaro, Esq., at Grafstein
& Arcaro, LLC.
PHIO PHARMACEUTICALS: Incurs $3.6 Million Net Loss in First Quarter
-------------------------------------------------------------------
Phio Pharmaceuticals Corp. has filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $3.60 million for the three months ended March 31,
2023, compared to a net loss of $2.64 million for the three months
ended March 31, 2022.
As of March 31, 2023, the Company had $9.71 million in total
assets, $2.39 million in total liabilities, and $7.31 million in
total stockholders' equity.
Phio said, "The Company has limited cash resources, has reported
recurring losses from operations since inception and has not yet
received product revenues. These factors raise substantial doubt
regarding the Company's ability to continue as a going concern, and
the Company's current cash resources may not provide sufficient
capital to fund operations for at least the next 12 months from the
date of the release of these financial statements. The
continuation of the Company as a going concern depends upon the
Company's ability to raise additional capital through an equity
offering, debt offering and/or strategic opportunity to fund its
operations. There can be no assurance that the Company will be
successful in accomplishing these plans in order to continue as a
going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1533040/000168316823003213/phio_i10q-033123.htm
About Phio Pharmaceuticals
Marlborough, Massachusetts-based Phio Pharmaceuticals Corp. --
http://www.phiopharma.com-- is a clinical stage biotechnology
company whose proprietary INTASYL RNAi technology makes immune
cells more effective in killing tumor cells. INTASYL is the only
self-delivering RNAi technology focused on immuno-oncology
therapeutics. INTASYL drugs precisely target specific proteins
that reduce the body's ability to fight cancer, without the need
for specialized formulations or drug delivery systems.
Phio reported a net loss of $11.48 million in 2022, a net loss of
$13.29 million in 2021, a net loss of $8.79 million in 2020, and a
net loss of $8.91 million in 2019. As of Sept. 30, 2022, the
Company had $15.79 million in total assets, $2.26 million in total
liabilities, and $13.53 million in total stockholders' equity.
PLX PHARMA: Gets Court's Approval to Hold Auction on May 22
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved
bidding procedures for the sale of the assets of PLX Pharma Inc.
and its debtor-affiliates.
An auction will be held at the offices of Raymond James &
Associates Inc. located at 320 Park Avenue Floor 12, New York, New
York 10022, on May 22, 2023, at 10:00 a.m. (Prevailing Eastern
Time). A sale hearing to consider approval of the sale of the
Debtors' assets to the successful bidder, free and clear of all
liens, claims and encumbrances, will be hold before the Hon. Mary
F. Walrath, United State Bankruptcy Judge, in the United States
Bankruptcy Court for the District of Delaware, 824 North Market
Street, Wilmington, Delaware 19801, on May 25, 2023, at 10:00 a.m.
(Prevailing Eastern Time).
Qualified parties have submitted a qualified bid by no later than
May 19, 2023, at 10:00 a.m. (Prevailing Eastern Time) may bid at
the Auction.
Objections to the sale of the Debtors' assets, if any, must be
filed not later than 4:00 p.m. on May 18, 2023.
As previously reported in the Troubled Company Reporter, the
Debtors have struck a stalking horse deal with PLx Acquisition Co,
a unit of the buyer Greenwood Brands LLC. The assets to be put up
for sale include the Debtors' clinically-validated drug delivery
platform PLxGuard and its FDA-approved aspirin capsules Vazalore.
As per the stalking horse deal, the purchase price consists of
$100,000 in cash, a credit bid of $3 million and the assumption of
certain liabilities by Greenwood Brands.
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.
PLx Pharma Inc. and PLx Opco 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.
PROPERTY HOLDERS: Gets OK to Hire Basepoint Tax & Accounting
------------------------------------------------------------
Property Holders, Ltd received approval from the U.S. Bankruptcy
Court for the Northern District of Iowa to employ Basepoint Tax &
Accounting.
The Debtor requires an accountant to assist in the preparation and
filing of corporate tax returns and income tax planning associated
with the liquidation of its residential real estate.
The firm will be paid at these rates:
Senior Accountants $250 per hour
Senior Staff Accountants $175 per hour
Staff Accountants $115 per hour
Semi-Professional Staff $60 per hour
Ronald Detweiler, CPA, a partner at Basepoint Tax & Accounting,
disclosed in a court filing that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Ronald L. Detweiler, CPA
Basepoint Tax & Accounting
4144 Golf Street NE
Cedar Rapids, IA 52402
Tel: (319) 826-1898
Email: ron.detweiler@basepointtax.com
About Property Holders
Property Holders, Ltd filed a petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Iowa Case No. 22-00744) on Nov.
21, 2022. As of Sept. 30, 2022, the Debtor had $2,771,431 in assets
and $2,861,618 in liabilities.
Judge Thad J. Collins oversees the case.
The Debtor tapped Rush M. Shortley, Esq., as bankruptcy counsel;
Tom Riley Law Firm, PLC as general civil counsel; and Basepoint Tax
& Accounting as accountant.
PROTECH METALS: Hires Bennett-Guthrie PLLC as Counsel
-----------------------------------------------------
Protech Metals, LLC seeks approval from the U.S. Bankruptcy Court
for the Middle District of North Carolina to employ Bennett-Guthrie
PLLC, as counsel.
The firm will provide these services:
a. advise the Debtor as to its rights, duties, and powers as a
debtor-in-possession;
b. advise the Debtor as to the ability and means by which some
or all of the Debtor's assets could be leased, sold, or refinanced
to generate cash for the payment of such claims as may be allowed
in the bankruptcy proceeding;
c. advise the Debtors as to any other matter relevant to the
case or the formulation of a Chapter 11 plan;
d. assist the Debtor in the operation of its glass repair
business;
e. assist the Debtor in the preparation and filing of all the
necessary statements of financial affairs, schedules, reports,
disclosure statements, plans and other documents and pleadings that
the Debtor is required to file in the bankruptcy case;
f. represent the Debtor at all hearings, meetings of creditors,
conferences, trials and other proceedings in the bankruptcy case;
g. assist and advise the Debtor with regard to communications to
the general creditors body regarding any matters of general
interest and any proposed Chapter 11 plan; and
h. perform such other legal services as may be necessary in
connection with this case and the operation of the Debtor as
debtor-in-possession, including to advise with regard to issues
related to taxation, real estate environmental, and contractual
relations.
The firm will be paid at these rates:
Erik M. Harvey, Co-Counsel $350 per hour
Elizabeth F. Lawson, Associate $250 per hour
Dalene Kennedy, Paralegal $125 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Erik M. Harvey, partner of Bennett-Guthrie PLLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Bennett-Guthrie can be reached at:
Erik M. Harvey, Esq.
Bennett-Guthrie PLLC
1560 Westbrook Plaza Dr.
Winston-Salem, NC 27103
Tel: (336) 765-3121
Fax: (336) 765-8622
Email: eharvey@bennett-guthrie.com
About Protech Metals, LLC
Protech Metal Finishing, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D.N.C. Case No. 23-80078) on April
27, 2023. In the petition signed by William Rickey Hall,
member-manager, the Debtor disclosed up to $50,000 in assets and up
to $500,000 in liabilities.
Erik M. Harvey, Esq., at Bennett Guthrie PLLC, represents the
Debtor as legal counsel.
PUERTO RICO: Court Says Immunity Covers Oversight Board
-------------------------------------------------------
Rick Archer and Vince Sullivan of Law360 report that the U.S.
Supreme Court found territorial governments do have sovereign
immunity and that Puerto Rico's financial oversight board will not
have to face a suit seeking access to its records.
The Oversight Board said in a statement that it welcomes the U.S.
Supreme Court's decision May 11, 2023, to affirm the Oversight
Board's sovereign immunity as an entity within the Government of
Puerto Rico.
Centro de Periodismo Investigativo Inc. (CPI) had sued the
Oversight Board to obtain a vast number of documents. The
Oversight Board moved to dismiss CPI's complaints on
sovereign-immunity and other grounds. A divided First Circuit
panel affirmed the decision by the U.S. District Court for the
District of Puerto Rico denying the Oversight Board's motion to
dismiss the complaint.
The Oversight Board argued at the Supreme Court it is a bedrock
principle of federalism that a federal statute does not abrogate
sovereign immunity unless Congress's intent to abrogate is
"unmistakably clear" in the statutory text.
On May 11, 2023, the U.S. Supreme Court ruled: "The statute does
not explicitly strip the Board of immunity. It does not expressly
authorize the bringing of claims against the Board."
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats. The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the son
of former governor Pedro Rossello.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii)
David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's
PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the Title
III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts named U.S. District Judge Laura
Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains the case web site
https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
RACKSPACE TECHNOLOGY: S&P Downgrades ICR to 'CCC+', Outlook Neg.
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Rackspace to
'CCC+' from 'B-' and revised the outlook to negative from stable.
S&P said, "We also lowered our rating on the senior secured debt
facility to 'CCC+'. The recovery rating remains a '3'. We revised
the recovery rating on the company's unsecured debt to '6' from '5'
based on our view that in a simulated default, the unsecured
lenders would recover less than what we previously expected."
The negative outlook reflects the rising risk of distressed
exchange by the company from further EBITDA margin degradation and
free cash flows sustaining negative.
Rackspace's EBITDA margins are pressured from business mix shift
and costs to implement restructuring. Rackspace's gross and EBITDA
margins had new record lows during the first quarter of 2023, with
further declines expected in the second quarter. On a generally
accepted accounting principles (GAAP) basis, gross margins declined
to 22.4% during the first quarter, down about 670 basis points
(bps) year over year. Margins are being pressured by the company's
declining private cloud revenues and the significant mix of
low-margin infrastructure deals within public cloud revenues.
Approximately 37% of total 2022 revenue, or 66% of public cloud
revenue, was related to infrastructure resales. S&P said, "We note
that it may take a few quarters to lower the company's exposure to
this low-margin work, and we model a gradual improvement in gross
margin over the next year. Cost restructuring efforts will
initially weigh on EBITDA margins over the next year before
benefits realize on the income statement. Changes in Rackspace's
business strategies amid a weakening IT spend environment
negatively impact revenue growth for at least the next year. A
significant portion of Rackspace's prior growth strategy came from
low-margin resales of cloud infrastructure so that clients could
purchase Rackspace's value-add services, such as cybersecurity and
elastic engineering. During 2022, the company's public cloud
segment grew 18% to $1.7 billion, but excluding cloud
infrastructure resales growth was 7%. The company has recently
changed its business strategy to have its sales teams lead with
higher-margin public cloud services rather than infrastructure, and
we therefore assume growth rates will slow down. We expect some
initial sales disruptions as the company adjusts to its new segment
operations. The IT spending environment is also exacerbating
pressure on revenue growth as it has weakened in the current
macroenvironment. The company's public cloud revenue growth,
excluding infrastructure deals, slowed to 1% in the first quarter
of 2023. Management mentioned that bookings visibility is limited
as the macroenvironment is volatile and clients are focused on
optimizing their spend. We note that many of Rackspace's services
can support spend optimization, especially within the cloud
environment, but pitching new deals to clients may be challenging
over the near term."
Rackspace faces execution risks while returning private cloud
revenues to growth. Rackspace's private cloud segment, which
represented 44% of 2022 annual revenue, continues to decline in the
high single digits to low-teen percentage range over the past five
quarters. This segment includes the company's managed hosting
services, OpenStack public cloud, and private cloud offerings. S&P
said, "In terms of revenue percentage declines, we believe
OpenStack has faced the biggest drop as the product has not been
actively marketed since 2017 and most clients prefer to operate in
the public clouds of one of the big three venders (Amazon,
Microsoft, and Google). However OpenStack only represented 4% of
total revenue during 2022, which leads us to believe that the
company's other components of private cloud are also declining.
Management implemented a change in segment reporting in January
2023, separating the public cloud segment from private, with new
division leaders in each. There is risk of increased investment
needs to improve the attractiveness of private cloud products.
Liquidity remains sufficient for now, but deteriorating credit
measures limit full revolver access and deplete cash on hand.The
company ended the first quarter of 2023 with $174 million of cash
and the revolver was untapped. Our base case expects about $190
million of availability under its revolver (revolver access is
restricted due to the company's net first lien leverage ratio test)
and free operating cash flow burn of $10 million during 2023. The
company also has sizable finance lease principal payments which
will further pressure cash flow ($84 million and $52 million of
finance lease payments to be paid during 2023 and 2024,
respectively)."
In the first quarter of 2023 the company repurchased $23 million
principal value of senior unsecured notes at a steep discount using
cash on hand. S&P views recurring below par debt repurchases as a
credit risk.
The negative outlook reflects the rising risk of a distressed
exchange by the company from worsening operating conditions over
the next year, leading to further EBITDA margin degradation and
free cash flows sustaining negative.
S&P could lower its ratings if:
-- S&P expects a payment default or a distressed exchange. A
distressed exchange could occur if the company buys back more debt
valued well below par, and we believe that if the company hadn't
done so, there is a realistic possibility of a conventional default
over the near to medium term;
-- Operating conditions worsen or performance is worse than
expected such that S&P expects free operating cash flow will remain
negative or S&P Global Ratings- adjusted debt to EBITDA will
sustain above 10x;
-- S&P believes it is likely the company will default within the
next six to 12 months; or
-- S&P expects a covenant breach.
S&P could revise the outlook to stable if the company stabilizes
its gross and EBITDA margins and is on the path to generating
positive free cash flows.
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 Rackspace's highly leveraged financial risk profile
points to corporate decision-making that prioritizes the interests
of the controlling owners. This also reflects the generally finite
holding periods and a focus on maximizing shareholder returns."
RAW INDULGENCE: Charles Persing Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 2 appointed Charles Persing of
Bederson, LLP as Subchapter V trustee for Raw Indulgence, Inc.
Mr. Persing will be paid an hourly fee of $490 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Persing declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Charles N. Persing
Bederson, LLP
100 Passaic Avenue, Suite 310
Fairfield, NJ 07004
Telephone: (973) 530-9181
Fax: (862) 926-2481
Email: cpersing@bederson.com
About Raw Indulgence
Raw Indulgence, Ltd. is a protein bar manufacturer in Elmsford,
N.Y.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-22350) on May 8, 2023.
In the petition signed by its chief executive officer, Alice
Benedetto, the Debtor disclosed $708,412 in assets and $3,888,567
in liabilities.
Judge Sean H. Lane oversees the case.
Robert L. Rattet, Esq., at Davidoff Hutcher & Citron, LLP is the
Debtor's counsel.
RC HOME SHOWCASE: Taps Van Horn Law Group as Bankruptcy Counsel
---------------------------------------------------------------
RC Home Showcase, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Van Horn Law
Group, P.A. as counsel.
The Debtor requires legal counsel to:
(a) give advice regarding the powers and duties of the Debtor
in the continued management of its business operations;
(b) advise the Debtor regarding 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 papers;
(d) protect the interest of the Debtor in all matters pending
before the court; and
(e) represent the Debtor in negotiation with its creditors in
the preparation of a Chapter 11 plan.
The firm will be paid at hourly rates ranging from $150 to $450. In
addition, the firm will receive reimbursement for expenses
incurred.
The Debtor paid the firm a retainer of $25,200, including the
filing fee of $1,738.
Chad Van Horn, Esq., an attorney at Van Horn Law 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:
Chad T. Van Horn, Esq.
Van Horn Law Group, P.A.
500 N.E. 4th Street, Suite 200
Fort Lauderdale, FL 33301
Tel: (954) 765-3166
Fax: (954) 756-7103
Email: Chad@cvhlawgroup.com
About RC Home Showcase
RC Home Showcase, Inc. is in the glass product manufacturing
business. It designs and manufactures windows, sliding glass
doors, glass railings and curtain wall.
RC Home Showcase sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-19571) on Dec. 15,
2022, with up to $50,000 in assets and up to $10 million in
liabilities. Eusebio Paredes, president of RC Home Showcase, signed
the petition.
Judge Laurel M. Isicoff oversees the case.
Chad Van Horn, Esq., at Van Horn Law Group, P.A., represents the
Debtor as legal counsel.
RELIABLE HOME: Unsecured Creditors to Split $90K over 5 Years
-------------------------------------------------------------
Reliable Home Health Limited, filed with the U.S. Bankruptcy Court
for the Western District of Pennsylvania a Small Business Plan of
Reorganization under Subchapter V dated May 11, 2023.
Debtor is a Pennsylvania Corporation engaged in the provision of
home health care support services. Debtor contracts with health
insurance companies and places employees in home support
environments where they assist individuals in daily tasks.
The Debtor commenced operations in 2019. The business grew rapidly
initially. The COVID 19 pandemic resulted in the debtor having
significant difficulty finding and retaining employees. The
resulting downturn in business led the debtor to incur additional
debt which led directly to the filing of the instant
reorganization.
The Plan proposes to pay administrative and priority claims in full
unless otherwise agreed. The Debtor estimates approximately 34%
will be paid on account of general unsecured claims pursuant to the
Plan.
Class 6 consists of General Unsecured Claims:
* Last Chance Funding (Unsecured Portion of Claim) in the
amount of $210,472.03. A total distribution to unsecured creditors
in the amount of $90,000 is anticipated over a period of 5 years
with annual distributions of $18,000.00 to be made by debtor. If
the priority tax claim of IRS is offset by the ERTC filed by debtor
this pool would increase proportionally up to $324,000 in total
over 5 years to be distributed annually in pro-rata distributions
totaling $64,800.
* Forward Financing in the amount of $86,385.80. Paid pro rata
from the funds designated for the general unsecured pool. A total
distribution to unsecured creditors in the amount of $90,000 is
anticipated over a period of 5 years with annual distributions of
$18,000.00 to be made by debtor. If the priority tax claim of IRS
is offset by the ERTC filed by debtor this pool would increase
proportionally up to $324,000 in total over 5 years to be
distributed annually in pro-rata distributions totaling $64,800.
* Greenbox Capital in the amount of $60,000.00. Paid pro rata
from the funds designated for the general unsecured pool. A total
distribution to unsecured creditors in the amount of $90,000 is
anticipated over a period of 5 years with annual distributions of
$18,000.00 to be made by debtor. If the priority tax claim of IRS
is offset by the ERTC filed by debtor this pool would increase
proportionally up to $324,000 in total over 5 years to be
distributed annually in pro-rata distributions totaling $64,800.
* Pearl Delta Funding, LLC in the amount of $168,026.00. Paid
pro rata from the funds designated for the general unsecured pool.
A total distribution to unsecured creditors in the amount of
$90,000 is anticipated over a period of 5 years with annual
distributions of $18,000.00 to be made by debtor. If the priority
tax claim of IRS is offset by the ERTC filed by debtor this pool
would increase proportionally up to $324,000 in total over 5 years
to be distributed annually in pro-rata distributions totaling
$64,800.
* Rapid Financial Services with no proof of claim filed. Paid
pro rata from the funds designated for the general unsecured pool.
A total distribution to unsecured creditors in the amount of
$90,000 is anticipated over a period of 5 years with annual
distributions of $18,000.00 to be made by debtor. If the priority
tax claim of IRS is offset by the ERTC filed by debtor this pool
would increase proportionally up to $324,000 in total over 5 years
to be distributed annually in pro-rata distributions totaling
$64,800.
* The Phone Works in the amount of $5,160.53. Paid pro rata
from the funds designated for the general unsecured pool. A total
distribution to unsecured creditors in the amount of $90,000 is
anticipated over a period of 5 years with annual distributions of
$18,000.00 to be made by debtor. If the priority tax claim of IRS
is offset by the ERTC filed by debtor this pool would increase
proportionally up to $324,000 in total over 5 years to be
distributed annually in pro-rata distributions totaling $64,800.
* United States Department of Labor (non-wage claim in proof
of claim number 7) in the amount of $104,400. Paid pro rata from
the funds designated for the general unsecured pool. A total
distribution to unsecured creditors in the amount of $90,000 is
anticipated over a period of 5 years with annual distributions of
$18,000.00 to be made by debtor. If the priority tax claim of IRS
is offset by the ERTC filed by debtor this pool would increase
proportionally up to $324,000 in total over 5 years to be
distributed annually in pro-rata distributions totaling $64,800.
Equity interest holder Ali Mohamed shall retain equity interest.
The Debtor's plan of reorganization will be funded from the
debtor's income.
A full-text copy of the Plan of Reorganization dated May 11, 2023
is available at https://bit.ly/431DNFL from PacerMonitor.com at no
charge.
Debtor's Counsel:
Brian C. Thompson
PA ID: 91197
Thompson Law Group, P.C.
125 Warrendale Bayne Road, Suite 200
Warrendale, PA 15086
(724)799-8404 Telephone
(725)799-8409 Facsimile
bthompson@thompsonattorney.com
About Reliable Home Health
Reliable Home Health Limited is a Pennsylvania Corporation engaged
in the provision of home health care support services. It contracts
with health insurance companies and places employees in home
support environments where they assist individuals in daily tasks.
Reliable Home filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Pa. Case No. 22-20352) on March 1, 2022, with up to $500,000 in
assets and up to $1 million in liabilities. Judge Carlota M. Bohm
oversees the case.
The Debtor tapped Brian C. Thompson, Esq., at Thompson Law Group,
PC as bankruptcy counsel; The Law Office of Shawn N. Wright, P.C.
as special counsel; and Maria Stromple, CPA, at Wilke & Associates,
CPAs & Business Advisors as accountant.
ROBBINS SERVICE: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------------
Robbins Service Group, LLC asks the U.S. Bankruptcy Court for the
Western District of North Carolina, Shelby Division, for authority
to use cash collateral to fund the Debtors' postpetition business
operations.
In the operation of its business, the Debtor entered into several
pre-petition arrangements with certain secured creditors who
purport to have security interests in the Debtor's cash.
On July 31, 2020, the Debtor entered into a Loan Agreement, Note,
and Security Agreement related to a Small Business Administration
loan. The amount borrowed was $639,400, and the lender was Aquesta
Bank. The SBA Loan matures in 2030 and requires payments of $6,939
monthly, which constitutes payment of principal and interest. The
interest rate on the loan is the Prime Rate plus 2.25%.
The Security Agreement executed in conjunction with the Loan
Agreement and Note purports to give Aquesta Bank a security
interest in accounts receivable, instruments, chattel paper,
contract rights, and general intangibles, among other collateral.
On July 28, 2020, Aquesta Bank filed its UCC Financing Statement
with the North Carolina Secretary of State, asserting a blanket
lien on all of the Debtor's assets.
Aquesta Bank is a predecessor in interest to United Community Bank
such that UCB is the current holder of the SBA loan.
As of the Petition Date, the Debtor believes the total amount owed
to UCB is $508,314.
The Debtor entered into certain agreements and arrangements with
merchant cash advance lenders—EBF Holdings, LLC, doing business
as Everest Business Funding on Sept. 13, 2022; White Road Capital
LLC, Series: 144665, doing business as GFE Holdings on October 18,
2022; Global Merchant Cash Inc. doing business as Wall Street
Funding on or about May 19, 2022; Kalamata Capital Group, LLC, on
August 19, 2022; and Green Grass Capital on January 26, 2023.
The Debtor believes that, to the extent UCB holds valid, perfected
liens in all of the Debtor's assets, UCB has ample equity cushion.
The Debtor believes that its assets have a value of $1,440,496 as
shown on its balance sheet through March 31, 2023. UCB's debt is
$508,314, therefore, the Debtor believes that UCB has an equity
cushion in excess of $900,000 with respect to any valid lien. The
Debtor also proposes to provide UCB with replacement liens on the
proceeds of the cash collateral in the same priority as UCB's
prepetition security interests to the extent that such interests
are valid.
The same holds true for the MCAs to the extent they hold valid,
perfected liens in the Debtor's accounts, receivables, and/or
future earnings. The Debtor disputes the amounts owed to the MCAs
and anticipates marking such claims as disputed in its schedules of
assets and liabilities to be filed later in the Chapter 11 Case.
Alternatively, should the Debtor determine that such liens are
valid and perfected, the Debtor may move to value the MCAs'
collateral if appropriate. But to the extent that the MCAs hold
valid, perfected liens in the Debtor's accounts, receivables,
and/or future earnings, the Debtor believes the MCAs also have an
appropriate equity cushion. More specifically, the Debtor allegedly
owes Everest roughly $63,843; Kalamata roughly $102,790; Global
Merchant roughly $73,933; and GFE roughly $96,690 for a total of
roughly $337,256.
A copy of the motion is available at https://bit.ly/3OjA4z1 from
PacerMonitor.com.
About Robbins Service Group, LLC
Robbins Service Group, LLC is a North Carolina limited liability
company that operates a landscaping business doing business as
Whispering Pines Landscaping. The Debtor's services generally
include landscape design, installation, and maintenance. The
Debtor's geographic focus is primarily the Lake Norman area.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D.N.C. Case No. 23-40082) on May 15,
2023. In the petition signed by Michael A. Robbins, president/CEO,
the Debtor disclosed up to $10 million in both assets and
liabilities.
Matthew L. Tomsic, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor as legal counsel.
RODAN & FIELDS: S&P Upgrades ICR to 'CCC' on Extended Maturities
----------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S.- based
skin and haircare company Rodan & Fields LLC (R+F) to 'CCC' from
'D'.
S&P said, "We assigned our 'B-' issue-level rating to the $136.5
million super priority second-out term loan due May 31, 2027, with
a '1' recovery rating, indicating our expectations for very high
recovery (90%-100%, rounded estimate 95%) for lenders in the event
of a payment default. At the same time, we assigned our 'CCC'
issue-level rating to the $413.1 million super priority third-out
term loan due May 31, 2027, with a '4' recovery rating, indicating
our expectations for meaningful recovery (50%-70%, rounded estimate
40%) for lenders in the event of a payment default.
"The negative outlook reflects the potential for a lower rating if
R+F cannot improve its operating performance and we believe a
default is inevitable within six months."
R+F completed a recapitalization through a series of transactions
including extending maturities to 2027, and a higher-priority
security position for a portion of the exchanged term loans of
participating term-loan lenders contributing new money.
S&P said, "We believe R+F's capital structure remains unsustainable
and envision default scenarios in the next 12 months given its weak
liquidity.
"Pro forma for the transaction, we estimate S&P Global
Ratings-adjusted leverage near 6x and EBITDA interest coverage near
1.4x. We believe R+F's capital structure remains unsustainable
given the high debt service cost, with interest coverage in the
low-1x area and negative FOCF generation. We estimate pro forma
debt service cost of about $75 million, including interest expense
of about $70 million and annual amortization of $5.5 million. We
forecast the company will not generate positive FOCF in 2023 and
will continue to deplete cash balances. The company now has about
$45 million of liquidity, including about $27 million in cash and
$19 million revolver availability at close, which we expect will
support its operations and meet its obligations over the near term.
The credit agreement has a minimum liquidity and EBITDA covenant
set at $25 million tested monthly, commencing December 2023 through
June 2024, and increasing to $30 million thereafter. The minimum
EBITDA covenant is set at $65 million tested quarterly, commencing
December 2023. We expect the company to remain in compliance with
its financial covenants, but its cushion could tighten if demand
continues to fall short of expectations."
S&P views R+F's recently closed transaction as a distressed
exchange and default on its entire capital structure.
R+F recently completed a debt recapitalization. Participating
lenders agreed to extend the maturities of its revolving credit
facility to May 1, 2027, from 2023 and its term loan to May 31,
2027, from 2025 in exchange for a security position ahead of
nonconsenting lenders. The exchanged term loans and new revolver
received a super priority and additional collateral, including 100%
of the equity of foreign subsidiaries, the intellectual property
associated with new products or assets, and the company's portion
of non-wholly owned joint ventures and subsidiaries. The new $50
million revolver has a first-out super priority with $31 million
drawn at close. The $136.5 million super priority second-out term
loan comprises $30 million of new money and $105 million of
exchanged holdings from the ad hoc group. The $413.1 million
third-out extended term loan includes the remaining holdings from
the ad hoc group, rolled holdings from the non-ad hoc group but
consenting lenders, and $50 million rolled from the revolver.
Existing lenders representing $2.4 million did not consent. S&P
considered these transactions to be a default because nonconsenting
lenders are disadvantaged and will receive less than originally
promised either through agreeing to have its debt purchased at a
discount or via its shift to a lower-priority security position.
S&P believes industry headwinds will continue in 2023 and R+F's
ability to return to revenue growth is uncertain.
The company's top line and profit have declined significantly over
the last four years, attributable to declining consultants and
customer base. This is also due to increased competition in the
skincare category from digital upstarts and increased investments
from industry giants such as Estee Lauder and L'Oreal. S&P said,
"We expect the competitive environment will continue to pressure
the company's top line and profit in 2023. The company has launched
a turnaround plan to stabilize the core multi-level marketing
business, add new customers, and expand to product category
adjacencies. Despite its focus on these transformation efforts and
cost reduction initiatives, we have not yet seen the benefits turn
the business around. We believe the company's path to stabilization
is still in its early phases and headwinds in the multilevel
marketing industry will continue in 2023."
The negative outlook reflects the potential for a lower rating if
R+F cannot improve its operating performance and S&P believes a
default is inevitable within six months.
S&P could lower its ratings if:
-- R+F cannot slow the rate of revenue and EBITDA decline, leading
to continued performance shortfall and higher cash burn;
-- Its liquidity position deteriorates further, resulting in
reliance on its revolver and a potential covenant compliance
breach; or
-- S&P believes there is a heightened risk of default within the
next six months.
S&P could take a positive rating action if:
-- S&P believes a default is less likely in the next 12 months;
-- R+F turns around its declining business and stabilizes its
revenue, EBITDA, and consultant and customer base, leading to
positive FOCF generation;
-- There is sufficient forecasted covenant cushion; and
-- EBITDA interest coverage exceeds 1.5x.
ESG credit indicators: E-2, S-2, G-3
S&P said, "We lowered the governance credit indicator to G-3 from
G-2. Governance factors now have a moderately negative
consideration in our rating analysis of R+F due to TPG Capital
L.P.'s majority ownership in the company. Our assessment of the
company's financial risk profile as highly leveraged reflects
corporate decision-making that prioritizes the interests of the
controlling owners, in line with our view of the majority of rated
entities owned by private-equity sponsors. Our assessment also
reflects their generally finite holding periods and a focus on
maximizing shareholder returns."
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Governance structure
S O D HOLDINGS: Richard Preston Cook Named Subchapter V Trustee
---------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina appointed Richard Preston Cook as Subchapter V trustee for
S O D Holdings, LLC.
About S O D Holdings
S O D Holdings, LLC filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 23-01274) on May
8, 2023. At the time of filing, the Debtor disclosed $1,000,001 to
$10 million in both assets and liabilities.
Judge David M. Warren oversees the case.
The Debtor is represented by J.M. Cook, Esq., at J.M. Cook, P.A.
SENTINEL INTELLIGENCE: Frederic Schwieg Named Subchapter V Trustee
------------------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Frederic Schwieg,
Esq., as Subchapter V trustee for Sentinel Intelligence Group,
LLC.
Mr. Schwieg will be paid an hourly fee of $300 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Schwieg declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Frederic P. Schwieg, Esq.
19885 Detroit Rd. #239
Rocky River, OH 44116-1815
Phone: (440) 499-4506
Email: fschwieg@schwieglaw.com
About Sentinel Intelligence
Sentinel Intelligence Group, LLC, a company in Akron, Ohio, filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. N.D. Ohio Case No. 23-50625) on May 4, 2023, with
$1,500,000 in assets and $1,484,806 in liabilities. Michael B.
Humphrey, Sr., member of Sentinel Intelligence Group, signed the
petition.
Judge Alan M. Koschik oversees the case.
Peter G. Tsarnas, Esq., at Gertz & Rosen, Ltd. is the Debtor's
legal counsel.
SERTA SIMMONS: Lender Group Blasts Chapter 11 Plan
--------------------------------------------------
A group of lenders in litigation with Serta Simmons over a 2020
refinancing deal Thursday, May 11, 2023, told a Texas bankruptcy
judge the mattress maker can't insert indemnification of the other
participants in the refinancing into its proposed Chapter 11 plan.
"A chapter 11 plan can be confirmed only if it complies with (a)
all applicable provisions of the Bankruptcy Code and (b) the
absolute priority rule with respect to any class of claims or
interests that has rejected the plan. The Debtors’ Plan fails on
both counts and accordingly cannot be confirmed," the ad hoc group
(the "First Lien AHG") of certain unaffiliated holders that
collectively beneficially own more than $690 million of the first
lien term loans outstanding under the First Lien Term Loan
Agreement, dated as of November 8, 2016, said in court filings.
According to the First Lien AHG, the Plan requires the Court to
deem the Favored Lender Indemnity Claims to be an executory
contract assumed pursuant to section 365 of the Bankruptcy Code
when, in reality, the Favored Lender Indemnity Claims are
unclassified contingent "reimbursement or contribution" claims
against the Debtors under an integrated credit agreement -- the PTL
Credit Agreement -- and thus cannot be assumed, must be disallowed
or subordinated under sections 502(e)(1)(B) and 509(c) of the
Bankruptcy Code, and cannot receive any recovery under the Plan.
The group adds that the Plan violates the absolute priority rule by
making a distribution of over $1.5 million on account of
Intermediate Equity Interests, which benefits the Debtors' equity
sponsor and minority equity holders.
Co-Counsel to the Ad Hoc Group of First Lien Lenders:
PORTER HEDGES LLP
John F. Higgins
M. Shane Johnson
Megan N. Young-John
1000 Main Street, 36th Floor
Houston, Texas 77002
Tel: (713) 226-6000
Fax: (713) 228-1331
Email: jhiggins@porterhedges.com
sjohnson@porterhedges.com
myoung-john@porterhedges.com
– and –
Brian S. Hermann
Kenneth S. Ziman
Michael J. Colarossi
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
1285 Avenue of the Americas
New York, NY 10019
Tel: (212) 373-3000
Fax: (212) 757-3990
Email: bhermann@paulweiss.com
kziman@paulweiss.com
mcolarossi@paulweiss.com
About Serta Simmons Bedding
Serta Simmons Bedding, together with its non-debtor affiliates, are
manufacturers and marketers of bedding products in North America,
operating various bedding manufacturing facilities across the
United States and Canada.
Serta Simmons Bedding, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90020) on Jan. 23, 2023. The petitions were signed by John
Linker, chief financial officer, treasurer and assistant secretary.
At the time of filing, the Debtors estimated $1 billion to $10
billion in both assets and liabilities.
Serta Simmons tapped Weil, Gotshal & Manges as counsel, Evercore
Group, LLC, as its investment banker, and FTI Consulting, Inc., as
its financial advisor. Epiq Corporate Restructuring, LLC, is the
claims and noticing agent. Pricewaterhousecoopers LLP is the tax
services advisor.
SMITH & SONS: Hires James W. Spivey II as Bankruptcy Counsel
------------------------------------------------------------
Smith & Sons Trucking, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Louisiana to employ James W.
Spivey II, A Professional Law Corporation, as counsel.
The firm will provide legal advice to the Debtor with respect to
its powers and duties as debtor-in-possession in the management of
the Debtor's property and to perform all legal services for the
debtor-in-possession which may be necessary herein.
The firm will be paid a flat fee of $10,000.
The firm received from the Debtor $1,738 as filing fee.
James W. Spivey II, Esq., a partner at James W. Spivey II, A
Professional Law Corporation, disclosed in a court filing that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
James W. Spivey II, Esq.
James W. Spivey II,
A Professional Law Corporation
1515 North 7th Street
West Monroe, LA 71291
Tel: (318) 387-3666
About Smith & Sons Trucking
Smith & Sons Trucking, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. W.D. La. Case No. 23-30467) on April 25, 2023. The Debtor
hires James W. Spivey II, A Professional Law Corporation, as
counsel.
SNINFOTECH CORP: Virginia Burdette Named Subchapter V Trustee
-------------------------------------------------------------
The Acting U.S. Trustee for Region 18 appointed Virginia Burdette
as Subchapter V trustee for SNinfotech Corp.
Ms. Burdette will be paid an hourly fee of $330 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Burdette declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Virginia A. Burdette
P.O. Box 16600
Seattle, WA 98116
Phone: 206-441-0203
Email: vab@andrewsburdette.com
About SNinfotech Corp.
SNinfotech Corp. filed a Chapter 11 petition (Bankr. D. Ore. Case
No. 23-31035) on May 8, 2023, with $500,001 to $1 million in both
assets and liabilities. Judge Teresa H. Pearson oversees the case.
The Debtor is represented by Ted A. Troutman, Esq.
STAGE LIGHTING: Seeks Cash Collateral Access
--------------------------------------------
Stage Lighting Store, LLC asks the U.S. Bankruptcy Court for the
Middle District of Florida, Jacksonville Division, for authority to
use cash collateral nunc pro tunc to the commencement of the case.
The Debtor operates five Vystar business accounts (3 checking and 2
savings) and one Chase business account. The Debtor generates cash
on a point-of-sale basis. Revenues and receivables are constantly
being deposited in the Debtor's operating accounts.
To ensure monies would not be offset by Vystar upon filing, the
Debtor has on hand $24,000 in cash. The Debtor has $2,261 in its
Chase account and $571 spread across its Vystar accounts.
The Debtor believes Fox Capital Group Inc. may allege an interest
in cash collateral as it has levied on the Debtor's bank account.
The collateral securing payment to Fox has a value of around
$26,832.
The Debtor will keep throughout the case all insurance necessary
and appropriate to protect the collateral which is required in the
ordinary course of the Debtor's business.
A copy of the motion is available at https://bit.ly/3pFnaBl from
PacerMonitor.com.
About Stage Lighting Store, LLC
Stage Lighting Store, LLC is a stage lighting equipment supplier
for school play, professional production, event venue, and church
service needs.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-01061) on May 11,
2023. In the petition signed by Russell Behrens, owner, the Debtor
disclosed $226,028 in assets and $1,395,986 in liabilities.
Donald M. DuFresne, Esq., at Parker & Dufresne, P.A., represents
the Debtor as legal counsel.
TEHUM CARE: Taps Baker & Hostetler as Special Cyber Counsel
-----------------------------------------------------------
Tehum Care Services, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Baker &
Hostetler, LLP as special cyber counsel.
The firm will provide these services:
a. provide the Debtor with digital risk advisory, cybersecurity,
and healthcare privacy and compliance services;
b. provide legal services related to incident investigation,
data recovery, review and analysis, stakeholder messaging, legal
and regulatory analysis, preparing, mailing, and submitting all
required individual and regulatory notifications; and
c. respond to all inquiries by regulators, e.g., an inquiry by
the Department of Health and Human Services Office of Civil Rights
arising under HIPAA.
The firm will be paid at these rates:
Kimberly Gordy, Partner $895 per hour
Ryan M. Christian, Sr., Counsel $895 per hour
Ferve Khan, Counsel $895 per hour
Ryan Christian, Esq., a partner at Baker & Hostetler, 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.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Baker &
Hostetler disclosed the following:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Not applicable.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: The firm has provided a good faith estimate of its
expected fees and expenses during the course of this Chapter 11
case, along with the staffing plan outlined in its employment
application. The Debtor incorporated such good faith estimates into
an approved budget to be filed in relation to the Debtor's DIP
financing.
The firm can be reached at:
Ryan Christian, Esq.
Baker & Hostetler LLP
1170 Peachtree Street Suite 2400
Atlanta, GA 30309
Tel: (404) 459-0050
Fax: (404) 459-5734
Email: rchristian@bakerlaw.com
About Tehum Care Services
Tehum Care Services Inc., doing business as Corizon Health Services
Inc., is a privately held prison healthcare contractor in the
United States. It is based in Brentwood, Tenn.
Tehum Care Services filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Texas Case No. 23-90086) on Feb.
13, 2023. In the petition filed by Russell A. Perry, as chief
restructuring officer, the Debtor reported assets between $1
million and $10 million and liabilities between $10 million and $50
million.
Judge Christopher M. Lopez oversees the case.
The Debtor tapped Gray Reed & McGraw, LLP as bankruptcy counsel;
Bradley Arant Boult Cummings, LLP as special litigation counsel;
Baker & Hostetler, LLP as special cyber counsel; and Ankura
Consulting Group, LLC as financial advisor. Russell A. Perry,
senior managing director at Ankura, serves as the Debtor's chief
restructuring officer. Kurtzman Carson Consultants, LLC is the
claims, noticing and solicitation agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee is represented by Stinson, LLP.
TMK HAWK: New Mountain Marks $15.7M Loan at 34% Off
---------------------------------------------------
New Mountain Finance Corporation has marked its $15,772,000 loan
extended to TMK Hawk Parent Corp to market at $10,453,000 or 66% of
the outstanding amount, as of March 31, 2023, according to a
disclosure contained in New Mountain's Form 10-Q for the Quarterly
Period ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a First lien Loan to TMK Hawk
Parent, Corp. The loan accrues interest at a rate of 8.46%
(L(Q)+3.5%)) per annum. The loan matures in August 2024.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
TMK Hawk Parent Corp. is the holding company of TriMark USA, LLC, a
foodservice equipment and supplies distributor.
TMK HAWK: New Mountain Marks $16.3M Loan at 34% Off
---------------------------------------------------
New Mountain Finance Corporation has marked its $16,353,000 loan
extended to TMK Hawk Parent Corp to market at $10,840,000 or 66% of
the outstanding amount, as of March 31, 2023, according to a
disclosure contained in New Mountain's Form 10-Q for the Quarterly
Period ended March 31, 2023, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a First lien Loan to TMK Hawk
Parent, Corp. The loan accrues interest at a rate of 8.46%
(L(Q)+3.5%)) per annum. The loan matures in August 2024.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
TMK Hawk Parent Corp. is the holding company of TriMark USA, LLC, a
foodservice equipment and supplies distributor.
VECTRA CO: New Mountain Marks $10.7M Loan at 29% Off
----------------------------------------------------
New Mountain Finance Corporation has marked its $10,788,000 loan
extended to Vectra Co. to market at $7,647,000 or 71% of the
outstanding amount, as of March 31, 2022, according to a disclosure
contained in New Mountain's Form 10-Q for the Quarterly Period
ended March 31, 2022, filed with the Securities and Exchange
Commission on May 8, 2023.
New Mountain is a participant in a Second Lien Loan to Vectra Co.
The loan accrues interest at a rate of 12.09% (L(M+7.25%) per
annum. The loan matures in March 2026.
New Mountain is a Delaware corporation that was originally
incorporated on June 29, 2010 and completed its initial public
offering on May 19, 2011. New Mountain is a closed-end,
non-diversified management Investment Company that has elected to
be regulated as a business development company under the Investment
Company Act of 1940, as amended. New Mountain Finance Advisers BDC,
L.L.C., its Investment Adviser, is a wholly owned subsidiary of New
Mountain Capital Group, L.P. New Mountain Capital is a firm with a
track record of investing in the middle market. New Mountain
Capital focuses on investing in defensive growth companies across
its private equity, credit and net lease investment strategies.
Vectra Co. operates as a technology-driven diversified industrial
company serving automotive systems, aerospace, industrial and
renewable energy.
VIVO TECHNOLOGIES: Edward Burr Jr. Named Subchapter V Trustee
-------------------------------------------------------------
The U.S. Trustee for Region 14 appointed Edward Burr, Jr. of MAC
Restructuring Advisors, LLC as Subchapter V trustee for Vivo
Technologies, LLC.
Mr. Burr will be paid an hourly fee of $425 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Burr declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Edward M. Burr, Jr.
MAC Restructuring Advisors, LLC
10191 E Shangri LA Rd.
Scottsdale, AZ 85260
Phone: 602-418-2906
Email: Ted@MacRestructuring.com
About Vivo Technologies
Vivo Technologies, LLC is a modern and holistic unified
communications and collaboration (UCC) solutions provider. Based
in Chandler, Ariz., Vivo has evolved the process for designing,
deploying, and supporting UCC solutions.
Vivo Technologies filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. D. Ariz. Case No. 23-02964) on May
5, 2023, with $1 million to $10 million in both assets and
liabilities. Spencer Jones, manager, signed the petition.
Judge Daniel P. Collins oversees the case.
M. Preston Gardner, Esq., at Davis Miles McGuire Gardner, PLLC is
the Debtor's counsel.
WILLOWS AT THE LAKES: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Willows at the Lakes - Townhomes, LLC
5959 Topanga Canyon Blvd
Suite 375
Woodland Hills, CA 91367
Business Description: Willows at the Lakes - Townhomes, LLC
Chapter 11 Petition Date: May 16, 2023
Court: United States Bankruptcy Court
Western District of Tennessee
Case No.: 23-22385
Judge: Hon. M. Ruthie Hagan
Debtor's Counsel: Craig M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Tel: 601-427-0048
- and -
Jerome C. Payne, Esq.
PAYNE LAW FIRM
3525 Ridge Meadow Parkway
Suite 100
Memphis, TN 38115
Tel: 901-794-0884
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Yehuda Netanel as managing member of The
Lake District Holdings, LLC.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/BWIOKIY/Willows_at_the_Lakes_-_Townhomes__tnwbke-23-22385__0001.0.pdf?mcid=tGE4TAMA
WYNDHAM HOTELS: Fitch Gives FirstTime 'BB+' Rating, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned first-time ratings to Wyndham Hotels &
Resorts Inc. (NYSE: WH) including a Long-Term Issuer Default Rating
(IDR) of 'BB+'. Fitch has assigned issue level ratings to WH's
senior secured debt of 'BBB-'/'RR1' and senior unsecured debt of
'BB+'/RR4. The Rating Outlook is Stable.
The rating reflects Fitch's expectations that EBITDAR leverage will
remain in the 4x range throughout the forecast period.
WH's asset-light operating model, which is primarily focused in the
select-service space, had demonstrated strong results through the
cycle. The flexible cost structure of the recurring fee-based
income produces attractive margins and experiences less cash flow
volatility during economic downturns.
Fitch expects future growth to be driven by high margins amidst
operating model simplification and net rooms growth. WH's extensive
development pipeline requires minimal capital expenditures on its
behalf. However, owner financing is an important consideration in
assessing future net room growth given the current volatility in
the financing environment.
KEY RATING DRIVERS
Solid Business Model: WH's asset-light business model allows it to
capture attractive operating margins with minimal capital
investment. During 2022 the company sold its last two owned assets
and exited the select-service management business, while preserving
the underlying franchise agreement in place. This simplified WH's
business model, which remains focused on the high margin franchise
segment.
Wyndham delivers strong operating margins compared to its C-Corp
and REIT peers. Margin improvement has been largely driven by the
implementation of cost-saving initiatives introduced during the
pandemic such as technology investment, cleaning protocols and
employee restructuring and facility closures. Fitch expects this
margin to remain consistent through the forecast period despite
inflationary pressures due to the growth in the asset-light
business structure as well the exit from the low margin select
service management business.
Leverage and Maturities Well-Positioned: Fitch expects EBITDAR
leverage to remain around 4x through the forecast period. The
company's commitment to maintaining net leverage within the 3x-4x
range through financial discipline is reflected in the strong
balance sheet. The leverage trajectory is supported by the
strengthening EBITDA due to future net rooms growth as well as
modest RevPAR growth. Although the U.S. locations have returned and
surpassed pre-pandemic levels, headroom for recovery still remains
in international regions.
Fitch assumes in its rating case that the 2025 Term Loan B is
partially refinanced, effectively laddering WH's maturities. Fitch
expects the remainder of the 2025 Term Loan B will be refinanced in
the near term with additional secured debt. The ability to extend
maturities with favorable pricing supports WH's access to capital.
Global Diversified Portfolio: WH continues to capture scale and
growing diversification across its 24 brand offerings,
predominately within the economy and midscale segments. The
company's strategy includes growing offerings in the upscale and
extended stay space including its most recent acquisition of the
Vienna House in September 2022 and introduction of Echo Suites. As
of 1Q'23, the overall portfolio consists of approximately 845,000
rooms across 95 countries with the largest room size in the U.S.
followed by Asia Pacific. Fitch expects net room growth of 2%-4.5%
through the forecast, which supports the company's strategy for
retention, conversion, and new product growth globally. The Wyndham
Rewards loyalty program had approximately 101 million members as of
1Q'23.
Pipeline Supports Market Position: WH is the largest franchisor by
hotels worldwide, supported by an extensive development pipeline of
226,000 rooms, representing 27% of the current portfolio as of
1Q'23. 57% of the pipeline is composed of international rooms
across 60 countries including 11 countries without a pre-existing
presence. Midscale and above tiers represent 72% of the pipeline,
which highlights WH's focus on diversifying across high margin
franchise segments.
Fitch expects the recent launch of extended-stay brand, Echo
Suites, contribute significantly to WH's growth beginning in 2024.
As of 1Q'23, 205 contracts have been executed, and it is estimated
to reach 300 domestic hotels by 2032. WH is positioned well to take
advantage of the limited penetration in the extended-stay space.
Echo was the fastest growing new construction brand in the hotel
industry as of Dec. 31, 2022.
Ownership financing was another consideration since the volatile
financing environment may make future openings more difficult.
Fitch has conservatively assumed net rooms growth to account for
subdued openings in the forecast period due to macroeconomic
concerns.
Strong Cash Flow Generation: Fitch expects strong cash flow
generation through the forecast driven by the low operating cost
model and growth of WH's managed and franchised segments. Fitch
assumes most of this excess cash flow to be returned to
shareholders in the form of common dividends and share repurchases.
This reflects the relative attractiveness of large shareholder
return relative to lack of accretive deals within the current
market. Fitch assumes annual dividend payout to be in the mid-30%
range, consistent with the company's target. The bulk of excess
cash flow will be allocated to share repurchases, reflecting
roughly 75% of FCF prior to dividends paid. This will represent a
large shareholder return over the forecast period.
Cyclical Cash Flow Profile: The cyclical nature of the hotel
industry is a credit concern. Hotels re-price their inventory daily
and, therefore, have the shortest lease terms and least stable cash
flows within commercial real estate. Economic cycles, as well as
exogenous events (i.e. acts of terrorism, pandemics), have
historically caused material declines in revenues and profitability
for hotels. Fitch views favorably WH's focus on the low-cost
leisure given its limited exposure to business and group travel,
which is more vulnerable in a recession. This is consistent with
WH's recent performance during the pandemic as compared to other
price points. The offset is the ability of new supply to come
quickly into this segment given the low capital cost, real estate
availability and strong demand.
DERIVATION SUMMARY
The rating reflects WH's diversification across brands, geographies
and offerings relative to peers. Its system size of 844,800,
development pipeline of 219,000 and loyalty program of 101 million
members trails behind industry leaders Hilton (NR) and Marriott
(NR). These industry leaders have system sizes of over 1 million,
development pipelines roughly double that of WH and loyalty rewards
programs with 150+ million members. However, WH tracks ahead of
Hyatt with nearly double total room count and just under twice the
pipeline size. WH is predominately exposed to lower chain scales
while Hilton and Marriott offer brands across the entire chain
scale and Hyatt focuses on high end offerings.
WH is smaller in terms of top line revenue as compared to its
C-Corp and REIT peers, but it takes the lead in strong operating
EBITDAR margins at 76%. The asset light business structure is 100%
franchised upon the disposal of their last owned asset during 2022,
as compared to C-Corp peers Hyatt, Hilton, Marriott which are
roughly 96%, 98% and 98% managed and franchised by room count
respectively. The focus on franchise revenue streams in the
select-service space specifically allows for lower operating costs
and lower volatility in future cash flow.
WH's stated financial policy of 3x-4x net leverage is wider in
range relative to Marriott (3x-3.5x gross leverage), Hilton
(3x-3.5x net leverage) and Hyatt (3x-3.5x net leverage). WH is
currently running at the low end of their stated range, however
similar to its peer Hilton expects to use strong cash flows for the
purposes of capital return in lieu of accretive deals.
Historically, Hilton has used capital return as a means to manage
leverage.
KEY ASSUMPTIONS
- RevPAR declines in 2024, stabilized thereafter;
- EBITDA margins at roughly 72%-73% through forecast period (with
EBITDA adjustments for cost reimbursements and marketing,
reservation and loyalty line items);
- Low net rooms growth in 2023 and 2024, return to levels of 4% in
2025 and 4.5% in 2026;
- Capex at 5% of revenues through forecast period;
- Dividend Payout of 34% in 2023 and 2024, 35% thereafter;
- Share Repurchases 55% of CFO-Capex in 2023 and 2024 and 60%
thereafter.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Fitch expectations of EBITDAR Leverage sustaining below 3.25x;
- Sustained EBITDAR margin strength;
- Company stated leverage policy tightened and exhibit clear
commitment;
- Demonstrate lower cash flow volatility through the cycle relative
to peers;
- Enhanced scale and portfolio diversification in terms of
geography as well as segment offerings.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Fitch expectations of EBITDAR Leverage sustaining above 4.25x,
potentially through a change in the company's long-term financial
policies;
- A deterioration in WH's brand and franchise strength resulting in
below average performance, loss of management contracts, and/or
system room loss;
- Weakening of operating EBITDAR margins due to unsustainable cost
structure initiatives;
- Material reduction in liquidity challenging refinancing
capabilities leading to higher cost of debt or increased reliance
on secured borrowings.
LIQUIDITY AND DEBT STRUCTURE
Ample Liquidity, Well-laddered Maturities: As of March 31,2023, WH
had approximately $150 million in cash on hand and full
availability on its $750 revolving credit facility (net of $9
million in letters of credit outstanding). WH is well positioned
from a liquidity standpoint with strong FCF expected from its
recurring fee based operating model, which requires minimal capital
expenditure requirement and a flexible cost structure.
Upon the proposed refinancing $393 million will remain on the
existing Term Loan B with a maturity of May 30, 2025 with the
remaining $750 million extended Term Loan B maturing in 2030. Fitch
expects the remainder of the existing Term Loan B will be
refinanced in 2023 with secured debt. After the 2025 notes are
refinanced, the next maturity is in 2027.
ISSUER PROFILE
WH is the world's largest hotel franchising company by number of
hotels, with approximately 9,100 affiliated hotels across 95
countries. WH's network of over 845,000 rooms commands a leading
presence in the economy and midscale segments of the lodging
industry.
SUMMARY OF FINANCIAL ADJUSTMENTS
EBITDA adjustments for cost reimbursements and marketing,
reservation and loyalty line items.
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
----------- ------ --------
Wyndham Hotels &
Resorts Inc. LT IDR BB+ New Rating
senior secured LT BBB- New Rating RR1
senior
unsecured LT BB+ New Rating RR4
senior secured LT BBB- New Rating RR1
XPO INC: Fitch Affirms LongTerm IDR at 'BB+', Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed XPO, Inc's Long-Term (LT) Issuer Default
Rating (IDR) of 'BB+', the ABL facility at 'BBB-'/'RR1', senior
secured term loan at 'BBB-'/'RR2' and senior unsecured notes at
'BB+'/'RR4'. Fitch's affirmation on the senior secured ratings
incorporates the proposed amended and extended $700 million term
loan. Fitch has also assigned XPO CNW, Inc. a LT IDR of 'BB+'. XPO
CNW, Inc. is a wholly-owned subsidiary of XPO, Inc., collectively
XPO. The Rating Outlook is Stable.
KEY RATING DRIVERS
New Term Loan Rated 'BBB-'/'RR2': XPO plans to amend and extend
senior secured term loan borrowings with a $700 million senior
secured term loan maturing in 2028. The transaction partly replaces
the existing $2.0 billion term loan and Fitch believes the
remaining portion of the existing term loan will also be refinanced
or repaid. As a result, Fitch expects the transaction to be
effectively leverage neutral. EBITDA leverage and EBITDAR leverage
were 3.0x and 2.8x, respectively at YE 2022.
Rating Considerations: XPO's ratings reflect its top-four market
position within the less-than-truckload (LTL) industry,
returns-based investments in network and fleet capacity,
efficiency-enhancing productivity and technology initiatives, and
recent gross debt repayment with financial policies and capital
allocation plans targeting net leverage 1x-2x. Fitch's rating case
forecasts EBITDAR and EBITDA leverage to trend toward the mid-2.0x
and low-2.0x by 2025-2026 as the company pays down debt and
realizes benefits from its operational improvement initiatives.
The strengths are weighed against execution risks associated with
realizing these initiatives to enhance profitability and cash flow.
While Fitch does not currently assume an exit, the divestiture of
XPO's European operations, which generated around $165 million of
adjusted EBITDA, is another opportunity to deleverage.
Operating Initiatives Support Improving FCF: XPO has significant
operating improvement plans underway that would support higher
profitability and cash flow, as well as accommodate investment and
deleveraging goals. Execution in line with management's
expectations would be an upside to Fitch's current forecast, which
considers some temperance with driving the improvement in volume,
yields and cost structure. Fitch currently assumes revenue growth
in the low-to-mid single digits and Fitch-calculated EBITDA margins
improving to 13% over the next few years, up from 11% in 2022,
which is on an XPO standalone basis.
Leverage Improving to Mid/Low-2x: Fitch expects debt/EBITDA and
adjusted debt/EBITDAR to range in the high 2.0x to 3.0x in 2023
before declining to the low-2.0x and mid-2.0x, respectively, over
the subsequent two years. Fitch's rating case projects annual CFO
to be in the $700 million-$800 million range with capital
allocation prioritizing annual investments of $500 million-$550
million followed by debt repayment. Further a divestiture of the
European Transport business could accelerate deleveraging ahead of
Fitch's expectations.
Established Market Position: XPO is a top four LTL operator by
revenue in North America and its established network supports its
market position and creates some barriers to entry. The LTL market
is fairly consolidated with the top five operators making up
roughly 50% of the market. Fitch believes this, as well as its
incremental operational complexities, supports pricing rationality,
which is relatively stronger than truckload markets. Competition is
also based on service levels, which is an area XPO plans to
continue to improve upon. While XPO's European transport platform
holds regional leadership positions, that market is fragmented and
relatively less profitable.
LTL Cyclical Yet Resilient: The trucking industry is cyclical,
reflecting the high exposure to industrial and consumer markets
that can weigh on volumes and yields. Through the most recent
business cycles, industry volumes have been the most affected while
yields, excluding fuel, were relatively steady. Fitch believes this
reflects the industry's focus on profitability through the cycle.
Pricing stability through business cycles is also supported by the
contracted nature of XPO and other operators, though tenors
typically only last for one year. Fitch expects the profitability
of the LTL industry to be relatively resilient through business
cycles due to its comparative rationality and vital nature of the
service to the economy's supply chains.
Exit from Brokerage Focuses Business Profile: Fitch views the
increasing proportion of LTL operations as a credit positive,
particularly as XPO exits its freight brokerage operations. Fitch
believes the increasingly streamlined nature of XPO focuses
operational and capital deployment decisions, particularly given
its large and more asset-intensive network. Freight brokerage is
highly competitive, with limited differentiation between brokerage
platforms and low switching costs necessitating different
operational and capital deployment priorities. Fitch does not
expect meaningful strategic dis-synergies from separating the LTL
and brokerage business due to XPO's practice of managing the
relationships on an arm's-length basis.
Weaker Demand Environment is Manageable: Freight market conditions
deteriorated in 2022, most noticeably in the second half of the
year, and Fitch expects weakness to broadly continue in 2023. XPO's
recent business wins with national accounts have supported volumes,
and pricing trends continued to be positive in Q4 2022. Fitch
assumes flat growth and modest margin contraction in 2023, largely
reflecting the weaker operating environment, which is moderated by
new business wins and progress in operating efficiency
initiatives.
DERIVATION SUMMARY
XPO is comparable to other transportation companies such as The
Brink's Company (BB+/Negative), Stericycle (BB/Stable), and TFI
International (NR). Brink's and Stericycle are expected to benefit
from a relatively high level of demand stability associated with
their end markets. TFI is similar to XPO as a trucking and
logistics company and carries much of the same business model
risks.
Brink's and TFI have an acquisitive nature that largely drives
their leverage profiles while Stericycle has been focused on
operational improvements over the last few years. Brink's
debt/EBITDA is expected to remain at or above 4.0x over the next
few years, which is a result of its acquisitive nature as well as
shareholder returns. SRCL's debt/EBITDA is relatively low, in the
low-to-mid 3.0x range, though its cash flow profile remains at risk
from operational challenges. TFI's leverage has historically been
managed to the mid-1x to low 2.0x range.
XPO, Inc and its subsidiary, XPO CNW, Inc., are rated on a
consolidated basis given the lack of legal separation as upstream
guarantees are in place, and the full control that XPO, Inc.
exercises over XPO CNW, Inc. given its operational and strategic
significance. In addition, Fitch has updated the issuing entity of
the 6.70% senior unsecured debentures due 2034 to XPO CNW, Inc.
from XPO, Inc. The debt correction has had no effect upon the 2034
debentures.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
- Revenue growth is flat in 2023, reflecting softer economic
conditions. Growth remains in the low-to-mid single digits
thereafter with some success in XPO's growth initiatives;
- EBITDA margin is modestly lower in 2023 at 11% due to softer rate
and volume conditions. Profitability trends towards 13% over the
next few years as a result of moderate success in growth and cost
optimization plans;
- Capital intensity remains around 6%-7% through the forecast due
to terminal and fleet investment;
- XPO remains committed to deleveraging and after organic
investment, debt repayment is the primary focus of cash flow over
the next few years.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Solid execution on XPO's LTL 2.0 growth and margin expansion
targets supporting stronger CFO-Capex/Debt, above the mid-single
digits;
- Adherence to a capital allocation plan that reduces gross debt
and retains financial flexibility;
- Financial policies remain supportive of mid-cycle EBITDAR
Leverage and EBITDA Leverage sustained below 2.5x and 2.0x,
respectively;
- Transition to a less encumbered capital structure.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- A less conservative financial policy that leads to EBITDAR
Leverage and EBITDA Leverage sustained above 3.0x and 2.5x,
respectively;
- A deviation from capital allocation plans, such as initiating a
large dividend or M&A strategy, that restricts financial
flexibility;
- A change in strategy or operating challenges that increases the
variability or constrains XPO's cash flow profile.
LIQUIDITY AND DEBT STRUCTURE
Comfortable Liquidity: At March 31, 2023 XPO had comfortable
liquidity with $309 million of cash and $502 million of
availability under its ABL facility, which has commitments of up to
$600 million. The next maturities are the remainder of the $2.0
billion term loan due February 2025 and $112 million of notes due
in May 2025. Fitch expects the remainder of the term loan to be
addressed together with the new $700 million term loan, and the
notes be addressed prior to maturity.
ISSUER PROFILE
XPO is a leading provider of freight transportation services. It
focuses on LTL shipments within its North American footprint. In
its European business it provides LTL, truckload and brokerage
services.
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
----------- ------ -------- -----
XPO CNW, Inc. LT IDR BB+ New Rating
senior
unsecured LT BB+ Affirmed RR4 BB+
XPO, Inc. LT IDR BB+ Affirmed BB+
senior
unsecured LT BB+ Affirmed RR4 BB+
senior secured LT BBB- Affirmed RR2 BBB-
senior secured LT BBB- Affirmed RR1 BBB-
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Energy Plus Solar Inc.
Bankr. C.D. Cal. Case No. 23-12863
Chapter 11 Petition filed May 9, 2023
See
https://www.pacermonitor.com/view/NE5PEFA/Energy_Plus_Solar_Inc__cacbke-23-12863__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
E-mail:
michael.berger@bankruptcypower.com
In re Miguel Torres Huertas
Bankr. M.D. Fla. Case No. 23-01756
Chapter 11 Petition filed May 9, 2023
represented by: L. William Porter III, Esq.
THE BILL PORTER LAW FIRM
In re Michael Zelman
Bankr. S.D. Fla. Case No. 23-13641
Chapter 11 Petition filed May 9, 2023
represented by: John Page, Esq.
SHRAIBERG PAGE, P.A.
In re Noe Mompoint
Bankr. S.D. Fla. Case No. 23-13648
Chapter 11 Petition filed May 9, 2023
represented by: Chad Van Horn, Esq.
In re 265 Laurel Avenue, LLC
Bankr. D.N.J. Case No. 23-13970
Chapter 11 Petition filed May 9, 2023
See
https://www.pacermonitor.com/view/B3OSXPI/265_Laurel_Avenue_LLC__njbke-23-13970__0001.0.pdf?mcid=tGE4TAMA
represented by: Timothy P. Neumann, Esq.
BROEGE, NEUMANN, FISCHER & SHAVER LLC
E-mail: tneumann@bnfsbankruptcy.com
In re 4 Winoka Drive LLC
Bankr. E.D.N.Y. Case No. 23-71643
Chapter 11 Petition filed May 9, 2023
See
https://www.pacermonitor.com/view/FPOANQI/4_Winoka_Drive_LLC__nyebke-23-71643__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Neonatologist Associates PSC
Bankr. D.P.R. Case No. 23-01393
Chapter 11 Petition filed May 9, 2023
See
https://www.pacermonitor.com/view/T2IDQXY/NEONATOLOGIST_ASSOCIATES_PSC__prbke-23-01393__0001.0.pdf?mcid=tGE4TAMA
represented by: Jaime Rodriguez Perez, Esq.
HATILLO LAW OFFICE, PSC
E-mail: hatillolawoffice@yahoo.com
In re ChrisHulserSellsHomes, Inc.
Bankr. N.D. Ala. Case No. 23-80858
Chapter 11 Petition filed May 10, 2023
See
https://www.pacermonitor.com/view/AIGCZFI/ChrisHulserSellsHomes_Inc__alnbke-23-80858__0001.0.pdf?mcid=tGE4TAMA
represented by: Stuart M. Maples, Esq.
MAPLES LAW FIRM, PC
E-mail: kpickett@mapleslawfirmpc.com
In re Samuel Rodriguez
Bankr. D. Ariz. Case No. 23-03052
Chapter 11 Petition filed May 10, 2023
In re Xtreme Party Solutions, LLC
Bankr. N.D. Ga. Case No. 23-54417
Chapter 11 Petition filed May 10, 2023
Case Opened
In re Discovery Hill LLC
Bankr. D. Mass. Case No. 23-10741
Chapter 11 Petition filed May 10, 2023
See
https://www.pacermonitor.com/view/EAUSHUQ/Discovery_Hill_LLC__mabke-23-10741__0001.0.pdf?mcid=tGE4TAMA
represented by: Peter M. Daigle, Esq.
DAIGLE LAW OFFICE
E-mail: pmdaigleesq@yahoo.com
In re Michael A. Touchstone
Bankr. N.D. Miss. Case No. 23-11430
Chapter 11 Petition filed May 10, 2023
represented by: Jeffrey Levingston, Esq.
In re KMS Shuttle Service, LLC
Bankr. D. Neb. Case No. 23-40439
Chapter 11 Petition filed May 10, 2023
See
https://www.pacermonitor.com/view/X5WBU2Y/KMS_Shuttle_Service_LLC__nebke-23-40439__0001.0.pdf?mcid=tGE4TAMA
represented by: John A. Lentz, Esq.
LENTZ LAW, PC, LLO
E-mail: john@johnlentz.com
In re VR Phase III Homeowners Association, Inc.
Bankr. E.D. Tex. Case No. 23-40838
Chapter 11 Petition filed May 10, 2023
See
https://www.pacermonitor.com/view/SVA3ZOA/VR_Phase_III_Homeowners_Association__txebke-23-40838__0001.0.pdf?mcid=tGE4TAMA
represented by: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
E-mail: joyce@joycelindauer.com
In re Donna Bernice Moormann-Wright
Bankr. W.D. Wash. Case No. 23-10861
Chapter 11 Petition filed May 10, 2023
In re Shantia Singh-Chhabria
Bankr. M.D. Fla. Case No. 23-01930
Chapter 11 Petition filed May 11, 2023
represented by: Buddy Ford, Esq.
In re Anthony Michael
Bankr. N.D. Ill. Case No. 23-06285
Chapter 11 Petition filed May 11, 2023
represented by: Gregory Jordan, Esq.
In re Kara Anne DiPietro
Bankr. D. Md. Case No. 23-13304
Chapter 11 Petition filed May 11, 2023
represented by: Joseph Selba, Esq.
In re Re-Connect My Life Inc.
Bankr. E.D. Mich. Case No. 23-30804
Chapter 11 Petition filed May 11, 2023
See
https://www.pacermonitor.com/view/732XZTQ/Re-Connect_My_Life_Inc__miebke-23-30804__0001.0.pdf?mcid=tGE4TAMA
represented by: George E. Jacobs, Esq.
BANKRUPTCY LAW OFFICES
E-mail: george@bklawoffice.com
In re Valentine Life
Bankr. D.N.J. Case No. 23-14059
Chapter 11 Petition filed May 11, 2023
See
https://www.pacermonitor.com/view/73UEUWA/Valentine_Life__njbke-23-14059__0001.0.pdf?mcid=tGE4TAMA
represented by: Melinda D. Middlebrooks, Esq.
MIDDLEBROOKS SHAPIRO, P.C.
E-mail:
middlebrooks@middlebrooksshapiro.com
In re East Rockaway Corp.
Bankr. E.D.N.Y. Case No. 23-41638
Chapter 11 Petition filed May 11, 2023
See
https://www.pacermonitor.com/view/WB7CHTA/East_Rockaway_Corp__nyebke-23-41638__0001.0.pdf?mcid=tGE4TAMA
represented by: Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
E-mail: alla@kachanlaw.com
In re DTC Caboose, Inc.
Bankr. N.D.N.Y. Case No. 23-60330
Chapter 11 Petition filed May 11, 2023
See
https://www.pacermonitor.com/view/25PPXOI/DTC_CABOOSE_INC__nynbke-23-60330__0001.0.pdf?mcid=tGE4TAMA
represented by: Maxsen D. Champion, Esq.
MAXSEN D. CHAMPION
E-mail: max2040@live.com
In re BirdieLu, LLC
Bankr. M.D. Tenn. Case No. 23-01672
Chapter 11 Petition filed May 11, 2023
See
https://www.pacermonitor.com/view/WQDW2NA/BirdieLu_LLC__tnmbke-23-01672__0001.0.pdf?mcid=tGE4TAMA
represented by: Steven L. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ
E-mail: slefkovitz@lefkovitz.com
In re Scott Lavelle Myer
Bankr. E.D. Tex. Case No. 23-40840
Chapter 11 Petition filed May 11, 2023
represented by: Richard Ward, Esq.
In re Noatmeals LLC
Bankr. C.D. Cal. Case No. 23-12011
Chapter 11 Petition filed May 12, 2023
See
https://www.pacermonitor.com/view/J7NG27A/Noatmeals_LLC__cacbke-23-12011__0001.0.pdf?mcid=tGE4TAMA
represented by: Terrence T. Huang, Esq.
LAW OFFICES OF TERRENCE HUANG
E-mail: terrence92870@outlook.com
In re 5200 Sample Road, LLC
Bankr. S.D. Fla. Case No. 23-13723
Chapter 11 Petition filed May 12, 2023
See
https://www.pacermonitor.com/view/RILW56Y/5200_Sample_Road_LLC__flsbke-23-13723__0001.0.pdf?mcid=tGE4TAMA
represented by: Craig I. Kelley Esq.
KELLEY, FULTON & KAPLAN, P.L.
E-mail: craig@kelleylawoffice.com
In re E.R. Bakey, Inc.
Bankr. N.D. Ill. Case No. 23-06297
Chapter 11 Petition filed May 12, 2023
See
https://www.pacermonitor.com/view/OU3HQVY/ER_Bakey_Inc__ilnbke-23-06297__0001.0.pdf?mcid=tGE4TAMA
represented by: Richard G Larsen, Esq.
SPRINGERLARSENGREENE, LLC
E-mail: rlarsen@springerbrown.com
In re Comic Relief Inc.
Bankr. E.D. Mo. Case No. 23-41696
Chapter 11 Petition filed May 12, 2023
See
https://www.pacermonitor.com/view/GGW5SIA/Comic_Relief_Inc__moebke-23-41696__0001.0.pdf?mcid=tGE4TAMA
represented by: Thomas H. Riske, Esq.
CARMODY MACDONALD P.C.
E-mail: thr@carmodymacdonald.com
In re Investors Properties & Holdings LLC
Bankr. E.D.N.Y. Case No. 23-41656
Chapter 11 Petition filed May 12, 2023
See
https://www.pacermonitor.com/view/LXG63XI/Investors_Properties__Holdings__nyebke-23-41656__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Uptick Ventures LTD.
Bankr. E.D.N.Y. Case No. 23-71677
Chapter 11 Petition filed May 12, 2023
See
https://www.pacermonitor.com/view/IU46MBQ/Uptick_Ventures_LTD__nyebke-23-71677__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Platinum Coach Limousine Inc.
Bankr. E.D.N.Y. Case No. 23-41666
Chapter 11 Petition filed May 12, 2023
See
https://www.pacermonitor.com/view/L4VGUKQ/Platinum_Coach_Limousine_Inc__nyebke-23-41666__0001.0.pdf?mcid=tGE4TAMA
represented by: Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
E-mail: alla@kachanlaw.com
In re Alexis Rarmirez Rosado
Bankr. D.P.R. Case No. 23-01428
Chapter 11 Petition filed May 12, 2023
represented by: Anibal Medina Rios, Esq.
In re BHD SLT, LLC
Bankr. E.D. Cal. Case No. 23-21573
Chapter 11 Petition filed May 15, 2023
See
https://www.pacermonitor.com/view/WTYMZHI/BHD_SLT_LLC__caebke-23-21573__0001.0.pdf?mcid=tGE4TAMA
represented by: Stephen Reynolds, Esq.
REYNOLDS LAW CORPORATION
E-mail: sreynolds@lr-law.net
In re Driving Matters Inc.
Bankr. M.D. Fla. Case No. 23-01969
Chapter 11 Petition filed May 15, 2023
See
https://www.pacermonitor.com/view/C2OPN2A/Driving_Matters_Inc__flmbke-23-01969__0001.0.pdf?mcid=tGE4TAMA
Filed Pro SE
In re Harold Louis Brockhaus, Jr.
Bankr. E.D. La. Case No. 23-10744
Chapter 11 Petition filed May 15, 2023
represented by: Robin DeLeo, Esq.
In re 516 Ice Cream LLC
Bankr. E.D.N.Y. Case No. 23-41681
Chapter 11 Petition filed May 15, 2023
See
https://www.pacermonitor.com/view/74RY2RA/516_Ice_Cream_LLC__nyebke-23-41681__0001.0.pdf?mcid=tGE4TAMA
represented by: Lawrence Morrison, Esq.
MORRISON LAW OFFICES - NYC
E-mail: lmorrison@m-t-law.com
In re Hao T. Hoang
Bankr. S.D.N.Y. Case No. 23-10781
Chapter 11 Petition filed May 15, 2023
represented by: Craig Robins, Esq.
In re Bogdan Maksimchuk and Nadezhda Maksimchuk
Bankr. W.D. Wash. Case No. 23-10885
Chapter 11 Petition filed May 15, 2023
represented by: J. Tracy, Esq.
*********
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