/raid1/www/Hosts/bankrupt/TCR_Public/230612.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, June 12, 2023, Vol. 27, No. 162
Headlines
111-121 E CONGRESS: Fights for Control of Case at June 13 Hearing
14 EAST 52ND STREET: Unsecureds to be Paid in Full in Plan
14 EAST WASHINGTON: Plan Solicitation Period Extended to Aug. 18
16 EAST 20: Case Summary & Two Unsecured Creditors
220 LEBANON STREET: Taps Trinity Real Estate to Sell Mass. Property
4312 KENNEDY BLVD: Case Summary & 14 Unsecured Creditors
511 GROUP: Exclusivity Period Extended to July 23
625 MAD HOLDINGS: Public Auction Set for August 8
ASTRA ACQUISITION: $1.30B Bank Debt Trades at 26% Discount
ATHENAHEALTH GROUP: S&P Alters Outlook to Neg, Affirms 'B-' ICR
ATLAS PURCHASER: $610M Bank Debt Trades at 33% Discount
AUGUST LILLY: Taps Professional Management Systems as Accountant
BANDED HORN: Seeks Approval to Hire BCM Advisory Group
BAUSCH HEALTH: $2.50B Bank Debt Trades at 23% Discount
BENEFYTT TECHNOLOGIES: Available Cash & Borrowings to Fund Plan
BODY TEK: Unsecureds Will Get 10% of Claims via Quarterly Payments
BUCKEYE PARTNERS: Moody's Affirms Ba3 CFR, Outlook Remains Stable
CATALENT PHARMA: Moody's Lowers CFR to B1, On Review for Downgrade
CENPORTS COMMERCE: Taps Jennifer of JMLIU as Accountant
CHARLES & 20: Case Summary & Two Unsecured Creditors
CINEWORLD GROUP: Exclusivity Period Extended to August 4
CLAUSEN OYSTERS: Taps Motschenbacher & Blattner as Legal Counsel
COX INDUSTRIAL: Gets OK to Hire A.T. Pancrazi to Sell Yuma Property
CROWN FINANCE: $650M Bank Debt Trades at 84% Discount
CUSTOM ALLOY: Says Committee Drafting Liquidating Plan
CYXTERA DC HOLDINGS: $100M Bank Debt Trades at 51% Discount
DEAN ST BROOKLYN: Seeks to Extend Plan Exclusivity to August 18
DIEBOLD NIXDORF: Court OKs Pricey Loan to Fund Chapter 11
DIOCESE OF ALBANY: Seeks to Hire Bonadio & Co. as Accountant
DIOCESE OF ROCHESTER: Garabedian Representing 100 Abuse Claimants
DIOCESE OF ROCHESTER: Horowitz Law Represents 21 Abuse Claimants
DIOCESE OF ROCHESTER: Steve Boyd Represents 160+ Abuse Claimants
EFS PARLIN: Seeks to Hire 'Ordinary Course' Professionals
ENVISION HEALTHCARE: Fourth Out Lenders File Verified Statement
ENVISION HEALTHCARE: Must Face Kickback Lawsuit in Bankruptcy
EVANGELICAL RETIREMENT: Case Summary & 20 Top Unsecured Creditors
EYECARE PARTNERS: $250M Bank Debt Trades at 27% Discount
EYECARE PARTNERS: $440M Bank Debt Trades at 32% Discount
EYECARE PARTNERS: $750M Bank Debt Trades at 27% Discount
FB DEBT FINANCING: Exclusivity Period Extended to August 10
FINTHRIVE SOFTWARE: $460M Bank Debt Trades at 39% Discount
FTX TRADING: Non-US Customers Group Amends Verified Statement
GENESIS GLOBAL: FTX Group Objects to Mediation Talks Extension
GENESIS GLOBAL: Seeks to Extend Plan Exclusivity to August 27
GENESISCARE USA: $350M Bank Debt Trades at 85% Discount
GEO REAL ESTATE: Case Summary & Seven Unsecured Creditors
GLOBAL MEDICAL: $1.94B Bank Debt Trades at 37% Discount
GLOBAL MEDICAL: $1.98B Bank Debt Trades at 37% Discount
GOLDEN KEY: Exclusivity Period Extended to August 18
GOLDEN Z LLC: Updates Unclassified Claims Pay Details
GRADE A HOME: Unsecureds to Get $250 per Month for 18 Months
GREAT WEST: Claims Will be Paid from Property Sale/Refinance
GUNTHER CHARTERS: Seeks to Extend Plan Exclusivity to June 17
HERITAGE POWER: $520M Bank Debt Trades at 73% Discount
HERITAGE POWER: $61.1M Bank Debt Trades at 73% Discount
HISPANIC FAMILY: Unsecureds Will Get 10% of Claims over 60 Months
HOT'Z POWER: Unsecureds to Get Share of Income for 60 Months
HUB INTERNATIONAL: Moody's Rates New $2.6BB Secured Notes 'B2'
INSTANT BRANDS: $450M Bank Debt Trades at 78% Discount
INSTANT BRANDS: S&P Downgrades ICR to 'CCC-' on Weak Liquidity
IQOR US: $300M Bank Debt Trades at 34% Discount
IVANTI SOFTWARE: $545M Bank Debt Trades at 37% Discount
JLK CONSTRUCTION: Seeks to Extend Plan Exclusivity to October 11
KNIGHT HEALTH: $450M Bank Debt Trades at 53% Discount
LEAR CAPITAL: Fine-Tunes Plan Documents
LUCKY BUCKS: $555M Bank Debt Trades at 71% Discount
LUCKY BUCKS: Case Summary & 19 Unsecured Creditors
MONITRONICS INTERNATIONAL: Taps A&M as Financial Advisor
MONITRONICS INTERNATIONAL: Taps Hunton Andrews Kurth as Co-Counsel
MONITRONICS INTERNATIONAL: Taps Latham & Watkins as Legal Counsel
MONITRONICS INTERNATIONAL: Taps PJT Partners as Investment Banker
MUSCLEPHARM CORP: Exclusivity Period Extended to July 14
NEW CONSTELLIS: $200,000 Bank Debt Trades at 48% Discount
NEW JERSEY VISION: Case Summary & 20 Largest Unsecured Creditors
NEWFOLD DIGITAL: Fitch Assigns 'B' First Time IDR, Outlook Stable
NORDAM GROUP: $250M Bank Debt Trades at 17% Discount
OUTPUT SERVICES: $180M Bank Debt Trades at 62% Discount
PENOBSCOT ENERGY: Foreclosure Auction Set for July 12
PERFECTLY PRISCILLA: Case Summary & 20 Top Unsecured Creditors
PERFORMANCE POWERSPORTS: Creditors to Get Proceeds From Liquidation
PRETIUM PKG: $1.25B Bank Debt Trades at 26% Discount
PRETIUM PKG: $350M Bank Debt Trades at 45% Discount
PUG LLC: EUR452M Bank Debt Trades at 20% Discount
RODA LLC: Exclusivity Period Extended to August 7
RYMAN HOSPITALITY: New Unsec. Notes No Impact on Moody's 'Ba3' CFR
SABRE GLBL: $404M Bank Debt Trades at 27% Discount
SAMARCO MINERACAO: Davis Polk Advises Creditors on Restructuring
SCHON ELISE: Seeks to Hire Brand Real Estate as Broker
SCHON ELISE: Seeks to Hire Mincin Law as Bankruptcy Counsel
SILLY AXE CAFE: Unsecureds to Get Share of Income for 36 Months
SINCLAIR TELEVISION: $750M Bank Debt Trades at 23% Discount
STARKCORP INC: Unsecureds Will Get 100% of Claims in 36 Months
STATION CASINOS: S&P Ups ICR to 'BB-' on Good Operating Performance
TACORA RESOURCES: S&P Cuts ICR to 'D' on Missed Interest Payment
TELEPHONE AND DATA: S&P Alters Outlook to Neg., Affirms 'BB' ICR
TERRA MANAGEMENT: Solicitation Period Extended to June 15
TEXARKANA ARKANSAS: Case Summary & Nine Unsecured Creditors
TIOGA INDEPENDENT SCHOOL DISTRICT: S&P Cuts GO Bond Rating to 'B'
TOSCA SERVICES: $626M Bank Debt Trades at 27% Discount
US RENAL: $1.60B Bank Debt Trades at 47% Discount
VIANT MEDICAL: S&P Alters Outlook to Positive, Affirms 'CCC+' ICR
WESTGATE RESORTS 2023-1: DBRS Finalizes BB(low) Rating on D Notes
WHOLE EARTH: $375M Bank Debt Trades at 25% Discount
WIN WASTE: S&P Downgrades ICR to 'CCC+', Outlook Negative
WINC INC: Unsecured Creditors to Recover 3% to 6% in Plan
WINDSOR HOLDINGS III: Fitch Gives BB- LongTerm IDR, Outlook Stable
WINDSOR HOLDINGS III: Moody's Assigns 'B1' CFR, Outlook Stable
WOODHAVEN MEDICAL: Case Summary & One Unsecured Creditor
WORCESTER COUNTRY: Case Summary & Three Unsecured Creditors
XPLORNET COMMS: $200M Bank Debt Trades at 46% Discount
[^] BOND PRICING: For the Week from June 5 to 9, 2023
*********
111-121 E CONGRESS: Fights for Control of Case at June 13 Hearing
-----------------------------------------------------------------
111-121 E. Congress, LLC and its creditor, Congress Street Clubs,
LLC, will appear before the U.S. Bankruptcy Court for the District
of Arizona on Tuesday, June 13, 2023, for a showdown on who gets to
control the bankruptcy proceedings.
Congress Street Clubs has asked the Court to terminate the periods
within which the Debtor has the exclusive right to file and solicit
acceptances of a Chapter 11-exit plan. CSC argues the Debtor has
done nothing to move the bankruptcy forward, despite filing for
bankruptcy about two months ago.
"In a simple case, with one asset and one material creditor, the
exclusivity periods here simply do not serve the purpose that
Congress intended," says Allison Whitehill, Esq., at Lewis Roca
Rothgerber Christie LLP, counsel to CSC.
Ms. Whitehill asserts that if the Court grants CSC's motion for an
order terminating the exclusivity periods, nothing precludes the
Debtor from proposing a plan of reorganization and soliciting
acceptances and rejections of that plan. It would create an
opportunity for another interested party to test an alternative
plan that could be more appealing than Debtor's proposed plan, and
might have a better chance of being confirmed.
Ms. Whitehill relates the Debtor has not started negotiating with
its creditors at all, and allowing others to propose a plan would
likely help move the Debtor's bankruptcy forward, while still
allowing the Debtor to propose a plan of its own.
CSC noted that the Debtor has a single asset real estate case with
only four creditors total. CSC said it is "far and away the most
substantial creditor," with a claim for $2,170,641.
CSC was the prior tenant in the Debtor's property, until the Debtor
wrongfully terminated CSC's lease during the COVID-19 lockdown.
CSC sued the Debtor in the Superior Court in Arizona, Pima County,
Case No. C20204097, and the Court entered judgment in favor of CSC
and against the Debtor in the amount of $2,170,641 on November 15,
2022. The judgment is on appeal to the Arizona Court of Appeals,
No. 2 CA-CV-2023-0007. The action and appeal are stayed.
Attorneys for Congress Street Clubs, LLC:
Robert M. Charles, Jr., Esq.
Allison Whitehill, Esq.
LEWIS ROCA ROTHGERBER CHRISTIE LLP
One South Church Avenue, Suite 2000
Tucson, AZ 85701-1611
Tel: (520) 629-4427
Tel: (602) 262-0850
Fax: (520) 622-3088
Email: RCharles@lewisroca.com
Email: AWhitehill@lewisroca.com
About 111-121 E Congress
111-121 E. Congress, LLC, owns real estate located at 111-121 E.
Congress Street, Tucson, Arizona. It filed a voluntary petition
for Chapter 11 protection (Bankr. D. Ariz. Case No. 23-02230) on
April 7, 2023, with up to $10 million in both assets and
liabilities.
The Debtor asserted it was eligible to file a subchapter V
bankruptcy case. On May 9, 2023, the Bankruptcy Court held a
hearing to determine whether the Debtor was single asset real
estate as defined in 11 U.S.C. section 101(51B). The Court
determined that the Debtor is single asset real estate, and unable
to proceed under Subchapter V or as a small business debtor.
Judge Scott H. Gan oversees the case.
Jody A. Corrales, Esq., at DeConcini McDonald Yetwin & Lacy, P.C.
and Shein Phanse Adkins, P.C. serve as the Debtor's bankruptcy
counsel and special counsel, respectively.
14 EAST 52ND STREET: Unsecureds to be Paid in Full in Plan
----------------------------------------------------------
14 East 52nd Street Devco LLC filed with the U.S. Bankruptcy Court
for the Eastern District of New York a Disclosure Statement
describing Chapter 11 Plan dated June 5, 2023.
The Debtor is a would-be buyer as the assignee of a certain
Contract of Sale dated February 2, 2023 (the "Contract"), with
Inmoprisa USA LLC (the "Seller") to purchase the development
property at 14 East 52nd Street, New York, NY (the "Property") for
a total purchase price of $22.5 million.
The Debtor commenced this Chapter 11 case on April 20, 2023 to
preserve its rights under the Contract after the Seller issued a
notice of default on April 13, 2023 declaring a termination of the
Contract as of April 20, 2023. The default notice was predicated
upon the Debtor's inability to close on April 10, 2023.
In bankruptcy, the Debtor challenged the effectiveness of the
default notice on procedural and substantive grounds. In response,
the Seller moved to vacate the automatic stay to terminate the
Contract upon expiration of the 60-period extension period provided
under Section 108(b) of the Bankruptcy Code. Thereafter, the
parties pursued renewed settlement negotiations and reached
agreement for an extended closing date of August 7, 2023.
In exchange, the Debtor agreed, inter alia, to the immediate
release of the deposit to the Seller, plus the Debtor gave
permission for the Seller to market the Property in the event a
closing fails to occur on or before August 7, 2023. The framework
of the settlement was announced in Court on May 25, 2023 and the
parties have finalized the last draft of the written stipulation
which is being filed contemporaneously herewith (the "Seller
Stipulation").
In furtherance of the Seller Stipulation, the Debtor is filing the
Plan and this Disclosure Statement pursuant to which the Debtor
intends to formally assume the Contract and proceed with a closing
following confirmation to preserve various transfer and mortgage
tax exemptions.
While the Debtor is still negotiating with prospective lenders for
exit financing to pay the balance of the purchase price (defined as
"Exit Financing" under the Plan) the Debtor anticipates that such
financing will be in place prior to confirmation. Thus, the Debtor
intends to file a supplement to the Plan to delineate the specific
terms and conditions of the Exit Financing.
Class 4 consists of General Unsecured Claims. All Allowed Class 4
General Unsecured Claims shall be paid in full on the Effective
Date. The Debtor projects that the claims relating to the closing
will aggregate $100,000.
Class 5 consists of Equity Interests. The Debtor's equity holders
shall retain their respective Interests in the Reorganized Debtor
subject to all internal agreements between prior and current equity
holders.
The Plan is predicated on the Debtor's acquisition of the Property
in accordance with the Contract and implementation of the Seller
Stipulation. Accordingly, the Contract is deemed assumed for
purposes of the Plan pursuant to Section 365(a) and Section
1123(b)(2) of the Bankruptcy Code. A closing shall take place no
later than August 7, 2023. The Debtor reserves the right to file a
separate motion to assume the Contract to be heard
contemporaneously with the confirmation process as may be
warranted.
The Confirmation Order shall provide for, inter alia, the
assumption of the Contract by the Debtor providing for a transfer
of the Property to the Debtor on the Effective Date in accordance
with the terms of the Contract and Seller Stipulation. The
Confirmation Order shall be immediately effective upon entry
thereof without the imposition of a stay under the Bankruptcy Code
or Rules.
The Plan and Seller Stipulation contemplate that the balance of the
purchase price will be financed through the anticipated Exit
Facility. Once finalized, the Exit Facility shall be a first
priority senior mortgage against the Property in the principal
amount of at least $19.5 million. By the virtue of confirmation of
the Plan, the Exit Facility as finalized shall be deemed approved
for purposes of Section 364 of the Bankruptcy Code, whereupon the
Debtor shall be authorized to borrow the sum of at least $19.5
million on terms and conditions set forth in a supplement to the
Plan.
The proceeds of the anticipated Exit Facility shall be used for the
following purposes: (i) to pay the balance of the Purchase Price
under the Contract plus allowed adjustments; (ii) to satisfy all
Allowed Claims of Creditors; and (iii) to pay all allowed
Administrative Claims and U.S. Trustee Fees. The Debtor likewise
reserves the right to file a separate motion seeking to approve the
Exit Facility under Section 364 of the Bankruptcy Code, which shall
also be heard contemporaneously with the confirmation process as
warranted.
A full-text copy of the Disclosure Statement dated June 5, 2023 is
available at https://urlcurt.com/u?l=LyVSSa from PacerMonitor.com
at no charge.
Debtor's Counsel:
Kevin J. Nash, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
125 Park Ave Fl 12
New York, NY 10017-5690
Tel: (212) 221-5700
E-mail: knash@gwfglaw.com
About 14 East 52nd Street
14 East 52nd Street Devco LLC was organized in connection with the
intended acquisition of real property located at 14 East 52nd
Street, New York.
The Debtor filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No.
23-41364) on April 20, 2023.
The Hon. Elizabeth S. Stong oversees the case.
In the petition signed by Tim Ziss, manager, the Debtor disclosed
$10 million to $50 million in assets and liabilities. Kevin J.
Nash, Esq., of GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP, is the
Debtor's Counsel.
14 EAST WASHINGTON: Plan Solicitation Period Extended to Aug. 18
----------------------------------------------------------------
Judge Lori V. Vaughan of the U.S. Bankruptcy Court for the Middle
District of Florida extended the period within which 14 East
Washington, L.L.C. has the exclusive right to solicit votes on a
Chapter 11 plan to August 18, 2023.
The Court has granted approval to the disclosure statement
explaining the Debtor's bankruptcy-exit plan following a hearing on
May 17. The Court has scheduled an Evidentiary Confirmation
Hearing from August 16 at 10:00 a.m. to August 18.
The Debtor filed its initial chapter 11 plan of reorganization on
Feb. 3 and objected to the claim and lien of its first priority
secured creditor. The Debtor said the claim objection raises
complex issues that will require extensive discovery and litigation
to resolve. A preliminary hearing on the Debtor's claim objection
was scheduled for May 17, along with the hearing on approval of the
disclosure statement.
The Debtor is also in the process of obtaining post-petition
financing to make improvements to its property in order to increase
its value and occupancy.
14 East Washington, LLC is represented by:
Jonathan M. Sykes, Esq.
NARDELLA & NARDELLA, PLLC
135 W. Central Blvd., Suite 300
Orlando, FL 32801
Tel: (407) 966-2680
E-mail: jsykes@nardellalaw.com
About 14 East Washington
14 East Washington, LLC owns in fee simple title an
office-mid-rise-commercial building located at 14 East Washington
St., Orlando, Fla., valued at $10.5 million.
14 East Washington sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-03988) on Nov. 5,
2022, with $10,803,120 in total assets and $7,721,700 in total
liabilities. Antonio Luiz Romano, manager, signed the petition.
Judge Lori V. Vaughan oversees the case.
The Debtor tapped Nardella & Nardella, PLLC as bankruptcy counsel;
Commenda Real Estate, LLC as financial advisor; and Walsh Banks,
PLLC, doing business as Walsh Banks Law, as special counsel.
16 EAST 20: Case Summary & Two Unsecured Creditors
--------------------------------------------------
Debtor: 16 East 20, LLC
1727 Stonebridge Road
Alexandria, VA 22304-1038
Business Description: The Debtor is a lessor of real estate.
Chapter 11 Petition Date: June 8, 2023
Court: United States Bankruptcy Court
District of Maryland
Case No.: 23-14024
Debtor's Counsel: Joseph M. Selba, Esq.
TYDINGS & ROSENBERG LLP
1 E. Pratt Street
Suite 901
Baltimore, MD 21202
Tel: 410-752-9700
Email: jselba@tydingslaw.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Anthony C.Y. Cheng as member/owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/B26WFLA/16_East_20_LLC__mdbke-23-14024__0001.0.pdf?mcid=tGE4TAMA
220 LEBANON STREET: Taps Trinity Real Estate to Sell Mass. Property
-------------------------------------------------------------------
220 Lebanon Street, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to hire Michelle Luong, a
realtor at Trinity Real Estate.
The Debtor requires the services of a realtor to market and sell
its property located at 220 Lebanon Street Condominium, Malden,
Mass.
The compensation is 4 percent of the sale price paid at closing.
Ms. Loung disclosed in court filings that she and her firm are
disinterested persons pursuant to Section 101(14) of the Bankruptcy
Code.
Ms. Loung can be reached at:
Michelle Luong
Trinity Real Estate
321 Main Street
Saugus, MA 01906
Phone: +1 617-620-7754
Email: mluongproperties@gmail.com
About 220 Lebanon Street
220 Lebanon Street, LLC sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 22-11362) on
Sept. 23, 2022, with up to $1 million in both assets and
liabilities.
Michael Walsh, Esq., at Walsh & Walsh, LLP represents the Debtor as
counsel.
4312 KENNEDY BLVD: Case Summary & 14 Unsecured Creditors
--------------------------------------------------------
Debtor: 4312 Kennedy Blvd LLC
4312 Kennedy Blvd.
Union City, NJ 07087
Chapter 11 Petition Date: June 8, 2023
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 23-15007
Debtor's Counsel: Jay L. Lubetkin, Esq.
RABINOWITZ, LUBETKIN & TULLY, LLC
293 Eisenhower Parkway
Suite 100
Livingston, NJ 07039
Tel: 973-597-9100
Fax: 973-597-9119
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Betty Davis as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 14 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/HTV7GTI/4312_Kennedy_Blvd_LLC__njbke-23-15007__0001.0.pdf?mcid=tGE4TAMA
511 GROUP: Exclusivity Period Extended to July 23
-------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida extended 511 Group LLC's exclusive
periods within which to file a Chapter 11 plan and to solicit
acceptances thereof to July 23 and September 23, 2023,
respectively.
The Debtor explained that although it has been negotiating with
creditors towards a consensual plan, additional time is needed due
to a proposed sale of estate property.
511 Group, LLC is represented by:
Joel M. Aresty, Esq.
JOEL M. ARESTY, P.A.
309 1st Ave S
Tierra Verde, FL 33715
Tel: (305) 904-1903
Email: aresty@mac.com
About 511 Group
511 Group, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 22-19644) on Dec. 19, 2022, with up
to $1 million in assets and up to $500,000 in liabilities. Judge
Robert A. Mark oversees the case.
Joel M. Aresty, Esq., at Joel M. Aresty, P.A. is the Debtor's legal
counsel.
625 MAD HOLDINGS: Public Auction Set for August 8
-------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code as enacted in the State of New York, by virtue of certain
events of default under that certain mezzanine loan agreement dated
as of Nov. 25, 2013, between 625 Mad Holdings LLC and 625
Participation LLC, in its capacity as administrative agent for the
lenders party to the mezzanine loan agreement ("secured party"),
the Secured party will offer for sale at public auction all of the
Debtor's right, title and interest in and to (a) 100% of the
limited liability company interest in 625 Mad Realty, and (b)
certain related rights and property relating to the interest.
The public sale will take place on Aug. 8, 2023, at 11:00 a.m. New
York Time, both in person and remotely from the offices of Meister
Seelig & Fein PLLC, 125 Park Avenue, 7th Floor, New York, New York,
10017, with access afforded in person and remotely via the link or
by any other web-based video conferencing program selected by the
secured party.
The secured party's understanding is that the principal asset of
the owner is certain real property commonly known as, and located
at, 625 Madison Avenue, New York, New York. The sale of the
collateral involves the sale of the equity interest in the owner
and does not involve the direct sale of the property.
Mannion Auctions LLC, under the direction of Matthew D. Mannion,
will conduct the sale in respect of an indebtedness with an unpaid
principal balance as of June 6, 2023, in the approximate amount of
$462,000,000 together with interest thereon and other sums due
under the mezzanine loan agreement, subject to all additional
costs, fees and disbursements permitted by law. The secured party
reserves the right to credit bid.
Virtual bidding will be made available via Zoom, meeting link:
https://bit.ly.625Mad, Meeting ID: 818 5023 1098; Passcode: 588577;
Dial-in" +1 (646) 931 3860; Find your local dial-in number:
https://us06web.zoom.us/u/kr2H0i1Lp.
The collateral will be sold to the highest qualified bidder;
provided, however, that secured party reserves the right to cancel
the sale in its entirety, or to adjourn the sale to a future date.
Interested parties who intend to bid on the collateral should
contact secured party's UCC broker, Newmark, at c/o Mayda Kocan,
Phone: (212) 850-5415, Email: mayda.kocan@nmrk.com to receive the
terms of public sale and bidding instructions. Upon execution of a
standard confidentiality and non-disclosure agreement, additional
documentation and information will be made available.
ASTRA ACQUISITION: $1.30B Bank Debt Trades at 26% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Astra Acquisition
Corp is a borrower were trading in the secondary market around 74.3
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $1.30 billion facility is a Term loan that is scheduled to
mature on October 25, 2028. The amount is fully drawn and
outstanding.
Astra Acquisition Corp. is a provider of cloud-based software
solutions for higher educational institutions.
ATHENAHEALTH GROUP: S&P Alters Outlook to Neg, Affirms 'B-' ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on
athenahealth Group Inc. and revised the outlook to negative from
stable.
The negative outlook reflects the risk that cash flow generation
could be depressed for a prolonged period, potentially leading us
to view the capital structure as unsustainable.
Software as a service (SaaS) provider of electronic health record
(EHR) software and revenue cycle management (RCM) solutions
athenahealth is entering 2023 facing high interest costs and high
tax-related cash outflows.
The outlook revision reflects uncertainty stemming from the
company's ability to meaningfully increase revenue through market
share gains and implement cost savings to improve EBITDA margins to
grow into its capital structure. S&P said, "Our base case currently
has the company's revenue growing organically at a mid-single-digit
percent rate and adjusted EBITDA margins expanding due to
cost-cutting measures. We expect athenahealth will experience
growth through increased patient utilization as volume among health
care outpatient providers recovers, as well as through new bookings
as the company increases market share by gaining new customers that
are replacing legacy software. However, adjusted leverage will
remain in the double-digit area (roughly 15x for 2023 and 13x for
2024, when burdening debt with the preferred equity and EBITDA with
capitalized software costs; 11x and 9.6x respectively without the
preferred equity) and free cash flows to remain negative, before
turning modestly positive in 2024."
S&P said, "The rating affirmation reflects our expectation that
while credit metrics will be weak in 2023, the company has
sufficient time and liquidity to grow into its capital structure
through EBITDA growth, supporting the 'B-' rating. Although we
expect a free operating cash flow deficit in 2023, we expect
improvement in subsequent years from EBITDA growth, allowing the
company to cover its fixed costs in 2024. We expect reported EBITDA
of about $800 million (excluding the burden of capitalized
software) in 2023 to be below the company's fixed costs, which
include interest near $590 million, capital expenditure (capex)
between $150 and $180 million (with capitalized software costs),
taxes near $145 million, and loan amortization of about $60
million. Nevertheless, the company's undrawn $1 billion revolving
credit facility, $750 million of the $1 billion delayed draw term
loan (ability to draw ends Aug. 15, 2023), approximately $236
million cash on the balance sheet as of March 2023, and the limited
interest expense downside it faces due to the hedged debt all
together provide sufficient liquidity to maintain the capital
structure, assuming the base business sees bookings materialize
into EBITDA growth. In addition, the interest rate hedges the
company has in place effectively cap interest rate exposure for
$5.8 billion of the outstanding debt until March 2026. In addition,
the company has no debt maturities until February 2027, giving it
sufficient runway to improve leverage, address the cost structure,
and raise cash flow metrics before its refinancing needs.
"We expect the macroeconomic environment may prove challenging for
athenahealth's rapid growth plans. According to the Office of the
National Coordinator for Health Information Technology's 2022
Report to Congress, as of 2021, nearly nine in 10 (88%) of U.S.
office-based physicians adopted any EHR, and nearly four in five
(78%) had adopted a certified EHR. As such, in order to produce
cash flow despite the increased expenses stemming from interest
expense and cash tax payments the company needs to expand its top
line via market share gains by winning new customers that are
replacing legacy software. The company's product, often priced
above competitors' that may offer fewer capabilities and services,
could be harder to sell in a saturated marketplace that has
recently been experiencing longer decision cycles due to
macro-economic uncertainty, sometimes pushing bookings farther out.
With most providers already having an EHR vendor, they may be in
position to pause or postpone spending decision, especially those
that require changing information technology (IT) vendors, or
require an additional layer of internal review, which could
pressure top-line growth as bookings are pushed farther out.
"We expect the company will see same-store growth through increased
patient utilization as patients return to their physicians for
routine visits and the migration of patients into the outpatient
space resumes. We expect ambulatory providers to remain essential
to reducing overall cost of care and that athenahealth, with its
integrated clinical and payments platform with services, will be
able to capture patient volume. While we expect continued
behavioral changes as patients continue to explore alternative
sites of care, we believe athenahealth is well positioned to
capture some of that volume due to its diversification of sites of
care, which includes minute clinics and its own telehealth
offering. Nevertheless, athenahealth could continue seeing some
pressure from continued patient behavior changes.
"We view the slower payor response time and increased claims
denials as a normalization of payor behavior, which we expect will
continue to pressure EBITDA. The declaration of a public health
emergency and the significant reduction in health care spending in
2020 resulted in improved financial performance for many health
insurers. This caused payors to deploy financial support and
capital to stabilize providers, taking steps to expand access to
health services for both COVID-19 and non-COVID-19 conditions.
Payors expanded eligibility and waived co-payments to ensure
patients retained access to health services while the Centers for
Medicare & Medicaid Services (CMS) required Medicare Advantage
organizations to waive certain referral requirements and
cost-sharing policies. They also accelerated payments to providers,
even advancing funds to them at times, and eliminated utilization
management protocols and the need for prior authorization in
markets experiencing significant challenges.
"With the public health emergency expiration in May 2023, alongside
our expectation for medical costs to escalate in 2023 due to more
normal medical utilization and provider cost inflation, we expect
payors to increase their focus on utilization management and
payment integrity. As a result, we expect the company may need to
invest in automation and other capabilities to lower labor and
third-party costs related to payor response time.
"Athenahealth's cost-cutting plans could help raise EBITDA to
sustainable levels, especially because we expect continued EBITDA
pressure with little reprieve in the near term. Our analysis now
incorporates cost structure improvements because the company is
currently undergoing a cost-reduction program that includes
workforce rebalancing, adjustment of real estate footprint,
procurement cost actions, and automation. We expect improvements in
2023 to potentially be offset by the cost to achieve the synergies,
allowing for incremental benefits to EBITDA margin and free cash
flows in 2024 and thereafter. We also expect the company to
increase its payer and life science solutions."
While the company is a leading SaaS provider of EHR software and
RCM solutions to the health care industry, it remains highly
competitive. Athenahealth maintains a leading position in the
outpatient setting, with few providers offering integrated EHR, RCM
and workflow management solutions. The diverse suite of
capabilities allows the company to be highly ingrained in its
customers' workflow, allowing it to maintain strong customer
retention rates. As it continues to compete with other software
providers in the ambulatory space, the company may need to contend
with larger and better-financed hospital EHRs, such as Epic and
Oracle (via its recent acquisition of Cerner) that combined cover
more than 50% of the hospital market. With public and private
payers focused on sending patients to the lower-cost site of care,
large hospitals, seeking to maintain their patient population and
revenue stream, are rapidly investing in sites located outside
hospital walls, such as urgent care centers, outpatient centers,
and physician groups. While physician groups and outpatient centers
primarily use ambulatory EHRs that are specifically designed to
meet their needs, S&P expecte the hospitals, requiring stronger
care coordination with patients fluidly moving from one site of
care to the other, may implement their own EHR software at their
acquired sites.
The negative outlook reflects the risk that cash flow generation
could be depressed for a prolonged period, leading S&P to view the
capital structure as unsustainable.
ESG credit indicators: E2; S2; G3
S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis. Our assessment of the
company's financial risk profile as highly leveraged reflects
corporate decision-making that prioritizes the interests of the
controlling owners, in line with our view of the majority of rated
entities owned by private-equity sponsors. Our assessment also
reflects the generally finite holding periods and a focus on
maximizing shareholder returns."
ATLAS PURCHASER: $610M Bank Debt Trades at 33% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Atlas Purchaser Inc
is a borrower were trading in the secondary market around 67.4
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $610 million facility is a Term loan that is scheduled to
mature on May 18, 2028. The amount is fully drawn and
outstanding.
Atlas Purchaser, Inc., which does business as Alvaria, Inc.,
acquired the assets of Aspect Software in a leveraged buyout in
2021. Aspect is a provider of call center software and solutions.
AUGUST LILLY: Taps Professional Management Systems as Accountant
----------------------------------------------------------------
August Lilly, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Florida to employ Georgia Evans of
Professional Management Systems, Inc. as its accountant.
Ms. Evans will provide tax advice and accounting and bookkeeping
services to the Debtor. She may also assist in the preparation of
monthly operating reports.
Ms. Evans can be reached at:
Georgia Evans
Professional Management Systems, Inc.
4590 Coach Lane
Chipley, FL 32428
Phone: +1 850-441-2000
Email: georgia@promgmtsys.com
About August Lilly
August Lilly, LLC, doing business as Smashburger, sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Fla. Case
No. 23-30314) on May 5, 2023, with up to $50,000 in assets and up
to $1 million in liabilities. Judge Jerry C. Oldshue, Jr. oversees
the case.
The Debtor tapped Bruner Wright, PA as legal counsel and
Professional Management Systems, Inc. as accountant.
BANDED HORN: Seeks Approval to Hire BCM Advisory Group
------------------------------------------------------
Banded Horn Brewing Company, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Maine to hire BCM Advisory
Group, LLC to review its financial reporting with regard to its
Chapter 11 filing and ongoing business operations.
BCM estimates the total fees will not exceed $5,000.
Jason Mills, founder of BCM, disclosed in court filings that his
firm neither holds nor represents any interest adverse to the
Debtor and its estate.
The firm can be reached through:
Jason J. Mills, CFE
BCM Advisory Group, LLC
22 Monument Square, Suite 401
Portland, ME 04101
Tel: (207) 807-9516
Email: info@bcmadvisorygroup.com
About Banded Horn Brewing Company
Banded Horn Brewing Company, LLC, a company in Biddeford, Maine,
filed its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Maine Case No. 23-20091) on May 2, 2023.
At the time of filing, the Debtor reported $100,001 to $500,000 in
assets and $1,000,001 to $10 million in liabilities.
Judge Peter G Cary presides over the case.
The Debtor tapped Tanya Sambatakos, Esq., at the Molleur Law Office
to handle its Chapter 11 case and BCM Advisory Group, LLC to review
its financial reports.
BAUSCH HEALTH: $2.50B Bank Debt Trades at 23% Discount
------------------------------------------------------
Participations in a syndicated loan under which Bausch Health
Americas Inc is a borrower were trading in the secondary market
around 76.6 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $2.50 billion facility is a Term loan that is scheduled to
mature on February 1, 2027. About $2.41 billion of the loan is
withdrawn and outstanding.
Bausch Health Americas, Inc. operates as a pharmaceutical company.
The Company discovers, develops, manufactures, and markets a range
of pharmaceutical products in the areas of infectious disease,
neurology, and dermatology. Bausch Health serves customers
worldwide.
BENEFYTT TECHNOLOGIES: Available Cash & Borrowings to Fund Plan
---------------------------------------------------------------
Benefytt Technologies Inc. and its Debtor Affiliates filed with the
U.S. Bankruptcy Court for the Southern District of Texas a
Disclosure Statement for the Joint Chapter 11 Plan dated June 5,
2023.
Founded in 2008, Benefytt is a health insurance technology company
that markets and sells Medicare and private health insurance
products, agent technology systems, and insurance policy
administration platforms.
Benefytt is majority owned by certain funds affiliated with Madison
Dearborn Partners, LLC (the "Sponsor").
On May 23, 2023, Benefytt entered into a restructuring support
agreement (the "Restructuring Support Agreement") with the Sponsor
and the lenders under the Company's Term Loan Facility and
Revolving Credit Facility. Holders of 100 percent of the Company's
outstanding Term Loan Facility, 100 percent of the Company's
outstanding Revolving Credit Facility, and 100 percent of
outstanding equity interests held by the Sponsor executed the
Restructuring Support Agreement.
The Restructuring Support Agreement provides, in simple terms, that
Benefytt will be split into separate operating and cash flow
companies. The Sponsor and certain other co-investors will own 92.5
percent of the common equity of New HoldCo, which in turn will own
100 percent of New OpCo (through a credit bid of certain amounts
outstanding under the DIP Facility provided by Phoenix 2023 Merger
Sub LLC (the "DIP Lender")) with CFCo owning the remaining 7.5
percent of the common equity of New HoldCo. The Sponsor and certain
other co-investors have agreed to provide approximately $64 million
in new money financing to fund the new operating company on a
go-forward basis (inclusive of the $35 million advanced under the
DIP Facility).
The Ad Hoc Group of Term Lenders will separately own CFCo, and the
net collections over time from Benefytt's existing contract assets
will be paid out pursuant to the Existing Contract Assets
Collections Waterfall. The Restructuring Support Agreement also
contemplates entry into a servicing agreement between New OpCo and
CFCo (the "Servicing Agreement"), pursuant to which the new
operating company will provide operational support to the cash flow
company with respect to existing agreements between subsidiaries or
affiliates of the Company and insurance carriers, intermediaries,
policyholders, customers, or members in place as of June 1, 2023.
As provided in the Restructuring Support Agreement and DIP
Documents, the lenders conditioned their support on the Sponsor or
third-party funding these Chapter 11 Cases, and further that such
DIP Facility be wholly or partially subordinated to the prepetition
secured debt in certain of downside scenarios. Further, the Ad Hoc
Group of Term Lenders required that no interest be payable on the
proposed DIP Facility unless the DIP Facility is paid off through a
third-party sale acceptable to the Ad Hoc Group of Term Lenders.
Moreover, the DIP Facility and Restructuring Support Agreement
contain various key milestones (collectively, the "Milestones") to
ensure that these Chapter 11 Cases are resolved expediently.
The Debtors believe that the Restructuring Support Agreement and
the Plan are the result of comprehensive prepetition negotiations
with their key stakeholders, represents the best and only
actionable restructuring transactions available, and will position
Benefytt for future success.
Class 5 consists of General Unsecured Claims. On the Effective
Date, except to the extent that a Holder of an Allowed General
Unsecured Claim agrees in writing to less favorable treatment, each
General Unsecured Claim shall be discharged and released, and each
Holder of an Allowed General Unsecured Claim shall receive its Pro
Rata share of rights under the Existing Contract Assets Collections
Waterfall, which may be distributed directly to Holders of General
Unsecured Claims or effectuated through a trust or similar
mechanism, as determined by the Debtors, subject to the consent
rights set forth in the Restructuring Support Agreement. The
allowed unsecured claims total $20.8 million.
Class 7 consists of Intercompany Interests. On the Effective Date,
Intercompany Interests shall be Reinstated, set off, settled,
distributed, contributed, merged, cancelled, or released, in each
case in accordance with the Restructuring Transactions Memorandum.
Class 8 consists of Existing Equity Interests. On the Effective
Date, and without the need for any further corporate or limited
liability company action or approval of any board of directors,
board of managers, members, shareholders or officers of any Debtor
or Reorganized Debtor, as applicable, all Existing Equity Interests
shall be discharged, cancelled, released, and extinguished without
any distribution, and will be of no further force or effect, and
each Holder of an Existing Equity Interest shall not receive or
retain any distribution, property, or other value on account of
such Existing Equity Interest.
The Debtors shall fund distributions under the Plan with (1) the
issuance of or borrowings under the New First Lien Term Loan
Facility; and (2) Cash on hand. Each distribution and issuance
referred to in Article IV and Article VI of the Plan shall be
governed by the terms and conditions set forth in the Plan
applicable to such distribution or issuance and by the terms and
conditions of the instruments or other documents evidencing or
relating to such distribution or issuance, which terms and
conditions shall bind each Entity receiving such distribution or
issuance.
A full-text copy of the Disclosure Statement dated June 5, 2023 is
available at https://urlcurt.com/u?l=iaMHYy from PacerMonitor.com
at no charge.
Proposed Co-Counsel to the Debtors:
Patrick J. Nash, P.C.
John R. Luze, Esq.
Jeffrey T. Michalik, Esq.
Yusuf Salloum, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle Street
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: patrick.nash@kirkland.com
john.luze@kirkland.com
jeff.michalik@kirkland.com
yusuf.salloum@kirkland.com
Proposed Co-Counsel to the Debtors:
Matthew D. Cavenaugh, Esq.
Jennifer F. Wertz, Esq.
Machir Stull, Esq.
Victoria N. Argeroplos, Esq.
JACKSON WALKER LLP
1401 McKinney Street, Suite 1900
Houston, TX 77010
Tel: (713) 752-4200
Fax: (713) 752-4221
Email: mcavenaugh@jw.com
jwertz@jw.com
mstull@jw.com
vargeroplos@jw.com
About Benefytt Technologies
Benefytt Technologies, Inc., et al., are a technology-driven
distributor of insurance products covering Medicare-related
insurance plans as well as other types of health insurance and
supplemental products that operate in 44 states including Texas,
New York, California, and Florida.
On May 23, 2023, Benefytt Technologies, Inc., and 17 affiliated
debtors, including American Service Insurance Agency LLC, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90566).
Benefytt Technologies disclosed assets of $1 billion to $10 billion
and liabilities of $500 million to $1 billion as of the bankruptcy
filing.
The Debtors tapped KIRKLAND & ELLIS LLP as general bankruptcy
counsel; JACKSON WALKER LLP as local bankruptcy counsel; ANKURA
CONSULTING, LLC, as restructuring advisor; and JEFFERIES GROUP LLC
as financial advisor. STRETTO, INC., is the claims agent.
BODY TEK: Unsecureds Will Get 10% of Claims via Quarterly Payments
------------------------------------------------------------------
Body Tek Fitness, Inc., filed with the U.S. Bankruptcy Court for
the Southern District of Florida a Disclosure Statement describing
Plan of Reorganization dated June 5, 2023.
Debtor Body Tek Fitness was formed December 14, 2010. It is a
well-established fitness center with studios in Wilton Manors,
Florida and Davie, Florida.
The Debtor filed a prior case on April 19, 2021 which was jointly
administered, but not substantively consolidated, with two related
entities, by the name of Body Tek Fitness Boca West, LLC and Body
Tek Fitness Franchising, Inc. The jointly administered case was
dismissed, without prejudice.
During the pendency of the first case, the Debtor reached an
agreement with BayFirst National Bank formerly First Home Bank with
respect to the value of all its personal property and equipment
which included the newer equipment moved from the Body Tek Boca
West location to Wilton Manors and Davie. All equipment purchases
whether by Debtor or Body Tek Boca West were financed by BayFirst
National Bank and subject to the lien of BayFirst National Bank.
The Debtor filed a second case on Sept. 1, 2022 (Case 22-16881) to
memorialize its agreement with BayFirst National Bank as set forth
in the Agreed Order. However, Debtor's counsel failed to extend
the 45-day deadline to confirm its plan, confirmation was not
accomplished by the 45-day deadline and the Court dismissed that
case.
Accordingly, the Debtor has again filed this case to memorialize
its agreement with BayFirst National Bank and to restructure all
its secured debt which fell into arrears due to the Debtors
inability to operate during COVID and loss of membership
thereafter.
The Plan contemplates that the Reorganized Debtor will be managed
by Michael Verdugo who will continue to receive a salary to the
extent funds are available. He has budgeted a salary of $85,000,
but will reduce his compensation as necessary to meet his
obligations under the plan. His previous salary was $35,000 due to
the loss of Debtor's revenues during COVID.
Class 2 will consist of Allowed Unsecured Claims. The Debtor will
pay each Class 2 creditor a total amount equal to 10% of the Class
2 creditor's allowed claim in 20 equal quarterly installments
commencing on the later of the Effective Date or the Date upon
which an Order allowing the creditor's claim becomes final. There
shall be no penalty for prepayment of any claim in class 2. The
deadline for filing governmental claims August 2, 2023.
Undisputed General Unsecured Claims total $432,539.
Class 3 Debtor's shareholder Mr. Verdugo will not receive a
distribution under the plan but will retain his ownership interest
in the Debtor and be paid a salary as an employee of Debtor.
The Plan which accompanies this Disclosure Statement sets forth
with particularity the manner in which all classes of creditors and
interest holders will be paid or otherwise treated. Payment to all
creditors will be made from operating revenues.
A full-text copy of the Disclosure Statement dated June 5, 2023 is
available at https://urlcurt.com/u?l=3LxDkA from PacerMonitor.com
at no charge.
Attorney for Debtor:
Susan D. Lasky, Esq.
Susan D. Lasky PA
320 S.E. 18th St
Ft. Lauderdale, FL 33316
Tel: (954) 400-7474
Fax: (954) 206-0628
Email: Sue@SueLasky.com
About Body Tek Fitness
Body Tek Fitness Inc. is a Wilton Manors, Florida-based gym chain.
Body Tek Fitness, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (S.D. Fla. Case No. 23-10936) on Feb 3. 2023, with
up to $100,000 in assets and up to $1 million in liabilities. Judge
Scott M. Grossman oversees the case.
Susan D. Lasky P.A. is the Debtor's legal counsel.
BUCKEYE PARTNERS: Moody's Affirms Ba3 CFR, Outlook Remains Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed Buckeye Partners, L.P.'s ratings
following its business reorganization on June 1, 2023. This
includes Buckeye's Ba3 Corporate Family Rating, Ba1 Senior Secured
Rating, B1 Senior Unsecured Rating and B2 Junior Subordinated
Rating. The SGL-3 Speculative Grade Liquidity (SGL) Rating remains
unchanged. The outlook remains stable.
On June 1, 2023, Buckeye completed a non-cash distribution of its
alternative energy division Buckeye Alternative Energy Solutions
Infrastructure (BAES) and its underlying investments to its parent
Buckeye Energy Holdings LLC (BEH). The non-cash distribution of
BAES is permitted under Buckeye's existing debt agreements and
comes with no committed financial compensation from BEH.
"Buckeye's business reorganization will improve the company's free
cash flow generation by removing the capital investment burden of
the alternative energy investments and pave the way for a more
conservative leverage profile." said Thomas Le Guay, a Moody's Vice
President.
Affirmations:
Issuer: Buckeye Partners, L.P.
Corporate Family Rating, Affirmed Ba3
Probability of Default Rating, Affirmed Ba3-PD
Senior Secured 1st Lien Revolving Credit Facility, Affirmed Ba1
Senior Secured 1st Lien Term Loan B1, Affirmed Ba1
Senior Unsecured Notes, Affirmed B1
Junior Subordinated Notes, Affirmed B2
Outlook Actions:
Issuer: Buckeye Partners, L.P.
Outlook, Remains Stable
RATINGS RATIONALE
The affirmation of Buckeye's ratings reflects Moody's view that the
reorganization will allow Buckeye to curtail its capital investment
program and focus on free cash flow generation and the deleveraging
of its capital structure. BAES has large capital investment
requirements compared to Buckeye's legacy midstream business and
Buckeye's leverage has trended at a high level as a result of the
multiple alternative energy investments under BAES since 2021. The
more recent underperformance of its midstream business, including
the interruption of the dividend distribution from its 57.6%
investment in Freeport LNG's second LNG liquefaction train (FLIQ2)
also contributed to higher-than-anticipated financial leverage.
There is scope for further deleveraging as BEH indicated that it
could contribute equity to Buckeye once BEH receives cash
distributions from BAES.
The stable outlook reflects Moody's expectation that Buckeye will
resume generating free cash flow in 2024 thanks to the full
contribution of FLIQ2's dividend distribution and the substantial
reduction of Buckeye's capital investment program. The stable
outlook also reflects Moody's expectation that Buckeye will reduce
debt and significantly lower its financial leverage to levels
supportive of its existing rating.
Buckeye's Ba3 CFR continues to reflect its significant scale with
about $1 billion in EBITDA and a good asset profile with
historically stable refined product pipelines and complementary
terminals that form the majority of its assets and cash flow. The
company's financial profile has been hampered by high financial
leverage since the partially debt-funded go-private transaction
completed in November 2019. Buckeye is owned by IFM Global
Infrastructure Fund (IFM, unrated), a global, open-ended private
infrastructure investment fund. As a privately owned company,
Buckeye's financial strategy under IFM's ownership has been
aggressive as evidenced by higher leverage and the introduction of
secured debt in the capital structure. The credit profile
incorporates Moody's expectation that IFM will remain restrained in
taking distributions over the next few years and exercise its
control over BEH to support Buckeye's deleveraging goals.
The SGL-3 Speculative Grade Liquidity Rating reflects Moody's
expectation of Buckeye's adequate liquidity, recognizing that it
will start generating positive free cash flow in 2024. As of March
31, 2023, Buckeye had approximately $720 million available under
its $1.2 billion senior secured revolving credit facility maturing
in November 2024. Buckeye will use the revolver further to repay a
$475 million senior unsecured debt maturity in July 2023,
positioning the company to reduce debt. The company's next debt
maturity is $300 million of senior unsecured debt in October 2024.
Maintenance covenants include a maximum first lien net leverage
ratio of 4.5x that springs when the revolver is utilized at more
than 35%. Moody's expects Buckeye to remain well in compliance with
this covenant at least through 2024. The SGL rating will be
withdrawn in the near future because Buckeye's financial statements
are private.
Buckeye's senior unsecured notes are rated B1, one notch below the
Ba3 Corporate Family Rating (CFR), due to their structural
subordination to the company's first lien senior secured credit
facilities. The company's junior subordinated notes are rated B2
reflecting their subordinated position relative to the secured and
unsecured debt in the capital structure. The Ba1 ratings on the
first lien senior secured credit facilities are two notches higher
than the Ba3 CFR, and reflect the instruments' priority position in
the capital structure and the benefit of the loss absorption
provided by the unsecured debt below them.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could downgrade the ratings if Buckeye's debt to EBITDA
remains sustained above 6x, if it does not execute on its plans to
reduce debt and improve its financial profile, or if the company's
liquidity deteriorates. Moody's could upgrade the ratings if
Buckeye generates meaningful positive organic growth, and leverage
is sustained below 5.5x.
Buckeye Partners L.P., is a midstream company based in Houston,
Texas. The company's core, legacy assets are its refined products
pipeline systems in the Northeast and Midwest, including
complementary terminals, which also extend to the Southeastern and
Gulf Coast regions of the United States. The company also has
wholesale fuel distribution and marketing and domestic and
international terminaling facilities. The company is owned by IFM
Global Infrastructure Fund (IFM), a private equity sponsor.
The principal methodology used in these ratings was Midstream
Energy published in February 2022.
CATALENT PHARMA: Moody's Lowers CFR to B1, On Review for Downgrade
------------------------------------------------------------------
Moody's Investors Service downgraded Catalent Pharma Solutions,
Inc.'s Corporate Family Rating to B1 from Ba3 and the Probability
of Default Rating to B1-PD from Ba3-PD. Moody's also downgraded the
senior secured rating to Ba2 from Ba1 and the senior unsecured
rating to B3 from B1. Concurrently, Moody's downgraded the
Speculative Grade Liquidity at SGL-4 from SGL-2. The ratings remain
under review for downgrade.
The ratings downgrade reflects a material reduction in earnings in
the current fiscal year due to productivity issues at several
facilities, higher operating costs, and weaker consumer demand. As
the pandemic receded, COVID-related revenue declined,
substantially, leading to a material drop in EBITDA reflecting the
fixed high cost nature of the CDMO business. As a result, Moody's
expects leverage to increase to above 6x in the fiscal year ended
June 30, 2023 and improve towards 5.5x over the next 12-18 months.
The downgrade of the SGL rating reflects Moody's expectation of a
material deterioration in cash generation in 2023 due to weaker
operating performance and related reduction in covenant headroom.
Furthermore, the on-going delay of Catalent's Q3 2023 filings
increases the risk of a covenant breach on its debt instruments,
which could further constrain liquidity. Moody's expects that
Catalent will continue to rely on its revolver which was $600
million drawn as of December 31, 2022 following the acquisition of
Metrics for $475 million in August 2022.
Governance considerations are material to the rating action. This
reflects poor management track record and internal controls, which
have led to a delay in filing quarterly earnings. Furthermore,
Catalent may have to restate previous years' earnings.
The ratings remain on review. The review will focus on the outlook
for Catalent's revenue and profit growth, and liquidity including
any implication of delays in filing financial statements.
Downgrades:
Issuer: Catalent Pharma Solutions, Inc.
Corporate Family Rating, Downgraded to B1 from Ba3; Placed Under
Review for further Downgrade
Probability of Default Rating, Downgraded to B1-PD from Ba3-PD;
Placed Under Review for further Downgrade
Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
SGL-2
Senior Secured Revolving Credit Facility, Downgraded to Ba2 from
Ba1; Placed Under Review for further Downgrade
Senior Secured Term Loan B3, Downgraded to Ba2 from Ba1; Placed
Under Review for further Downgrade
Senior Unsecured Notes, Downgraded to B3 from B1; Placed Under
Review for further Downgrade
Outlook Actions:
Issuer: Catalent Pharma Solutions, Inc.
Outlook, Remains Under Review for further Downgrade
RATINGS RATIONALE
Excluding the ratings review, the B1 rating reflects Catalent's
high financial leverage and modest free cash flow relative to debt.
The B1 rating is also constrained by the volatility inherent in the
pharmaceutical contract manufacturing industry, and high fixed
costs that can create volatility in net profit and cash flows. The
rating also reflects Catalent's acquisitive strategy and
willingness to increase leverage to fulfill its expansion
strategy.
Catalent's credit profile is supported by its good size and scale,
breadth of services and strong reputation as one of the largest
contract development management organizations (CDMOs) globally. The
company also maintains a diversified customer base and commands a
large library of patents, know-how, and other intellectual property
that raise barriers to entry and enhance margins. While managing
expansion has proved challenging as COVID-related revenue sharply
declines in 2023, recent investment in capacity will support future
earnings growth.
The Speculative Grade Liquidity Rating of SGL-4 reflects Moody's
expectation that Catalent's liquidity is currently weak. The
on-going delay of Catalent's Q3 2023 filings increases the risk of
a covenant breach on its credit facility, which could constrain
liquidity. Catalent relies on its $1.1 billion revolving credit
facility (due 2027), which was $600 million drawn as of December
31, 2022. Furthermore, the contraction in earnings and operating
cash flow will increase Catalent's reliance on the revolver and
reduce the headroom under the revolver 6.5x leverage covenant.
However, Catalent's liquidity is supported by a cash balance of
$442 million as of December 31, 2022, which somewhat mitigates
liquidity risk. Following the Q3 2023 filing, Moody's will review
Catalent's liquidity. The avoidance of a covenant breach will have
a positive impact on Moody's assessment of Catalent's liquidity.
ESG CONSIDERATIONS
The revision of Catalent's ESG credit impact score to CIS-4 (from
CIS-3) reflects a higher impact of ESG considerations on its credit
profile. Governance risk exposure has materially increased
following the April 2023 profit warning and on-going delay in
financial reporting. Turning to social risk, Catalent has
significant exposure to social risk considerations, namely
responsible production. This credit exposure revolves around
product quality and supply chain reliability.
The ratings review will focus on the outlook for Catalent's revenue
and profit growth, and liquidity including any implication of
delays in filing financial statements.
Catalent Pharma Solutions, Inc. is a leading contract development
and manufacturing organization (CDMO) company and a global provider
of advanced delivery technologies and development and manufacturing
solutions for drugs; protein, cell, and gene therapy biologics; and
consumer health products. These include the company's formulation,
development and manufacturing of softgels and other products for
the prescription drug and consumer health industries. The company
reported revenue of approximately $4.8 billion for the LTM period
ended December 31, 2022.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
CENPORTS COMMERCE: Taps Jennifer of JMLIU as Accountant
-------------------------------------------------------
Cenports Commerce Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to employ Jennifer
Liu, owner of JMLIU CPA Accountant Corp., as its accountant.
Ms. Liu will prepare the Debtor's monthly operating reports
starting with the month ending on April 30, 2023.
The Debtor agreed to pay Ms. Liu for her services at an hourly rate
of $350.
Ms. Liu received a retainer in the amount of $7,000.
In court papers, Ms. Liu disclosed that she is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
Ms. Liu can be reached at:
Jennifer Liu, CPA
JMLIU CPA Accountant Corp.
9454 Wilshire Blvd Ste 628
Beverly Hills, CA 90212
Cell Phone: (310) 801-2479
Email: jmliucpa@gmail.com
About Cenports Commerce
Cenports Commerce, Inc. is a B2B drop shopping (virtual
distribution) company that helps brands sell products online to
HomeDepot, Lowes and others under their own account. The company
has no inventory and uses internal tools to help retailers.
Cenports Commerce filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. N.D. Calif. case No. 23-40478) on
April 25, 2023, with $212,973 in assets and $7,391,240 in
liabilities. The petition was signed by Derrick Chen, chief
executive officer of Censports Commerce Holding Inc., a shareholder
of Cenports Commerce.
The Debtor tapped Michael Jay Berger, Esq., at the Law Offices of
Michael Jay Berger as legal counsel and Jennifer Liu of JMLIU CPA
Accountant Corp. as accountant.
CHARLES & 20: Case Summary & Two Unsecured Creditors
----------------------------------------------------
Debtor: Charles & 20, LLC
1727 Stonebridge Road
Alexandria, VA 22304-1038
Business Description: Charles & 20 is a lessor of real
estate.
Chapter 11 Petition Date: June 8, 2023
Court: United States Bankruptcy Court
District of Maryland
Case No.: 23-14023
Debtor's Counsel: Joseph M. Selba, Esq.
TYDINGS & ROSENBERG LLP
1 E. Pratt Street
Suite 901
Baltimore, MD 21202
Tel: 410-752-9700
Email: jselba@tydingslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Anthony C.Y. Cheng as member/owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/BTYZQOI/Charles__20_LLC__mdbke-23-14023__0001.0.pdf?mcid=tGE4TAMA
CINEWORLD GROUP: Exclusivity Period Extended to August 4
--------------------------------------------------------
Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas extended Cineworld Group PLC and its affiliates'
exclusive periods within which to file a Chapter 11 plan and to
solicit acceptances thereof to August 4 and October 3, 2023,
respectively.
Absent an extension, the Debtors' plan exclusivity period was
scheduled to expire June 5 and their exclusive solicitation period
on August 4.
The Debtors explained that they operate the second-largest cinema
chain in the world by number of screens, including a theater
portfolio that spans the globe. Their capital structure -- which as
of the petition date consisted of approximately $5 billion in
funded debt obligations across numerous and varied loan types in
addition to public equity, which continues to trade following the
commencement of these Chapter 11 cases -- is large and complex.
Administering these Chapter 11 cases requires significant input
from the Debtors' management team and advisors on a wide range of
complicated matters necessary to bring structure and consensus to a
large and complex process.
Further, the Debtors request an extension of the exclusivity
periods not to pressure creditors, but to provide a sufficient,
flexible window in which the Debtors can obtain additional
certainty regarding their path to exit from Chapter 11 without the
disruption and distraction created by competing plan proposals.
About Cineworld Group
London-based Cineworld Group PLC was founded in 1995 and is the
world's second-largest cinema chain. Cineworld operates 751 sites
with 9,000 screens in 10 countries, including the Cineworld and
Picturehouse screens in the UK and Ireland, Yes Planet in Israel,
and Regal Cinemas in the United States.
According to The Guardian, the Griedinger family, including Mooky's
brother and deputy chief executive, Israel, have struggled to
maintain control of the ailing business but have been forced to
reduce their stake from 28% in recent years. Cineworld's top five
investors include the Chinese Jangho Group (13.8%), Polaris Capital
Management (7.82%), Aberdeen Standard Investments (4.98%) and Aviva
Investors (4.88%).
The London-listed Cineworld, which has run up debt of more than
$4.8 billion after losses soared during the pandemic, is pinning
its hopes on a meatier slate of movies in 2022 to bounce back from
a two-year lull.
Cineworld Group plc and 104 affiliates sought Chapter 11 protection
(Bankr. S.D. Texas Lead Case No. 22-90168) on Sept. 7, 2022,
estimating more than $1 billion in assets and debt. Judge Marvin
Isgur oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Jackson Walker, LLP as
bankruptcy counsels; PJT Partners, LP as investment banker;
AlixPartners, LLP as restructuring advisor; and Ernst & Young, LLP
as tax services provider. Kroll Restructuring Administration, LLC
is the claims agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on Sept. 23,
2022. The committee tapped Weil, Gotshal & Manges, LLP and
Pachulski Stang Ziehl & Jones, LLP as legal counsels; FTI
Consulting, Inc., as financial advisor; and Perella Weinberg
Partners, LP as investment banker.
CLAUSEN OYSTERS: Taps Motschenbacher & Blattner as Legal Counsel
----------------------------------------------------------------
Clausen Oysters, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Oregon to hire Motschenbacher & Blattner, LLP
as its general bankruptcy counsel.
The firm's services include:
(a) consulting with the Debtor concerning the administration
of its Chapter 11 case;
(b) advising the Debtor with regard to its rights, powers and
duties;
(c) investigating and, if appropriate, prosecuting claims and
causes of action belonging to the estate;
(d) advising the Debtor concerning alternatives for
restructuring its debts and financial affairs pursuant to a Chapter
11 plan or, if appropriate, liquidating its assets; and
(e) preparing the bankruptcy schedules, statements and lists
required to be filed by the Debtor under the Bankruptcy Code and
applicable procedural rules.
The firm will charge these hourly fees:
Nicholas J. Henderson, Partner $495
Alex C. Trauman, Partner $425
Troy G. Sexton, Partner $375
Jeremy Tolchin, Associate $350
Sean Glinka, Associate $375
Ryan Ripp, Associate $275
Noah Maurer, Associate $275
Sharon Kuger, Paralegal $225
Legal Assistants $85
Nicholas Henderson, Esq., a partner at Motschenbacher & Blattner,
disclosed in a court filing that his firm is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Nicholas J. Henderson, Esq.
Motschenbacher & Blattner, LLP
117 SW Taylor Street, Suite 300
Portland, OR 97204
Phone: 503-417-0500
Fax: 503-417-0501
Email: nhenderson@portlaw.com
About Clausen Oysters
Clausen Oysters, LLC owns an oyster farm in Oregon.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ore. Case No. 23-60847) on May 18, 2023,
with $1 million to $10 million in both assets and liabilities. Seth
Silverman, manager, signed the petition.
Thomas M. Renn oversees the case.
Nicholas J. Henderson, Esq., at Motschenbacher & Blattner, LLP,
represents the Debtor as legal counsel.
COX INDUSTRIAL: Gets OK to Hire A.T. Pancrazi to Sell Yuma Property
-------------------------------------------------------------------
Cox Industrial Services, LLC received approval from the U.S.
Bankruptcy Court for the District of Arizona to hire A.T. Pancrazi
Real Estate Services, Inc. to market and sell its real property
located at 7127 E. Gila Ridge Road, Yuma, Ariz.
A.T. Pancrazi's total commission is 6 percent of the gross sale
price of the property (3 percent to the listing agent and 3 percent
to the buyer's agent). If the firm serves as dual agent, the
commission will be reduced to 5 percent.
As disclosed in court filings, A.T. Pancrazi is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Thomas Pancrazi
A.T. Pancrazi Real Estate Services, Inc.
350 W. 16th Street, Suite 332
Yuma, AZ
Tel: 928-782-0000
Cell: 928-246-0008
Email: tom@pancrazi.com
About Cox Industrial Services
Cox Industrial Services, LLC operates an agricultural engineering
and fabrication business focusing on industrial refrigeration. It
is based in Yuma, Ariz.
Cox Industrial Services sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 23-02866) on May 2,
2023, with $5,793,413 in assets and $4,238,957 in liabilities.
Randy Cox, owner, signed the petition.
Judge Scott H. Gan oversees the case.
Thomas H. Allen, Esq., at Allen, Jones & Giles, PLC, represents the
Debtor as legal counsel.
CROWN FINANCE: $650M Bank Debt Trades at 84% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Crown Finance US
Inc is a borrower were trading in the secondary market around 15.8
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $650 million facility is a Term loan that is scheduled to
mature on September 20, 2026. The amount is fully drawn and
outstanding.
Crown Finance US, Inc. operates as a movie theater.
CUSTOM ALLOY: Says Committee Drafting Liquidating Plan
------------------------------------------------------
Custom Alloy Corporation advised the U.S. Bankruptcy Court for the
District of New Jersey that the official committee of unsecured
creditors appointed in the Chapter 11 cases is preparing a proposed
Joint Plan of Liquidation and accompanying disclosure statement for
consideration by the Debtors.
Custom Alloy said the Debtors and the Committee have agreed to a
29-day extension of the periods within which the Debtors have the
exclusive right to file and solicit acceptances of a
bankruptcy-exit plan. The Hon. Michael B. Kaplan in May extended
the Debtors' exclusive period to file a plan and solicit plan votes
to June 15 and August 14, respectively.
A hearing will be held on July 6 at 10:00 a.m. to consider the
Debtors' request. In the interim, Judge Kaplan on Friday issued a
bridge order further extending the Debtors' exclusive periods
within which to file a plan and solicit votes through the date on
which the Court hears and determines the Debtors' timely filed
motion.
On May 26, 2023, the Bankruptcy Court entered an order approving
the sale of substantially all of the Debtors' assets. The Debtors
said consummation of the sale is expected to take place no later
than June 14. The Debtors expect CIBC, their DIP lender, will have
been paid in full upon closing of the sale and at that time, the
only remaining major stakeholder in the case will be the
Committee.
"The likely strategy for exiting Chapter 11 will be some form of
liquidating plan which will require negotiations between the
Debtors and the Committee. The requested 29-day extension will
provide time to accomplish the foregoing," said Barry J. Roy, Esq.,
at Rabinowitz, Lubetkin & Tully, LLC, the Debtors' counsel.
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.
CYXTERA DC HOLDINGS: $100M Bank Debt Trades at 51% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Cyxtera DC Holdings
Inc is a borrower were trading in the secondary market around 49.1
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $100 million facility is a Term loan that is scheduled to
mature on May 1, 2024. About $97.5 million of the loan is
withdrawn and outstanding.
Cyxtera DC Holdings, Inc. provides data center services.
DEAN ST BROOKLYN: Seeks to Extend Plan Exclusivity to August 18
---------------------------------------------------------------
Dean St Brooklyn LLC (DE) asks the U.S. Bankruptcy Court for the
Southern District of Florida to extend its exclusive periods within
which to file a Chapter 11 plan and to solicit acceptances thereof
to August 18 and October 18, 2023, respectively.
As reported by the Troubled Company Reporter, Judge Laurel M.
Isicoff extended the Debtor's exclusivity to negotiate with
creditors and file a plan and disclosure statement, to May 18 and
to solicit acceptances to July 18.
The Debtor and its creditors have been negotiating toward a
consensual plan, but additional time is needed due to valuation
issues being resolved in this case. Adequate protection is being
paid monthly.
The Debtor is represented by:
Joel M. Aresty, Esq.
JOEL M. ARESTY, P.A.
309 1st Ave S
Tierra Verde, FL 33715
Telephone: (305) 904-1903
Facsimile: (800) 559-1870
E-mail: Aresty@Mac.com
About Dean St Brooklyn LLC (DE)
Dean St Brooklyn LLC (DE) sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
22-18042) on Oct 11, 2022, with up to $500,000 in assets and up to
$1 million in liabilities. Judge Laurel M. Isicoff oversees the
case.
Joel M. Aresty, Esq. at Joel M. Aresty, P.A., serves as the
Debtor's legal counsel.
DIEBOLD NIXDORF: Court OKs Pricey Loan to Fund Chapter 11
---------------------------------------------------------
Amelia Pollard of Bloomberg Law reports that Diebold Nixdorf Inc.,
maker of automated teller machines, secured interim approval to
immediately access more than $1.2 billion to fund itself through
bankruptcy.
The Hudson, Ohio-based company will have to pay off more than $700
million in existing loans using the debtor-in-possession bankruptcy
financing, according to a court presentation on Friday, June 2,
2023. This will leave it with around $517 million of additional
cash.
The bankruptcy financing bears a double-digit interest rate and
requires Diebold pay out premiums to the lenders in the form of new
common stock, court papers show.
About Diebold Nixdorf
Diebold Nixdorf, Incorporated automates, digitizes and transforms
the way people bank and shop. As a partner to the majority of the
world's top 100 financial institutions and top 25 global retailers,
its integrated solutions connect digital and physical channels
conveniently, securely and efficiently for millions of consumers
each day.
Diebold Nixdorf Inc. and several affiliated entities sought
protection under Chapter 11 of the U.S. Bankruptcy Code on June 1,
2023. The cases are jointly administered under the case of Diebold
Holding Company, Inc., Bankr. S.D. Tex. Lead Case No. 23-90602. In
the petition signed by Jonathan B. Leiken, president, Diebold
disclosed $3.09 billion in assets and $2.57 billion in
liabilities.
Diebold Nixdorf Dutch Holding B.V. commenced voluntary
reorganization proceedings pursuant to the Wet Homologatie
Onderhands Akkoord under Netherlands law in the District Court of
Amsterdam. Diebold Netherlands sought recognition of the Dutch
Proceeding under Chapter 15 of the Bankruptcy Code.
Judge David R. Jones oversees the Chapter 11 cases.
The Chapter 11 Debtors tapped Jones Day and Jackson Walker LLP as
legal counsel, Ducera Partners LLC as financial advisor, FTI
Consulting, Inc., as investment banker, Kroll Restructuring
Administration, LLC as claims and noticing agent.
DIOCESE OF ALBANY: Seeks to Hire Bonadio & Co. as Accountant
------------------------------------------------------------
The Roman Catholic Diocese of Albany, New York seeks approval from
the U.S. Bankruptcy Court for the Northern District of New York to
employ Bonadio & Co., LLP as its accountant.
The Debtor requires an accountant to:
a. assist in the preparation of the Debtor's annual financial
statements;
b. provide auditing services;
c. respond to accounting questions that may arise during the
pendency of the Debtor's Chapter 11 case; and
d. provide ancillary services.
Bonadio & Co. will be paid at these rates:
Partners/Principals $720 per hour
Managers $321 per hour
Senior Auditor $180 per hour
Associates $147 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
Kenneth McGivney CPA, a partner at Bonadio & Co., disclosed in a
court filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Kenneth McGivney, CPA
The Bonadio Group
6 Wembley Court
Albany, NY 12205
Phone: (518) 250-7751
Email: kmcgivney@bonadio.com
About The Roman Catholic Diocese of Albany
The Roman Catholic Diocese of Albany is a religious organization in
Albany, N.Y. It covers 13 counties in Eastern New York, including a
portion of a 14th county. Its Mother Church is the Cathedral of the
Immaculate Conception in the city of Albany.
New York's Child Victims Act, which took effect in August 2019,
temporarily sets aside the usual statute of limitations for
lawsuits to give victims of childhood sexual abuse a year to pursue
even decades-old claims. Hundreds of new lawsuits have been filed
against churches and other institutions since the law took effect
on Aug. 14, 2019.
Facing the financial weight of new sexual misconduct lawsuits, at
least four of the eight Roman Catholic dioceses in the state, has
already sought Chapter 11 protection. The dioceses that have
declared bankruptcy include the Diocese of Rochester and the
Diocese of Rockville Centre on Long Island.
The Catholic Diocese of Albany sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-10244) on
March 15, 2023. In the petition filed by Fr. Robert P. Longobucco,
the Debtor estimated assets between $10 million and $50 million and
liabilities between $50 million and $100 million.
Judge Robert E. Littlefield, Jr. oversees the case.
The Debtor tapped Nolan Heller Kauffman, LLP as bankruptcy counsel;
Tobin and Dempf, LLP as special litigation counsel; Keegan Linscott
& Associates, PC as financial advisor; and Bonadio & Co., LLP as
accountant. Donlin, Recano & Company, Inc. is the claims and
noticing agent.
On April 17, 2023, the U.S. Trustee for Region 2 appointed two
separate committees to represent unsecured creditors and tort
claimants in the Debtor's Chapter 11 case. Lemery Greisler, LLC
represents the unsecured creditors' committee while Stinson, LLP
represents the tort committee.
DIOCESE OF ROCHESTER: Garabedian Representing 100 Abuse Claimants
-----------------------------------------------------------------
In the Chapter 11 case of the Diocese of Rochester, the Law Offices
of Mitchell Garabedian filed a verified statement in accordance
with Rule 2019 of the Federal Rules of Bankruptcy Procedure to
disclose that it is representing around 100 sexual abuse claimants
in the case.
Each of the clients has retained the Law Offices of Mitchell
Garabedian to represent him or her as litigation counsel in
connection with, among other things, abuse claims against the
Debtor and other third-party defendants.
The names of the Clients are confidential, and have been redacted
from publicly available court filings. The names are only
available to permitted parties who have executed a confidentiality
agreement and have access to the Sexual Abuse Claim Forms.
The firm can be reached at:
Mitchell Garabedian, Esq.
LAW OFFICES OF MITCHELL GARABEDIAN
100 State Street, 6th Floor
Boston, MA 02109
Tel: (617) 523-6250
E-mail: mgarabedian@garabedianlaw.com
About The Diocese of Rochester
The Diocese of Rochester in upstate New York provides support to 86
Roman catholic parishes across 12 counties in upstate New York. It
also operates a middle school, Siena Catholic Academy. The diocese
has 86 full-time employees and six part-time employees and provides
medical and dental benefits to an additional 68 retired priests and
two former priests.
The diocese generated $21.88 million of gross revenue for the
fiscal year ending June 30, 2019, compared with a gross revenue of
$24.25 million in fiscal year 2018.
The Diocese of Rochester filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave
of lawsuits over alleged sexual abuse of children. In the
petition, the diocese was estimated to have $50 million to $100
million in assets and at least $100 million in liabilities.
Bond, Schoeneck & King, PLLC and Bonadio & Co. serve as the
diocese's legal counsel and accountant, respectively. Stretto is
the claims and noticing agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the diocese's Chapter 11 case. Pachulski
Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as
the committee's legal counsel and financial advisor, respectively.
DIOCESE OF ROCHESTER: Horowitz Law Represents 21 Abuse Claimants
----------------------------------------------------------------
Horowitz Law filed a verified statement in accordance with Rule
2019 of the Federal Rules of Bankruptcy Procedure to disclose that
it is representing 21 sexual abuse claimants.
Pursuant to individual fee agreements, Horowitz Law was
individually retained by each Claimant to pursue claims for damages
against the Diocese of Rochester, New York as a result of sexual
abuse/misconduct.
The names of the Claimants were redacted from publicly available
court filings.
The firm can be reached at:
Adam D. Horowitz, Esq.
HOROWITZ LAW
110 East Broward Blvd., Suite 1530
Fort Lauderdale, FL 19103
Telephone: 888-283-9922
E-mail: adam@adamhorowitzlaw.com
About The Diocese of Rochester
The Diocese of Rochester in upstate New York provides support to 86
Roman catholic parishes across 12 counties in upstate New York. It
also operates a middle school, Siena Catholic Academy. The diocese
has 86 full-time employees and six part-time employees and provides
medical and dental benefits to an additional 68 retired priests and
two former priests.
The diocese generated $21.88 million of gross revenue for the
fiscal year ending June 30, 2019, compared with a gross revenue of
$24.25 million in fiscal year 2018.
The Diocese of Rochester filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave
of lawsuits over alleged sexual abuse of children. In the
petition, the diocese was estimated to have $50 million to $100
million in assets and at least $100 million in liabilities.
Bond, Schoeneck & King, PLLC and Bonadio & Co. serve as the
diocese's legal counsel and accountant, respectively. Stretto is
the claims and noticing agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the diocese's Chapter 11 case. Pachulski
Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as
the committee's legal counsel and financial advisor, respectively.
DIOCESE OF ROCHESTER: Steve Boyd Represents 160+ Abuse Claimants
----------------------------------------------------------------
In the Chapter 11 case of the Diocese of Rochester, Steve Boyd, PC,
filed a verified statement in accordance with Rule 2019 of the
Federal Rules of Bankruptcy Procedure to disclose that it is
representing at least 160 sexual abuse claimants.
The names and addresses of the confidential Claimants are only
available to permitted parties who have executed a confidentiality
agreement and have access to the Sexual Abuse Claim Forms.
Pursuant to individual fee agreements, Steve Boyd was individually
retained by each Claimant to pursue claims for damages against The
Diocese of Rochester as a result of sexual abuse. The scope of
representation includes: (i) representing and acting on behalf of
each Claimant as the Claimant's attorneys in the bankruptcy case,
(ii) authority to file a proof of claim on behalf of each Claimant,
and/or (iii) filing a corresponding civil lawsuit in the Supreme
Court of the State of New York against the Diocese of Rochester
and/or parishes, schools and other Catholic institutions in the
Diocese.
The firm can be reached at:
Stephen Boyd, Esq.
Steve Boyd, P.C.
2969 Main Street, Suite 100
Buffalo, NY 14214
Tel: (716) 600-0000
About The Diocese of Rochester
The Diocese of Rochester in upstate New York provides support to 86
Roman catholic parishes across 12 counties in upstate New York. It
also operates a middle school, Siena Catholic Academy. The diocese
has 86 full-time employees and six part-time employees and provides
medical and dental benefits to an additional 68 retired priests and
two former priests.
The diocese generated $21.88 million of gross revenue for the
fiscal year ending June 30, 2019, compared with a gross revenue of
$24.25 million in fiscal year 2018.
The Diocese of Rochester filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave
of lawsuits over alleged sexual abuse of children. In the
petition, the diocese was estimated to have $50 million to $100
million in assets and at least $100 million in liabilities.
Bond, Schoeneck & King, PLLC and Bonadio & Co. serve as the
diocese's legal counsel and accountant, respectively. Stretto is
the claims and noticing agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the diocese's Chapter 11 case. Pachulski
Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as
the committee's legal counsel and financial advisor, respectively.
EFS PARLIN: Seeks to Hire 'Ordinary Course' Professionals
---------------------------------------------------------
EFS Parlin Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to employ professionals used in
the ordinary course of business.
The "ordinary course" professionals include Latham & Watkins, LLP,
which will serve as the Debtor's regulatory counsel. The estimated
fee for the firm's services is $50,000 per month.
The Debtor proposes that it be authorized to pay 100 percent of the
fees and expenses of each OCP upon the submission to the Debtor of
an appropriate invoice.
The Debtor does not believe that any of the OCPs have an interest
materially adverse to the estate.
About EFS Parlin Holdings
EFS Parlin Holdings, LLC is in the business of electric power
generation, transmission and distribution. The company is based in
Norwalk, Conn.
EFS Parlin Holdings filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. D. Del. Case No. 23-10539) on April
28, 2023, with $9,424,029 in assets and $12,594,508 in liabilities.
Michael Whitworth, authorized representative, signed the petition.
Judge John T. Dorsey oversees the case.
J. Cory Falgowski, Esq., at Burr Forman, LLP is the Debtor's
bankruptcy counsel.
ENVISION HEALTHCARE: Fourth Out Lenders File Verified Statement
---------------------------------------------------------------
In the Chapter 11 cases of Envision Healthcare Corporation, et al.,
the Ad Hoc Group of Fourth Out Lenders filed a verified statement
in accordance with Rule 2019 of the Federal Rules of Bankruptcy
Procedure.
The Fourth Out Lenders are beneficial holders or the investment
advisors or managers for certain beneficial holders of fourth out
loans outstanding under the Credit Agreement dated as of October
11, 2018, by and among Enterprise Immediate Holdings, Inc.,
Envision Healthcare Corporation, the guarantors and lenders from
time to time party thereto, and Credit Suisse AG, Cayman Islands
Branch, as administrative agent and collateral agent.
As of June 1, 2023, the members of the Ad Hoc Group of Fourth Out
Lenders and their economic interests are:
* Vibrant Capital Partners, Inc. and
Vibrant Credit Partners, LLC
350 Madison Ave., 17th Floor
New York, NY 10017
$29,339,455.96 of Fourth Out Loans
* Saratoga Investment Corp CLO 2013-1 Ltd.
c/o MaplesFS Limited
P.O. Box 1093, Queensgate House
South Church Street
George Town, Grand Cayman KY1 1102
Cayman Islands
$4,766,742.12 of Fourth Out Loans
* Ares Management
2000 Avenue of the Stars, 12th Floor
Los Angeles, CA 90067
$23,952,644.11 of Fourth Out Loans.
On May 25, 2023, the Ad Hoc Group of Fourth Out Lenders (as
comprised from time to time) was formed and retained Herrick,
Feinstein LLP to represent it as counsel in the chapter 11 cases in
connection with a potential restructuring of the outstanding debt
obligations of the Debtors. In connection with the Chapter 11
cases, the Ad Hoc Group of Fourth Out Lenders also retained
Chamberlain Hrdlicka.
The firms can be reached at:
Jarrod B. Martin, Esq.
Michael K. Riordan, Esq.
CHAMBERLAIN, HRDLICKA, WHITE, WILLIAMS & AUGHTRY, P.C.
1200 Smith Street, Suite 1400
Houston, TX 77002
Tel: 713-356-1280
Fax: 713-658-2553
E-mail: Jarrod.Martin@chamberlainlaw.com
Michael.Riordan@chamberlainlaw.com
- and -
Sean O'Donnell, Esq.
Stephen B. Selbst, Esq.
Christopher Carty, Esq.
Steven B. Smith, Esq.
HERRICK, FEINSTEIN LLP
2 Park Avenue
New York, NY 10016
Telephone: (212) 592-1400
Facsimile: (212) 592-1500
E-mail: sodonnell@herrick.com
Email: sselbst@herrick.com
Email: ccarty@herrick.com
Email: ssmith@herrick.com
About Envision Healthcare Corporation
Envision Healthcare Corporation -- http://www.EnvisionHealth.com/
-- is a national medical group that delivers physician and advanced
practice provider services, primarily in the areas of emergency and
hospitalist medicine, anesthesiology, radiology/ teleradiology and
neonatology. As a leader in ambulatory surgical care, AMSURG holds
ownership in more than 250 surgery centers in 41 states and the
District of Columbia, with medical specialties ranging from
gastroenterology to ophthalmology and orthopedics. In total, the
medical group offers a differentiated suite of clinical solutions
on a national scale with a local understanding of our communities,
creating value for health systems, payers, providers and patients.
On May 15, 2023, Envision Healthcare Corporation and 216 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90342).
The cases are pending before the Honorable Christopher M. Lopez.
Envision has estimated assets and liabilities in the range of $1
billion to $10 billion each.
Judge Christopher M. Lopez oversees the cases.
The Debtors' investment banker is PJT Partners LP, its financial
advisor is Alvarez & Marsal LLC, and its legal advisor is Kirkland
& Ellis LLP. Jackson Walker LLP is the local bankruptcy counsel.
KPMG LLC is the tax advisor. Kroll is the claims agent,
maintaining the pages EnvisionHealthFuture.com or
https://restructuring.ra.kroll.com/Envision
The U.S. Trustee for Region 7 has appointed an official committee
to represent unsecured creditors in the Debtors' Chapter 11 cases.
ENVISION HEALTHCARE: Must Face Kickback Lawsuit in Bankruptcy
-------------------------------------------------------------
Evan Ochsner of Bloomberg Law reports that the American Academy of
Emergency Medicine Physician Group Inc. asked a bankruptcy court to
clear the way for it to proceed with a lawsuit accusing Envision
Healthcare Corp. of "unlawful" practices, including kickbacks for
patient referrals.
AAEMPG asked the US Bankruptcy Court for the Southern District of
Texas on Thursday, June 1, 2023, to determine that bankruptcy
protections that prevent litigation against a debtor do not apply
to AAEMPG's suit against Envision, which filed Chapter 11 last
month. If the court determines that bankruptcy protections apply to
the suit, it should lift them, AAEMPG said.
About Envision Healthcare Corporation
Envision Healthcare Corporation -- http://www.EnvisionHealth.com/
-- is a national medical group that delivers physician and advanced
practice provider services, primarily in the areas of emergency and
hospitalist medicine, anesthesiology, radiology/ teleradiology and
neonatology. As a leader in ambulatory surgical care, AMSURG holds
ownership in more than 250 surgery centers in 41 states and the
District of Columbia, with medical specialties ranging from
gastroenterology to ophthalmology and orthopedics. In total, the
medical group offers a differentiated suite of clinical solutions
on a national scale with a local understanding of our communities,
creating value for health systems, payers, providers and patients.
On May 15, 2023, Envision Healthcare Corp oration and 216
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N. Tex. Lead Case No.
23-90342). The cases are pending before the Honorable Christopher
M. Lopez.
Envision has estimated assets and liabilities in the range of $1
billion to $10 billion each.
Judge Christopher M. Lopez oversees the cases.
The Debtors' investment banker is PJT Partners LP, its financial
advisor is Alvarez & Marsal LLC, and its legal advisor is Kirkland
& Ellis LLP. Jackson Walker LLP is the local bankruptcy counsel.
KPMG LLC is the tax advisor. Kroll is the claims agent,
maintaining the pages EnvisionHealthFuture.com or
https://restructuring.ra.kroll.com/Envision
EVANGELICAL RETIREMENT: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Evangelical Retirement Homes Of Greater Chicago,
Incorporated
DBA Friendship Village of Schaumburg
350 W. Schaumburg Road
Schaumburg, IL 60194
Business Description: FVS owns and operates a continuing care
retirement community located in Schaumburg,
Illinois known as Friendship Village of
Schaumburg. The Campus is improved with
buildings which include (i) 537 independent
living apartments, (ii) 84 assisted living
apartments, (iii) 25 memory care apartments,
(iv) 169 nursing beds, and (v) related
common areas and parking.
Chapter 11 Petition Date: June 9, 2023
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 23-07541
Judge: Hon. Timothy A. Barnes
Debtor's Counsel: Bruce C. Dopke, Esq.
DOPKELAW LLC
1535 W. Schaumburg Road
Suite 204
Schaumburg, IL 60194
Tel: 847-524-4811
Fax: 312-641-6959
Email: bd@dopkelaw.com
Debtor's
Co-Counsel: POLSINELLI PC
Debtor's
Financial
Advisor: Mike Wyse
Cole Celenza
Mike Franciosa
WYSE ADVISORS LLC
51 JFK Parkway
Short Hills, NJ 07078
Tel: 973.218.2407
Debtor's
Notice,
Claims &
Balloting
Agent and
Administrative
Advisor: STRETTO, INC.
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Michael Flynn as chief executive
officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/OHI2BYQ/Evangelical_Retirement_Homes_Of__ilnbke-23-07541__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. UMB Bank, National Bondholder $75,425,502
Association Deficiency
2 South Broadway Claim
Suite 600
St. Louis, MO 63102
2. Resident 720953-IL Resident Refund $531,900
Address on File
3. Resident 15264-AL Resident Refund $449,100
Address on File
4. Resident 15438-IL Resident Refund $432,000
Address on File
5. Resident 15497-IL Resident Refund $395,500
Address on File
6. Resident 720732-IL Resident Refund $384,300
Address on File
7. Resident 719355-IL Resident Refund $383,265
Address on File
8. Resident 15489-IL Resident Refund $369,000
Address on File
9. Resident 15479-IL Resident Refund $354,900
Address on File
10. Resident 15397-IL Resident Refund $350,000
Address on File
11. Resident 720451-IL Resident Refund $343,800
Address on File
12. Resident 14000-IL Resident Refund $336,600
Address on File
13. Resident 15400-IL Resident Refund $336,150
Address on File
14. Resident 15404-IL Resident Refund $327,600
Address on File
15. Resident 718487-IL Resident Refund $327,200
Address on File
16. Resident 720136-IL Resident Refund $326,500
Address on File
17. Resident 15306-IL Resident Refund $317,700
Address on File
18. Resident 15101-IL Resident Refund $317,700
Address on File
19. Resident 15410-IL Resident Refund $316,800
Address on File
20. Resident 15166-IL Resident Refund $312,900
Address on File
EYECARE PARTNERS: $250M Bank Debt Trades at 27% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Eyecare Partners
LLC is a borrower were trading in the secondary market around 73.2
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $250 million facility is a Term loan that is scheduled to
mature on November 15, 2028. About $248.8 million of the loan is
withdrawn and outstanding.
EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a
medically focused eye care services provider. EyeCare Partners is
vertically integrated, providing optometry, ophthalmology and
retail products.
EYECARE PARTNERS: $440M Bank Debt Trades at 32% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Eyecare Partners
LLC is a borrower were trading in the secondary market around 68.3
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $440 million facility is a Term loan that is scheduled to
mature on November 15, 2028. The amount is fully drawn and
outstanding.
EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is
amedically focused eye care services provider. EyeCare Partners
isvertically integrated, providing optometry, ophthalmology and
retail products.
EYECARE PARTNERS: $750M Bank Debt Trades at 27% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Eyecare Partners
LLC is a borrower were trading in the secondary market around 73.3
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $750 million facility is a Term loan that is scheduled to
mature on February 20, 2027. The amount is fully drawn and
outstanding.
EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a
medically focused eye care services provider. EyeCare Partners is
vertically integrated, providing optometry, ophthalmology and
retail products.
FB DEBT FINANCING: Exclusivity Period Extended to August 10
-----------------------------------------------------------
The Hon. Karen B. Owens of the U.S. Bankruptcy Court for the
District of Delaware extended FB Debt Financing Guarantor, LLC and
affiliates' exclusive periods within which to file a Chapter 11
plan and to solicit acceptances thereof to August 10 and October 9,
2023, respectively.
Absent an extension, the Debtors' initial exclusive filing period
was set to expire May 12 and exclusive solicitation period is
slated to expire July 11.
The Debtors explained that these chapter 11 cases are large and
complex as they have approximately $868 million in prepetition
funded debt obligations. The requested extensions are also
appropriate because the Debtors are paying their bills as they come
due and these chapter 11 cases have only been pending for four
months. Further, the Debtors' request for an extension is not being
made for the impermissible purpose of pressuring creditors to agree
to a plan of reorganization.
About FB Debt Financing Guarantor
FB Debt Financing Guarantor, LLC, formerly known as Morphe Debt
Financing Guarantor, LLC, is a builder of beauty brands anchored in
innovative and high-quality products, marketing and operations. Its
multi-branded and multi-category portfolio includes Morphe, Morphe
2, Jaclyn Cosmetics, and Born Dreamer. The company's products are
sold through top beauty retailers worldwide, including Ulta Beauty,
Sephora, Mecca, Douglas, Selfridges, and Target.
FB Debt and its affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10025) on
Jan 11, 2023.
In the petition signed by their chief restructuring officer,
Stephen Marotta, the Debtors disclosed $500 million to $1 billion
in both assets and liabilities, including about $868 million in
prepetition funded debt obligations.
The Debtors tapped Ropes & Gray, LLP and Bayard, P.A. as bankruptcy
counsel; Configure Partners, LLC and Configure Partners Securities,
LLC as investment bankers; and Ankura Consulting Group, LLC as
restructuring advisor. Kroll Restructuring Administration, LLC is
the Debtors' claims, noticing and solicitation agent and
administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors in the Debtors' cases on Jan. 24,
2023. The committee is represented by Cole Schotz, P.C. and Kelley
Drye & Warren, LLP.
FINTHRIVE SOFTWARE: $460M Bank Debt Trades at 39% Discount
----------------------------------------------------------
Participations in a syndicated loan under which FinThrive Software
Intermediate Holdings Inc is a borrower were trading in the
secondary market around 61.3 cents-on-the-dollar during the week
ended Friday, June 9, 2023, according to Bloomberg's Evaluated
Pricing service data.
The $460 million facility is a Term loan that is scheduled to
mature on December 17, 2029. The amount is fully drawn and
outstanding.
FinThrive is a provider of revenue cycle management software
solutions to the healthcare sector.
FTX TRADING: Non-US Customers Group Amends Verified Statement
-------------------------------------------------------------
Counsel to the Ad Hoc Committee of Non-US Customers of FTX.com
comprising international customers who hold accounts on the FTX.com
platform, filed a verified first supplemental statement pursuant to
Rule 2019 of the Federal Rules of Bankruptcy Procedure.
Since the filing of the original verified statement on March 28,
2023, certain changes have been made with respect to, among others,
the composition of the Ad Hoc Committee resulting from the addition
of new Members and the disclosable economic interests of the
Members.
The Ad Hoc Committee presently has 35 members. The revised list of
the names and addresses the members of the Ad Hoc Committee were
redacted from publicly available filings.
Counsel to the Ad Hoc Committee of Non-US Customers of FTX.com:
Eric D. Schwartz, Esq.
Matthew B. Harvey, Esq.
Paige N. Topper, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 North Market Street, 16th Floor
Wilmington, DE 19801
Telephone: (302) 658-9200
Facsimile: (302) 658-3989
E-mail: eschwartz@morrisnichols.com
mharvey@morrisnichols.com
ptopper@morrisnichols.com
- and -
Peter A. Ivanick, Esq.
Sarah E. Paul, Esq.
EVERSHEDS SUTHERLAND (US) LLP
The Grace Building, 40th Floor
1114 Avenue of the Americas
New York, NY 10036
Telephone: (212) 389-5000
Facsimile: (212) 389-5099
E-mail: peterivanick@eversheds-sutherland.com
sarahpaul@eversheds-sutherland.com
- and-
Erin E. Broderick, Esq.
EVERSHEDS SUTHERLAND (US) LLP
227 West Monroe Street, Suite 6000
Chicago, IL 60606
Telephone: (312) 724-9006
Facsimile: (312) 724-9322
E-mail: erinbroderick@eversheds-sutherland.com
- and -
David A. Wender, Esq.
Nathaniel T. DeLoatch, Esq.
EVERSHEDS SUTHERLAND (US) LLP
999 Peachtree St. NE
Atlanta, GA 30309
Telephone: (404) 853-8000
Facsimile: (404) 853-8806
E-mail: davidwender@eversheds-sutherland.com
nathanieldeloatch@eversheds-sutherland.com
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel, FTI Consulting, Inc., as financial advisor, and
Jefferies LLC as the investment banker. Young Conaway Stargatt &
Taylor LLP is the Committee's Delaware and conflicts counsel.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
GENESIS GLOBAL: FTX Group Objects to Mediation Talks Extension
--------------------------------------------------------------
Olga Kharif of Bloomberg News reports that FTX Trading Ltd. and its
affiliates joined a smattering of other creditors of bankrupt
crypto lender Genesis Global Holdco in objecting to extending
court-mediated settlement talks, according to a court filing.
The FTX Debtors are by far the largest unsecured creditors in the
Genesis Debtors' Chapter 11 Cases, as the Genesis Debtors have now
acknowledged in their Motion To Establish Procedures and a Schedule
for Estimating the Amount of the FTX Debtors' Claims Against the
Debtors Under Bankruptcy Code Section 105(a) and 502(c) and
Bankruptcy Rule 3018 (the "Estimation Procedures Motion"), filed
late last night. The Estimation Procedures Motion was filed
without any advance notice to the FTX Debtors and seeks to estimate
the FTX Debtors' claims at $0.00 as "critical" to the Genesis
Debtors to avoid "undue delay" and "expeditiously pursue
confirmation of a chapter 11 plan" -- a plan that remains
undisclosed and under secret negotiation only among the mediation
parties hand-selected by the Debtors.
"The FTX Debtors have not been invited to participate in the
mediation despite the Genesis Debtors' representation in the
Estimation Procedures Motion that they are "working expeditiously
with all parties in interest to formulate a plan structure"
(emphasis added). As a result, the mediation is a waste of estate
resources without the inclusion of the FTX Debtors and should not
continue without the FTX Debtors' involvement," FTX said.
"The FTX Debtors have filed a motion in this Court for relief from
the stay to liquidate their substantial claims against the Genesis
Debtors in their own Chapter 11 cases and that motion is set to be
heard by the Court on June 15, 2023. The FTX Debtors reserve all
rights, objections and arguments with respect to their stay relief
motion, the Estimation Procedures Motion and otherwise.
Counsel for FTX Trading Ltd. and Affiliated Debtors:
Andrew G. Dietderich
James L. Bromley
Brian D. Glueckstein
Benjamin S. Beller
SULLIVAN & CROMWELL LLP
125 Broad Street
New York, New York 10004
Telephone: (212) 558-4000
Facsimile: (212) 558-3588
E-mail: dietdericha@sullcrom.com
bromleyj@sullcrom.com
gluecksteinb@sullcrom.com
bellerb@sullcrom.com
About Genesis Global
Genesis Global Holdco, LLC, through its subsidiaries, and Global
Trading, Inc., provide lending and borrowing, spot trading,
derivatives and custody services for digital assets and fiat
currency.
Genesis Global Capital, LLC (GGC) and Genesis Asia Pacific PTE.
LTD. (GAP) provide lending and borrowing, spot trading, derivatives
and custody services for digital assets and fiat currency. Genesis
Global Holdco, LLC owns 100% of GGC and GAP.
Genesis Global Holdco, LLC, GGC and GAP each filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D.N.Y. Lead Case No. 23-10063) on Jan. 19, 2023. The cases are
pending before the Honorable Sean H. Lane.
At the time of the filing, Genesis Holdco reported $100 million to
$500 million in both assets and liabilities.
Genesis Holdco is a sister company of Genesis Global Trading, Inc.
("GGT") and 100% owned by Digital Currency Group, Inc. ("DCG").
GGT, DCG and certain of the Holdco subsidiaries are not included in
the Chapter 11 filings. The non-debtor subsidiaries include
Genesis UK Holdco Limited, Genesis Global Assets, LLC, Genesis Asia
(Hong Kong) Limited, Genesis Bermuda Holdco Limited, Genesis
Custody Limited ("GCL"), GGC International Limited ("GGCI"), GGA
International Limited, Genesis Global Markets Limited, GSB 2022 II
LLC, GSB 2022 III LLC and GSB 2022 I LLC.
The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as
bankruptcy counsel; Morrison Cohen, LLP as special counsel; Alvarez
& Marsal Holdings, LLC as financial advisor; and Moelis & Company,
LLC as investment banker. Kroll Restructuring Administration, LLC
is the Debtors' claims and noticing agent and administrative
advisor.
The ad hoc group of creditors is represented by Kirkland & Ellis,
LLP and Kirkland & Ellis International, LLP. The ad hoc group of
Genesis lenders is represented by Proskauer Rose, LLP.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee tapped White & Case, LLP as bankruptcy counsel;
Houlihan Lokey Capital, Inc. as investment banker; Berkeley
Research Group, LLC as financial advisor; and Kroll as information
agent.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10, 2022, showing FTX had
$13.86 billion in liabilities and $14.6 billion in assets.
However, only $900 million of those assets were liquid, leading to
the cash crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel, FTI Consulting, Inc., as financial advisor, and
Jefferies LLC as the investment banker. Young Conaway Stargatt &
Taylor LLP is the Committee's Delaware and conflicts counsel.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
GENESIS GLOBAL: Seeks to Extend Plan Exclusivity to August 27
-------------------------------------------------------------
Genesis Global Holdco, LLC and its affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to extend
its exclusive periods within which to file a Chapter 11 plan and to
solicit acceptances thereof to August 27 and October 26, 2023,
respectively.
Absent an extension, the Debtors' Plan exclusivity period was
scheduled to expire May 19, and the exclusive solicitation period
is slated to expire July 18.
The Debtors submit that the requested 100-day extension of the
exclusive periods will facilitate the Debtors' ongoing efforts to
achieve a value-maximizing restructuring without the interruption
of a competing plan. They explained that the size and complexity of
these Chapter 11 Cases alone justify granting their motion and
extending the exclusive periods. The Debtors' balance sheets
reflect billions of dollars of assets and liabilities that will
need to be restructured in these Chapter 11 Cases. In addition, the
Debtors' business operates in the digital asset industry, which has
experienced unprecedented upheaval and faces an evolving regulatory
regime.
Further, the Debtors have maintained ongoing and transparent
communications with their key stakeholders throughout these Chapter
11 Cases and have engaged in extensive negotiations with such
stakeholders around the form of a possible consensual
restructuring. The Debtors are also working with key stakeholders
to amend the Plan currently on file, with a goal of proceeding with
the Plan even if there is no global resolution.
The Debtors are represented by:
Sean A. O'Neal, Esq.
Luke A. Barefoot, Esq.
Jane VanLare, Esq.
CLEARY GOTTLIEB STEEN & HAMILTON LLP
One Liberty Plaza
New York, NY 10006
Telephone: (212) 225-2000
Facsimile: (212) 225-3999
About Genesis Global
Genesis Global Holdco, LLC, through its subsidiaries, and Global
Trading, Inc., provide lending and borrowing, spot trading,
derivatives and custody services for digital assets and fiat
currency.
Genesis Global Capital, LLC (GGC) and Genesis Asia Pacific PTE.
LTD. (GAP) provide lending and borrowing, spot trading, derivatives
and custody services for digital assets and fiat currency. Genesis
Global Holdco, LLC owns 100% of GGC and GAP.
Genesis Global Holdco, LLC, GGC and GAP each filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D.N.Y. Lead Case No. 23-10063) on Jan. 19, 2023. The cases are
pending before the Honorable Sean H. Lane.
At the time of the filing, Genesis Holdco reported $100 million to
$500 million in both assets and liabilities.
Genesis Holdco is a sister company of Genesis Global Trading, Inc.
("GGT") and 100% owned by Digital Currency Group, Inc. ("DCG").
GGT, DCG and certain of the Holdco subsidiaries are not included in
the Chapter 11 filings. The non-debtor subsidiaries include Genesis
UK Holdco Limited, Genesis Global Assets, LLC, Genesis Asia (Hong
Kong) Limited, Genesis Bermuda Holdco Limited, Genesis Custody
Limited ("GCL"), GGC International Limited ("GGCI"), GGA
International Limited, Genesis Global Markets Limited, GSB 2022 II
LLC, GSB 2022 III LLC and GSB 2022 I LLC.
The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as
bankruptcy counsel; Morrison Cohen, LLP as special counsel; Alvarez
& Marsal Holdings, LLC as financial advisor; and Moelis & Company,
LLC as investment banker. Kroll Restructuring Administration, LLC
is the Debtors' claims and noticing agent and administrative
advisor.
The ad hoc group of creditors is represented by Kirkland & Ellis,
LLP and Kirkland & Ellis International, LLP. The ad hoc group of
Genesis lenders is represented by Proskauer Rose, LLP.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped White & Case, LLP as bankruptcy counsel; Houlihan
Lokey Capital, Inc. as investment banker; Berkeley Research Group,
LLC as financial advisor; and Kroll as information agent.
GENESISCARE USA: $350M Bank Debt Trades at 85% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Genesiscare USA
Holdings Inc is a borrower were trading in the secondary market
around 15.1 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $350 million facility is a Term loan that is scheduled to
mature on May 17, 2027. The amount is fully drawn and
outstanding.
About GenesisCare
GenesisCare is an integrated cancer care provider in the United
States, Australia, Spain, and the United Kingdom. One of the
world's largest integrated oncology networks, GenesisCare --
http://www.genesiscare.com-- includes 300+ locations in the U.S.,
the UK, Australia, and Spain.
Australia-based Genesis Care Pty Limited and 52 affiliates,
including GenesisCare of Texas, LLC, sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 23-90614) on June 1, 2023.
The Debtors estimated assets and debt of $1 billion to $10 billion
as of the bankruptcy filing.
The Hon. David R. Jones is the case judge.
The Debtors tapped KIRKLAND & ELLIS LLP as general bankruptcy
counsel; JACKSON WALKER LLP as co-bankruptcy counsel; PJT PARTNERS
LP as investment banker; and ALVAREZ & MARSAL NORTH AMERICA, LLC,
as restructuring advisor. KROLL RESTRUCTURING ADMINISTRATION LLC
is the claims agent in the Chapter 11 cases. HERBERT SMITH
FREEHILLS LLP is the foreign legal counsel. TENEO is the
communications advisor.
GEO REAL ESTATE: Case Summary & Seven Unsecured Creditors
---------------------------------------------------------
Debtor: Geo Real Estate, LLC
16455 County Road 162
Nathrop, CO 81236
Chapter 11 Petition Date: June 8, 2023
Court: United States Bankruptcy Court
District of Colorado
Case No.: 23-12495
Judge: Hon. Michael E. Romero
Debtor's Counsel: Jeffrey A. Weinman, Esq.
ALLEN VELLONE WOLF HELFRICH & FACTOR, P.C.
1600 Stout Street
1900
Denver, CO 80202
Tel: 303-534-4499
Email: jweinman@allen-vellone.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Seth O. Simmons as CEO.
A copy of the Debtor's list of seven unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/LIVSHYA/Geo_Real_Estate_LLC__cobke-23-12495__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/LPJGHKI/Geo_Real_Estate_LLC__cobke-23-12495__0001.0.pdf?mcid=tGE4TAMA
GLOBAL MEDICAL: $1.94B Bank Debt Trades at 37% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Global Medical
Response Inc is a borrower were trading in the secondary market
around 62.8 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $1.94billion facility is a Term loan that is scheduled to
mature on March 14, 2025. About $1.85 billion of the loan is
withdrawn and outstanding.
Global Medical Response Inc and GMR Buyer Corp provide emergency
air medical services.
GLOBAL MEDICAL: $1.98B Bank Debt Trades at 37% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Global Medical
Response Inc is a borrower were trading in the secondary market
around 62.8 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $1.98 billion facility is a Term loan that is scheduled to
mature on October 2, 2025. About $1.95 billion of the loan is
withdrawn and outstanding.
Global Medical Response Inc and GMR Buyer Corp provide emergency
air medical services.
GOLDEN KEY: Exclusivity Period Extended to August 18
----------------------------------------------------
Judge Maria Ellena Chavez-Ruark of the U.S. Bankruptcy Court for
the District of Maryland extended Golden Key Group, LLC's exclusive
periods within which to file a Chapter 11 plan and to solicit
acceptances thereof to August 18 and October 17, 2023,
respectively.
As reported by the Troubled Company Reporter, the official
committee of unsecured creditors of Golden Key Group, asked the
Bankruptcy Court to reject the Debtor's request for a 90-day
extension of the exclusivity periods. The Committee argued the
Court should terminate the Debtor's exclusivity.
The Debtor initially told the Committee it would provide a plan
term sheet by March 15, 2023. The Debtor next represented to the
Bankruptcy Court on April 10 that the Debtor would file a plan
proposing to pay 100% of unsecured claims in the bankruptcy case.
The Committee asserted that neither promise has been fulfilled. As
of June 1, despite the Committee's multiple requests, the Committee
has not received any term sheet, business plan or projections, or
any plan materials, and the Debtor has filed no plan. The Debtor
made an extraordinary request to extend the exclusivity periods
without providing a sufficient basis, the Committee said.
Absent an extension, the Debtor's Plan exclusivity period was
slated to expire May 22 and its solicitation period July 19.
In seeking an extension, the Debtors explained it requires
additional time to negotiate with landlords, negotiate with the
U.S. Department of Commerce, and resolve the Debtor's appeal of
Communication Technologies, Inc.'s pre-petition judgment in the
amount of approximately $8.7 million. The Debtor stated that more
time is necessary because the Debtor anticipates more than double
the number of claims filed by the non-governmental claims bar date
and the Debtor needs additional time to review and analyze these
claims.
Judge Chavez-Ruark said the Court has carefully considered the
Committee's objection and overrules the objection. This is the
Debtor's first request for an extension of the exclusive periods,
and for the reasons stated by the Debtor, additional time is
warranted under the circumstances of this case, Chavez-Ruark said.
About Golden Key Group
Golden Key Group, LLC is a professional services firm dedicated to
helping federal and commercial clients solve strategic,
organizational and operational challenges while addressing their
future needs. Founded in 2002, Golden Key Group's solution
offerings include Human Capital Management Support, Human Resources
Operations, Employee Training and Leadership Development,
Professional Consulting Services, Program Management Office,
Acquisition and Category Management, Analytics and Information
Technology, Executive Search Services, and Select Solutions. The
company is based in Landover, Md.
Golden Key Group filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 23-10414)
on Jan. 20, 2023, with 1 million to $10 million in assets and $10
million to $50 million in liabilities. Gretchen McCracken, Golden
Key Group's chief executive officer and managing member, signed the
petition.
Judge Maria Ellena Chavez-Ruark oversees the case.
The Debtor tapped Paul Sweeney, Esq., at YVS Law, LLC as bankruptcy
counsel; SouthBank Legal and Fox Rothschild, LLP as special
counsels; and Aiken Warner Leonard, PLLC as accounting consultant.
John Fitzgerald, III, Acting U.S. Trustee for Region 4, appointed
an official committee to represent unsecured creditors in the
Debtor's Chapter 11 case. Pursuant to the Notice of Appointment
filed on February 3, 2023, the Committee consisted of three
members: (i) Communication Technologies, Inc.; (ii) KAA Federal
Solutions, LLC; and (iii) OBAN Corporation. The committee tapped
Whiteford Taylor & Preston, LLP as legal counsel; SC&H Group as
financial advisor; and SC&H Capital as investment banker.
GOLDEN Z LLC: Updates Unclassified Claims Pay Details
-----------------------------------------------------
Golden Z, LLC, submitted an Amended Disclosure Statement describing
Chapter 11 Plan dated June 6, 2023.
The Debtor bought a condominium in Kirkland, King County,
Washington located at 213 4th Ct. S., #9 in February 2017 for
$1,407,000 tax parcel # 082505-9014-03 (the "Property").
Golden Z will remain in title to the Property and shall continue to
list the Property for sale. The Property will be listed for sale
though Mr. Belbayev, a licensed real estate agent. Mr. Belbayev
will waive the listing agent’s share of commission at closing.
The Property will vest in the Reorganized Debtor upon confirmation
of the Plan.
The injunction of 11 USC §§1141 and 524(a)(1) shall remain in
effect until January 31, 2024. In the event the Property is not
sold by that date, the injunction shall terminate and secured
creditors may thereafter utilize remedies to collect on their debt
and/or foreclose on their collateral.
On the Effective Date of the Plan the membership interest of Golden
Z shall be held by Zhandos Belbayev.
The sale of the Property is expressly contemplated by the Plan and
the Confirmation Order shall so state. Upon sale of the Property,
after payment of costs of sale, administrative expenses and capital
gains tax, the remainder will be paid first to Wilmington in full
satisfaction of its claim and second to 401 State Street Townhomes
Condominium Association in full satisfaction of its claim. On sale
of the Property, all secured creditors will be paid in full. The
sale will be a sale pursuant to a chapter 11 plan and not subject
to excise tax as permitted by WAC 458-61A-207.
Unclassified Claims includes all claims entitled to priority under
Section 507 of the Code, provided that this class shall not include
any claims entitled to priority under Section 507(a)(8) of the
Code. Unclassified claims shall be paid from unencumbered funds of
the estate following application therefor and allowance thereof by
the court, except for quarterly fees payable to the United States
Trustee, which shall be paid when due by Mr. Belbayev on behalf of
Golden Z.
Golden Z will continue listing the Property for sale and may adjust
the list price as market conditions warrant. The sale of the
Property shall not require approval of the Court unless the
bankruptcy case is open and/or Golden Z requires an order of sale
free and clear of liens. Golden Z will be permitted to pay at
closing the secured claims against the Property, costs of sale,
escrow fees, the commission due the selling agent, and remit the
balance of the net proceeds to Golden Z.
A full-text copy of the Amended Disclosure Statement dated June 6,
2023 is available at https://urlcurt.com/u?l=S9eQi4 from
PacerMonitor.com at no charge.
Counsel for the Debtor:
James E. Dickmeyer, Esq.
520 Kirkland Way Suite 400, PO Box 2623
Kirkland, WA 98083-2623
Tel: (425) 889-2324
About Golden Z LLC
Golden Z, LLC, is a single asset real estate (as defined in 11
U.S.C. Section 101(51B)). The company owns a condo or coop located
at 213 4th Ct. S. #9 Kirkland, Wash., valued at $2.4 million.
Golden Z filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-10300) on Feb. 17,
2023, with $1 million to $10 million in both assets and
liabilities. Zhandos Belbayev, authorized representative of the
Debtor, signed the petition.
Judge Timothy W. Dore oversees the case.
The Debtor is represented by James E. Dickmeyer, PC.
GRADE A HOME: Unsecureds to Get $250 per Month for 18 Months
------------------------------------------------------------
Grade A Home, LLC, filed with the U.S. Bankruptcy Court for the
Southern District of Texas a Subchapter V Plan dated June 5, 2023.
The Debtor is a holding company that owns and manages two
residential properties (individually a "Property" and collectively,
the "Properties") in the Braes Bayou neighborhood of Houston,
Texas.
The Debtor successfully emerged from Chapter 11 bankruptcy on
January 27, 2021, but was forced to refile for bankruptcy relief on
March 6, 2023 due to unanticipated repair costs and diminished
rental income. The Declaration of Muhammad Amir Sharif, President
of Debtor, in Support of the Debtor's Chapter 11 Petition and First
Day Motions is incorporated.
Class 1 shall consist of secured claims3 held by Toorak Capital
Partners LLC. Commencing the first day of the calendar month
following the Effective Day, the Debtor shall pay Toorak monthly
payments in Cash of $6,675 to be applied on a Pro Rata basis as to
the two secured claims with interest bearing on the secured claims,
from the Effective Date, at the rate of 7.00% per annum for a
period of 18 months. By Feb. 1, 2025, the remaining secured claims
shall be paid in full by the Reorganized Debtor.
Class 2 shall consist of secured ad valorem claims held by Harris
County et al. Commencing the first day of the calendar month
following the Effective Day, the Debtor shall pay Harris County 18
monthly payments in Cash with payments calculated on a 5 year
amortization of the Claims from the Petition Date, with interest
bearing on the respective Claims per applicable statutory
non-bankruptcy law. No later than February 1, 2025, Harris County
shall be paid its remaining Secured Claims. Harris County shall
retain all liens it currently holds, whether for pre-petition tax
years or for the current tax year, on any property of the Debtor
until it receives payment in full of all taxes, and interest owed
to it under the provisions of this Plan, and its lien position
shall not be diminished.
Class 3 shall consist of Allowed General Unsecured Claims. In full
satisfaction, holders of claims in Class 3 shall receive monthly
Pro Rata Cash payments of $250.00, reflecting the Debtor's
Disposable Income for a period of 18 months. Payments shall
commence the first day of the calendar month following the
Effective Date. Class 3 is impaired and entitled to vote on the
Plan.
The equity interest holders shall retain their respective equity
interests.
The payments contemplated in this Plan shall be funded from income
generated from long term rentals of the Properties and the sale of
the Properties. The Debtor is currently in the process of repairing
the Properties and will begin marketing the Properties for sale and
sell the Properties no later than 18 months from the Effective
Date. The Debtor is still in the process of preparing its financial
projections and liquidation analysis which it will later attach and
incorporate into its Plan.
A full-text copy of the Subchapter V Plan dated June 5, 2023 is
available at https://urlcurt.com/u?l=CEWTWB from PacerMonitor.com
at no charge.
Attorneys for Debtor:
Susan Tran Adams, Esq.
Tran Singh, LLP
2502 La Branch St.
Houston, TX 77004
Telephone: (832) 975-7300
Facsimile: (832) 975-7301
Email: stran@ts-llp.com
About Grade A Home
Grade A Home LLC is a holding company that owns and manages two
residential properties (individually a "Property" and collectively,
the "Properties") in the Braes Bayou neighborhood of Houston,
Texas. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 23-30798) on March 6,
2023. In the petition signed by Muhammad Amir Sharif, member, the
Debtor disclosed $1 million to $10 million in both assets and
liabilities.
Susan Tran Adams, Esq., at Tran Singh, LLP serves as the Debtor's
legal counsel.
GREAT WEST: Claims Will be Paid from Property Sale/Refinance
------------------------------------------------------------
Great West Development, Inc., filed with the U.S. Bankruptcy Court
for the Western District of Texas a Disclosure Statement in
connection with Chapter 11 Plan dated June 5, 2023.
The Debtor is a Delaware corporation, authorized to do business in
Texas. Its sole shareholder and president is Phillip R. Williams,
II. Mr. Williams has extensive construction and land development
experience, in a variety of disciplines including multi-family
residential and commercial buildings and land acquisition
development.
The Debtor owns the Property more commonly referred to as 48.74
acres located at 1001 FM 969, Bastrop, Texas 78602.
The Debtor scheduled the Property with a value of $9,900,000.
Broker Price Opinion from David Cavalier, Broker, with Cavalier
Real Estate Group, value the Property at $14,991,875 as of December
13, 2022, assuming 107 duplex lots (214 units) and a 380- unit
apartment site. The analysis differs from that BPO, but the
Property was also appraised at $14,890,000.00 as of December 29,
2022, by Ying Zhang, MAI, of BBG Real Estate Services. This
valuation was based on the Debtor's earlier, lower density
development concept, and not on the prospect of 594 multifamily
units in the project.
On March 11, 2022, the Debtor obtained private financing from RCG
Bastrop, LLC, in the amount of $4.5 million for the acquisition and
development costs for the Project, and the sale closed. That loan
is secured by a first lien deed of trust on The River Crest
Project. The sellers, the Osborns, received cash of $1.6 million at
closing from the first lien proceeds, and took a second lien to
secure $2 million of the purchase price.
RCG at one time claimed that the total owed to it as of the end of
March, 2023, was $5,617,258.63. In the absence of payment or an
agreement, RCG posted the Property for a second time for a
foreclosure on March 7, 2023. The Debtor filed its Bankruptcy Case
a short time before the scheduled sale on that date.
The Debtor's Plan provides for the payment of almost all of its
Creditors from the sale of the Property or the refinancing of the
first lien on the Property, and not from its cash flow. The
problems with the Debtor's books and records should therefore be
less of a concern.
Under the Plan proposed by the Debtor, upon the closing of the sale
of the Property, or as soon as possible thereafter, the Debtor will
no longer have any assets and will cease operations.
If no sale or refinancing of the Property has closed by December
31, 2023, any or all of the holders of liens on the Property shall
be permitted to post the Property for foreclosure and foreclose
their lien(s). It is not expected that any other Creditor will be
paid in the event of a foreclosure, and so, in that event, the
Debtor will not receive a discharge.
Class 7 consists of any Allowed Claims, other than Priority Claims,
that are Unsecured. The Debtor does not believe there are any
Allowed General Unsecured Claims in this Case. In the event there
are any, however, the Plan provides that, under the Refinancing
Alternative, Allowed General Unsecured Claims will be paid from the
proceeds of the loan(s) or the Debtor's cash flow, in 60 equal
monthly installments, commencing on the later of: (a) the Effective
Date, or (b) 30 days after the date the Bankruptcy Court allows the
Claim by written order. Under the Salem Alternative or a
foreclosure sale where the proceeds are insufficient to pay the
Allowed Claims of Bastrop County, RCG, the Osborns, and OSC Energy,
LLC, in full, the unpaid balance(s) of the Allowed Claim(s) will
not be paid. In such an event, the Debtor will not receive a
discharge.
Class 8 consists of the equity interest of Phillip R. Williams, II,
the Debtor's sole shareholder. Mr. Williams shall retain his
interest in the Debtor, subject to payment of all Allowed Claims in
accordance with the Plan.
The Plan is feasible because it provides for a sale or refinancing
of substantially all of the assets of the Debtor within a
reasonable time, and payment of Creditors according to the
priorities and provisions of the Bankruptcy Code. The Debtor
believes that refinancing will provide the greatest benefit, paying
Creditors and allowing the Debtor to retain the potential profit
from developing the Property. The Debtor believes, however, that
even if the Property is sold (other than in a foreclosure sale),
the proposed bidding process will result in the highest sales price
for the Property and Creditors should be paid in full.
A full-text copy of the Disclosure Statement dated June 5, 2023 is
available at https://urlcurt.com/u?l=CpUGil from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
B. Weldon Ponder, Jr.
State Bar of Texas No. 16110400
Spicewood Professional Offices
4408 Spicewood Springs Rd., Austin, TX 78759
Office: (512) 342-8222 / Fax: (512) 342-8444
email address: welpon@austin.rr.com
- and -
Kimberly L. Nash
State Bar of Texas No. 24043840
Law Office of Kimberly Nash P.C.
P.O. Box 162932, Austin, TX 78716
Office: (512) 431-3679/Fax: 512-637-8001
email address: kim@kimberlynashlaw.com
About Great West Development
Great West Development, Inc., filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
23-10140) on March 7, 2023, with $1 million to $10 million in both
assets and liabilities. Phillip R. William, president of Great
West Development, signed the petition.
Judge H. Christopher Mott oversees the case.
The Debtor tapped B. Weldon Ponder, Jr., Esq., as bankruptcy
counsel.
GUNTHER CHARTERS: Seeks to Extend Plan Exclusivity to June 17
-------------------------------------------------------------
Gunther Charters, Inc. asks the U.S. Bankruptcy Court for the
District of Maryland to extend its exclusive periods within which
to file a Chapter 11 plan and to solicit acceptances thereof to
June 17 and August 16, 2023, respectively.
Absent an extension, the Debtors' exclusive Plan filing period was
scheduled to expire May 20, and the exclusive solicitation period
is slated to expire July 19.
The Debtor explains that it has been busy negotiating a consent
cash collateral order and reaching adequate protection orders with
many of its secured creditors. These negotiations, the Debtor says,
will also result in the acceptance of the proposed Plan terms and
treatment by the creditors. The Debtor adds the extension request
will allow the confirmation process to continue unhindered by
competing plans, and without the risk of undue interference and
disruption to the confirmation process.
The Debtor is represented by:
Brett Weiss, Esq.
THE WEISS LAW GROUP, LLC
8843 Greenbelt Road, Suite 299
Greenbelt, MD 20770
Telephone: (301) 924-4400
Facsimile: (240) 627-4186
E-mail: brett@BankruptcyLawMaryland.com
- and -
Daniel A. Staeven, Esq.
FROST LAW
839 Bestgate Road, Suite 400
Annapolis, MD 21401
Telephone: (410) 497-5947
E-mail: Daniel.Staeven@frosttaxlaw.com
About Gunther Charters
Since 1985, Gunther Charters, Inc. has been providing motor coach
transportation services, specializing in a variety of professional
transportation services. Based in Harmans, Md., Gunther Charters
provides corporate and business transportation, convention shuttle
service, airport transfers, military reunion tours, school groups,
group charters, and tour operator transportation services.
Gunther Charters filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 23-10416)
on Jan. 20, 2023, with $9,677,008 in assets and $13,495,288 in
liabilities. Martin Gunther, president of Gunther Charters, signed
the petition.
Judge Michelle M. Harner oversees the case.
Daniel Alan Staeven, Esq., at Frost & Associates, LLC and The Weiss
Law Group, LLC represent the Debtor as counsel.
HERITAGE POWER: $520M Bank Debt Trades at 73% Discount
------------------------------------------------------
Participations in a syndicated loan under which Heritage Power LLC
is a borrower were trading in the secondary market around 27.1
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $520 million facility is a Term loan that is scheduled to
mature on August 2, 2026. The amount is fully drawn and
outstanding.
About Heritage Power
Heritage Power, LLC and affiliates are a power company with a focus
on power generation activities in Pennsylvania, New Jersey and
Ohio. They own or operate 16 power generation assets with 13 in
Pennsylvania, two in New Jersey and one in Ohio.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90032) on Jan.
24, 2023, with $50 million to $100 million in assets. The Debtors
said prepetition indebtedness was about $518 million. David
Freysinger, president of Heritage Power, signed the petitions.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Haynes and Boone, LLP as bankruptcy counsel;
Munsch Hardt Kopf & Harr, P.C. as special conflicts counsel;
Alvarez and Marsal North America, LLC as restructuring and
financial advisor; and Epiq Corporate Restructuring, LLC as notice,
claims and solicitation agent.
Counsel for the ad hoc group of pre-bankruptcy lenders is Milbank,
LLP. The ad hoc group of pre-bankruptcy lenders also retained
Porter Hedges, LLP, Ross Aronstam & Moritz, LLP and Ducera
Partners, LLC as advisors.
Jefferies Finance, LLC, as administrative agent, is represented by
Latham & Watkins, LLP.
MUFG, collateral agent, is represented by Thompson Hine, LLP.
J. Aron & Company, LLC, counterparty under an ISDA master
agreement, is represented by Cleary Gottlieb Steen & Hamilton, LLP.
HERITAGE POWER: $61.1M Bank Debt Trades at 73% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Heritage Power LLC
is a borrower were trading in the secondary market around 27
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $61.1 million facility is a Term loan that is scheduled to
mature on August 2, 2026. The amount is fully drawn and
outstanding.
About Heritage Power
Heritage Power, LLC and affiliates are a power company with a focus
on power generation activities in Pennsylvania, New Jersey and
Ohio. They own or operate 16 power generation assets with 13 in
Pennsylvania, two in New Jersey and one in Ohio.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90032) on Jan.
24, 2023, with $50 million to $100 million in assets. The Debtors
said prepetition indebtedness was about $518 million. David
Freysinger, president of Heritage Power, signed the petitions.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Haynes and Boone, LLP as bankruptcy counsel;
Munsch Hardt Kopf & Harr, P.C. as special conflicts counsel;
Alvarez and Marsal North America, LLC as restructuring and
financial advisor; and Epiq Corporate Restructuring, LLC as notice,
claims and solicitation agent.
Counsel for the ad hoc group of pre-bankruptcy lenders is Milbank,
LLP. The ad hoc group of pre-bankruptcy lenders also retained
Porter Hedges, LLP, Ross Aronstam & Moritz, LLP and Ducera
Partners, LLC as advisors.
Jefferies Finance, LLC, as administrative agent, is represented by
Latham & Watkins, LLP.
MUFG, collateral agent, is represented by Thompson Hine, LLP.
J. Aron & Company, LLC, counterparty under an ISDA master
agreement, is represented by Cleary Gottlieb Steen & Hamilton, LLP.
HISPANIC FAMILY: Unsecureds Will Get 10% of Claims over 60 Months
-----------------------------------------------------------------
Hispanic Family Christian Network, Inc., filed with the U.S.
Bankruptcy Court for the Northern District of Texas a Plan of
Reorganization under Subchapter V dated June 5, 2023.
The Debtor owns and operates a construction business. The Debtor
was unable to maintain operations without bankruptcy protection due
to the negative cash flow caused by payment of mounting debt
obligations and a state court receiver appointment, which
ultimately lead to the filing of this case.
Under this Plan, all Secured Creditors will receive payment of 100%
of their Allowed Claims, and Unsecured Creditors will receive 10%
of their Claims. Therefore, pursuant to the liquidation analysis
all Creditors will receive at least as much under this Plan as they
would in a Chapter 7 liquidation.
Class 1 consists of the Allowed Secured Claim of Taxing
Authorities. These Claims consist of the Secured Claims of Dallas
County and the Richardson Independent School District. These Claims
shall be paid in full on the Effective Date. These Claims are not
Impaired, and the holders of these Claims are deemed to have
accepted the Plan.
Class 2 consists of the Allowed Secured Claim of The Texas
Comptroller of Public Accounts. This Claim shall be paid in full in
60 equal monthly installments of principal with interest thereon at
the rate of 5% per annum. Payments will commence on the first day
of the first month following the Effective Date and continue until
the expiration of 60 months from the Petition Date. Interest shall
begin to accrue on the Effective Date. This Claim is Impaired.
Class 3 consists of the Allowed Priority Claims of Internal Revenue
Service. The Class 3 Claim shall be paid in full in equal monthly
installments over 60 months with interest thereon at the rate of 3%
per annum. The payments shall begin on the first day of the first
month following the Effective Date and continue on the first day of
each subsequent month until the Claim is paid in full under the
Plan. Interest shall begin to accrue as of the Petition Date. This
Claim is Impaired.
Class 4 consists of the Allowed General Unsecured Claims: Class 4
Claimants shall be paid 10% of their Claims over 60 months from the
Effective Date, without interest. These Claims will be paid in
equal monthly installments commencing on the first day of the first
month following the Effective Date and continuing on the first day
of each month thereafter. These Claims are Impaired.
Class 5 Equity Interests shall be retained.
The Debtor intends to make all payments required under the Plan
from available cash and income from the business operations of the
Debtor.
A full-text copy of the Plan of Reorganization dated June 5, 2023
is available at https://urlcurt.com/u?l=vy2ANL from
PacerMonitor.com at no charge.
Attorneys for Debtor:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer Attorney, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
Email: joyce@joycelindauer.com
About Hispanic Family Christian Network
Hispanic Family Christian Network, Inc., owns and operates a
construction business.
Hispanic Family Christian Network filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Texas Case No. 23-30448) on March 6, 2023,
with as much as $1 million in both assets and liabilities. Judge
Scott W. Everett oversees the case.
The Debtor is represented by Joyce W. Lindauer Attorney, PLLC.
HOT'Z POWER: Unsecureds to Get Share of Income for 60 Months
------------------------------------------------------------
Hot'z Power Wash, Inc., filed with the U.S. Bankruptcy Court for
the Southern District of Texas a Plan of Reorganization for Small
Business dated June 5, 2023.
Hot'z is a pressure washing company that specializes in restaurant
kitchen exhaust systems. It cleans hoods and vents for commercial
restaurants in the greater Houston area.
Hot'z filed this bankruptcy with the intent to reorganize after a
personal injury lawsuit was filed against it.
Hot'z values its assets at approximately $108,804, in the
aggregate, which includes $64,751 of accounts receivable. The
accounts receivables are subject to liens totaling $43,174. That
includes a lien from the Internal Revenue Service in the secured
amount of $12,975.15. Hot'z has debts of approximately $837,000.
This Plan of Reorganization proposes to pay Debtor's creditors from
the cash flow generated in the ordinary course of the Debtor's
business after confirmation.
Class 1 consists of the allowed claim of SOS Capital. Hotz will
pay $30,199.00 to Class 1 by no later than Feb. 1, 2028. The claim
will be paid in approximately equal monthly installments at 7% per
annum interest.
Class 2 consists of the claim of the Internal Revenue Service.
Hotz will pay $12,975 to Class 2 by no later than Feb. 1, 2028.
The claim will be paid in approximately equal monthly installments
at 7% per annum interest [Claim No. 4].
Class 3 consists of all other non-priority unsecured claims. The
aggregate amount of Class 3 claims is approximately $790,915. Hotz
will pay the projected disposable income for 60 months following
the Effective Date to creditors in this class with allowed claims
in the amount set forth on the projections with this plan. Hotz
will pay such amounts calendar quarterly starting with the first
full calendar quarter after the Effective Date.
Class 4 consists of the equity security holders of the Debtor. The
equity holders will retain the interest in the Debtor.
A full-text copy of the Plan of Reorganization dated June 5, 2023,
is available at https://urlcurt.com/u?l=ekBA65 from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Reese W. Baker, Esq.
Baker & Associates
950 Echo Lane, Ste. 300
Houston, TX 770024
Telephone: (713) 869-9200
Facsimile: (713) 869-9100
Email: courtdocs@bakerassociates.net
About Hot'z Power Wash
Hot'z Power Wash, Inc. is a pressure washing company that
specializes in restaurant kitchen exhaust systems. The company has
been in business for over 10 years.
Hot'z Power Wash sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 23-30749) on March 5,
2023, with up to $100,000 in both assets and liabilities. James
Finney, president of Hot'z Power Wash, signed the petition.
Judge Eduardo V. Rodriguez oversees the case.
The Debtor tapped Reese Baker, Esq., at Baker & Associates as legal
counsel, and Elna Tax Services, Inc., as accountant.
HUB INTERNATIONAL: Moody's Rates New $2.6BB Secured Notes 'B2'
--------------------------------------------------------------
Moody's Investors Service has assigned a B2 rating to $2.675
billion of seven-year senior secured notes being issued by Hub
International Limited (Hub, corporate family rating B3). Hub will
use the net proceeds to refinance a portion of its senior secured
term loans maturing in April 2025, repay existing revolver
borrowing, help fund acquisitions, pay related fees and expenses.
The rating outlook for Hub is unchanged at positive.
RATINGS RATIONALE
According to Moody's, Hub's ratings reflect its solid market
position in North American insurance brokerage, good
diversification across products and geographic areas in the US and
Canada, and consistently strong EBITDA margins. Hub has generated
good organic growth averaging in the mid-single digits with strong
EBITDA margins in the mid-30s (per Moody's calculations) over the
past few years. These strengths are tempered by the company's high
financial leverage and limited fixed charge coverage. The company
also faces potential liabilities from errors and omissions, a risk
inherent in professional services. Hub will continue to pursue
acquisitions, which carry execution risk, although the company has
a good track record of integrating small and midsize brokers
through common operating platforms and information systems.
Moody's expects that Hub will manage their debt-to-EBITDA ratio in
the range of 6.5x-7.5x (per Moody's calculations), with (EBITDA -
capex) interest coverage above 1.5x, and a free-cash-flow-to-debt
ratio in the low-to-mid-single digits. These metrics incorporate
Moody's accounting adjustments for operating leases, deferred
earnout obligations and run-rate earnings from completed
acquisitions.
Hub reported healthy organic revenue growth of 7.5% through the
first quarter of 2023, including 7.2% in the US and 8.7% in Canada.
The firm generates EBITDA margins in the mid-30s (per Moody's
calculations) while funding a pickup in travel and entertainment
following the pandemic-related slowdown, further investments in
technology, and additions to the workforce to support growth.
Moody's expects organic growth to continue in the mid-single digits
or higher through 2023 based on Hub's good client retention and new
business generation along with rising rates for most commercial
property and casualty insurance lines, supplemented by
acquisitions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Factors that could lead to an upgrade of Hub's ratings include: (i)
debt-to-EBITDA ratio consistently below 7.5x, (ii) (EBITDA - capex)
coverage of interest consistently above 1.5x, and (iii)
free-cash-flow-to-debt ratio consistently exceeding 3%.
Factors that could lead to a stable rating outlook include: (i)
debt-to-EBITDA ratio above 7.5x, (ii)
(EBITDA - capex) coverage of interest below 1.5x, or (iii)
free-cash-flow-to-debt ratio below 3%.
Moody's has assigned the following rating to Hub International
Limited:
$2.675 billion seven-year senior secured notes at B2.
The rating outlook for Hub is unchanged at positive.
The principal methodology used in this ratings was Insurance
Brokers and Service Companies published in June 2018.
Based in Chicago, Hub ranks among the top 10 US-based insurance
brokers, providing property and casualty, life and health, employee
benefits, and risk management products and services through retail
and wholesale brokers. The company generated total revenue of $3.9
billion in the 12 months through March 2023.
INSTANT BRANDS: $450M Bank Debt Trades at 78% Discount
------------------------------------------------------
Participations in a syndicated loan under which Instant Brands
Holdings Inc is a borrower were trading in the secondary market
around 22.4 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $450 million facility is a Term loan that is scheduled to
mature on April 12, 2028. About $391.1 million of the loan is
withdrawn and outstanding.
Instant Brands Holdings Inc. designs, manufactures and markets
kitchen products. The Company offers bakeware, dinnerware, kitchen,
and household tools for storage and cutlery.
INSTANT BRANDS: S&P Downgrades ICR to 'CCC-' on Weak Liquidity
--------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
Instant Brands Holdings Inc. to 'CCC-' from 'CCC+' and its
issue-level rating on the company's $450 million first-lien term
loan to 'CCC-' from 'CCC+'. The recovery rating on the term loan is
'3', indicating its expectation for meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a payment default.
The negative outlook reflects the probability that S&P will lower
its ratings if the company fails to meet its debt obligations due
to insufficient liquidity, or pursue a bankruptcy, distressed debt
exchange, or other type of restructuring in the next six months.
The downgrade reflects Instant Brands' liquidity shortfall, which
increases the risk of a near-term default.
As of March 31, 2023, Instant Brands had approximately $40 million
in cash and about $55 million available under its $250 million
asset-based lending (ABL) facility. S&P does not forecast any cash
flow contribution due to the company's weak operating performance.
S&P estimates the company's cash uses over the next 12 months will
include about $50 million in interest expense, $25 million in debt
amortization, a capital expenditure (capex) of at least $10
million, and about $45 million peak-to-trough working capital.
Therefore, absent external funding or debt relief, S&P anticipates
Instant Brands will face a liquidity shortfall over the near term.
The company's performance continues to deteriorate amid a weakening
macroenvironment and lower consumer spending on discretionary
categories.
Net sales decreased 21.9% in the first quarter of fiscal 2023,
relative to the same period last year. This marked the seventh
consecutive quarter of year-over-year sales contraction. Instant
Brands' performance continues to suffer from depressed consumer
demand due to lower discretionary spending on home products, lower
retailer replenishment orders for its categories, and some
retailers moving to domestic fulfillment from direct import. S&P
Global Ratings'-adjusted EBITDA for the first quarter turned
negative. The company's operating cash flow modestly improved to
approximately $18 million during the first quarter, compared to
about $11 million for the same prior year period. Adjusted EBITDA
declined by nearly half to about $33 million for the 12 months
ended March 31, 2023, compared with the same period the previous
year. For the 12-months-ended March 31, 2023, the company's EBITDA
to interest coverage declined to 0.7x, compared with 1.1x for the
same period the previous year.
S&P said, "We estimate the company's S&P Global Ratings-adjusted
leverage increased to over 20x (including about $230 million of
preferred stock as debt) for the 12 months ended March 31, 2023,
compared with about 14x in the same period the previous year. We
believe the company's capital structure, which includes about $510
million in funded bank debt, is unsustainable at current EBITDA
levels. We believe it may take several years for Instant Brands'
profitability to recover due to the weak macroenvironment in the
U.S. and the company's tight liquidity, which limits its ability to
invest in the business to drive growth and restore EBITDA closer to
historical levels."
The negative outlook reflects the potential for a downgrade over
the next six months.
S&P could lower its ratings if Instant Brands:
-- announced a bankruptcy filing, distressed debt exchange, or
-- restructuring to address its unsustainable capital structure.
-- were unable to meet its principal or interest payments.
S&P could raise its ratings if it believes:
-- a default, bankruptcy, or distressed exchange were unlikely,
most likely because of an unexpected turnaround in operations,
proceeds from asset sales repaying debt, or financial sponsors
infusing cash equity.
ESG credit indicators: E-2, S-2, G-3
IQOR US: $300M Bank Debt Trades at 34% Discount
-----------------------------------------------
Participations in a syndicated loan under which iQor US Inc is a
borrower were trading in the secondary market around 66
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $300 million facility is a Payment in kind Term loan that is
scheduled to mature on November 19, 2025. The amount is fully
drawn and outstanding.
iQor is a global provider of customer engagement and technology
enable business process outsourcing solutions. Solutions include,
customer service, third-party collections and accounts receivable
management to world's largest brands. The company uses integrated
digital capabilities and proprietary technology and analytics to
enhance the customer experience lifecycle.
IVANTI SOFTWARE: $545M Bank Debt Trades at 37% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Ivanti Software Inc
is a borrower were trading in the secondary market around 62.7
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $545 million facility is a Term loan that is scheduled to
mature on December 1, 2028. The amount is fully drawn and
outstanding.
Ivanti Software, Inc. provides information technology services. The
Company offers IT asset management, security, endpoint, and supply
chain solutions.
JLK CONSTRUCTION: Seeks to Extend Plan Exclusivity to October 11
----------------------------------------------------------------
JLK Construction, LLC asks the U.S. Bankruptcy Court for the
Western District of Missouri to extend its exclusive periods within
which to file a Chapter 11 plan and to solicit acceptances thereof
to October 11 and December 10, 2023, respectively.
According to JLK, without the extension, the initial exclusivity
periods will expire before the Debtor can address various pre-plan
issues, work with creditors toward a consensual plan, thus
presenting risks to the Debtor and the reorganization.
Additionally, the Debtor explains it is beginning an analysis to
determine the extent of any avoidable transactions and also any
defenses and has been working with counsel for JLK Contracting to
determine the outlines of a settlement. While suit may be
necessary, the Debtor has been provided with financial reporting on
JLK Contracting. JLK Contracting is not asset rich and it appears
to live job to job doing roofing work. Bringing suit does not
appear to increase the likelihood of payment for the estate.
The Debtor is represented by:
Steven R. Fox, Esq.
THE FOX LAW CORPORATION, INC.
17835 Ventura Blvd, Suite 306
Encino, CA 91316
Telephone: (818) 774-3545
Facsimile: (818) 774-3707
E-mail: Srfox@foxlaw.com
- and -
Colin N. Gotham, Esq.
EVANS & MULLINIX, P.A.
7225 Renner Road, Suite 200
Shawnee, KS 66217
Telephone: (913) 962-8700
Facsimile: (913) 962-8701
E-mail: cgotham@emlawkc.com
About JLK Construction, LLC
JLK Construction, LLC moves dirt, excavates dirt and does basic
concrete flatwork. It is a union shop.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mo. Case No. 23-50034) on February 13,
2023. In the petition signed by Jesse L. Kagarice, managing member,
the Debtor disclosed up to $10 million in both assets and
liabilities.
Colin N. Gotham, Esq., at Evans and Mullinix, P.A., and Steven R.
Fox, Esq., at The Fox Law Corp., Inc., represent the Debtor as
legal counsel.
KNIGHT HEALTH: $450M Bank Debt Trades at 53% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Knight Health
Holdings LLC is a borrower were trading in the secondary market
around 47.1 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $450 million facility is a Term loan that is scheduled to
mature on December 23, 2028. The amount is fully drawn and
outstanding.
Knight Health Holdings LLC is a provider of a community-based acute
and post-acute care, with 18 short-term acute care hospitals and 61
long-term acute care facilities across 25 states.
LEAR CAPITAL: Fine-Tunes Plan Documents
---------------------------------------
Lear Capital, Inc., submitted a First Amended Plan of
Reorganization for Small Business dated June 5, 2023.
The Plan will be funded with available Cash on hand on the
Effective Date, a contribution to be made by Kevin DeMeritt (the
"Insider Contribution"), and if necessary, revenue from ongoing
operations of the Debtor.
On the Effective Date, Mr. DeMeritt will contribute an amount
sufficient, when combined with the Cash on hand, to provide a total
of $5.5 million (the "Customer Fund") to pay Allowed Class 3 Claims
and Unfiled Customers. The Customer Fund will be used to fund
distributions to Allowed Class 3 Claims and Unfiled Customers only,
such that the distribution to Allowed Class 3 Claims and to Unfiled
Customers in the aggregate will total $5.5 million, exclusive of
the costs of administration.
Allowed Class 3 Claims will receive a one-time payment calculated
using the Recovery Calculation, within 30 days of the Effective
Date. The Unfiled Customers will receive a Pro Rata share of the
Customer Fund remaining after Allowed Class 3 Claims receive the
amount provided for in this Plan. Allowed General Unsecured Claims
of Ongoing Vendors will receive payment in full within 30 days of
the Effective Date or if not yet due, when due according to
ordinary business practices.
Like in the prior iteration of the Plan, each holder of an Allowed
General Unsecured Claims of Resolved Parties will receive an amount
calculated as follows: the difference between the total spread
charged on the transaction that is the subject of their proof of
claim and a hypothetical 12% spread.
Class 4 consists of Allowed General Unsecured Claims of Ongoing
Vendors. Except to the extent previously paid, in full and final
satisfaction, settlement, release and discharge of and in exchange
for each such Allowed General Unsecured Claim of Ongoing Vendors,
each holder of an Allowed Class 4 Claim will be paid in full within
30 days of the Effective Date (or, if not then due, when such
Allowed General Unsecured Claim of Ongoing Vendors is due in the
ordinary course of business).
Payments to Unfiled Customers are made in consideration of the
Participating States agreement to withdraw the Motion to Dismiss
Bankruptcy Case that was originally filed April 25, 2022 and to not
file claims or otherwise oppose the resolution of this Chapter 11
Case.
Notwithstanding any other provision of the Plan, each Holder of an
Allowed Claim that has received a distribution under the Plan shall
have responsibility for the satisfaction or payment of any tax
obligation imposed by any Governmental Unit, including income,
withholding and other tax obligation, on account of such
distribution. The Reorganized Debtor reserves the right to allocate
and distribute all distributions made under the Plan in compliance
with all applicable wage garnishments, alimony, child support and
other spousal awards, liens and similar encumbrances.
Pursuant to section 1141(d) of the Bankruptcy Code, and except as
otherwise specifically provided in the Plan, in the order
confirming the Plan, or in section 1141(d)(6) of the Bankruptcy
Code, the confirmation of the Plan the distributions, rights, and
treatment that are provided in the Plan shall be in complete
discharge effective as of the Effective Date, of all Claims against
and Equity Interests in, the Debtor or any of its assets or
properties, that arose before the Effective Date, and all debts of
the kind specified in sections 502(g), 502(h), or 502(i) of the
Bankruptcy Code, including but not limited to any and all Claims
that were or could have been filed by customers, the Participating
States (or any government entity or sovereign (whether in its own
name or on behalf of the constituents of such governmental body)),
in each case whether or not: (1) a Proof of Claim based upon such
debt or right is Filed or deemed Filed pursuant to section 501 of
the Bankruptcy Code; (2) a Claim based upon such debt or right is
Allowed pursuant to section 502 of the Bankruptcy code; or (3) the
Holder of such a Claim or Equity Interest has accepted the Plan.
A full-text copy of the First Amended Plan dated June 5, 2023 is
available at https://urlcurt.com/u?l=LejWJG from BMC Group, Inc.,
claims agent.
Attorneys for Debtor:
Jeffrey R. Waxman, Esq.
Morris James, LLP
500 Delaware Avenue, Suite 1500
Wilmington, DE 19801
Tel: 302-888-5842
Email: jwaxman@morrisjames.com
-and-
Alan J. Friedman, Esq.
Shulman Bastian Friedman & Bui LLP
100 Spectrum Center Dr Ste 600
Irvine, CA 92618
Phone: 949-340-3400
Fax: 949-340-3000
About Lear Capital
Lear Capital, Inc. is a silver and gold coin dealer based in Los
Angeles, Calif.
Lear Capital filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Del. Case No. 22-10165) on March 2,
2022, to weather possible future legal claims associated with its
sales practices as well as customer disclosures. Jami B. Nimeroff
serves as Subchapter V trustee.
As of Feb. 28, 2022, Lear Capital had assets of $34,449,619 against
liabilities of $22,355,066.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Shulman Bastian Friedman & Bui, LLP as general
bankruptcy counsel; Morris James, LLP as local counsel; Mitchell
Silberberg & Knupp, LLP, The Cook Law Firm, P.C. and Fernald Law
Group, APC as special counsels; Paladin Management Group as
financial advisor; and Baker Tilly US, LLP as accountant. BMC
Group, Inc., is the claims, noticing and administrative agent.
On July 13, 2022, the U.S. Trustee appointed the committee of
customers in this Chapter 11 case. The committee tapped Potter
Anderson & Corroon, LLP, as legal counsel and Dundon Advisors, LLC,
as financial advisor.
LUCKY BUCKS: $555M Bank Debt Trades at 71% Discount
---------------------------------------------------
Participations in a syndicated loan under which Lucky Bucks LLC is
a borrower were trading in the secondary market around 29
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $555 million facility is a Term loan that is scheduled to
mature on July 30, 2027. About $513.4 million of the loan is
withdrawn and outstanding.
Lucky Bucks, LLC provides coin-operated amusement machines.
LUCKY BUCKS: Case Summary & 19 Unsecured Creditors
--------------------------------------------------
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Lucky Bucks, LLC (Lead Case) 23-10758
5820 Live Oak Parkway
#300
Norcross GA 30093
Lucky Bucks Holdings LLC 23-10756
1209 Orange Street
Wilmington DE 19801
Lucky Bucks HoldCo, LLC 23-10757
1209 Orange Street
Wilmington DE 19801
Business Description: The Debtors are digital skill-based coin
operated amusement machine route operators
based in and incorporated under the laws of
the state of Georgia. The Debtors hold a
Class B Master License with the Georgia
Lottery Corporation, and maintain a vast
footprint throughout Georgia, with a
particular concentration in the populous
Atlanta and Macon regions.
Chapter 11 Petition Date: June 9, 2023
Court: United States Bankruptcy Court
District of Delaware
Judge: TBD
Debtors'
Local
Bankruptcy
Counsel: Russell C. Silberglied, Esq.
David T. Queroli, Esq.
Matthew P. Milana, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, Delaware 19801
Tel: (302) 651-7700
(302) 651-7545
Fax: (302) 651-7701
Email: silberglied @rlf.com
queroli@rlf.com
milana@rlf.com
Debtors'
General
Bankruptcy
Counsel: Dennis F. Dunne, Esq.
Tyson Lomazow, Esq.
MILBANK LLP
55 Hudson Yards
New York, New York 10001
Tel: (212) 530-5000
Fax: (212) 530-5219
Email: ddunne@milbank.com
tlomazow@milbank.com
Debtors'
Investment
Banker: EVERCORE GROUP L.L.C.
Debtors'
Financial
Advisor: M3 ADVISORY PARTNERS, L.P.
Debtors'
Claims &
Noticing
Agent: EPIQ CORPORATE RESTRUCTURING, LLC
Estimated Assets
(on a consolidated basis): $100 million to $500 million
Estimated Liabilities
(on a consolidated basis): $500 million to $1 billion
The petitions were signed by James Boyden as executive vice
president.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/YE22LII/Lucky_Bucks_LLC__debke-23-10758__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/NIXGGKQ/Lucky_Bucks_HoldCo_LLC__debke-23-10757__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/NODMDEI/Lucky_Bucks_Holdings_LLC__debke-23-10756__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 19 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Fisher & Phillips Litigation $212,500
1230 Peachtree Street NE,
Suite 3300, Atlanta, GA 30309
Tel: 404-240-4146
Email: mheller@fisherphillips.com
2. Bennett Jones Professional $211,439
3400 First Canadian Place
PO Box 130, Toronto, ON, M5X
1A4 Canada
Contact: Erin Ryman
Phone: 416-777-5508
Fax: 416-863-1716
Email: Rymane@Bennettjones.com
3. Greenberg Traurig, LLP Professional $170,471
One Vanderbilt Ave
New York, NY 10017
Contact: 212-801-9200
4. Shearman Sterling LLP Professional $99,899
599 Lexington Avenue
New York, NY 10022
Contact: 1-212-848-8213
Email: michael.steinberg@shearman.com
5. Moody's Investor Service Professional $91,000
250 Greenwich Street
New York, NY 10007
Contact: 212-553-1653
6. Starlite Consultants Inc. Professional $52,000
3423 Forestwood Dr.
Suwanee GA 30024
7. RSM Canada LLP Professional $35,000
11 King Street W., Suite 700,
Box 27, Toronto, ON M5H 4C7
Contact: 647-725-1120
Email: grand.lui@rsmcanada.com
8. Redacted Arbitration $29,348
9. Redacted Arbitration $17,208
10. Wilmington Savings Fund Financing $15,000
Society, FSB
500 Delaware Avenue
Wilmington, DE 19801
Contact: 1-888-973-7226
11. Synthesis Valuations Professional $11,073
100 King St W #5700,
Toronto, ON M5X 1C7, Canada
Contact: 416-915-3104
Email: adam@synthesisvaluations.com
12. AT&T Utilities $7,500
PO Box 6463,
Carol Stream, IL, 60197-6463
13. Redacted Arbitration $6,375
14. GA Power Corporation Utilities $1,311
BIN #10102, 241
Ralph McGill Blvd,
Atlanta, GA 30308-3374
Contact: 1-888-655-5888
15. Nationwide P.O. Box 78000 Services $775
Detroit, MI 48278-1322
16. Atlanta Copier Rentals Services $300
552 Cobb Pkwy SE
Marietta, GA 30060
17. Gas South Services $245
PO Box 530552
Atlanta, GA 30353-0552
Contact: 678-504-2820
18. Comcast 1701 Utilities $191
John F Kennedy Blvd
Philadelphia PA 19103
Contact: 1-800-266-2278
19. Gwinnett Department of Water Utilities $30
Resources
684 Winder Hwy
Lawrenceville, GA 30045
Contact: 678-376-6700
MONITRONICS INTERNATIONAL: Taps A&M as Financial Advisor
--------------------------------------------------------
Monitronics International, Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Alvarez & Marsal North America, LLC as their financial
advisor.
The firm's services include:
(a) assistance in evaluation of the Debtors' current business
plan and cash flow forecast and presentation of such plan and
forecast to the Debtors' Board of Directors and its creditors;
(b) assistance in the development and management of a 13-week
cash flow forecast;
(c) assistance in financing issues including the preparation
of reports and liaison with creditors;
(d) assistance in contingency planning efforts as part of the
Debtors' overall restructuring mandate;
(e) report to the Board of Directors as desired or directed by
the Debtors;
(f) other activities approved by the Debtors and agreed to by
A&M.
(g) assistance to the Debtors in the preparation of
financial-related disclosures required by the court, including
monthly operating reports;
(h) assistance to the Debtors with information and analyses
required pursuant to the debtor-in-possession financing;
(i) assistance in the identification and implementation of
short-term cash management procedures;
(j) advisory assistance in connection with the development and
implementation of key employee compensation and other critical
employee benefit programs;
(k) assistance in the identification of executory contracts
and leases, and performance of cost/benefit evaluations with
respect to the affirmation or rejection of each;
(l) assistance to the Debtors' management team and counsel
focused on the coordination of resources related to the ongoing
reorganization effort;
(m) assistance in the preparation of financial information for
distribution to creditors and others, including, but not limited
to, cash flow projections and budgets, cash receipts and
disbursement analysis, analysis of various asset and liability
accounts, and analysis of proposed transactions for which court
approval is sought;
(n) attendance at meetings and assistance in discussions with
potential investors, banks, and other secured lenders, any official
committees appointed in the Chapter 11 cases, the United States
Trustee, and other parties involved in the Debtors' bankruptcy;
(o) analysis of creditor claims by type, entity, and
individual claim, including assistance in the development of
databases, as necessary, to track such claims;
(p) assistance in the preparation of information and analysis
necessary for the confirmation of a plan of reorganization;
(q) other general business consulting services.
The hourly rates of the firm's professionals are as follows:
Managing Directors $1,025 - 1,375
Directors $775- 975
Analysts/Associates $425- 775
In addition, the firm will seek reimbursement for expenses
incurred.
The retainer fee is $250,000.
Andrew Khoo, a senior director at A&M, disclosed in court filings
that his firm is a "disinterested person" pursuant to Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Andrew Khoo
Alvarez & Marsal North America, LLC
600 Madison Avenue,8th Floor
New York, NY 10022
Tel: +1 415 597 6798
Email: akhoo@alvarezandmarsal.com
About Monitronics International
Monitronics International, Inc. provides residential and commercial
customers with monitored home and business security systems, as
well as interactive and home automation services.
Monitronics International and its affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Texas Lead Case No. 23-90332) on May 15, 2023. In the
petitions signed by its chief executive officer, William E. Niles,
Monitronics International disclosed $1 billion to $10 billion in
both assets and liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Hunton Andrews Kurth, LLP and Latham & Watkins,
LLP as legal counsels; Alvarez & Marsal North America, LLC as
financial advisor; and PJT Partners, LP as investment banker. Kroll
Restructuring Administration, LLC is the claims, noticing, and
solicitation agent.
MONITRONICS INTERNATIONAL: Taps Hunton Andrews Kurth as Co-Counsel
------------------------------------------------------------------
Monitronics International, Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Hunton Andrews Kurth, LLP as co-counsel with Latham &
Watkins, LLP.
The Debtors require legal counsel to:
a) give advice with respect to the powers and duties of the
Debtors in the continued management and operation of their
business;
b) advise and consult on the conduct of the Debtors'
bankruptcy cases, including all of the legal and administrative
requirements of operating in Chapter 11;
c) attend meetings and negotiate with representatives of
creditors and other parties involved in the Debtors' bankruptcy;
d) take all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any actions commenced against the Debtors and
representing the Debtors in negotiations concerning litigation in
which the Debtors are involved, including prosecuting objections to
claims filed against the estates;
e) prepare pleadings;
f) represent the Debtors in connection with obtaining
authority to use cash collateral and obtain post-petition
financing;
g) appear before the bankruptcy court and any appellate courts
to represent the interests of the Debtors' estates;
h) negotiate, prepare and seek approval of a disclosure
statement and confirmation of a Chapter 11 plan of reorganization
and all documents related thereto;
i) advise the Debtors in connection with any potential sale of
assets;
j) provide non-bankruptcy services to the extent requested by
the Debtors; and
k) perform all other necessary legal services.
The firm will charge these hourly fees:
Timothy A. Davidson II, Partner $1,150
Ashley L. Harper, Partner $935
Philip M. Guffy, Associate $880
Brandon Bell, Associate $615
Constance Andonian, Paralegal $430
Hunton Andrews provided the following in response to the request
for additional information set forth in Paragraph D.1 of the U.S.
Trustee Guidelines:
Question: Did Hunton Andrews Kurth agree to any variations from,
or alternatives to, Hunton Andrews Kurth's standard or customary
billing arrangements for this engagement?
Response: No.
Question: Do any of the Hunton Andrews Kurth professionals
included in this engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the Debtors 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 Hunton Andrews Kurth's billing
rates and material financial terms have changed post-petition,
explain the difference and the reasons for the difference.
Response: Hunton Andrews Kurth's billing rates and material
financial terms for its representation of the Debtors have not
changed post-petition.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: Hunton Andrews Kurth has not prepared a budget and
staffing plan.
Timothy Davidson II, Esq., a partner at Hunton Andrews Kurth,
disclosed in court filings that his firm is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Timothy A. Davidson II, Esq.
Hunton Andrews Kurth, LLP
600 Travis, Suite 4200
Houston, TX 77002
Telephone: (713) 220-4200
Facsimile: (713) 220-4285
Email: taddavidson@HuntonAK.com
About Monitronics International
Monitronics International, Inc. provides residential and commercial
customers with monitored home and business security systems, as
well as interactive and home automation services.
Monitronics International and its affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Texas Lead Case No. 23-90332) on May 15, 2023. In the
petitions signed by its chief executive officer, William E. Niles,
Monitronics International disclosed $1 billion to $10 billion in
both assets and liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Hunton Andrews Kurth, LLP and Latham & Watkins,
LLP as legal counsels; Alvarez & Marsal North America, LLC as
financial advisor; and PJT Partners, LP as investment banker. Kroll
Restructuring Administration, LLC is the claims, noticing, and
solicitation agent.
MONITRONICS INTERNATIONAL: Taps Latham & Watkins as Legal Counsel
------------------------------------------------------------------
Monitronics International, Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Latham & Watkins, LLP as their bankruptcy counsel.
The Debtors require legal counsel to:
a. give advice with respect to the powers and duties of the
Debtors in the continued management and operation of their
businesses and properties;
b. advise and consult on the conduct of the Debtors'
bankruptcy cases, including all of the legal and administrative
requirements of operating in Chapter 11;
c. advise the Debtors and take all necessary action to protect
and preserve the Debtors' estates, including prosecuting actions on
the Debtors' behalf, defending any action commenced against the
Debtors, and representing the Debtors' interests in negotiations
concerning litigation in which the Debtors are involved;
d. analyze proofs of claim filed against the Debtors and
object to such claims as necessary;
e. represent the Debtors in connection with obtaining
authority to continue using cash collateral and post-petition
financing;
f. attend meetings and negotiate with representatives of
creditors, interest holders, and other parties in interest;
g. analyze executory contracts and unexpired leases and
potential assumptions, assignments or rejections of such contracts
and leases;
h. prepare pleadings;
i. advise the Debtors in connection with any potential sale of
their assets;
j. take necessary actions to obtain approval of a disclosure
statement and confirmation of a Chapter 11 plan;
k. appear before the bankruptcy court or any appellate
courts;
l. advise on corporate, litigation, environmental, finance,
tax, employee benefits and other legal matters; and
m. perform all other necessary legal services for the
Debtors.
The firm's hourly rates are as follows:
Partners $1,360 to $2,230
Counsel $1,300 to $1,690
Associates $705 to $1,400
Professional Staff $210 to $1,050
Paralegals $300 to $660
The firm holds a retainer in the amount of $129,706.78.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Latham
& Watkins disclosed that:
-- It has not agreed to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement.
-- None of the professionals included in the engagement vary
their rate based on the geographic location of the bankruptcy
case.
-- The firm's current hourly rates for services rendered on
behalf of the Debtors are set forth above. These rates have been
used since Jan 1 of this year. During the prior calendar year,
Latham used the following rates for services rendered on behalf of
the Debtors: $1,265 to $2,075 per hour for partners; $1,210 to
$1,720 per hour for counsel; $655 to $1,300 per hour for
associates; $190 to $965 per hour for professional staff; and $270
to $600 per hour for paralegals. Additionally, for three matters,
Latham applied a 10 percent discount to its rates; no other matters
were discounted. All material financial terms have remained
unchanged since the prepetition period.
-- The firm has provided the Debtors with an estimate of fees
and expenses.
David Hammerman, Esq., a partner at Latham & Watkins, disclosed in
a court filing that his firm is a "disinterested person" pursuant
to Section 101(14) of the Bankruptcy Code.
Latham & Watkins can be reached through:
David A. Hammerman, Esq.
Latham & Watkins, LLP
1271 Avenue of the Americas
New York, NY 10020
Tel: +1-212-906-1200
Fax: +1-212-751-4864
Email: david.hammerman@lw.com
About Monitronics International
Monitronics International, Inc. provides residential and commercial
customers with monitored home and business security systems, as
well as interactive and home automation services.
Monitronics International and its affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Texas Lead Case No. 23-90332) on May 15, 2023. In the
petitions signed by its chief executive officer, William E. Niles,
Monitronics International disclosed $1 billion to $10 billion in
both assets and liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Hunton Andrews Kurth, LLP and Latham & Watkins,
LLP as legal counsels; Alvarez & Marsal North America, LLC as
financial advisor; and PJT Partners, LP as investment banker. Kroll
Restructuring Administration, LLC is the claims, noticing, and
solicitation agent.
MONITRONICS INTERNATIONAL: Taps PJT Partners as Investment Banker
-----------------------------------------------------------------
Monitronics International, Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ PJT Partners, LP.
The Debtors require an investment banker to:
a. assist in the evaluation of the Debtors' businesses and
prospects;
b. assist in the evaluation of the Debtors' long-term business
plan and related
financial projections;
c. assist in the development of financial data and
presentations to the Boards, various creditors, and other third
parties;
d. analyze the Debtors' financial liquidity and evaluate
alternatives to improve such liquidity;
e. analyze various restructuring scenarios and the potential
impact of these scenarios on the recoveries of those stakeholders
impacted by the Restructuring;
f. provide strategic advice with regard to restructuring or
refinancing the Debtors' Obligations;
g. evaluate the Debtors' debt capacity and alternative capital
structures;
h. participate in negotiations among the Debtors and their
creditors, suppliers, lessors, and other interested parties;
i. value securities offered by the Debtors in connection with
a Restructuring or Capital Raise;
j. advise the Debtors and negotiate with lenders with respect
to potential amendments involving a maturity extension;
k. assist in arranging financing for the Debtors, as
requested;
l. provide expert witness testimony concerning any of the
subjects encompassed by the other investment banking services; and
m. provide such other advisory services as are customarily
provided in connection with the analysis and negotiation of a
transaction similar to a potential Restructuring and/or Capital
Raise, as requested and mutually agreed.
The firm will be compensated as follows:
a. A monthly advisory fee of $175,000.
b. A capital raising fee for any capital raise, earned and
payable upon the closing of such capital raise. The capital raising
fee will be calculated as:
-- 1.5 percent of the total issuance size for
superpriority financing (i.e. debt having the priority
characteristics of the Debtors' existing superpriority revolver and
superpriority term loan debt) and other secured financing
(including for amounts committed but undrawn), including (x) any
amendment of the Debtors' existing obligations that extends the
maturity thereof (calculated based on the amount of obligations
extended) and (y) any senior debt financing that is subordinated in
right of payment only to superpriority financing,
-- 2.75 percent of the total issuance for (1) junior debt
financing (including, without limitation, financing that is junior
in right of payment, second lien, subordinated (structurally or
otherwise) and unsecured debt, but excluding, for the avoidance of
doubt any secured debt financing that is junior in right of payment
only to superpriority financing) (including for amounts committed
but undrawn) and (2) preferred equity, and
-- 5 percent of the issuance amount for common equity
financing.
c. A restructuring fee equal to $10 million, earned and
payable upon consummation of a Chapter 11 plan or any other
restructuring.
d. Reimbursement of out-of-pocket expenses.
Jamie Baird, a partner at PJT Partners, disclosed in a court filing
that his firm is a "disinterested person" pursuant to Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
Jamie Baird
PJT Partners LP
280 Park Avenue
New York, NY 10017
Tel: (212) 364-7800
Email: info@pjtpartners.com
About Monitronics International
Monitronics International, Inc. provides residential and commercial
customers with monitored home and business security systems, as
well as interactive and home automation services.
Monitronics International and its affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Texas Lead Case No. 23-90332) on May 15, 2023. In the
petitions signed by its chief executive officer, William E. Niles,
Monitronics International disclosed $1 billion to $10 billion in
both assets and liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Hunton Andrews Kurth, LLP and Latham & Watkins,
LLP as legal counsels; Alvarez & Marsal North America, LLC as
financial advisor; and PJT Partners, LP as investment banker. Kroll
Restructuring Administration, LLC is the claims, noticing, and
solicitation agent.
MUSCLEPHARM CORP: Exclusivity Period Extended to July 14
--------------------------------------------------------
The Hon. Natalie M. Cox of the U.S. Bankruptcy Court for the
District of Nevada extended MusclePharm Corporation's exclusive
periods within which to file a Chapter 11 plan and to solicit
acceptances thereof to July 14 and September 12, 2023,
respectively.
As reported by the Troubled Company Reporter, the Debtor's initial
exclusive filing period was set for April 14, 2023.
The Debtor explained that cause exists to extend the exclusive
periods, as follows:
(a) This is the Debtor's first extension request at the outset
of a complex case.
(b) The final DIP Order's entry shows:
(i) The Debtor's prospects for reorganization and
confirming a Chapter 11 Plan are real,
(ii) The Debtor's satisfactory progress in negotiating
with creditors, and
(iii) The Debtor's extension request is not aimed at
unduly pressuring creditors in the Chapter 11 case.
(c) The W & W adversary presents an unresolved contingency
affecting the plan.
MusclePharm Corporation is represented by:
Samuel A. Schwartz, Esq.
Athanasios E. Agelakopoulos, Esq.
SCHWARTZ LAW, PLLC
601 East Bridger Avenue
Las Vegas, NV 89101
Tel: (702) 385-5544
Email: saschwartz@nvfirm.com
aagelakopoulos@nvfirm.com
About MusclePharm Corporation
Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:
MSLP) -- http://www.musclepharm.com/and
http://www.musclepharmcorp.com/-- is a lifestyle company that
develops, manufactures, markets and distributes branded nutritional
supplements. It offers a broad range of performance powders,
capsules, tablets, gels and on-the-go ready to eat snacks that
satisfy the needs of enthusiasts and professionals alike.
MusclePharm filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
22-14422) on Dec. 15, 2022. In the petition filed by its chief
executive officer, Ryan Drexler, the Debtor reported assets and
liabilities between $10 million and $50 million.
The Honorable Natalie M. Cox is the case judge.
The Debtor tapped Samuel A. Schwartz, Esq., at Schwartz Law, PLLC
as legal counsel; Foley & Lardner, LLP as special securities
counsel; and Portage Point Partners, LLC as restructuring advisor.
Jeffrey Gasbarra of Portage Point Partners serves as the Debtor's
chief restructuring officer.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtor's case. Pachulski Stang
Ziehl & Jones, LLP and Larson & Zirzow, LLC serve as the
committee's bankruptcy counsel and Nevada counsel, respectively.
NEW CONSTELLIS: $200,000 Bank Debt Trades at 48% Discount
---------------------------------------------------------
Participations in a syndicated loan under which New Constellis
Borrower LLC is a borrower were trading in the secondary market
around 52.5 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $200,000 facility is a Payment in kind Term loan that is
scheduled to mature on March 27, 2025. The amount is fully drawn
and outstanding.
Headquartered in Herndon, Virginia, New Constellis Borrower LLC is
a provider of essential risk management services, such as security,
training, and global support services to government and commercial
clients throughout the world.
NEW JERSEY VISION: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: New Jersey Vision Associates, P.C.
1455 Broad St.
Suite 110
Bloomfield, NJ 07003
Business Description: The Debtor provides comprehensive eye care
services including routine eye examinations,
screenings for eye problems related to
diabetes, high blood pressure, and thyroid
disease, as well as eye disorders such as
cataract, glaucoma, and macular
degeneration.
Chapter 11 Petition Date: June 9, 2023
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 23-15043
Debtor's Counsel: Jeffrey A. Cooper, Esq.
RABINOWITZ, LUBETKIN & TULLY, LLC
293 Eisenhower Parkway
Suite 100
Livingston, NJ 07039
Tel: 973-597-9100
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mitchell Vogel, MD 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/YIBPUEI/New_Jersey_Vision_Associates_PC__njbke-23-15043__0001.0.pdf?mcid=tGE4TAMA
NEWFOLD DIGITAL: Fitch Assigns 'B' First Time IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'B' to Newfold Digital Holdings Group, Inc.,
Newfold Digital, Inc., and Web.com Group, Inc. (collectively dba
Newfold Digital). The Rating Outlook is Stable. Fitch has also
assigned a 'BB-'/'RR2' rating to the $275 million and $105 million
1st lien secured revolving credit facilities and the $2,675 million
1st lien term loan and a 'CCC+'/'RR6' rating to the $685 million
unsecured notes. The issuer of the unsecured notes is Newfold
Digital Holdings Group, Inc.
The ratings are supported by Newfold Digital's portfolio of web
presence software tools and services primarily targeting the SMB
market segment. The company benefits from the highly recurring
revenue base typical of subscription software companies. However,
SMB market exposure results in higher than average sensitivity to
economic cycles as reflected by gross retention rates that are
lower than typical enterprise software companies. Newfold Digital's
private equity ownership structure is likely to maintain some
leverage as it optimizes ROE by investing in growth over early debt
repayment.
KEY RATING DRIVERS
Recurring Revenue and Strong Profitability: Approximately 95% of
Newfold Digital's revenue is recurring, providing visibility to its
revenue stream. The company has been executing on an operational
optimization plan since the divestiture of email marketing business
and acquisition of Web.com in 2021 and MarkMonitor in 2022.
Continued operational optimization efforts could further improve
the company's profitability.
Elevated Leverage: The company has undergone significant
transformation in the past two years with divestiture and
acquisitions. Newfold Digital exited 2022 with leverage above 8x
and trending down to below 7x for 2023 driven by a combination of
revenue growth and successful operational optimization. The company
expects to reduce financial leverage in the near term through a
combination of EBITDA growth and repayment of its revolving credit
facilities. Fitch forecasts Newfold Digital's gross leverage to
approach 6x in 2024.
SMB Exposure: Newfold Digital offers products addressing the web
presence needs of small to midsize business (SMB) customers that
have limited technical or marketing resources dedicated to
launching and maintaining their digital presence. These include
domains, hosting, website development, and security. The SMB
segment generally has high failure rates, resulting in high
subscriber churn. To maintain revenues, Newfold Digital must
replace churned customers with new ones and cross-sell. Exposure to
SMB customers also increases exposure to the cyclical impact of
economic cycles, which could potentially lead to cash flow
volatility during periods of economic stress.
Significant Customer Diversification: Newfold Digital has a highly
diversified customer base with over 7 million subscribers with
hosting and domains each representing revenue contributions of 40%.
The diverse customer base effectively minimizes idiosyncratic risks
associated with individual end-markets and should reduce revenue
volatility.
Fragmented Industry: The products and services provided by Newfold
Digital individually operate in fragmented markets with competitors
of various scales. It is the second largest provider of a portfolio
of products serving the SMB segment and addressing a broad spectrum
of web-presence needs. The ability to cross-sell and provide
multiple products to individual customers enhances customer
retention rates.
Strong FCF Generation: The strong EBITDA to FCF conversion enables
Newfold Digital to generate FCF margins in the teens in a
normalized environment. The elevated interest expenses have
suppressed the company's FCF margins to the high single-digits for
2022-2023. However, Fitch forecasts FCF margins will return to the
teens in 2024 as the company repays portions of its revolving
credit facility in conjunction with EBITDA growth.
DERIVATION SUMMARY
Newfold Digital's 'B' Long-term IDR reflects its strong market
position as a software vendor in the fragmented SMB web presence
solutions industry. The company provides SMBs the tools and
services necessary to create and maintain their presence on the web
including internet domains, hosting, websites, eCommerce, and
related products. Demand for web presence is expected to grow as
SMBs seek to maximize their reach to customers. Newfold Digital's
operating profile is also strengthened by the highly recurring
nature of its revenues supported by the subscription model.
Limitations to Newfold Digital's rating include its SMB exposure
that could result in revenue volatility during extended economic
weakness.
Fitch expects Newfold Digital to maintain some level of financial
leverage as a private equity owned company as equity owners
optimize capital structure to maximize ROE. Newfold Digital's
market position, revenue scale, SMB exposure, and leverage profile
are consistent with the 'B' rating category.
KEY ASSUMPTIONS
Key Assumptions
- Organic revenue grows in the mid- to high-single digits with
weaker growth in 2024 due to macroeconomic headwinds;
- Aggregate acquisitions of $200 million through 2026;
- Capex remaining stable at 3.5% of revenue;
- Outstanding revolver balance fully repaid by 2026 and term
loan repayment limited to mandatory amortization;
- No dividend assumed through 2026.
KEY RECOVERY RATING ASSUMPTIONS
- The recovery analysis assumes that Newfold Digital would
be recognized as a going-concern in bankruptcy rather
than liquidated;
- Fitch assumed a 10% administrative claim;
- Fitch also assumed a 1% concession payment for the
holders of the unsecured notes.
Going-Concern (GC) Approach
- A bankruptcy scenario could occur if Newfold Digital
faced prolonged macro headwinds impacting its SMB
customer base resulting in multi-year aggregate revenue
decline of 10% vs. 2022. In conjunction with revenue
decline, EBITDA margins fail to expand beyond 2022
level. In such a scenario, Fitch assumes Newfold
Digital's GC EBITDA to be approximately $350 million;
- The GC EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganization EBITDA level upon
which Fitch bases the enterprise valuation;
- Fitch assumes an adjusted distress enterprise valuation
of $2.05 billion;
- Fitch assumes that Newfold Digital will receive
going-concern recovery multiple of 6.5x. The estimate
considers several factors, including the highly
recurring nature of the revenue, the high customer
retention, the secular growth drivers for the sector, the
company's strong normalized FCF generation and the competitive
dynamics. The EV multiple is supported by:
- The historical bankruptcy case study exit multiples for
technology peer companies ranged from 2.6x to 10.8x;
- Of these companies, only three were in the Software
sector (Allen Systems Group, Inc., Avaya, Inc. and
Aspect Software Parent, Inc.) and received recovery
multiples of 8.4x, 8.1x and 5.5x, respectively;
- The highly recurring nature of Newfold Digital's revenue
is somewhat offset by its SMB market exposure resulting
in EBITDA multiple that is above mid-point of the range.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Fitch's expectation of EBITDA leverage sustaining below 5.0x;
- (CFO - capex)/debt with sustaining near 10%;
- Sufficient financial flexibility for company to pursue strategic
actions without significant deviation in credit metrics;
- Organic revenue growth sustaining above the mid-single digits.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Fitch's expectation of EBITDA leverage sustaining above 6.5x due
to operational underperformance or capital allocation policy that
meaningfully deviates from Fitch's expectations;
- EBITDA/Interest Coverage sustaining below 2x;
- (CFO - capex)/debt ratio sustaining below 5%;
- Erosion in revenue retention rates resulting in organic revenue
growth sustaining near or below 0%.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: Newfold Digital has nearly $100 million of cash
on balance sheet and $85 million availability on its revolving
credit facilities ($380 million total capacity). In addition, Fitch
projects FCF generation in excess of $100 million annually. Fitch
forecasts the company to generate sufficient FCF to fully repay
outstanding revolver balance prior to maturity. Refinancing of the
term loan would be necessary prior to the debt becoming current in
2027.
Debt Structure: Newfold Digital has staggered maturities from 2026
through 2029. Two tranches of revolving credit facilities ($295
million outstanding at end-2022) are due in 2026. $2,675 million
1st lien secured term loan ($2,310 million outstanding end-2022)
matures in 2028. $685 million unsecured notes ($628 million
outstanding end-2022) mature in 2029.
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.
ISSUER PROFILE
Newfold Digital is a provider of web presence solutions primarily
serving the SMB markets. Its products include internet domains,
hosting, websites, eCommerce, and related products. Its brands
include web.com and bluehost and over 15 other related brands.
Entity/Debt Rating Recovery
----------- ------ --------
Newfold Digital
Holdings Group,
Inc. LT IDR B New Rating
senior
unsecured LT CCC+ New Rating RR6
senior secured LT BB- New Rating RR2
Newfold Digital,
Inc. LT IDR B New Rating
senior secured LT BB- New Rating RR2
Web.com Group, Inc. LT IDR B New Rating
senior secured LT BB- New Rating RR2
NORDAM GROUP: $250M Bank Debt Trades at 17% Discount
----------------------------------------------------
Participations in a syndicated loan under which NORDAM Group
Inc/The is a borrower were trading in the secondary market around
83.4 cents-on-the-dollar during the week ended Friday, June 9,
2023, according to Bloomberg's Evaluated Pricing service data.
The $250 million facility is a Term loan that is scheduled to
mature on April 9, 2026. The amount is fully drawn and
outstanding.
The NORDAM Group Inc. provides aerospace components manufacturing
and repair services. The Company custom cabinetry, integrated
interiors, monuments, flat panels, composite structures and
radomes, integrated propulsion systems, liners, exhaust components,
airframes, and flight control surfaces. NORDAM Group serves clients
worldwide.
OUTPUT SERVICES: $180M Bank Debt Trades at 62% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Output Services
Group Inc is a borrower were trading in the secondary market around
38.3 cents-on-the-dollar during the week ended Friday, June 9,
2023, according to Bloomberg's Evaluated Pricing service data.
The $180.3 million facility is a Term loan that is scheduled to
mature on June 27, 2026. The amount is fully drawn and
outstanding.
Output Services Group, Inc. offers printing services.
PENOBSCOT ENERGY: Foreclosure Auction Set for July 12
-----------------------------------------------------
A foreclosure auction for the sale of 25.30-megawatt power plant
and automated front-end waste processing system support equipment
owned by Penobscot Energy Recovery Company ("PERC") will take place
on July 12, 2023, 11:00 a.m. EST.
A $50,000 deposit (nonrefundable as to highest bidder) in cash or
certified U.S. funds, made payable to the Keenan Auction Co., Inc.
(deposited with the Auctioneer as a qualification to bid),
increased to 10% of the purchase price within 5 business days of
the sale, with balance due and payable within 45 days from date of
auction.
The property will be sold by public auction subject to all
outstanding municipal assessments. Conveyance of the property will
be by release deed. All other terms will be announced at the
public sale.
The PERC Plant consist of a 12-building industrial complex
containing 188,936+/-SF. The facility operates as a 25.30 Megawatt
power plant with an automated front-end waste processing system.
It was constructed between 1988 and 1996 with updates and was
completed to service the municipal solid waste needs of communities
in eastern, central, and mid-coast Maine.
The plant is currently operating and uses an automated solid waste
processing system that has (2) Terminators which shred and size all
of its waste, and then automatically feed this waste into the
incinerators to fuel the power generation system.
The complex is sited on 43.87+/- acres and it has extensive
frontage on Industrial Way with secondary frontage on River Road.
The parcel is generally level and is located in the Genera
Industrial "I" Zone. The parcel can be referenced on the Town of
Orrington tax maps as Map 5, Lot 67C.
For a Property Information Package visit
https://keenanauction.com/auction.cgi?i=5217 or call (207) 885-5100
and request by auction #23-73. Richard J. Keenan #236. Our 51st
Year and 8,563rd Auction.
Penobscot Energy Recovery Company operates a waste-to-energy
facility.
PERFECTLY PRISCILLA: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Perfectly Priscilla, LLC
1418 Harbin Circle
Valdosta, GA 31601
Chapter 11 Petition Date: June 9, 2023
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 23-70575
Debtor's Counsel: G. Daniel Taylor, Esq.
STONE & BAXTER, LLP
577 Third Street
Macon, GA 31201
Tel: 478-750-9898
Fax: 478-750-9899
Email: dtaylor@stoneandbaxter.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Thomas Thompson as managing member.
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/2OL5FGI/Perfectly_Priscilla_LLC__gambke-23-70575__0001.0.pdf?mcid=tGE4TAMA
PERFORMANCE POWERSPORTS: Creditors to Get Proceeds From Liquidation
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Performance Powersports Group Investor, LLC, and its
debtor-affiliates filed with the U.S. Bankruptcy Court for the
District of Delaware a Disclosure Statement with respect to Joint
Plan of Liquidation dated June 4, 2023.
The Debtors are in the business of adventure, selling dirt bikes,
go-karts, ATVs, golf carts, and the like to retailers throughout
the United States.
The Plan provides for the wind down of the Debtors' affairs,
continued liquidation of the Debtors' remaining assets to Cash, and
the distribution of the net proceeds realized therefrom, in
addition to Cash on hand on the Effective Date of the Plan, to
holders of Allowed Claims and Interests as of the Record Date in
accordance with the relative priorities established in the
Bankruptcy Code.
The Plan does not provide for a distribution to holders of
Intercompany Claims and their votes are not being solicited as each
is deemed to reject the Plan. The Plan contemplates the appointment
of a Litigation Trustee, selected by the Debtors and Kinderhook,
to, among other things, receive the Litigation Trust Assets,
commence, prosecute or settle the Retained Causes of Action,
implement the terms of the Plan delegated to the Litigation Trust,
and make Distributions to holders of Beneficial Trust Interests in
accordance with the Litigation Trust Agreement.
The Plan also contemplates the appointment of a Plan Administrator
to, among other things, establish and maintain such operating,
reserve, and trust accounts as are necessary and appropriate to
carry out the terms of the Plan delegated to Plan Administrator,
and make Distributions to holders of Allowed Claims and Interests
(other than Beneficial Trust Interests) in accordance with the
Plan.
The commenced negotiations with CPS USA Acquisition, LLC to
potentially serve as a stalking horse purchaser for the proposed
sale. As a product of these negotiations, the Company and PS USA
Acquisition, LLC, an affiliate of Kinderhook, entered into that
certain Asset Purchase Agreement dated January 16, 2023 (the
"Stalking Horse Agreement"), by and among the Company as sellers
and CPS USA Acquisition, LLC as buyer (the "Stalking Horse
Bidder").
On March 27, 2023, the Court entered the Order (I) Approving Asset
Purchase Agreement, (II) Authorizing and Approving Sale of
Substantially All Assets of the Debtors Pursuant to Section 363 of
the Bankruptcy Code Free and Clear of All Liens, Claims, Interests,
and Encumbrances, (III) Authorizing the Assumption and Assignment
of Certain Executory Contracts and Unexpired Leases Pursuant to
Section 365 of the Bankruptcy Code, (IV) Authorizing the Debtors to
Consummate the Transactions; and (V) Granting Related Relief,
thereby approving entry into the Asset Purchase Agreement with the
Purchaser and consummation of all transaction contemplated
thereunder. The sale closed on March 31, 2023 (the "Closing
Date").
The is a joint plan for each of the Debtors and presents together
Classes of Claims against, and Interests in, the Debtors. The Plan
provides for the limited substantive consolidation of the Debtors'
Estates, but solely for the purposes of this Plan, including voting
on this Plan by the Holders of Claims and making any Distributions
to Holders of Claims.
Specifically, on the Effective Date, (i) all assets and liabilities
of the Debtors will, solely for voting and Distribution purposes,
be treated as if they were merged, (ii) each Claim against the
Debtors will be deemed a single Claim against and a single
obligation of the Debtors, (iii) any Claims filed or to be filed in
the Chapter 11 Cases will be deemed single Claims against all of
the Debtors, (iv) all guarantees of any Debtor of the payment,
performance, or collection of obligations of any other Debtor shall
be eliminated and canceled, (v) all transfers, disbursements and
Distributions on account of Claims made by or on behalf of any of
the Debtors' Estates hereunder will be deemed to be made by or on
behalf of all of the Debtors' Estates, and (vi) any obligation of
the Debtors as to Claims will be deemed to be one obligation of all
of the Debtors.
Holders of Allowed Claims entitled to Distributions under this
Combined Disclosure Statement and Plan shall be entitled to their
share of assets available for Distribution to such Claim without
regard to which Debtor was originally liable for such Claim. Except
as set forth herein, such limited substantive consolidation shall
not (other than for purposes related to this Combined Disclosure
Statement and Plan) affect the legal and corporate structures of
the Debtors.
Class 5 consists of General Unsecured Claims. Except to the extent
that a holder of an Allowed General Unsecured Claim agrees to less
favorable treatment, in exchange for full and final satisfaction,
settlement, and release of each Allowed General Unsecured Claim,
each holder of such Allowed General Unsecured Claim shall receive
its pro rata share of the Beneficial Trust Interests, which
Beneficial Trust Interests shall entitle the holders thereof to
receive their pro rata share of the Litigation Trust Assets. For
the avoidance of doubt, the Kinderhook General Unsecured Claim
shall be allowed as a General Unsecured Claim in the amount of
$1,000,000.00.
Each Interest shall be canceled, released, and extinguished, and
will be of no further force or effect. Following payment in full of
all Allowed General Unsecured Claims, Allowed 2021 Credit Agreement
Claims, and Allowed Subordinated Claims, and after funding the
Other Claims Reserve and the Professional Fee Claim Reserve, except
to the extent that a holder of an Allowed Interest agrees to less
favorable treatment, in exchange for full and final satisfaction,
settlement, and release of each Allowed Interest, each holder of
such Allowed Interest shall receive its pro rata share of the
Litigation Trust Assets. The Kinderhook Equity Interests shall be
allowed as an Interest in the amount of $45,000,000.
The Plan is a liquidating plan and provides for the liquidation of
the Assets and the payment of the proceeds generated therefrom to
holders of Allowed Claims in accordance with the priorities set
forth in the Bankruptcy Code.
Distributions under the Plan on account of the Beneficial Trust
Interests will be funded by the Litigation Trust Assets. All other
distributions under the Plan, other than distributions on account
of Beneficial Trust Interests, has already been paid by, or will be
paid by the Purchaser (to the extent distributions are on account
of unpaid Allowed Claims under the Asset Purchase Agreement) or
otherwise will be funded by the Other Claims Reserve or the
Professional Fee Claims Reserve, as applicable. On the Effective
Date, the Debtors shall fund the Other Claims Reserve and
Professional Fee Claims Reserve in full in Cash.
A full-text copy of the Disclosure Statement dated May 2, 2023 is
available at https://urlcurt.com/u?l=IOlcdB from Omni Agent
Solutions, claims agent.
Counsel for the Debtors:
Domenic E. Pacitti, Esq.
Michael W. Yurkewicz, Esq.
Sally E. Veghte, Esq.
Klehr Harrison Harvey Branzburg LLP
919 North Market Street, Suite 1000
Wilmington, DE 19801
Telephone: (302) 426-1189
Facsimile: (302) 426-9193
Email: dpacitti@klehr.com
myurkewicz@klehr.com
sveghte@klehr.com
About Performance Powersports Group
Performance Powersports Group Investor, LLC and affiliates are in
the business of adventure, selling dirt bikes, go-karts, ATVs, golf
carts, and the like to retailers throughout the US.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 23-10047) on Jan. 16,
2023. In the petition signed by Ken Vanden Berg, chief financial
officer, the Debtor disclosed up to $500 million in both assets and
liabilities.
Judge Laurie Selber Silverstein oversees the case.
Domenic E. Pacitti, Esq., at Klehr Harrison Harvey Branzburg LLP,
represents the Debtor.
Tankas Funding VI, LLC, as DIP lender, is represented by Kirkland &
Ellis LLP.
PRETIUM PKG: $1.25B Bank Debt Trades at 26% Discount
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Participations in a syndicated loan under which Pretium PKG
Holdings Inc is a borrower were trading in the secondary market
around 74.1 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $1.25 billion facility is a Term loan that is scheduled to
mature on October 1, 2028. The amount is fully drawn and
outstanding.
Pretium PKG Holdings, Inc. Is a manufacturer of rigid plastic
containers for variety of end markets, including food and beverage,
chemicals, healthcare, wellness and personal care. Pretium PKG
Holdings, Inc. is a portfolio company of Clearlake since January
2020.
PRETIUM PKG: $350M Bank Debt Trades at 45% Discount
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Participations in a syndicated loan under which Pretium PKG
Holdings Inc is a borrower were trading in the secondary market
around 54.6 cents-on-the-dollar during the week ended Friday, June
9, 2023, according to Bloomberg's Evaluated Pricing service data.
The $350 million facility is a Term loan that is scheduled to
mature on October 1, 2029. The amount is fully drawn and
outstanding.
Pretium PKG Holdings, Inc. is a manufacturer of rigid plastic
containers for variety of end markets, including food and beverage,
chemicals, healthcare, wellness and personal care. Pretium PKG
Holdings, Inc. is a portfolio company of Clearlake since January
2020.
PUG LLC: EUR452M Bank Debt Trades at 20% Discount
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Participations in a syndicated loan under which Pug LLC is a
borrower were trading in the secondary market around 79.6
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The EUR452 million facility is a Term loan that is scheduled to
mature on February 13, 2027. The amount is fully drawn and
outstanding.
PUG LLC provides an online marketplace for secondary tickets along
with payment support, logistics, and customer service. It acquired
the StubHub business of eBay Inc.
RODA LLC: Exclusivity Period Extended to August 7
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Judge Teresa H. Pearson of the U.S. Bankruptcy Court for the
District of Oregon extended RODA LLC and its affiliate's exclusive
period within which to file a Chapter 11 plan to August 7, 2023.
As reported by the Troubled Company Reporter, Judge Pearson entered
an Order on March 9 moving the Debtors' Plan exclusivity deadline
to June 6.
During the pendency of the case thus far, the Debtors have made
significant progress. After securing a court order authorizing RODA
to utilize cash collateral, RODA has been operating in the ordinary
course. The Debtors have been approached with a framework for a
possible sale transaction that will facilitate a confirmable plan
of reorganization. In addition, Debtors have been in discussions
with key creditors about the status of such sale negotiations and
the possible treatment of creditors' claims in a plan of
reorganization. However, much of this work and analysis will depend
on the terms of the sale transaction which will only be clear after
the expiration of the exclusivity period. This evidences good faith
by the Debtors toward formulating a Plan of reorganization.
The Court also extended the Debtors' deadline to assume or reject
nonresidential real property leases under 11 U.S.C. Section
365(d)(4)(A) to and including August 7, 2023. Without the extension
of the lease decision period.
About RODA LLC
RODA, LLC, a company in Washington County, Ore., sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case
No. 23-30250) on Feb. 6, 2023. In the petition signed by its
managing member, Roy MacMillan, the Debtor disclosed up to $10
million in both assets and liabilities.
MacMillan is a debtor in a separate Chapter 11 case (Bankr. D. Ore.
Case No. 23-30159). The cases are jointly administered.
Judge Teresa H. Pearson oversees the case.
Douglas R. Ricks, Esq., at Vander Bos and Chapman, LLP,
Intellequity Legal Services, LLC and Thomas L Strong CPA PC serve
as the Debtor's bankruptcy counsel, special counsel and accountant,
respectively.
RYMAN HOSPITALITY: New Unsec. Notes No Impact on Moody's 'Ba3' CFR
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Moody's Investors Service says that RHP Hotel Properties, LP's
proposed issuance of senior unsecured notes will not impact the B1
senior unsecured rating, Ryman Hospitality Properties, Inc's Ba3
Corporate Family Rating, or stable outlook at this time.
The offering is for up to $300 million of senior notes due 2028.
RHP intends to use net proceeds from the offering together with new
equity capital and cash on hand, to fund the approximately $800
million acquisition of the JW Marriott San Antonio Hill Country
Resort & Spa located in San Antonio, Texas.
Ryman Hospitality Properties, Inc. (NYSE: RHP) is a REIT
specializing in group-oriented, destination hotel assets in urban
and resort markets. The Company's owned assets include a network of
five upscale, meetings-focused resorts and suites that are managed
by lodging operator Marriott International, Inc. under the Gaylord
Hotels brand.
SABRE GLBL: $404M Bank Debt Trades at 27% Discount
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Participations in a syndicated loan under which Sabre GLBL Inc is a
borrower were trading in the secondary market around 73.2
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $404 million facility is a Term loan that is scheduled to
mature on December 17, 2027. About $396.9 million of the loan is
withdrawn and outstanding.
Sabre GLBL Inc. provides information technology services. The
Company offers technology solutions including data-driven business
intelligence, mobile, distribution, and Software as a Service
(SaaS) solutions. Sabre GLBL serves customers worldwide.
SAMARCO MINERACAO: Davis Polk Advises Creditors on Restructuring
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Davis Polk is serving as U.S. counsel to an ad hoc group of
financial creditors holding approximately $3 billion aggregate face
amount of the outstanding notes and pre-export financing facilities
of Samarco Mineração S.A. in connection with the company's
restructuring. On May 31, 2023, Samarco, members of the ad hoc
group and other stakeholders collectively entered into a
restructuring support agreement (RSA). The RSA contemplates a
holistic restructuring to be implemented through a consensual,
jointly filed judicial reorganization plan in Samarco's ongoing
judicial reorganization (recuperação judicial) proceeding in
Brazil and enforced in the United States through Samarco's pending
chapter 15 proceeding before the United States Bankruptcy Court for
the Southern District of New York.
The RSA represents a significant milestone in Samarco's
restructuring process, which has been one of the longest and most
complex restructurings ever faced by a Brazilian company. The RSA
also reflects the culmination of more than four years of Davis
Polk's involvement in litigation and intermittent negotiations
between the ad hoc group, on the one hand, and Samarco and its
shareholders, on the other hand. Once implemented, the
restructuring will result in the cancellation of Samarco's existing
debt and the issuance of up to $3.82 billion of new notes due 2031,
along with certain other new debt instruments.
The joint plan will be the first creditor-proposed Brazilian
restructuring plan put to a vote following a 2021 amendment to
Brazil's insolvency laws that, for the first time, permits
creditors under certain circumstances to propose restructuring
plans as an alternative to the debtor's plan.
Headquartered in Belo Horizonte, Minas Gerais, Brazil, Samarco is a
mining company with operations in Minas Gerais and Espírito Santo.
Samarco's products include direct reduction and blast furnace
pellets and iron ore fines, which supply various industries in the
Americas, Europe, the Middle East, North Africa and Asia.
The Davis Polk restructuring team has included partners Timothy
Graulich, Angela M. Libby and David Schiff and associates Gene
Goldmintz, Jarret Erickson, Paavani Garg, Moshe Melcer and Mary
Kudolo. Partners Manuel Garciadiaz, Leo Borchardt and Yasin
Keshvargar provided general corporate and capital markets advice.
Members of the Davis Polk team are based in the New York, London
and São Paulo offices.
Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited
liability partnership, and its associated entities.
About Samarco Mineracao SA
Samarco Mineracao SA is a Brazilian mining joint venture between
BHP Group and Vale SA. It serves as an iron ore processing
company.
The company provides blast furnace, direct reduction, sinter feed,
as well as low and normal silica content pellets.
On April 9, 2021, the Debtor filed a voluntary petition for
judicial reorganization in the 2nd Business State Court for the
Belo Horizonte District of Minas Gerais in Brazil pursuant to
Brazilian Federal Law No. 11,101 of Feb. 9, 2005.
Samarco Mineracao filed for Chapter 15 bankruptcy recognition
(Bankr. S.D.N.Y. Case No. 21-10754) on April 19, 2021, in New York,
to seek U.S. recognition of its Brazilian proceedings.
The Debtor's U.S. counsel is Thomas S. Kessler of Cleary Gottlieb
Steen & Hamilton LLP.
SCHON ELISE: Seeks to Hire Brand Real Estate as Broker
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Schon Elise, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Nevada to hire Bridget Richards, a real estate
broker at Brand Real Estate.
The Debtor requires a real estate broker to market and sell its
property located at 8876 Spanish Ridge Ave., #201 and #203, Las
Vegas, Nev.
The broker is entitled to receive a commission equal to 6 percent
of the gross purchase price.
As disclosed in court filings, Ms. Richards and her firm neither
hold nor represent any interest adverse to the Debtor's bankruptcy
estate.
The broker can be reached at:
Bridget Richards
Brand Real Estate
2700 E. Sunset Road, #40
Las Vegas, NV 89120
Phone: 290-8838
Email: br@brandrealest.com
About Schon Elise
Las Vegas-based Schon Elise, LLC is a single asset real estate (as
defined in 11 U.S.C. Section 101(51B)).
Schon Elise filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 23-12086) on May
24, 2023, with as much as $50,000 in assets and $1 million to $10
million in liabilities. Heath Wills, manager, signed the petition.
David Mincin, Esq., at Mincin Law, PLLC represents the Debtor as
counsel.
SCHON ELISE: Seeks to Hire Mincin Law as Bankruptcy Counsel
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Schon Elise, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Nevada to hire Mincin Law, PLLC as its general
counsel.
The Debtor needs the firm's legal assistance to:
a. institute, prosecute or defend any lawsuit, adversary
proceeding or contested matter arising out of the Debtor's
bankruptcy proceeding in which it may be a party;
b. obtain necessary court approval for recovery and
liquidation of estate assets;
c. determine the priorities and status of claims and file
claim objections; and
d. prepare a disclosure statement and bankruptcy plan; and
e. perform other legal services.
David Mincin, Esq., the attorney who will be handling the case,
will be paid an hourly fee of $400.
The firm received a retainer in the amount of $10,000, of which
$1,738 was used to pay the filing fee.
As disclosed in court filings, Mr. Mincin neither holds nor
represents any interest adverse to the Debtor's bankruptcy estate.
The firm can be reached through:
David Mincin, Esq.
Mincin Law, PLLC
7465 W. Lake Mead Boulevard, #100
Las Vegas, NV 89128
Tel: (702) 852-1957
Email: dmincin@mincinlaw.com
About Schon Elise
Las Vegas-based Schon Elise, LLC is a single asset real estate (as
defined in 11 U.S.C. Section 101(51B)).
Schon Elise filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 23-12086) on May
24, 2023, with as much as $50,000 in assets and $1 million to $10
million in liabilities. Heath Wills, manager, signed the petition.
David Mincin, Esq., at Mincin Law, PLLC represents the Debtor as
counsel.
SILLY AXE CAFE: Unsecureds to Get Share of Income for 36 Months
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The Silly Axe Cafe, LLC, filed with the U.S. Bankruptcy Court for
the Western District of Kentucky a Plan of Reorganization dated
June 1, 2023.
The Debtor is a family-owned restaurant based at 1001 Logan Street
in Louisville, Kentucky. The Company was formed in February 2019 by
its sole member, Angela Pike, and features a 100% gluten-free menu
– the only gluten-free dedicated restaurant in Louisville.
The Debtor's financial projections show that the Debtor will have
projected disposable income of approximately $4,047.69 per month.
This Plan of Reorganization provides for 36 monthly payments
commencing on August 1, 2023, with the final Plan payment to be
paid on July 1, 2026. The Debtor shall make the Plan payments from
its business operations following payment of the Debtor's normal
and customary expenses as they come due. The Debtor anticipates
monthly net disposable income of $4,047.69 to fund the Plan.
Additionally, the Debtor anticipates receiving a refund of at least
$6,500.00 from creditor WebBank resulting from the Debtor's
recently-filed turnover motion, which Debtor intends to deposit
into its operating account to serve as a cushion against unforeseen
expenses going forward.
This Plan provides for payment of administrative claims of
approximately $10,000.00, priority unsecured claims totaling
$23,837.93, 1 class of secured claims totaling $93,534.611 and 1
class of non-priority unsecured claims totaling $102,927.20.
Under the terms of this plan, administrative claims, secured claims
and unsecured priority claims shall be paid in full. General
non-priority unsecured creditors shall receive regular monthly
installment payments from the Debtor's remaining disposable income
as set forth above on a pro rata basis, in full over the 36-month
plan.
Class 2 consists of General Unsecured Claims. General unsecured
claims are impaired under this Plan. General unsecured claimants
shall receive payment on a pro rata basis.
The Debtor shall set aside its projected disposable income of
$4,000.00 per month to make payments under the Plan.
A full-text copy of the Plan of Reorganization dated June 1, 2023
is available at https://urlcurt.com/u?l=N5UiMT from
PacerMonitor.com at no charge.
Counsel for Debtor:
Michael W. McClain, Esq.
Goldberg Simpson, LLC
9301 Dayflower Street
Prospect, KY 40059
Tel: (502) 589-4440
Fax: (502) 410-0528
Email: mmcclain@goldbergsimpson.com
About The Silly Axe Cafe
The Silly Axe Cafe, LLC, is a family-owned restaurant based at 1001
Logan Street in Louisville, Kentucky. The Debtor filed a Chapter 11
bankruptcy petition (Bankr. D. Ky. Case No. 23-30368) on Feb. 15,
2022, with up to $50,000 in assets and up to $500,000 in
liabilities. Judge Charles R. Merrill oversees the case.
Michael W. McClain, Esq., at Goldberg Simpson, LLC is the Debtor's
legal counsel.
SINCLAIR TELEVISION: $750M Bank Debt Trades at 23% Discount
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Participations in a syndicated loan under which Sinclair Television
Group Inc is a borrower were trading in the secondary market around
76.8 cents-on-the-dollar during the week ended Friday, June 9,
2023, according to Bloomberg's Evaluated Pricing service data.
The $750 million facility is a Term loan that is scheduled to
mature on April 21, 2029. About $744 million of the loan is
withdrawn and outstanding.
Sinclair Television Group, Inc. provides media broadcasting
services. The Company offers television broadcasting and
programming services.
STARKCORP INC: Unsecureds Will Get 100% of Claims in 36 Months
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Starkcorp, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Georgia a Subchapter V Plan of Reorganization
dated June 4, 2023.
The Debtor is in the business of providing wildfire and other
natural disaster protection, private security, and emergency
medical services. The Debtor was incorporated on January 3, 2018
in the State of Wyoming.
The Debtor filed a Subchapter V Chapter 11 bankruptcy petition on
March 7, 2023 initiating this bankruptcy case in order to
reorganized its debts. The bankruptcy filing was necessitated
primarily due to cash flow problems caused by a general downturn in
business in calendar year 2022, Kent Stark's reduced role in
business operations during that time period due to medical and
other personal reasons, and delays in collecting certain accounts
receivable.
This Plan deals with all property of the Debtor and provides for
treatment of all Claims against the Debtor and its property.
Class 6 consists of General Unsecured Claims. Debtor believes but
does not warrant that attached Exhibited A is a list of all known
General Unsecured Claims in the aggregate amount of approximately
$75,948.
If the Plan is confirmed under section 1191(a) of the Bankruptcy
Code, Debtor shall pay to the General Unsecured Creditors holding
Allowed Claims, in full satisfaction of their respective Allowed
Unsecured Claims, a pro rata share of $5,000.00 per month,
commencing on the first business day of the first month immediately
following the effective date, and continuing on the first business
day of each month thereafter until the 36th month after the
effective date in full satisfaction of the Allowed Class 6 General
Unsecured Claims.
Debtor estimates that if the Plan is confirmed consensually under
Section 1191(a), then Class 6 creditors holding Allowed General
Unsecured Claims will receive Distributions totaling approximately
100% of their Allowed General Unsecured Claims.
If the Plan is confirmed under section 1191(b) of the Bankruptcy
Code, Class 6 shall be treated the same as if the Plan was
confirmed under section 1191(a) of the Bankruptcy Code.
Class 7 consists of the Interests of the Equity Holder of the
Debtor. The Equity Holder will retain its Interest in the
Reorganized Debtor as such Interest existed as of the petition
date. This class is not impaired and is not eligible to vote on the
Plan.
The source of funds for the payments pursuant to the Plan is the
future income of the Debtor from its normal business operations.
A full-text copy of the Subchapter V Plan dated June 4, 2023 is
available at https://urlcurt.com/u?l=2HqDrZ from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Paul Reece Marr, Esq.
Paul Reece Marr, PC
1640 Powers Ferry Road
6075 Barfield Road, Suite 213
Sandy Springs, GA 30328
Telephone: (770) 984-2255
Email: paul.marr@marrlegal.com
About Starkcorp Inc.
Starkcorp, Inc. provides support activities for forestry. Starkcorp
is organized into three business groups: Fire Protection Services,
Private Security, and Emergency Medical Services.
Starkcorp sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Ga. Case No. 23-52263) on March 7, 2023, with up
to $500,000 in assets and up to $10 million in liabilities. Kent
Stark, president of Starkcorp, signed the petition.
Paul Reece Marr, Esq., at Paul Reece Marr, PC, is the Debtor's
legal counsel.
STATION CASINOS: S&P Ups ICR to 'BB-' on Good Operating Performance
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S&P Global Ratings raised its issuer credit rating on Las Vegas,
Nev.-based casino operator Station Casinos LLC by one notch to
'BB-', from 'B+'. S&P also raised all its issue-level ratings one
notch.
The stable outlook reflects S&P's forecast that EBITDA generation
will be sufficient to fund the majority of capital expenditures and
anticipated returns to shareholders through 2024, translating into
only modest incremental borrowing, with S&P Global Ratings-adjusted
leverage to remain below 5x.
S&P said, "We forecast Station will maintain S&P Global
Ratings-adjusted leverage below 5x because we expect EBITDA
generation will fund most of the anticipated investment spending
and returns to shareholders over the next two years. In the near
term, we expect Station to modestly draw on its revolver to partly
fund the Durango project. However, we anticipate that S&P Global
Ratings-adjusted leverage will be around 4.3x at the end of 2023,
when Durango is expected to open. We forecast that S&P Global
Ratings-adjusted leverage would quickly decline to the mid-3x area
in 2024 as Durango ramps up and contributes to EBITDA growth.
"Our forecast that S&P Global Ratings-adjusted leverage will peak
in the mid-4x area assumes that minimal EBITDA growth
year-over-year (YoY) in 2023, along with modest levels of excess
cash on hand, will fund the majority of anticipated capital
expenditures (capex) and returns to shareholders this year,
translating into a modest draw on the company's revolver. Station
expects to complete the Durango project in the fourth quarter of
this year. We do not anticipate Station will begin another
development project until Durango is contributing cash flow in line
with its expected return on investment.
"While revenue grew 8% YoY in the March 31, 2023 quarter, it was an
easy comparison due to the negative effects of Omicron on revenues
in the first quarter of 2022. We expect the remaining quarters will
be more difficult comparisons year over year. Our EBITDA forecast
assumes that in 2023 there is a modest pull back in spending at
casinos given the impact to discretionary income from inflation and
a potential shallow recession. We assume EBITDA margins are stable
in 2023 given that wage pressure has moderated compared to 2022.
"Furthermore, we forecast Station will spend approximately $740
million on capex in 2023 and $90 million in 2024 as we assume there
is no growth capex in 2024 in our base case. We also forecast $120
million of annual dividends to its shareholders and distributions
to noncontrolling shareholders. Additionally, we assume there are
no share repurchases in 2023 given a ramp-up in development capex
and approximately $160 million of share repurchases in 2024.
"We believe Station will pursue additional development
opportunities, which could periodically increase its leverage.
Station holds about 515 acres of undeveloped land in the Las Vegas
region and about eight acres in Reno, Nev. In addition to its
Durango resort development, which is underway, the company has
publicly indicated that it is in the early development stages on at
least five additional projects on 305 acres in the Las Vegas area.
It is actively marketing the remaining 218 acres for sale. Although
we expect Station to focus on Durango over the next nine months and
not begin to invest materially in additional projects before
Durango is open and ramping up as expected, we anticipate these
other development projects will lead to heightened capex over time
and periodic increases in leverage compared to our base case. At
the same time, we believe the company may partly offset the
potential leveraging effects of its future development projects
with the incremental cash flow from Durango and possible land
sales. We expect Station to take a balanced approach to returning
capital to its shareholders during years when its development
spending is elevated, and we believe it will reduce leverage to the
mid-3x area before investing in the next capital project.
Therefore, we expect Station to maintain S&P Global
Ratings-adjusted leverage comfortably below 5x even if it embarks
on additional new development projects after completing Durango.
"The stable outlook reflects our forecast for EBITDA generation to
be sufficient to fund the majority of capex spending and
anticipated returns to shareholders through 2024, translating to
modest incremental borrowing. The stable outlook also reflects our
expectation that leverage will peak in the mid-4x area this year as
the company completes its Durango development and fall below 4x in
2024, providing sufficient cushion to our 5x threshold for
potential operating volatility.
"We could lower our ratings on Station if we believe S&P Global
Ratings-adjusted leverage will be maintained above 5x. This could
occur if EBITDA is about 15% below our forecast, or if development
spending or returns to shareholders are modestly higher than we
forecast and we did not believe Station's EBITDA growth would be
sufficient to offset any incremental leverage.
"We could raise our ratings on Station if we expected S&P Global
Ratings-adjusted leverage would be sustained under 4x. Given our
forecast for S&P Global Ratings-adjusted leverage and our
expectation that Station will continue to seek development
opportunities that could increase leverage compared to our
base-case forecast, higher ratings are unlikely over the next two
years."
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 Station. Despite mandated closures
of its casinos for health and safety reasons during the pandemic,
Stations's cash flow recovered quickly following its reopening as
operating and capacity restrictions gradually eased, vaccinations
rolled out, and customers felt increasingly comfortable venturing
into public spaces. The pandemic was an extreme disruption.
Although it is unlikely to recur at the same magnitude, safety and
health scares are an ongoing risk factor. Other social factors that
are a moderately negative consideration in our credit rating
analysis include regulatory risks, as Station is subject to high
regulation in Nevada."
TACORA RESOURCES: S&P Cuts ICR to 'D' on Missed Interest Payment
----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Tacora Resources Inc. to 'D' from 'CCC-' and its issue ratings on
the company's senior secured notes to 'D' from 'CCC-'.
On May 11, 2023, Tacora Resources Inc. reached an agreement with
most of its secured noteholders to make certain amendments that
included a 60-day grace period for missed interest payments and
incurrence of debt with payment priority over the secured notes.
On May 15, 2023, Tacora failed to make an interest payment due that
day, on its US$225 million 8.25% senior secured notes and incurred
priority debt that S&P believes would rank ahead of the notes in a
default scenario.
The downgrade reflects Tacora's missed interest payment and
subordination of its secured notes. On May 11, 2023, Tacora reached
an agreement with most of its secured noteholders (93% consented)
to make certain amendments to the terms under the notes, including
a 60-day grace period for missed interest payments and the ability
for Tacora to incur certain limited priority secured debt. The
company then failed to make an interest payment due on May 15,
2023, on its US$225 million 8.25% senior secured notes due 2026. On
that day, Tacora also announced that it had sold US$27 million of
senior secured priority notes due Sept. 8, 2023 (not rated). S&P
believes the existing secured notes will be subordinated to the new
priority notes in a default scenario and view the amendment of its
secured notes as distressed. In S&P's opinion, Tacora could not
fund its ongoing operations because of a constrained liquidity
position, with minimal cash on its balance sheet and negative free
operating cash flow generation, without lenders agreeing to pursue
the amendments and provide liquidity via the priority notes.
S&P plans to reevaluate the issuer credit rating within the next
few days. Its review will focus on the risk of a selective or
conventional default, and its forward-looking opinion of Tacora's
creditworthiness.
Tacora produces high-grade 65.9% iron ore concentrate from the
Labrador Trough in Newfoundland and Labrador, Canada. The company
acquired its primary operating asset, the Scully mine, in an idled
state, in 2017. Tacora restarted production at the mine in June
2019, which produced 3.1 million of high-grade iron ore concentrate
in 2022 and has a production capacity of 6 metric tonnes per annum.
Tacora is majority owned by Proterra Investment Partners L.P., a
private equity firm.
TELEPHONE AND DATA: S&P Alters Outlook to Neg., Affirms 'BB' ICR
----------------------------------------------------------------
S&P Global Ratings revised the outlook on U.S.-based
telecommunications service provider Telephone and Data Systems Inc.
(TDS) to negative from stable and affirmed all ratings, including
the 'BB' issuer credit rating.
The negative outlook reflects increased risk of a downgrade over
the next 12 months due to lower earnings and ongoing free operating
cash flow (FOCF) deficits, which could push leverage above 4x.
U.S. Cellular continues to lose high-margin postpaid customers,
which resulted in a sharp EBITDA decline during the first quarter
of 2023. Mature conditions in the U.S. wireless market have
contributed to slower overall subscriber growth and more aggressive
promotional activity. As a smaller, regional provider, U.S.
Cellular lacks the scale to effectively compete with
better-capitalized nationwide operators. As a result, the company
continues to lose high-margin postpaid customers, including 25,000
postpaid subscriber losses during the first quarter of 2023. S&P
said, "While U.S. Cellular has made some progress on churn
reduction through pricing and promotional campaigns, we believe it
will still be challenging to reverse these customers losses given
the intense competitive environment. During the first quarter,
total service revenue declined 3% year over year due to postpaid
subscriber losses and lower roaming revenue, partly offset by a 2%
increase in average revenue per user (ARPU). However, the 15%
EBITDA decline was even more pronounced because of aggressive
promotions and marketing to improve subscriber trends, coupled with
severance expense from recent headcount reductions. While the
company is implementing a cost-optimization program, we believe it
will be difficult to stabilize EBITDA during the remainder of the
year given U.S. Cellular's limited scale and elevated costs to
deploy its 5G service. Therefore, we forecast the company's EBITDA
will decline 6%-7% in 2023, somewhat better that the first quarter
because of headcount reductions and other cost optimization
efforts."
Startup costs associated with TDS Telecom's FTTH deployments is
pressuring EBITDA. Startup costs associated with its fiber build,
coupled with inflationary pressures including labor expense, are
pressuring margins and contributed to a 17% decline in the
company's EBITDA during the first quarter of 2023 year over year.
S&P said, "Our base-case forecast assumes an EBITDA decline of
7%-9% in 2023 and margins of about 25%, down from 28% in 2022.
Additionally, elevated capital expenditures (capex) will hinder its
ability to generate positive free cash flow over the next couple of
years, at least. Further, given the higher costs associated with
fiber builds, we believe there is greater execution risk as the
company tries to implement its strategy."
That said, S&P has a more favorable longer-term view of TDS'
wireline business as it continues to build out FTTH across its
footprint to offer more competitive Internet speeds than cable
providers. In S&P's view, the likely benefits of FTTH deployments
are twofold: 1) to maintain and potentially increase broadband
share and 2) to grow ARPU as customers migrate to faster data
speeds. TDS currently covers about 40% of its wireline footprint
with FTTH and plans to reach 60% of its total footprint by 2026. In
the first quarter of 2023, its FTTH expansion contributed to a 4%
increase in residential revenue.
TDS' S&P Global Ratings-adjusted leverage will approach 4x in 2023
because of higher capex and lower earnings. S&P said, "We expect
the company's adjusted debt to EBITDA to increase to 3.7x-3.8x in
2023 from 3.4x in 2022 and remain at that level in 2024 due to high
capital spending from its FTTH deployments and costs associated
with the buildout of midband spectrum for 5G. However, we believe
there is greater risk that leverage could rise above 4x if the
company's cost reduction measures do not enable it to improve
earnings for the remainder of the year. We currently forecast
negative FOCF of $235 million in 2023 and $130 million in 2024."
TDS refinanced most of its long-dated debt and U.S. Cellular and
TDS Telecom with shorter-term, floating-rate facilities, including
an $800 million term loan at U.S. Cellular, a $500 million term
loan at TDS Telecom, and a $450 million receivables securitization
program. While these transactions enabled TDS to reduce its
interest costs at the time, they also increased its exposure to
higher interest rates because about 50% of its debt is now floating
rate, which will further pressure cash flow metrics.
TDS has noncore assets it could sell to bolster its liquidity and
reduce leverage. The company has a portfolio of about 4,338 towers
and leases space on these towers to other carriers. It also owns a
5.5% stake in Verizon's Los Angeles wireless market, from which it
receives $150 million-$160 million in annual distributions. TDS
could monetize either of these assets to fund its cash burn or pay
down debt.
The negative outlook reflects increased risk of a downgrade over
the next 12 months due to lower earnings and ongoing FOCF deficits,
which could push leverage above 4x.
S&P said, "We could lower the rating on TDS if EBITDA improvement
in the wireless and wireline businesses does not materialize such
that leverage rises to 4x in 2023 with limited prospects for
improvement in 2024. This could occur if FTTH buildout costs remain
elevated and the company cannot improve operating trends and
margins in the wireless business. We could also lower the rating if
TDS is not on a trajectory to generate positive FOCF by 2024.
"We could revise the outlook to stable if EBITDA trends and FOCF
deficits improve during the year such that TDS maintains leverage
comfortably below 4x. This could occur if operating costs and capex
moderate in the wireline business while service revenue trends and
margins improve in wireless."
ESG credit indicators: E-2, S-2, G-2
TERRA MANAGEMENT: Solicitation Period Extended to June 15
---------------------------------------------------------
The Hon. Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado granted a final extension to Terra Management
Group, LLC and Littleton Main Street LLC's exclusivity period to
obtain acceptances of a chapter 11 plan of reorganization to June
15, 2023.
As reported by the Troubled Company Reporter, the Debtors'
acceptance period was previously extended to December 30, 2022.
Prior to the expiration of the extended acceptance period, the
Debtors filed another motion requesting that the acceptance period
be extended to March 29, 2023.
The Debtors believe good cause exists for granting an extension of
the acceptance period to June 15. The Debtors explained that they
have moved forward in the case in good faith by having a plan on
file and attending mediation in their Colorado state court
litigation with Kathleen Keaten and her daughter Delaney Keaten.
The mediation is concluded and, on March 16, the Keatens' state
court judgment was affirmed.
A hearing to consider approval of the Disclosure Statemetn
explaining the Plan has been reset to June 26.
Meanwhile, the Keatens have filed a Motion to Convert the Case From
Chapter 11 to Chapter 7.
About Terra Management Group and
Littleton Main Street
Terra Management Group, LLC is an Englewood, Colo.-based company
engaged in activities related to real estate.
Terra Management Group and affiliate, Littleton Main Street, LLC,
filed their voluntary petitions for Chapter 11 protection (Bankr.
D. Colo. Lead Case No. 21-15245) on Oct. 15, 2021. J. Marc
Hendricks, president and manager of Terra Management Group, signed
the petitions.
At the time of the filing, Terra Management Group listed up to
$100,000 in assets and up to $50 million in liabilities while
Littleton listed as much as $50 million in both assets and
liabilities.
The Hon. Kimberley H. Tyson is the case judge.
Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP
and Haynie & Company serve as the Debtors' legal counsel and tax
accountant, respectively.
The Debtors filed a Chapter 11 plan of reorganization and
disclosure statement on May 13, 2022.
TEXARKANA ARKANSAS: Case Summary & Nine Unsecured Creditors
-----------------------------------------------------------
Debtor: Texarkana Arkansas Hospitality, LLC
d/b/a Comfort Suites
5420 N. Crossroads Parkway
Texarkana, AR 71854
Business Description: The Debtor is part of the traveler
accommodation industry. The Debtor owns
commercial property located at 5420
Crossroads Parkway, Texarkana, valued at
$7.5 million.
Chapter 11 Petition Date: June 8, 2023
Court: United States Bankruptcy Court
Western District of Arkansas
Case No.: 23-70804
Judge: Hon. Richard D. Taylor
Debtor's Counsel: Kevin P. Keech, Esq.
KEECH LAW FIRM, PA
2011 South Broadway
Little Rock, AR 72206
Tel: 501-221-3200
Fax: 501 221 3201
Email: kkeech@keechlawfirm.com
Total Assets: $7,832,764
Total Liabilities: $4,003,876
The petition was signed by Sukhpal Singh as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/ALUKZSI/Texarkana_Arkansas_Hospitality__arwbke-23-70804__0001.0.pdf?mcid=tGE4TAMA
TIOGA INDEPENDENT SCHOOL DISTRICT: S&P Cuts GO Bond Rating to 'B'
-----------------------------------------------------------------
S&P Global Ratings lowered its underlying rating (SPUR) by two
notches to 'B' from 'BB-' on Tioga Independent School District
(ISD), Texas' outstanding general obligation (GO) debt, and removed
the rating from CreditWatch, where it was placed with negative
implications on March 24, 2023. The outlook is negative.
"The lowered rating reflects our view of the unexpected and
significant deterioration of the district's financial position in
fiscal 2022, management's expectations for another large operating
deficit in fiscal 2023, and plans for additional cash-flow
borrowing to make debt service payments in August," said S&P Global
Ratings credit analyst Lauren Levy. "The negative outlook
reflecting our view that if the district does not revise its
optimistic enrollment assumptions, its operations will continue to
be pressured," Ms. Levy added.
The district's unlimited-ad valorem-tax pledge secures the GO debt.
The unrated lease revenue bonds, issued by the Tioga Public
Facilities Corporation (PFC), are secured by the district's
maintenance and operations (M&O) tax.
The rating further reflects S&P's view of the district's:
-- Negative general fund balance, which deteriorated significantly
in fiscal 2022, with further reductions expected in fiscal 2023;
-- Minimal liquidity, requiring ongoing cash-flow borrowing to
sustain operations and cover debt service payments;
-- Vulnerable financial management assessment, indicating
management lacks policies in many key areas deemed most critical to
supporting credit quality; and
-- High debt burden, secured primarily by operating revenues, with
the potential for debt restructuring in the next two years.
Tioga ISD serves an area of southwestern Grayson County, located
approximately 25 miles north of Denton.
TOSCA SERVICES: $626M Bank Debt Trades at 27% Discount
------------------------------------------------------
Participations in a syndicated loan under which Tosca Services LLC
is a borrower were trading in the secondary market around 73.3
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $626.5 million facility is a Term loan that is scheduled to
mature on August 18, 2027. About $614.5 million of the loan is
withdrawn and outstanding.
Tosca Services, LLC manufactures and supplies container solutions.
The Company offers plastic containers to transport fruit and
vegetable, egg, poultry, meat, and cheese products. Tosca Services
serves growers, suppliers, food manufacturers, and retailers in
North America.
US RENAL: $1.60B Bank Debt Trades at 47% Discount
-------------------------------------------------
Participations in a syndicated loan under which US Renal Care Inc
is a borrower were trading in the secondary market around 52.9
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $1.60 billion facility is a Term loan that is scheduled to
mature on July 26, 2026. About $1.54 billion of the loan is
withdrawn and outstanding.
U.S. Renal Care is a dialysis provider available for people living
with chronic and acute renal disease.
VIANT MEDICAL: S&P Alters Outlook to Positive, Affirms 'CCC+' ICR
-----------------------------------------------------------------
S&P Global Ratings affirmed all ratings on Foxborough, Mass.-based
contract manufacturer Viant Medical Holdings Inc., including its
'CCC+' issuer credit rating on the company, and revised the outlook
to positive from stable.
The positive outlook reflects the potential for an upgrade within
the next year if Viant can sustain improvement in its operating
performance, reduce leverage, and generate positive FOCF.
The positive outlook reflects the possibility of an upgrade in the
next year if Viant's EBITDA, FOCF, and credit metrics continue to
improve. In the first quarter ended March 31, 2023, the company's
sales increased 22.8% compared with first-quarter 2022 as medical
procedure volumes recovered and industrywide operating conditions
improved. We expect the rebound in medical procedures and Viant's
expanding capabilities will support strong demand for the company's
contract manufacturing services in the coming years. Viant's S&P
Global Ratings-adjusted EBITDA margin expanded 70 basis points to
12% compared with the first quarter of 2022, driven by increased
operating leverage on higher volumes. We expect its EBITDA margin
will expand further throughout the year from additional measures to
offset raw materials inflation and wage increases. Its S&P Global
Ratings-adjusted leverage improved to 8.3x (on a last twelve months
basis as of March 31, 2023). We anticipate S&P Global
Ratings-adjusted leverage will improve further this year to the
mid-7x area primarily due to EBITDA growth from higher sales, as
well as easing inflation and supply chain constraints. Still,
despite its improved earnings, Viant's FOCF was negative in the
first quarter of 2023 due to elevated working capital requirements
and higher interest payments.
S&P said, "Following significant investments in inventory during
2022 because of supply chain disruptions in the medical device
space, we expect more stable inventory levels in 2023. Viant's
inventory increased about $40 million in 2022 and about $14 million
in the first quarter of 2023. We anticipate the company will
maintain its inventory levels over the remainder of 2023, which we
expect will improve its cash flow generation compared to 2022.
Although we expect FOCF will remain negative this year, our base
case assumes a significant improvement over the $68 million deficit
recorded in 2022. In addition, we believe the company's revenue
growth and improving margins will support break-even FOCF by the
fourth quarter of 2023 despite higher interest expense, which we
expect will increase approximately $20 million on an annual basis
this year.
"We expect moderating cost pressures will benefit Viant's
performance this year. The company has experienced mid- to
high-single-digit percent inflation in cost of goods sold in 2022,
reflecting raw materials and wages. It also faced increased
employee turnover, which impaired its operating efficiency. We
believe these cost pressures will ease throughout 2023. We also
expect Viant's management will continue to successfully navigate
challenging operating conditions, as evidenced by the company's
ability to preserve its S&P Global Ratings-adjusted margin at about
11% from 2021 to 2022.
"Viant has sufficient liquidity but will need to address the
refinancing of its 2025 maturities. As of May 26, 2023, Viant had
about $27 million in balance sheet cash and $51 million available
on its revolving credit facility after paying off part of the
outstanding balance during the first quarter of 2023 from the
proceeds of a new $42 million equipment financing. We believe these
sources provide the company with adequate liquidity for the next
year. However, we note that Viant's revolving credit facility
matures in April 2025 and its first-lien term loan matures in July
2025. Addressing these maturities could entail demonstrating
improved EBITDA and cash flow trends.
"The positive outlook reflects the potential for an upgrade within
the next year if Viant can sustain improvement in its operating
performance, reduce leverage, and generate positive FOCF, and we
have greater confidence in the company's ability to refinance its
revolver and first-lien term loan maturities due in 2025.
"We could upgrade Viant if we believe it can consistently generate
positive free cash flow and we have greater confidence in the
company's refinancing prospects. This could materialize if Viant's
revenue growth exceeds 10% with an S&P Global Ratings-adjusted
EBITDA margin of at least 12% in 2023.
"We could revise the outlook to stable if the company cannot
sustain revenue growth and consistently generate positive free cash
flow. Although unlikely, we could lower the rating if we believe
the company will default within the next six to 12 months. This
could occur if weakening liquidity causes a payment default or we
expect the company to pursue a distressed exchange."
ESG credit indicators: E-2, S-2, G-3
S&P said, "Governance is a moderately negative consideration. 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 most
rated entities owned by private-equity sponsors. Our assessment
also reflects the generally finite holding periods and a focus on
maximizing shareholder returns."
WESTGATE RESORTS 2023-1: DBRS Finalizes BB(low) Rating on D Notes
-----------------------------------------------------------------
DBRS, Inc. finalized its provisional ratings on the following
classes of notes issued by Westgate Resorts 2023-1 LLC (the
Issuer):
-- $45,250,000 Timeshare Collateralized Notes, Series 2023-1,
Class A rated AAA (sf)
-- $44,000,000 Timeshare Collateralized Notes, Series 2023-1,
Class B rated A (low) (sf)
-- $39,750,000 Timeshare Collateralized Notes, Series 2023-1,
Class C rated BBB (low) (sf)
-- 16,000,000 Timeshare Collateralized Notes, Series 2023-1, Class
D rated BB (low) (sf)
The ratings are based on DBRS Morningstar's review of the following
analytical considerations:
(1) The transaction capital structure and form and sufficiency of
available credit enhancement are commensurate with the proposed
ratings. Credit enhancement is in the form of
overcollateralization, subordination, amounts held in the reserve
fund, and excess spread. Credit enhancement levels are sufficient
to support the DBRS Morningstar-projected cumulative gross loss
(CGL) assumption under various stress scenarios.
(2) The transaction assumptions consider DBRS Morningstar's
baseline macroeconomic scenarios for rated sovereign economies,
available in its commentary Baseline Macroeconomic Scenarios For
Rated Sovereigns - April 2023 Update, published on April 28, 2023.
These baseline macroeconomic scenarios replace DBRS Morningstar’s
moderate and adverse COVID-19 pandemic scenarios, which were first
published in April 2020.
(3) The transactions ability to withstand stressed cash flow
assumptions and repay investors according to the terms under which
they have invested. For this transaction, the rating on the Class A
Notes addresses the timely payment of interest and the ultimate
payment of principal by the Final Maturity Date. The ratings on the
Class B, Class C and Class D Notes addresses the ultimate payment
of interest and the ultimate payment of principal by the respective
Final Maturity Dates.
(4) Westgate 2023-1 employs a full turbo structure where all excess
cashflow will be used to repay note holders with no excess spread
going back to issuer until the notes are paid in full.
(5) Westgate Resorts, Ltd. (Westgate) has sufficient operating
history and capabilities with regard to developing and managing
timeshare resorts as well as the origination, underwriting, and
servicing of timeshare loans.
(6) The Westgate senior management team has considerable experience
and a successful track record within the timeshare industry.
(7) The legal structure and expected presence of legal opinions
that addresses the true sale of the assets to the Issuer, the
non-consolidation of each of the depositors and the Issuer with
Westgate, that the Issuer has a valid first-priority security
interest in the assets, and the consistency with DBRS Morningstar's
"Legal Criteria for U.S. Structured Finance."
Notes: All figures are in in U.S. dollars unless otherwise noted.
WHOLE EARTH: $375M Bank Debt Trades at 25% Discount
---------------------------------------------------
Participations in a syndicated loan under which Whole Earth Brands
Inc is a borrower were trading in the secondary market around 74.6
cents-on-the-dollar during the week ended Friday, June 9, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $375 million facility is a Term loan that is scheduled to
mature on February 5, 2028. About $367.5 million of the loan is
withdrawn and outstanding.
Whole Earth Brands, Inc. (NASDAQ: FREE) based in Chicago, Illinois,
is a publicly traded global platform of branded products and
ingredients focused on the consumer transition towards healthier
lifestyles, such as free from sugar, natural solutions, plant-based
and clean label.
WIN WASTE: S&P Downgrades ICR to 'CCC+', Outlook Negative
---------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on WIN Waste
Innovations Holdings Inc. to 'CCC+' from 'B'. The outlook is
negative. At the same time, S&P lowered its rating on the company's
senior secured debt to 'CCC+' from 'B' and revised the recovery
rating on this debt to '4' from '3'
The negative outlook reflects the risk that unexpected operating or
earning setbacks, not part of S&P's base case, could hurt
liquidity, or raise debt level to unsustainable levels.
The company is vulnerable to unexpected setbacks, including
operating issues, external shocks, or liquidity pressures. S&P
said, "We think credit risks at WIN Waste have risen given
volatility in earnings in the first half of 2023 that heightens
credit risks at a time of high debt leverage, and negative free
cash flow. Our current earnings outlook for the remainder of 2023
no longer supports an improvement in annual 2023 earnings relative
to 2022. Given the unpredictability in recent earnings we will look
for a brief track record of earnings strength before we assume the
company has overcome its recent challenges and is on a path to
generate stronger earnings than our revised 2023 and 2024
assumptions. WIN Waste began 2023 in a weakened position with
little cushion in earnings for even relatively minor setbacks this
year. In this context, our two-notch downgrade reflects the
amplified negative impact on credit quality of factors including:
Our view of first-half earnings volatility, our outlook for weak
annual earnings and negative free cash flow in 2023 and 2024, and
an increase in debt to fund this cash flow shortfall."
Liquidity could weaken. Ongoing negative free cash flow generation
will eventually pressure liquidity, although liquidity currently
appears adequate. The company has shored up its liquidity in part
by raising new working capital debt. The absence of meaningful debt
maturities over the next three years, and a small equity
contribution made available by the owner (but not drawn upon by the
company) are credit positives. However, if earnings and cash flow
do not improve in the second half of 2023 and the company is unable
to fund its free cash flow shortfall in a timely manner in 2024,
liquidity could quickly deteriorate.
Debt leverage is high. S&P said, We expect total debt to EBITDA to
approach the 9x-10x range at year-end 2023 after accounting for an
increase in debt this year, and considering weak earnings in the
first half of 2023. In our calculations we exclude certain addbacks
to company reported EBITDA, and add back certain items such as
capitalized operating leases to company reported debt. Although we
anticipate an improvement in earnings in the second half of 2023
the extent and timing of improvement is uncertain, and we believe
annual earnings will not exceed 2022 levels this year." The
company's first-quarter 2023 debt levels are already higher than
last year's level. Continuing negative cash generation is likely to
contribute to further increases in debt and creates the risk of an
unsustainable capital structure.
S&P said, "Our ratings continue to factor in business strengths. We
continue to view the company's operations within the Northeastern
U.S. and South Florida markets as a strength given the shrinking
landfill capacity and limits (related to environmental regulations)
on expansion of such capacity. We believe contractual price
protections in place could eventually reduce the negative impact of
inflation on EBITDA, which could also benefit when the negative
effects of one-time disruptive events roll off. The company's
current earnings do not reflect all of these strengths. Instead, a
combination of mostly external and unanticipated internal
challenges have hurt earnings. This recent history of unexpected
earnings setbacks creates uncertainty about the extent and timing
of a potential improvement in EBITDA.
"The negative outlook reflects the risk that credit quality might
not stabilize in the second half of 2023 or in 2024 as we
anticipate in our base case.
"Our current assumption is for a period of credit stress caused by
volatility in first-half 2023 earnings, and an improvement in the
second half that nonetheless results in negative free cash flow in
2023. We don't expect earnings volatility in 2024, although, at
this stage, we don't assume an earnings improvement in that year.
The outlook reflects risks to credit quality if future earnings
indicate the unpredictability that has characterized recent
earnings. There is little cushion under credit metrics or liquidity
for even minor temporary setbacks to operations or earnings."
S&P could lower ratings if:
-- Prospects for an earnings improvement in the third and fourth
quarters of 2023 weaken.
-- Liquidity declines to the point that S&P believes sources of
funds over the next 12 months will not be sufficient to cover
annual uses.
-- The company is unable to meet its covenants or in other ways
unable to access its liquidity sources including its revolving
credit facility.
-- S&P believes the company is likely to engage or has engaged in
a distressed exchange of its debt.
-- Unexpected operating issues or plant downtimes arise that could
hurt earnings or cash flow generation.
S&P would consider a stable outlook over the next few quarters if:
-- The company's earnings improve in the second half of 2023 with
prospects for a stronger recovery in 2024 so that debt leverage
starts trending lower; and
-- Liquidity is likely to remain adequate with sources of funds
exceeding uses, and S&P doesn't foresee any covenant compliance
problems.
ESG credit indicators: E-2, S-2, G-2
WINC INC: Unsecured Creditors to Recover 3% to 6% in Plan
---------------------------------------------------------
Winc, Inc., and its affiliates filed with the U.S. Bankruptcy Court
for the District of Delaware a Combined Disclosure Statement and
Joint Chapter 11 Plan dated June 5, 2023.
In 2011, Club W, Inc. was incorporated under the laws of Delaware.
In 2021, Club W, Inc. became Winc, Inc. On February 13, 2012, BWSC
was organized under the laws of California. On April 19, 2021, Winc
Lost Poet was organized under the laws of Delaware.
As of the Petition Date, the Debtors were an emerging growth
company that utilized a data driven brand development strategy to
sell proprietary wine products through a three-tier wine
distribution network (distributor – retailer – consumer),
referred to as the wholesale channel, and an online
direct-to-consumer ("DTC") channel.
After considering the upcoming maturity of the Prepetition Credit
Facility and their outstanding debt, the Debtors determined to
explore strategic alternatives, including a sale of their assets.
To further this goal, the Debtors engaged Canaccord in March 2022
as their investment banker. The Debtors determined, after
considering all circumstances and in consultation with their
professional advisors, that the 363 Sale would provide the best
opportunity to maximize the value of the Debtors' assets. After
extensive arms'-length negotiations, the Debtors and Project Crush
entered into the APA.
Following the commencement of the Chapter 11 Cases and after
engaging in further negotiations with the Debtors and their
professionals, Project Crush agreed to provide additional
consideration in the amount of $1 million, bringing the total cash
consideration to $11 million while continuing to assume material
specified liabilities related to the business. Under the APA, the
cash consideration paid to the Debtors by Project Crush was reduced
by the aggregate amount of any unpaid and outstanding obligations
under the DIP Term Sheet and DIP Order by virtue of a credit bid.
On January 18, 2023, following agreement between (among others) the
Committee and the Debtors on the Settlement Term Sheet, the
Bankruptcy Court entered the Sale Order, thereby approving a sale
of the Debtors' assets to Project Crush free and clear of all
liens, claims, and encumbrances, pursuant to the APA, TSA, and MSA.
The sale closed on January 23, 2023.
The Plan provides for the Creditor Trust Assets to vest in the
Creditor Trust. The Creditor Trust Assets will be liquidated over
time and the proceeds thereof will be used to fund the Creditor
Trust Operating Expenses and to make distributions to Holders of
Allowed Claims in accordance with the terms of the Plan.
Pursuant to the Plan, and to comply with BWSC's obligations under
the TSA and MSA, Interests in BWSC will vest in Reorganized Winc.
The Creditor Trust shall be the sole stockholder of Reorganized
Winc. Reorganized BWSC will continue to operate to satisfy the
obligations of BWSC under the Sale Documents. Upon the termination
of the TSA and MSA, the Post-Effective Date Debtor Representative
of BWSC will, in consultation with the Creditor Trustee, (i)
liquidate, wind down, and dissolve Reorganized BWSC under
applicable law; (ii) request that BWSC's Chapter 11 Case be closed;
and (iii) file BWSC's final tax returns.
After the termination of the TSA and MSA, the Post-Effective Date
Debtor Representative of Winc will, in consultation with the
Creditor Trustee, (i) liquidate, wind down, and dissolve
Reorganized Winc under applicable law; and (ii) file Winc's final
tax returns.
Class 3 consists of General Unsecured Claims. Each Holder of an
Allowed General Unsecured Claim shall receive in exchange for such
Allowed Class 3 General Unsecured Claim: (A) Cash equal to the
amount of such Holder's pro rata share of the GUC Cash Distribution
Amount, or (B) such other treatment which the Debtors or the
Creditor Trust, as applicable, and the Holder of such Allowed
General Unsecured Claim have agreed upon in writing. The allowed
unsecured claims total $15,705,000. This Class will receive a
distribution of 3–6% of their allowed claims.
The Plan will be implemented by, among other things, the continued
existence of certain of the Debtors solely for purposes of
satisfying the Debtors' obligations under the Sale Documents, the
establishment of the Creditor Trust, the transfer to the Creditor
Trust of the Creditor Trust Assets and Retained Causes of Action,
and the making of Distributions by the Creditor Trust in accordance
with the Plan and the Creditor Trust Agreement.
On the Effective Date, BWSC Assets will vest in, and be assigned
to, Reorganized BWSC. Reorganized BWSC will continue to exist for
purposes of satisfying the Debtors' obligations under the Sale
Documents until termination of the TSA. The operations of
Reorganized BWSC will be overseen by the Post-Effective Date Debtor
Representative and will be funded by Project Crush pursuant to the
terms of the TSA and any other Sale Documents. Any other costs and
expenses incurred by the Post-Effective Date Debtors shall be
funded from the Creditor Trust Assets solely to the extent such
costs and expenses are not required to be paid by Project Crush
pursuant to the TSA or other Sale Documents.
A full-text copy of the Disclosure Statement dated June 5, 2023 is
available at https://urlcurt.com/u?l=hoRXWj from Epiq Corporate
Restructuring, LLC, claims agent.
Counsel for the Debtors:
Matthew B. Lunn, Esq.
Michael R. Nestor, Esq.
Allison S. Mielke, Esq.
Joshua B. Brooks, Esq.
Shella Borovinskaya, Esq.
Young Conaway Stargatt & Taylor, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Email: mlunn@ycst.com
mnestor@ycst.com
amielke@ycst.com
jbrooks@ycst.com
sborovinskaya@ycst.com
Counsel for the Official Committee of Unsecured Creditors:
George P. Angelich, Esq.
ArentFox Schiff, LLP
1301 Avenue of the Americas, 42nd Floor
New York, NY 10019
Telephone: (212) 484-3900
Facsimile: (212) 484-3990
Email: George.Angelich@afslaw.com
Mark T. Hurford, Esq.
A.M. Saccullo Legal, LLC
27 Crimson King Drive
Bear, DE 19701
Telephone: (302) 836-8877
Facsimile: (302) 836-8787
Email: Mark@saccullolegal.com
About Winc Inc.
Winc, Inc., develops, produces and sells alcoholic beverages
through wholesale and direct to consumer business channels in
conjunction with winemakers, vineyards, distillers, and
manufacturers, both domestically and internationally. Its products
are available at retailers and restaurants throughout the United
States.
Winc and its affiliates sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del Lead Case No. 22-11238) on Nov.
30, 2022. In the petition signed by its interim chief executive
officer and president, Brian Smith, Winc disclosed up to
$50,318,000 in assets and up to $36,751,000 in liabilities.
Laurie Selber Silverstein oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as
restructuring and bankruptcy counsel; RPA Advisors, LLC as
financial advisor; and Canaccord Genuity Group Inc. as investment
banker. Epiq Corporate Restructuring, LLC is the Debtors' notice,
claims, solicitation and balloting agent, and administrative
advisor.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped the law firms of A.M. Saccullo Legal, LLC and
ArentFox Schiff, LLP as legal counsels; CohnReznick, LLP as
financial advisor; and CohnReznick Capital Markets Securities, LLC
as investment banker.
WINDSOR HOLDINGS III: Fitch Gives BB- LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'BB-' to Windsor Holdings III, LLC (d/b/a Univar
Solutions). Fitch has also assigned Long-Term Issue Ratings of
'BB+'/'RR2' to the company's proposed senior secured term loans.
The Rating Outlook is Stable.
Proceeds from the transaction will be used to fund the company's
USD8.1 billion acquisition by funds managed by affiliates of Apollo
Global Management, L.P., with the remainder of the consideration to
be paid in equity contributions.
The 'BB-' ratings reflect the moderate leverage profile of the pro
forma capital structure, Univar Solutions' leading market positions
in chemicals and ingredients distribution, resilient profit margins
and considerable FCF generation. The rating also considers the
higher potential for future debt-funded M&A under private
ownership.
Fitch's currently outstanding ratings on Univar Solutions, Inc.
(BB+/Watch Negative) will be withdrawn when the full funding
structure is in place and its acquisition has closed. At that time,
all material debt will sit with Windsor Holdings III, LLC.
KEY RATING DRIVERS
Apollo Acquisition: Per a definitive agreement, affiliates of
Apollo Global Management, L.P. (Apollo) will acquire Univar
Solutions at an approximately USD8.1 billion (8.0x Fitch 2022
EBITDA of approximately USD1.0 billion) enterprise value. The
transaction also includes a minority investment from a wholly owned
subsidiary of the Abu Dhabi Investment Authority (ADIA) and is
currently anticipated to close by year-end. The current management
team will continue to lead the company.
The transaction will be financed through a combination of USD3.8
billion in committed equity contributions and committed credit
facilities consisting of a USD1.75 billion seven-year senior
secured Term Loan B, a EUR500 million seven-year senior secured
Term Loan B, and around USD2.3 billion in other senior secured
debt.
Durable Increase in Leverage: The 'BB-' rating reflects the new
company's capital structure exhibiting higher pro forma EBITDA
leverage of around 4.5x compared with the pre-transaction capital
structure. Fitch also notes the higher potential for leverage to
increase further with future debt-funded acquisitions under the new
ownership. Fitch's forecast points to EBITDA Leverage peaking at
around 5.3x at YE 2023 driven by weak global demand and normalizing
margins, before trending toward 5.0x thereafter as operating
conditions improve.
Growth-Focused Capital Allocation: Fitch anticipates Univar
Solutions' capital allocation policies to shift toward a focus on
organic and inorganic investments to accelerate growth of the
business. Specifically, a potential increase in future debt-funded
acquisitions or special dividends may further pressure credit
metrics if not balanced with equity contributions. While Fitch
would view increased penetration into stable end-markets as
favorable toward Univar Solutions' business profile, the agency
expects that any leveraging transaction would be immediately
followed up with debt repayment coupled with a clear plan to bring
EBITDA leverage back to the 4.5x-5.5x range within 24 months.
Fitch recognizes the company should still retain substantial
financial flexibility to pursue its strategic priorities through
the ratings horizon. This is supported by expectations for the
company to generate strong FCF, and an ability to reduce capex
spending to preserve liquidity.
Normalizing Performance, Stable FCF: While Fitch expects a period
of normalization in chemicals pricing over the medium term, Univar
Solutions is still positioned to generate solid earnings over the
period. Additionally, the issuer is expected to benefit from a
counter-cyclical working capital release as volumes and pricing
decline, which should support the issuer's financial flexibility as
operating conditions deteriorate.
Univar Solutions effectively navigated the period of elevated
transportation and logistics costs stemming from global supply
chain constraints seen in 2022, with revenues and EBITDA increasing
by 20% and 45%, yoy respectively, and meaningful market share
gains. The company owning its own transportation fleet provided a
unique advantage over competitors in meeting the needs of customers
and producers, which are increasingly focusing on security of
supply. This, along with increased value-added service penetration,
an optimized digital marketing and e-commerce platform, and a
difficult-to-replicate global supplier network provide further
competitive advantages for Univar Solutions going forward.
Resilient, Market-Leading Margins: The company has successfully
sought to improve EBITDA margins in recent years by pruning or
divesting some of its lower margin or non-core products, investing
in logistics, productivity, revamping its U.S. salesforce and
building out its solutions centers in order to understand and solve
customer needs with more complex solutions. The 2019 Nexeo
acquisition also strengthened Univar Solutions' product portfolio
and provided the opportunity for additional product capture from
existing customers in its more resilient, higher margin, higher
growth markets, including adhesives and sealants, food ingredients,
personal care and pharmaceutical ingredients.
Of note, Univar Solutions reports that its Ingredients & Specialty
business is approximately 40% of gross profit. The company aims to
focus on growing this business through further market share gains
and new partnerships, which should support stronger margins going
forward. Fitch forecasts Univar Solutions to maintain EBITDA
margins around 7%-8% through the forecast horizon.
Fragmented Market Provides Opportunity: Univar Solutions is better
positioned to navigate logistical challenges and counterparty risk
than smaller competitors given its size, operational scale and
diversification. The global chemical distribution market is highly
fragmented, with an estimated market size of roughly USD200 billion
and the top two distributors accounting for about 10% of the
market. The company maintains the largest chemicals and ingredients
sales force in North America, the broadest product offering and an
increasingly efficient supply chain network, allowing Univar
Solutions to continue to grow by leveraging its footprint to cover
more products, customers and regions.
DERIVATION SUMMARY
Univar Solutions is the second largest global chemical distributor
behind Brenntag and is the largest North American chemical
distributor in a fragmented industry. Fitch compares Univar
Solutions with chemical distributors Brenntag and Blue Tree
Holdings (BB-/Stable), IT distributor Arrow Electronics, Inc.
(BBB-/Stable) and metals distributor Reliance Steel and Aluminum
Co. (BBB+/Stable).
Each of these distributors benefits from significant size, scale
and diversification compared with peers within their markets. Fitch
believes the fragmented nature of, and potential for, continued
outsourcing within chemicals distribution provides Univar Solutions
a unique opportunity to increase market share and capture potential
market expansion. Supported by an unmatched value-added service
offering, Univar Solutions generates stronger EBITDA margins than
Blue Tree and Arrow Electronics.
Fitch views cash flow risk within the distribution industry as
relatively low compared with chemicals producers given the limited
commodity price risk, diversification of customers and end markets,
low annual capex requirements of 1%-2% of revenue and working
capital benefits amid the current down cycle. While technology and
metals distribution market risks differ, the overall operating
performances and cashflow resiliency are similar, with FCF margins
for these distribution peers averaging in the low- to mid-single
digits over the past five years.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within The Rating Case for the Issuer:
- Organic sales decline by around 5% in 2023 driven by lowering
chemicals pricing and weaker global demand, followed by growth
exceeding GDP thereafter;
- EBITDA margin normalizes to the 7% range in 2023 due to lower
pricing coupled with persistent cost inflation, followed by a trend
toward 8% thereafter;
- Strong working capital management leads to a working capital
release in 2023, supporting FCF;
- Capex remains close to 2022 levels, with various growth projects
planned;
- Excess FCF is applied to bolt-on acquisitions.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Gross debt reduction leading to EBITDA leverage sustained below
4.5x;
- Balanced allocation of FCF that maintains balance sheet
flexibility along with a commitment to lower leverage.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- EBITDA leverage sustained above 5.5x;
- A sustained reduction in EBITDA margins below historical levels
of 6%-7% or ineffective working capital management leading to
weaker FCF generation and financial flexibility;
- A large transformational debt-funded acquisition or dividend
recapitalization where there is no clear path to deleveraging
within 24 months.
LIQUIDITY AND DEBT STRUCTURE
Sufficient Pro Forma Liquidity: Univar Solutions is expected to
maintain sufficient liquidity pro forma for the contemplated
transactions, supported by the issuer's stable FCF profile, high
availability under a new senior secured revolver, and an adequate
cash balance. The company also benefits from no material debt
maturities through the forecast horizon, other than around USD23
million in annual term loan amortization payments.
With around 60% of the issuer's pro forma capitalization being
floating rate, the issuer is materially exposed to the perceived
elevated interest rate environment over the medium term.
ISSUER PROFILE
Windsor Holdings III, LLC (d/b/a Univar Solutions) is an issuing
holding company that wholly owns Univar Solutions, Inc. Univar
Solutions is a leading global chemical and ingredients distribution
company and provider of value-added services, working with leading
suppliers worldwide.
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
----------- ------ --------
Windsor Holdings
III, LLC LT IDR BB- New Rating
senior secured LT BB+ New Rating RR2
WINDSOR HOLDINGS III: Moody's Assigns 'B1' CFR, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service assigned the B1 corporate family rating
and B1-PD probability of default rating to Windsor Holdings III,
LLC. Moody's also assigned a B2 rating to the senior secured credit
facilities. The ratings outlook is stable. Proceeds of the debt
issuance will be used to partially fund the acquisition of Univar
Solutions, Inc. by Apollo Global Management, Inc. The transaction
was approved by the shareholders on June 6th and is subject to
regulatory approvals. Once the transaction closes and Univar's debt
is repaid, Moody's will withdraw the ratings assigned to Univar
Solutions, Inc.
Assignments:
Issuer: Windsor Holdings III, LLC
Corporate Family Rating, Assigned B1
Probability of Default Rating, Assigned B1-PD
Backed Senior Secured Term Loan B, Assigned B2
Outlook Actions:
Issuer: Windsor Holdings III, LLC
Outlook, Assigned Stable
RATINGS RATIONALE
The B1 corporate family rating of Windsor Holdings III, LLC (Univar
Solutions) reflects nearly doubling of balance sheet debt as a
result of the leveraged buyout by Apollo Global Management and a
wholly owned subsidiary of Abu Dhabi Investment Authority and the
resultant weakening of credit metrics. In March 2023, Univar
Solutions entered into a definitive agreement to be acquired by
funds managed by Apollo Global Management for an enterprise value
of $8.1 billion, including Univar Solutions' debt. The $8.1 billion
transaction will be funded with $3.8 billion of equity provided by
Apollo Fund and a minority investment from a wholly owned
subsidiary of the Abu Dhabi Investment Authority. The rest will be
financed by debt, including drawings under the $1.4 billion senior
secured asset-based revolving facility. Pro forma for the
acquisition, Moody's adjusted debt to EBITDA in the twelve months
ended March 31, 2023 rises to 4.9x (including previously announced
bolt-on acquisitions and expected new synergies) from 3.1x, EBITDA
to Interest will decline to about 2.5x from 6.7x and Retained Cash
Flow to Debt will fall to around 10% from 24%.
The rating also reflects narrow margins (EBITDA margin of 8.4% in
the twelve months ended March 31, 2023) that are inherent in the
distribution industry and acquisition-driven growth strategy, given
the fragmented nature of the industry. Moody's expect management to
continue this strategy under Apollo's ownership. Increasing
interest expense will limit the company's ability to repay debt or
fund acquisitions through free cash flow. In addition, Moody's
believes the company's earnings will decline from peak 2022 levels
this year as a result of destocking and lower economic activity and
demand. The debt-funded acquisition by Apollo increases the
financial risk of the business and Moody's expect Moody's adjusted
leverage to remain around 5x in 2024.
The credit profile of Windsor Holdings III is supported by its
leading market share in North America chemical and ingredient
distribution, the second largest market share in Europe and third
largest in Latin America. The credit profile benefits from the
company's broad distribution network and diverse product offerings
servicing broad array of end markets that provide a strong
competitive position in the distribution sector and provide some
stability during the economic slowdown. The credit profile benefits
from low capital expenditure requirements, however, the operations
are subject to working capital swings.
CIS-4 indicates that the rating is lower than it would have been if
ESG exposure did not exist. The rating is driven by the change in
financial policy as a result of the company's acquisition by
Apollo. Starting pro forma leverage is consistent with a B rating
category, the company is fully controlled by Apollo and a wholly
owned subsidiary of Abu Dhabi Investment Authority and will no
longer be releasing financials publicly.
As proposed, the new term credit facilities are expected to provide
covenant flexibility that if utilized could negatively impact
creditors. The agreement allows the company to incur incremental
debt in the amount not to exceed 1.0x of LTM EBITDA plus amounts
reallocated from general debt basket (0.5x of LTM EBITDA). The
company can incur additional senior secured debt as long as first
lien net debt leverage ratio does not exceed 5.0x or 5.5x for the
additional junior secured debt. The company can incur additional
unsecured debt subject to either FCCR>= 2.0x or total net
leverage ratio of 5.5x. Incremental debt not to exceed 1.0x of LTM
EBITDA may be incurred with an earlier maturity than the initial
term loans. The restricted payment covenant allows for (i)
distributions of 0.5x of LTM EBITDA, (ii) distributions based on
the greater of 50% of CNI and cumulative retained ECF and (iii)
unlimited distributions subject to pro forma compliance with 4.25x
total net leverage ratio.
The credit agreement permits the borrower to designate any existing
or subsequently acquired or organized subsidiary as an
"unrestricted subsidiary", which could result in collateral
"leakage" to unrestricted subsidiaries.
The B2 rating on the senior secured term credit facilities, one
notch below CFR, reflect their secondary position in the capital
structure behind the unrated $1.4 billion asset-based revolver. The
senior secured credit facilities have a first priority security
interest in all equity interests of the borrower and substantially
all material assets of the borrower and each subsidiary guarantor
(other than ABL priority collateral) and a second priority securiy
interest on the ABL priority collateral.
RATING OUTLOOK
The stable ratings outlook reflects a projected decline in earnings
in 2023, but expected release of working capital that will be used
to lower balance sheet debt and maintain leverage around 5x.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's would consider an upgrade if the company lowers balance
sheet debt and reduces leverage sustainably below 4.0x, increases
interest coverage above 2.5x and consistently generates retained
cash flow to debt above 10%.
Moody's would consider a downgrade if leverage remains above 5.0x
on a consistent basis; EBITDA to interest expense falls below 2.0x;
and retained cash flow to debt falls below 7%.
The company is expected to have good liquidity. Pro forma for the
transaction, the company will have $100 million of cash on hand and
$900 million of availability under the proposed $1.4 billion five
year revolver. There are no near-term maturities and amortization
payments of 1% per year. The revolver has a springing fixed charge
covenant of 1x if availability is less than 10% of the commitment
or $105 million. The proposed term loans will have no covenants.
Moody's expect the company to remain in compliance with covenants.
The majority of assets are encumbered by the secured credit
facilities with guarantors accounting for approximately two thirds
of sales, EBITDA and assets.
Windsor Holdings III, LLC (Univar Solutions) is one of the largest
global chemical and ingredient distributors and providers of
related services, operating hundreds of distribution facilities to
service a diverse set of customers end markets in the US, Canada,
Europe, the Middle East, Latin America and the Asia Pacific region.
Univar Solutions' top 10 customers account for roughly 6% of sales,
while its top 10 suppliers represent roughly 41% of its total
chemical expenditures. For the 12 months ended March 31, 2023, the
company generated approximately $11.3 billion in revenue.
The principal methodology used in these ratings was Chemicals
published in June 2022.
WOODHAVEN MEDICAL: Case Summary & One Unsecured Creditor
--------------------------------------------------------
Debtor: Woodhaven Medical Realty Group, Inc.
164-01 Goethals Avenue
Jamaica, NY 11432
Business Description: The Debtor is a Single Asset Real Estate (as
defined in 11 U.S.C. Section 101(51B)). The
Debtor owns a commercial building located
164-01 Goethals Avenue, Jamaica NY valued at
$975,000.
Chapter 11 Petition Date: June 8, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-42041
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Richard S Feinsilver, Esq.
RICHARD S. FEINSILVER, ESQ.
One Old Country Road
Suite 347
Carle Place, NY 11514
Tel: 516-873-6330
Fax: 516-873-6183
Email: feinlawny@yahoo.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ajit Mansukhani as president.
The Debtor listed JY The North LP c/o Jacobiwitz Newman as its sole
unsecured creditor holding a claim of $745,000.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/7ZSHL6Y/Woodhaven_Medical_Realty_Group__nyebke-23-42041__0001.0.pdf?mcid=tGE4TAMA
WORCESTER COUNTRY: Case Summary & Three Unsecured Creditors
-----------------------------------------------------------
Debtor: Worcester Country Club Acres, LLC
6 Edgewood Road
Westborough, MA 01581
Business Description: The Debtor is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: June 8, 2023
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 23-40446
Debtor's Counsel: Andrew G. Lizotte, Esq.
MURPHY & KING, P.C.
28 State Street
Suite 3101
Boston, MA 02109
Tel: (617) 423-0400
Fax: (617) 423-0498
Email: alizotte@murphyking.com
Debtor's
Special
Counsel: ALLCOCK & MARCUS, LLC
Debtor's
Real Estate
Broker: SYED KHAN AND CEDAR WOOD REALTY GROUP
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Farooq Ansari as managing member.
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/IPOACXI/Worcester_Country_Club_Acres_LLC__mabke-23-40446__0001.0.pdf?mcid=tGE4TAMA
XPLORNET COMMS: $200M Bank Debt Trades at 46% Discount
------------------------------------------------------
Participations in a syndicated loan under which Xplornet
Communications Inc is a borrower were trading in the secondary
market around 53.8 cents-on-the-dollar during the week ended
Friday, June 9, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $200 million facility is a Term loan that is scheduled to
mature on October 1, 2029. The amount is fully drawn and
outstanding.
Xplornet Communications Inc operates as a broadband service
provider. The Company offers voice and data communication services
through wireless and satellite networks. Xplornet Communications
serves customers in Canada.
[^] BOND PRICING: For the Week from June 5 to 9, 2023
-----------------------------------------------------
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Bank of America Corp BAC 0.523 99.750 6/14/2024
Bed Bath & Beyond Inc BBBY 5.165 3.125 8/1/2044
Bed Bath & Beyond Inc BBBY 3.749 2.800 8/1/2024
Bed Bath & Beyond Inc BBBY 4.915 3.000 8/1/2034
Brixmor LLC BRX 6.900 9.875 2/15/2028
Capital One Financial COF 3.500 99.793 6/15/2023
Cincinnati Bell Inc CBB 7.250 99.243 6/15/2023
Citizens Financial
Group Inc CFG 6.000 89.250 N/A
Clovis Oncology Inc CLVS 1.250 12.120 5/1/2025
Clovis Oncology Inc CLVS 4.500 11.968 8/1/2024
Clovis Oncology Inc CLVS 4.500 12.250 8/1/2024
Curo Group Holdings Corp CURO 7.500 22.292 8/1/2028
Curo Group Holdings Corp CURO 7.500 22.646 8/1/2028
Diamond Sports Group
LLC / Diamond Sports
Finance Co DSPORT 5.375 2.750 8/15/2026
Diamond Sports Group
LLC / Diamond Sports
Finance Co DSPORT 6.625 2.875 8/15/2027
Diamond Sports Group
LLC / Diamond Sports
Finance Co DSPORT 5.375 3.052 8/15/2026
Diamond Sports Group
LLC / Diamond Sports
Finance Co DSPORT 5.375 3.750 8/15/2026
Diamond Sports Group
LLC / Diamond Sports
Finance Co DSPORT 6.625 2.448 8/15/2027
Diamond Sports Group
LLC / Diamond Sports
Finance Co DSPORT 5.375 3.052 8/15/2026
Diamond Sports Group
LLC / Diamond Sports
Finance Co DSPORT 5.375 2.438 8/15/2026
Diebold Nixdorf Inc DBD 9.375 25.830 7/15/2025
Diebold Nixdorf Inc DBD 8.500 2.000 10/15/2026
Diebold Nixdorf Inc DBD 9.375 15.681 7/15/2025
Diebold Nixdorf Inc DBD 9.375 16.500 7/15/2025
Diebold Nixdorf Inc DBD 8.500 3.750 10/15/2026
Diebold Nixdorf Inc DBD 9.375 15.681 7/15/2025
Diebold Nixdorf Inc DBD 9.375 15.665 7/15/2025
Diebold Nixdorf Inc DBD 8.500 1.733 10/15/2026
Discover Bank DFS 4.682 91.446 8/9/2028
Endo Finance LLC /
Endo Finco Inc ENDP 5.375 5.000 1/15/2023
Endo Finance LLC /
Endo Finco Inc ENDP 5.375 5.000 1/15/2023
Energy Conversion
Devices Inc ENER 3.000 0.551 6/15/2013
Envision Healthcare Corp EVHC 8.750 1.000 10/15/2026
Envision Healthcare Corp EVHC 8.750 0.534 10/15/2026
Esperion Therapeutics ESPR 4.000 41.750 11/15/2025
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 11.500 10.844 7/15/2026
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 11.500 10.864 7/15/2026
Federal Farm Credit
Banks Funding Corp FFCB 2.580 99.767 6/13/2023
Federal Home Loan Banks FHLB 2.250 99.323 6/16/2023
Federal Home Loan Banks FHLB 2.300 99.334 6/16/2023
Federal Home Loan Banks FHLB 2.250 99.345 6/15/2023
Federal Home Loan Banks FHLB 0.500 99.820 6/13/2023
Federal Home Loan Banks FHLB 2.200 99.334 6/16/2023
First Citizens
Bancshares Inc/TX FIRCTZ 6.000 90.463 9/1/2028
First Citizens
Bancshares Inc/TX FIRCTZ 6.000 90.463 9/1/2028
First Republic Bank/CA FRCB 4.375 2.280 8/1/2046
First Republic Bank/CA FRCB 4.625 1.517 2/13/2047
GNC Holdings Inc GNC 1.500 0.380 8/15/2020
Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022
Gossamer Bio Inc GOSS 5.000 30.625 6/1/2027
Groupon Inc GRPN 1.125 35.750 3/15/2026
H-Food Holdings LLC /
Hearthside
Finance Co Inc HEFOSO 8.500 39.901 6/1/2026
H-Food Holdings LLC /
Hearthside
Finance Co Inc HEFOSO 8.500 41.877 6/1/2026
Hallmark Financial
Services Inc HALL 6.250 26.050 8/15/2029
Inseego Corp INSG 3.250 41.250 5/1/2025
Invacare Corp IVC 4.250 4.888 3/15/2026
Invacare Corp IVC 5.000 1.625 11/15/2024
JPMorgan Chase & Co JPM 6.735 99.131 6/15/2023
JPMorgan Chase & Co JPM 2.000 85.700 8/20/2031
JPMorgan Chase Bank NA JPM 2.000 81.703 9/10/2031
L3 Technologies Inc LLL 3.850 99.888 6/15/2023
Lannett Co Inc LCIN 7.750 7.500 4/15/2026
Lannett Co Inc LCIN 4.500 2.602 10/1/2026
Lannett Co Inc LCIN 7.750 7.153 4/15/2026
Lightning eMotors Inc ZEV 7.500 54.343 5/15/2024
MBIA Insurance Corp MBI 16.520 5.500 1/15/2033
MBIA Insurance Corp MBI 16.804 2.000 1/15/2033
Macy's Retail Holdings M 6.900 87.730 1/15/2032
Macy's Retail Holdings M 6.900 87.730 1/15/2032
Macy's Retail Holdings M 7.875 97.087 3/1/2030
Macy's Retail Holdings M 7.875 97.087 3/1/2030
Mashantucket Western
Pequot Tribe MASHTU 7.350 41.250 7/1/2026
Morgan Stanley MS 1.800 71.299 8/27/2036
National CineMedia LLC NATCIN 5.750 0.250 8/15/2026
OMX Timber Finance
Investments II LLC OMX 5.540 0.850 1/29/2020
Old Second Bancorp Inc OSBC 9.009 98.628 12/31/2026
Pacific Gas and
Electric Co PCG 3.250 99.326 6/15/2023
Party City Holdings Inc PRTY 8.750 14.875 2/15/2026
Party City Holdings Inc PRTY 10.130 14.500 7/15/2025
Party City Holdings Inc PRTY 8.750 15.000 2/15/2026
Party City Holdings Inc PRTY 6.625 1.000 8/1/2026
Party City Holdings Inc PRTY 6.625 0.750 8/1/2026
Party City Holdings Inc PRTY 10.130 11.205 7/15/2025
Porch Group Inc PRCH 0.750 32.375 9/15/2026
ROCC Holdings LLC PVAC 9.250 106.911 8/15/2026
Radiology Partners Inc RADPAR 9.250 36.865 2/1/2028
Radiology Partners Inc RADPAR 9.250 35.623 2/1/2028
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Rite Aid Corp RAD 7.700 31.033 2/15/2027
Rite Aid Corp RAD 6.875 28.394 12/15/2028
Rite Aid Corp RAD 6.875 28.394 12/15/2028
RumbleON Inc RMBL 6.750 42.998 1/1/2025
SVB Financial Group SIVB 4.000 8.250 N/A
SVB Financial Group SIVB 4.100 8.000 N/A
SVB Financial Group SIVB 4.700 8.000 N/A
SVB Financial Group SIVB 4.250 8.500 N/A
Shift Technologies Inc SFT 4.750 10.578 5/15/2026
Signature Bank/
New York NY SBNY 4.000 0.750 10/15/2030
Signature Bank/
New York NY SBNY 4.125 1.266 11/1/2029
Talen Energy Supply LLC TLN 6.500 30.875 6/1/2025
Talen Energy Supply LLC TLN 10.500 31.125 1/15/2026
Talen Energy Supply LLC TLN 7.000 22.125 10/15/2027
Talen Energy Supply LLC TLN 6.500 22.125 9/15/2024
Talen Energy Supply LLC TLN 9.500 22.162 7/15/2022
Talen Energy Supply LLC TLN 10.500 29.009 1/15/2026
Talen Energy Supply LLC TLN 6.500 43.750 9/15/2024
Talen Energy Supply LLC TLN 9.500 22.162 7/15/2022
Talen Energy Supply LLC TLN 10.500 29.009 1/15/2026
Team Health Holdings Inc TMH 6.375 49.378 2/1/2025
Team Health Holdings Inc TMH 6.375 46.229 2/1/2025
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
Tricida Inc TCDA 3.500 10.800 5/15/2027
Trimble Inc TRMB 4.150 99.764 6/15/2023
US Renal Care Inc USRENA 10.625 27.745 7/15/2027
US Renal Care Inc USRENA 10.625 28.581 7/15/2027
UpHealth Inc UPH 6.250 30.815 6/15/2026
WeWork Cos Inc WEWORK 7.875 43.745 5/1/2025
WeWork Cos Inc WEWORK 7.875 39.585 5/1/2025
WebMD Health Corp WBMD 2.625 99.250 6/15/2023
Wesco Aircraft Holdings WAIR 9.000 9.500 11/15/2026
Wesco Aircraft Holdings WAIR 8.500 4.500 11/15/2024
Wesco Aircraft Holdings WAIR 13.125 8.500 11/15/2027
Wesco Aircraft Holdings WAIR 13.125 6.009 11/15/2027
Wesco Aircraft Holdings WAIR 8.500 4.516 11/15/2024
Wesco Aircraft Holdings WAIR 9.000 9.451 11/15/2026
Western Global Airlines WGALLC 10.375 7.093 8/15/2025
Western Global Airlines WGALLC 10.375 7.372 8/15/2025
Wright Medical Group Inc WMGI 1.625 98.125 6/15/2023
Zions Bancorp NA ZION 5.800 70.300 N/A
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
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then-ending.
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*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2023. All rights reserved. ISSN: 1520-9474.
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*** End of Transmission ***