/raid1/www/Hosts/bankrupt/TCR_Public/230922.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, September 22, 2023, Vol. 27, No. 264
Headlines
21ST CENTURY: Seeks to Hire Johnson & Gubler as Bankruptcy Counsel
365 S4 ST: Voluntary Chapter 11 Case Summary
527 MYRTLE: Voluntary Chapter 11 Case Summary
860 VESTAL EMPIRE: Hires Davidoff Hutcher & Citron as Attorney
99 CENTS ONLY STORES: Boosts Liquidity as Losses Rise
9TH & 10TH STREET: Oct. 18, 2023 Bid Deadline for Public School 64
ACTUARIAL ESTATE: Hires MorrisMargulies LLC as Bankruptcy Counsel
ALLTECH INC: Moody's Cuts CFR & Sr. Secured First Lien Debt to B3
ALPINE SUMMIT: Final $3 Million Loan Draw in Chapter 11 Okayed
AMERICAN PHYSICIAN: Files Voluntary Chapter 11 Bankruptcy Petition
AMERIFIRST FINANCIAL: Seeks to Hire Omni as Administrative Agent
AMERIFIRST FINANCIAL: Taps Pachulski Stang Ziehl & Jones as Counsel
AMERIFIRST FINANCIAL: Taps Paladin to Provide CRO, Other Staff
AMYRIS INC: Didn't Get Final Approval on $190 Million DIP Loan
AMYRIS INC: Taps Fenwick & West as Special Corporate Counsel
APPHARVEST PRODUCTS: Chapter 11 Plan With Liquidation, Sale Okayed
ARU PHARMA: Deadline to File Proof of Claim Set for October 4
ARUZE GAMING: Taps Bill Hughes of B. Riley as CRO
ASMARA MLK: Ordered to File and Serve Plan by Sept. 30
B&G PROPERTY: Fine-Tunes Plan Documents
BED BATH & BEYOND: Gets Court Okay for Chapter 11 Exit Plan
BED BATH: Proposed 401(k) Lawsuit Drives More Than $5 Mil. Losses
BLOCKFI INC: Bankruptcy Plan Experiences Pushback
BOUQUET RESTAURANT: Gets OK to Sell Assets to PFLP for $100,000
BOY SCOUTS: Deal Opponents Urge Court to Pause Bankruptcy Plan
C & M ELECTRICAL: Seeks to Hire Symphona LLP as Accountant
CARVANA CO: Moody's Hikes CFR to Caa3 & Alters Outlook to Stable
CENERGY LLC: Seeks to Hire DeWitt LLP as Bankruptcy Counsel
CENTURY COMMUNITIES: S&P Upgrades ICR to 'BB', Outlook Stable
CHARLES & 20: General Unsecureds to Get Remaining Cash
CHIC LLC: Case Summary & Three Unsecured Creditors
CITIUS PHARMACEUTICALS: Receives More FDA Guidance on LYMPHIR
COLORADO FOOD: Case Summary & 20 Largest Unsecured Creditors
CONDOR INVERSIONES: Seeks to Hire Jackson Walker as Legal Counsel
CONDOR INVERSIONES: Seeks to Hire Jones Day as Bankruptcy Counsel
CONDOR INVERSIONES: Seeks to Tap Guerrero Iturra as Special Counsel
CONNECT HOLDING: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
CORE CONSTRUCTION: Seeks to Hire Buddy Ford as Bankruptcy Counsel
CORE SCIENTIFIC: Reaches Deal With Celsius Network to Settle Fees
CUSTOM LOGGING: Seeks to Hire Sasser Law as Bankruptcy Counsel
DENTAL EXPRESSION: Oct. 5 Hearing on Final Approval of Disclosure
DINARDO LAW FIRM: Seeks to Hire Lippes Mathias as Legal Counsel
DINARDO LAW FIRM: Seeks to Tap Dansa D'Arata & Soucia as Accountant
DIOCESE OF BUFFALO: Seeks to Sell Olean Property at Auction
DIOCESE OF OAKLAND: Sexual Abuse Claims Filing Deadline Due
ENCINO TOWERS: Unsecureds to be Paid in Full in Sale Plan
ENVISION HEALTHCARE: Billing Practice Lawsuits Settlement Okayed
FARR LABORATORIES: Seeks to Hire Invenz Inc. as Consultant
FTX GROUP: SBF Can't be Released from Jail to Prepare for Trial
FTX GROUP: Wants to Recover $21 Million from LaywerZero Labs
FTX TRADIN: Get Court Clearance to Start Selling $3.4B Crypto Asset
FTX TRADING: Bryan Cave's Mariotti Comments on SBF Fraud Case
FTX TRADING: Davis Polk Advises Galaxy on Digital Assets
FTX: Challenges Blockfi's Bankruptcy Plan Due to Unfair Treatment
GENESIS GLOBAL: DCG Urges Creditors to Support Repayment Plan
GF SERVICES: Case Summary & Two Unsecured Creditors
GLOBAL FERTILITY: Seeks to Tap Kasen & Kasen as Bankruptcy Counsel
GLOBAL NET: Fitch Affirms BB+ Issuer Default Rating, Outlook Stable
GREENSMITH LAND: Hires Wilson Harrell Farrington as Counsel
GULFPORT ENERGY: Silver Point Reports 40% Equity Stake
HART INC: Case Summary & 20 Largest Unsecured Creditors
HO WAN KWOK: Seeks to Hire Kroll LLC as Forensic Investigator
HOG FATHER'S OLD FASHIONED: Hits Chapter 11 Bankruptcy Protection
INNOVATIVE GENOMICS: Hires Shuker & Dorris as Bankruptcy Counsel
JAMAICAN SPOT: Seeks to Hire James Patterson as Bankruptcy Counsel
JENKLEIN LLC: Seeks to Hire Tydings & Rosenberg as Legal Counsel
KDJJ ENTERPRISES INC: Seeks Chapter 11 Bankruptcy Protection
KDJJ ENTERPRISES: Seeks to Hire Goodman Law Practice as Counsel
LAF BUTTERVILLE: Claim to be Paid as Permitted in the Order
LAKEVIEW ELECTRICAL: Gen. Unsecureds Get Paid From Available Funds
LEGACY CARES: Gets Court Approval for Oct. 5 Auction
LET'S TALK: Case Summary & 20 Largest Unsecured Creditors
LIVIE AND LUCA: Taps Finestone Hayes as General Bankruptcy Counsel
LOUISVILLE LUSH: Seeks to Hire Goldberg Simpson as Legal Counsel
LUMEN TECHNOLOGIES: Started Talks to Get Fresh Cash, Extend Debt
MATRIX HOLDINGS: S&P Lowers ICR to 'CCC' on Narrowing Liquidity
MIKE JOHNSON: Seeks to Hire Get Multifamily as Property Manager
MILLRIDGE INVESTMENTS: Taps Eric A. Liepins as Bankruptcy Counsel
MITCHELL GOLD+BOB WILLIAMS: Gets $8.5M DIP Despite Bank Protests
MOUNTAINSKY LANDSCAPING: Taps Wesler & Associates as Accountant
MP PPH: Seeks Approval to Hire Nixon Peabody as Special Counsel
MP PPH: Seeks Approval to Hire Stinson LLP as Bankruptcy Counsel
MP PPH: Seeks to Hire Lewis Brisbois Bisgaard as Special Counsel
MP PPH: Seeks to Hire Marcus & Millichap as Real Estate Agent
MP PPH: Seeks to Hire Noble Realty Advisors as Property Manager
MULLEN AUTOMOTIVE: Acquires Romeo Power Battery Assets for $3.5MM
NATIVE WASHINGTONIAN: Taps MorrisMargulies as Bankruptcy Counsel
NOBLE HEALTH: Lead Bank Says Appraisal Incorrect
NOBLE HEALTH: US Trustee Says Disclosures Inadequate
NUOVO CIAO-DI: Creditor DCC Files Liquidating Plan
OCEANEERING INT'L: Moody's Ups CFR to Ba2 & Rates $200MM Notes Ba3
ORETEST INTERNATIONAL: Gets OK to Tap Allan D. NewDelman as Counsel
ORION TECHNOLOGIES: Asset Sale & Litigation Proceeds to Fund Plan
PEGASUS HOME: Seeks Approval to Hire 'Ordinary Course' Professional
PG&E CORP: Securities Lawsuit Pause Receives Cold Appeal Reception
PLASTIQ INC: Chapter 11 Plan Confirmed by Court
PLOURDE SAND: Seeks to Hire Northern Acres as Real Estate Broker
PRIME CORE: Sale Plan to End Chapter 11 by December 2023
PROMETRIC HOLDINGS: Moody's Rates 1st Lien Loans 'B2', Outlook Pos.
PROMETRIC HOLDINGS: S&P Alters Outlook to Pos., Affirms 'B-' ICR
PURDUE PHARMA: Pennsylvania to Receive $148 Million in 2024
RASPBERRY CREEK: Seeks to Hire DBNTAX LLC as Tax Accountant
REALTRUCK GROUP: Moody's Rates New $180MM Incremental Loan 'B2'
RICHMOND HOSPITALITY: Unsecureds Guaranteed $50K be Shared Prorata
ROCKCLIFF ENERGY: S&P Affirms 'B' ICR, Outlook Stable
SANOTECH 360: Seeks to Hire Whitley Penn as Financial Advisor
SILICON VALLEY BANK: US Govt. Wants to Sell Seized Bonds
SK MOHAWK: S&P Lowers Issuer Credit Rating to 'CCC', Outlook Neg.
SORRENTO THERAPEUTICS: Gets Stock Deal After Cash Runs Out
SOUTH COAST HOLDINGS: Taps Vanden Bos & Chapman as Legal Counsel
STAPLES INC: S&P Downgrades ICR to 'B-', Outlook Negative
SUNNOVA ENERGY: Moody's Rates New $400MM Sr. Unsecured Notes 'B1'
THREE AMINOS: Taps Smith Accounting Services as Tax Return Preparer
TOWER HEALTH: Fitch Lowers LongTerm Issuer Default Rating to 'CCC'
TRIAD RETAIL LLC: $17 Million DIP Loan Okayed for Speedy Ch. 11
TULEYRIES LAND: Taps Magee Goldstein Lasky & Sayers as New Counsel
UPTOWN HOLDINGS: Hires MorrisMargulies LLC as Bankruptcy Counsel
VALLEY PROPERTY: Files Amendment to Disclosure Statement
VELSICOL CHEMICAL: Case Summary & 30 Largest Unsecured Creditors
VESTTOO LTD: Porch.com Appointed to Creditors Committee
VIASAT INC: Amendments to Employee Plans Approved
VIRTU FINANCIAL: Fitch Affirms 'BB-LongTerm IDR, Outlook Stable
VITAL PHARMACEUTICALS: Hires Gregg Metzger as Winddown Counsel
VOYAGER DIGITAL: Kirkland Gets $28 Million Fees in Chapter 11
WESCO AIRCRAFT: Oct. 11, 2023 Claims Filing Deadline Set
WEST MARINE: Gets $25M Funds from L Catterton to Restructure Debt
WESTPACK HOLDINGS: Hires Distel Thiede as Financial Advisor
WESTPACK HOLDINGS: Taps Keller & Almassian as Bankruptcy Counsel
WICKAPOGUE 1: Stipulation w/ Mangiarcina OK'd; Plan Hearing Oct. 25
WILLIAMS INDUSTRIAL: Seeks to Hire Moss Adams as Accountant
WINESTEAD LLC: Amends SBA Claims Pay Details
WOPIRB LLC: Seeks to Hire Cibik Law as Bankruptcy Counsel
YELLOW CORP: Adds 2 Independent Directors at Lender's Behest
YIWAN TRADING: Seeks to Close Pre-bankruptcy Sale of Artwork
ZOTEC: Lenders Hire Milbank for Advice as Loan Maturities Near
[*] Cohn & Dussi's Glaab Named to NextGen Leaders 40 Under 40 List
[*] David W. Prager Named Brattle's Bankruptcy Practice Co-Leader
[^] BOOK REVIEW: THE ITT WARS
*********
21ST CENTURY: Seeks to Hire Johnson & Gubler as Bankruptcy Counsel
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21st Century Communities, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to employ Johnson &
Gubler, PC. as bankruptcy counsel.
The Debtor requires legal counsel to:
(a) institute, prosecute or defend any lawsuits, adversary
proceedings or contested matters arising out this bankruptcy
proceeding in which the Debtor may be a party;
(b) assist in the recovery and obtaining necessary court
approval for recovery and liquidation of estate assets, and assist
in protecting and preserving the same where necessary;
(c) assist in determining the priorities and status of claims
and filing objections thereto where necessary;
(d) assist in the preparation of a Chapter 11 plan of
reorganization and any associated documents;
(e) file any adversary proceedings or contested matters deemed
advisable; and
(f) perform all other legal services for the Debtor.
As of the petition date, the firm holds a retainer balance totaling
$66,562.50.
The hourly rates of the firm's attorneys and staff are as follows:
Attorneys $450
Paralegals $150
In addition, the firm will seek reimbursement for expenses
incurred.
Matthew Johnson, Esq., an attorney at Johnson & Gubler, disclosed
in a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Matthew L. Johnson, Esq.
Johnson & Gubler, PC
8831 West Sahara Avenue
Las Vegas, NV 89117
Telephone: (702) 471-0065
Facsimile: (702) 471-0075
Email: mjohnson@mjohnsonlaw.com
About 21st Century Communities
21st Century Communities, Inc. is a Las Vegas-based company engaged
in activities related to real estate.
21st Century Communities sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 23-12047) on Aug. 23,
2022. In November 2022, an order dismissing the case was entered,
and in February 2023, the case was formally closed.
On May 19, 2023, 21st Century Communities and affiliates, FCT-MM,
LLC and FCT-SM, LLC, filed petitions under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. D. Nev. Lead Case No. 23-12047). At
the time of the filing, 21st Century Communities reported total
assets of $3,608,738 and total liabilities of $1,448,631.
Brian Shapiro, Esq., at the Law Office of Brian D. Shapiro, has
been appointed as Subchapter V trustee.
Judge Natalie M. Cox oversees the cases.
The Debtors are represented by Matthew L. Johnson, Esq., at Johnson
& Gubler, P.C.
365 S4 ST: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: 365 S4 ST LLC
365 South 4th Street
Brooklyn, NY 11211
Business Description: 365 S4 St is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: September 21, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-43396
Debtor's Counsel: Vivian Sobers, Esq.
SOBERS LAW PLLC
11 Broadway Suite 615
New York, NY 10004
Phone: (917) 225-4501
Email: vsobers@soberslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Zalmen Wagschal as managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/PJRLQMI/365_S4_ST_LLC__nyebke-23-43396__0001.0.pdf?mcid=tGE4TAMA
527 MYRTLE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: 527 Myrtle LLC
527 Myrtle Ave
Brooklyn NY 11205
Business Description: 527 Myrtle LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: September 21, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-43391
Judge: Hon. Elizabeth S. Stong
Debtor's Counsel: Gregory A. Flood, Esq.
LAW OFFICES OF GREGORY A FLOOD
900 South Avenue - Ste 300
Staten Island NY 10314-3428
Phone: 718-568-3678
Email: floodlaw@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Erica Lee as CEO of 527 Myrtle LLC.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/SQEJURI/527_Myrtle_LLC__nyebke-23-43391__0001.0.pdf?mcid=tGE4TAMA
860 VESTAL EMPIRE: Hires Davidoff Hutcher & Citron as Attorney
--------------------------------------------------------------
860 Vestal Empire LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Davidoff Hutcher &
Citron LLP as its attorneys.
The firm will provide these services:
a. give advice to the Debtor with respect to its powers and
duties as Debtor-in-Possession and the continued management of its
property and affairs;
b. negotiate with creditors of the Debtor and work out a plan
of reorganization and take the necessary legal steps in order to
effectuate such a plan including, if need be, negotiations with the
creditors and other parties in interest;
c. prepare the necessary answers, orders, reports and other
legal papers required for a debtor who seeks protection from its
creditors under Chapter 11 of the Bankruptcy Code;
d. appear before the Bankruptcy Court to protect the interest
of the Debtor and to represent the Debtor in all matters pending
before the Court;
e. attend meetings and negotiate with representatives of
creditors and other parties in interest;
f. advise the Debtor in connection with any potential
refinancing of secured debt and any potential sale of the
business;
g. represent the Debtor in connection with obtaining
post-petition financing;
h. take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of reorganization;
and
i. perform all other legal services for the Debtor which may
be necessary for the preservation of the Debtor's estate and to
promote the best interests of the Debtor, its creditors and the
estates.
The firm will be paid at these rates:
Attorneys $450 to $850 per hour
Paraprofessionals $195 to $260 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jonathan Pasternak, Esq., a partner at Davidoff Hutcher & Citron
LLP, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jonathan S. Pasternak, Esq.
DAVIDOFF HUTCHER & CITRON LLP
Proposed Attorneys for the Debtor
120 Bloomingdale Road, Suite 100
White Plains, NY 10605
Tel: (914) 381-7400
About 860 Vestal Empire LLC
860 Vestal Empire is engaged in activities related to real estate.
The Debtor owns real estate located at 860 Vestal Road, Vestal, NY
13850 valued at $2.75 million.
860 Vestal Empire LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
23-42927) on August 16, 2023. The petition was signed by David
Goldwasser as manager. At the time of filing, the Debtor estimated
$2,750,000 in assets and $4,487,161 in liabilities.
Jonathan S. Pasternak, Esq. at DAVIDOFF HUTCHER & CITRON LLP
represents the Debtor as counsel.
99 CENTS ONLY STORES: Boosts Liquidity as Losses Rise
-----------------------------------------------------
Erin Hudson and Reshmi Basu of Bloomberg News report that discount
retailer 99 Cents Only Stores LLC saw wider losses in its second
quarter as sales and margins continued to slide, according to
people with knowledge of the results.
The company reported sales of about $480 million for the quarter, a
3.8% drop year over year, said the people, who asked not to be
named because the results are private. 99 Cents Only by one
measure of earnings lost $27 million, down from an $8 million loss
the year before, the people said.
Bloomberg reported in August 2023 that some bondholders to 99 Cents
Only Stores LLC hired Weil Gotshal & Manges LLP to help engage with
the discount retailer after recent financing maneuvers weakened the
creditors' collateral packages, according to people with knowledge
of the situation.
The mobilization comes after 99 Cents monetized real estate assets
to shore up its cash reserves, which removed those properties from
the creditors' collateral packages, said Bloomberg's sources, who
asked not to be identified because the matter is private.
In June 2023, the Company informed investors that it entered into a
sale-leaseback agreement for its Los Angeles-based distribution
facility for around $205 million in proceeds. This follows the
April disclosure that the Company closed three sale-leaseback
transactions for proceeds of more than $17 million.
About 99 Cents Only Stores
99 Cents is an American price-point retailer chain based in
Commerce, California. It offers "a combination of closeout branded
merchandise, general merchandise and fresh foods."
* * *
In December 2021, 99 Cents Only was downgraded today by Moody's to
Caa2 from Caa1, and its outlook was revised to stable from
positive, with the agency citing operating performance that came in
"much weaker than expected." Moody's also cut the company's $350
million senior secured notes due 2026 to Caa2 from Caa1.
Moody's now projects that 99 Cents Only will generate negative free
cash flow over the next year, with the agency saying that the
performance is "weaker than its peers in the value and discount
consumables/grocery sector." Moody's said the unexpectedly low
profitability drives its estimates that leverage will come in above
8x and EBIT/interest under 1x over the next 12 months.
9TH & 10TH STREET: Oct. 18, 2023 Bid Deadline for Public School 64
------------------------------------------------------------------
Hilco Real Estate, LLC on Sept. 20, 2023, announced Oct. 18, 2023,
as the qualifying bid deadline for the bankruptcy sale of the
historic former Public School 64 in Manhattan's East Village.
Designed in the French Renaissance Revival style by architect
C.B.J. Snyder and completed in 1906, this six-story building has a
rich history serving the East Village area as NYC Public Elementary
School 64 from 1907 to 1977. Shortly after the school's closing, it
transformed into a community center, hosting art and cultural
programs, with notable figures like Spike Lee using the space to
premiere his films while an NYU student. New York City recognized
its impact by designating it an individual landmark in 2006. With
an interior that is now down to the studs, the building presents an
opportunity for the approved construction of 535 beds for
student/college dormitory or alternatively offers a developer or
investor the potential to help mitigate the current homeless and
migrant crisis by using the building for that purpose.
Located in the vibrant section of Manhattan's East Village, this
site boasts an exceptional location. Greenwich Village, Noho, Soho
and Chinatown are all within walking distance while the allure of
Brooklyn is just a convenient journey over the nearby Williamsburg
Bridge. The site is immediately east of Tompkins Square Park, which
itself is a lively hub. The park is known for hosting a weekly
farmers market, captivating music and art festivals and summer film
nights. It also offers recreational facilities like basketball and
handball courts, along with inviting open grass areas for
relaxation.
Public transportation is available at the property's doorstep,
linking it to every corner of Manhattan. While essential amenities,
including a police station, public library, grocery store and a
range of dining and nightlife venues, are all within a two-mile
radius. For those seeking an active lifestyle, the East River Park
awaits a mere three blocks away, spanning an impressive 57 acres
along the East River. With its 12 tennis courts, basketball courts,
baseball and soccer fields, running track and cycling paths, the
park promises a haven of recreation and leisure.
Terry Rochford, senior vice president of business development at
Hilco Real Estate, stated, "With the ever-growing demand for
student housing and its unparalleled location to esteemed Colleges
and Universities, this offering presents a natural fit for
conversion. Notably, several area schools have expressed their
commitment to lease the entire building."
"Investors and visionaries alike are invited to seize this
transformative opportunity." Jamie Coté, vice president at Hilco
Real Estate, added. "This isn't just about real estate; repurposing
this site means contributing to the narrative of the East Village
community and its cultural vitality while simultaneously addressing
the pressing need for comfortable and convenient accommodations in
the heart of NYC."
The sale is being conducted by Order of the U.S. Bankruptcy Court
Southern District of New York (Manhattan) Bankruptcy Petition No.
23-10423-dsj, In re: 9th & 10th Street LLC. Bids must be received
on or before the deadline of October 18, 2023, at 5:00 p.m. (ET)
and must be submitted on the Purchase and Sale Agreement available
for review and download from Hilco Real Estate's website.
Interested buyers should review the bid procedures for requirements
to participate in the bankruptcy sale process available on Hilco
Real Estate's website. For further information, please contact
Jamie Coté at (847) 418-2187 or jcote@hilcoglobal.com and Jonathan
Cuticelli at (203) 561-8737 or jcuticelli@hilcoglobal.com.
For further information on the property, sale process and terms or
to obtain access to due diligence documents, please visit
HilcoRealEstate.com or call (855) 755-2300.
About Hilco Real Estate
Hilco Real Estate ("HRE"), a Hilco Global company
(HilcoGlobal.com), is headquartered in Northbrook, Illinois (USA).
HRE is a national provider of strategic real estate disposition
services. Acting as an agent or principal, HRE uses its experience
to advise and execute strategies to assist clients in deriving the
maximum value from their real estate assets. By leveraging
multi-faceted sales strategies and techniques, aggressive
repositioning and restructuring experience, a vast and motivated
network of buyers and sellers, and substantial access to capital,
HRE exceeds expectations even in the most complex transactions.
About 9th & 10th Street
9th & 10th Street LLC is a single asset real estate as defined in
11 U.S.C. Section 101(51B).
9th & 10th Street filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10423) on March
21, 2023, with $100 million to $500 million in both assets and
liabilities. The petition was signed by Gregg Singer, president of
Sing Fina Corp., manager of the Debtor.
Judge David S. Jones oversees the case.
The Debtor tapped Erica Feynman Aisner, Esq. at Kirby Aisner &
Curley, LLP as bankruptcy counsel and HayesSchanzer, LLP, as
special litigation counsel.
ACTUARIAL ESTATE: Hires MorrisMargulies LLC as Bankruptcy Counsel
-----------------------------------------------------------------
Actuarial Estate PLLC seeks approval from the U.S. Bankruptcy Court
for the District of Columbia to hire The Law Firm of
MorrisMargulies, LLC as its bankruptcy counsel.
The firm's services include:
(a) representing the Debtor in its Chapter 11 case and
advising the Debtor as to its rights, duties and powers;
(b) preparing legal papers;
(c) representing the Debtor at all hearings, meeting of
creditors, conferences, trials, and other proceedings in its case;
and
(d) performing other necessary legal services.
MorrisMargulies will charge these hourly fees:
Attorneys $550 per hour
Paralegal $225 per hour
The retainer is $10,000.
Frank Morris II, Esq., an attorney at MorrisMargulies, disclosed in
a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Frank Morris II, Esq.
LAW FIRM OF MORRISMARGULIES, LLC
8201 Corporate Drive, Suite 260
Landover, MD 20785
Tel: (301) 731-1000
Fax: (301) 731-1206
Email: frankmorrislaw@yahoo.com
About Actuarial Estate PLLC
Actuarial Estate PLLC is a Single Asset Real Estate (as defined in
11 U.S.C. Section 101(51B)).
Actuarial Estate PLLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case No. 23-00241)
on August 29, 2023. The petition was signed by Marcus Sands as CEO.
At the time of filing, the Debtor estimated $1 million to $10
million in assets and $1 million to $10 million in liabilities.
Judge Elizabeth L. Gunn presides over the case.
Frank Morris II, Esq. at The Law Firm of MorrisMargulies, LLC
represents the Debtor as counsel.
ALLTECH INC: Moody's Cuts CFR & Sr. Secured First Lien Debt to B3
-----------------------------------------------------------------
Moody's Investors Service downgraded Alltech, Inc.'s Corporate
Family Rating to B3 from B2 and Probability of Default Rating to
B3-PD from B2-PD. Moody's also downgraded the rating on the
company's senior secured first lien revolving credit facilities and
senior secured first lien term loans to B3 from B2. The outlook is
stable.
The downgrade reflects Moody's expectation that Alltech's debt to
EBITDA (on a Moody's adjusted basis) will remain above 5x in the
next 12 to 18 months. In addition, the downgrade also reflects
Moody's expectation that free cash flow will also be fairly low
during this time period. A cycle low in the protein market (cattle,
hogs, and poultry) has led to reduced feed volume demand for
Alltech's core businesses in the last 12 months, especially its
Nutrition segment. In addition, a significant increase in animal
diseases during the same time period has also had a negative impact
on Alltech's animal feed volumes. Outbreaks of Avian influenza for
poultry in the Americas and African Swine Fever for hogs in Asia
have caused some of Alltech's customers to significantly reduce
their order volumes. Although, Alltech could see a pick-up in
customer volumes in the next 12 to 18 months, assuming the amount
of animal disease outbreaks declines next year, the company is
still likely to experience lower feed volume demand from its cattle
customers. Cattle customers represent approximately 40% of
Alltech's revenues, and the time to rebuild cattle herds typically
lasts much longer than the supply cycles for hogs and poultry.
RATINGS RATIONALE
Alltech's B3 CFR reflects the company's leading position in the
very specialized and fragmented animal feed specialty ingredients
industry, very strong customer and geographic diversification, and
adequate liquidity. Offsetting these factors are the company's high
financial leverage with Moody's adjusted debt/EBITDA of 6.7x
(excluding interest income from the early settlement of interest
rate swap agreements) as of the LTM period ended June 30, 2023,
historically volatile free cash flow, and exposure to volatile
protein and agriculture industry cycles. In addition, Moody's views
the existence of AWW Holdings, Inc.'s (parent company of Alltech)
15% payment-in-kind (PIK) preferred shares ($315 million accreted
value as of June 2023) as a credit negative given potential
leveraging event risk should management decide to redeem this
security, which became redeemable as of May 2023 and are puttable
in 2026. Although these shares are subordinate to Alltech's
existing debt, management could issue incremental debt or use
Alltech's liquidity to fund the redemption of these securities,
which are convertible into 25% ownership of Alltech. Alltech has
the option to pay dividends in cash but Moody's does not believe
this is likely given the company's projected free cash flow. The
high PIK accretion rate leads to an increasingly meaningful amount
of equity capital ahead of the Lyons family equity, which creates
an incentive to redeem the instrument.
Alltech's science based proprietary technology allows the company
to provide unique sustainable feed solutions for farmers. The
company does not sell anti-biotic medicated specialty feed
ingredients and is one of the largest non-pharmaceutical animal
health companies in the world. As such, current societal trends of
improved animal welfare and reduced environmental impact are a
strong tailwind. Offsetting this tailwind is the company's
susceptibility to end market farmer conditions. In a weak economic
environment for farmers, the company could see a decline in
revenues and EBITDA as its customers may forego or reduce the use
of Alltech's higher margin specialty ingredients products.
Alltech's specialty ingredients business represents approximately
37% of its overall revenues and 60% of its EBITDA. Considering the
large portion of its EBITDA that is derived from the specialty
ingredients business, an economic downtown for farmers could have a
negative impact on the company's revenue, cash flow and credit
metrics.
Moody's expects that Alltech, Inc. will operate with adequate
liquidity. This incorporates the company's $74 million of cash as
of June 30, 2023, Moody's projection for approximately flat to
slightly negative free cash flow in the next 12 months,
approximately $202 million of availability on the $305 million
revolver, and no meaningful debt maturities through 2026.
Increasing revolver borrowings for acquisitions and investments
over the last year are reducing availability and liquidity. The
cash sources provide adequate resources for the $24 million of
required annual amortization, reinvestment needs and potential
acquisitions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The stable outlook reflects Moody's view that Alltech will maintain
adequate liquidity and that the company's Moody's adjusted debt to
EBITDA will decline from 6.7x (excluding interest income from the
early settlement of interest rate swap agreements) as of the LTM
period ended June 30, 2023 to below 6.0x in the next 12 to 18
months.
The ratings could be upgraded if the company increases product
volumes, revenue and earnings, generates sustained and comfortably
positive free cash flow, maintains good liquidity, and reduces
financial leverage such that Moody's adjusted debt to EBITDA is
sustained below 5.0x. Ratings could be downgraded if EBITDA
declines, free cash flow remains low or negative, liquidity
deteriorates, or EBITDA less capital spending to interest falls
below 1.5x.
The principal methodology used in these ratings was Protein and
Agriculture published in November 2021.
Headquartered in Nicholasville, Kentucky, Alltech, Inc. is a
manufacturer and distributor of animal feed and specialty
ingredients used primarily in the production of animal proteins and
products (including beef, poultry, dairy, and pork). Alltech is
privately held by the Lyons family. Revenue for the 12 months ended
June 30, 2023 was approximately $2.0 billion.
ALPINE SUMMIT: Final $3 Million Loan Draw in Chapter 11 Okayed
--------------------------------------------------------------
Rick Archer of Law360 reports that a Texas bankruptcy judge
Wednesday, September 13, 2023, gave oil and gas driller Alpine
Summit Energy Partners permission to draw on the last $3 million of
its Chapter 11 financing after the company assured its vendors
their claims will continue to have priority.
About Alpine Summit Energy Partners
Alpine Summit Energy Partners Inc. and its affiliates develop, own,
and operate oil and gas properties in several formations in Texas.
Alpine Summit Energy Partners and its affiliates, including HB2
Origination, LLC, sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90739) on July
5, 2023. In the petition filed by Craig Perry, CEO and Chairman of
Alpine Summit Energy Partners' Board of Directors, Alpine Summit
Energy Partners estimated assets up to $50,000 and liabilities
between $500,000 and $1 million.
Affiliate Ageron Energy II, LLC estimated $100 million to $500
million in assets and $1 million to $10 million in liabilities.
Affiliate HB2 Origination, LLC estimated $100 million to $500
million in assets and $50 million to $100 million in liabilities.
The Honorable Bankruptcy Judge David R. Jones oversees the cases.
The Debtors tapped PORTER HEDGES LLP as counsel; HOULIHAN LOKEY
CAPITAL, INC., as investment banker; and HURON CONSULTING SERVICES
LLC as financial advisor. KROLL RESTRUCTURING ADMINISTRATION LLC
is the claims agent.
AMERICAN PHYSICIAN: Files Voluntary Chapter 11 Bankruptcy Petition
------------------------------------------------------------------
American Physician Partners, LLC, and certain of its affiliates, on
Sept. 18 disclosed that it has voluntarily filed for Chapter 11
protection under the U.S. Bankruptcy Code in the U.S. Bankruptcy
Court for the District of Delaware (the "Court") to complete the
orderly wind down of its business affairs following the transition
of its clinical operations.
APP's management, advisors, and board have been fully focused on
minimizing disruption for its hospital and health system clients,
patients, physicians, clinicians, and employees while maximizing
value for its creditors and other stakeholders. Effective July 31,
2023, the Company had transitioned all its clients to other
strategic emergency medicine companies or insourced with the
respective hospitals or health systems. Through the transition,
there was no interruption to patient care and APP satisfied or
arranged for the satisfaction of significant obligations of the
Company.
APP filed for Chapter 11 after careful consideration and in
consultation with management, advisors, and the Board. Throughout
this wind down process, the Company's priority has been to minimize
disruption for APP's valued hospital and health system partners and
the communities they serve. APP's management team has made an
extraordinary effort to focus on patient care above all else and
advocate for the valued team serving its patients and supporting
clinicians, while navigating financial challenges and difficult
market conditions. APP extends its deepest gratitude to its
dedicated physicians, clinicians, employees, and partners who have
been part of the Company's journey.
APP is filing customary "First Day Motions" with the Court to
facilitate a smooth transition into Chapter 11 and intends to
uphold its commitments to its continuing employees. These motions,
which the Company believes will be approved in short order, include
requests to continue to pay wages and honor benefits in the
ordinary course.
The Company is seeking Court approval to consensually use cash
collateral to fund its orderly wind down during the Chapter 11
cases. The Company intends to seek confirmation of a Plan of
Liquidation by the Court to complete an orderly and efficient wind
down of its business affairs.
Additional Information
Court filings and additional information related to the Company's
Chapter 11 cases are available on a separate website administrated
by the Company's claims, noticing, and solicitation agent, Epiq
Corporate Restructuring, LLC, at
https://dm.epiq11.com/AmericanPhysicianPartners. Stakeholders with
questions may call the support hotline at 877-637-5041 or
+1-503-917-3153 if calling from outside the U.S. or Canada or email
AmericanPhysicianPartners@epiqglobal.com.
Pachulski Stang Ziehl & Jones LLP and Bass Berry & Sims PLC are
serving as legal counsel and John DiDonato of Huron Consulting
Group is serving as Chief Restructuring Officer of the Company. The
Company has retained C Street Advisory Group, LLC to serve as
strategy and communications advisor.
About American Physician Partners
Headquartered in Brentwood, Tennessee, American Physician Partners
was founded in 2015 to provide a better alternative to hospitals
and healthcare systems for their clinical outsourcing needs. Since
its inception, the company grew to more than 160 practice sites and
became a recognized leader in the provision of exceptional
emergency medicine, hospital medicine, and critical care management
services to hospitals and healthcare systems nationwide. APP earned
its extensive growth by remaining true to its mission to support
its providers and hospital partners in providing safe,
compassionate, and efficient care to every patient, every time.
AMERIFIRST FINANCIAL: Seeks to Hire Omni as Administrative Agent
----------------------------------------------------------------
AmeriFirst Financial, Inc. and Phoenix 1040, LLC seek approval from
the U.S. Bankruptcy Court for the District of Delaware to employ
Omni Agent Solutions.
The Debtors require an administrative agent to:
(a) assist with, among other things, solicitation, balloting
and tabulation of votes, and preparation of any related reports;
(b) prepare an official ballot certification and, if
necessary, testify in support of the ballot tabulation results;
(c) assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
(d) provide a confidential data room, if requested;
(e) manage and coordinate any distributions pursuant to a
Chapter 11 plan; and
(f) provide such other processing, solicitation, balloting,
and administrative services described in the Retention Agreement.
The hourly rates of Omni's professionals are as follows:
Analyst $45 - $75
Consultants $75 - $195
Senior Consultants $200 - $240
Solicitation and Securities Consultant $200 - $225
Director of Solicitation and Securities $250
Technology/Programming $85 - $155
In addition, the firm will seek reimbursement for expenses
incurred.
Paul Deutch, the executive vice president of Omni Agent Solutions,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Paul H. Deutch
Omni Agent Solutions
5955 De Soto Avenue, Suite 100
Woodland Hills, CA 91367
Telephone: (818) 906-8300
About AmeriFirst Financial
AmeriFirst Financial, Inc., a mid-sized independent mortgage
company, and its affiliate Phoenix 1040, LLC filed Chapter 11
petitions (Bankr. D. Del. Lead Case No. 23-11240) on Aug. 24, 2023.
In the petitions signed by T. Scott Avila, chief restructuring
officer, each Debtor disclosed between $50 million and $100 million
in both assets and liabilities.
Judge Thomas M. Horan oversees the cases.
The Debtors tapped Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones, LLP as bankruptcy counsel; Paladin Management Group,
LLC as restructuring advisor; and Omni Agent Solutions, Inc. as
claims, noticing and administrative agent.
AMERIFIRST FINANCIAL: Taps Pachulski Stang Ziehl & Jones as Counsel
-------------------------------------------------------------------
AmeriFirst Financial, Inc. and Phoenix 1040 LLC seek approval from
the U.S. Bankruptcy Court for the District of Delaware to employ
Pachulski Stang Ziehl & Jones, LLP.
The Debtors require legal counsel to:
(a) assist, advise, and represent the Debtors in their
consultations with estate constituents regarding the administration
of the Chapter 11 cases;
(b) assist, advise, and represent the Debtors in any manner
relevant to their financing needs, asset dispositions, leases, and
other contractual obligations;
(c) assist, advise, and represent the Debtors in any issues
associated with the assets, liabilities, and financial condition of
the Debtors;
(d) assist, advise, and represent the Debtors in the
negotiation, formulation, and drafting of any plan of
reorganization and disclosure statement;
(e) assist, advise, and represent the Debtors in the
performance of their duties and the exercise of their powers under
the Bankruptcy Code, the Bankruptcy Rules, and any applicable local
rules and guidelines; and
(f) provide such other necessary advice and services as the
Debtors may require in connection with the Chapter 11 cases.
The hourly rates of the firm's counsel and staff are as follows:
Partners $995 - $1,995
Of Counsel $875 - $1,525
Associates $725 - $895
Paraprofessionals $495 - $545
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received payments from the Debtors during the year prior
to the petition date in the amount of $250,000 in connection with
its pre-bankruptcy representation of the Debtors.
Laura Davis Jones, Esq., a partner at Pachulski Stang Ziehl &
Jones, provided the following information in response to the
request for additional information set forth in Paragraph D.1 of
the Fee Guidelines.
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this engagement
vary their rate based on the geographic location of the bankruptcy
case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments or
discounts offered during the 12 months prepetition. If your billing
rates and material financial terms have changed post-petition,
explain the difference and the reasons for the difference.
Response: The firm represented the Debtors during the 12-month
period prepetition. The material financial terms for the
prepetition engagement remained the same as the engagement was
hourly-based subject to economic adjustment. The billing rates and
material financial terms for the post-petition period remain the
same as the prepetition period subject to an annual economic
adjustment. The firm's standard hourly rates are subject to
periodic adjustment in accordance with the firm's practice.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: The Debtors and the firm expect to develop a
prospective budget and staffing plan to comply with the U.S.
trustee's requests for information and additional disclosures,
recognizing that in the course of these Chapter 11 cases there may
be unforeseeable fees and expenses that will need to be addressed
by the Debtors and the firm.
Ms. Jones disclosed in a court filing that her firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Laura Davis Jones, Esq.
Pachulski Stang Ziehl & Jones, LLP
919 North Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
Email: ljones@pszjlaw.com
About AmeriFirst Financial
AmeriFirst Financial, Inc., a mid-sized independent mortgage
company, and its affiliate Phoenix 1040, LLC filed Chapter 11
petitions (Bankr. D. Del. Lead Case No. 23-11240) on Aug. 24, 2023.
In the petitions signed by T. Scott Avila, chief restructuring
officer, each Debtor disclosed between $50 million and $100 million
in both assets and liabilities.
Judge Thomas M. Horan oversees the cases.
The Debtors tapped Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones, LLP as bankruptcy counsel; Paladin Management Group,
LLC as restructuring advisor; and Omni Agent Solutions, Inc. as
claims, noticing and administrative agent.
AMERIFIRST FINANCIAL: Taps Paladin to Provide CRO, Other Staff
--------------------------------------------------------------
AmeriFirst Financial, Inc. and Phoenix 1040 LLC seek approval from
the U.S. Bankruptcy Court for the District of Delaware to employ
Paladin Management Group, LLC to provide a chief restructuring
officer (CRO) and additional personnel.
The Debtors require a restructuring advisor to:
(a) make decisions with respect to all aspects of the
management and operation of the Debtors' business;
(b) identify and implement various strategic restructuring
strategies and assess the business and financial impact of those
strategies;
(c) develop and implement cash management and cash flow
forecasting processes;
(d) assess the Debtors' liquidity outlook, debt service
capacity and appropriate capital structure;
(e) subject to the limitations contained in the engagement
letter, assist with the preparation of financial forecasts and
reports that may be required by the board, lenders, and
stakeholders;
(f) assist with strategic communications and negotiations with
the Debtors' lenders, significant vendors, and other stakeholders;
(g) assist in the sale or the monetization of the Debtors'
assets;
(h) administer the Debtors' Chapter 11 bankruptcy case; and
(j) provide such further advice and support that are conducive
to the above or as the parties otherwise agree.
The hourly rates of the firm's professionals are as follows:
CRO $825
Other Professionals $425 - $825
In addition, the firm will seek reimbursement for expenses
incurred.
Paladin received $75,000 as a retainer from the Debtors.
T. Scott Avila, a founding partner at Paladin Management Group,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
T. Scott Avila
Paladin Management Group, LLC
633 W. 5th Street, 26th Floor
Los Angeles, CA 90071
Telephone: (310) 753-1324
Email: savila@paladinmgmt.com
About AmeriFirst Financial
AmeriFirst Financial, Inc., a mid-sized independent mortgage
company, and its affiliate Phoenix 1040, LLC filed Chapter 11
petitions (Bankr. D. Del. Lead Case No. 23-11240) on Aug. 24, 2023.
In the petitions signed by T. Scott Avila, chief restructuring
officer, each Debtor disclosed between $50 million and $100 million
in both assets and liabilities.
Judge Thomas M. Horan oversees the cases.
The Debtors tapped Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones, LLP as bankruptcy counsel; Paladin Management Group,
LLC as restructuring advisor; and Omni Agent Solutions, Inc. as
claims, noticing and administrative agent.
AMYRIS INC: Didn't Get Final Approval on $190 Million DIP Loan
--------------------------------------------------------------
Leslie A. Pappas of Law360 reports that bankrupt biochemical
company Amyris Inc. failed to get final court approval Thursday,
September 14, 2023, for its $190 million post-petition financing
after cannabinoid maker and creditor Lavvan Inc. raised a series of
issues that a Delaware bankruptcy judge said he found troubling.
About Amyris, Inc.
Amyris (Nasdaq: AMRS) -- http://www.amyris.com/-- is a leading
synthetic biotechnology company, transitioning the Clean Health &
Beauty and Flavors & Fragrances markets to sustainable ingredients
through fermentation and the company's proprietary
Lab-to-Market(TM) technology platform. This Amyris platform
leverages state-of-the-art machine learning, robotics and
artificial intelligence, enabling the company to rapidly bring new
innovation to market at commercial scale. Amyris ingredients are
included in over 20,000 products from the worldps top brands,
reaching more than 300 million consumers. Amyris also owns and
operates a family of consumer brands that is constantly evolving
to
meet the growing demand for sustainable, effective and accessible
products.
Amyris, Inc, et al., sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11131) on Aug. 9,
2023. The petitions were signed by Han Kieftenbeld as interim chief
executive officer & chief financial officer.
In the petition, Amyris disclosed $679,679,000 in assets and
$1,327,747,000 in liabilities.
Pachulski Stang Ziehl & Jones LLp serves as the Debtors' bankruptcy
counsel. Fenwick & West, LLP is the Debtorps corporate counsel.
The Debtors tapped PricewaterhouseCoopers LLP as their financial
advisor, while Intrepid Investment Bankers LLC serves as the
Debtorsp investment banker. Stretto, Inc., is the Debtors' claims,
noticing, solicitation agent and administrative adviser.
AMYRIS INC: Taps Fenwick & West as Special Corporate Counsel
------------------------------------------------------------
Amyris, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Fenwick &
West LLP as special corporate counsel.
The firm's services include:
(i) corporate governance advice;
(ii) securities law advice, including review of filings with
the SEC;
(iii) potential M&A transactions;
(iv) potential corporate financings;
(v) general employment advice; and
(vi) assistance regarding internal investigations.
The firm will be paid at these hourly rates:
Partners $1135 - $1900
Counsel/Senior Counsel $790 - $1135
Associates/Staff Attorneys $540 - $1075
Paralegals $215 - $580
Practice Support Professionals $195 - $890
In addition, the firm will seek reimbursement for expenses
incurred.
Mark Porter, Esq., a counsel at Fenwick & West, disclosed in a
court filing that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Mr.
Porter 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 billing rates have remained substantially
consistent with the billing rates above, subject to standard annual
adjustments at the beginning of 2023. In June 2023 the firm moved
to an advance retainer approach to all corporate work; and
-- the Debtors and Fenwick have discussed an anticipated
budget for these Chapter 11 Cases.
The firm can be reached through:
Mark E. Porter, Esq.
FENWICK & WEST LLP
555 California Street
San Francisco, CA 94104
Telephone: 415-875-2363
Email: mporter@fenwick.com
About Amyris, Inc.
Amyris (Nasdaq: AMRS) -- http://www.amyris.com/-- is a leading
synthetic biotechnology company, transitioning the Clean Health &
Beauty and Flavors & Fragrances markets to sustainable ingredients
through fermentation and the company's proprietary
Lab-to-Market(TM) technology platform. This Amyris platform
leverages state-of-the-art machine learning, robotics and
artificial intelligence, enabling the company to rapidly bring new
innovation to market at commercial scale. Amyris ingredients are
included in over 20,000 products from the worldps top brands,
reaching more than 300 million consumers. Amyris also owns and
operates a family of consumer brands that is constantly evolving to
meet the growing demand for sustainable, effective and accessible
products.
Amyris, Inc, et al. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11131) on Aug. 9,
2023. The petitions were signed by Han Kieftenbeld as interim chief
executive officer & chief financial officer.
In the petition, Amyris disclosed $679,679,000 in assets and
$1,327,747,000 in liabilities.
Pachulski Stang Ziehl & Jones LLp serves as the Debtors' bankruptcy
counsel. Fenwick & West, LLP is the Debtorps corporate counsel. The
Debtors tapped PricewaterhouseCoopers LLP as their financial
advisor, while Intrepid Investment Bankers LLC serves as the
Debtors' investment banker. Stretto, Inc. is the Debtors' claims,
noticing, solicitation agent and administrative adviser.
APPHARVEST PRODUCTS: Chapter 11 Plan With Liquidation, Sale Okayed
------------------------------------------------------------------
Emily Lever of Law360reports that Kentucky-based greenhouse
agriculture company AppHarvest Products LLC got the approval of a
Texas bankruptcy judge Thursday, September 14, 2023, to move
forward with its uncontested Chapter 11 plan and proceed
immediately with liquidation and sale closings without the
customary two-week stay.
About AppHarvest Products
AppHarvest Products, LLC, and affiliates are a sustainable food
company founded as a public benefits corporation and based in
Appalachia that develop and operate some of the world's largest
high-tech indoor farms, all of which use robotics and artificial
intelligence to build a reliable, climate-resilient food system.
AppHarvest Products and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 23-90745) on July 23, 2023. In the petition signed by Gary
Broadbent, chief restructuring officer, AppHarvest, Inc. disclosed
$609,804,000 in assets and $341,060,000 in liabilities.
Judge David R. Jones oversees the case.
The Debtors tapped Sidley Austin, LLP as general bankruptcy
counsel; Jackson Walker, LLP as local bankruptcy counsel and
conflicts counsel; Triple P RTS, LLC as financial advisor;
Jefferies, LLC as investment banker, and Stretto, Inc. as claims
agent.
The DIP Lender is represented by Rusty Brewer, Esq., at Amis, Patel
& Brewer, LLP.
ARU PHARMA: Deadline to File Proof of Claim Set for October 4
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York set
Oct. 4, 2023, as the last date for each person or entity to file
proofs of claim against Aru Pharma Inc.
The Court also set Sept. 27, 2023, as deadline for all governmental
units to file their claims against the Debtor.
All proofs of claim must be filed (i) electronically on the Court's
case management/electronic case file system at
https:www.nysb.uscourts.gov or (ii) by mailing or delivering the
original proof of claim to the Court as:
U.S. Bankruptcy Court
Southern District of New York
300 Quarropas Street,
White Plains, New York 10601
About Aru Pharma
Aru Pharma Inc., a manufacturer of drugs and pharmaceuticals in
Yonkers, N.Y., filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-22157) on Feb. 27,
2023. In the petition filed by Rajammal Jayakumar, proposed
executrix of the Estate of Arumugan Jayakumar, the Debtor reported
total assets of $109,091 and total liabilities of $1,409,828.
Judge Sean H. Lane oversees the case.
The Debtor tapped Michael G. Mc Auliffe, Esq., at The Law Office of
Michael G. Mc Auliffe as bankruptcy counsel and Neil Flynn, Esq.,
at The Russell Friedman Law Group, LLP as special counsel.
ARUZE GAMING: Taps Bill Hughes of B. Riley as CRO
-------------------------------------------------
Aruze Gaming America, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Nevada to employ Bill Hughes, a managing
director at B. Riley Advisory Services, as its chief restructuring
officer.
The Debtor requires a CRO to:
(a) oversee various aspects of the day-to-day activities of
the Debtor during the winddown;
(b) assist and advise with respect to myriad tasks and
activities to be completed in connection with the winddown;
(c) provide direction to remaining Debtor's personnel,
advisors, and independent contractors with respect to the various
winddown tasks to be completed;
(d) coordinate communications with the Debtor's creditors,
vendors, and other stakeholders;
(e) cause the Debtor to exercise or enforce its rights under
agreements to which it is a party;
(f) retain, supervise or terminate the Debtor's employees and
independent contractors;
(g) work with the Debtor's legal counsel to formulate or
confirm a Chapter 11 plan of liquidation;
(h) communicate and collaborate with a liquidating trustee (to
be appointed) to transfer the Debtor's residual assets and
transition its remaining open affairs after a plan of liquidation
has been confirmed by the bankruptcy court;
(i) manage bankruptcy, regulatory, and other compliance
reporting processes; and
(j) perform such other tasks or duties that fall within the
customary responsibilities of a CRO in Chapter 11 matters involving
similar circumstances.
Mr. Hughes will be paid at his hourly rate of $495.
In a court filing, Mr. Hughes disclosed that he is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Hughes can be reached at:
Bill Hughes
B. Riley Advisory Services
7033 E. Greenway Parkway, Suite 170
Scottsdale, AZ 85254
Telephone: (480) 272-4930
Email: bhughes@brileyfin.com
About Aruze Gaming America
Las Vegas-based Aruze Gaming America, Inc. designs, develops and
manufactures gaming machines.
Aruze Gaming America sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 23-10356) on Feb. 1, 2023.
In the petition signed by its chief executive officer, Yugo
Kinoshita, the Debtor disclosed up to $10 million in assets and up
to $50 million in liabilities.
The bankruptcy filing is a part of Aruze's efforts to seek
financial restructuring in the wake of a recent garnishment
judgment against Aruze resulting from a separate judgment against
Aruze's shareholder.
Judge August B. Landis oversees the case.
The Debtor tapped Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC
as legal counsel and Withum Smith+Brown, PC as tax accountant.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Schwartz Law, PLLC and Sheppard, Mullin, Richter &
Hampton LLP as legal counsels, and Province, LLC as financial
advisor.
ASMARA MLK: Ordered to File and Serve Plan by Sept. 30
------------------------------------------------------
On Sept. 1, 2023, the Bankruptcy Court conducted a Chapter 11
status conference and hearing on the Disclosure Statement aspect of
the Combined Plan and Disclosure Statement of Asmara MLK, LLC.
Appearances were stated on the record.
For the reasons stated on the record, Judge Charles Novack ordered
that by Sept. 30, 2023 Asmara MLK, LLC will file and serve an
Amended Combined Plan and Disclosure Statement.
If the Amended Document is not timely filed, the court will issue
an order to show cause as to why the case should not be converted
or dismiss.
Secured Creditor Pacific Private Money Fund I, LLC1 ("PPM"),
objected to approval of the Combined Plan of Reorganization and
Disclosure Statement, filed by Asmara MLK, LLC, on the grounds that
the Debtor's Disclosure Statement, as drafted, does not contain
adequate information as required by 11 U.S.C. s 1125.
PPM also argued that the Debtor's Plan is unconfirmable because
there is no impaired consenting class of unsecured creditors. The
only unsecured creditor identified in the Disclosure Statement is
the California Franchise Tax Board, allegedly holding a claim of
$412.41. Page 13 of the Disclosure Statement indicates that the
Debtor has more than sufficient cash to pay this claim in full on
the effective date of the Plan. Therefore, this claim is not
impaired, and is not entitled to vote on the Plan. Without an
impaired consenting class of unsecured creditors voting in favor of
the Plan, the Plan is unconfirmable. 11 U.S.C. s 1129(a)(10). In
addition, the use of a de minimis creditor to create an impaired
consenting class appears to be an artifice to circumvent the
purpose of section 1129(a)(10), thereby preventing the required
finding that the Plan has been proposed in good faith.
Attorneys for Secured Creditor Pacific Private Money Fund I, LLC:
Mike Neue, Esq.
GERACI LAW FIRM
90 Discovery
Irvine, CA 92618
Tel: (949) 379-2600
Fax: (949) 379-2610
E-mail: m.neue@geracillp.com
About Asmara MLK
Asmara MLK, LLC in Oakland, CA, filed its voluntary petition for
Chapter 11 protection (Bankr. N.D. Cal. Case No. 23-40430) on April
17, 2023, listing $1 million to $10 million in assets and $100,000
to $500,000 in liabilities. Asmerom Berhe Ghebrmicael, Sr., as
managing member., signed the petition.
Judge William J. Lafferty oversees the case.
LAW OFFICE OF MARC VOISENAT serve as the Debtor's legal counsel.
B&G PROPERTY: Fine-Tunes Plan Documents
---------------------------------------
B&G Property Investments, LLC, submitted a Third Amended Disclosure
Statement describing Third Amended Plan of Reorganization.
The Debtor owns three parcels of land in West Point, Georgia: two
parcels are owned directly by the Debtor while a third parcel is
held in a wholly-owned subsidiary.
The Plan proposes a sequence of benchmarks laying out the
successive alternatives and timing for development, sale, or
surrender of The Villages, the Debtor's primary asset. DJ&M
Development Corporation has agreed to make ongoing attempts to
obtain sufficient funding in an aggregate principal amount (up to
$850,000, inclusive of fees and costs) sufficient for operational
funds to bring The Villages development to a "shovel-ready" status
(the "Interim Facility").
The Interim Facility will be direct funding supplied by DJ&M
Development Corporation using its secured claim against The
Villages as collateral for a loan or loans with one or more lenders
(the "Interim Facility Lender"), with DJ&M Development Corporation
as the sole obligor to the Interim Facility Lender, reducing its
secured claim in an amount equal to the Interim Facility (up to
$850,000), and having no other recourse against the Debtor aside
from its Class 2 Claim. The Interim Facility shall be closed and
funded on or before a date 365 days after the Effective Date.
The proceeds of the Interim Facility will be held and used by DJ&M
Development Corporation. In connection with the Interim Facility,
Debtor may offer a purchase option for The Villages to the Interim
Facility Lender. Such purchase option shall be for a purchase price
of not less than $8.4 million and shall be exercised not earlier
than 366 days after the Effective Date and not later than 395 days
after the Effective Date.
When the property was first located in 2009 the purchase price was
a total of $1,910,000. A result of DJ&M's efforts under the DFA
during this 7-year period between 2009 and 2014 the property
appraised for $3,648,000. This calculates to B&G having an equity
growth in the property value of $1,738,000 since DJ&M began
performing under the DFA. To enable Grove/DJ&M to perform this
work, B&G paid DJ&M a 7-year total of $626,069 which is a monthly
average of $7,453 and $89,438 per year. This is significantly less
than the $1,000,000 + that Grove grossed in 2006 and in the prior
years as a developer.
By early 2014, DJ&M's developmental activities in the West Point
rental market were gaining success and it became necessary for
Grove to relocate to Georgia to ensure oversight of the development
teams. In August 2014, the Grove family entity formed DEGI II
Productions, Development, and Design Services, (DEGI II) as a
Georgia limited liability company and it was agreed the DFA with
DJ&M, would be reassigned to DEGI II. By agreeing to this, DJ&M was
forfeiting its right to 3% of fees on future loans beyond the first
project loan.
For this concession, the terms of the reassignment to DEGI II in
2014 were that upon closing of the first loan, B&G's 3% success fee
payable under the DFA Part-2 would be apportioned, with DJ&M's
portion being $1,930,000 for its 7-year effort, plus seven percent
interest. DEGI II would be entitled to the ongoing Part-1 of the
DFA until a loan closing, plus the remainder of Part-2 success fees
earned in the project. The balance owing to DJ&M under the note
including interest, now calculates to $2,978,691.
By 2017, CBRE appraised the property for $4.4 million. On April 9,
2020, B&G closed a project loan of $ 125M with CIG Capital, with a
3% success fee calculating to $3,750,000 to be shared by DJ&M and
DEGI II under Part-2 of the DFA. Debtor is advised by DJ&M and DEGI
II that that Part-2 success fee is to be apportioned to DJ&M in the
amount of $2,987,691 with DEGI II owed the remaining $771,319 of
the total success fee. This amount claimed by DEGI II as part of
the Part-2 success fee is not currently an allowed unsecured claim.
DEGI II also claims $439,710 under Part-1 of the DFA.
The Debtor projects that in excess of $7 million will be available
to pay Class 8 General Unsecured Creditors under the Exit Facility,
which will result in payment in excess of 80% of the claims of all
Class 8 creditors (especially having the benefit of DJ&M's funding
efforts under the Plan). Alternatively, in the event of a sale of
The Villages after securing the necessary approvals for a 720-unit
development in connection with the Interim Facility, the Debtor
projects approximately $776,000 would be available to pay Class 8
creditors under the settlement with DJ&M.
The payments due under the Plan will be funded by the proceeds of
the Exit Facility or the sale of The Villages.
A full-text copy of the Third Amended Disclosure Statement dated
September 14, 2023 is available at https://urlcurt.com/u?l=kUJvmJ
from PacerMonitor.com at no charge.
Attorneys for the Debtor:
Douglas R. Ricks, Esq.
Christopher N. Coyle, Esq.
VANDEN BOS & CHAPMAN, LLP
319 SW Washington St., Suite 520
Portland, OR 97204
Tel: 503-241-4861
Fax: 503-241-3731
About B&G Property Investments
B&G Property Investments, LLC, a company in Medford, Ore., filed
its voluntary petition for relief under Chapter 11 of theBankruptcy
Code (Bankr. D. Ore. Case No. 22-60998) on July 29, 2022, with $10
million to $50 million in both assets and liabilities. Keith Boyd,
manager, signed the petition.
Judge Thomas M. Renn presides over the case.
Douglas R. Ricks, Esq., at Vanden Bos & Chapman, LLP represents the
Debtor.
The U.S. Trustee for Region 18 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee is represented by Farleigh Wada Witt.
BED BATH & BEYOND: Gets Court Okay for Chapter 11 Exit Plan
-----------------------------------------------------------
Hilary Russ of Law360 reports that home goods retailer Bed Bath &
Beyond Inc. on Tuesday, September 12, 2023, won court approval to
end its bankruptcy with a plan to distribute the proceeds of
going-out-of-business sales to secured lenders while wiping out
shareholders.
About Bed Bath & Beyond
Bed Bath & Beyond Inc., together with its subsidiaries, is an
omnichannel retailer selling a wide assortment of merchandise in
the Home, Baby, Beauty & Wellness markets and operates under the
names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face
Values. The Company also operates Decorist, an online interior
design platform that provides personalized home design services.
At its peak, Bed Bath & Beyond operated the largest home furnishing
retailer in the United States with over 970 stores across all 50
states, consistently at the forefront of major home and bath
trends. Operating stores spanning the United States, Canada,
Mexico, and Puerto Rico, Bed Bath & Beyond offers everything from
bed linens to cookware to electric appliances, home organization,
baby care, and more.
Bed Bath & Beyond closed over 430 locations across the United
States and Canada before filing chapter 11 cases, implementing full
scale winddowns of their Canadian business and the Harmon branded
stores.
Left with 360 Bed Bath & Beyond and 120 buybuy BABY stores, Bed
Bath & Beyond Inc. and 73 affiliated debtors on April 23, 2023,
each filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code to pursue a wind down of operations.
The cases are pending before the Honorable Vincent F. Papalia and
have requested joint administration of the cases under Bankr.
D.N.J. Lead Case No. 23-13359.
Kirkland & Ellis LLP and Cole Schotz P.C. are serving as legal
counsel, Lazard Frares & Co. LLC is serving as investment banker,
and AlixPartners LLP is serving as financial advisor. Bed Bath &
Beyond Inc. has retained Hilco Merchant Resources LLC to assist
with inventory sales. Kroll LLC is the claims agent.
BED BATH: Proposed 401(k) Lawsuit Drives More Than $5 Mil. Losses
-----------------------------------------------------------------
Jacklyn Wille of Bloomberg Law reports that two former Bed Bath &
Beyond Inc. employees on Thursday, September 14, 2023, filed a
proposed class action saying the company's recent bankruptcy
triggered the termination of one of their 401(k) investments,
driving losses of more than $5 million.
The lawsuit, filed in the US District Court for the District of New
Jersey, centers on a MassMutual guaranteed interest account offered
by the retailer's retirement plan, which was aimed at preserving
assets and providing a fixed rate of return. Bed Bath & Beyond's
April bankruptcy filing caused the company's contract with
MassMutual to terminate, which plaintiffs Paul Harvey and Lela
LaPlante say.
About Bed Bath & Beyond
Bed Bath & Beyond Inc., together with its subsidiaries, is an
omnichannel retailer selling a wide assortment of merchandise in
the Home, Baby, Beauty & Wellness markets and operates under the
names Bed Bath & Beyond, buybuy BABY, and Harmon, Harmon Face
Values. The Company also operates Decorist, an online interior
design platform that provides personalized home design services.
At its peak, Bed Bath & Beyond operated the largest home furnishing
retailer in the United States with over 970 stores across all 50
states, consistently at the forefront of major home and bath
trends. Operating stores spanning the United States, Canada,
Mexico, and Puerto Rico, Bed Bath & Beyond offers everything from
bed linens to cookware to electric appliances, home organization,
baby care, and more.
Bed Bath & Beyond closed over 430 locations across the United
States and Canada before filing chapter 11 cases, implementing full
scale winddowns of their Canadian business and the Harmon branded
stores.
Left with 360 Bed Bath & Beyond and 120 buybuy BABY stores, Bed
Bath & Beyond Inc. and 73 affiliated debtors on April 23, 2023,
each filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code to pursue a wind down of operations.
The Honorable Vincent F. Papalia presided over the jointly
administered cases under Bankr. D.N.J. Lead Case No. 23-13359.
Kirkland & Ellis LLP and Cole Schotz P.C. served as legal counsel,
Lazard Frares & Co. LLC was investment banker, and AlixPartners LLP
was the financial advisor. Bed Bath & Beyond Inc. retained Hilco
Merchant Resources LLC to assist
with inventory sales. Kroll LLC is the claims agent.
BLOCKFI INC: Bankruptcy Plan Experiences Pushback
-------------------------------------------------
Alex Wolf of Bloomberg Law reports that the Justice Department and
some BlockFi Inc. account holders objected to the crypto company's
plan to wind down in bankruptcy, taking issue with provisions that
would shield company insiders from future lawsuits.
BlockFi's Chapter 11 liquidation plan contains unnecessary and
improper provisions that would release former directors and
officers from legal liabilities related to the company's collapse,
certain BlockFi customers said in objections Monday to the US
Bankruptcy Court for the District of New Jersey. The objecting
customers held interest earning accounts on the failed digital
currency platform.
About BlockFi Inc.
BlockFi is building a bridge between digital assets and traditional
financial and wealth management products to advance the overall
digital asset ecosystem for individual and institutional
investors.
BlockFi was founded in 2017 by Zac Prince and Flori Marquez and in
its early days had backing from influential Wall Street investors
like Mike Novogratz and, later on, Valar Ventures, a Peter
Thiel-backed venture fund as well as Winklevoss Capital, among
others. BlockFi made waves in 2019 when it began providing
interest-bearing accounts with returns paid in Bitcoin and Ether,
with its program attracting millions of dollars in deposits right
away.
BlockFi grew during the pandemic years and had offices in New York,
New Jersey, Singapore, Poland and Argentina.
BlockFi worked with FTX US after it took an $80 million hit from
the bad debt of crypto hedge fund Three Arrows Capital, which
imploded after the TerraUSD stablecoin wipeout in May 2022.
BlockFi had significant exposure to the companies founded by former
FTX Chief Executive Officer Sam Bankman-Fried. BlockFi received a
$400 million credit line from FTX US in an agreement that also gave
FTX the option to acquire BlockFi through a bailout orchestrated by
Bankman-Fried over the summer. BlockFi also had collateralized
loans to Alameda Research, the trading firm co-founded by
Bankman-Fried.
BlockFi is the latest crypto firm to seek bankruptcy amid a
prolonged slump in digital asset prices. Lenders Celsius Network
LLC and Voyager Digital Holdings Inc. also filed for court
protection this year. Kirkland & Ellis is also advising Celsius
and Voyager in their separate Chapter 11 cases.
BlockFi Inc. and eight affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361) on
Nov. 28, 2022. In the petitions signed by their chief executive
officer, Zachary Prince, the Debtors reported $1 billion to $10
billion in both assets and liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors taped Kirkland & Ellis and Haynes and Boone, LLP as
general bankruptcy counsels; Walkers (Bermuda) Limited as special
Bermuda counsel; Cole Schotz, P.C., as local counsel; Berkeley
Research Group, LLC as financial advisor; Moelis & Company as
investment banker; and Street Advisory Group, LLC, as strategic and
communications advisor. Kroll Restructuring Administration, LLC,
is the notice and claims agent.
BOUQUET RESTAURANT: Gets OK to Sell Assets to PFLP for $100,000
---------------------------------------------------------------
Bouquet Restaurant, LLC received approval from the U.S. Bankruptcy
Court for the Eastern District of Kentucky to sell its assets to
PFLP, LLC.
PFLP made a $100,000 offer for the assets, which Bouquet used to
operate its restaurant located at 519 Main St., Covington, Ky.
Bouquet put the assets up for bidding to solicit higher offers from
other potential buyers, with PFLP's $100,000 offer serving as the
stalking horse bid. The company, however, did not receive competing
bids prior to the Sept. 12 deadline.
The assets will be sold to PFLP "free and clear" of right, title
and interest, according to court filings.
Bouquet will use the proceeds from the sale to pay Newtek Small
Business Finance, LLC, First Federal Leasing, LLC and Pawnee
Leasing, which, together, assert $79,641.24 in claims.
The remaining amount will be held by the company for distribution
in accordance with its Chapter 11 plan or further order by the
bankruptcy court.
About Bouquet Restaurant
Bouquet Restaurant, LLC operates a fine dining restaurant known as
Bouquet located at 519 Main St., Covington, Ky. Its sole member and
owner is Stephen A. Williams.
Bouquet Restaurant filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. E.D. Ky. Case No. 23-20279) on April
19, 2023, with up to $500,000 in assets and up to $10 million in
liabilities. Elizabeth Z. Woodward has been appointed as Subchapter
V trustee.
Judge Tracey N. Wise oversees the case.
Michael B. Baker, Esq., at The Baker Firm, PLLC, represents the
Debtor as legal counsel.
BOY SCOUTS: Deal Opponents Urge Court to Pause Bankruptcy Plan
--------------------------------------------------------------
Soma Biswas of The Wall Street Journal reports that opponents of
the Boy Scouts of America's plan for a $2.4 billion sex-abuse
settlement recently found fresh legal ammunition when the Supreme
Court agreed to examine a similar plan drawn up by Purdue Pharma.
Some of the Boy Scouts' insurers and a small group of sex-abuse
victims have renewed calls in federal court to temporarily block
the youth group's chapter 11 plan, saying it shouldn't advance any
further until the Supreme Court weighs in on Purdue's plan for mass
opioid liabilities.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
C & M ELECTRICAL: Seeks to Hire Symphona LLP as Accountant
----------------------------------------------------------
C & M Electrical Contractors, Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the Northern District of Georgia
to employ Symphona, LLP as its accountant.
The accountant will be preparing and filing the Federal and State
Subchapter S Corporation income tax returns for the year ending on
Dec. 31, 2022 and related services.
Symphona has agreed to accept a fee of $8,350 for its services.
Joshua Wells, Tax Director at Symphona, LLP, assured the court that
the his firm is a "disinterested person" within the meaning of 11
U.S.C. 101(14).
The firm can be reached through:
Joshua Wells
Symphona, LLP
1004 Hillcrest Parkway
Dublin, GA 31021
Phone: (478) 353-1737
Email: josh.wells@symphona.us
About C & M Electrical Contractors
C & M Electrical Contractors, Inc., a company in Jefferson, Ga.,
provides electrical and mechanical solutions to governmental,
industrial, commercial and agricultural sectors.
C & M and affiliate, Esco Rental, LLC, sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Lead Case
No. 22-20649) on July 14, 2022. At the time of the filing, C & M
disclosed up to $1 million in assets and up to $10 million in
liabilities while Esco Rental disclosed up to $1 million in assets
and up to $500,000 in liabilities.
Judge James R. Sacca oversees the cases.
Benjamn Keck, Esq., at Keck Legal, LLC is the Debtors' legal
counsel.
CARVANA CO: Moody's Hikes CFR to Caa3 & Alters Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service upgraded Carvana Co.'s corporate family
rating to Caa3 from Ca and probability of default rating to
Caa3-PD/LD from Ca-PD. At the same time, Moody's appended a limited
default designation ("/LD") to the PDR. The company's senior
unsecured global notes ratings were affirmed at Ca. The speculative
grade liquidity rating (SGL) remains unchanged at SGL-4 and the
outlook changed to stable from negative.
The upgrade of Carvana's CFR to Caa3 reflects the completion of its
debt exchange that pushes out some near term maturities, reduces
outstanding debt and materially reduces cash interest expense in
the two years following the exchange. The new senior secured
debt's interest is Pay-In-Kind (PIK) for up to four interest
payments mitigating the deterioration in balance sheet cash over
this two year time horizon. However, the Caa3 CFR also consider
that Carvana's ability to cover interest and generate positive free
cash flow remains highly uncertain as the economic environment
remains challenging despite the company's attempts to right size
its capital structure and reduce costs to be more in-line with
lower unit volumes. These difficulties will become even more acute
when the amount of new secured notes increase as a result of the
PIK features and become cash pay around two years post the close of
the exchange offer. As a result, Moody's believes further defaults
are highly likely. Lastly, the affirmation of the senior unsecured
global notes rated Ca reflects that this debt is now junior to a
significant amount of secured debt that was put in place as a part
of the exchange.
The appending of the PDR with an "/LD" designation follows
Carvana's September 1, 2023, announcement that the vast majority of
unsecured noteholders agreed to exchange into senior secured notes
at a substantial discount to face value. The exchange results in
$5.5 billion of the company's $5.7 billion of outstanding senior
unsecured debt being exchanged into about $4.4 billion of senior
secured debt, a substantial discount to face value, which Moody's
deems to be a distressed exchange and a limited default under
Moody's definition due to the material economic loss to lenders.
However, even though about $1.3 billion of total debt will be
eliminated with the proposed transaction the PIK feature of the
agreement will materially increase debt levels over the next two
years while the PIK feature is in effect.
RATINGS RATIONALE
Carvana's Caa3 CFR reflects the high likelihood of further defaults
as well as the low expected recovery rates given its lack of
profitability, negative free cash flow and very weak credit
metrics. Moody's expects Carvana's free cash flow deficits will
continue, particularly as the amount of secured debt increases, its
interest expense goes cash pay and as gross profit per vehicle and
inventories remain under pressure. The ratings also reflect the
company's very aggressive financial policies that resulted in its
initiative to try and right size its capital structure that
resulted in what Moody's deems a distressed exchange.
The stable outlook reflects the benefits of lower debt levels and
cash interest expense that will help to mitigate the deterioration
in balance sheet cash and cash flow deficits over the near term
although the ratings also indicates that there remains a high
probability of default and low expected recovery in a default
situation for senior unsecured noteholders.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded once the company is able to generate
consistent positive earnings and free cash flow while maintaining
adequate liquidity that would result in a lower likelihood of
default.
Ratings could be downgraded if recovery values are less than
expected or should Carvana fail to make its interest or principal
payments in a timely manner or the probability of default
increase.
Headquartered in Tempe, Arizona, Carvana Co., is a leading online
retailer of used vehicles, with revenue for the last twelve month
period ending June 30, 2023, of around $11.8 billion.
The principal methodology used in these ratings was Retail
published in November 2021.
CENERGY LLC: Seeks to Hire DeWitt LLP as Bankruptcy Counsel
-----------------------------------------------------------
Cenergy, LLC and Consumers Cooperative Association of Eau Claire
ask the U.S. Bankruptcy Court for the Western District of Wisconsin
to hire DeWitt LLP as their bankruptcy counsel.
The firm's services include:
a. advising the Debtor regarding its duties and powers under
the Bankruptcy Code;
b. assisting the Debtor in the administration of the case,
including reporting requirements;
c. attending meetings and negotiating with representatives of
creditors and other parties in interest;
d. preparing legal papers;
e. advising the Debtor with respect to any proposed sale,
lease or use of any assets of the estate;
f. prosecuting actions on behalf of the Debtor, defend actions
or contested matters commenced against the Debtor, and otherwise
representing the Debtor's interests in the case;
g. representing and appearing on behalf of the Debtor in any
proceedings before the bankruptcy court; and
h. performing all other necessary legal services for the
Debtor in connection with the case.
The hourly rates charged by the firm for its services are as
follows:
Craig E. Stevenson $430
Averie A. Niemuth $340
Other Attorneys $290 to $495
Non-Attorney Paraprofessionals $125 to $250
DeWitt received an advance fee deposit in the amount of $155,000.
As disclosed in court filings, DeWitt is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Craig E. Stevenson, Esq.
DeWitt, LLP
Two E. Mifflin Street, Ste. 600
Madison, WI 53703
Tel: (608) 252-9263
Fax: (608) 252-9243
Email: ces@dewittllp.com
About Cenergy, LLC
Cenergy, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wisc. Case No. 23-11558) on September
1, 2023. In the petition signed by K. Michael Buck, authorized
individual, the Debtor disclosed up to $10 million in both assets
and liabilities.
Judge Catherine J. Furay oversees the case.
Craig E. Stevenson, Esq., at Dewitt LLP, represents the Debtor as
legal counsel.
CENTURY COMMUNITIES: S&P Upgrades ICR to 'BB', Outlook Stable
-------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Century
Communities Inc. (CCS) and its issue-level rating on its senior
unsecured notes to 'BB' from 'BB-'. The recovery rating on the
unsecured notes remains a '3'.
S&P said, "The rating outlook on the company is stable based on our
forecast that debt to EBITDA will be below 2x for the next 24
months, and debt to capital will trend toward 30%-35%. Strong
earnings performance and a higher sales backlog at the end of 2023
and into 2024 will help ensure what we assume will be a trend
toward previous leverage levels.
"We expect closings and margins to be stronger than the first half
of 2023, as momentum carries into 2024. Mortgage rates are
stabilizing after the significant jump through the first half of
2023 as buyers acclimate to higher interest rates. Additionally,
S&P Global Ratings analysts expect housing starts of about 1.4
million in 2023 and 1.3 million in 2024 (compared with 1.2 million
we previously forecast), as recessionary fears in the U.S. economy
dissipate. Homebuilders have also moderated their incentive
programs leading to more normal cancellation rates. Stronger
housing demand since the start of 2023 coupled with a limited
resale market will likely enable more sales and home constructions
in 2023. We expect the 30-year conventional fixed-rate mortgage to
be in the mid- to high-7% range for 2023, before declining to the
high-6% area for 2024.
"We believe CCS will maintain a debt-to-EBITDA ratio of 1.5x-2x
over the next 24 months. We forecast EBITDA interest coverage of
10x by the end of fiscal 2024 based on the company's adjusted debt
of approximately $1.24 billion. We forecast the company will
generate EBITDA of roughly $500 million in fiscal 2023 before
rising to $650 million in 2024. We expect margins to decline
compared to fiscal 2022 due to softening housing demand in the
first half of 2023. However, CCS has retained the ability to
generate size and leverage metrics commensurate with a 'BB' rating.
As macroeconomic uncertainty subsides and demand for housing
maintains a reasonable pace, we expect the company to maintain its
current operating performance, which will decrease its adjusted
debt-to-EBITDA ratio below 2x area in fiscal year 2024 from our
expectation of between 2x and 2.5x at the end of fiscal 2023.
"We anticipate CCS will finish fiscal 2023 with slightly more than
8,500 home closings. As the company has managed to significantly
decrease average construction cycle times, we expect gross margins
to fall slightly due to softer demand, resulting in approximately
19% fewer homes closed than in fiscal 2022. We also anticipate
minimal decreases in home prices, which when combined with lower
closings, will reduce revenue by 25%. As a result, we expect its
adjusted EBITDA margin to decrease to the 14% area in fiscal 2023
and increase toward 17% in 2024. However, we expect demand to
increase while home prices depreciate going into fiscal 2024, and
along with improved cycle times, resulting in earnings toward the
end of 2024 of below 2x.
"The stable outlook reflects our forecast that debt to EBITDA will
be below 2x for the next 24 months, and debt to capital will trend
toward 30%-35%. Strong earnings performance and a higher sales
backlog at the end of 2023 and into 2024 will help ensure what we
assume will be a trend toward previous leverage levels. Spending
this year for new communities beyond 2023 will be financed via
operating cash flows, with adjusted debt unchanged at $1.2 billion
until its bonds mature."
S&P could lower its rating on CCS to 'BB-' within the next 12
months if:
-- Its debt to EBITDA approaches 3x;
-- S&P would anticipate this could occur if the company's EBITDA
deteriorated toward $400 million without a foreseeable recovery.
Although unlikely, S&P could raise the rating within the next 12
months to 'BB+' if:
-- CCS continues enhancing the scale of its homebuilding
operations while maintaining our expectations ofmargin improvement
that compares favorably to peers, or
-- The company sustains debt to EBITDA below 1.5x to account for
potentially weaker earnings in a cyclical downturn.
CHARLES & 20: General Unsecureds to Get Remaining Cash
------------------------------------------------------
Charles & 20, LLC and 16 East 20, LLC, submitted a Joint Chapter 11
Plan and a Disclosure Statement.
Charles & 20, LLC is a Maryland limited liability company which
owns (i) a commercial office building and (ii) a parking lot,
situated upon separate parcels of real property, together commonly
known as 4 E. North Avenue, Baltimore, Maryland. The property does
not currently generate any revenue. Charles & 20, LLC was declared
to be in default of the secured loan against its property and,
thereafter, subject to foreclosure proceedings. Following
unsuccessful negotiations to reinstate or resolve the loan, Charles
& 20, LLC was forced to commence this proceeding. As set forth in
the Proof of Claim filed by Yellow Breeches Capital, LLC (the
"Lender"), in the Claim Registry as Claim No. 2, the Lender asserts
a secured claim against Charles & 20, LLC as of the Petition Date
in the amount of $2,758,188.29.
16 East 20, LLC is a Maryland limited liability company which owns
4 separate parcels of real property in Baltimore City, Maryland,
which are generally described as street level parking lots at the
addresses: 11-15 East 21st Street, 26 East 20th Street, and 16 East
20th Street. 10. The lots are rented to local businesses who use
the parking spaces to operate and/or provide parking for employees
and customers, On average, the incoming rents from the parking lots
total $8,500 per month. The only regular expenses are taxes and
insurance. 16 East 20, LLC is subject to the same secured debt as
Charles & 20, LLC. Specifically, as set forth in the Proof of Claim
filed by the Lender, in the Claim Registry as Claim No. 2, the
Lender asserts a secured claim against 16 East 20, LLC as of the
Petition Date in the amount of $2,758,188.29.
The Debtors' cases are being jointly administered pursuant to the
Orders entered in each case on August 30, 2023.
Under the Plan, Class 3 consists of all Allowed Claims for
Unsecured Taxes of Government Units entitled to priority under
section 507(a)(8). While the Debtors do not believe that there are
any claims in Class 3, to the extent that the Court determines
otherwise, the Debtors will pay each Class 3 allowed claim in full,
in cash, on the latest of (a) the Effective Date, (b) the 30th day
after such claim has become an Allowed Claim, or (c) a date agreed
upon by the Debtors and the particular claimant. Class 2 is not a
class of claims impaired under the Plan.
Class 7 is comprised of all General Unsecured Claims, including the
unsecured, deficiency portions of the claims of Yellow Breeches.
Class 7 claims will be paid pro rata from any remaining cash of the
Debtors no later than 1 year after the Effective Date. Class 7 is a
class of claims impaired under the Plan.
The funds necessary to implement the Plan will be generated
primarily from the sale or refinance of the Debtors' assets, and
the interim cash flow of 16 East 20, LLC.
Counsel for the Debtors:
Joseph M. Selba, Esq.
TYDINGS & ROSENBERG LLP
1 East Pratt Street, Suite 901
Baltimore, MD 21202
Tel: (410) 752-9753
E-mail: jselba@tydings.com
A copy of the Disclosure Statement dated Sept. 6, 2023, is
available at https://tinyurl.ph/aLfTo from PacerMonitor.com.
About Charles & 20, LLC
Charles & 20, LLC, sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 23-14023) on June 8, 2023,
with $1 million to $10 million in both assets and liabilities.
Anthony C.Y. Cheng, member and owner, signed the petition.
Judge Nancy V. Alquist oversees the case.
Tydings & Rosenberg, LLP, is the Debtor's legal counsel.
CHIC LLC: Case Summary & Three Unsecured Creditors
--------------------------------------------------
Debtor: Chic LLC
f/d/b/a Chic, L.L.C.
d/b/a Leon Levin
30 Corporate Park, Suite 240
Pembroke, MA 02359
Business Description: Chic manufactures ladies and petites print
and solid polo shirts, cardigan sweaters and
stretch twill pants.
Chapter 11 Petition Date: September 21, 2023
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 23-11526
Debtor's Counsel: David B. Madoff, Esq.
MADOFF & KHOURY LLP
124 Washington Street, Suite 202
Foxborough, MA 02035
Tel: 508-543-0040
Fax: 508-543-0020
Email: alston@mandkllp.com
Total Assets: $312,454
Total Liabilities: $1,670,311
The petition was signed by Charles Godfrey as manager.
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/QVAIIHQ/Chic_LLC__mabke-23-11526__0001.0.pdf?mcid=tGE4TAMA
CITIUS PHARMACEUTICALS: Receives More FDA Guidance on LYMPHIR
-------------------------------------------------------------
Citius Pharmaceuticals, Inc. has received additional guidance from
the U.S. Food and Drug Administration regarding the Company's
response to the complete response letter received on July 28, 2023,
for LYMPHIR for the treatment of patients with relapsed or
refractory cutaneous T-cell lymphoma.
The FDA has agreed with the Company's plans to address the
requirements outlined in the complete response letter (CRL)
received July 28, 2023. The guidance from the FDA provides Citius
with a path for completing the necessary activities to support the
resubmission of the Company's Biologics License Application (BLA)
for denileukin diftitox. No additional clinical efficacy or safety
trials have been requested by FDA for the resubmission.
"We are encouraged by the constructive engagement with the FDA,"
stated Leonard Mazur, Chairman and CEO of Citius. "Based on the
clear feedback from the FDA, Citius plans to complete the CRL
remediation activities by the end of the year and file the
resubmission in early 2024. We do not expect these efforts will
impact our cash runway."
About Citius Pharmaceuticals, Inc
Headquartered in Cranford, NJ, Citius Pharmaceuticals, Inc. --
http://www.citiuspharma.com-- is a specialty pharmaceutical
company dedicated to the development and commercialization of
critical care products targeting unmet needs with a focus on
anti-infectives, cancer care and unique prescription products.
Citius Pharmaceuticals reported a net loss of $33.64 million for
the year ended Sept. 30, 2022, a net loss of $23.05 million on zero
revenue for the year ended Sept. 30, 2021, a net loss of $17.55
million for the year ended Sept. 30, 2020, a net loss of $15.56
million for the year ended Sept. 30, 2019, a net loss of $12.54
million for the year ended Sept. 30, 2018, and a net loss of $10.38
million for the year ended Sept. 30, 2017. As of Dec. 31, 2022,
the Company had $111.70 million in total assets, $10.67 million in
total liabilities, and $101.03 million in total equity.
COLORADO FOOD: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Colorado Food Enterprises Inc.
d/b/a Boulder Valley Meals, Colorado Fresh Enterprises
3645 Wazee St
Denver, CO 80126
Business Description: Colorado Food is a collection of locally
owned companies that provide a variety of
products and food production services.
Chapter 11 Petition Date: September 21, 2023
Court: United States Bankruptcy Court
District of Colorado
Case No.: 23-14259
Judge: Hon. Michael E. Romero
Debtor's Counsel: Aaron A. Garber, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 West Main Street
Suite 200
Littleton, CO 80120
Phone: 303-296-1999
Email: agarber@wgwc-law.com
Total Assets: $774,251
Total Liabilities: $5,006,437
The petition was signed by James Teran as president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/6H4AX4Y/Colorado_Food_Enterprises_Inc__cobke-23-14259__0003.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/Z4ILVNI/Colorado_Food_Enterprises_Inc__cobke-23-14259__0001.0.pdf?mcid=tGE4TAMA
CONDOR INVERSIONES: Seeks to Hire Jackson Walker as Legal Counsel
-----------------------------------------------------------------
Condor Inversiones SpA and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Jackson Walker, LLP as co-counsel with Jones Day.
The firm will render these services:
(a) provide legal advice and services regarding local rules,
practices and procedures, including Fifth Circuit law;
(b) provide certain services in connection with administration
of the Chapter 11 cases;
(c) review and comment on proposed drafts of pleadings to be
filed with the court;
(d) at the request of the Debtors, appear in court and at any
meeting with the U.S. Trustee and any meeting of creditors at any
given time on behalf of the Debtors as their bankruptcy co-counsel
and conflicts counsel;
(e) perform all other services assigned by the Debtors to the
firm as bankruptcy co-counsel and conflicts counsel; and
(f) provide legal advice and services on any matter on which
Jones Day may have a conflict.
The hourly rates of Jackson Walker's counsel and staff are as
follows:
Partners $750 - $1,045
Associates $535 - $750
Paraprofessionals $230 - $250
In addition, the firm will seek reimbursement for expenses
incurred.
The Debtors paid a retainer to the firm in the amount of
$251,557.50. As of the petition date, the balance of the retainer
was $141,658.00.
Matthew Cavenaugh, Esq., a partner at Jackson Walker, provided the
following in response to the request for additional information set
forth in Paragraph D.1 of the U.S. Trustee Fee Guidelines.
Question: Did the firm agree to any variations from, or
alternatives to, the firm's standard billing arrangements for this
engagement?
Answer: No. The firm and the Debtors have not agreed to any
variations from, or alternatives to, the firm's standard billing
arrangements for this engagement. The rate structure provided by
the firm is appropriate and is not significantly different from (a)
the rates that the Debtors charge for other non-bankruptcy
representatives or (b) the rates of other comparably skilled
professionals.
Question: Do any of the firm professionals in this engagement
vary their rate based on the geographical location of the Debtors'
Chapter 11 cases?
Answer: No. The hourly rates used by the firm in representing the
Debtors are consistent with the rates that the firm charges other
comparable Chapter 11 clients, regardless of the location of the
Chapter 11 case.
Question: If the firm has represented the Debtors in the 12
months prepetition, disclose the firm's billing rates and material
financial terms for the prepetition engagement, including any
adjustments during the 12 months prepetition. If the firm's billing
rates and material financial terms have changed post-petition,
explain the difference and the reasons for the difference.
Answer: Mr. Cavenaugh's hourly rate is $1,045. The rates of all
attorneys in the firm range from $475 to $1,650 an hour and the
paraprofessional rates range from $230 to $425 per hour. The rates
of attorneys in the firm's restructuring practice group range from
$475 to $1,075 an hour and the paraprofessional rates range from
$230 to $250 an hour. The firm's current hourly rates applicable to
attorneys who are or may be responsible for the work that the firm
will perform range from $535 to $1,045 an hour and the
paraprofessional rates range from $230 to $250 an hour. The firm
represented the Debtors during the weeks immediately before the
petition date, using the foregoing hourly rates.
Question: Have the Debtors approved the firm's budget and
staffing plan, and if so, for what budget period?
Answer: The firm has not prepared a budget and staffing plan.
Mr. Cavenaugh disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Matthew D. Cavenaugh, Esq.
Jackson Walker LLP
1401 McKinney Street, Suite 1900
Houston, TX 77010
Telephone: (713) 752-4200
Facsimile: (713) 752-4221
Email: mcavenaugh@jw.com
About Condor Inversiones SpA
Condor Inversiones SpA is in the business of electric power
generation, transmission, and distribution.
Condor Inversiones SpA and two affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 23-90761) on Aug. 11, 2023. In the petitions filed by Mark A.
McDermott, as administrator, Condor Inversiones reported between
$100 million and $500 million in both assets and liabilities (on a
consolidated basis).
Judge David R. Jones oversees the cases.
The Debtors tapped Jones Day and Jackson Walker, LLP as bankruptcy
counsel and Guerrero Iturra Abogados Limitada as special Chilean
counsel.
CONDOR INVERSIONES: Seeks to Hire Jones Day as Bankruptcy Counsel
-----------------------------------------------------------------
Condor Inversiones SpA and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Jones Day as their legal counsel.
The firm's services include:
(a) advising the Debtors of their rights, powers and duties
under Chapter 11 of the Bankruptcy Code;
(b) preparing legal documents and reviewing all financial and
other reports to be filed in these Chapter 11 cases;
(c) advising the Debtors concerning, and preparing responses
to, legal papers that may be filed by other parties in these
Chapter 11 cases and appearing on behalf of the Debtors in any
hearings or other proceedings relating to those matters;
(d) advising the Debtors regarding their ability to initiate
actions to collect and recover property for the benefit of their
estates;
(e) advising and assisting the Debtors in connection with any
asset dispositions;
(f) advising and assisting the Debtors in negotiations with
their debt holders and other stakeholders;
(g) advising and assisting the Debtors with respect to issues
implicating government regulation;
(h) advising the Debtors concerning executory contract and
unexpired lease assumptions, assignments, and rejections;
(i) advising the Debtors in connection with the formulation,
negotiation, promulgation, and structural dismissal of these
Chapter 11 cases or confirmation of a Chapter 11 plan (and related
transactional documents);
(j) assisting the Debtors in reviewing, estimating, and
resolving claims asserted against the Debtors' estates;
(k) advising and assisting the Debtors in connection with the
use of cash collateral or matters related to debtor-in-possession
financing and exit financing;
(l) commencing and conducting litigation that is necessary and
appropriate to assert rights held by the Debtors, protect assets of
their Chapter 11 estates or otherwise further the goal of
completing their successful restructuring;
(m) providing non-restructuring services for the Debtors to
the extent requested by the Debtors; and
(n) performing all other necessary or appropriate legal
services in connection with these Chapter 11 cases.
The hourly rates of the firm's counsel and staff are as follows:
Partner $600 - $2,000
Of Counsel $750 - $1,525
Associate $500 - $1,200
Paralegal $250 - $575
In addition, the firm will seek reimbursement for expenses
incurred.
Jones Day received from the Debtors an advance payment of
$1,511,089.31.
Heather Lennox, Esq., a partner at Jones Day, provided the
following in response to the request for additional information set
forth in Paragraph D.1 of the U.S. Trustee Fee Guidelines.
Question: Did the firm agree to any variations from, or
alternatives to, the firm's standard billing arrangements for this
engagement?
Answer: No. The hourly rates Jones Day will bill for this
engagement are consistent with the rates that the firm Day charges
other comparable Chapter 11 clients, and the rate structure
provided by the firm is appropriate and is not significantly
different from (a) the rates that the firm charges in other
non-bankruptcy representations or (b) the rates of other comparably
skilled professionals for similar engagements.
Question: Do any of the firm professionals in this engagement
vary their rate based on the geographical location of the Debtors'
Chapter 11 cases?
Answer: No.
Question: If the firm has represented the Debtors in the 12
months prepetition, disclose the firm's billing rates and material
financial terms for the prepetition engagement, including any
adjustments during the 12 months prepetition. If the firm's billing
rates and material financial terms have changed post-petition,
explain the difference and the reasons for the difference.
Answer: Jones Day represented the Debtors since July 31, 2023.
During the prepetition period, Jones Day charged the Debtors its
standard hourly rates. In connection with this engagement, the
Debtors have agreed to compensate Jones Day in accordance with the
rates the firm charges other comparable Chapter 11 clients. The
material financial terms of the Debtors' engagement of Jones Day
(including the hourly rates charged by the firm) have not changed
post-petition.
Question: Have the Debtors approved the firm's budget and
staffing plan, and if so, for what budget period?
Answer: The firm has not prepared a budget and staffing plan.
Ms. Lennox disclosed in a court filing that her firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Heather Lennox, Esq.
Benjamin Rosenblum, Esq.
Jones Day
250 Vesey Street
New York, NY 10281
Telephone: (212) 326-3939
Facsimile: (212) 755-7306
Email: hlennox@jonesday.com
brosenblum@jonesday.com
About Condor Inversiones SpA
Condor Inversiones SpA is in the business of electric power
generation, transmission, and distribution.
Condor Inversiones SpA and two affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 23-90761) on Aug. 11, 2023. In the petitions filed by Mark A.
McDermott, as administrator, Condor Inversiones reported between
$100 million and $500 million in both assets and liabilities (on a
consolidated basis).
Judge David R. Jones oversees the cases.
The Debtors tapped Jones Day and Jackson Walker, LLP as bankruptcy
counsel and Guerrero Iturra Abogados Limitada as special Chilean
counsel.
CONDOR INVERSIONES: Seeks to Tap Guerrero Iturra as Special Counsel
-------------------------------------------------------------------
Condor Inversiones SpA and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Guerrero Iturra Abogados Limitada as special Chilean counsel.
Guerrero Iturra will render legal services to the Debtors and
provide advice relating to Chilean corporate and insolvency law as
needed throughout the course of these Chapter 11 cases, including,
without limitation, performing legal services regarding the
appointment of the Debtors' administrators and representing them in
connections with any proceedings that occur in Chile.
The hourly rates of the firm's counsel and staff are as follows:
Partners $350
Associates $220
Paralegals/Legal Assistants $60
In addition, the firm will seek reimbursement for expenses
incurred.
The Debtors paid Guerrero Iturra an advance payment of $75,473.25
for professional services to be rendered and expenses to be
incurred.
Rodrigo Iturra, Esq., a partner at Guerrero Iturra, disclosed in a
court filing that his firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Rodrigo Iturra, Esq.
Guerrero Iturra Abogados Limitada
Alonso de Cordova 5320, Oficina 1401
Las Condes, Santiago, Chile
Telephone: (562) 2432 8326
About Condor Inversiones SpA
Condor Inversiones SpA is in the business of electric power
generation, transmission, and distribution.
Condor Inversiones SpA and two affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 23-90761) on Aug. 11, 2023. In the petitions filed by Mark A.
McDermott, as administrator, Condor Inversiones reported between
$100 million and $500 million in both assets and liabilities (on a
consolidated basis).
Judge David R. Jones oversees the cases.
The Debtors tapped Jones Day and Jackson Walker, LLP as bankruptcy
counsel and Guerrero Iturra Abogados Limitada as special Chilean
counsel.
CONNECT HOLDING: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed the 'B-' Long-Term Issuer Default
Ratings (IDR) of Connect Holding LLC, Connect Holding II LLC (d/b/a
Brightspeed) and Embarq, L.L.C. The Rating Outlook is Stable. Fitch
has also affirmed the 'B+'/'RR2' ratings of the senior secured term
loans and the revolver of Connect Holding II LLC, and the
'CCC'/'RR6' rating of unsecured notes issued at Embarq, L.L.C.
Additionally, Fitch assigned a 'B+'/'RR2'rating to the $1,865
million secured loan that was initially a bridge loan but is now
expected to be a part of the permanent financing and has a maturity
date of Oct 3, 2029. Fitch did not rate the Bridge loan initially.
Connect Holding LLC is the parent of Connect Holding II LLC and
guarantees the latter's debt and Embarq notes.
The ratings incorporate the company's high leverage as well as the
high execution risk associated with its fiber build plan and a
successful transitioning into a standalone company following the
carve-out from Lumen.
An additional concern is the continuing secular pressure on legacy
service revenues. The ratings also reflect the expected
strengthening of competitive position as the company plans to
invest aggressively in a fiber broadband network. Fitch expects
financial flexibility to be supported by Apollo's initial
pre-funding of capex, but cash flows are expected to be constrained
through Fitch's forecast given the high levels of investment.
KEY RATING DRIVERS
High Leverage: Fitch expects Brightspeed's EBITDA leverage at
year-end 2023 to be 8.0x and decline gradually but still remain in
the 7.0x-8.0x range over the forecast. Fitch has included the
Holdco Loan (approximately $1.9 billion) as debt of the rated
entity following an assessment of the loan against Fitch's
criteria. EBITDA leverage excluding the Holdco Loan is projected to
be 6.5x at the end of 2023, and remain approximately at this level
over the forecast. Fitch anticipates Apollo will reduce the Holdco
loan outstanding amount over the forecast.
Net leverage metrics are considerably lower at the outset, given
starting cash at close of approximately $1.5 billion. The
transaction financing included the pre-funding of the fiber
build-out plan; however, Fitch believes the company will need
additional funding in the next couple of years. Fitch believes
there is a high execution risk with respect to the company's
funding plan as higher-than-expected capex per passing and/or
success-based capex could lead to some funding requirements earlier
than anticipated, as could slower penetration gains than
anticipated. As it progresses along its build plan, the company has
flexibility to preserve cash by slowing capacity expansion and
driving take-up rates in markets already passed.
Significant FCF Deficits: FCFs are expected to remain in deficit
due to high capex investment. The investment associated with the
fiber build out has two major components: capex associated with the
expansion of the network to pass homes and small and medium
businesses, and the cost to connect those customer locations to the
fiber network. The latter capex is success-based and will vary
depending on the rate of penetration. Given the upfront costs to
pass customers, the deficits are higher in the early years of the
plan.
Fiber Investment Plan: Brightspeed and its sponsor, Apollo managed
funds, are committed to a fiber build plan that is expected to pass
up to 3.5 million additional homes and businesses by 2026. The
company's network currently passes more than 6 million homes and
businesses in 20 states in the Midwest and Southeastern U.S. as
well as parts of Pennsylvania and New Jersey. The top-eight states
account for approximately 85% of the locations passed.
Brightspeed acquired Lumen's residential, small business, wholesale
and enterprise businesses in those states; Lumen's national
enterprise customers were not included. At close, the network in
the footprint included approximately 75,000 route miles of fiber,
with fiber passing just over 250,000 homes and small businesses.
Broadband penetration is relatively low at less than 20%. Fitch
believes successful execution of its fiber deployment plan could
lead to improved penetration rates, based on trends demonstrated by
other providers transitioning to fiber from legacy copper
networks.
Challenging Operating Environment: The rating incorporates a
challenging operating environment for wireline operators.
Regulatory changes also play a role, as the negative revenue trend
in 2022 was significantly affected by the expiration of $279
million of annual Connect America Fund II (CAF II) funding at the
end of 2021. Competition from cable operators in the high-speed
broadband market remains intense, but the company's fiber buildout
is expected materially improve the company's competitive position
over time.
Ongoing Relationship with Lumen: Initially, Lumen is supporting
Brightspeed under transition services agreements intended to ensure
there are no disruptions to customers as it sets up its own
operations. Fitch believes execution risk is high with regard to
the company setting up its own operations, and successful execution
will lead to EBITDA improvements as these costs go away. Fitch
believes the company is on track to exit TSAs per original plan.
Brightspeed will continue to provide certain services to Lumen
under a ten-year network services agreement (NSA), which
incorporates minimum revenue commitments. Services will be provided
to Lumen on a wholesale basis for customers that Lumen needs to
reach in Brightspeed's territory under national contracts.
Similarly, Brightspeed will pay Lumen under master services
agreements (MSA) to reach customers in Lumen's territory.
Brightspeed is a net beneficiary under these arrangements.
Parent-Subsidiary Relationship: Fitch equalizes the IDR of Connect
Holding II LLC and Embarq Corp. using a stronger subsidiary/weaker
parent approach, based on open legal ring-fencing and open access
and control. The IDRs of Connect Holding LLC and Connect Holding II
LLC are the same as the parent's stand-alone credit profile starts
with the consolidated group profile, including its subsidiary.
DERIVATION SUMMARY
Brightspeed's exposure to the consumer market is more similar to
that of Frontier Communications Parent Inc. (BB-/Negative) than
other peers, including its former parent company Lumen
(B-/Negative) and Windstream Services, LLC (B/Stable). The latter
two have a greater proportion of revenues coming from enterprise
lines of business. The consumer market continues to face secular
challenges, primarily with respect to legacy voice and broadband
services. Competition with cable operators for high-speed broadband
services has been intense, given the cable platform's advantage
over copper-based networks. Fitch views Brightspeed's aggressive
investments in fiber positively, with the potential to improve its
competitive position significantly over the first two years, and
more over time. Successful execution on these plans will be
critical to support the long-term competitive profile.
Brightspeed also needs to improve its position in the enterprise
and wholesale markets, although the company's enterprise business
does have some differences versus the larger wireline operators
that have much larger, national enterprise accounts while
Brightspeed's enterprise customers are mainly state and local
governments, and the education market. In the enterprise market,
Brightspeed is smaller than AT&T Inc. (BBB+/Stable), Verizon
Communications Inc. (A-/Stable) and Lumen. Brightspeed's wholesale
business is larger than its enterprise business, and both wireline
and wireless operators are major customers.
Compared with Brightspeed, AT&T and Verizon have wireless offerings
that provide more service diversification. Fitch expects
Brightspeed's fiber build plans to cause its gross leverage to be
higher over time than other high yield peers Lumen and Frontier.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer
- Fitch expects organic revenue to decline in low to mid-single
digits in 2023. Revenue in 2023 is not directly comparable with
2021 and 2022 given the expiration of CAF II revenues industrywide
in 2022, and the changes brought about by the increase in revenues
post-close from the Network Service Agreement and the cessation of
affiliate revenues recorded pre-close. Fitch expects positive
revenue growth to start from back half of 2024 as the company adds
mass market fiber broadband customers.
- EBITDA margins are expected to be in the mid-40% range in 2023,
and gradually increase toward the upper 40% range as the company's
expenses under the transition services agreement TSA wind down.
- Fitch expects capex to be in the range of $3 billion to $3.2
billion over 2023-2025 as the company passes three million or more
homes with a combination of aerial and buried fiber.
- Fitch assumes the company does not pay a dividend.
KEY RECOVERY RATING ASSUMPTIONS
The recovery analysis assumes that Brightspeed would be reorganized
as a going-concern in bankruptcy rather than liquidated.
Fitch has assumed a 10% administrative claim.
The revolving facility is assumed to be fully drawn.
Brightspeed's going concern EBITDA is based on forecast 2023
EBITDA, excluding estimated TSA costs, which assumes Brightspeed
has set up its own systems. The GC EBITDA is assumed roughly 17%
lower than the PF EBITDA in a bankruptcy scenario due to a slower
than anticipated take up of its fiber services, while having
incurred significant capex, as well as from competitive pressures
on legacy services. These factors pressure EBITDA.
The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level, upon which Fitch bases the
enterprise valuation.
An EV multiple of 5.5x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:
The historical bankruptcy case study exit multiples for most
telecom companies ranged from 3x-7x, with a median of 5.4x.
Fitch estimates Brightspeed's sale transaction multiple was in the
high 6x range using estimated 2023 EBITDA, which takes into account
the known loss of CAF II revenue in 2022, continued secular
declines and the effects of post-transaction agreements with Lumen.
This is higher than the 5.5x multiple disclosed when the
transaction was announced, which was based on estimated 2020 EBITDA
without considering these factors. Moreover, at the close of the
transaction, Brightspeed had very little fiber to the home.
Fitch believes the 5.5x multiple will remain appropriate given the
long-term benefits of the technology. A significant portion of the
fiber build will likely have been completed before the company
approaches stress, given the approximately $1.5 billion in
prefunding.
Frontier Communications emerged in early 2021 at near 5x.
FairPoint's reorganization multiple was 4.6x following its
emergence from bankruptcy in 2011. Windstream emerged from
bankruptcy in 2020 with a reorganization multiple of roughly 3.5x.
The recovery analysis produces Recovery Ratings of 'RR2' for the
all secured debt.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- EBITDA leverage (including holdco debt) expected to be sustained
at or below 5.5x;
- Consistent gains in revenues from anticipated investments in
fiber and broadband product areas;
- Demonstrated stable EBITDA and FCF growth.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- A weakening of operating results, including deteriorating margins
and an inability to stabilize revenue erosion in key product areas
or offset EBITDA pressure through cost reductions;
- Weakening of the company's financial flexibility, including by
distributions to the holdco while the company is in the fiber
expansion phase;
- Operating EBITDA/interest paid sustained below 1.5x.
LIQUIDITY AND DEBT STRUCTURE
Sufficient Initial Liquidity: Fitch believes the company has
sufficient liquidity supported by high cash balances due to $1.5
billion of cash funding by Apollo at the close of the transaction
and supported by an undrawn $600 million revolver facility maturing
in 2027. FCFs are expected to be in deficit over the forecast due
to close to $1 billion annual capex over the next two or three
years.
The debt capital structure as of March 31, 2023 includes senior
secured debt of approximately $4.86 billion, composed of a $2.99
billion of senior secured term loans (approximately $1 billion in
Term Loan A and approximately $2 billion in Term Loan B) due to
mature in 2029 and $1.865 billion of bridge loan expected to
convert into extended loans, also due in 2029. Debt also includes
$1.437 billion of Embarq senior unsecured notes due 2037. During
2Q23, the company repurchased $198 million of Embarq notes.
Apollo funded the transaction with the equity that includes $1.238
billion of sponsor cash equity and $1.867 billion of holdco debt.
Fitch has treated the holdco notes as debt of the rated entity.
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Connect Holding
II LLC LT IDR B- Affirmed B-
senior secured LT B+ New Rating RR2
senior secured LT B+ Affirmed RR2 B+
Connect Holding
LLC LT IDR B- Affirmed B-
Embarq, L.L.C. LT IDR B- Affirmed B-
senior
unsecured LT CCC Affirmed RR6 CCC
CORE CONSTRUCTION: Seeks to Hire Buddy Ford as Bankruptcy Counsel
-----------------------------------------------------------------
Core Construction & Development, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ the
law firm of Buddy D. Ford, PA.
The Debtor requires legal counsel to:
(a) give advice regarding the powers and duties of the Debtor
in the continued operation of its business and management of the
estate's property;
(c) prepare and file schedules of assets and liabilities,
statement of affairs and other documents required by the court;
(d) represent the Debtor at the Section 341 creditors'
meeting;
(e) advise the Debtor with respect to its responsibilities in
complying with the United States Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(f) prepare legal papers;
(g) protect the interest of the Debtor in all matters pending
before the court;
(h) represent the Debtor in negotiation with its creditors in
the preparation of a Chapter 11 plan; and
(i) perform all other necessary legal services for the
Debtor.
The hourly rates of the firm's counsel and staff are as follows:
Buddy D. Ford, Esq. $450
Senior Associate Attorneys $400
Junior Associate Attorneys $350
Senior Paralegal Services $150
Junior Paralegal Services $100
In addition, the firm will seek reimbursement for expenses
incurred.
The Debtor paid the firm an advance fee of $51,738.
Buddy Ford, Esq., disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Buddy D. Ford, Esq.
Jonathan A. Semach, Esq.
Heather M. Reel, Esq.
Buddy D. Ford, PA
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Telephone: (813) 877-4669
Email: Buddy@tampaesq.com
Jonathan@tampaesq.com
Heather@tampaesq.com
About Core Construction & Development
Core Construction & Development, Inc. is a site construction
company incorporated in Florida with offices in Colorado Springs,
Colo., and licensed in many states.
Core Construction & Development filed Chapter 11 petition (Bankr.
M.D. Fla. Case No. 23-03935) on Sept. 7, 2023, with $2,856,992 in
total assets and $5,387,421 in total liabilities. Gregory Lee,
president, signed the petition.
Judge Catherine Peek McEwen oversees the case.
Buddy D. Ford, Esq., at Buddy D. Ford, PA, represents the Debtor as
legal counsel.
CORE SCIENTIFIC: Reaches Deal With Celsius Network to Settle Fees
-----------------------------------------------------------------
David Pan of Bloomberg News reports that Bitcoin miner Core
Scientific Inc. and the mining unit of bankrupt crypto lender
Celsius Network LLC have entered an agreement to settle litigation
in part over who should pay the costs racked up from soaring
electricity prices.
Core Scientific will sell its Texas Bitcoin mining data center site
to Celsius and settle all existing litigation between them for
total cash consideration of $14 million, pending court approvals,
according to a joint statement on Friday, September 15, 2023.
Celsius Mining hired Core Scientific to house and manage tens of
thousands of Bitcoin mining machines and became one of its largest
hosting clients.
About Core Scientific
Core Scientific, Inc. (OTCMKTS: CORZQ) is the largest U.S.
publicly-traded Bitcoin mining company in computing power. Core
Scientific, which was formed following a business combination in
July 2021 with blank check company XPDI, is a large-scale operator
of dedicated, purpose-built facilities for digital asset mining
colocation services and a provider of blockchain infrastructure,
software solutions and services. Core mines Bitcoin, Ethereum and
other digital assets for third-party hosting customers and for its
own account at its six fully operational data centers in North
Carolina (2), Georgia (2), North Dakota (1) and Kentucky (1). Core
was formed following a business combination in July 2021 with XPDI,
a blank check company.
In July 2022, one of the Company's largest customers, Celsius
Mining LLC, filed for Chapter 11 bankruptcy in New York. With low
Bitcoin prices depressing mining revenue to a record low, Core
Scientific first warned in October 2022 that it may have to file
for bankruptcy if the company can't find more funding to repay its
debt that amounts to over $1 billion. Core Scientific did not make
payments that came due in late October and early November 2022 with
respect to several of its equipment and other financings, including
its two bridge promissory notes.
Core Scientific and its affiliates filed petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
22-90341) on Dec. 21, 2022. As of Sept. 30, 2022, Core Scientific
had total assets of US$1.4 billion and total liabilities of US$1.3
billion.
Judge David R. Jones oversees the cases.
The Debtors hired Weil, Gotshal & Manges, LLP as legal counsel; PJT
Partners, LP as investment banker; and AlixPartners, LLP as
financial advisor. Stretto is the claims agent.
A group of Core Scientific convertible bondholders is working with
restructuring lawyers at Paul Hastings. Meanwhile, B. Riley
Commercial Capital, LLC, as administrative agent under the
Replacement DIP facility, is represented by Choate, Hall & Stewart,
LLP.
On Jan. 9, 2023, the U.S. Trustee for Region 7 appointed an
official committee to represent unsecured creditors in the Debtors'
Chapter 11 cases. The committee tapped Willkie Farr & Gallagher,
LLP as legal counsel and Ducera Partners, LLC as investment
banker.
The U.S. Trustee for Region 7 appointed an official committee of
equity security holders. The equity committee is represented by
Vinson & Elkins, LLP.
CUSTOM LOGGING: Seeks to Hire Sasser Law as Bankruptcy Counsel
--------------------------------------------------------------
Custom Logging, LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of North Carolina to hire Sasser Law Firm
as its bankruptcy counsel.
The Debtor requires legal counsel to:
(a) give advice with respect to the powers and duties of the
Debtor in the continued operation of its business and management of
its property;
(b) prepare and file monthly reports, Chapter 11 plan of
reorganization and disclosure statement;
(c) prepare legal papers;
(d) undertake necessary action to avoid liens against the
Debtor's property obtained by creditors and recover preferential
payments within 90 days of the Debtor's Chapter 11 filing;
(e) perform a search of the public records to locate liens and
assess validity; and
(f) represent the Debtor at hearings and any 2004 examination;
and
(g) perform all other legal services for the Debtor.
The firm will be paid at an hourly rate of $350 for attorney time.
Philip Sasser, an attorney at Sasser Law Firm, disclosed in a court
filing that his firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Philip Sasser, Esq.
SASSER LAW FIRM
2000 Regency Parkway, Suite 230
Cary, NC 27518
Telephone: (919) 319-7400
Facsimile: (919) 657-7400
Email: philip@sasserbankruptcy.com
About Custom Logging, LLC
Custom Logging, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 23-02538) on September
1, 2023. In the petition signed by James Sherrill Sewel,
member-manager, the Debtor disclosed $50,000 in assets and up to
$10 million in liabilities.
Judge Pamela W. Mcafee oversees the case.
Philip M. Sasser, Esq., at Sasser Law Firm, represents the Debtor
as legal counsel.
DENTAL EXPRESSION: Oct. 5 Hearing on Final Approval of Disclosure
-----------------------------------------------------------------
Judge Jennie D. Latta has entered an order conditionally approving
Dental Expression, PLLC's Disclosure Statement incorporated into
the Plan.
Thursday, Oct. 5, 2023, at 10:15 a.m., 200 Jefferson Avenue,
Courtroom 645, Memphis, Tennessee, 38103, is fixed for the hearing
on final approval of the Disclosure Statement, if a written
objection is timely filed, and for hearing on confirmation of the
Plan.
Sept. 28, 2023, is fixed as the last day for filing written
objections to the Disclosure Statement or to confirmation of the
Plan.
Sept. 28, 2023, is fixed as the last day for filing written
acceptances or rejections of the Plan.
On or before, Oct. 3, 2023, Counsel for the Debtor MUST file with
the Bankruptcy Court Clerk a summary tabulation of ballots stating:
(1) the value of all allowed interests for each class; (2) the
number and dollar amount of all votes cast for each class; (3) the
number and dollar amount of all acceptances for each class; (4) the
number and dollar amount of all rejections for each class; and (5)
a concluding paragraph indicating whether the plan has received
sufficient acceptances to be confirmed.
About Dental Expression
Dental Expression, PLLC, sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 23-20354) on
Jan. 20, 2023, with $100,001 to $500,000 in both assets and
liabilities. Judge Jennie D. Latta oversees the case. The Law
Office of John E. Dunlap serves as the Debtor's counsel.
DINARDO LAW FIRM: Seeks to Hire Lippes Mathias as Legal Counsel
---------------------------------------------------------------
The DiNardo Law Firm, PC seeks approval from the U.S. Bankruptcy
Court for the Western District of New York to employ Lippes
Mathias, LLP as its legal counsel.
The Debtor requires legal counsel to:
(a) give advice regarding the rights, powers, and duties of
the Debtor under Chapter 11 of the Bankruptcy Code;
(b) prepare all necessary legal documents and review financial
and other reports to be filed in this Chapter 11 case;
(c) advise the Debtor concerning, and prepare responses to,
legal papers that may be filed and served in this Chapter 11 case;
(d) advise the Debtor and assist in the negotiation and
documentation of financing agreements, debt and cash collateral
orders and related transactions;
(e) advise the Debtor with respect to any sales of assets and
negotiate and prepare the agreements, pleadings and other documents
related thereto;
(f) review the nature and validity of any liens asserted
against the Debtor's property and advise the Debtor concerning the
enforceability of such liens;
(g) advise the Debtor regarding its ability to initiate
actions to collect and recover property for the benefit of the
estate;
(h) counsel the Debtor in connection with the formulation,
negotiation and drafting of an anticipated plan of reorganization
and related documents;
(i) advise the Debtor concerning executory contracts and
unexpired lease assumptions, assignments and rejections and lease
restructurings;
(j) assist the Debtor in reviewing, estimating and resolving
claims asserted against the Debtor's estate;
(k) commence and conduct any and all litigation necessary or
appropriate to assert rights held by the Debtor, protect assets of
the Debtor's Chapter 11 estate or otherwise further the goals of
completing its successful reorganization;
(l) represent the Debtor and/or Mr. DiNardo in connection with
any litigation matters which were being handled by Lippes Mathias
prior to the filing for which stay relief may be granted;
(m) provide general litigation and other nonbankruptcy legal
services as requested by the Debtor; and
(n) appear in court on behalf of the Debtor, as needed, in
connection with this Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Daniel F. Brown, Senior Counsel $460
Richard M. Scherer, Jr., Partner $405
Various Associates $280
Melissa A. Brennan, Paralegal $200
In addition, the firm will seek reimbursement for expenses
incurred.
As of the Debtor's Chapter 11 filing, Lippes Mathias held a
retainer in the amount of $128,035.50 for bankruptcy matters.
Daniel Brown, Esq., a senior counsel at Lippes Mathias, disclosed
in a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firms can be reached through:
Daniel F. Brown, Esq.
Lippes Mathias, LLP
9145 Main Street
Clarence, NY 14031
Telephone: (716) 235-5031
Facsimile: (716) 633-0301
Email: dbrown@lippes.com
About DiNardo Law Firm
DiNardo Law Firm, PC filed Chapter 11 petition (Bankr. W.D.N.Y.
Case No. 23-10865) on Sept. 8, 2023, with $1 million to $10 million
in assets and $10 million to $50 million in liabilities. Joseph
DiNardo, sole shareholder, signed the petition.
The Debtor tapped Daniel F. Brown, Esq., at Lippes Mathias LLP as
legal counsel and Dansa D'Arata & Soucia, LLP as accountant.
DINARDO LAW FIRM: Seeks to Tap Dansa D'Arata & Soucia as Accountant
-------------------------------------------------------------------
The DiNardo Law Firm, PC seeks approval from the U.S. Bankruptcy
Court for the Western District of New York to employ Dansa D'Arata
& Soucia, LLP.
The Debtor requires an accountant to:
(a) assist in the preparation of monthly operating reports;
(b) prepare the Debtor's tax returns;
(c) review and analyze financial information prepared by the
Debtor;
(d) assist the Debtor in preparing projections and other
financial information in connection with its anticipated Plan of
Reorganization; and
(e) provide such other services as the Debtor and Dansa
D'Arata may deem necessary or appropriate.
The hourly rates of the firm's professionals are as follows:
Michael J. Dansa, CPA Partner/Accountant $350
Mary Bostwick, CPA Accountant $200
Various Bookkeeper/Clerical $125
As of the Debtor's filing, Dansa D'Arata held a retainer in the
amount of approximately $10,000.
Michael Dansa, CPA, disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firms can be reached through:
Michael J. Dansa, CPA
Dansa D'Arata & Soucia LLP
500 Pearl Street Suite 810
Buffalo, NY 14202
Telephone: (716) 842-3900
Email: mdansa@darata.com
About DiNardo Law Firm
DiNardo Law Firm, PC filed Chapter 11 petition (Bankr. W.D.N.Y.
Case No. 23-10865) on Sept. 8, 2023, with $1 million to $10 million
in assets and $10 million to $50 million in liabilities. Joseph
DiNardo, sole shareholder, signed the petition.
The Debtor tapped Daniel F. Brown, Esq., at Lippes Mathias LLP as
legal counsel and Dansa D'Arata & Soucia, LLP as accountant.
DIOCESE OF BUFFALO: Seeks to Sell Olean Property at Auction
-----------------------------------------------------------
The Diocese of Buffalo, N.Y. asked the U.S. Bankruptcy Court for
the Western District of New York to sell its real property to Walsh
Huskies, LLC or another buyer with a better offer.
Walsh Huskies made a $50,000 offer for the property located at 208
N. 24th St., Olean, N.Y.
The property is commonly known as Archbishop Walsh Academy and its
improvements include school buildings, a chapel and athletic
fields. The improvements were constructed more than 60 years ago by
the diocese for use as a Catholic high school serving the community
of Olean.
The property will be sold "free and clear" of any liens, claims,
encumbrances and other interests.
The property will be put up for bidding to maximize its value,
according to Charles Sullivan, Esq., one of the attorneys at Bond,
Schoeneck & King, PLLC representing the diocese.
The bidding process, which requires court approval, sets a Nov. 9
deadline for potential buyers to place their bids on the property.
The bid must provide for a purchase price, which exceeds the
$50,000 offer of Walsh Huskies by at least $6,000. It must be
accompanied by a deposit equal to the greater of $10,000 or 10% of
the purchase price set forth in the bidder's contract.
If the diocese receives two or more bids, it will conduct an
auction on Nov. 14 at the offices of its legal counsel, Bond,
Schoeneck & King, PLLC, in Buffalo, N.Y. The winning bidder and the
back-up bidder will be announced at the auction.
Walsh Huskies' $50,000 offer will serve as the staking horse bid.
As the stalking horse bidder, Walsh Huskies sets the price floor
for bidding at the Nov. 14 auction.
The diocese proposed a Nov. 15 hearing to consider the sale of the
property to the winning bidder.
About The Diocese of Buffalo N.Y.
The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics
in eight counties in Western New York. The territory of the
diocese is co-extensive with the counties of Erie, Niagara,
Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus, and Allegany in
New York State, comprising 161 parishes. There are 144 diocesan
priests and 84 religious priests who reside in the Diocese.
The diocese through its central administrative offices (a) provides
operational support to the Catholic parishes, schools, and certain
other Catholic entities that operate within the territory of the
Diocese "OCE"; (b) conducts school operations through which it
provides parish schools with financial and educational support; (c)
provides comprehensive risk management services to the OCEs; (d)
administers a lay pension trust and a priest pension trust for the
benefit of certain employees and priests of the OCEs; and (e)
provides administrative support for St. Joseph Investment Fund,
Inc.
Dealing with sexual abuse claims, the Diocese of Buffalo sought
Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb.
28, 2020. The diocese was estimated to have $10 million to $50
million in assets and $50 million to $100 million in liabilities as
of the bankruptcy filing.
The Honorable Carl L. Bucki is the case judge.
Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is
the diocese's counsel; Connors LLP and Lippes Mathias Wexler
Friedman LLP are its special litigation counsel; and Phoenix
Management Services, LLC is its financial advisor. Stretto is the
claims agent, maintaining the page:
https://case.stretto.com/dioceseofbuffalo/docket
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on March 12, 2020. The committee is represented by
Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese &
Weishaar, PC.
DIOCESE OF OAKLAND: Sexual Abuse Claims Filing Deadline Due
-----------------------------------------------------------
Katie Lauer of EastBay Times reports that survivors who were
sexually abused by the Oakland Catholic Diocese's priests and
clergy have until Sept. 11, 2023, to document their claims in
federal court.
Claims and other supplemental information can be submitted
electronically using the online filing system at
www.kccllc.net/RCBO.
The deadline arrives four months after the diocese of the Roman
Catholic Bishop of Oakland, which serves more than 550,000
Catholics across the East Bay, first filed for Chapter 11
bankruptcy in federal court in May 2023.
So far, thousands of claims of clergy sex abuse -- defined by the
court as any interactions of a sexual nature, both consensual and
nonconsensual -- have prompted dioceses in Santa Rosa, San
Francisco and Oakland to file for Chapter 11 protection in 2023.
The Diocese of San Diego has announced plans to file later this
2023.
By filing bankruptcy, the Diocese of Oakland avoids going to trial
for each of the 330 individual civil lawsuits that were filed
against its clergy — including those alleging sexual abuses
dating back decades.
The September 11, 2023 deadline is currently the last opportunity
for survivors to confidentially share claims of abuse against the
church and its members, including a chance to receive any
settlements. Except in extreme circumstances, the Diocese’s
liability for any other existing claims is extinguished after
bankruptcy court finalizes this case.
Anyone who experienced sexual abuse should submit claims with an
official "410" form and any supplemental information they wish,
regardless of whether or not they ever reported the abuse to anyone
or filed a lawsuit, according to filing requirements.
The court was also clear that survivor’s current ages and the
length of time that has passed since the sexual abuse took place do
not matter for the September 11, 2023 deadline. Proofs of claim can
not be faxed or emailed. If you do not have an attorney, direct any
questions to claims agents by calling 1-888-733-1425.
There are no guarantees new claims will be approved, and church
attorneys may more heavily scrutinize allegations that have only
come to light now — especially after legislators opened a
three-year window for Californians to share allegations, which
closed at the end of 2022.
In July 2023, Catholic leaders in Oakland posted a notice about the
filing deadline on official church and school websites, as well as
helped send letters directly to people who they believe experienced
sexual abuse. However, it's unclear how widely the news was shared
outside internal church channels.
The filing deadline for claims in Santa Rosa is October 20, 2023.
About Roman Catholic Bishop Of Oakland
The Roman Catholic Bishop of Oakland, a tax-exempt religious
organization, sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40523) on May 8,
2023. In the petition signed by Bishop Michael Charles Barber, the
Debtor disclosed $100 million to $500 million in both assets and
liabilities.
Judge William J. Lafferty oversees the case.
The Debtor tapped Foley & Lardner LLP as legal counsel and Alvarez
& Marsal North America, LLC as restructuring advisor. Kurtzman
Carson Consultants LLC is the Debtors' claims and noticing agent
and administrative advisor.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Lowenstein Sandler, LLP as bankruptcy counsel;
Burns Bair LLP as special insurance counsel; and Berkeley Research
Group, LLC as financial advisor.
ENCINO TOWERS: Unsecureds to be Paid in Full in Sale Plan
---------------------------------------------------------
Encino Towers, LLC filed with the U.S. Bankruptcy Court for the
Central District of California a Disclosure Statement describing
Chapter 11 Plan of Reorganization dated September 14, 2023.
The Debtor was formed on April 8, 2021, for the sole purpose of
acquiring an office building located at 17835 Ventura Blvd.,
Encino, CA 91316 (the "Property").
The Debtor made an offer of $12,990,000 for the Property, which was
accepted on June 25, 2020. Kaysan Ghasseminejad is the sole
managing member of the Debtor. However, his father Behnam
Ghasseminejad, assists him with the day-to-day operations; he has
no ownership interest in the Debtor.
The building is currently 38% vacant; 13 units are rented. Current
tenants include T-Mobile, Century 21, Microsoft, a prominent
bankruptcy firm and others.
The Debtor filed this Chapter 11 case on July 10, 2023, to prevent
the foreclosure sale of its real property so that it can maximize
the value of this asset by marketing it for sale subject to
overbids. K3B Enterprises LLC, which owns the family residence
located on Sunset Blvd., filed its own Chapter 11 petition on the
same date (Case No. 1:23-bk10966).
The Debtor seeks to sell the commercial building located at 17835
Ventura Blvd., Encino 91316 (the "Property") to Hebrew Discovery
Center (the "Buyer"), an entity that is unrelated to the Debtor,
for the sum of $14,000,000. After negotiations between the parties,
the Debtor has agreed to sell, and the Buyer has agreed to purchase
the Property.
The Debtor believes it will have enough net proceeds from the sale
to the Buyer or a successful overbidder, along with the cash on
hand, and a member contribution, if necessary, to pay all remaining
liabilities in full via a confirmed Chapter 11 plan of
reorganization.
The Debtor will pay all remaining claims with the net proceeds from
the sale 30 days after the Effective Date. In the event that the
sale does not generate sufficient funds to pay the remaining debts
of the estate, the Debtor's principal will make a contribution to
the Plan.
Class 5 consists of General Unsecured Claims. In the present case,
the Debtor estimates that general unsecured debts total
approximately $746,447.52. All non-disputed claimants in Class 5
will be paid in full 30 days after the effective date with 1%
interest, totaling approximately $46,912. This Class is impaired.
The Debtor intends to object to Claim No. 4, which asserts a claim
of $700,000 against the estate. The deadline to file claims for
creditors has not passed (October 31, 2023).
The Debtor's sole member will retain his ownership interest in the
Debtor.
The Debtor will fund the Plan with the (1) net proceeds from the
sale of the Property to the Buyer or any overbidder at the hearing
on confirmation of the Plan pursuant to the terms and conditions
set forth in the PSA; (2) a member contribution; and (3) the
estimated accumulated funds in DIP bank accounts.
An auction will be conducted at the Confirmation Hearing in order
to consummate the sale to the Buyer or a successful overbidder in
connection with the confirmation of the Plan.
A full-text copy of the Disclosure Statement dated September 14,
2023 is available at https://urlcurt.com/u?l=LzXsUF from
PacerMonitor.com at no charge.
Attorneys for Debtor:
Roksana D. Moradi-Brovia, Esq.
Matthew D. Resnik, Esq.
RHM Law, LLP
17609 Ventura Blvd., Suite 314
Encino, CA 91316
Tel: (818) 285-0100
Fax: (818) 855-7013
Email: roksana@RHMFirm.com
matt@RHMFirm.com
About Encino Towers LLC
Encino Towers LLC was formed on April 8, 2021, for the sole purpose
of acquiring an office building located at 17835 Ventura Blvd.,
Encino, CA 91316 (the "Property").
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10965) on July 10,
2023. In the petition signed by Kaysan Ghasseminejad, managing
member, the Debtor disclosed up to $50 million in both assets and
liabilities.
Judge Victoria S. Kaufman oversees the case.
Matthew D. Resnik, Esq., at RHM Law, LLP, represents the Debtor as
legal counsel.
ENVISION HEALTHCARE: Billing Practice Lawsuits Settlement Okayed
----------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that Envision Healthcare Corp.
asked a judge to approve a settlement allowing the bankrupt medical
staffing company to end six years of securities litigation over an
alleged out-of-network billing scheme.
Envision is settling a putative shareholder class action through
insurance policy payments that will end claims against the company
and several executives related to a stock price drop following
revelations in 2017 of an alleged surprise billing scheme. KKR &
Co.-backed Envision outlined the deal in papers filed Wednesday,
September 13, 2023, with the US Bankruptcy Court for the Southern
District of Texas.
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 communities,
creating value for health systems, payers, providers and patients.
On May 15, 2023, Envision and affiliates filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Texas Lead Case No. 23-90342). Envision reported $1 billion to $10
billion in both assets and liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsels; Jackson Walker, LLP as
conflict counsel and co-counsel with Kirkland & Ellis; Alvarez &
Marsal North America, LLC as restructuring advisor; PJT Partners,
LP as investment banker; and KPMG, LLP as tax consultant. Kroll
Restructuring Administration, LLC is the claims, noticing and
solicitation agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee tapped White & Case, LLP as legal counsel and Force
Ten Partners, LLC as financial advisor.
FARR LABORATORIES: Seeks to Hire Invenz Inc. as Consultant
----------------------------------------------------------
Farr Laboratories, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to employ Invenz, Inc. as
consultant.
The firm's services include:
(a) evaluating and consulting with the Debtor on the products
and possible market interest in purchase;
(b) evaluating and consulting with the Debtor on the products
in the context of market category and channel competitiveness that
may bear on potential buyer interest and valuation; and
(c) reaching out to Invenz's known contacts in the U.S.
nutritional supplements industry to gauge product uniqueness,
competitiveness, and potential buyer interest.
The hourly rates of the firm's professionals are as follows:
Richard Munro $400
Scott Capifoni, CPA $350
Other Professionals $125 - $300
In addition, the firm will seek reimbursement for expenses
incurred.
Invenz will require an initial cash retainer of $5,000.
Richard Munro, a member of Invenz, disclosed in a court filing that
his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Richard Munro
Invenz, Inc.
27481 Ganso
Mission Viejo, CA 92691
Telephone: (949) 910-6600
Email: richard@invenz.com
About Farr Laboratories
Farr Laboratories, LLC is in the vitamin and supplement business.
The company is based in Santa Monica, Calif.
Farr Laboratories sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 23-10347) on March 23,
2023, with up to $500,000 in assets and up to $10 million in
liabilities. Frederick Reinstein, a member of Farr Laboratories,
signed the petition.
Judge Karen B. Owens oversees the case.
The Debtor tapped Daniel K. Astin, Esq., at Ciardi Ciardi & Astin
as legal counsel and Alliance Administration, LLC and Invenz, Inc.
as consultant.
FTX GROUP: SBF Can't be Released from Jail to Prepare for Trial
---------------------------------------------------------------
Greg Lamm of Law360 reports that a Manhattan federal judge on
Tuesday, September 12, 2023, rejected an effort by FTX founder Sam
Bankman-Fried to be released from jail to prepare for his trial in
three weeks, ruling he was unpersuaded by the failed crypto boss's
unsupported claims that he can't access electronically stored
discovery while in a Brooklyn detention center.
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.
FTX GROUP: Wants to Recover $21 Million from LaywerZero Labs
------------------------------------------------------------
Danny Park of Forkast reports that FTX cryptocurrency exchange has
filed a lawsuit against LayerZero Labs, the company behind
cross-chain interoperability protocol LayerZero, to recover
US$21.37 million that LayerZero allegedly withdrew from the
exchange illegally prior to its Chapter 11 bankruptcy.
FTX Group's complaint alleges that LayerZero exploited Alameda
Ventures, the venture capital arm of FTX's sister company Alameda
Research, by withdrawing money in the time of financial
difficulties at FTX using insider knowledge.
On top of the US$21 million recovery, FTX also seeks to cancel
agreements made prior to the collapse.
Alameda Ventures entered a series of transactions with LayerZero
from January to May last year, including Alameda paying over US$70
million across two transactions to purchase a 4.92% stake in
LayerZero.
In March, Alameda Ventures also paid another US$25 million for 100
million STG tokens at Alameda's public auction. STG is the native
token for StarGate Finance, a cross-chain liquidity platform built
on LayerZero.
In February 2022, LayerZero lent $45 million to Alameda Research
under a promissory note bearing an annual interest rate of 8%. When
FTX started to collapse in November 2022, LayerZero sought a deal
for the return of its stake owned by Alameda in exchange for the
forgiveness of the US$45 million loan.
Another deal was reached after the FTX collapse for LayerZero to
purchase back 100 million STG tokens at a discount for US$10
million on Nov. 9, 2022, but this transaction was not completed as
neither party transferred or paid for the tokens.
FTX's filing described that this "fire-sale" capitalized on
Alameda's financial distress.
FTX also wants to recoup US$13 million withdrawn by LayerZero's
former chief operating officer Ari Litan and US$6.65 million by
LayerZero's subsidiary Skip & Goose.
Bryan Pellegrino, the co-founder and chief executive officer of
LayerZero Labs, wrote on X social media that FTX suit is "filled
with unsubstantiated claims," explaining that the company has made
continued efforts to address issues that have been ignored by FTX.
FTX and its sister hedge fund Alameda Research filed for Chapter 11
bankruptcy protection on November 1, 2023. Allegations of
misappropriation of billions of dollars in client funds and other
wrongdoings soon followed.
Now led by corporate restructuring expert John J. Ray III, FTX is
trying to sell, stake and hedge the exchange's US$3 billion of
crypto holdings. The Wall Street Journal reported in late June that
the company is now mulling a revival.
FTX is also trying to claw back millions of dollars it paid
celebrity endorsers and sports teams prior to its bankruptcy. The
list includes Shaquille O'Neal, tennis pro Naomi Osaka and the
Miami Heats.
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.
FTX TRADIN: Get Court Clearance to Start Selling $3.4B Crypto Asset
-------------------------------------------------------------------
Steven Church of Bloomberg News reports that FTX Trading Ltd. won
court approval to begin selling digital currency from its hoard of
$3.4 billion worth of cryptoassets to raise money for creditors who
claim they are owed tens of billions of dollars.
Sales are likely to begin even before a lawsuit challenging the
company's ownership of much of the cryptoassets is resolved. A
group of non-US creditors backed the sale proposal even though
their lawsuit argues that FTX does not own crypto that customers
put on the FTX.com exchange.
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.
FTX TRADING: Bryan Cave's Mariotti Comments on SBF Fraud Case
-------------------------------------------------------------
As disgraced FTX founder Sam Bankman-Fried gets ready to face a
jury starting Oct. 3 in the federal fraud case against him, his
former company has brought suit against his parents, alleging the
two Stanford law professors enriched themselves lavishly via
illegal gifts given by their son.
Renato Mariotti, a former prosecutor in the Justice Dept.'s
Securities & Commodities Fraud Section, shared a quick perspective
on SBF's legal travails. He is now a trial partner in Chicago with
Bryan Cave Leighton Paisner.
Mr. Mariotti notes: "The lawsuit is a smart way to try to get money
back for FTX's customers. As a practical matter, SBF's parents
will not want to litigate a case that will result in them being
cross-examined about their knowledge of their son's fraud and the
money they received from him. New CEO John J. Ray will likely be
able to pressure them to settle the case."
He also weighs in on the pending criminal case against SBF and the
long odds at trial for the fallen crypto executive.
Mr. Mariotti says, "It appears that SBF is headed towards a guilty
conviction and a very lengthy prison sentence. His legal team is
not mounting an aggressive defense and has failed to raise any
issue that indicates a defense verdict is possible. It's hard to
understand why members of the public believe he may beat this
case."
Mr. Mariotti has been sharing his views on the FTX saga on X, the
former Twitter:
https://twitter.com/renato_mariotti?ref_src=twsrc%5Egoogle%7Ctwcamp%5Eserp%7Ctwgr%5Eauthor.
At Justice, Mr. Mariotti served as lead prosecutor in the nation's
first federal action against a high-frequency trader for order
entry, and the first prosecution under the anti-spoofing provision
of Dodd-Frank -- marking the beginning of enforcemennt in
misconduct involving computer-aided trading. He tried more than a
dozen criminal cases and prosecuted a range of white-collar crimes,
including commodities and securities fraud, spoofing, cybercrime,
bank fraud, investor fraud, mortgage and health care fraud, tax
evasion and internet drug sales.
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.
FTX TRADING: Davis Polk Advises Galaxy on Digital Assets
--------------------------------------------------------
Davis Polk advised Galaxy Digital Capital Management LP ("Galaxy
Asset Management") on its engagement to provide investment
management services with respect to certain digital assets of the
bankruptcy estate of FTX Trading. This marks one of the first-ever
appointments of an investment adviser to manage digital assets in a
major crypto bankruptcy case.
On September 13, 2023, the U.S. Bankruptcy Court for the District
of Delaware granted motions approving guidelines for the management
and monetization of FTX's digital asset portfolio and FTX's entry
into an investment services agreement with Galaxy Asset
Management.
Galaxy Asset Management is an SEC-registered investment adviser,
providing investors with access to the digital asset ecosystem via
a diverse suite of institutional-grade investment vehicles that
span passive, active and venture strategies. It is a subsidiary of
Galaxy Digital Holdings LP, a digital asset and blockchain leader
providing access to the growing digital economy. FTX once operated
one of the largest cryptocurrency exchanges in the world and filed
for bankruptcy in November 2022.
The joint Davis Polk financial institutions and restructuring team
included partners Timothy Graulich and Gabriel D. Rosenberg,
counsel Christopher Robertson and associates Dana Seesel
Bayersdorfer, Max J. Linder and Leon Jiang. Partner Gregory S.
Rowland and counsel Benjamin Milder provided investment management
advice. Partner Zachary J. Zweihorn provided securities law and
compliance advice. Counsel Erika D. White provided finance advice.
Members of the Davis Polk team are based in the New York and
Washington DC offices.
Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited
liability partnership, and its associated entities.
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.
FTX: Challenges Blockfi's Bankruptcy Plan Due to Unfair Treatment
-----------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that FTX Trading Ltd. challenged
the bankruptcy wind-down plan of crypto business cohort BlockFi
Inc., taking issue with BlockFi's proposal to completely devalue
hundreds of millions of dollars in FTX claims.
BlockFi's plan to liquidate in Chapter 11 suffers from "fundamental
shortcomings" and must be rejected, crypto trading platform FTX
told the US Bankruptcy Court for the District of New Jersey in a
filing Wednesday, September 13, 2023.
BlockFi has structured its plan in ways that restrict FTX's ability
to collect on $275 million worth of previous loans and recover on
another $213 million in disputed payment claims, it said.
In a separate filing Wednesday, FTX also objected to a pending
BlockFi request to estimate FTX's claims at zero for the purpose of
distributing recoveries to creditors.
FTX, which is mired in complex Chapter 11 proceedings of its own,
also raised concerns shared by other BlockFi creditors over a
settlement in the plan that would release potential claims for
company mismanagement against former BlockFi directors "for little
or no consideration." The deal, which BlockFi reached with an
official committee of unsecured creditors, contemplates a $2.25
million cash payment from the executives and the preservation of
$22.5 million in claims against company insurance providers.
The Justice Department's bankruptcy monitoring division and the
Securities and Exchange Commission have also filed objections over
the litigation releases.
FTX is represented by Sullivan & Cromwell LLP.
BlockFi is represented by Kirkland & Ellis LLP, Cole Schotz PC, and
Haynes and Boone LLP.
The case is In re BlockFi Inc., Bankr. D.N.J., No. 22-19361,
objection filed 9/13/23.
About BlockFi Inc.
BlockFi is building a bridge between digital assets and traditional
financial and wealth management products to advance the overall
digital asset ecosystem for individual and institutional
investors.
BlockFi was founded in 2017 by Zac Prince and Flori Marquez and in
its early days had backing from influential Wall Street investors
like Mike Novogratz and, later on, Valar Ventures, a Peter
Thiel-backed venture fund as well as Winklevoss Capital, among
others. BlockFi made waves in 2019 when it began providing
interest-bearing accounts with returns paid in Bitcoin and Ether,
with its program attracting millions of dollars in deposits right
away.
BlockFi grew during the pandemic years and had offices in New York,
New Jersey, Singapore, Poland and Argentina.
BlockFi worked with FTX US after it took an $80 million hit from
the bad debt of crypto hedge fund Three Arrows Capital, which
imploded after the TerraUSD stablecoin wipeout in May 2022.
BlockFi had significant exposure to the companies founded by former
FTX Chief Executive Officer Sam Bankman-Fried. BlockFi received a
$400 million credit line from FTX US in an agreement that also gave
FTX the option to acquire BlockFi through a bailout orchestrated by
Bankman-Fried over the summer. BlockFi also had collateralized
loans to Alameda Research, the trading firm co-founded by
Bankman-Fried.
BlockFi is the latest crypto firm to seek bankruptcy amid a
prolonged slump in digital asset prices. Lenders Celsius Network
LLC and Voyager Digital Holdings Inc. also filed for court
protection this year. Kirkland & Ellis is also advising Celsius and
Voyager in their separate Chapter 11 cases.
BlockFi Inc. and eight affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361) on
Nov. 28, 2022. In the petitions signed by their chief executive
officer, Zachary Prince, the Debtors reported $1 billion to $10
billion in both assets and liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors taped Kirkland & Ellis and Haynes and Boone, LLP as
general bankruptcy counsels; Walkers (Bermuda) Limited as special
Bermuda counsel; Cole Schotz, P.C., as local counsel; Berkeley
Research Group, LLC as financial advisor; Moelis & Company as
investment banker; and Street Advisory Group, LLC, as strategic and
communications advisor. Kroll Restructuring Administration, LLC, is
the notice and claims agent.
GENESIS GLOBAL: DCG Urges Creditors to Support Repayment Plan
-------------------------------------------------------------
Jonathan Randles of Bloomberg Law reports that Barry Silbert's
Digital Currency Group is urging creditors of its bankrupt crypto
lending subsidiary, Genesis Global Holdco LLC, to back a proposed
repayment plan it said could fully repay hundreds of thousands of
customers who invested money through Gemini Trust Co.'s Earn
program.
DCG said in a Wednesday court filing that Gemini Earn users could
get 100 cents on the dollar under Genesis' proposed restructuring
plan, or potentially even higher returns, and would be partially
repaid through Bitcoin and Ether.
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.
GF SERVICES: Case Summary & Two Unsecured Creditors
---------------------------------------------------
Debtor: GF Services I LLC
110 N Lincoln Ave Ste 202
Corona CA 92882
Business Description: GF Services is engaged in activities related
to real estate.
Chapter 11 Petition Date: September 21, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-14297
Judge: Hon. Magdalena Reyes Bordeaux
Debtor's Counsel: Yoon O. Ham, Esq.
LAW OFFICE OF YOON O. HAM
1425 W. Foothill Blvd., Suite 235
Upland CA 91786
Phone: 909-256-2920
Email: hamyesq@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Chris Bowen as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/MXZDTMY/GF_SERVICES_I_LLC__cacbke-23-14297__0001.0.pdf?mcid=tGE4TAMA
GLOBAL FERTILITY: Seeks to Tap Kasen & Kasen as Bankruptcy Counsel
------------------------------------------------------------------
Global Fertility & Genetics, New York, LLC seeks approval from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Kasen & Kasen, PC as bankruptcy counsel.
The firm's services include:
(a) advising the Debtor with respect to its powers and duties
under the Bankruptcy Code;
(b) negotiating with creditors of the Debtor, preparing a
Chapter 11 plan of reorganization, and taking the necessary legal
steps to consummate the plan;
(c) preparing legal documents;
(d) appearing before the court to protect the interests of the
Debtor and its estate, and representing the Debtor in all matters
pending before the court; and
(e) performing all other necessary legal services for the
Debtor.
The hourly rates of the firm's attorneys are as follows:
David A. Kasen, Esq. $550
Michael J. Kasen, Esq. $450
Jenny R. Kasen, Esq. $450
Francine S. Kasen, Esq. $350
Michael Kasen, Esq., an attorney at Kasen & Kasen, disclosed in a
court filing that his firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael J. Kasen, Esq.
Kasen & Kasen, PC
115 Broadway, 5th Floor
New York, NY 10006
Telephone (646) 397-6226
Email: mkasen@kasenlaw.com
About Global Fertility
Global Fertility & Genetics, New York, LLC is a reproductive
endocrinology and fertility center in New York.
The Debtor filed Chapter 11 petition (Bankr. S.D.N.Y. Case No.
23-10905) on June 6, 2023, with $289,407 in assets and $1,123,740
in liabilities. Jun Jing Liu, director, signed the petition.
Judge Philip Bentley oversees the case.
Michael J. Kasen, Esq., at Kasen & Kasen, PC is the Debtor's legal
counsel.
GLOBAL NET: Fitch Affirms BB+ Issuer Default Rating, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has affirmed the ratings of Global Net Lease (GNL),
Inc. and Global Net Lease Operating Partnership, L.P., including
the Issuer Default Rating (IDR) and underlying issuances
outstanding, at 'BB+'/'RR4'. The Rating Outlook is Stable. The
rating action follows the closing of GNL's all-stock merger with
The Necessity Retail REIT Inc. (RTL). Under the terms of the merger
agreement, RTL stockholders received 0.670 shares of GNL for each
common share of RTL. Post-closing, GNL is the surviving entity. In
conjunction with the close of the RTL acquisition, Fitch is
upgrading the rating of $500 million of aggregate principal of
4.50% senior notes due 2028, formerly co-borrowed by The Necessity
Retail REIT, Inc. and The Necessity Retail REIT Operating
Partnership, L.P. and since assumed by to Global Net Lease, Inc.,
to 'BB+'/'RR4', which are pari passu with GNL's other senior
unsecured debt. The Rating Watch on all ratings has been removed.
The merger does afford some credit positives, including lower
expenses and higher cash flows post internalization of management,
reducing single tenant office exposure on a relative basis, and
mitigating some governance elements adverse to the REIT's credit
profile. However, Fitch will continue to closely monitor the
integration of RTL and internalization of management. These factors
will be key determinants as to whether GNL will be able to reduce
leverage and improve its access to capital, which has been
relatively more challenged compared to its peers.
KEY RATING DRIVERS
Elevated Leverage: Fitch expects GNL's Fitch-adjusted REIT leverage
(net debt before preferred stock to recurring operating EBITDA) to
decrease to the mid-7x range through the forecast period, which is
in line with the 'BB+' rating level. Pro forma REIT leverage for
2Q23 was in the high 9x range. However, when accounting for
anticipated synergies of $75 million, which Fitch believes are
attainable, and the repayment of RTL's credit facility, the metric
is in line with the 'BB+' rating. Management stated that GNL's and
RTL's net debt to annualized adjusted EBITDA on a standalone basis
were 8.3x and 9.9x as of 1Q23, and that the metric is estimated to
be 7.6x for 4Q24 as a result of the merger and internalization.
Prior to the merger, REIT leverage for GNL had remained elevated,
at 8.0x in 2022, 8.1x in 2021 and 8.7x in 2020, and Fitch expected
GNL to be challenged in utilizing certain leverage-reducing
opportunities, namely equity issuance given the large and
persistent NAV discount. While the move to internalize management,
following the completion of the merger, may help to garner higher
valuations, management has much to prove in terms of its
leverage-reducing strategy, in Fitch's view. (GNL's current CEO,
Jim Nelson, and RTL's current CEO, Mike Weil, will both remain at
the helm as co-CEOs until Jim Nelson's retirement in April 2024.)
Enhanced Diversification Post-Closing: The merger established the
third largest net lease REIT with a global presence, with $9.5
billion of real estate assets and 1,308 properties comprising 66.9
million square feet. Additionally, the combined entity is expected
to have a better diversified portfolio by geography, asset type,
tenant and industry. Top 10 tenants based on annualized
straight-line rent (SLR) as of June 30, 2023 is expected to be 20%,
with the largest tenant only contributing 2.7% of the total, which
is strong for the rating. The percentage of investment-grade
tenants is estimated to be 57%, which includes both actual
investment-grade ratings (rated by Fitch or other NRSROs) and
implied (based on parent guarantees or implied by financial
metrics). Top 10 industry concentration by total SLR is anticipated
to be 43%. This is compared to GNL's tenant and industry
concentration on a standalone basis of 32% and 60%, respectively.
Management also noted that concentration risk is being mitigated
through new tenants, property types and markets with limited
integration risk.
Increased Retail, Less Office Exposure Post-Closing: Based on
annualized SLR as of June 30, 2023, retail, industrial and office
are expected to account for 48%, 31% and 20%, respectively. Prior
to the merger, GNL's exposure to retail, industrial and office was
5%, 55% and 40%, respectively, with RTL at 91%, 8% and 1%. In this
aspect, Fitch views the deal positively. Retail and industrial have
been experiencing strong fundamentals of late, though some cooling
in demand is expected given the current macroeconomic headwinds.
Meanwhile, the office REIT sector has met, or modestly
underperformed, Fitch's low expectations during 2023, having been
impacted by meaningfully decreased levels of office utilization by
tenants pursuant to the pandemic.
Long-Term Leases: Post-closing, the combined company's weighted
average remaining lease term is expected to be 6.9 years, which is
solid for the rating. However, this is lower than the 7.6 years for
GNL on a standalone basis as of 2Q23 and the net lease peer average
of approximately 10 years, due to a lower weighted average
remaining lease term for RTL of 5.9 years. However, the combined
company has less intermediate term risk to NOI given the
aforementioned reduced exposure to single-tenant office
properties.
Internally Managed: Prior to the closing of the transaction, GNL
and RTL were externally managed by AR Global, LLC, a $12 billion
global real estate asset manager, which Fitch viewed as a modest
credit negative. Generally, an external management structure could
result in persistent equity valuation discount that challenges
executing an acquisition-led growth strategy within financial
policy targets, and institutional investors generally favor
internally managed REIT structures given dedicated management and
fewer related party transactions and potential interest conflicts.
Concurrent with the merger, the combined company internalized both
GNL's and RTL's advisory and property management functions, which
is expected to result in savings of approximately $54 million
realized immediately upon internalization and close of the
transaction, as well as the elimination of all management fees. (An
additional $21 million of synergies are estimated from corporate
consolidation and general public company cost savings.) Management
also pointed to a simplified structure, enhanced corporate
governance and anticipated trading multiple expansion as additional
benefits. However, the internalization of management will not
ameliorate GNL's relatively more challenged access to capital, in
Fitch's view.
DERIVATION SUMMARY
Fitch expects GNL to maintain a globally diversified,
acquisition-led portfolio growth strategy. However, there is
increased execution risk due to the recent merger with RTL.
GNL post-closing should be rather diversified by geography, asset
type, tenant and industry, spanning industrial, retail, and office
assets across North America and Europe. Combined, the company is
expected to have 1,308 properties (66.9 million square feet), with
retail, industrial and office comprising 48%, 31% and 20% of
annualized SLR, respectively. On a standalone basis, GNL had 317
properties (39.6 million square feet), with retail, industrial and
office accounting for 5%, 55% and 40% of annualized SLR,
respectively, as of June 30, 2023.
GNL's portfolio quality is balanced by its less-established capital
access and weaker credit metrics. The issuer's credit metrics,
including post-closing company-reported net debt to annualized
adjusted EBITDA of 7.6x, is weaker than its 'BBB' category peers,
including LXP Industrial Trust (BBB/Stable) and STAG Industrial,
Inc. (BBB/Stable). Notably, GNL's credit metrics are negatively
impacted by a more highly-levered RTL, whose company-reported net
debt to annualized adjusted EBITDA was 9.9x as of 1Q23.
Fitch rates the IDRs of the parent REIT and subsidiary operating
partnership on a consolidated basis, using the weak parent/strong
subsidiary approach and open access and control factors, based on
the entities operating as a single enterprise with strong legal and
operational ties.
Fitch applies 50% equity credit to the company's perpetual
preferred securities given the cumulative nature of coupon
deferral. The instruments are subordinated to debt, lack material
covenants and the terms of the change of control do not negate the
equity credit judgement. Certain metrics calculate leverage,
including preferred stock. Of note, Fitch only rates GNL's existing
Series A and Series B preferred stock and does not rate the Series
D and Series E preferred stock issued by RTL.
KEY ASSUMPTIONS
- The company realizes anticipated annual cost savings of
approximately $54 million immediately upon internalization and an
additional $21 million within 12 months of the transaction close,
totaling roughly $75 million in expected annual savings;
- Operating expense savings materialize;
- REIT leverage decreases to the mid-7x range over the forecast
period.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Evidence of material improvements in EBITDA and reduction of debt
such that Fitch expects leverage below 7.0x on a sustained basis;
- Meaningful improvements in governance such that Fitch expects
capital access to be commensurate with entities rated 'BB+' or
higher;
- Improvements in the combined entity's profile upon close,
including asset and geographic diversification in line with those
announced.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Lack of material improvements in EBITDA and reduction of debt
such that Fitch expects the combined entity's leverage above 8.0x
on a sustained basis;
- Lack of meaningful improvements in governance such that Fitch
expects capital access to remain constrained for the combined
entity at the 'BB+' rating level.
LIQUIDITY AND DEBT STRUCTURE
As of June 30, 2023, GNL and RTL had cash and cash equivalents of
$100.9 million and $59.2 million, respectively, and outstanding
borrowings under their revolving credit facilities of $1038.5
million and $604 million.
Prior to the merger, GNL had a $1.45 billion senior unsecured
revolving credit facility, the availability of borrowings under
which is based on the value of a pool of eligible unencumbered real
estate assets and compliance with various ratios related to those
assets. However, on Aug. 31, the company announced a $500 million
credit facility accordion, which is effective upon the completion
of the merger and internalization with RTL. This increases the
credit facility to $1.95 billion for the combined company, of which
$1.6 billion is expected to be outstanding on a pro forma basis.
In connection with the REIT merger, GNL will assume all of RTL's
indebtedness. Specifically, GNL will repay all amounts outstanding
under the RTL credit facility via the aforementioned accordion
feature, and then terminate that facility, as well as assume RTL's
$500 million aggregate principal amount of 4.5% senior notes due
2028. As of 2Q23, RTL also had $1.6 billion of gross mortgage notes
payable outstanding, all of which will be assumed by GNL.
There is merger-related risk from a liquidity standpoint. Under the
indenture governing the RTL senior notes, which are being assumed
by GNL, there is a "change of control triggering event", which
means that if there is both a change of control and a ratings
downgrade on the RTL senior notes by at least two out of three
applicable rating agencies within 60 days following the change of
control, the combined company would be required to redeem those
senior notes at 101% of the principal amount thereof, plus accrued
and unpaid interest. GNL and RTL believe the merger constitutes a
change of control, and if the combined company was required to
redeem those notes, it may not have sufficient funds, or the
ability to raise sufficient funds, to complete this at the time it
is required to do so. This could constitute an event of default,
which, in turn, would constitute a default under the GNL credit
facility.
Historically, the company has established and used at-the-market
(ATM) issuance programs for common and preferred stock, which Fitch
views favorably. However, GNL shares traded at a wide discount to
NAV, which tempers equity issuances. Additionally, prior to the
transaction, Fitch estimated that unencumbered asset coverage of
net unsecured debt (UA/UD) at a 9% stressed cap rate was below the
common 2.0x threshold for investment-grade U.S. equity REITs.
Fitch defines liquidity coverage as sources of liquidity divided by
uses of liquidity. Sources include unrestricted cash, availability
under unsecured revolving credit facilities, and retained cash flow
from operating activities after dividends. Uses include pro rata
debt maturities, expected recurring capex, and forecast
(re)development costs.
ISSUER PROFILE
Global Net Lease, Inc. is a publicly traded real estate investment
trust (REIT), which focuses on acquiring and managing a global
portfolio of income producing net lease assets across the U.S., and
Western and Northern Europe.
SUMMARY OF FINANCIAL ADJUSTMENTS
No material non-standard financial adjustments.
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Global Net Lease,
Inc. LT IDR BB+ Affirmed BB+
senior
unsecured LT BB+ Affirmed RR4 BB+
preferred LT BB- Affirmed RR6 BB-
senior
unsecured LT BB+ Upgrade RR4 BB
Global Net
Lease Operating
Partnership, L.P. LT IDR BB+ Affirmed BB+
senior
unsecured LT BB+ Affirmed RR4 BB+
GREENSMITH LAND: Hires Wilson Harrell Farrington as Counsel
-----------------------------------------------------------
Greensmith Land Management, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Florida to hire
Wilson, Harrell, Farrington, Ford, Wilson, Spain & Parsons, PA to
handle its Chapter 11 case.
Wilson received a retainer in the amount of $20,000.
J. Steven Ford, Esq., the firm's attorney who will be providing the
services, charges an hourly fee of $350 while legal assistants
charge $100 per hour.
Mr. Ford disclosed in court filings that he and other members of
the firm neither hold nor represent any interest adverse to the
Debtor and its bankruptcy estate.
Wilson can be reached through:
Steven J. Ford, Esq.
WILSON, HARRELL, FARRINGTON, FORD,
WILSON, SPAIN & PARSONS, P.A.
307 S. Palafox Street
Pensacola, FL 32502
Tel: (850) 438-1111
Email: jsf@whsf-law.com
amanda@whsf-law.com
About Greensmith Land Management, LLC
Greensmith offers design, installation, and service for outdoor
structures, landscaping, land clearing, and construction material
hauling.
Greensmith Land Management, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla.
Case No. 23-30616) on Sep. 1, 2023. The petition was signed by
Paul Smith as managing member. At the time of filing, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities.
J. Steven Ford, Esq. at WILSON, HARRELL, FARRINGTON, FORD, ET, AL.
represents the Debtor as counsel.
GULFPORT ENERGY: Silver Point Reports 40% Equity Stake
------------------------------------------------------
GULFPORT ENERGY: Silver Point Reports 40% Equity Stake
Silver Point Capital Fund, L.P., filed Amendment No. 5 to its
Schedule 13D to report that on September 5, 2023, the firm and its
affiliates Silver Point Capital Offshore Master Fund, L.P. by SPCP
Offshore IV, Inc. as its designated affiliate, Silver Point
Distressed Opportunities Fund, L.P., and Silver Point Distressed
Opportunity Institutional Partners, L.P. executed a block trade of
800,000 shares of Gulfport Energy Corporation common stock for $118
a share pursuant to Rule 144 of the Securities Act of 1933.
Following the transaction, the Silver Point entities may be deemed
to beneficially own an aggregate of 8,065,822 shares, equivalent to
40% of Gulfport Energy common stock.
Silver Point may be reached at:
Steven Weiser
Silver Point Capital, L.P.
2 Greenwich Plaza, Suite 1
Greenwich, CT 06830
Tel: (203) 542-4200
A copy of the SC 13D/A is available for free at:
https://tinyurl.com/37syw94w
About Gulfport Energy Corporation
Oklahoma City, Okla.-headquartered Gulfport Energy Corporation is
an independent natural gas-weighted exploration and production
company focused on the production of natural gas, crude oil and
NGL. The Company's principal properties are located in eastern Ohio
targeting the Utica and Marcellus and in central Oklahoma targeting
the SCOOP Woodford and Springer formations.
Gulfport and its subsidiaries sought Chapter 11 protection (Bankr.
S.D. Tex. Lead Case No. 20-35562) on Nov. 13, 2020. As of Sept.
30, 2020, Gulfport had $2,375,559,000 in assets and $2,520,336,000
in liabilities.
The Honorable David R. Jones was the case judge.
The Debtors tapped Kirkland & Ellis LLP as their bankruptcy
counsel; Jackson Walker L.L.P. as local bankruptcy counsel; Alvarez
& Marsal North America, LLC as restructuring advisor; and Perella
Weinberg Partners L.P. and Tudor, Pickering, Holt & Co. as
financial advisor; and PricewaterhouseCoopers LLP as tax services
provider. Epiq Corporate Restructuring LLC acted as the claims
agent.
Wachtell, Lipton, Rosen & Katz was counsel for the special
committee of Gulfport's Board of Directors while Chilmark Partners
is the financial advisor.
Katten Muchin Rosenman LLP served as counsel for the special
committee of the governing body of each Debtor other than Gulfport
while M III Partners, LP, was the financial advisor.
The U.S. Trustee for Region 7 formed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases. The
committee was represented by Norton Rose Fulbright US LLP and
Kramer Levin Naftalis & Frankel, LLP and Jefferies LLC as its
investment banker.
Gulfport emerged from Chapter11 bankruptcy earlier in 2021.
Control of Gulfport was handed to its creditors, many of them hedge
funds, upon completion of the bankruptcy process that swapped
around $1.2 billion of debt for shares in the Company.
In July 2023, Fitch Ratings affirmed Gulfport's Long-Term Issuer
Default Rating (IDR) at 'B+'. Fitch also affirmed Gulfport's
first-lien revolver at 'BB+'/'RR1' and the senior unsecured notes
at 'BB-'/'RR3'. The Rating Outlook is Stable.
HART INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Hart, Inc.
2211 Michelson Dr., Suite 900
Irvine, CA 92612
Business Description: Hart, Inc., founded in 2012 in Orange
County, California, was created to enhance
the healthcare system through the use of
state-of-the-art data management software.
The Company designed a platform that
seamlessly integrates all data sources
into a unified source of reliable, up-to-
the-minute information.
Chapter 11 Petition Date: September 21, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-11937
Judge: Hon. Scott C. Clarkson
Debtor's Counsel: Zev Shechtman, Esq.
DANNING, GILL, ISRAEL & KRASNOFF, LLP
1901 Avenue of the Stars, Suite 450
Los Angeles, CA 90067-6006
Phone: (310) 277-0077
Email: zs@danninggill.com
Total Assets: $1,667,728
Total Liabilities: $21,510,861
The petition was signed by Dominique Gross as chief executive
officer.
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/GWNM7GQ/Hart_Inc__cacbke-23-11937__0001.0.pdf?mcid=tGE4TAMA
HO WAN KWOK: Seeks to Hire Kroll LLC as Forensic Investigator
-------------------------------------------------------------
Ho Wan Kwok and Genever Holdings LLC seek approval from the U.S.
Bankruptcy Court for the District of Connecticut to hire Kroll, LLC
as their forensic investigators.
Kroll will assist in investigating and analyzing the Debtor's
finances and assets, and assist the Trustee in aspects of his
investigation and in the recovery of assets, including, among other
things, the existing Adversary Proceedings and those that the
Trustee may bring in the future.
Kroll's current standard hourly billing rates range between $257 -
$1,220 and will be discounted for this engagement.
The discounts to Kroll's current standard hourly billing rates will
be applied as follows:
$1,000 of Higher 25 percent
$800 - $999 20 percent
$799 or Lower 10 percent
As disclosed in court filings, Kroll is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Allen Pfeiffer
Kroll, LLC
55 East 52nd Street 17 Fl
New York NY 10055
Phone: (212) 593-1000
Email: Allen.Pfeiifer@kroll.com
About Ho Wan Kwok
Ho Wan Kwok sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 22-50073) on Feb. 15, 2022. Judge
Julie A. Manning oversees the case. Dylan Kletter, Esq., is the
Debtor's legal counsel.
Ho Wan Kwok aka Guo Wengui is an exiled Chinese businessman.
According to Reuters, Guo was a former real estate magnate who fled
China for the U.S. in 2014 ahead of corruption charges. Guo filed
for bankruptcy after a New York court ordered him to pay lender
Pacific Alliance Asia Opportunity Fund $254 million stemming from a
contract dispute. PAX had initially loaned two of Guo's companies
$100 million in 2008 for a construction project in Beijing and sued
Guo when he failed to pay off the loan.
An Official Committee of Unsecured Creditors has been appointed in
the case and is represented by Pullman & Comley, LLC.
Luc A. Despins was appointed Chapter 11 Trustee in the case.
HOG FATHER'S OLD FASHIONED: Hits Chapter 11 Bankruptcy Protection
-----------------------------------------------------------------
Tim Schooley of Pittsburgh Business Times reports that Hog Father's
Old Fashioned BBQ, a Washington County joint that includes a total
of three locations, has filed for Chapter 11 bankruptcy protection
from creditors in the United States Bankruptcy Court for the
Western District of Pennsylvania.
Filed on Sept. 1, 2023, the legal action encompasses four separate
filings for the local Washington County chain, which has locations
in Washington, Canonsburg and Monesson.
A lawyer who represents the restaurant in the filing wasn't
immediately available for comment.
About Hog Father's Old Fashioned BBQ
Hog Father's Old Fashioned BBQ, LLC, is a chain of barbeque
restaurants in Western Pennsylvania.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-21872) on Sept. 1,
2023. In the petition signed by Frank Puskarich, managing member,
the Debtor disclosed $500,000 in total assets and $1 million in
total liabilities.
Christopher M. Frye, Esq., at Steidl & Steinberg, P.C., is the
Debtor's legal counsel.
INNOVATIVE GENOMICS: Hires Shuker & Dorris as Bankruptcy Counsel
----------------------------------------------------------------
Innovative Genomics, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to hire Shuker & Dorris,
P.A. as its bankruptcy counsel.
Shuker & Dorris will render these legal services:
(a) advise the Debtor of its powers and duties in this Chapter
11 case;
(b) attend meetings and negotiate with the representatives of
creditors, and advise and consult on the conduct of the case; and
(c) negotiate and prepare a plan of reorganization, and take
necessary action to obtain confirmation of the plan; and
(d) take all other necessary action incident to the proper
preservation and administration of the estate.
The hourly rates of the firm's counsel and staff are as follows:
Partners $500 - $650
Associates $425
Paraprofessionals $105 - $175
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the Debtor advanced $16,550.95 for
post-petition services and expenses.
R. Scott Shuker, Esq., a partner at Shuker & Dorris, disclosed in a
court filing that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
R. Scott Shuker, Esq.
SHUKER & DORRIS, PA
121 S. Orange Avenue, Suite 1120
Orlando, FL 32801
Telephone: (407) 337-2060
Email: rshuker@shukerdorris.com
About Innovative Genomics
Innovative Genomics, LLC owns and operates a medical and diagnostic
laboratory in Miami, Fla.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-16852) on Aug. 28,
2023, with $1 million to $10 million in both assets and
liabilities. Enrique Perez-Paris, president, signed the petition.
Judge Robert A. Mark oversees the case.
R. Scott Shuker, Esq., at Shuker & Dorris, P.A. represents the
Debtor as legal counsel.
JAMAICAN SPOT: Seeks to Hire James Patterson as Bankruptcy Counsel
------------------------------------------------------------------
The Jamaican Spot LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Alaska to hire James Patterson, LLC as
its bankruptcy counsel.
The Debtor requires legal counsel to:
a. take appropriate action with respect to secured and
priority creditors;
b. take appropriate action with respect to possible voidable
preferences and transfers;
c. prepare legal papers and try before the court whatever
issues are deemed necessary;
d. investigate the Debtor's accounts and financial
transactions; and
e. perform all other legal services.
The firm will charge an hourly fee of $350, plus expenses.
James Patterson does not represent interests adverse to the Debtor
and its estate, according to court filings.
The firm can be reached through:
James D. Patterson, Esq.
JAMES PATTERSON, LLC
2153 Airport Boulevard
Mobile, AL 36606
Tel: (251) 432-9212
Email: jdp@jamespattersonlaw.com
About The Jamaican Spot LLC
The Jamaican Spot LLC sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 23-12009) on
August 31, 2023, listing up to $50,000 in assets and $50,001 to
$100,000 in liabilities. James D. Patterson, Esq. at James
Patterson LLC represents the Debtor as counsel.
JENKLEIN LLC: Seeks to Hire Tydings & Rosenberg as Legal Counsel
----------------------------------------------------------------
JenKlein, LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania to employ Tydings & Rosenberg,
LLP.
The Debtor requires legal counsel to:
(a) give advice with respect to the powers and duties of the
Debtor in the operation of its business and management of its
property;
(b) represent the Debtor in defense of proceedings instituted
to reclaim property or to obtain relief from the automatic stay
under Section 362(a) of the Bankruptcy Code;
(c) prepare legal papers and appear in proceedings instituted
by or against the Debtor;
(d) assist the Debtor in the preparation of schedules,
statements of financial affairs, and any amendments thereto that
the Debtor may be required to file in this Chapter 11 case;
(e) assist in the evaluation of a possible sale of the
Debtor's business or assets, if necessary;
(f) assist the Debtor in the preparation of a plan of
reorganization or orderly liquidation and a disclosure statement,
if necessary;
(g) assist the Debtor with all bankruptcy legal work; and
(h) perform other necessary legal services for the Debtor.
The hourly rates of the firm's attorneys are as follows:
Alan M. Grochal $650
Joseph M. Selba $450
Michael J. Lentz $450
Brianna G. Pickhardt $300
Michael Lentz, Esq., an attorney at Tydings & Rosenberg, disclosed
in a court filing that his firm is a "disinterested person" as that
term is defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael J. Lentz, Esq.
Alan M. Grochal, Esq.
Joseph M. Selba, Esq.
Tydings & Rosenberg LLP
One East Pratt Street, Suite 901
Baltimore, MD 21202
Telephone: (410) 752-9700
Facsimile: (410) 727-5460
Email: mlentz@tydings.com
agrochal@tydings.com
jselba@tydings.com
About JenKlein LLC
JenKlein, LLC is a single asset real estate debtor (as defined in
11 U.S.C. Section 101(51B)). The Debtor owns a 17,163-square-foot
building valued at $300,000 and located at 2047 Kutztown Road,
Reading, Pa.
JenKlein sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. E.D. Pa. Case No. 23-12618) on Aug. 31, 2023, with
$300,000 in total assets and $3,583,030 in total liabilities. Julia
Klein, member, signed the petition.
Judge Patricia M. Mayer oversees the case.
Michael J. Lentz, Esq., at Tydings & Rosenberg, LLP serves as the
Debtor's legal counsel.
KDJJ ENTERPRISES INC: Seeks Chapter 11 Bankruptcy Protection
------------------------------------------------------------
KDJJ Enterprises Inc. filed for Subchapter V of Chapter 11
protection in the District of Arizona.
According to court filing, the Debtor reports between $1 million
and $10 million in assets and between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for October 12, 2023, at 11:15 AM.
The Subchapter V trustee appointed in the case:
Tedd Burr
Mac Restructuring Advisors, LLC
10191 E. Shangri La Road
Scottsdale, AZ 85260
Ted@MacRestructuring.com
Cell: (602) 418-2906
About KDJJ Enterprises
KDJJ Enterprises Inc. is categorized under Car Body Repairs and Car
Body Painting.
KDJJ Enterprises Inc. sought relief Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 23-06269) on
Sept. 9, 2023. The Debtor reported assets and liabilities of $1
million to $10 million. The petition states funds will be
available to Unsecured Creditors.
The Honorable Bankruptcy Judge Scott H. Gan handles the case.
The Debtor is represented by:
Jacob R. Goodman, Esq.
GOODMAN LAW PRACTICE PLC
P.O. BOX 12127
CASA GRANDE, AZ 85130
KDJJ ENTERPRISES: Seeks to Hire Goodman Law Practice as Counsel
---------------------------------------------------------------
KDJJ Enterprises, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Arizona to employ Goodman Law Practice
PLC, doing business as Rock Law.
The Debtor requires legal counsel to negotiate and formulate a plan
of reorganization and provide other legal services in connection
with its Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Attorneys $350 - $395
Paralegals $150 - $225
Legal Assistants $100
As of the bankruptcy filing, the Debtor owed the firm $2,262 in
pre-bankruptcy fees.
Jacob Goodman, Esq., a member and owner of Rock Law, disclosed in a
court filing that his firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jacob R. Goodman, Esq.
Goodman Law Practice, PLC
P.O. Box 28365
Tempe, AZ 85285
Telephone: (480) 605-4409
Facsimile: (602) 491-2062
Email: Jacob@rocklawaz.com
About KDJJ Enterprises
KDJJ Enterprises, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No.
23-06269) on Sept. 8, 2023, with $1 million to $10 million in both
assets and liabilities. David A. Ellis, president, signed the
petition.
Judge Scott H. Gan oversees the case.
Jacob R. Goodman, Esq., at Goodman Law Practice PLC serves as the
Debtor's counsel.
LAF BUTTERVILLE: Claim to be Paid as Permitted in the Order
-----------------------------------------------------------
LAF Butterville, LLC, submitted a Plan and a Disclosure Statement.
LAF Butterville, LLC is the title owner to a certain piece of real
property located at 46 Butterville Road in the Town of New Paltz,
County of Ulster and State of New York.
The property was subject to a foreclosure action and a judgment of
foreclosure and sale was secured by the sole creditor- Sleepy
Hollow Investors LLC. The market value of the property as fixed by
arms length purchase offer and contract is $335,000.
The claim of Sleepy Hollow Investors was $152.152 as of Aug. 31,
2023, acknowledging that some interest continues to accrue.
This Court has approved the sale by order dated July 26, 2023.
The Debtor will pay off the single creditor's claim at closing as
permitted in the order approving the sale.
Counsel for the Debtor:
Matthew J. Mann, Esq.
MANN LAW FIRM, P.C.
426 Troy-Schenectady Rd.
Latham, NY 12110
Tel: (518) 785-3300
A copy of the Disclosure Statement dated September 8, 2023, is
available at https://tinyurl.ph/MPhsz from PacerMonitor.com.
About LAF Butterville
LAF Butterville LLC sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-10490) on May
15, 2023, listing $100,001 - $500,000 in both assets and
liabilities. The petition was signed by Joanna Sacramone, managing
member. The firm is represented by Matthew J. Mann, Esq. at Mann
Law Firm, PC.
LAKEVIEW ELECTRICAL: Gen. Unsecureds Get Paid From Available Funds
------------------------------------------------------------------
Lakeview Electrical Services, LLC, submitted a Plan and a
Disclosure Statement.
The Debtor has filed a motion to sell a 2018 GMC Sierra pickup,
which is subject to a purchase money security interest in favor of
AmeriCredit Financial Services in the approximate amount of
$18,008. Any net proceeds from the sale of the pickup shall be
used to fund the Plan.
On the Petition Date, the Debtor had receivables of $403,826, which
the Debtor intends to attempt to collect.
Class III Priority Unsecured Claims: Mark Stewart filed claim #2 in
the amount of $5,179 for wages and a truck allowance. The debtor
paid the sum of $4,500.00 following entry of an Order Granting
Debtor's motion to pay prepetition and final postpetition wages for
the period December 26, 2022 through January 6, 2023. The Debtor
has filed an objection to the truck allowance in the amount of
$1,600.00 on the grounds it is not owed. In the event Debtor's
objection is not sustained, the balance of the priority claim will
be paid in full in cash upon the Effective Date of the Plan.
Brittany Chappelle (no claim filed) was scheduled as the holder of
a priority claim for unpaid wages in the amount of $569.34. The
debtor paid the sum of $350.00 following entry of an Order Granting
Debtor's motion to pay pre-petition and final post-petition wages
for the period December 26, 2022 through January 6, 2023.
Cesar Garcia (no claim filed) was scheduled as the holder of a
priority claim for unpaid wages in the amount of $1,688.88. The
debtor paid the sum of $2,080.00 following entry of an Order
Granting Debtor's motion to pay pre-petition and final
post-petition wages for the period December 26, 2022 through
January 6, 2023
Class V General Unsecured Claims:
General Unsecured Claims – Allowed General Unsecured Claims in
the amount of $87,860.24, and any additions thereto as provided
herein, other than claims held by insiders, will be paid pro rata
from the available funds after payment of allowed administrative
expenses and allowed priority claims. The debtor proposes to pay
ZERO on the claim of Blalock Building Company, Inc., which is
scheduled as disputed, unliquidated and contingent, and for which
no claim has been filed.
This class includes claim #5 of Internal Revenue Service in the
amount of $2,832.54, claim #6 of Thompson Tractor Company, Inc. in
the amount of $2,137.06, claim #7 of Channel Partners Capital, LLC.
in the amount of $57,950.02, Mayer Electric (no claim filed) in the
amount of $2,934.42, and Nex Rev (no claim filed) in the amount of
$22,006.20.
No later than the Effective Date, the Debtor will pay in full, in
cash, all Administrative expenses, secured, priority unsecured,
general unsecured and insider claims.
Attorney for the Debtor:
Tameria S. Driskill, Esq.
WILLIAMS, DRISKILL, HUFFSTUTLER & KING
2100 Club Drive, Ste 150
Gadsden, AL 35901
Tel: (256) 442-0201
A copy of the Disclosure Statement dated September 6, 2023, is
available at https://tinyurl.ph/rjnzK from PacerMonitor.com.
About Lakeview Electrical Services
Lakeview Electrical Services, LLC sought protection for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No.
23-40006) on Jan. 3, 2023, with up to $50,000 in both assets and
liabilities. Judge James J. Robinson presides over the case.
Tameria S. Driskill, Esq., at Williams Driskill Huffstutler King,
LLC, is the Debtor's counsel.
LEGACY CARES: Gets Court Approval for Oct. 5 Auction
----------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona approved
bidding procedures for the sale of substantially all of the assets
of Legacy Cares Inc., by which the Debtor will solicit and select
the highest or otherwise best offer for their assets. Objections
to the sale of the Debtor's assets, if any, must be filed no later
than 4:00 p.m. (Prevailing Arizona Time) on Sept. 25, 2023.
The deadline to file bids for the Debtor's assets is Sept. 28,
2023, at 4:00 p.m. (Prevailing Arizona Time). The Debtor will
conduct the auction on Oct. 5, 2023, at 10:00 a.m. (Prevailing
Arizona Time), at the U.S. Bankruptcy Court for the District of
Arizona, Courtroom 603, 230 N. First Avenue, Phoenix, Arizona.
A sale hearing to consider approval of the sale and the transfer of
the assets free and clear of all liens, claims, interests, and
encumbrances in accordance with Section 363(f) of the Bankruptcy
Code will be held before the Hon. Daniel P. Collins, the U.S.
Bankruptcy Court for the District of Arizona, Courtroom 603, 230 N.
First Avenue, Phoenix, Arizona, on Oct. 18, 2023, at 1:30 p.m.
(Prevailing Pacific Time).
According to court documents, the ultimate purchaser of Debtor's
assets is unknown at this time, and Debtor has not entered into any
Stalking Horse Agreement. Debtor and its advisors have been
conducting and will continue to conduct a marketing process for a
sale of Debtor's Assets, in connection with which Debtor will seek
the submission of Qualified Bids. Debtor reserves the right to
enter into a Stalking Horse Agreement, and any such agreement will
be subject to Court approval as set forth herein and in the Bidding
Procedures Order.
Copies of the Bidding Procedures, the Bidding Procedures Order, and
this Sale Notice may be examined by interested parties free of
charge at the website established for this chapter 11 case by
Debtor's court-approved noticing, claims, and solicitation agent,
Epiq Corporate Restructuring, LLC, at
https://dm.epiq11.com/LegacyCares.
About Legacy Cares
Legacy Cares, Inc. is a 501c3 non-profit organization dedicated to
providing athletes and non-athletes of all ages, economic
backgrounds and levels of athletic proficiency the opportunity to
participate in sports and e-sports while fostering the enjoyment
and camaraderie of teamwork and perseverance, key components in
athletic competition and lifetime success. The organization is
based in Mesa, Ariz.
Legacy Cares sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 23-02832) on May 1, 2023,
with $242,329,104 in assets and $366,719,676 in liabilities.
Douglas Moss, president of Legacy Cares, signed the petition.
Judge Daniel P. Collins oversees the case.
The Debtor tapped Henk Taylor, Esq., at Warner Angle Hallam Jackson
Formanek, PLC as bankruptcy counsel; Papetti Samuels Weiss
McKirgan, LLP and Slania Law, PLLC as special counsels; and Miller
Buckfire & Co., LLC and its affiliate, Stifel, Nicolaus & Co.,
Inc., as investment banker. Epiq Corporate Restructuring, LLC is
the noticing, claims and balloting agent.
The U.S. Trustee for Region 14 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
Pachulski Stang Ziehl & Jones, LLP and AlixPartners, LLP serve as
the committee's legal counsel and financial advisor, respectively.
LET'S TALK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Let's Talk Interactive
6000 Fairview Road
Suite 1225
Charlotte, NC 28210
Business Description: Let's Talk is engaged in providing computer
programming services on a contract or fee
basis.
Chapter 11 Petition Date: September 21, 2023
Court: United States Bankruptcy Court
Western District of North Carolina
Case No.: 23-30655
Judge: Hon. Laura T. Beyer
Debtor's Counsel: Steven E. Wallace, Esq.
WARD DAMON PL
4420 Beacon Circle
West Palm Beach, FL 33407
Tel: (561) 842-3000
Fax: (561) 842-3626
Email: swallace@warddamon.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Arthur Cooksey 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/U67PARY/Lets_Talk_Interactive__ncwbke-23-30655__0001.0.pdf?mcid=tGE4TAMA
LIVIE AND LUCA: Taps Finestone Hayes as General Bankruptcy Counsel
------------------------------------------------------------------
Livie and Luca LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of California to hire Finestone Hayes LLP
as its general bankruptcy counsel.
The firm will render these services:
a. advise and represent the Debtor as to all matters and
proceedings within this Chapter 11 case, other than those
particular areas that may be assigned to special counsel;
b. assist, advise, and represent the Debtor in any manner
relevant to a review of its debts, obligations, maximization of its
assets and where appropriate, disposition thereof;
c. assist, advise, and represent the Debtor in the operation
of its business;
d. assist, advise, and represent the Debtor in the performance
of all of its duties and powers under the Bankruptcy Code and
Bankruptcy Rules, and in the performance of such other services as
are in the interests of the estate;
e. assist, advise, and represent the Debtor in dealing with
its creditors and other constituencies, analyzing the claims in
this case, and formulating and seeking approval of a plan of
reorganization.
The firm's hourly rate for partners is $610 and its rates for
associates and contract attorneys range from $400-600.
The firm received a pre-petition retainer of $40,000 on July 26,
2023.
Finestone is a "disinterested person" as defined by Sec. 101(14),
as modified by Sec. 1107(b), according to court filings.
The firm can be reached through:
Stephen D. Finestone, Esq.
FINESTONE HAYES LLP
456 Montgomery Street, Floor 20
San Francisco, CA 94104
Tel: (415) 421-2624
Fax: (415) 398-2820
About Livie and Luca LLC
Livie and Luca LLC is a California limited liability company. It is
an online retailer of children's footwear company. The Debtor was
founded in 2007 on the principles of empowerment, creativity, and
community involvement. The Debtor developed a customer-centered
design process that has helped it achieve a customer retention rate
of 59%.
The Debtor is headquartered in Oakland, California, though its
inventory is manufactured overseas. The Debtor sells its shoes via
its own website (www.livieandluca.com) and via other online retail
channels such as Amazon and Shopify. The inventory is located in
the United States and the Debtor contracts with third-party
logistics providers to store its inventory, ship its orders and
handle any returns. When goods are sold through the Amazon or
Shopify channels, those companies receive payment for the shoes
directly from the customers and then forward payment to the Debtor
after deducting amounts due from the Debtor to the particular
retail channel.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40991) on August 10,
2023. In the petition signed by Mitzi Rivas, chief executive
officer, the Debtor disclosed up to $10 million in both assets and
liabilities.
Stephen D. Finestone, Esq., at Finestone Hayes LLP, represents the
Debtor as legal counsel.
LOUISVILLE LUSH: Seeks to Hire Goldberg Simpson as Legal Counsel
----------------------------------------------------------------
Louisville Lush Aesthetics, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Kentucky to employ
Goldberg Simpson, LLC to handle its Chapter 11 case.
The firm received a partial payment of $6,738 from XO Aesthetic
Refinery, LLC.
Michael McClain, Esq., a member of Goldberg Simpson, disclosed in a
court filing that his firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael W. McClain, Esq.
Goldberg Simpson, LLC
9301 Dayflower Street
Prospect, KY 40059
Telephone: (502) 589-4440
Email: mmcclain@goldbergsimpson.com
About Louisville Lush Aesthetics
Louisville Lush Aesthetics, LLC filed Chapter 11 petition (Bankr.
W.D. Ky. Case No. 23-32060) on Sept. 1, 2023, with up to $1 million
in both assets and liabilities.
Michael W. McClain, Esq., at Goldberg Simpson, LLC represents the
Debtor as legal counsel.
LUMEN TECHNOLOGIES: Started Talks to Get Fresh Cash, Extend Debt
----------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that advisers to a group of
Lumen Technologies Inc. creditors and the telecommunications
company have started negotiations for a deal that would give the
company fresh cash and push out debt maturities, according to
people familiar with the situation.
Creditor advisers, which include Houlihan Lokey Inc. and Davis Polk
& Wardwell, have signed non-disclosure agreements to discuss a debt
plan after earlier making a preliminary proposal to the company,
the people said. Since then, the advisers pitched a revised deal
that centers around creditors providing the company with fresh
cash, said the people, who asked not to be identified.
About Lumen Technologies
Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an
integrated communications company that provides an array of
communications services to large enterprise, mid-market enterprise,
government and wholesale customers in its larger Business segment.
The company's smaller Mass Markets segment primarily provides
broadband services to its residential and small business customer
base.
MATRIX HOLDINGS: S&P Lowers ICR to 'CCC' on Narrowing Liquidity
---------------------------------------------------------------
S&P Global Ratings lowered all of its ratings on U.S.
telecommunications analytical solutions provider Matrix Holdings
Inc.'s (doing business as Mobileum), including its issuer credit
rating, by two notches to 'CCC' from 'B-'.
The negative outlook reflects the company's narrowing liquidity and
weak operating trends, which could lead S&P to lower its rating if
it believes a default or subpar exchange is likely in the next six
months.
S&P said, "The downgrade reflects our belief that Mobileum's
liquidity position will continue to deteriorate. This reflects our
expectation for weak earnings stemming from declines in the
company's non-recurring revenue, as telecom operators delay
investments, coupled with headwinds from higher debt balances. In
2023, we expect Mobileum will record a free operating cash flow
(FOCF) deficit of $40 million-$50 million due partially to a 40%
increase in its interest expense and an approximately 15% drop in
its revenue. In 2024, we believe that the company's FOCF deficit
will moderately improve to about $30 million-$40 million on an
expansion in its recurring revenue and an improvement in its
non-recurring revenue trends. However, Mobileum's liquidity is
limited and we believe it will likely require external financial
support over the next 12 months, given that it only had $5 million
available under its revolving credit facility and $39 million of
cash on hand as of June 30, 2023.
"We view Mobileum's capital structure as unsustainable. We expect
the company's S&P Global Ratings-adjusted leverage will remain
elevated because of its lower earnings and negative FOCF. Our
base-case forecast assumes that Mobileum's S&P Global
Ratings-adjusted leverage approaches 20x in 2023 with limited
prospects for improving below 10x in 2024. We believe this could
make it more difficult for the company to raise incremental
funding, particularly given current market conditions.
"The negative outlook reflects Mobileum's narrowing liquidity and
weak operating trends, which could lead us to lower our rating if
we believe a default or subpar exchange is likely in the next six
months.
"Given Mobileum's elevated leverage and narrowing liquidity, we
could lower our rating if we believe it will pursue a subpar
exchange or default on its debt in the next six months.
"We could raise our rating on Mobileum if it improves its cash flow
and liquidity position, which would most likely occur due to a
capital infusion from its private-equity sponsor, such that it has
sufficient headroom to meet its upcoming financial obligations and
cash requirements beyond the next 12 months.
"Governance is a moderately negative consideration in our analysis
of Mobileum. Our highly leveraged assessment of the company's
financial risk profile reflects that its corporate decision making
prioritizes the interests of its controlling owners, in line with
our view of most rated entities owned by private-equity sponsors.
Our assessment also reflects private-equity owners' generally
finite holding periods and focus on maximizing shareholder
returns."
MIKE JOHNSON: Seeks to Hire Get Multifamily as Property Manager
---------------------------------------------------------------
Mike Johnson Enterprises, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Arizona to employ Get
Multifamily Property Management as its property manager.
Get will undertake traditional property manager duties which
include: rental analysis, marketing, tenant screening, lease
preparation, utility management, rent collection, bill payment
including TPT taxes, and financial reporting.
Get will serve as property manager for the following properties:
a. 12418 North 24th Avenue, Phoenix, Arizona 85029;
b. 7336 South 48th Gln, Laveen, Arizona 85339;
c. 1713 South 117th Drive, Avondale, Arizona 85323;
d. 1046 North 25th Street, Phoenix, Arizona 85008; and
e. 1038 North 25th Street, Phoenix, Arizona 85008.
Get is a "disinterested person" as such term is defined in Section
101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Patrick O'Sullivan
GET MULTIFAMILY PROPERTY MANAGEMENT
1438 W Broadway Rd #101
Tempe, AZ 85282
Phone: (480) 795-7938
Email: rent@getMULTIfamilyPM.com
About Mike Johnson AZ
Mike Johnson AZ Property Investment, LLC and Mike Johnson
Enterprises, LLC filed their petitions under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 23-02598 and
23-03234) on April 24, 2023 and May 16, 2023, respectively. The
cases are jointly administered in Case No. 23-02598. James E. Cross
of Cross Law Firm, P.L.C. has been appointed as Subchapter V
trustee.
Judge Paul Sala oversees the cases.
The Debtors tapped Anthony W. Austin, Esq., at Fennemore Craig,
P.C. as legal counsel and West to East Business Solutions, LLC as
accountant. Edward Burr of Mac Restructuring Advisors, LLC is their
chief restructuring officer (CRO).
MILLRIDGE INVESTMENTS: Taps Eric A. Liepins as Bankruptcy Counsel
-----------------------------------------------------------------
Millridge Investments, Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire Eric A. Liepins,
PC as its bankruptcy counsel.
The firm will assist the Debtor in the orderly liquidating of
assets, reorganizing the claims of the estate, and determining the
validity of claims asserted in the estate.
The firm will be paid at these rates:
Eric A. Liepins $275 per hour
Paralegals and Legal Assistants $30 to $50 per hour
The retainer fee is $5,000.
In addition, the firm will seek reimbursement for expenses
incurred.
Eric A. Liepins, Esq., the sole shareholder of Eric A. Liepins, PC,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Eric A. Liepins, Esq.
ERIC A. LIEPINS, PC
12770 Coit Road, Suite 850
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 991-5788
Email: eric@ealpc.com
About Millridge Investments, Inc.
Millridge Investments, Inc. sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
23-31936) on Sep. 1, 2023, listing up to $50,000 in assets and
$100,001 to $500,000 in liabilities. Eric A. Liepins, Esq. at Eric
A. Liepins, P.C. represents the Debtor as counsel.
MITCHELL GOLD+BOB WILLIAMS: Gets $8.5M DIP Despite Bank Protests
----------------------------------------------------------------
Emily Lever of Law360 reports that a Delaware bankruptcy judge on
Wednesday, September 13, 2023, approved $8.5 million in
debtor-in-possession financing for North Carolina furniture company
Mitchell Gold + Bob Williams, despite objections from the debtor's
senior lender saying the company should receive no DIP financing at
all.
About Mitchell Gold Co.
The Mitchell Gold Co., doing business as Mitchell Gold & Bob
Williams, manufactures and distributes furniture. The Company
produces and markets home furnishing products, including sofas,
desks, room dividers, tables, rugs, bed linens, lighting products,
and accessories. Mitchell Gold & Bob Williams serves customers
worldwide.
Mitchell Gold sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 23-11385) on September 6, 2023. In
the petition filed by David Rogalski, as Chief Financial Officer,
the Debtor reports estimated assets and liabilities between $10
million and $50 million.
The Debtor is represented by:
Robert J. Dehney, Esq.
Morris, Nichols, Arsht & Tunnell
135 One Comfortable Place
Taylorsville, NC 28681
MOUNTAINSKY LANDSCAPING: Taps Wesler & Associates as Accountant
---------------------------------------------------------------
MountainSky Landscaping, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the District of Colorado to employ
Wesler & Associates as their accountants.
The firm will provide these services:
a. prepare and file estate tax returns; and
b. review prior year's tax returns and any additional
documents that are necessary to complete the tax returns.
The firm will be paid at these rates:
Cheryl Wesler, CPA $295 per hour
Laura Allison, CPA $225 per hour
Kristin Lytle, CPA $225 per hour
Support Staff $150 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Cheryl Wesler, a partner at Wesler & Associates, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Cheryl Wesler, CPA
Wesler & Associates, CPA PC
6523 Stadium Drive
Kalamazoo, MI 49009
Tel: (269) 482-1015
Email: Cheryl@weslercpa.com
About MountainSky Landscaping
MountainSky Landscaping, LLC is a company based in Fort Lupton,
Colo., which offers complete outdoor living and gardening designs
for residential and commercial sectors.
MountainSky filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-12744) on July
26, 2022, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. The Debtor has elected to proceed under
Subchapter V of Chapter 11. Joli A. Lofstedt is the Subchapter V
Trustee.
Judge Kimberley H. Tyson oversees the case.
The Debtor tapped Wadsworth Garber Warner Conrardy, P.C. as
bankruptcy counsel; Greenleaf Ruscitti, LLP and Overturf McGath &
Hull, P.C. as special counsels; and Harrison Advisory as forensic
accountant.
MP PPH: Seeks Approval to Hire Nixon Peabody as Special Counsel
---------------------------------------------------------------
MP PPH LLC seeks approval from the U.S. Bankruptcy Court for the
District of Columbia to hire Nixon Peabody LLP as its special
counsel.
The firm will continue to represent the Debtor in a case before
the Superior Court for the District of Columbia in District of
Columbia v. MP PPH LLC, et al., Case No. 2021 CA 002209 B (the
Marbury Plaza Litigation). The claims related to the Debtor's
ownership of a 674-unit apartment complex known as Marbury Plaza
located in the 2300 block of Good Hope Road SE. The complaint
alleged violations of the Tenant Receivership Act, D.C. Code Secs.
42-3651.01-3651.08, and the Consumer Protection Procedures Act,
D.C. Code Secs 28-3901-3913.
The firm's services include:
a. preparing any necessary pleadings, motions, memoranda,
briefs, orders, reports and other legal papers, advising the Debtor
on completing its obligations under orders entered in the case;
b. negotiating with the District of Columbia on behalf of the
Debtor; and
c. appearing on the Debtor's behalf in any court proceedings
for the Marbury Plaza Litigation.
The firm's current hourly rates are:
Partners $650
Associate Attorneys $550
Paralegals $350
Vernon Johnson, III, Esq., a partner at Nixon Peabody, 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:
Vernon W. Johnson, III, Esq.
NIXON PEABODY, LLP
799 9th Street NW, Suite 500
Washington, DC 20001-5327
Tel: (202) 585-8401
Email: vjohnson@nixonpeabody.com
About MP PPH LLC
MP PPH LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. D.C. Case No. 23-00246-ELG) on August
31, 2023. In the petition signed by Michael A. Abreu, vice
president of operations, the Debtor disclosed up to $500,000 in
assets and up to $100 million in liabilities.
Marc E. Albert, Esq., at Stinson LLP, represents the Debtor as
legal counsel.
MP PPH: Seeks Approval to Hire Stinson LLP as Bankruptcy Counsel
----------------------------------------------------------------
MP PPH LLC seeks approval from the U.S. Bankruptcy Court for the
District of Columbia to hire Stinson LLP as its general counsel.
The firm's services include:
a) giving the Debtor legal advice with respect to its powers
and duties as debtor-in-possession in the continued operation of
the Debtor's affairs;
b) preparing any necessary applications, motions, objections,
memoranda, briefs, notices, answers, orders, reports or other legal
papers;
c) working to strategize and prepare the Debtor's Disclosure
Statement and Chapter 11 Plan and all work necessary to seek
confirmation and approval of the same;
d) preparing and filing the Debtor's required monthly
operating reports as debtor-in-possession;
e) conferring with the Office of the United States Trustee and
responding to any requests or inquiries;
f) appearing on the Debtor's behalf in any proceeding;
g) handling any contested matters or Adversary Proceedings as
they arise; and
h) performing other legal services for the Debtor.
The firm will charge thee rates:
Partner $460/hr. to $895/hr.
Non-partner attorney $375/hr. to $475/hr.
Stinson received $200,000 as a retainer.
Marc Albert, Esq., a partner at Stinson LLP, 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:
Marc E. Albert, Esq.
Tracey M. Ohm, Esq.
Joshua W. Cox, Esq.
Ruiqiao Wen, Esq.
STINSON LLP
1775 Pennsylvania Ave., N.W., Suite 800
Washington, DC 20006
Tel: (202) 785-9100
Fax: (202) 572-9943
Email: marc.albert@stinson.com
Email: tracey.ohm@stinson.com
Email: joshua.cox@stinson.com
Email: ruiqiao.wen@stinson.com
About MP PPH LLC
MP PPH LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. D.C. Case No. 23-00246-ELG) on August
31, 2023. In the petition signed by Michael A. Abreu, vice
president of operations, the Debtor disclosed up to $500,000 in
assets and up to $100 million in liabilities.
Marc E. Albert, Esq., at Stinson LLP, represents the Debtor as
legal counsel.
MP PPH: Seeks to Hire Lewis Brisbois Bisgaard as Special Counsel
----------------------------------------------------------------
MP PPH LLC seeks approval from the U.S. Bankruptcy Court for the
District of Columbia to hire Lewis Brisbois Bisgaard & Smith LLP as
its special counsel.
The firm will continue to represent the Debtor in a case before the
Superior Court for the District of Columbia in District of Columbia
v. MP PPH LLC, et al., Case No. 2021 CA 002209 B (the Marbury Plaza
Litigation). The claims related to the Debtor's ownership of a
674-unit apartment complex known as Marbury Plaza located in the
2300 block of Good Hope Road SE. The complaint alleged violations
of the Tenant Receivership Act, D.C. Code Secs. 42-3651.01-3651.08,
and the Consumer Protection Procedures Act, D.C. Code Secs.
28-3901-3913.
The firm's services include:
a. preparing any necessary pleadings, motions, memoranda,
briefs, orders, reports and other legal papers, advising the Debtor
on completing its obligations under orders entered in the case;
b. negotiating with the District of Columbia on behalf of the
Debtor; and
c. appearing on the Debtor's behalf in any court proceedings
for the Marbury Plaza Litigation.
The attorneys will be paid at these rates:
Kathryn E. Bonorchis $285/hour
R. Scott Krause $285/hour
Carly Chick $250/hour
Kathryn Bonorchis, Esq. , a partner at Lewis Brisbois, 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:
Kathryn E. Bonorchis, Esq.
LEWIS BRISBOIS BISGAARD & SMITH LLP
100 Light Street, Suite 1300
Baltimore, MD 21202
Tel: (410) 525-6409
Fax: (410) 779-3910
Email: Kathryn.Bonorchis@lewisbrisbois.com
About MP PPH LLC
MP PPH LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. D.C. Case No. 23-00246-ELG) on August
31, 2023. In the petition signed by Michael A. Abreu, vice
president of operations, the Debtor disclosed up to $500,000 in
assets and up to $100 million in liabilities.
Marc E. Albert, Esq., at Stinson LLP, represents the Debtor as
legal counsel.
MP PPH: Seeks to Hire Marcus & Millichap as Real Estate Agent
-------------------------------------------------------------
MP PPH LLC seeks approval from the U.S. Bankruptcy Court for the
District of Columbia to hire Marcus & Millichap Real Estate
Investment Services of North Carolina, Inc. as its realtors.
The realtor will market and sell the Debtor's property located at
2300 block of Good Hope Road SE known as "Marbury Plaza".
The commission to the realtors is 1 percent of the gross purchase
price of any approved sale of the property.
As disclosed in the court filings, Marcus & Millichap represents no
interest adverse to the Debtor or the estate in the matters upon
which it is to be engaged.
The realtor can be reached through:
John M. (Marty) Zupancic III
Marcus & Millichap Real Estate
Investment Services
7200 Wisconsin Ave., Suite 1101
Bethesda, MD 20614
Office: (202) 536-3700
About MP PPH LLC
MP PPH LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. D.C. Case No. 23-00246-ELG) on August
31, 2023. In the petition signed by Michael A. Abreu, vice
president of operations, the Debtor disclosed up to $500,000 in
assets and up to $100 million in liabilities.
Marc E. Albert, Esq., at Stinson LLP, represents the Debtor as
legal counsel.
MP PPH: Seeks to Hire Noble Realty Advisors as Property Manager
---------------------------------------------------------------
MP PPH LLC seeks approval from the U.S. Bankruptcy Court for the
District of Columbia to hire Noble Realty Advisors, LLC as its
property management company.
The Debtor owns a 100 percent fee simple interest in a 674-unit
apartment complex located in the 2300 block of Good Hope Road SE
known as "Marbury Plaza".
The professional services that Noble is to render to the estate
include, but are not limited to, collecting rent for the property,
maintaining and making minor repairs to the property, responding to
tenant inquiries, advertising if there are vacancies, paying
expenses and rendering monthly financial statements to the Debtor.
The firm will charge a flat fee of $26,000 per month for its
services.
Noble represents no interest adverse to the Debtor, or the estate
in the matters upon which it is to be engaged, and is a
"disinterested person", according to court filings.
The firm can be reached through:
Sylvia Dubose
Noble Realty Advisors LLC
11000 Broken Land Parkway, Suite #410
Columbia, MD 21044
Tel: (240) 426-6548
Fax: (240) 427-4699
About MP PPH LLC
MP PPH LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. D.C. Case No. 23-00246-ELG) on August
31, 2023. In the petition signed by Michael A. Abreu, vice
president of operations, the Debtor disclosed up to $500,000 in
assets and up to $100 million in liabilities.
Marc E. Albert, Esq., at Stinson LLP, represents the Debtor as
legal counsel.
MULLEN AUTOMOTIVE: Acquires Romeo Power Battery Assets for $3.5MM
-----------------------------------------------------------------
Mullen Automotive Inc. disclosed in a Form 8-K Report filed with
the U.S Securities and Exchange Commission that the Company has
acquired battery production assets from Romeo Power for
approximately $3.5 million.
The Company announced the purchase of battery pack production
assets from Romeo Power for approximately $3.5M which includes
equipment, inventory, and intellectual property for high volume EV
battery pack and module production.
The Romeo Power assets include production lines for EV pack
assembly and precision R&D module and pack development with
associated inventory allowing for production of modules and vehicle
battery packs. Additionally, the purchased assets include, battery
testing and validation equipment, computer numerical control (CNC)
equipment for battery pack and module enclosure production. The
purchase also included all furniture and fixtures.
Establishing internal capabilities for building the Company's own
battery packs and modules reduces reliance on third-party suppliers
and lessens the risk associated with supply chain and component
shortages. The Romero assets will be transferred to Mullen's
high-voltage facility in Monrovia, CA., enabling the Company to
integrate the assets into its existing facility at a lower cost
while enhancing the existing battery pack production capabilities.
"Purchasing the Romeo assets is consistent with our battery pack
production path and previous announcements for our high voltage
facility in Monrovia, CA. Overall, this purchase further enhances
our capabilities for battery pack production right here in
California and the U.S.", said David Michery, CEO and chairman of
Mullen Automotive.
About Mullen
Mullen Automotive Inc., f/k/a Net Element Inc., operates a Southern
California-based electric vehicle company that operates in various
verticals of businesses focused within the automotive industry.
During 2021, the Company completed a merger with Net Element, Inc.,
a Delaware-incorporated company. The Company changed its name from
"Net Element, Inc." to "Mullen Automotive Inc."
As of June 30, 2023, Mullen has $560 million in total assets
against $208 million in total liabilities.
Mullen reported a net loss of $740 million for the year ended Sept.
30, 2022, compared to a net loss of $44 million for the year ended
Sept. 30, 2021. Fort Lauderdale, Florida-based Daszkal Bolton LLP,
the Company's auditor since 2020, issued a "going concern"
qualification in its report dated Jan. 13, 2023, citing that the
Company has sustained net losses, has indebtedness in default, and
has a deficiency in working capital of approximately $36 million at
Sept. 30, 2022, which raise substantial doubt about its ability to
continue as a going concern.
For the nine months ended June 30, 2023, Mullen reported a net loss
of $806 million, up from a net loss of $485 million for the same
period in 2022.
NATIVE WASHINGTONIAN: Taps MorrisMargulies as Bankruptcy Counsel
----------------------------------------------------------------
Native Washingtonian, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Columbia to hire The Law Firm of
MorrisMargulies, LLC as its bankruptcy counsel.
The firm's services include:
(a) representing the Debtor in its Chapter 11 case and
advising the Debtor as to its rights, duties and powers;
(b) preparing legal papers;
(c) representing the Debtor at all hearings, meeting of
creditors, conferences, trials, and other proceedings in its case;
and
(d) performing other necessary legal services.
MorrisMargulies will charge these hourly fees:
Attorneys $550 per hour
Paralegal $225 per hour
The retainer is $10,000.
Frank Morris II, Esq., an attorney at MorrisMargulies, disclosed in
a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Frank Morris II, Esq.
LAW FIRM OF MORRISMARGULIES, LLC
8201 Corporate Drive, Suite 260
Landover, MD 20785
Tel: (301) 731-1000
Fax: (301) 731-1206
Email: frankmorrislaw@yahoo.com
About Native Washingtonian
Native Washingtonian primarily engaged in acting as lessors of
buildings used as residences or dwellings.
Native Washingtonian, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case No.
23-00240) on August 29, 2023. The petition was signed by Marcus
Sands as CEO. At the time of filing, the Debtor estimated $1
million to $10 million in both assets and liabilities.
Judge Elizabeth L. Gunn represents the Debtor as counsel.
Frank Morris II, Esq. at The Law Firm of MorrisMargulies, LLC
represents the Debtor as counsel.
NOBLE HEALTH: Lead Bank Says Appraisal Incorrect
------------------------------------------------
Secured Creditor Lead Bank objects to Noble Health Real Estate
LLC's Disclosure Statement.
The Debtor claims that, according to an appraisal by Integra Realty
Resources – Healthcare & Senior Housing dated July 14, 2023
("Appraisal"), the value of the Hospital and Office Building in
which Lead holds security interests is $1,360,000. Or $1,260,000.
The Debtor also claims $7,900,000 in prepetition assets.
But according to Lead, the Debtor's Appraisal incorrectly includes
the Office Building, i.e., Tract IV (850 South Hospital Drive), as
land owned by Debtor. The Disclosure Statement also incorrectly
includes Tract IV in Exhibit B, which is described as a "complete
list" of real property owned by Debtor.
As noted above, the Office Building (Tract IV) is owned by FMC
Clinic, LLC ("FMC"), and is subject to Lead's first priority deed
of trust and Lead's perfected assignment of leases and rents for
the full amount of Debtor's debt to Lead – $6,094,914.84 as of
July 25, 2023.
Because the Office Building (owned by FMC) is not a part of this
case, any Plan proposed by Debtor must recognize Lead's continuing
lien and assignment of leases and rents in the Office Building, for
the full amount of Noble's debt to Lead. FMC's bankruptcy was
dismissed, and Lead's lien and assignment of rents on the Office
Building remain attached as security for the full amount Debtor
owes to Lead. The Office Building cannot be part of Debtor's Plan.
Lead Bank further points out that the disclosure statement does not
require Debtor to pay taxes and insurance on the hospital. The
Debtor's Disclosure Statement and Proposed Plan call for payment of
insurance and taxes out of the rent Debtor plans to collect from
Blessed Health, LLC ("Blessed"). However, that rent constitutes a
part of Lead's secured collateral that should all be paid to Lead
pursuant to the assignment of rents.
Lead Bank asserts that the disclosure statement ignores lead's
security interest in debtor's other assets. Lead Bank's filed
UCC-1 Financing Statement includes virtually all of Debtor's
assets, including accounts receivable, rights to payment and
performance, equipment and supplies, and leases and rents. This
UCC-1 perfects a Commercial Security Agreement executed by Debtor
in favor of Lead.
According to Lead Bank, the Disclosure Statement does not disclose
the terms of the proposed hospital lease. The Debtor does not
disclose the terms of the proposed Hospital lease, other than
monthly rent of $68,000. The Court should require Debtor to provide
Lead the proposed lease. Further, Debtor must prove that $68,000
per month is at market rate and not a "sweetheart" deal to an
affiliate of Debtor (i.e., Blessed). Lead reserves the right to
further object to the lease when it receives it.
Lead Bank points out that the disclosure statement proposes
unreasonable commercial terms. The Debtor proposes to pay Lead a
below market interest rate (5.5% versus 9% commercially available)
and to pay Lead's secured claim over 7 years (3 to 5-year balloon
commercially available). This term and interest rate are
commercially unreasonable. The Court should require market interest
and a shorter payment term.
Lead Bank further points out that debtor's post confirmation
financial projections have no basis in fact. The financial
projections contained in the Disclosure Statement (at Exhibit E)
are accompanied by one written paragraph in which Debtor disaffirms
the accuracy of the projections. That paragraph in no way explains
the projections. The projections, which are simply numbers with no
written explanation, are meaningless. They prohibit confirmation of
a Plan and do not constitute proof that Debtor can reorganize.
Further, Debtor and its professionals are new to the Company as of
December 2022. They have not conducted an independent investigation
of Debtor's books and records. Simply put, Debtor has no basis for
its projections.
Attorneys for Lead Bank:
Michael J. Gorman, Esq.
McDOWELL, RICE, SMITH & BUCHANAN
605 W 47th Street, Suite 350
Kansas City MO 64112-1905
Telephone: (816) 753-5400
Facsimile: (816) 753-9996
E-mail: mgorman@mcdowellrice.com
About Noble Health Real Estate II
Noble Health Real Estate II, LLC, is engaged in activities related
to real estate. The Debtor is based in Fulton, Mo.
Noble Health Real Estate II filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No.
23-20100) on March 3, 2023. In the petition signed by Zev M.
Reisman, general manager and corporate secretary, the Debtor
disclosed up to $50,000 in assets and up to $50 million in
liabilities.
Judge Dennis R. Dow presides over the case.
The Debtor tapped Berman, DeLeve, Kuchan & Chapman, LLC as
bankruptcy counsel and CFGI as restructuring advisor. Joseph Baum,
a partner at CFGI, serves as the Debtor's chief restructuring
officer.
NOBLE HEALTH: US Trustee Says Disclosures Inadequate
----------------------------------------------------
The Acting United States Trustee objects to the Noble Health Real
Estate II, LLC's Disclosure Statement.
The U.S. Trustee points out that as other creditors have noted, the
Disclosure Statement indicates that current management has
insufficient records to determine much of the financial history of
the Debtor entity. While perhaps this is understandable under the
facts, the Debtor is liable for doing due diligence, something it
is not clear that the Debtor has done.
The United States Trustee further points out that the Disclosure
Statement and plan allude to a lease to be executed between Debtor
and insider Blessed Health LLC as the "master tenant." The lease
payment will be $147,000 per month. However, the Debtor did not
attach a copy of the lease, or otherwise disclose the terms and
conditions of the proposed lease. Further, it is not clear how that
lease amount was calculated, and whether it is based on area market
rates, or some other formula.
According to the United States Trustee, the Court and creditors are
told not to worry, because "Blessed Health's principals anticipate
advancing sufficient funds to make these payments." What we are not
told, and what is the great mystery of these cases, is where those
funds are coming from. To the extent the Debtors anticipate that a
significant portion of their funding of a combined $230,000 a month
in payments will need to be funded by the principals, creditors are
entitled to know where those funds are coming from, how and under
what terms they will be paid, and whether there are any limitations
on the total amount of funding available to these Debtors. At this
point, general statements that the principals have secured funding
or are able to advance funds are insufficient. Rather, creditors
and parties at interest are entitled to specifics as to the source
of the funds, the likelihood of their availability and any
constraints on funding.
The United States Trustee asserts that the Debtor values the real
property based on an appraisal. However, the Debtor has not
provided the appraisal. The UST understands that creditors have
competing appraisals, and thus, understanding the appraisal and
valuation of the property is key. Further, it is unclear whether
the appraisal valued only the main hospital, or included the
remaining real estate that is property of this estate.
The UST recognizes that this is a disclosure hearing and not a
confirmation hearing, there are significant problems with the plan
that almost certainly prevent its confirmation as a matter of law:
i. It appears that the plan treats priority and general
unsecured creditors as part of the same class with the same
treatment which almost certainly violates the order of priorities
under the Code. Confusingly, the plan treats these two different
types of creditors as different "groups" under the plan, but then
treats them together for classification, or worse, does not treat
the priority creditors at all (the claims register reflects
priority claims of approximately $222,000); and
ii. The plan proposes to bifurcate Central Bank's claim into
secured and unsecured portions, but then treats the unsecured
portions differently then general unsecured creditors in apparent
violation of the Bankruptcy Code; and
iii. The City of Mexico has filed a substantial claim which it
asserts is secured by real property. This claim is not treated or
addressed in the plan.
About Noble Health Real Estate II
Noble Health Real Estate II, LLC, is engaged in activities related
to real estate. The Debtor is based in Fulton, Mo.
Noble Health Real Estate II filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No.
23-20100) on March 3, 2023. In the petition signed by Zev M.
Reisman, general manager and corporate secretary, the Debtor
disclosed up to $50,000 in assets and up to $50 million in
liabilities.
Judge Dennis R. Dow presides over the case.
The Debtor tapped Berman, DeLeve, Kuchan & Chapman, LLC as
bankruptcy counsel and CFGI as restructuring advisor. Joseph Baum,
a partner at CFGI, serves as the Debtor's chief restructuring
officer.
NUOVO CIAO-DI: Creditor DCC Files Liquidating Plan
--------------------------------------------------
Creditor DCC Vigilant, LLC, submitted a Disclosure Statement with
respect to its Plan of Liquidation for Debtor Nuovo Ciao-Di LLC
dated September 14, 2023.
Debtor is owned by Ciao-Di Restaurant Corporation, which is owned
by several members of the Rainero family. The Rainero family has
been in the real estate management business and restaurant business
for many years.
Debtor is the owner of certain real property located at 350-354 6th
Avenue, New York, New York 10011, known as Commercial Unit 1 a/k/a
1FLR ("1FLR") and Commercial Unit 2 a/k/a 2FLR ("2FLR")
(collectively, the "Premises"), in the premises known as 88
Washington Place Condominium (the "Condominium").
DCC is a creditor in this action as it is the owner by assignment
from Argentic and holder of a Consolidated, Amended and Restated
Promissory Note dated January 25, 2018, with a principal amount of
$15,850,000.
The Plan is a liquidating plan. The Plan provides for the
distribution of certain proceeds from such sales and the creation
of a Liquidating Trust that will administer and liquidate all
remaining property of the Debtor, including Causes of Action, not
sold, transferred, or otherwise waived or released before the
Effective Date of the Plan. The Plan also provides for
Distributions to certain Holders of Administrative Claims and
Priority Claims and to other Claimholders and the funding of the
Liquidating Trust. The Plan further provides for the termination of
all Interests in the Debtor, the dissolution and wind-up of the
affairs of the Debtor, and the transfer of any remaining Estate
Assets to the Liquidating Trust.
Under the Plan, Class 5 General Unsecured Claims total $23,000.
Provided that the Face Amount of all Administrative Claims,
Priority Claims and Miscellaneous Secured Claims have been paid in
full or, to the extent not paid in full, funds sufficient to
satisfy the Face Amount of all such Claims have been placed in a
segregated reserve, and subject to the occurrence of the Effective
Date, on, or as soon as reasonably practicable after, the earlier
of (a) the Distribution Date immediately following the date a
General Unsecured Claim becomes an Allowed General Unsecured Claim
or (b) the date that is 90 days after the date on which such
General Unsecured Claim becomes an Allowed General Unsecured Claim,
each Holder of an Allowed General Unsecured Claim shall receive
from the Liquidating Trustee, in full and final satisfaction,
settlement and release of and in exchange for such Allowed General
Unsecured Claim, its Pro Rata share of the Class 8 Distribution
Amount, if any, and, on each Periodic Distribution Date, each
Holder of an Allowed General Unsecured Claim shall receive its Pro
Rata share of the Class 8 Distribution Amount, if any.
Class 6 consists of Deficiency Unsecured Claims of 88 Washington
Place Condominium and DCC. Provided that the Face Amount of all
Administrative Claims, Priority Claims, and Miscellaneous Secured
Claims have been paid in full or, to the extent not paid in full,
funds sufficient to satisfy the Face Amount of all such Claims have
been placed in a segregated reserve, and subject to the occurrence
of the Effective Date, on, or as soon as reasonably practicable
after, the Distribution Date the Holder of the Deficiency Unsecured
Claims of 88 Washington Place Condominium and DCC shall receive
from the Liquidating Trustee, in full and final satisfaction,
settlement and release of and in exchange for such Deficiency
Unsecured Claims of 88 Washington Place Condominium and DCC its Pro
Rata share of the Class 5 Distribution Amount, if any, and, on each
Periodic Distribution Date, the Holder of the Deficiency Unsecured
Claims of 88 Washington Place Condominium and DCC shall receive its
Pro Rata share of the Class 5 Distribution Amount, if any.
Upon the Effective Date, Debtor shall cause all its Business Assets
and the Business Assets of the Estate to be transferred to the
Liquidating Trust in accordance with this Plan.
All Cash necessary for the Liquidating Trustee to make payments of
Cash pursuant to the Plan shall be obtained from the following
sources: (a) the Debtor's Cash on hand, including the Security
Deposit, which shall be transferred to the Liquidating Trustee on
the Effective Date, (b) Cash received in liquidation of the assets
of the Liquidating Trust and (c) proceeds of the Causes of Action.
A full-text copy of the Disclosure Statement dated September 14,
2023 is available at https://urlcurt.com/u?l=O3asDT from
PacerMonitor.com at no charge.
Counsel for DCC Vigilant, LLC
Jeremy S. Friedberg, Esq.
10045 Red Run Boulevard, Suite 160
Baltimore, MD 21117
Telephone: (410) 581-7400
E-mail: jeremy@friedberg.legal
About Nuovo Ciao-Di
Nuovo Ciao-Di LLC is owned by Ciao-Di Restaurant Corporation, which
is owned by several members of the Rainero family. The Rainero
family has been in the real estate management business and
restaurant business for many years. The Rainero family is the
beneficial owner of the Debtor as well as other several other
properties in the Greenwich Village area of New York City.
Nuovo Ciao-Di is the owner of certain real property located at
350-354 6th Avenue, New York, New York 10011, known as Commercial
Unit 1 a/k/a 1FLR and Commercial Unit 2 a/k/a 2FLR.
Nuovo Ciao-Di filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10068) on Jan. 20,
2023. In the petition filed by Michael Rainero, as manager, the
Debtor reported assets and liabilities between $10 million and $50
million each.
The Debtor is represented by H. Bruce Bronson, Jr., Esq. at Bronson
Law Offices, P.C.
OCEANEERING INT'L: Moody's Ups CFR to Ba2 & Rates $200MM Notes Ba3
------------------------------------------------------------------
Moody's Investors Service upgraded Oceaneering International,
Inc.'s Corporate Family Rating to Ba2 from Ba3, Probability of
Default Rating to Ba2-PD from Ba3-PD, and the company's senior
unsecured notes ratings to Ba3 from B1. At the same time, Moody's
assigned a Ba3 rating to the company's proposed $200 million notes
due in 2028. The company's Speculative Grade Liquidity Rating (SGL)
remains unchanged at SGL-1. The rating outlook is stable.
"The upgrade to Ba2 is driven by the substantial $200 million gross
debt reduction, which puts Oceaneering in a better position to
weather highly volatile industry cycles," said Thomas Le Guay, a
Moody's Vice President. "Moody's continue to expect further
improvements in profitability, cash flow and leverage metrics
through 2024 based on Moody's positive view on the oilfield
services sector."
RATINGS RATIONALE
Oceaneering's Ba2 CFR reflects Oceaneering's improved gross
leverage following the $200 million debt reduction, historically
conservative financial policies, including consistent free cash
flow generation and the maintenance of a large cash balance;
dominant market position in the niche offshore remotely operated
vehicle (ROV) segment; well-diversified customer base comprised of
mostly blue-chip upstream companies; and growing revenue streams
from less volatile non-oil and gas related services and businesses.
The CFR is constrained by the company's scale and indirect exposure
to highly volatile oil and natural gas prices that drive the level
of capital spending from its primary customers, and the slowly
improving demand and pricing for offshore oilfield services
globally following a severe downturn. Moody's expects further
improvements in Oceaneering's profitability, cash flow and leverage
metrics through 2024 based on the agency's positive view on the
oilfield services sector.
The SGL-1 rating reflects Moody's view that Oceaneering will
maintain very good liquidity. The company's large cash balance will
continue to lend strong credit support. As of June 30, 2023, as
adjusted after giving effect to the debt reduction and related
transactions, the company would have had $289 million of cash on
its balance sheet. Moody's expects the company to generate around
$100 million of free cash flow in 2023. Contingent upon the senior
notes offering, the company will extend the maturity date of its
$215 million (unrated) secured revolving credit agreement by a year
to April 2027. The company's senior unsecured notes, including the
$200 million proposed notes, mature in February 2028. The company
should be able to comfortably meet its maximum net leverage
(decreasing to 3.25x from December 31, 2023 onwards) and 3.0x
minimum interest coverage covenants through 2024.
Oceaneering's senior unsecured notes are rated Ba3, one notch below
the Ba2 CFR, reflecting the priority claim that the secured
revolving credit facility has over Oceaneering's assets. The
revolver is secured by a first-lien claim on substantially all of
the current and non-current assets of Oceaneering's material
subsidiaries and also benefit from subsidiary guarantees.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The CFR could be upgraded if Oceaneering materially increases its
scale and generates a higher proportion of earnings from more
stable non-oil & gas industry sources. Oceaneering should also
sustain leverage below 1.5x debt/EBITDA at midcycle EBITDA, while
delivering consistent free cash flow. A downgrade could occur if
the debt/EBITDA ratio rises above 3.0x or the cash balance declines
significantly without a corresponding reduction in debt.
Oceaneering International, Inc. is a publicly listed global
technology company based in Houston, Texas delivering engineered
services and products and robotic solutions to the offshore energy,
defense, aerospace, manufacturing, and entertainment industries.
The company operates primarily in the offshore oil and gas
exploration, drilling and development activities in deepwater and
ultra-deepwater markets as one of the world's largest providers of
underwater services for all phases of the offshore oilfield life
cycle. It designs and builds remotely operated vehicles (ROVs) at
its in-house facilities.
The principal methodology used in these ratings was Oilfield
Services published in January 2023.
ORETEST INTERNATIONAL: Gets OK to Tap Allan D. NewDelman as Counsel
-------------------------------------------------------------------
Oretest International, LLC received approval from the U.S.
Bankruptcy Court for the District of Arizona to employ Allan D.
NewDelman, PC to handle its Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Allan D. NewDelman $475
Roberta J. Sunkin $395
Paralegal $150 - $200
Allan NewDelman, Esq., disclosed in a court filing that his firm is
a "disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Allan D. NewDelman, Esq.
Allan D. NewDelman, PC
80 East Columbus Avenue
Phoenix, AZ 85012
Telephone: (602) 264-4550
Email: anewdelman@adnlaw.net
About Oretest International
Oretest International, LLC owns a commercial real property located
at 1108 West 4th St., Benson, Ariz. The property is valued at
$450,000 based on the Debtor's opinion.
Oretest International filed Chapter 11 petition (Bankr. D. Ariz.
Case No. 23-06280) on Sept. 11, 2023, with $1,331,500 in total
assets and $605,033 in total liabilities. David John Clare,
managing member, signed the petition.
Judge Scott H. Gan oversees the case.
Allan D. NewDelman, Esq., at Allan D. NewDelman, PC represents the
Debtor as legal counsel.
ORION TECHNOLOGIES: Asset Sale & Litigation Proceeds to Fund Plan
-----------------------------------------------------------------
Orion Technologies LLC filed with the U.S. Bankruptcy Court for the
Middle District of Florida a Disclosure Statement describing
Chapter 11 Plan dated Sept. 14, 2023.
The Debtor is a technology company that specializes in single board
computers as well as full system design and development. The
Debtor's technology is used in a variety of military applications.
As a result of the liquidity constraints caused and/or exacerbated,
the Debtor became unable to pay its expenses as they came due, and
was able to continue operations through a series of loans from its
majority member, Phoenix. Thus, the Debtor filed this Chapter 11
proceeding to effectively and efficiently facilitate a sale of
substantially all of the Debtor's business and assets free and
clear of all Liens, Claims and encumbrances, and pursue Causes of
Action in order maximize the return to all Creditors.
As of the Petition Date, and as reported by the Debtor in its
schedules, the amount of the Debtor's assets totaled approximately
$2,047,840.73, and the Claims (undisputed and Disputed) totaled
approximately $20,342,886.
As of the Petition Date, the Debtor's assets consisted primarily of
cash on hand, bank accounts, a leasehold interest, various types of
deposits, pre-paid vendor purchase orders, accounts receivable,
various inventory, office and other equipment and furnishings, and
raw materials.
Both prior to and after the Petition Date, the Debtor negotiated
the potential sale of substantially all of its business and assets
to Elma Electronic, Inc. These negotiations resulted in the Asset
Purchase Agreement. On July 11, 2023, the Debtor filed the Sale
Motion, which sought approval of, among other things, the Asset
Purchase Agreement, certain auction and bidding procedures, and
certain protections to Elma as the stalking horse purchaser. The
Debtor believes that the sale of substantially all of its business
and assets will result in approximately $1.0 to 1.3 million in sale
proceeds.
Class Two Claims consist of all General Unsecured Claims that are
not part of Class One, subject to objection. As of the date hereof,
there are approximately 38 Class Two Claims totaling approximately
$1,892,121.69. Class Two Claims are subject to objection. Each
holder of an Allowed General Unsecured Claim shall receive, as soon
as practicable in the discretion of the Disbursing Agent, (i) a Pro
Rata share of cash and proceeds from the sale of the Debtor's
business and assets, after payment of or reserve for Class One
Claims, and (ii) a Pro Rata share of the Litigation Proceeds. This
Class Is impaired.
Class Three is comprised of equity interests. The Debtor shall
retain any property (to the extent not sold pursuant the Asset
Purchase Agreement and Sale Motion) remaining after payment of all
Allowed Class One and Two Claims. The Debtor shall distribute any
remaining proceeds after payment of all Allowed Class One and Two
Claims in full Pro Rata to its members.
The purpose of the Sale Motion and Asset Purchase Agreement is to
sell substantially all of the Debtor's business, assets and
operations, and assume and assign certain executory contracts and
unexpired leases to the Stalking Horse Bidder or other successful
bidder. This sale will maximize the proceeds received by the
estate, which will be used towards funding the Allowed Claims, in
order of Class and priority.
Under the Plan, the Debtor shall retain the Litigation Claims and
Causes of Action. The Debtor has until May 17, 2025 to commence an
action or pursue the Litigation Claims. The Debtor has evaluated
and continues to evaluate the Litigation Claims and Causes of
Action.
The Debtor will fund the Plan with cash, sale proceeds and
Litigation Proceeds. Upon the entry of the Confirmation Order, the
Debtor shall be vested with all the Debtor in Possession's rights,
title and interests in the remaining assets of the Debtor free and
clear of all Claims and interests of Creditors, except as otherwise
provided in the Plan. After the entry of the Confirmation Order,
the reorganized Debtor will manage its financial and business
affairs without further supervision of the Court.
A full-text copy of the Disclosure Statement dated September 14,
2023 is available at https://urlcurt.com/u?l=6reAqs from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Joshua W. Dobin, Esq.
Meaghan E. Murphy, Esq.
Meland Budwick, PA
3200 Southeast Financial Center
200 South Biscayne Boulevard
Miami, FL 33131
Telephone: (305) 358-6363
Facsimile: (305) 358-1221
Email: jdobin@melandbudwick.com
About Orion Technologies
Orion Technologies, LLC, is a technology company that specializes
in single board computers as well as full system design and
development.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 23-01867) on May 17, 2023, with
$2,047,840 in assets and $20,342,885 in liabilities.
Judge Tiffany P. Geyer oversees the case.
James C. Moon, Esq., at Melano Budwick, P.A., is the Debtor's legal
counsel.
PEGASUS HOME: Seeks Approval to Hire 'Ordinary Course' Professional
-------------------------------------------------------------------
Pegasus Home Fashions, Inc. and its affiliates seek approval from
the U.S. Bankruptcy Court for the District of Delaware to employ
certain professionals used in the ordinary course of business.
The Debtors anticipate utilizing the "ordinary course"
professionals to perform services related to its business during
the pendency of these Chapter 11 cases.
The ordinary course professionals and the services provided
include:
Day Pitney LLP Labor/Employment
Giordano, Halleran & Ciesla, PC Employment
Bastarrika, Soto, Gonzalez & Somohano, LLP U.S. Department
of Customs and Immigration
The Debtors proposed that they be permitted to pay, without any
application to the court by any ordinary course professional, fees
and expenses not exceeding a total of $25,000 per month, on
average, over a rolling three-month period.
About Pegasus Home Fashions
Pegasus Home Fashions, Inc. is a manufacturer of house furnishing
products in Elizabeth, N.J. It offers pillows, memory foam, quilts,
bedspreads, blankets, throws, sheet sets, pet beds, furniture
protectors, and mattress pads. Pegasus Home Fashions serves
customers in the United States.
Pegasus Home Fashions sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 23-11236) on August 24,
2023, with $100 million to $500 in both assets and liabilities.
Timothy Boates, chief executive officer, signed the petition.
The Debtor is represented by Michael R. Nestor, Esq., at Young
Conaway Stargatt & Taylor.
PG&E CORP: Securities Lawsuit Pause Receives Cold Appeal Reception
------------------------------------------------------------------
Martina Barash of Bloomberg Law reports that a securities suit
against PG&E Corp. officers, directors, and underwriters over
wildfire readiness may be headed back to a trial court to reassess
pausing the case during the utility's bankruptcy proceedings after
oral argument at the Ninth Circuit Wednesday.
Two members of the appeals court panel expressed doubts about the
lower court's basis for halting, or staying, the case.
The stay is "puzzling," Judge Danielle J. Forrest said while
questioning an attorney for the leadership team and investment
banks, who aren't debtors in PG&E's Chapter 11 case.
About PG&E Corporation
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, faced extraordinary challenges relating to a
series of catastrophic wildfires that occurred in Northern
California in 2017 and 2018. The utility faced an estimated $30
billion in potential liability damages from California's deadliest
wildfires of 2017 and 2018.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). As of Sept.
30, 2018, the Debtors, on a consolidated basis, had reported $71.4
billion in assets on a book value basis and $51.7 billion in
liabilities on a book value basis.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP served
as PG&E's legal counsel, Lazard as its investment banker and
AlixPartners, LLP as the restructuring advisor to PG&E. Prime
Clerk LLC is the claims and noticing agent.
PG&E has appointed James A. Mesterharm, a managing director at
AlixPartners, LLP, and an authorized representative of AP Services,
LLC, to serve as Chief Restructuring Officer. In addition, PG&E
appointed John Boken also a Managing Director at AlixPartners and
an authorized representative of APS, to serve as Deputy Chief
Restructuring Officer.
Morrison & Foerster LLP served as the Debtors' special regulatory
counsel. Munger Tolles & Olson LLP also served as special
counsel.
The Office of the U.S. Trustee appointed an official committee of
creditors on Feb. 12, 2019. The Committee retained Milbank LLP as
counsel; FTI Consulting, Inc., as financial advisor; Centerview
Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
* * *
PG&E Corporation and Pacific Gas and Electric Company announced
July 1, 2020, that PG&E has emerged from Chapter 11, successfully
completing its restructuring process and implementing PG&E's Plan
of Reorganization ("Plan") that was confirmed by the United States
Bankruptcy Court on June 20, 2020.
For the benefit of fire victims, the Plan provided for a Fire
Victim Trust, which was funded with an oft-stated value of $13.5
billion, to be half in cash and half in new company PG&E common
stock. The $6.75 billion in cash was paid. With respect to the
stock consideration, 478 million shares of PG&E stock were
delivered to the Fire Victim Trust in accordance with an agreed-to
formula under the Plan.
PLASTIQ INC: Chapter 11 Plan Confirmed by Court
-----------------------------------------------
Alex Wittenberg of Law360 reports that a Delaware bankruptcy judge
Thursday, September 14, 2023, confirmed business-to-business
payment software company Plastiq Inc. 's Chapter 11 plan to sell
its assets to stalking horse bidder Priority Technology Holdings
Inc. for $27.5 million, capping a bankruptcy process Plastiq
initiated following a failed SPAC transaction and the collapse of
Silicon Valley Bank.
About Plastiq Inc.
Founded in 2012, Plastiq Inc. is a B2B payments company for SMBs.
It has helped tens of thousands of businesses improve cash flow
with instant access to working capital while automating and
enabling control over all aspects of accounts payable and
receivable. Plastiq provides growing finance teams with technology
and know-how once reserved for only large enterprises.
The flagship product, Plastiq Pay, pioneered a way for businesses
to pay suppliers by credit card regardless of acceptance as an
alternative to expensive, scarce bank loan options. Plastiq Accept
offers an alternative to expensive merchant services, enabling
businesses to accept credit cards with no merchant fees and get
paid across any customer touch point, including a website, invoice,
checkout process, and in person via QR code.
Plastiq Inc. and affiliates sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10671) on May 24,
2023. In the petition filed by its chief restructuring officer,
Vladimir Kasparov, Plastiq Inc. reported $50 million to $100
million in both assets and liabilities.
Judge Brendan Linehan Shannon oversees the cases.
The Debtors tapped Young, Conaway, Stargatt & Taylor, LLP as
counsel; and Portage Point Partners, LLC as restructuring advisor.
Vladimir Kasparov of Portage Point Partners serves as the Debtors'
chief restructuring officer. Kurtzman Carson Consultants, LLC is
the claims agent and administrative advisor.
PLOURDE SAND: Seeks to Hire Northern Acres as Real Estate Broker
----------------------------------------------------------------
Plourde Sand & Gravel Co., Inc. seeks approval from the U.S.
Bankruptcy Court for the District of New Hampshire to employ
Northern Acres to market and sell its property located at 91
Whittemore Road, Pembroke, N.H.
The broker will receive a commission equal to (i) 4 percent of the
gross purchase price if there is no co-broker; and (ii) 6 percent
if there is a co-broker. The contract entitles the broker to a 50
percent commission if the subject property is sold to a buyer on
the broker's buyers list within six months of the termination of
the listing agreement.
James Powers, a real estate agent at Northern Acres, disclosed in a
court filing that his firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
James W. Powers
Northern Acres
360 Route 101
Building #1 Pine Tree Plac
Bedford, NH 03110
Telephone: (603) 606-3157
Email: jwpowers@northernacres.com
About Plourde Sand & Gravel
Plourde Sand & Gravel Co., Inc., owns eight properties located in
New Hampshire having an aggregate total value of $5.34 million.
Plourde Sand filed for Chapter 11 bankruptcy protection (Bankr.
D.N.H. Case No. 23-10039) on Jan. 30, 2023, with $9,192,623 in
assets and $8,072,411 in liabilities. Daniel O. Plourde, sole
shareholder and vice president, signed the petition.
Judge Bruce A. Harwood oversees the case.
William S. Gannon PLC is the Debtor's legal counsel.
PRIME CORE: Sale Plan to End Chapter 11 by December 2023
--------------------------------------------------------
Vince Sullivan of Law360 reports that the parent company of
cryptocurrency custodial business Prime Trust, Prime Core
Technologies, received bankruptcy court approval Wednesday,
September 13, 2023, for bidding procedures aimed at completing a
sale and confirming a Chapter 11 plan by the end of the 2023.
About Prime Core
Prime Core Technologies, Inc. and three of its affiliates sought
Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No.
23-11161) on Aug. 16, 2023. The petitions were signed by Jor Law as
interim chief executive officer. The Hon. J. Kate Stickle presides
over the Debtors' cases.
The Debtors listed $50 million to $100 million in estimated assets
and $100 million to $500 million estimated liabilities.
McDermott Will & Emery LLP serves as counsel to the Debtors. The
Debtors' financial advisor is M3 Advisory Partners, LP; their
investment banker is Galaxy Digital Partners LLC; and their claims
and noticing agent is Stretto.
PROMETRIC HOLDINGS: Moody's Rates 1st Lien Loans 'B2', Outlook Pos.
-------------------------------------------------------------------
Moody's Investors Service affirmed Prometric Holdings Inc.'s B3
Corporate Family Rating and B3-PD Probability of Default Rating. At
the same time, Moody's assigned B2 ratings to the company's first
lien credit facility, consisting of a $75 million revolving credit
facility due October 2027 and a $572 million term loan due January
2028. Moody's affirmed the B2 ratings on the company's existing
revolver and term loan. The rating outlook changed to positive from
stable.
The company plans to utilize the proceeds from the new term
facility, along with an $120 million equity injection from sponsor
BPEA EQT to refinance existing debt. Concurrent with the
transaction, the company is converting all of the $110 million
second lien term loan into a combination of $60 million of new
pay-in-kind debt issued at a holding company (HoldCo) and $10
million of equity with the balance repaid at par. Moody's considers
the transactions are credit positive because they will address
upcoming maturities, lower total funded debt by approximately $95
million to about $665 million (including HoldCo debt and $32
million revolver borrowings as of June 30, 2023) and also reduce
cash interest expense.
The affirmation of the ratings nevertheless reflects Prometric's
small scale and weak credit metrics as of June 30, 2023 including
modest free cash flow and high debt-to-EBITDA leverage at 6.4x pro
forma for the refinancing transaction and inclusive of the $60
million unrated HoldCo debt. The limited free cash flow is
partially due to meaningful capital spending and other investments
to strengthen Prometric's remote testing capabilities that Moody's
views as partially defensive to aide client retention. Moody's
expects the company's revenue and EBITDA will improve as a result
of increased test volume due to recent business wins and testing
recovery in certain geographic regions, recent pricing increases to
cover higher costs, and cost reduction initiatives including test
centers consolidation. Moody's also expects the company to generate
$20-25 million free cash flow in the next 12-18 months as the
company normalizes its capital spending following several years of
heavy investment on its remote testing capabilities and reduced
cash interest cost following the refinancing transaction that
removed cash interest costs on the second lien term loan. The
company's recent improvement in its operating performance since Q3
2023 is encouraging, but the company needs to continue its earnings
momentum and execute its strategy well to reduce leverage and
improve free cash flow.
The change in the rating outlook to positive from stable reflects
the combination of material equity contribution from BPEA EQT and
recent business improvement. The focus on deleveraging could
position the company to further improve credit metrics and free
cash flow if the company is able to sustain continued improvement
in revenue and earnings.
Moody's views the HoldCo debt creates event risk because the high
PIK rate will create a growing obligation that must be funded prior
to BPEA EQT realizing a return on its investment. Moreover, the
high PIK rate could create an incentive to redeem the HoldCo debt
for cash or cash-paying debt with a lower interest rate. That said,
BPEA EQT is favorably focused on reducing leverage and commits the
HoldCo debt would only be redeemed upon a sale of the company.
Moody's expects to withdrawal the B2 ratings on Prometric's
existing $50 million revolver expiring October 2024 and term loan
due January 2025 if the instruments are retired as expected in
conjunction with the refinancing. The new revolver is expected to
mature in October 2027 and the new term loan is expected to mature
in 2028.
RATINGS RATIONALE
The B3 CFR broadly reflects the company's modest scale, high
financial leverage at 6.4x debt-to-EBITDA for the 12 months ended
June 30, 2023 and pro forma for the proposed refinancing
transaction, and customer concentration risks. The company's
operating performance was weak in the past year, hurt by lower
testing volume, increased labor costs, and higher third party
testing costs as more testing was conducted in-center. Limited free
cash flow was a result of weak earnings, as well as high capital
spending on online/remote testing capabilities and the security of
testing environments. The establishment of robust remote testing
capabilities is positive because it provides a broader service
offering for clients that could lead to new customer wins,
primarily in the smaller mid stakes testing market. However,
Moody's also views the move as partially defensive because some
previous clients losses were attributed to the lack of remote
testing capabilities. Prometric's ratings are supported by the
company's established position in the testing and assessment
services market. Prometric has good revenue visibility from long
term contracts with historically high retention rates, and recent
improvement in its revenue and earnings since Q3 2023 is
encouraging. Moreover, there is only moderate cyclical exposure
since educational-related testing volumes can increase in periods
of economic weakness and mitigate declines in more
economically-sensitive testing such as for employment. The addition
of remote testing capabilities reduces the risk of client losses
compared to when the company only had in-center testing
capabilities several years ago.
Liquidity is adequate supported by cash, modest projected free cash
flow and a $75 million revolver with about $32 million drawn as of
June 30, 2023. Prometric is expected to have $29 million of cash
pro forma for the transaction that favorably includes $10 million
of cash reserved for debt service. Moody's projects $20 – 25
million of free cash flow over the next 12 months will provide
adequate coverage of the $5.7 million of required annual term loan
amortization. External liquidity is improved because the company's
revolver is upsized by $25 million to $75 million and the maturity
is extended.
Prometric's CIS-4 Credit Impact Score indicates the rating is lower
than it would have been if ESG risk exposures did not exist and
reflects the company's exposure to governance risk, including
concentrated control and aggressive financial policies under
private equity ownership. BPEA EQT's equity contribution as part of
the refinancing transaction indicates a favorable focus on
deleveraging though overall leverage remains high.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The positive outlook reflects Moody's expectation that Prometric's
credit metrics could improve in the next 12-18 months if it is able
to sustain growth in revenue and earnings. The positive outlook
also reflects Moody's expectation that the company will maintain at
least adequate liquidity including free cash flow exceeding $25
million in the fiscal year ended September 2024.
The ratings could be upgraded if the company improves testing
volume, revenue and earnings, sustains debt-to-EBITDA leverage
below 6x, and maintains free cash flow as a percentage of debt at
or above 5%. The company would also need to maintain good
liquidity.
The ratings could be downgraded if there is deterioration of
revenue and earnings due to lower testing volume, an increase in
competition or higher operating costs. Weak or negative free cash
flow, EBITDA less capital spending to interest of less than 1.1x,
or a deterioration in liquidity could also lead to a downgrade.
Prometric, headquartered in Baltimore, Maryland, is a provider of
testing and assessment services to educational testing providers,
associations, and corporations globally. Prometric was acquired by
funds affiliated with BPEA EQT in January 2018. The company
generated $365 million of revenue for the trailing twelve months
ended June 30, 2023.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
PROMETRIC HOLDINGS: S&P Alters Outlook to Pos., Affirms 'B-' ICR
----------------------------------------------------------------
S&P Global Ratings revised the outlook on U.S.-based test developer
and delivery company Prometric Holdings Inc. to positive from
stable and affirmed the 'B-' issuer credit rating. At the same
time, S&P assigned a 'B-' issue-level rating and '3' recovery
rating to the company's proposed $572 million senior secured
first-lien term loan due in 2028 and $75 million revolver due in
2027.
The positive outlook reflects S&P's expectation that Prometric's
S&P Global Ratings-adjusted leverage will decline below the mid-6x
area in the next 12 months as revenue recovers from a resumption of
testing activity.
S&P expects Prometric's leverage and liquidity profile to improve
following the successful completion of the recently announced
refinancing transactions.
On Sept. 18, 2023, Prometric announced its plans to address all its
near-term maturities with refinancing transactions, including an
extension and upsize of its revolver, a refinancing of its
first-lien term loan, and a removal of its second-lien term loan
through repayments and a conversion to equity and a payment-in-kind
(PIK) debt instrument. S&P said, "We do not view the second-lien
term loan conversion to equity and PIK debt as a selective default
because the transaction was a bilateral agreement with the unique
debt holder. Nevertheless, we view the PIK instrument as 100%
debt-like due to its high interest rate and its maturity date six
months after the secured debt." Despite this, the PIK interest on
this instrument will provide the company with financial flexibility
and ability to preserve cash flows.
As part of the refinancing, the company's shareholders will inject
$120 million of equity, which demonstrates a shift to a less
aggressive financial policy. S&P expects the transaction will
largely drive leverage improvement from 7.0x in fiscal year (FY)
2022 to the low- to mid-6.0x range in FY 2023 while strengthening
the company's liquidity profile and financial flexibility.
New client wins, expansion into low- and medium-stakes assessments,
and incremental revenues from acquisitions coupled with increased
upsell and higher pricing will drive revenue growth in the
forecasted period. Despite incremental revenue contribution from
the Paragon Testing Enterprises and Finetune acquisitions,
Prometric's performance declined over the four quarters ended March
31, 2023, primarily due to strict governmental regulations in
China. These resulted in deferred revenues from College Board AP
exams and other clients in the region. The company also witnessed
risks from higher customer churn, declining revenues from large
customers such as ETS, and fluctuations in foreign currency.
Nonetheless, the company's operating performance recovered in the
third quarter of FY 2023. We believe the improvement will continue
in the latter half of FY 2023, driven by new client wins including
a six-year contract with the CFA Institute, increased upsell,
higher pricing, and expansion into low- and medium-stakes
assessments such as Higher Ed and information technology (IT).
S&P expects the company's operating performance will be further
supported by the significant increase in the revenue contribution
from its Paragon and Finetune acquisitions, driven by Canadian
immigration tailwinds, expansion into new geographies, artificial
intelligence (AI) adoption, and significant cross-demand. Our
expectation of improved revenue growth coupled with the company's
plans to reduce and refinance its debt structure results in
improved credit metrics over the forecasted years.
Prometric's strong market position, well-established customer
relationships, and test industry tailwinds provide long-term
business visibility compared with peers. With an approximately 15%
share in the high stakes test distribution market, second only to
Pearson VUE's 25% market share Prometric has higher pricing power
than smaller industry peers in securing multiyear sizable client
contracts. The company's growth also stems from its long-standing
customer relationships, higher testing volumes due to subsided
COVID-19-related risks, and strategic investments in the remote
proctoring modality to increase market reach.
S&P said, "We believe favorable industry tailwinds and demand for
Prometric's services will secure long-term revenue growth in the
low-single-digit percent area and margins in the low-30% area over
the next couple of years.
"The positive outlook reflects our expectation that Prometric's
successful refinancing transactions and improved performance
through FY 2023 will drive lower leverage levels. We expect its S&P
Global Ratings-adjusted debt to EBITDA will decline below 6.5X on
sustained basis as revenue recovers from a resumption of testing
activity."
S&P could lower its ratings on Prometric if it generates negligible
FOCF over the next few quarters, which could occur if:
-- Prometric's test centers return to limited capacity; or
-- The company is forced to implement another round of closures.
This would likely lead the company to become increasingly reliant
on its cash balance and revolving credit facility and constrain its
liquidity.
S&P could raise the rating if:
-- S&P believes Prometric will reduce and sustain leverage well
below 6.5x over the next 12 months through accelerated debt
repayments, strong revenue, and EBITDA growth;
-- The company continues to generate FOCF to debt well above 5%;
and
-- The financial sponsor demonstrates a record of less aggressive
financial policies and a commitment to a lower leverage profile.
Social factors are a moderately negative consideration in S&P's
credit rating analysis. Prometric faced health and safety
challenges from the COVID-19 pandemic due to social-distancing
restrictions that caused operating performance declines from test
center closures and exam deferrals. While restrictions were lifted
and testing volumes are increasing, the risk around a resurgence of
infections from new variants and resumptions of lockdowns, notably
in China, are a risk.
Governance is a moderately negative consideration, as it is for
most rated entities owned by private-equity sponsors. S&P believes
the company's highly leveraged financial risk profile points to
corporate decision-making that prioritizes the interests of
controlling owners, although we note that BPEA EQT has recently
injected equity and has signaled a shift to a less aggressive
financial policy. This also reflects private-equity sponsors'
generally finite holding periods and focus on maximizing
shareholder returns.
PURDUE PHARMA: Pennsylvania to Receive $148 Million in 2024
-----------------------------------------------------------
Nicole Leonard of WHYY reports that Pennsylvania can expect to
receive as much as $148 million in first-year payouts from a second
wave of national lawsuit settlements related to the opioid and
addiction crisis.
Deals were reached with suing states, cities, municipalities, and
other parties that accused drug manufacturers Teva and Allergan and
major pharmacy chains CVS, Walgreens, and Walmart of contributing
to the opioid addiction epidemic and related overdose deaths.
Neil Mara, deputy chief attorney general of special litigation at
the Pennsylvania Attorney General's Office, said money from the
newest settlements could be distributed as early as 2024.
However, the payout amounts and timelines depend on final court
approval, Mara told members of the Pennsylvania Opioid Misuse and
Addiction Abatement Trust Thursday, September 7, 2023.
"We don't anticipate problems obtaining court approval," Mara said.
"But the court approval is the triggering mechanism to allow the
process of those payments to move forward."
The trust, which is operated by 13 members that make up its board
of trustees, is responsible for overseeing the state’s opioid
settlement funds and spending.
Payouts to state and local governments from a first wave of
national settlements with drug distributors McKesson, Cardinal
Health, and AmerisourceBergen, and manufacturer Johnson & Johnson,
began earlier this 2023.
About $1.07 billion in total will be paid out to Pennsylvania over
an 18-year period from those settlements.
Meanwhile, any money from a national settlement with Purdue Pharma,
the makers of OxyContin, is on hold while the case goes to the U.S.
Supreme Court.
The Supreme Court will scrutinize the terms of that deal, which was
brokered and approved in a bankruptcy court for the drug
company’s Chapter 11 reorganization plan.
The current $6 billion national settlement deal would shield
individual members of the Sackler family from future personal
lawsuits, even though they haven't filed for personal bankruptcy.
That doesn't sit right with Gene DiGirolamo, Bucks County
commissioner, a trust board member, and former state
representative.
"If they [the Sacklers] get away with this and are not criminally
prosecuted, it would just be a disgrace for the whole thing," he
said during Thursday's trust meeting. "I am going to fight that
with every bone in my body if they try and get away with that."
The Supreme Court will hear oral arguments in the case in December.
A decision could impact payouts to Pennsylvania and other suing
parties. The Commonwealth was expected to receive about $225
million.
"If they rule one way, the settlement can proceed," Mara said. "If
they rule another way, then everyone is back to square one. So, we
wait, is the bottom line for Purdue Pharma and the Sacklers."
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The
deal resolves some 3,000 lawsuits filed by state and local
governments, Native American tribes, unions, hospitals and others
who claimed the company's marketing of prescription opioids helped
spark and continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.
RASPBERRY CREEK: Seeks to Hire DBNTAX LLC as Tax Accountant
-----------------------------------------------------------
Raspberry Creek Fabrics, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Utah to employ DBNTAX LLC as
its tax accountants and bookkeepers.
DBNTAX will be assisting with filing of federal and state tax
returns and assisting with the Debtor's day-to-day bookkeeping, and
providing the Debtor with tax advice as needed, and assisting the
Debtor with day-to-day bookkeeping. The firm will be preparing its
monthly operating reports and other "bankruptcy related" financial
documents necessary for the case.
DBN has agreed to charge the Debtor $1,095, due upon the filing of
the Debtor's 2022 tax returns, for the preparation thereof. DBN has
also agreed to charge the Debtor $300 per month for its ordinary
bookkeeping services, consistent with its pre-Petition Date
arrangement with the Debtor.
DBNTAX does not hold any interest adverse to the Debtor or the
estate, according to court filings.
The firm can be reached through:
Hunter Belnap
DBNTAX LLC
6798 S. 1300 E.
Salt Lake City, UT 84121
Tel: (801) 566-3636
Fax: (866) 521-2972
Email: office@dbntax.com
About Raspberry Creek Fabrics, LLC
Raspberry Creek Fabrics, LLC in Sandy, UT, filed its voluntary
petition for Chapter 11 protection (Bankr. D. Utah Case No.
23-23514) on August 17, 2023, listing $146,490 in assets and
$1,283,026 in liabilities. Diana Rammell as manager, signed the
petition.
COHNE KINGHORN, P.C. serve as the Debtor's legal counsel.
REALTRUCK GROUP: Moody's Rates New $180MM Incremental Loan 'B2'
---------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to RealTruck Group,
Inc.'s proposed $180 million non-fungible incremental first lien
term loan to fund an acquisition. All other ratings, including the
B3 corporate family rating, the B3-PD probability of default
rating, the existing B2 senior secured rating and the Caa2 senior
unsecured rating are unaffected at this time. The outlook is
unchanged at negative.
With the acquisition announcement, recent momentum in margin
improvement and free cash flow stabilization is offset by a debt
financed acquisition on top of already very high leverage, with
debt-to-latest twelve months EBITDA of over 9x at June 30, 2023,
prior to this transaction. Following a very weak 2022, earnings
should continue rebounding, boosted by a series of price increases
and sizable, targeted cost savings. However, many of the company's
products are discretionary in nature. Therefore, continued
improvement in operating measures is reliant on consumers remaining
resilient in the face of lingering macroeconomic headwinds and the
company's sustained pricing power not negatively impacting demand.
The recently closed cash acquisition of Go Rhino and this purchase
should be near-term accretive to earnings, supporting a reduction
in leverage. However, Moody's expects debt-to-EBITDA to remain high
at over 7x through 2024.
RATINGS RATIONALE
RealTruck is benefiting from favorable dynamics within the
aftermarket accessories market including: a large and growing
number of pickup trucks, Jeeps and Broncos in circulation in the US
that retain value, trucks remaining top selling domestic vehicles,
the functional aspect to most products and modest price points in
relation to the total cost of the vehicle. Further, good scale and
growing e-commerce revenue have contributed to solid annual organic
revenue growth. Recent results have also been lifted by
management's reorganization into a more streamlined operating
model, including heightened focus on innovation and simplification
of the manufacturing, distribution and customer service functions.
The realignment of sales to channels and customers versus numerous
brands is also expected to reap sustainable benefits.
The negative outlook reflects continued uncertainty in RealTruck's
ability to generate and sustain margin and free cash flow growth
within a challenging macroeconomic environment. The negative
outlook also incorporates Moody's consideration that price
increases could erode demand for the company's discretionary
product line, leading to lower earnings, elevated inventory and
reduced cash flow. Weaker volumes could lead to flat-to-higher pro
forma debt-to-EBITDA (including the full year impact of the
acquisitions and a percentage of management's targeted cost
savings), which is already expected to be around 8x at the end of
2023.
RealTruck is expected to maintain good liquidity, supported by cash
of $75 million - $100 million, Moody's expectation for annual free
cash flow of around $50 million and full availability under a $200
million asset-based lending (ABL) facility.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The ratings could be upgraded with stronger than expected free cash
flow that results in debt repayment and sustainably lower financial
leverage. More specifically, debt-to-EBITDA below 5.5x, retained
cash flow-to-net debt in the low-to-mid teens and EBITA-to-interest
greater than 2x would be important elements for an upgrade, along
with maintaining good liquidity.
The ratings could be downgraded due to the inability to sustain
recent EBITA margin improvement, deteriorating liquidity and/or
weaker free cash flow for a sustained period. A downgrade could
also result from the company's lack of progress in meaningfully
reducing debt-to-EBITDA. Moody's expectation for organic revenue
growth to stall in the low-single digits or additional
debt-financed dividends or meaningful acquisitions, prior to
significantly reducing financial leverage, could also be a
precursor for a negative rating action.
RealTruck Group, Inc. is a vertically integrated manufacturer of
branded aftermarket accessories for pickup trucks, Jeeps, Broncos,
sport utility vehicles and other light weight vehicles. Products
include hard and soft truck bed covers, truck caps, bed liners,
floor liners, steps, suspension kits, Jeep parts and off-road
accessories. Revenue for the latest twelve months ended June 30,
2023 was approximately $1.5 billion.
The principal methodology used in this rating was Automotive
Suppliers published in May 2021.
RICHMOND HOSPITALITY: Unsecureds Guaranteed $50K be Shared Prorata
------------------------------------------------------------------
Richmond Hospitality LLC submitted a First Amended Chapter 11 Plan
of Liquidation.
Under the Plan, Class 2 Unsecured Claim of Shaughnessy Capital LLC
will receive payment on account of its Allowed General Unsecured
Claim in the amount of its Pro Rata share, together and
simultaneously with Class 3, of Available Funds, after payment in
full of Allowed Administrative Expense Claims and U.S. Trustee
fees, and Allowed Priority Tax Claims, except as otherwise agreed
with the Holder of such Claim, and subordinate and subject to
reserves for (i) U.S. Trustee fees and (ii) the Liquidating Trustee
for fees and expenses (including any of his Professionals or
employees as set forth herein) in connection with the Liquidating
Trust. Notwithstanding the foregoing provision, upon the Effective
Date, the Debtor, by its members, will guarantee the total minimum
aggregate sum of $50,000 to be deposited with the Debtor for Pro
Rata Distribution to the Holders of Allowed Class 2 and 3 Claims.
Class 2 is impaired.
Class 3 consists of all other Allowed General Unsecured Claims.
General unsecured pre-petition claims in this Class as filed
against the Debtor's estate are in the approximate aggregate sum of
$1.1 million. Each Holder of an Allowed Class 3 Claim will receive
payment on account of its Allowed General Unsecured Claim in the
amount of its Pro Rata share, together and simultaneously with
Class 2, of Available Funds, after payment in full of Allowed
Administrative Expense Claims and U.S. Trustee fees, and Allowed
Priority Tax Claims, except as otherwise agreed with the Holder of
such Claims, and subordinate and subject to reserves for (i) U.S.
Trustee fees and (ii) the Liquidating Trustee for fees and expenses
(including any of his Professionals or employees as set forth
herein) in connection with the Liquidating Trust. Notwithstanding
the foregoing provision, upon the Effective Date, the Debtor, by
its members, will guarantee the total minimum aggregate sum of
$50,000 to be deposited with the Debtor for Pro Rata Distribution
to the Holders of Allowed Class 2 and 3 Claims. Class 3 is
impaired.
Distributions to Allowed Claimants under the Plan will be funded
through the Liquidating Trust by the Liquidating Trustee from
Available Funds (as defined and set forth in Section 1.09 herein).
Available Funds and the claims and any causes of action relating
thereto are deemed transferred to the Liquidating Trust (and
Liquidating Trustee on behalf of the Liquidating Trust) on the
Effective Date. The minimum distributions to Allowed Unsecured
Creditors shall be paid from a deposit contributed from the members
of the Debtor.
Attorneys for the Debtor:
Adam P. Wofse, Esq.
Joseph S. Maniscalco, Esq.
LAMONICA HERBST & MANISCALCO, LLP
3305 Jerusalem Avenue
Wantagh, NY 11793
Tel: (516) 826-6500
A copy of the First Amended Chapter 11 Plan of Liquidation dated
September 8, 2023, is available at https://tinyurl.ph/raxIZ from
PacerMonitor.com.
About Richmond Hospitality
Richmond Hospitality, LLC is a real estate hotel development owner
and operator that was poised to develop an 80-room Best Western
Vibe hotel in Staten Island.
Richmond Hospitality filed its voluntary petition under Chapter 7
of the Bankruptcy Code on March 16, 2022. On May 18, 2022, the
court ordered the conversion of the case to one under Chapter 11
(Bankr. E.D.N.Y. Case No. 22-40507). At the time of the filing, the
Debtor listed $1 million to $10 million in both assets and
liabilities.
Judge Jil Mazer-Marino presides over the case.
Joseph S. Maniscalco, Esq., at LaMonica Herbst & Maniscalco, LLP
and Stuart R. Berg, P.C. serve as the Debtor's bankruptcy counsel
and special litigation counsel, respectively.
ROCKCLIFF ENERGY: S&P Affirms 'B' ICR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
Haynesville shale-focused oil and gas exploration and production
(E&P) company Rockcliff Energy II LLC.
S&P said, "We also affirmed our 'B+' issue-level rating on the
company's $700 million senior unsecured notes. The recovery rating
of '2' indicates our expectation for substantial recovery (70%-90%;
rounded estimate: 80%) of principal in the event of payment
default.
"The stable outlook reflects our expectation that Rockcliff will
slow activity into next year and generate free cash flow in 2024 on
-5%-0% production growth. We project debt to EBITDA of 1.5x-2.0x
and funds from operations (FFO) to debt of 50%-60%.
"We anticipate Rockcliff's pace of activity will slow heading into
2024. The company plans to drop a rig and frac crew in the fourth
quarter of 2023 and will continue with a three-rig, one-frac crew
cadence in 2024 across the East Texas Haynesville shale. The move
is on the heels of lower natural gas prices and some mid-year
production delays. As a result, we expect 2023 production of 950
million cubic feet equivalent per day (mcfe/d)-1 billion cubic feet
per day (bcf/d) with -5%-0% production growth in 2024 into an
improving natural gas price environment. Rockcliff finished the
second quarter with a proved developed reserve life of
approximately 5.1 years, which is comparable to in-basin peers and
had year-end reserves of 4.7 trillion cfe (60% proved undeveloped).
Although we view the company's scale and costs favorably compared
to 'B-' and 'B' rated peers, it lacks the scale of higher-rated
peers such as Comstock Resources Inc., Ascent Resources Utica
Holdings LLC, and CNX Resources Corp.
"We expect FFO to debt of 50%-60% and leverage of 1.5x-2.0x as
natural gas prices improve. Rockcliff tapped its revolving credit
facility to support operations as it generated negative
discretionary cash flow in 2023, but our higher natural gas price
assumptions support $100 million-$150 million of discretionary cash
in 2024. The company has hedged two thirds of remaining production
volumes in 2023 and about 50% in 2024 at market prices. The $900
million revolver, which has an upcoming maturity in December 2024,
was 16% drawn as of June 30, 2023. We expect excess cash will be
used to reduce outstanding revolver borrowings and the company will
make progress on extending the maturity.
"Financial sponsor ownership constrains our assessment of
Rockcliff's financial risk. Private equity firm Quantum Energy
Partners maintains a 65% interest in Rockcliff and controls three
of the five board of directors' seats. The company did not take a
distribution in 2023 due to low natural gas prices, and we
anticipate any future distributions would be within free cash
flow.
"The stable outlook reflects our expectation that Rockcliff will
slow activity into next year and generate free cash flow with
-5%-0% production growth. We expect it will execute a measured
annual shareholder return strategy within cash flow that does not
substantially increase leverage. We project Rockcliff's debt to
EBITDA of 1.5x-2.0x and FFO to debt of 50%-60% through 2024."
S&P could lower its rating if FFO to debt drops below 30% on a
sustained basis. This would most likely occur if:
-- Production falls short of our expectations;
-- The company makes a debt-funded acquisition that does not add
to near-term cash flow; or
-- Commodity prices decline below our assumptions and Rockcliff
does not take steps to reduce capital spending.
S&P could raise its rating if:
-- S&P no longer views the company as controlled by a financial
sponsor; or
-- It materially increases reserves and production or adds basin
diversity while maintaining FFO to debt above 45%.
SANOTECH 360: Seeks to Hire Whitley Penn as Financial Advisor
-------------------------------------------------------------
SanoTech 360, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to employ Whitley Penn LLP as its
financial advisors.
The firm's services include:
(a) reviewing and analyzing the financial and operational
position of Debtor, and providing advice to the Debtor in
connection with same;
(b) evaluating and investigating potential strategies for the
restructuring and refinancing of the Debtor, and providing advice
to the Debtor in connection with same;
(c) preparing data and analyses for in connection with
Debtor's needs to deliver information to its financial
constituents, including but not limited to creditors;
(d) assisting the Debtor in the preparation and obtaining
approval of an appropriate Disclosure Statement, including a
liquidation analysis and feasibility projections;
(e) providing testimony in litigation/bankruptcy matters as
required, including testimony in support of the confirmation of any
plan proposed by the Debtor, including testimony regarding the best
interests of the creditors test and the feasibility of the Plan;
(f) evaluating the cash flow generation capabilities of the
Debtor for valuation maximization opportunities;
(g) providing requested assistance in connection with
communications and negotiations with constituents including
investors and other critical constituents to the successful
restructuring of Debtor;
(h) assisting in development of a plan of reorganization or
liquidation and in the preparation of information and analysis
necessary for the confirmation of a plan in the chapter 11
proceedings; and
(i) performing other tasks as directed by Debtor and agreed to
by WP, including all tasks necessary to facilitate Debtor's
restructuring.
The firm will charge these hourly rates:
Managing Director, John Tittle $525/ hour
Senior Manager, Managing Director $455/ hour
Manager/Director $395/hour
Senior Consultants $290-$310/hour
Consultants $225-$270/hour
As disclosed in court filings, Whitley Penn is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
John Title, Jr., CPA
WHITLEY PENN, LLP
8343 Douglas Avenue, Suite 400
Dallas, TX 75225
Phone: (214) 393-9300
Email: john@whitleypenn.com
About SanoTech 360
SanoTech 360, LLC manufactures high-quality, advanced electrostatic
sprayers designed to apply disinfectant more efficiently than
conventional methods.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-40261) on January 29,
2023. In the petition signed by George R. Robertson, chief
executive officer, the Debtor disclosed up to $50 million in both
assets and liabilities.
The Debtor tapped J. Robert Forshey, Esq., at Forshey & Prostok,
LLP as legal counsel and SSG Advisors, LLC as investment bankers.
SILICON VALLEY BANK: US Govt. Wants to Sell Seized Bonds
--------------------------------------------------------
Scott Carpenter and Silla Brush of Bloomberg News report that the
US government has been looking at ways to offload nearly $13
billion of mortgage bonds it amassed from failed lenders Silicon
Valley Bank and Signature Bank, according to people with knowledge
of the transactions.
The bonds are backed by long-term, low-rate loans made mainly to
developers building affordable apartment buildings. They were part
of a $114 billion portfolio that ended up with the Federal Deposit
Insurance Corp. when it took over SVB and Signature.
The FDIC hired BlackRock Inc. to help liquidate the broader
portfolio, and the money manager sold most of the assets within a
few months.
About Silicon Valley Bank
Silicon Valley Bank was the nation's 16th largest bank and the
biggest to fail since the 2008 financial meltdown.
During the week of March 6, 2023, Silicon Valley Bank, Santa Clara,
CA, experienced a severe "run-on-the-bank." On the morning of
March 10, 2023, the California Department of Financial Protection
and Innovation seized SVB and placed it under the receivership of
the Federal Deposit Insurance Corporation (FDIC).
The FDIC on March 13, 2023, disclosed that it transferred all
deposits -- both insured and uninsured -- and substantially all
assets of the former Silicon Valley Bank of Santa Clara,
California, to a newly created, full-service FDIC-operated "bridge
bank" in an action designed to protect all depositors of Silicon
Valley Bank.
SVB Financial Group is a financial services company focusing on the
innovation economy, offering financial products and services to
clients across the United States and in key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state-chartered bank.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Hon. Martin
Glenn is the bankruptcy judge. The Debtor had assets of
$19,679,000,000 and liabilities of $3,675,000,000 as of Dec. 31,
2022.
Centerview Partners LLC is proposed financial advisor, Sullivan &
Cromwell LLP proposed legal counsel and Alvarez & Marsal proposed
restructuring advisor to SVB Financial Group as
debtor-in-possession. Kroll is the claims agent.
SK MOHAWK: S&P Lowers Issuer Credit Rating to 'CCC', Outlook Neg.
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on SK Mohawk
Holdings S.a.r.l.'s (d/b/a SI Group) to 'CCC' from 'CCC+'. S&P also
lowered its issue-level rating on its senior secured credit
facilities to 'CCC' from 'CCC+' and on the unsecured notes to
'CCC-' from 'CCC'. The recovery ratings remain '3' and '5',
respectively.
The negative outlook reflects S&P's expectations of ongoing
weakness in operating results, market competitiveness, and elevated
interest rates, resulting in continued free cash flow deficits and
increased pressure on liquidity and covenant compliance over the
next 12 months.
S&P said, "Following weaker than expected first-half 2023 earnings,
we expect slow demand and pricing will continue to pressure
earnings, profitability, and cash flow. As an unfavorable operating
environment continues in the industry and economy, this performance
was largely because of weak volumes. Renewed market softness and
customer destocking, especially in the industrials solutions
segment, came after a brief bounce back in the preceding quarter.
As a result, volumes declined about 17% year over year during first
half. SI Group generates a meaningful portion of revenues from
Europe, where demand has remained soft. As the company passes on
lower raw material and energy costs to customers, we now expect
2023 revenue and EBITDA to be weaker than previous estimates before
a modest recovery in 2024, supported by cost-saving measures and
plans to improve the cost structure. We expect continued free cash
flow deficits amid elevated borrowing costs on its largely
floating-rate debt structure (which has no interest rate hedges)
and reduced earnings.
"We expect further weak credit metrics over the next 12 months.
They deteriorated on lower than expected earnings and cash flow
amid a challenging demand environment and lower pricing. While SI
Group generated modestly positive free cash flow in the first
quarter, free cash flow was a material deficit in the second
quarter despite a positive net trade working capital movement that
did not fully offset high borrowing costs and weak earnings. We
believe persistent free cash flow deficits will limit the company's
ability to reduce leverage and further strain liquidity. We now
expect S&P Global Ratings-adjusted debt to EBITDA to remain above
10x and EBITDA interest coverage to remain about 1x in 2023 and
2024.
"Despite cash and liquidity management initiatives, we expect weak
liquidity and challenged compliance under the company's springing
financial covenant in the next 12 months. SI Group has several
measures in place to improve its cost structure and procurement
efficiency and continues to significantly curtail capital spending,
avoid nondiscretionary expenditure, and focus on improved working
capital management to conserve its liquidity position. However, we
believe continued pressures on earnings and cash flows, high
interest expense, and limited availability under its revolving
credit facility could limit SI Group's ability to service debt
requirements. We also note pressures on covenant compliance on the
company's revolving credit facility, which has a springing total
first-lien net leverage ratio covenant (springing when usage
exceeds 35% of total commitments, or about $95 million). As of June
30, 2023, the covenant did not spring. However, we believe the
company's ability to draw further on its revolver is limited as we
expect the covenant could potentially be breached.
"Our assessment of SI Group's business risk profile reflects its
weak recent overall profitability compared to the specialty
chemicals sector, partially offset by good geographic and
end-market diversification. Many of the company's performance
additives products are critical to its customers' products and only
make up a small portion of raw material spending, leading to
customer loyalty. It is well diversified with no significant
concentration in a single end market, exposure to consumer facing
industries, and low geographic concentration. It generated about
half of its revenues for 2022 internationally, primarily Europe,
the Middle East, and Africa, and Asia-Pacific. While solid
geographic diversity is a relative strength, exposure to Europe
could continue to pressure earnings in the present macroeconomic
environment. Offsetting such business strengths are the company's
moderate customer concentration, relatively limited overall market
share in combined additives, intermediates, and health and wellness
addressable markets, and exposure to volatile key raw materials
phenol and isobutylene. SI Group has multiple suppliers for these
raw materials, but unexpected swings in pricing could pressure
profitability.
"The negative outlook on SI Group reflects our expectations that
the ongoing competitive business environment and elevated interest
rate environment will weaken earnings and free cash flow compared
to our previously forecast. As a result of weaker than expected
second quarter performance, the company's S&P Global
Ratings-adjusted debt to EBITDA increased to about 11.9x for the
last 12 months ended in June. We expect weighted-average debt to
EBITDA will remain above 10x, which we view as unsustainable. We
expect the company will generate weaker EBITDA in 2023 year over
year and continue to generate negative free cash flow due to
continued softness in volumes but improve EBITDA in 2024 on ongoing
cost-saving measures. While the company focuses on preserving
liquidity by curtailing discretionary spending, our base case
assumes a material liquidity deficit over the next 12 months and
that compliance against its springing financial covenant will be
challenged."
S&P could take a negative rating action on SI Group over the next
few months if:
-- EBITDA deteriorates further as a result of weaker demand across
key end markets because of a prolonged slowdown in the global
economic recovery;
-- Free cash flow remains materially negative and liquidity
declines further;
-- It trips its springing first-lien net leverage covenant absent
the use of an equity cure;
-- It skips an interest payment; or
-- The company conducts a debt buyback or exchange, which S&P
would likely view as distressed (given current debt trading
levels).
S&P could take a positive action in the next 12 months if:
-- Volumes rebound faster than S&P anticipates and profitability
improves more than expected on the back of sufficient savings from
cost-saving measures and favorable pricing; and
-- EBITDA margins improve about 150 basis points relative to our
base case such that S&P Global Ratings-adjusted debt to EBITDA
improves to below 10x and EBITDA interest coverage remains
comfortably above 1x; or
-- Its liquidity position improves on moderately positive free
cash flow generation or an equity infusion.
S&P said, "Governance is a moderately negative consideration in our
credit rating analysis on SI Group, as is the case for most rated
entities owned by private-equity sponsors. We view financial
sponsor-owned companies with aggressive or highly leveraged
financial risk profiles as demonstrating corporate decision-making
that prioritizes the interests of controlling owners, typically
with finite holding periods and a focus on maximizing shareholder
returns."
SORRENTO THERAPEUTICS: Gets Stock Deal After Cash Runs Out
----------------------------------------------------------
Amelia Pollard of Bloomberg Law reports that Sorrento Therapeutics
Inc., which filed for bankruptcy in February 2023 after suffering
shortseller attacks for prematurely saying it had developed a cure
for Covid-19, received court approval to sell a major stake in its
publicly traded subsidiary.
The San Diego-based company is set to sell its shares of Scilex
Holding Co. back to Scilex after a previous deal fell through
last-minute, according to court papers. Under the agreement, Scilex
will pay Sorrento $110 million for the shares, with $5 million to
be paid in advance. Hudson Bay Capital Management plans to fund the
deal.
About Sorrento Therapeutics
Sorrento Therapeutics, Inc. -- http://www.sorrentotherapeutics.com/
-- is a clinical and commercial stage biopharmaceutical company
developing new therapies to treat cancer, pain (non-opioid
treatments), autoimmune disease and COVID-19. Sorrento's
multimodal, multipronged approach to fighting cancer is made
possible by its extensive immuno-oncology platforms, including key
assets such as next-generation tyrosine kinase inhibitors ("TKIs"),
fully human antibodies ("G-MAB(TM) library"), immuno-cellular
therapies ("DAR-T(TM)"), antibody-drug conjugates ("ADCs"), and
oncolytic virus ("Seprehvec(TM)"). Sorrento is also developing
potential antiviral therapies and vaccines against coronaviruses,
including STI-1558, COVISHIELD(TM) and COVIDROPS(TM), COVI-MSCTM;
and diagnostic test solutions, including COVIMARK(TM).
Sorrento Therapeutics, Inc., and Scintilla Pharmaceuticals, Inc.,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No.
23-90085) on Feb. 13, 2023. Sorrento disclosed assets in excess of
$1 billion and liabilities of about $235 million as of Feb. 10,
2023.
Judge David R. Jones oversees the cases.
The Debtors tapped Latham & Watkins, LLP as bankruptcy counsel;
Jackson Walker, LLP as local counsel; Tran Singh, LLP as conflicts
counsel; and M3 Advisory Partners, LP as financial advisor. Mohsin
Y. Meghji, managing partner at M3, serves as the Debtors' chief
restructuring officer. Stretto Inc. is the claims, noticing and
solicitation agent.
Norton Rose Fulbright US, LLP and Milbank, LLP represent the
official committee of unsecured creditors appointed in the Debtors'
Chapter 11 cases.
On April 10, 2023, the U.S. Trustee for Region 7 appointed an
official committee to represent the Debtors' equity security
holders.
On April 10, 2023, the U.S. Trustee for Region 7 appointed an
official committee to represent the Debtors' equity security
holders. Glenn Agre Bergman & Fuentes, LLP and Greenberg Traurig,
LLP serve as the equity committee's bankruptcy counsel.
SOUTH COAST HOLDINGS: Taps Vanden Bos & Chapman as Legal Counsel
----------------------------------------------------------------
South Coast Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Oregon to employ Vanden Bos & Chapman,
LLP to handle its Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Ann K. Chapman, Partner $495
Douglas R. Ricks, Managing Partner $450
Christopher N. Coyle, Partner $440
Colleen A. Lowry, Associate $400
Certified Bankruptcy Assistants $285
Legal Assistants $170
The firm also requires a retainer of $8,262.
Douglas Ricks, Esq., a managing partner at Vanden Bos & Chapman,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Douglas R. Ricks, Esq.
Christopher N. Coyle, Esq.
Vanden Bos & Chapman, LLP
319 SW Washington St., Ste. 520
Portland, OR 97204
Telephone: (503) 241-4869
Facsimile: (503) 241-3731
Email: doug@vbcattorneys.com
About South Coast Holdings
South Coast Holdings, LLC filed Chapter 11 petition (Bankr. D. Ore.
Case No. 23-61635) on Sept. 11, 2023, with $500,000 in assets and
up to $1 million in liabilities. Dianne Schofield, member, signed
the petition.
Judge Thomas M. Renn oversees the case.
Douglas R. Ricks, Esq., at Vanden Bos & Chapman, LLP serves as the
Debtor's legal counsel.
STAPLES INC: S&P Downgrades ICR to 'B-', Outlook Negative
---------------------------------------------------------
S&P Global Ratings lowered all ratings on Staples Inc., including
the issuer credit rating, to 'B-' from 'B'.
The negative outlook reflects the possibility of a downgrade if
Staples is unable to improve performance, such that S&P questions
its ability to refinance debt maturities and the sustainability of
its capital structure.
S&P said, "Staples hasn't seen a significant recovery in sales and
profits relative to our expectations. While Staples experienced
some recovery in performance in previous quarters, second quarter
2023 results were hurt by weaker demand for technology and
promotional products as well as higher costs. As a result, sales
were at the lowest level since fourth quarter 2021 and we now
anticipate almost flat sales for fiscal 2023 (ending January 2024)
relative to 2022. We continue to believe that workplace operating
capacity will linger below pre-pandemic levels, leading to lower
demand for office supplies. We also think that soft macroeconomic
conditions will weigh on demand from small to midsize customers,
further supporting our updated forecast for the company. EBITDA
margins have benefited from some sales leverage and management's
cost actions; however, we no longer anticipate margins to reach our
previous forecast of slightly over 9% this year as higher costs and
slower sales growth partly offset benefits from expense reduction
initiatives. This leads us to believe that debt to EBITDA will be
sustained above 7x, compared with our previous expectation of below
7x.
"Lackluster performance dampens our view of Staples' ability to
adequately refinance upcoming maturities post 2024. The company
plans to repay the term loan due in September 2024 with cash and
availability under the asset-based lending facility (ABL) or
refinance it. If the term loan is not extinguished, the ABL
maturity will accelerate to 90 days prior to the term loan
expiration. We believe the company will rely on external sources to
satisfy the maturity because cash flow conversion has been minimal
given its burdensome interest expense. Drawdowns on the ABL to
repay the September term loan buys the company some time as it
faces larger maturity risks in 2026, in our view."
Liquidity will tighten if the company uses ABL to repay term loan
maturities. Staples had $127 million cash on hand and $637 million
available under the ABL at the end of second quarter 2023. Should
the company use its existing resources to repay the September 2024
term loan maturity, liquidity sources will decrease. This would
likely hurt the company's ability to take advantage of
opportunistic inventory purchases or provide sufficient cushion for
unforeseen events.
S&P said, "We recognize management's actions to improve its cash
flows, which led to a $17 million surplus cash from operations for
the first half of this year compared to deficit levels for the
comparable period a year ago. Still, cash flow generation has
historically been modest and we believe the company would rely on
accessing the capital markets to address debt maturing beyond 2024.
Based on current debt trading prices, which continue to trend
downward since the company reported second quarter 2023 results, we
think the company's ability to refinance debt at attractive terms
is becoming increasingly tough.
"The negative outlook reflects the potential for another downgrade
if Staples is unable to significantly improve performance, such
that we question its ability to refinance debt maturities and the
sustainability of its capital structure."
SUNNOVA ENERGY: Moody's Rates New $400MM Sr. Unsecured Notes 'B1'
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Sunnova Energy
Corporation's (Sunnova) new $400 million of senior unsecured notes
due 2028. Sunnova's other ratings, including the B3 Corporate
Family Rating of Sunnova Energy International Inc., are unchanged.
The rating outlooks of Sunnova and Sunnova Energy International are
stable.
RATINGS RATIONALE
"This new debt does not affect Sunnova Energy International's
Corporate Family Rating, as Moody's expects the organization's
consolidated debt burden to be roughly the same after the
issuance," said Toby Shea, Vice President/Senior Credit Officer.
"Sunnova's senior unsecured notes are rated two notches higher than
Sunnova Energy International's B3 corporate family rating because
they are ranked superior to the $1.175 billion of convertible notes
within the capital structure of the Sunnova Energy International
family of companies", added Shea. The proceeds from the new
corporate debt issuance will reduce the need for Sunnova to issue
non-investment grade rated asset-backed securities.
Sunnova's credit profile reflects that of a residential distributed
generation company undergoing rapid growth in a relatively young,
evolving and competitive industry. The company exhibits weak cash
flow to debt metrics but has accumulated sizeable value in its
long-term contracted cash flows in excess of its debt burden.
The residential solar industry has grown 20-fold over the past ten
years. This growth is driven by a combination of federal and state
subsidies, the declining cost of distributed generation over time,
and the rise in utility electric rates. The most important
state-level incentives for the residential solar industry are solar
renewable energy credits (SRECs) and those embedded in net energy
metering regulation. Even though states have generally cut back on
net metering incentives, resulting in lower solar export credits,
Moody's expect industry growth to continue because of long-term
trends in the declining cost of distributed generation and the
concurrent large rise in utility rates, especially in the past two
years. Net metering reforms also impact Sunnova less than many
peers because Sunnova is more geographically diversified and has an
established business in selling battery storage systems and
maintenance services that do not rely on net metering incentives.
The company leans heavily on its extensive network of dealers for
customer origination, construction work, and upfront construction
costs. Demand on capital is managed through the use of non-recourse
warehouse loan facilities and tax equity for projects that are
under construction or recently completed and the use of
securitization debt for projects in operation. Securitization debt
is supported by cash flow generated through long-term contractual
relationships with customers mainly in the form of 25-year power
purchase agreements (PPAs), solar leases, and solar loans.
Sunnova's operating cash flow and free cash flow are both heavily
constrained by high spending related to marketing and sales,
financial transaction costs, and related solar installation costs
such as holding inventory for deployment. The high consolidated
debt burden is attributable to a large amount of non-recourse debt
(securitization debt and borrowings under warehouse credit
facilities) of about $4.9 billion at the end of second quarter
2023, $1.18 billion of convertible notes, $400 million of
high-yield corporate debt. The new issuance will add another $400
million of high-yield corporate debt to the total.
The company has generated a very low consolidated CFO pre-WC to
debt ratio between 0% to 0.5% over the past two years on a fully
adjusted basis. Because of the large growth in spending, Moody's
expect its CFO pre-WC to debt ratios to stay low and remain in the
range of 0% to 2%. Moody's credit analysis also takes into
consideration the value of Sunnova's long-term contracted cash
flows (without assuming renewal), which is substantial ($7.3
billion as of June 30, 2023) and continues to grow.
On August 16, 2023, Sunnova received approximately $82.6 million of
proceeds from an equity issuance, the first discrete equity
issuance by the company since 2020. This equity issued will have a
limited impact on its consolidated CFO pre-WC to debt metrics.
Nevertheless, it indicates the company's willingness to moderate
its leverage to some degree even if it comes at the cost of share
dilution.
Liquidity analysis
Sunnova Energy International's Speculative Grade Liquidity rating
of SGL-3 reflects adequate liquidity with limited internal sources
of cash flow and a high reliance on its non-recourse revolving
warehouse loan facilities for liquidity needs. It also depends on
access to the capital market for tax equity and asset-backed
securitization structures to fund a high level of investments in
new systems, which the company expects to be about $3.7 billion in
2023 and rise to $5.5 billion in 2024.
Because of the high level of growth-related spending and financial
transaction costs, Sunnova generates weak operating cash flow. It
has funded its working capital needs for its growth through 2024 by
issuing $600 million of convertible bonds in August of 2022. The
company also has access to up to $1.8 billion of revolving
warehouse facilities and tax equity to support its capital
expenditures. Sunnova does not have a corporate revolving credit
facility.
As of June 30, 2023, Sunnova had approximately $301 million of
available liquidity under its revolving warehouse facilities, an
unrestricted cash balance of $187 million and a restricted cash
balance of $219 million.
In terms of major debt maturities, Sunnova has no corporate debt
maturities until 2026, when $575 million of convertible notes at
Sunnova Energy International and $400 million of senior unsecured
notes at Sunnova are due.
If necessary, Sunnova has limited ability to generate alternative
liquidity by monetizing residual cash flow from the securitized
assets. Alternatively, it could sell the underlying projects to
raise liquidity, but only after first paying off the securitization
debt.
Rating outlook
The stable outlooks of Sunnova and Sunnova Energy International
reflects the organization's ability to manage both the pressure
from lower export credits due to net energy metering reforms and
the financing demands of its rapidly growing distributed generation
portfolio. Moody's expect the company to continue to finance and
develop projects that are accretive to its long-term value and cash
flow without adversely affecting its credit profile.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Factors that could lead to an upgrade
Moody's could upgrade Sunnova's ratings if it continues to exhibit
a track record of successfully executing its capital and growth
plans, gains greater scale and maintains its competitive position,
generates additional contracted cash flow over time, maintains
corporate debt at current levels, and sustains a consolidated CFO
pre-WC to debt of ratio of at least 4% on a fully-adjusted basis.
Factors that could lead to a downgrade
Moody's could downgrade Sunnova's ratings if its investments in
growth projects fail to produce adequate long-term returns, the
company's competitive position deteriorates, or the value of its
long-term contract cash flows falls significantly. Moody's could
also downgrade Sunnova should its fully-adjusted CFO pre-W/C to
debt ratio remain below 0% on a sustained basis.
Corporate Profile
Sunnova Energy International Inc. is the parent company of one of
the leading US residential solar and storage service providers
headquartered in Houston, Texas. Sunnova Energy Corporation is an
intermediate holding company that holds an interest in its
operating subsidiaries. The company serves about 348,600 customers
as of June 30, 2023, in more than 45 states and US territories.
Sunnova receives long-term contractual revenues from customers
through power purchase agreements (PPAs), leases, loans, and other
sources such as the monetization of renewable energy credits and
repair and monitoring services.
The principal methodology used in this rating was Unregulated
Utilities and Unregulated Power Companies published in May 2017.
THREE AMINOS: Taps Smith Accounting Services as Tax Return Preparer
-------------------------------------------------------------------
Three Aminos, LLC seeks approval from the U.S. Bankruptcy Court for
the Middle District of Tennessee to employ Smith Accounting
Services, LLC to prepare tax returns and perform other services as
needed in this Chapter 11 case.
John Smith, CPA, a manager and member of Smith Accounting Services,
disclosed in a court filing that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
John Smith, CPA
Smith Accounting Services, LLC
241 Lake Forrest Lane, NE
Atlanta, GA 30342
About Three Aminos
Three Aminos, LLC, a company in Franklin, Tenn., filed Chapter 11
petition (Bankr. M.D. Tenn. Case No. 23-02202) on June 21, 2023,
with $100,000 to $500,000 in assets and $1 million to $10 million
in liabilities. Laura Lile, authorized representative, signed the
petition.
Judge Charles M. Walker oversees the case.
The Debtor tapped Austin L. McMullen, Esq., at Bradley Arant Boult
Cummings, LLP as counsel and John Smith, CPA, at Smith Accounting
Services, LLC as tax return preparer.
TOWER HEALTH: Fitch Lowers LongTerm Issuer Default Rating to 'CCC'
------------------------------------------------------------------
Fitch Ratings has downgraded Tower Health System's, PA (Tower)
Long-Term Issuer Default Rating (IDR) to 'CCC' from 'CCC+'. Fitch
has also downgraded the following bonds issued by, or on behalf of,
Tower to 'CCC' from 'CCC+':
- The Berks County Municipal Authority (Reading Hospital & Medical
Center Project) series 2012A;
- The Berks County Industrial Development Authority revenue bonds
series 2017;
- The Berks County Municipal Authority fixed rate revenue bonds
series 2020A;
- The Berks County Municipal Authority fixed rate revenue put bonds
series 2020B-1;
- The Berks County Municipal Authority fixed rate revenue put bonds
series 2020B-2;
- The Berks County Municipal Authority fixed rate revenue put bonds
series 2020B-3;
- Tower Health taxable fixed rate revenue bonds series 2020.
Fitch does not typically assign Rating Outlooks to the 'CCC'
category.
Entity/Debt Rating Prior
----------- ------ -----
Tower Health (PA) LT IDR CCC Downgrade CCC+
Tower Health
(PA) /General
Revenues/1 LT LT CCC Downgrade CCC+
The one-notch downgrade to 'CCC' reflects Tower's ongoing financial
losses in fiscal 2023 (unaudited YE results through June 30, 2023),
with an operating loss of $137 million, or a negative 7.4%
operating margin, and a negative 1.1% operating EBITDA margin.
Tower Health's unrestricted liquidity position also continues to
weaken, falling to just $208.1 million, which results in a
precipitously weak cash-to-total debt ratio of just 13.4%, and 39.3
days cash on hand (DCOH; as calculated by Fitch).
Tower enacted several successful strategic efforts to address
fundamental structural issues including the closure of its
Brandywine and Jennersville hospitals, and an ownership transfer of
Chestnut Hill Hospital to an alliance of Temple Health, Redeemer
Health and the Philadelphia College of Osteopathic Medicine (PCOM),
as well as a mission partnership to provide funding support for St.
Christopher's Hospital for Children and clinical education needs in
the community.
Despite these efforts, fiscal operating 2023 results showed still
notable operational losses, although on a more positive note, the
majority of operational losses occurred in the first three quarters
of fiscal 2023, with a measure of improvement seen in the fourth
quarter, which is encouraging for rating stabilization. Fiscal
2023's results also included a series of one-time events impacting
both the balance sheet, the most significant being an accounting
change of $33.9 million, associated with St. Christopher. These
one-time events are not expected to occur again in fiscal 2024.
Tower's pathway to demonstrated financial stability still remains
challenged, with additional operational improvement needed to
overcome their current trajectory of liquidity losses, however,
Tower sees future DCOH hovering around 40 days with slow
incremental improvement in cash to debt over time, as liquidity
improves and debt is paid down. Further downgrades are possible,
however, if either operational losses or cash levels are more
reduced than expected.
SECURITY
The bonds are secured by a pledge of gross revenues of the
obligated group (OG). The OG consists of Tower, Reading Hospital,
Phoenixville Hospital and Pottstown Hospital. The OG does not
include St. Christopher's Hospital for Children or the Tower Health
Medical Group. All Tower debt is fixed-rate.
KEY RATING DRIVERS
Revenue Defensibility - bbb
Solid Inpatient Market Share
Tower's revenue defensibility remains 'mid-range' and reflects
their leading inpatient market share in its primary service area
(PSA) of Reading, PA, of around 66%, which is focused around the
Reading and 422-cooridor geography. A demographically strong
population in the immediate service area has only moderate levels
of Medicaid and self-pay payor mix of around 20.4% in 2023, well
below Fitch's threshold of 25% and consistent with the prior year.
Fitch believes there is no immediate threat of payor mix
deterioration in the near term.
Operating Risk - b
Significant Operational Losses Continue
Tower's operating risk profile assessment is 'very weak' based on
the system's negative operating income levels, now for the sixth
year in a row based on fiscal 2023 (unaudited year-end results),
despite a $75 million improvement over fiscal 2022 YE results.
Financial disruption over the last four years, now totals $1.0
billion in operating losses, which can be attributed to the initial
integration difficulties of hospitals acquired from CHS, through
the impact of the coronavirus pandemic, and to volume and staffing
challenges that continue to hamper the organization's ability to
break even on operations.
The support for St. Christopher's, the divestiture of Chestnut Hill
and the closure of two hospitals should go a long way towards
improving and stabilizing Tower's operational performance. However,
fiscal 2023 ended below Fitch's initial operational improvement
expectations at the last review. As a result of operational losses,
Tower's cash position deterioration continued in fiscal 2023.
Tower's capital spending requirements are necessarily curtailed at
this time and are likely to be around $40 million to $50 million a
year, or just enough to cover spending for only necessary capital
(e.g., break/fix related). This could fluctuate with additional
partnerships and operating success; however, Fitch does expect that
capital spending needs will grow over time.
Financial Profile - b
Liquidity Cushion Shows Continued Deterioration
Tower's leverage and liquidity positions have further weakened
since Fitch's last review.
Tower had approximately $1.6 billion of total debt outstanding at
unaudited fiscal year-end 2023, which includes long-term bond debt,
short-term notes and operating leases. At fiscal year-end 2023, the
system's unrestricted cash fell to $208.1 million from $342.1
million the prior year (and $555.1 million the year before that in
2021). The net result is that cash to debt has fallen to 13.4%.
DCOH, as measured by Fitch, is 39.3 days at fiscal 2023-year end.
Fitch's base case scenario analysis is its best estimate of the
most likely scenario of financial performance over the next five
years given the current economic environment and Fitch's
expectations of Tower's operating performance. Fitch does not
perform a stress case scenario analysis on Tower, given the current
stress circumstances. Its forward-looking analysis reflects Tower's
most recent operational performance and liquidity decline, but also
an anticipated $100 million in additional operating improvement
year over year. Including these factors, Fitch expects that Tower
will have approximately 35 DCOH in fiscal 2024, and could perhaps
fall lower, before any material improvement in key balance sheet
metrics is seen after operational improvements stabilize at more
profitable levels. Similarly, cash to debt could fall into single
digits before improvement is seen, remaining highly correlated to
operational improvements. This compares similarly to the 30 days
and 10% estimated at last year's review. This scenario analysis
does not consider any further changes to capital spending or
capital infusions, which could impact this analysis.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A failure to meet articulated operating income results in fiscal
2024;
- Any balance sheet dilution beyond what is currently anticipated,
could result in further negative rating action;
- A declaration of bankruptcy, even if payments are still being
made on time and in full.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- A sustained operating improvement, with an operating EBITDA of 5%
or greater;
- Given this rating action and recent operational and liquidity
trajectory, positive rating action will be limited to material
improvements in Tower Health's balance sheet, such that cash to
debt rises above 40%;
- Significant assistance from a third party that results in similar
leverage and operational financial metrics described above;
- Structural enhancement from a third party in the form of short
term or long-term debt guarantee.
PROFILE
Tower Health currently consists of three fully owned acute care
hospitals including Tower Health's flagship in Reading, PA,
Phoenixville Hospital and Pottstown Hospital along the
422-corridor. Chestnut Hill Hospital in Philadelphia - has been
transferred to different ownership. Tower Health closed Brandywine
Hospital in Coatesville on Jan. 31, 2022, and Jennersville Regional
Hospital in West Grove on Dec. 31, 2021 (with the sale of
Jennersville Hospital real estate assets to ChristianaCare on July
6, 2022). Tower had approximately $1.9 billion in total revenues in
fiscal 2023. Management indicates no new debt plans, and maximum
annual debt service (MADS) is $90.8 million, with a single bullet
maturity occurring in 2050.
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from Lumesis.
ESG CONSIDERATIONS
Tower Health (PA) has an ESG Relevance Score of '4' for Management
Strategy due to the current inability to secure operations above
break-even, which has a negative impact on the credit profile, and
is relevant to the ratings in conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
TRIAD RETAIL LLC: $17 Million DIP Loan Okayed for Speedy Ch. 11
---------------------------------------------------------------
Alex Wittenberg of Law360 reports that women's apparel retailer
Soft Surroundings on Tuesday received a Texas bankruptcy judge's
approval to tap $17 million in debtor-in-possession financing that
the company will use to fund operations during its Chapter 11
process, which it wants to start wrapping up by early November
2023.
About Triad Retail
Triad Retail LLC, doing business as Soft Surroundings, operates as
a multi-channel retailer. The Company retails jeans, sweaters,
pants, skirts, jackets, tops, bracelets, earrings, necklaces,
belts, handbags, hats, gloves, shawls, sunglasses, shoes, boots,
sandals, slippers, furniture, window covering, rugs, pillows,
cosmetics, fragrances, lamps, and hair and skin care products.
Triad Retail LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-90768) on Sept. 11,
2023. In the petition filed by Curt Kroll, as chief restructuring
officer, the Debtor reported assets between $10 million and $50
million and estimated liabilities between $100 million and $500
million.
The Debtor is represented by:
Elizabeth Carol Freeman, Esq.
The Law Office of Liz Freeman
1100 N. Lindbergh Blvd
St Louis, Mo 63132
TULEYRIES LAND: Taps Magee Goldstein Lasky & Sayers as New Counsel
------------------------------------------------------------------
The Tuleyries Land Holdings LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Virginia to employ
Magee Goldstein Lasky & Sayers, PC as its counsel, in place of Cox
Law Group, PLLC.
The firm's services include:
(a) advising the Debtor with respect to its powers and duties
in the continued management and operation of its business and
properties;
(b) advising and consult on the conduct of the Debtor's
Chapter 11 case;
(c) attending meetings and negotiate with representatives of
creditors and other parties involved in the Debtor's case;
(d) taking all necessary action to protect and preserve the
Debtor's estate;
(e) preparing legal papers;
(f) representing the Debtor in connection with obtaining
post-petition financing, if necessary;
(g) advising the Debtor in connection with the sale of
assets;
(h) appearing before the court to represent the interests of
the Debtor's estate before the court;
(i) taking any necessary action on behalf of the Debtor to
negotiate, prepare on behalf of the Debtor, and obtain approval of
a Chapter 11 plan and documents related thereto; and
(j) performing all other necessary legal services.
The firm's hourly rates are as follows:
Attorneys $250 - $400
Paralegals $115
In addition, the firm will seek reimbursement for expenses
incurred.
Andrew Goldstein, Esq., president of Magee Goldstein Lasky &
Sayers, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Andrew S. Goldstein, Esq.
Magee Goldstein Lasky & Sayers, PC
P.O. Box 404
Roanoke, VA 24003
Telephone: (540) 343-9800
Facsimile: (540) 343-9898
Email: agoldstein@mglspc.com
About The Tuleyries Land Holdings
Tuleyries Land Holdings, LLC filed Chapter 11 petition (Bankr. W.D.
Va. Case No. 23-50177) on April 11, 2023, with total assets of
$5,204,500 and total liabilities of $2,407,410. Robert Maxwell
Emma, manager and member, signed the petition.
Judge Rebecca B. Connelly oversees the case.
Andrew S. Goldstein, Esq., at Magee Goldstein Lasky & Sayers, PC
serves as the Debtor's counsel.
UPTOWN HOLDINGS: Hires MorrisMargulies LLC as Bankruptcy Counsel
----------------------------------------------------------------
Uptown Holdings, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Columbia to hire The Law Firm of
MorrisMargulies, LLC as its bankruptcy counsel.
The firm's services include:
(a) representing the Debtor in its Chapter 11 case and
advising the Debtor as to its rights, duties and powers;
(b) preparing legal papers;
(c) representing the Debtor at all hearings, meeting of
creditors, conferences, trials, and other proceedings in its case;
and
(d) performing other necessary legal services.
MorrisMargulies will charge these hourly fees:
Attorneys $550 per hour
Paralegal $225 per hour
The retainer is $10,000.
Frank Morris II, Esq., an attorney at MorrisMargulies, disclosed in
a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Frank Morris II, Esq.
LAW FIRM OF MORRISMARGULIES, LLC
8201 Corporate Drive, Suite 260
Landover, MD 20785
Tel: (301) 731-1000
Fax: (301) 731-1206
Email: frankmorrislaw@yahoo.com
About Uptown Holdings, LLC
Uptown Holdings is a Single Asset Real Estate debtor (as defined in
11 U.S.C. Section 101(51B)).
Uptown Holdings, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case No. 23-00242)
on August 29, 2023. The petition was signed by Marcus Sands as CEO.
At the time of filing, the Debtor estimated up to $50,000 in
assets and $1 million to $10 million in liabilities.
Judge Elizabeth L. Gunn presides over the case.
Frank Morris II, Esq. at The Law Firm of MorrisMargulies represents
the Debtor as counsel.
VALLEY PROPERTY: Files Amendment to Disclosure Statement
--------------------------------------------------------
Valley Property Ventures, LLC, submitted an Amended Disclosure
Statement describing Chapter 11 Plan of Liquidation dated September
14, 2023.
The Plan is a liquidating Plan. Payments due under the Plan will be
made from the net proceeds generated from the Properties (i.e.,
after payment of all costs of sale and any valid, undisputed liens,
claims and interests asserted against the Properties). The Debtor
expects to receive sufficient net proceeds from the sale of the
Properties to pay all Allowed Claims in full.
The Amended Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:
* Class 5 consists of General Unsecured Claims. To the extent
there are funds available from the sale of the Properties, the
Class 5 Claims will be paid pro rata or, if possible, in full on
the Effective Date. Alternatively, the Class 5 Claims will receive,
in full and final satisfaction of such claim, a pro rata share of
the remaining proceeds.
* All current interest holders will retain their percentage
equity membership in the Debtor that they held as of the Petition
Date. To the extent that there are additional sale proceeds after
payment of all other creditors, the surplus will be paid to Class
6.
The Distributions required to be made under the Plan will be funded
by the sale of the Properties. The Debtor's broker has estimated
that the Diamond Road Properties are worth approximately $60,000
each, the San Mateo Property is worth approximately $60,000 and the
Palm Springs Property is worth approximately $4,000,000. If the
Diamond Road Properties and San Mateo Property are sold, the La
Costa lien must be satisfied and any additional proceeds will be
available to pay all Allowed Claims in full with a surplus for
interest holders. The Debtor is finalizing a carve out sale of the
Palm Springs Property which will net the estate funds through a
sale of the Palm Springs Property.
The Debtor shall act as the disbursing agent for the purpose of
making all the distributions provided for under the Plan. The
Disbursing Agent shall be not be bonded and will not be entitled to
receive compensation for distribution services.
On the Effective Date, and after the proceeds of the sale of the
Properties have been distributed as set forth in the Plan, the
Debtor shall be dissolved, or shall otherwise wind down, under
applicable law.
The Disclosure Statement hearing will be held on September 28, 2023
at 1:30 p.m. in Courtroom 302.
A full-text copy of the Amended Disclosure Statement dated
September 14, 2023 is available at https://urlcurt.com/u?l=Qt29Wj
from PacerMonitor.com at no charge.
Counsel for the Debtor:
David M. Goodrich, Esq.
Ryan W. Beall, Esq.
GOLDEN GOODRICH LLP
3070 Bristol Street, Suite 640
Costa Mesa, CA 92626
Telephone: (714) 966-1000
Facsimile: (714) 966-1002
E-mail: dgoodrich@go2.law
rbeall@go2.law
About Valley Property Ventures
Valley Property Ventures, LLC is a company in Palm Springs, Calif.,
engaged in activities related to real estate.
Valley Property Ventures filed a petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10981) on
March 15, 2023. In the petition filed by its manager, Erik Ivan
Ochoa Gonzalez, the Debtor reported $1 million to $10 million in
both assets and liabilities.
Judge Scott H. Yun oversees the case.
Golden Goodrich, LLP is the Debtor's bankruptcy counsel.
VELSICOL CHEMICAL: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------------
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Velsicol Chemical LLC 23-12544
10400 W. Higgins Rd.
Ste. 303
Rosemont, IL 60018
Velsicol Chemical Holdings Corporation 23-12548
0400 W. Higgins Rd.
Ste. 303
Rosemont, IL 60018
Resnovae Holdings Corporation 23-12552
10400 W. Higgins Rd.
Ste. 303
Rosemont, IL 60018
Business Description: Velsicol is a technology company in the
industrial intermediate chemicals industry
serving the global polymer additives as well
as flame retardant markets. Velsicol
produces a broad portfolio of plasticizers
and flame retardants serving global
customers in the coatings, PVC, resin,
flooring and adhesive markets.
Chapter 11 Petition Date: September 21, 2023
Court: United States Bankruptcy Court
Northern District of Illinois
Judge: Hon. David D. Cleary
Debtors' Counsel: Jeffrey M. Schwartz, Esq.
MUCH SHELIST PC
191 N Wacker Drive Suite 1800
Chicago, IL 60606
Phone: (312) 521-2000
Email: jschwartz@muchlaw.com
Debtors'
Claims,
Noticing &
Balloting
Agent: BMC GROUP
Velsicol Chemical's
Estimated Assets: $1 million to $10 million
Velsicol Chemical's
Estimated Liabilities: $10 million to $50 million
Velsicol Chemical Holdings'
Estimated Assets: $0 to $50,000
Velsicol Chemical Holdings'
Estimated Liabilities: $1 million to $10 million
Resnovae Holdings'
Estimated Assets: $0 to $50,000
Resnovae Holdings'
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Timothy Horn as authorized
representative of the Debtors.
A copy of the Debtors' consolidated list of 30 largest unsecured
creditors is available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/SVZXNYQ/Velsicol_Chemical_LLC__ilnbke-23-12544__0005.0.pdf?mcid=tGE4TAMA
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/LAC3AFI/Velsicol_Chemical_LLC__ilnbke-23-12544__0003.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/4XUCIEQ/Velsicol_Chemical_Holdings_Corporation__ilnbke-23-12548__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/KKH75MY/Resnovae_Holdings_Corporation__ilnbke-23-12552__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. PACE Industry Union- Management Pension $1,296,190
Pension Fund
3320 Perimeter Hill Drive
Nashville, TN 37211-4123
2. ECOD Specialities (Wuhan) Co., Ltd. Trade $151,712
Huangzhou Railway Station
Chemical Development Zone, Hubei
Huanggang City,
China, People's Republic of
3. Hollingsworth LLP Professional $109,431
1350 I Street, N W Services
Washington, DC 20005
4. Wuhan Youji Industries Co., Ltd Trade $103,200
No.1, 2nd Chemical Road
Wuhan Chemical Industry Park
Wuhan,
China, People's Republic of
5. Travelers Casualty and Contract/ $81,691
Surety Company Litigation
c/o Donna Vobornik
Dentons, 233 South Wacker Drive
Chicago, IL 60606
Email: Donna.vobornik@dentons.com
6. The Travelers Indemnity Company Contract/ $81,691
c/o Donna Vobornik Litigation
Dentons, 233 South Wacker Drive
Chicago, IL 60606
Email: Donna.vobornik@dentons.com
7. Adama Anpon (Jiangsu) Ltd. Trade $78,863
30 Huagong Road
Huaian Jiangsu, 23002
China, People's Republic of
8. LR International, Inc. Trade $68,818
840 E Green Street,
Ste 300
Bensenville, IL 60106
9. CS Contank Supply Chain Management Trade $44,032
(Asia) Pte Ltd
Room701, Falanqiao
Building No. 10, Ouyang Road 196
Hongkou District
Shanghai,
China, People's Republic of
10. Senator International B V - Trade $23,835
A Maersk Company
Prestwickweg 56
Schipol, 1118 LB
Netherlands
11. EPA Hazardous Substance Superfund Trade $20,000
61 Forsty St. SW #9
Altanta, GA 30303
12. WSP USA Inc. Trade $16,796
1880 W Oak Pkwy Bldg 100,
Ste 106
Marietta, GA 30062
13. City of Memphis Trade $12,200
125 North Main Street,
Rm 620
Memphis, TN 38103
14. Ventura Transfer Company Trade $12,000
2418 E 223rd Street
Long Beach, CA 90810
15. Memphis Light Gas and Water Division Trade $9,092
1111 E Shelby Drive
Memphis, TN 38116
16. Germer PLLC Professional $7,936
550 Fannin, Services
Suite 400
Beaumont, TX 77704
17. Adams Warehouse & Delivery Inc. Trade $7,137
3701 Yale Street
Houston, TX 77018-6563
18. Sandberg Phoenix & Von Gontard PC Professional $3,138
600 Washington Avenue Services
15th Floor
St. Louis, MO 63101
19. Cardinal Logistics Management Corp Trade $2,814
5333 Davidson Hwy
Concord, NC 28027
20. Crestwood Associates Trade $2,740
1060 Maitland Center Common Blvd,
Suite 310
Maitland, FL 32751
21. Liverpool Storage Ltd. Trade $2,000
29 Vitesse Road Triumph Trading Park
Liverpool, L24 9BB
United Kingdom
22. AT&T Mobility Trade $930
208 S Akard St.
Dallas, TX 75202
23. Scan Global Logistics Trade $888
860 Devon Ave.
Bensenville, IL 60106
24. Toyota Industries Trade $598
Commercial Finance
6565 Headquarters Dr
Plano, TX 75024
25. Shelby County Trustee Trade $366
157 Poplar Avenue,
Suite 200
Memphis, TN 38103
26. Fedex Trade $364
942 South Shady Grove Rd
Memphis, TN 38120
27. Transportation Insurance Company Contract/ Unknown
c/o Scott Turner Litigation
CNA Insurance
151 N Franklin Street
Chicago, IL 60606
Email: Scott.turner@cna.com
28. Continental Casualty Company Contract/ Unknown
c/o Scott Turner Litigation
CNA Insurance
151 N Franklin Street
Chicago, IL 60606
Email: Scott.turner@cna.com
29. Continental Insurance Company Contract/ Unknown
c/o Scott Turner Litigation
CNA Insurance
151 N Franklin Street
Chicago, IL 60606
Email: Scott.turner@cna.com
30. District of Columbia Litigation Unknown
c/o Brian L Schwalb/ Wesley Rosenfeld
Attorney General for the District of
Columbia
406 6th Street NW, 10th Floor
Washington, DC 20001
Email: weslyrosenfeld1@dc.gov
VESTTOO LTD: Porch.com Appointed to Creditors Committee
-------------------------------------------------------
The U.S. Trustee for Region 3 appointed Porch.com, Inc. to Vesttoo
Ltd.'s official committee of unsecured creditors, replacing
Homeowners of America Insurance Company.
Porch.com is the successor in interest to claims of Homeowners of
America Insurance Company, according to a notice filed by the U.S.
Trustee with the U.S. Bankruptcy Court for the District of
Delaware.
As of Sept. 20, the members of the committee are:
1. Clear Blue Specialty Insurance Company and subsidiaries
Attn: Daniel Kennedy
200 S. College St. #1910
Charlotte, NC 28202
Email: dkennedy@cbinsgroup.com
2. Porch.com, Inc.
Attn: Adam Kornick and Matthew Cullen
411 First Avenue South, Suite 501
Seattle, WA 98104
Email: adamkornick@porch.com
matthewcullen@porch.com
3. Markel Bermuda Limited
Attn: Richard Grinnan
4521 Highwoods Parkway
Glen Allen, VA 23060
Phone: (804) 965-1717
Email: richard.grinnan@markel.com
4. Proventus Holdings, LP
Attn: Christopher Collins and Scott Geromette
6196 New Forsyth Road
Macon, GA 31210
Phone: (478) 320-2660
Email: ctc@thecorinthiangroup.us
scott.geromette@thecorinthiangroup.us
5. United Automobile Insurance Co.
Attn: Kerry Heitz
1313NW 167th Street
Miami Gardens, FL 33169
Phone: (954) 415-8088
Fax: (305) 430-8818
Email: kheitz@uaig.net
About Vesttoo Ltd.
Vesttoo Ltd. is a technology-driven collateralized reinsurance
provider in Tel Aviv, Israel. It connects the insurance industry
with the capital markets by combining AI-powered technology with
expertise in data science, insurance and finance.
Vesttoo and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. (Lead Case No. 23-11160) on
August 14 and 15, 2023.
The Honorable Bankruptcy Judge Mary F. Walrath oversees the case.
The Debtors tapped DLA Piper, LLP (US) as legal counsel and Kroll,
LLC as financial advisor. Epiq Corporate Restructuring, LLC is the
claims and administrative agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee is represented by Greenberg Traurig, LLP.
VIASAT INC: Amendments to Employee Plans Approved
-------------------------------------------------
At the annual meeting of stockholders of Viasat, Inc. held on
September 7, 2023, Viasat's stockholders approved the amendment and
restatement of the 1996 Equity Participation Plan of Viasat, Inc.
The Restated Equity Plan was previously approved by the Board of
Directors of Viasat, and implemented these changes:
(1) increased the number of shares of common stock available
for issuance under the Restated Equity Plan by 11,500,000 shares to
a total of 55,971,000 shares;
(2) extended the period during which incentive stock options
may be granted from 2032 to 2033;
(3) revised the individual award limitations such that not
more than 2,000,000 shares subject to options or stock appreciation
rights, 1,200,000 shares subject to restricted stock awards,
performance awards, dividend equivalents, restricted stock unit
awards or stock payment awards, or $10,000,000 in cash may be paid
or granted to any one person during any fiscal year;
(4) provided that all awards shall be subject to recoupment in
accordance with Viasat's existing clawback policy and any
additional clawback policy adopted pursuant to applicable law and
listing requirements; and
(5) removed certain provisions that were previously required
for awards to qualify as performance-based compensation under a
now-repealed exception to Section 162(m) of the Internal Revenue
Code.
The Restated Equity Plan became effective upon stockholder approval
at the Annual Meeting.
Viasat's stockholders also approved the amendment and restatement
of the Viasat, Inc. Employee Stock Purchase Plan. The Restated
Purchase Plan was previously approved by the Board, and implemented
the following changes:
(1) increased the maximum number of shares of common stock
that may be issued under the Restated Purchase Plan by 5,000,000
shares to a total of 11,950,000 shares; and
(2) provided that the Compensation and Human Resources
Committee of the Board may delegate to one or more Viasat officers
the authority to make administrative decisions under the Restated
Purchase Plan, including the designation of additional
participating subsidiaries, subject to certain limitations.
The Restated Purchase Plan became effective upon stockholder
approval at the Annual Meeting.
About Viasat Inc.
Viasat, headquartered in Carlsbad, California, operates a consumer
satellite broadband internet business, an in-flight connectivity
business, and provides satellite and related communications,
0networking systems and services to government and commercial
customers. Inmarsat operates a satellite communications network
using L-band, Ka-band and S-band spectrum, and provides voice and
data services to customers on land, at sea and in the air.
In August 2023, Egan-Jones Ratings Company maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Viasat Inc.
VIRTU FINANCIAL: Fitch Affirms 'BB-LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) and senior secured first lien debt ratings of Virtu
Financial LLC and its debt-issuing subsidiary, VFH Parent LLC
(collectively Virtu) at 'BB-'. The Rating Outlook is Stable.
KEY RATING DRIVERS
The affirmation of Virtu's ratings reflects its established market
position as a technology-driven market maker across various venues,
geographies and products, its solid scale, good operating
performance, experienced management team that has executed against
strategic objectives, and the expectation that Virtu will maintain
reasonable liquidity in a lower volatility environment.
Additionally, Fitch believes that Virtu's market-neutral trading
strategies in highly liquid products and short holding periods
minimize market and liquidity risks.
Primary rating constraints include elevated operational risks
inherent in technology-driven trading, reliance on volatile
transactional revenue, the firm's primarily secured, concentrated
corporate funding profile and the firm's weaker cash flow leverage
and interest coverage metrics relative to historical norms. Fitch
also notes the recently filed charges against the firm by the SEC
alleging that the company made materially false and misleading
statements and omissions regarding information barriers to prevent
the misuse of sensitive customer information. To the extent that
the firm ultimately pays a material fine related to these charges,
equal to or greater than a year's worth of pre-tax income and/or
experiences material reputational damage, ratings could be
negatively affected.
Virtu's earnings and profitability remain supportive of its rating
and the Stable Outlook, though they have been trending downward
from strong levels in 2020 due to lower trading activity within the
firm's primary market making segment. For the trailing twelve
months (TTM) ended 2Q23, the firm's adjusted EBITDA margin was
29.2%, within Fitch's quantitative benchmark range of 'bbb'
category for securities firms with low balance sheet usage. Fitch
expects base and adjusted EBITDA margins to remain above 20% even
if average daily net trading income remains close to $5 million per
day given the firm's cost-efficient, technology-driven operations
that have produced relatively strong EBITDA margins compared with
those of traditional securities firms.
Virtu's cash flow leverage was 2.8x for the TTM ended 2Q23 up from
1.7x the prior year period, in both cases excluding short-term
facilities secured by trading inventory, similar to securities
financing transactions. Cash flow leverage has increased over the
last year as a result of weaker adjusted EBITDA. Fitch views
Virtu's current cash flow leverage as a rating constraint
particularly as management has been active in using excess cash
flows to conduct share buybacks in lieu of paying down debt. Fitch
expects leverage to remain below 3x over time given the excess cash
flow sweep feature in its first lien term loan. Virtu's rating
would be sensitive to the firm increasing its absolute debt level
unless and until it can demonstrate a sustained, higher level of
adjusted EBITDA.
Fitch views Virtu's liquidity as adequate, as the risks of its
confidence-sensitive and predominantly secured funding profile are
partially offset by the largely liquid balance sheet. At 2Q23,
Virtu had approximately $700 million in unrestricted cash and
equivalents to support operating activities, capital expenditures
and for general corporate purposes, as well as approximately $1.6
billion of available borrowing capacity on short-term credit
facilities. The balance sheet also includes highly liquid trading
assets and liabilities, primarily securities inventory, which could
be liquidated and converted to cash, as necessary. Fitch expects
Virtu to continue to distribute a substantial part of its operating
cash flow to its shareholders. The combined payout, consisting of
dividends and share repurchases, amounted to 90% of operating cash
flows in the TTM ended 2Q23.
In terms of funding mix, Virtu maintains secured broker-dealer
credit facilities, short-term bank loans and prime brokerage credit
facilities to finance its short-term (mostly overnight) inventory,
clearing margin and settlement. Virtu had an aggregate of $255.6
million outstanding on the broker-dealer facilities and prime
brokerage facilities as of 2Q23, which are partially netted within
receivables from broker-dealers and clearing organizations.
Corporate debt almost exclusively consists of a $1.8 billion senior
secured term loan due in 2029.
Interest coverage (adjusted EBITDA to interest expense) dropped to
6.5x for the TTM 2Q23 from 16.9x at year-end 2021 and down from 13x
a year ago. Interest coverage was 12x for 2019-2022, and falls
within Fitch's 'a' category benchmark for securities firms with low
balance sheet usage. Fitch expects interest coverage to remain
above 6x assuming a depressed trading environment similar to 2Q23,
which would remain supportive of the current rating and Stable
Outlook. Positively, management opportunistically purchased rate
swaps when it refinanced the firm's floating rate term loan in
January 2022, which has aided in keeping interest costs relatively
low.
The Stable Outlook reflects Fitch's expectation that Virtu will
maintain a low market risk profile, solid profitability margins and
adequate liquidity. Further, the Stable Outlook assumes that Virtu
will refrain from upsizing its absolute debt level over the rating
outlook horizon and that cash flow leverage will remain below 3x on
a gross debt to adjusted EBITDA basis.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Adverse legal or regulatory actions against Virtu, which result
in a material fine, reputational damage, or alteration in the
business profile;
- The upsizing of the firm's current absolute corporate debt level
without a sustained increase in cash flow metrics or if management
allows cash flow leverage to exceed 3x over the long-term;
- An idiosyncratic liquidity event, particularly if it is the
result of a material operational or risk management failure;
- A material deterioration in interest coverage, approaching 3x;
- An inability to maintain Virtu's market position in the face of
evolving market structures and technologies;
- A material shift into trading less-liquid products or a material
increase in position holding periods without a commensurate
increase in the tangible equity base.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Consistent operating performance, including maintenance of EBITDA
margins above 30% during lower volatility environments;
- Minimal operational losses over a longer time period;
- Maintaining cash flow leverage consistently below 2.0x on a gross
debt/adjusted EBITDA basis;
- Increased funding flexibility, including the addition of a
laddered, unsecured funding component and demonstrated access to
third party funding through market cycles.
Positive rating action is likely limited to the 'BB' rating
category given the significant operational risk inherent in
technology-driven trading.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
The secured term loan rating is equalized with Virtu's IDR,
reflecting average recovery prospects in a stress scenario.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The secured term loan rating would primarily be sensitive to
movement in Virtu's IDR.
SUBSIDIARY AND AFFILIATE RATINGS: RATING SENSITIVITIES
The ratings of VFH Parent LLC are equalized with those of Virtu,
reflecting the full ownership and unconditional guarantee on the
debt issued by those entities. The ratings would be expected to
move in tandem.
ADJUSTMENTS
The Standalone Credit Profile has been assigned in line with the
implied Standalone Credit Profile.
The Business Profile score has been assigned below the implied
score due to the following adjustment reason(s): Business model
(negative).
The Earnings & Profitability score has been assigned below the
implied score due to the following adjustment reason(s): Earnings
stability (negative).
The Funding, Liquidity & Coverage score has been assigned below the
implied score due to the following adjustment reason(s): Business
model/funding market convention (negative).
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
VFH Parent LLC LT IDR BB- Affirmed BB-
senior secured LT BB- Affirmed BB-
Virtu Financial LLC LT IDR BB- Affirmed BB-
VITAL PHARMACEUTICALS: Hires Gregg Metzger as Winddown Counsel
--------------------------------------------------------------
Vital Pharmaceuticals, Inc. and its affiliates received approval
from the U.S. Bankruptcy Court for the Southern District of Florida
to employ Gregg H. Metzger, LLC as its winddown counsel.
The firm's services include:
a. overseeing the few pending litigation matters wherein the
Debtors are prosecuting affirmative claims for recovery and in
which Metzger is already counsel of record for one of the Debtors;
b. winding down of the Debtors' foreign subsidiaries including
directing counsel for the foreign subsidiaries to whom Metzger
previously provided direction;
c. negotiating and communicating with former landlords,
including deposit return demands;
d. negotiating and communicating with former distributors,
including fielding communications regarding purported claims;
e. negotiating and communicating with former vendors and
utility providers, including fielding communications regarding
purported claims;
f. coordinating with estate outside counsel in connection with
matters unrelated to John J. Owoc or Megan E. Owoc;
g. coordinating with vendors providing services to the estates
relating to the winddown and liquidation;
h. tracking and enforcing of Debtors' agreements with
third-parties for the benefit of the estates; and
i. providing information and assistance to Debtors' attorneys
and other professionals relating to the winddown and liquidation,
on an as-needed basis.
Metzger has agreed to provide those services at the rate of $350
per hour plus reasonable and documented expenses.
Mr. Metzger disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Gregg H. Metzger, Esq.
GREGG H. METZGER, LLC
4 N. Federal Highway #PH-872
Dania Beach, FL 33004
Telephone: (954) 483-5773
Email: gmetzger@metzgerlegal.com
About Vital Pharmaceuticals
Since 1993, Florida-based Vital Pharmaceuticals, Inc., doing
business as Bang Energy and as VPX Sports, has developed
performance beverages, supplements, and workout products to fuel
high-energy lifestyles. VPX Sports is the maker of Bang energy
drinks, among other consumer products.
Vital Pharmaceuticals, Inc., along with certain of its domestic
subsidiaries and affiliates, filed voluntary petitions for
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Fla. Lead Case No. 22-17842) on Oct. 10, 2022.
VPX estimated $500 million to $1 billion in assets and liabilities
as of the bankruptcy filing.
The Hon. Scott M. Grossman is the case judge.
The Debtors tapped Latham & Watkins, LLP as general bankruptcy
counsel; Berger Singerman, LLP as local counsel; Haynes and Boone,
LLP and Faulkner ADR Law, PLLC as special counsels; Huron
Consulting Group, Inc., as CTO services provider; and Rothschild &
Co US, Inc., as investment banker; and Grant Thornton, LLP as
financial advisor. Stretto, Inc., is the notice, claims and
solicitation agent.
The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Nov. 1, 2022. The committee tapped
Lowenstein Sandler, LLP as general bankruptcy counsel; Sequor Law,
P.A., as local counsel; and Lincoln Partners Advisors, LLC as
financial advisor.
VOYAGER DIGITAL: Kirkland Gets $28 Million Fees in Chapter 11
-------------------------------------------------------------
Hilary Russ of Law360 reports that a New York judge on Wednesday,
September 13, 2023, approved nearly $89 million in fees for lawyers
and other professionals -- including $28 million for debtors'
counsel Kirkland & Ellis LLP -- working on the bankruptcy case of
defunct crypto broker Voyager Digital, despite an outburst from an
angry creditor.
About Voyager Digital Holdings
Based in Toronto, Canada, Voyager Digital Holdings Inc. --
https://www.investvoyager.com/ -- runs a cryptocurrency platform.
Voyager claims to offer a secure way to trade over 100 different
crypto assets using its easy-to-use mobile application. Through
its subsidiary Coinify ApS, Voyager provides crypto payment
solutions for both consumers and merchants around the globe.
Voyager Digital Holdings Inc. and two affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead
Case No. 22-10943) on July 5, 2022. In the petition filed by
Stephen Ehrlich, chief executive officer, the Debtors estimated
assets and liabilities between $1 billion and $10 billion.
Judge Michael E. Wiles oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP as general bankruptcy
counsel; Berkeley Research Group, LLC as financial advisor; Moelis
& Company as investment banker; Consello Group as strategic
financial advisor; Deloitte Tax, LLP as tax services provider;
andDeloitte & Touche, LLP as accounting advisor. Stretto, Inc.,
is
the claims agent.
On July 19, 2022, the U.S. Trustee for Region 2 appointed an
official committee of unsecured creditors in the Chapter 11 cases.
The committee tapped McDermott Will & Emery, LLP as bankruptcy
counsel; FTI Consulting, Inc. as financial advisor; Cassels Brock &
Blackwell, LLP as Canadian counsel; and Epiq Corporate
Restructuring, LLC as noticing and information agent.
The committee also tapped the services of Harney Westwood &
Riegels, LP, in connection with Three Arrows Capital Ltd.'s
liquidation proceedings in British Virgin Islands.
On July 6, 2022, the Debtors filed a joint Chapter 11 plan of
reorganization.
* * *
Following an auction process, the Debtors in September 2022
selected the bid submitted by FTX US' West Realm Shires Inc. as the
winning bid for the assets. But after a series of events, FTX
collapsed in November 2022, before the sale could be completed.
After reopening bidding, Voyager Digital selected the offer from
U.S. exchange BAM Trading Services Inc. (doing business as
"Binance.US") as the highest and best bid for its assets.
Binance'sbid is valued at $1.022 billion.
In April 2023, Binance.US called off its deal to buy assets of
bankrupt crypto lender Voyager Digital, citing a "hostile and
uncertain regulatory climate."
WESCO AIRCRAFT: Oct. 11, 2023 Claims Filing Deadline Set
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas set
Oct. 11, 2023, at 5:00 p.m. (CDT) as the last date and time for all
persons or entities to file a proof of claim against Wesco Aircraft
Holdings Inc. and its debtor-affiliates.
The Court also set Nov. 28, 2023, at 5:00 p.m. (CDT) as the
deadline for all governmental units to file their claims against
the Debtors.
Each proof of claim must be led, including supporting documentation
through one of the following methods:
i) through the Claims Agent's electronic ling
system at https://epoc.kccllc.net/incora; or
ii) by first class mail, overnight mail or hand delivery,
to the following address:
Incora Claims Processing Center
c/o KCC
222 N. Pacic Coast Hwy., Ste. 300
El Segundo, CA 90245
Each proof of claim must be led on the Proof of Claim Form or led
electronically on the Claims Agent website at
https://epoc.kccllc.net/incora.
If you have any questions regarding the claims process and you wish
to obtain a copy of the Bar Date Notice, a proof of claim form or
related documents you may do so by: (a) calling the Debtors'
restructuring hotline at (888) 251-2937 (U.S./Canada toll- free);
or +1 (310) 751-2613 (international); or (b) visiting the Debtors'
restructuring website at https://www.kccllc.net/incora.
About Incora
Incora -- http://www.incora.com/-- is the trade name for the group
of companies formed by Wesco Aircraft and Pattonair, a provider of
comprehensive supply chain management services to the global
aerospace and other industries. Beginning with a strong foundation
in aerospace and defense, Incora also utilizes its supply chain
expertise to serve industrial manufacturing, marine, pharmaceutical
and beyond. Incora incorporates itself into customers' businesses,
managing all aspects of supply chain from procurement and inventory
management to logistics and on-site customer services. The company
is headquartered in Fort Worth, Texas, with a global footprint that
includes 68 locations in 17 countries and more than 3,800
employees.
Wesco Aircraft Holdings, Inc., doing business as Incora, and 43
affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead
Case No. 23-90611) on June 1, 2023.
Wesco Aircraft estimated assets and debt of $1 billion to $10
billion as of the bankruptcy filing.
The Debtors tapped Milbank, LLP and Haynes and Boone, LLP as
bankruptcy counsels; PJT Partners, Inc. as investment banker;
Alvarez & Marsal North America, LLC as restructuring advisor; and
Quinn Emanuel Urquhart & Sullivan, LLP as special litigation and
conflicts counsel. Kurtzman Carson Consultants, LLC is the claims
agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee tapped McDermott Will & Emery, LLP and Morrison
Foerster, LLP as its counsel; Piper Sandler & Co. as investment
banker; and Province, LLC as financial advisor.
WEST MARINE: Gets $25M Funds from L Catterton to Restructure Debt
-----------------------------------------------------------------
Alexander Gladstone of The Wall Street Journal reports that West
Marine, a retail chain that offers boating and fishing supplies,
has reached a deal to restructure its roughly $800 million of debt
out of court, according to people familiar with the matter.
The Fort Lauderdale, Fla.-based company will receive $125 million
of new funds from L Catterton, its private-equity owner, as well as
a group of existing lenders, the people said. L Catterton is
providing roughly two-thirds of the new money, and will retain
control of the business, the people said.
About West Marine Inc.
For more than 50 years, West Marine Inc. has been the premier
retailer of boating, fishing, sailing and paddling gear. With 236
stores located in 38 states and Puerto Rico and an eCommerce
website reaching domestic, international and professional
customers, West Marine is recognized as a leading resource for
cruisers, sailors, anglers, yachters and other boating enthusiasts.
West Marine crew members share the same love for the water as
their customers and provide knowledgeable advice on the gear and
gadgets they need to be safe and have fun. West Marine allows
customers to spend less time worrying about their boat and more
time enjoying their boat. On the Web: http://westmarine.com/
WESTPACK HOLDINGS: Hires Distel Thiede as Financial Advisor
-----------------------------------------------------------
Westpack Holdings, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Michigan to hire Distel Thiede
Advisory Services, LLC as its financial advisor.
The firm's services include:
a. compiling data and analysis information necessary to meet
the reporting requirements that will be mandated by the bankruptcy
process, and to meet the requests of various parties related to the
Debtor's restructuring, reorganization and related sale process;
b. compiling and preparing operational and financial data and
analysis to assist in developing a plan of reorganization and
related documents;
c. marketing the Debtor for 363 Auction and Sale purposes;
and
d. providing other financial advisory services that are
required and mutually agreed upon.
Distel will bill these hourly fees:
Sr. Managing Director $350
Managing Director $275
Sr. Associate $225
Associate $185
Administration $135
The firm holds a retainer in the amount of $40,000.
David Distel, senior managing director at Distel Thiede, declared
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:
David J. Distel
Distel Thiede Advisory Services, LLC
1500East Beltline Ave Se - Ste 10
Grand Rapids, MI 40506
Phone: (248) 807-1164
About Westpack Holdings, Inc.
Westpack Holdings, Inc. is a family owned and operated company that
supplies packaging to Michigan industries.
In the petition signed by Richard Wilson, president, the Debtor
disclosed $869,540 in assets and $2,159,188 in total liabilities.
Judge Scott W. Dales oversees the case.
A. Todd Almassian, Esq., at Keller & Almassian, PLC, represents the
Debtor as legal counsel.
WESTPACK HOLDINGS: Taps Keller & Almassian as Bankruptcy Counsel
----------------------------------------------------------------
Westpack Holdings, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Michigan to hire Keller &
Almassian, PLC as its bankruptcy counsel.
The Debtor requires legal counsel to:
a. give advice with respect to the rights, powers and duties
of the Debtor in the continued management and operation of its
financial affairs and property;
b. attend meetings and negotiate with representatives of
creditors and other parties in interest;
c. advise and consult the Debtor regarding the conduct of its
Chapter 11 case, including all of the legal and administrative
requirements of operating in Chapter 11;
d. advise the Debtor on matters relating to the evaluation of
the assumption, rejection or assignment of unexpired leases and
executory contracts;
e. take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on its
behalf, the defense of any actions commenced against the estate,
negotiations concerning all litigation in which the Debtor may be
involved and objections to claims filed against the estate;
f. assist in formulating and prosecuting a plan of
reorganization and disclosure statement and take any necessary
action to obtain confirmation of a plan of reorganization;
g. appear before the bankruptcy court and the Office of the
United States Trustee; and
h. perform all other necessary legal services.
The firm will be paid at these rates:
A. Todd Almassian $485 per hour
Nicholas S. Laue $400 per hour
Greg J. Ekdahl $450 per hour
Associate Attorney $300 per hour
Paralegals $225 per hour
A. Todd Almassian, Esq., a partner at Keller & Almassian, disclosed
in a court filing that the firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
A. Todd Almassian, Esq.
Greg J. Ekdahl, Esq.
KELLER & ALMASSIAN, PLC
230 East Fulton Street
Grand Rapids, MI 49503
Phone: (616) 364-2100
Email: talmassian@kalawgr.com
gekdahl@kalawgr.com
About Westpack Holdings, Inc.
Westpack Holdings, Inc. is a family owned and operated company that
supplies packaging to Michigan industries.
In the petition signed by Richard Wilson, president, the Debtor
disclosed $869,540 in assets and $2,159,188 in total liabilities.
Judge Scott W. Dales oversees the case.
A. Todd Almassian, Esq., at Keller & Almassian, PLC, represents the
Debtor as legal counsel.
WICKAPOGUE 1: Stipulation w/ Mangiarcina OK'd; Plan Hearing Oct. 25
-------------------------------------------------------------------
Wickapogue 1, LLC, submitted a Revised First Amended Disclosure
Statement describing First Amended Plan of Liquidation.
The Debtor's primary asset is improved real estate consisting of
the parcel of property and a 10,000 square foot residence located
at 145 Wickapogue Road, Southampton, New York (the "Property").
The Debtor filed this Bankruptcy Case to facilitate a sale of the
Property, free and clear of Liens, judgments and encumbrances,
under a plan of liquidation, pursuant to Sections 363 and
1123(a)(5) of the Bankruptcy Code (the "Sale") and to distribute
Net Property Sale Proceeds to creditors in the order of priority of
their respective Claims after payment of Administrative Expenses.
The value of the Property, as estimated by the Debtor in its
Chapter 11 Schedules, is $12,000,000. The Gallaghers submit the
Property is worth approximately $16,000,000.
On Sept. 11, 2023, the Court entered a Stipulation and Order
Concerning the Motion to Vacate the Turnover Order, the Order to
Show Cause for Contempt and Tenancy Rights in 145 Wickapogue Rd.,
Southampton, New York 11968, in which the Court approved the
Stipulation between Mr. Mangiarcina and the Debtor and so Ordered
that: (i) Mr. Mangiarcina has no existing rights of tenancy,
including use and occupancy, in and to the Property, and to the
extent such existed Mr. Mangiarcina waived same; (ii) the Debtor
has waived all claims against Mr. Mangiarcina for unpaid use and
occupancy of the Property in the Bankruptcy Case; (iii) Mr.
Mangiarcina agreed to withdraw his proof of claim; (iv) the Motion
to Vacate the Turnover Order was withdrawn; and (iv) the Contempt
Order to Show Cause was resolved and withdrawn.
The Revised First Amended Disclosure Statement does not alter the
proposed treatment for unsecured creditors and the equity holder:
* Class 10 consists of General Unsecured Claims. Payment of
available Cash up to the Allowed Amount of Class 10 Claims, after
payment of Administrative Expenses, Priority Tax Claims and Class 1
to 9 Claims, on the Distribution Date on a pro rata basis to each
holder of such Claim in Class 10.
* All Equity Interests in the Debtor shall be extinguished on
the Effective Date of the Plan.
Funding for the Plan will be from Net Property Sale Proceeds and
from Cash on-hand in the DIP Account. The Plan creates a payment
priority waterfall that will result in payment of the
Administrative Expenses by the First Mortgagee out of its
collateral in the event the First Mortgagee is the winning credit
bidder.
To the extent there is a sale to a third party, rather than a
credit bid, and the First Mortgagee is paid in full, Allowed
Administrative Expenses will be paid first, and funds remaining
after payment of the Allowed Administrative Expenses will be used
to pay creditors in the order of their respective priorities. The
Property Maintenance Claims will be funded in either event.
The Bankruptcy Court has entered an Order fixing October 18, 2023,
at 4:00 p.m. for filing objections to Confirmation of the Plan, and
fixing October 25, 2023 at 10:30 a.m., at the United States
Bankruptcy Court, 100 Federal Plaza, Central Islip, NY 11722, as
the date, time and place for the hearing on final approval of the
Disclosure Statement and Confirmation of the Plan.
A full-text copy of the Revised First Amended Disclosure Statement
dated September 14, 2023 is available at
https://urlcurt.com/u?l=vgqpW6 from PacerMonitor.com at no charge.
Counsel to the Debtor:
Jason Nagi, Esq.
Offit Kurman, P.A.
590 Madison Avenue, 6th Floor
New York, NY 10016
Tel: (929) 476-0041
Fax: (212) 545-1656
Email: Jason.Nagi@offitkurman.com
About Wickapogue 1
Wickapogue 1, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
23-71048) on March 28, 2023, with $10 million to $50 million in
both assets and liabilities. David Goldwasser, chief restructuring
officer of Wickapogue 1, signed the petition.
Judge Robert E. Grossman oversees the case.
Jason A. Nagi, Esq., at Offit Kurman, P.A., is the Debtor's
counsel.
WILLIAMS INDUSTRIAL: Seeks to Hire Moss Adams as Accountant
-----------------------------------------------------------
Williams Industrial Services Group Inc. and its affiliates seek
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Moss Adams LLP as their accountants.
The firm will render these services:
a. On or about May 4, 2023, Moss Adams and the Debtor
executed an engagement letter (Audit Engagement) for: (i) the audit
of the Debtors' consolidated balance sheets as of Dec 31, 2023 and
related statements; and (ii) the review of the quarterly
consolidated balance sheets and related statements for year 2023,
and fourth quarter information that is required by Regulation S-K,
Item 302(a) in accordance with standards of the Public Debtor
Accounting Oversight Board (United States);
b. On or about July 10, 2023, the Moss Adams and the Debtor
executed an engagement letter (Review Engagement) for the review of
the Debtor's condensed consolidated balance sheet of the Debtor as
of June 30, 2023, and the related condensed consolidated statements
for the three and six months then ended June 30, 2023 (interim
financial information) in accordance with Public Debtor Accounting
Oversight Board (PCAOB) Auditing Standards No. 4105, Reviews of
Interim Financial Information; and
c. Moss Adams and the Debtor are the in the process of
executing an engagement letter (Examination Engagement) for the
examination of the payroll extract of Richmond County Constructors,
LLC (RCC) Loaned Employees stating the amount of additives under
billing of Williams Industrial Services Group, Inc. as of and for
the period ended Dec. 31, 2022. The examination is to be conducted
in accordance with the attestation standards established by the
American Institute of Certified Public Accountants.
The Debtors have agreed to pay the following compensation to Moss
Adams:
a. Pursuant to the Audit Engagement, the Debtors will pay fees
in the estimated amounts of: (i) $40,000 for SAS 100 reviews each
quarter; and (ii) $350,000-$360,000 for the audit of consolidated
financial statements.
b. Pursuant to the Review Engagement, the Debtors will pay
hourly fees according to the following professional rates:
Partner (Engagement Reviewer) $600
Partner (Engagement Quality Reviewer) $735
Partner (Other) $525
Manager $305
Senior Staff Member $255 - $280
Staff Member $215 - $225
c. Pursuant to the Examination Engagement, the Debtors will
pay hourly fees according to the following professional rates:
Partner $600
Manager $305
Senior Staff Member $255
Moss Adams is a "disinterested person," as such term is defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Pedro Gonzalez
Moss Adams LLP
14555 Dallas Parkway, Suite 300
Dallas, TX 75254
Tel: (972) 458-2296
Fax: (972) 788-4943
Email: pedro.gonzalez@mossadams.com
About Williams Industrial Services Group Inc.
Williams Industrial Services Group (NYSE American: WLMS) --
http://www.wisgrp.com/-- is a provider of infrastructure related
services to blue-chip customers in energy and industrial end
markets, including a broad range of construction maintenance,
modification, and support services.
William Industrial and 13 of its affiliates sought relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
23-10961) on July 22, 2023. In the petition filed by its president
and CEO, Tracy D. Pagliara, William Industrial reported total
assets of $114,461,000 and total liabilities of $89,831,000 as of
March 31, 2023.
The Hon. Thomas Horan oversees the cases.
The Debtors tapped Thompson Hine LLP as bankruptcy counsel; and
Chipman Brown Cicero & Cole LLP as local bankruptcy counsel. G2
Capital Advisors LLC is the financial advisor to the Debtors,
Greenville & Co. Inc is the investment banker, while Epiq
Bankruptcy Solutions LLC is the notice and claims agent.
WINESTEAD LLC: Amends SBA Claims Pay Details
--------------------------------------------
Winestead, LLC, submitted a Disclosure Statement in support of
Amended Plan of Reorganization dated September 14, 2023.
This is a reorganizing plan. In other words, Winestead seeks to
accomplish payments under the Plan by making payments to its
creditors over time with interest, and thus pay them in full on
account of their allowed claims.
Class 1 consists of the allowed claim of U.S. Small Business
Administration ("SBA") COVID-19 Economic Injury Disaster Loan,
which is in the amount of $702,964.63 as filed; subsequent payments
will have reduced the amount. It is secured by a lien on all of the
Debtor's assets. This claim will be satisfied in full through
payments made in accord with the loan agreement SBA and the Debtor
(as well at the administrative claim payment of $4,538.10). The
Debtor projects paying SBA at the rate of $3,168 per month. The two
loans which make up the SBA claim will be mature on April 19 and
July 23, 2050, and with the satisfaction of the contractual balloon
due at that time will be fully resolved and paid off.
Like in the prior iteration of the Plan, the Debtor will distribute
a minimum of $10,000 per month to Class 6 General Unsecured Claims
until they are paid in full. There is no maximum amount which may
be so distributed in a given month, up to the full remaining amount
of all such claims with interest. Any prior stipulations for
treatment between the Debtor and any such creditors are superseded
in favor of the terms of this Plan. All such claims must be paid in
full within 72 months after the Effective Date.
Class 7 consists of all unsecured claims against the Debtor which
are held by insiders. The only claim believed to be in this class
is that of Deborah Israel for $245,584.00. All claims within this
class will be satisfied in full, with interest at the federal
judgment rate Section 1961 of the Bankruptcy Code on each unpaid
balance starting from the Petition Date, within 84 months of the
Effective Date.
Class 8 consists of the equity interests in the Debtor, which will
be left unaffected by this Plan. Class 8 interests are not
impaired, and it is conclusively deemed to have accepted the Plan.
The funds for implementation of the Plan shall come from the funds
held by the estate as of the entry of the Confirmation Order and
the ongoing operating profits of the Debtor's business operations.
In addition, as of the Effective Date, Wiens will contribute an
additional $100,000 to the Debtor, to assist it with emerging from
bankruptcy and establishing a strong record of compliance with the
Plan as its business improves.
The Debtor will manage its own affairs under this Plan, through its
Manager, Douglas G. Wiens. He will not receive any compensation for
such services called for under this Plan.
A full-text copy of the Disclosure Statement dated September 14,
2023 is available at https://urlcurt.com/u?l=yWnCff from
PacerMonitor.com at no charge.
Proposed Attorney for the Debtor:
Stuart J. Wald, Esq.
Law Offices of Stuart J. Wald
26583 Calle Gregorio
Menifee, California 92585
Telephone: (310) 429-3554
E-mail: stuart.wald@gmail.com
About Winestead LLC
Winestead, LLC, is a local boutique winery in Newport Beach
offering wine made with the finest grapes sourced from Temecula
Valley, Paso Robles and Lodi, Calif.
Winestead filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-14222) on Nov. 8,
2022. In the petition filed by its manager, Douglas G. Weins, the
Debtor reported assets between $500,000 and $1 million and
liabilities between $1 million and $10 million.
Judge Mark Houle oversees the case.
The Debtor tapped Robert B Rosenstein, Esq., at Rosenstein &
Associates as legal counsel, and Global Tax & Accounting, Inc., as
accountant.
WOPIRB LLC: Seeks to Hire Cibik Law as Bankruptcy Counsel
---------------------------------------------------------
WOPIRB, LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania to employ Cibik Law, PC as its
counsel.
The Debtor requires legal counsel to:
(a) give advice regarding the rights and obligations of the
Debtor under the Bankruptcy Code;
(b) assist the Debtor in the preparation of schedules and
other required pleadings;
(c) represent the Debtor at the meeting of creditors and other
examinations;
(d) prepare all necessary legal papers; and
(e) assist the Debtor in the formulation and prosecution of
confirmation of a reorganization plan.
The hourly rates of the firm's counsel and staff are as follows:
Partner Attorneys $550
Associate Attorneys $350
Paralegals $125
Michael Cibik, Esq., a principal at Cibik Law, disclosed in a court
filing that the firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael A. Cibik, Esq.
Cibik Law, PC
1500 Walnut Street Suite 900
Philadelphia, PA 19102
Telephone: (215) 735-1060
Email: mail@cibiklaw.com
About WOPIRB LLC
WOPIRB, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 23-12722) on Sept. 11,
2023, with $1,050,000 in total assets and $521,403 in total
liabilities. Michael F. Powles, sole member, signed the petition.
Judge Magdeline D. Coleman oversees the case.
Michael A. Cibik, Esq., at Cibik Law, PC serves as the Debtor's
counsel.
YELLOW CORP: Adds 2 Independent Directors at Lender's Behest
------------------------------------------------------------
Yellow Corporation disclosed in a Form 8-K Report filed with the
Securities and Exchange Commission that the Company's Board of
Directors has increased the Board size from nine to 11 directors
and elected Mary Nell Browning and Thomas Knott to fill the Board
vacancies as independent directors.
The Company's largest shareholder and participant in its
debtor-in-possession financing, MFN Partners, LP, requested that
the Board add two directors with significant prior experience in
restructuring transactions to maximize the value of the Company for
stakeholders, and specifically recommended Browning and Knott who
possess said experience.
Yellow Corp. said Browning and Knott each meet the independence
requirements under the Company's independence standards, and there
are no transactions between the Company and Browning or Knott that
would require disclosure under Item 404(a) of Regulation S-K.
Browning and Knott will each receive the same cash compensation for
their annual retainer as the other non-employee directors serving
on the Board pursuant to the Company's Fifth Amended and Restated
Director Compensation Plan, as amended. Browning and Knott will
also receive quarterly cash compensation of $25,000 in lieu of the
$100,000 annual equity award under the Plan.
Browning and Knott will each enter into the Company's standard form
of Indemnification Agreement with the Company for directors and
officers.
About Yellow Corporation
Yellow Corporation -- www.myyellow.com -- operates logistics and
less-than-truckload (LTL) networks in North America, providing
customers with regional, national, and international shipping
services throughout. Yellow's principal office is in Nashville,
Tenn., and is the holding company for a portfolio of LTL brands
including Holland, New Penn, Reddaway, and YRC Freight, as well as
the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow Corp had
$2,152,200,000 in total assets against $2,588,800,000 in total
liabilities. The petitions were signed by Matthew A. Doheny as
chief restructuring officer.
Kirkland & Ellis LLP is serving as the Company's restructuring
counsel, Pachulski Stang Ziehl & Jones LLP is serving as the
Company's Delaware local counsel, Kasowitz, Benson and Torres LLP
is serving as special litigation counsel, Goodmans LLP is serving
as the Company's special Canadian counsel, Ducera Partners LLC is
serving as the Company's investment banker, and Alvarez and Marsal
is serving as the Company's financial advisor. Epiq Bankruptcy
Solutions serves as claims and noticing agent. Ernst & Young acts
as tax services provider.
Milbank LLP, serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
White & Case LLP, serves as counsel to Beal Bank USA.
Arnold & Porter Kaye ScholerLLP, serves as counsel to the United
States Department of the Treasury.
Alter Domus Products Corp., the Administrative Agent to the DIP
Lenders, is represented by Holland & Knight LLP.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Yellow
Corporation and its affiliates.
YIWAN TRADING: Seeks to Close Pre-bankruptcy Sale of Artwork
------------------------------------------------------------
Yiwan Trading Company Limited asked the U.S. Bankruptcy Court for
the Central District of California for authority to consummate the
pre-bankruptcy sale of an artwork owned by the company and use the
proceeds from the sale to pay Sotheby's Financial Services of
California, Inc.
In April, Sotheby's Inc., an affiliate of SFS, held a public
auction of the artwork titled "Small Lie" created by the artist
KAWS. The item was sold for HK$5.75 million (US$734,137).
The buyer paid the purchase price to Sotheby's earlier this month.
However, due to the pendency of Yiwan's Chapter 11 case, possession
of the artwork has not yet been transferred to the buyer and the
sale proceeds have not yet been applied to SFS' outstanding secured
debt.
"If the prepetition sale of Small Lie is not allowed to be
consummated, the buyer may assert claims against both Sotheby's and
the estate for breach of contract," Anthony Bisconti, Esq.,
attorney for Yiwan, said.
"Approval of the sale not only stops the running of default
interest but avoids a potential increase in the SFS claim for
damages that could potentially be asserted by the buyer and
Sotheby's," Mr. Bisconti said.
The court is set to hold a hearing on Oct. 10.
About Yiwan Trading Company Limited
Yiwan Trading Company Limited is a Los Angeles-based company, which
operates in the manufacturing industry.
Yiwan Trading Company Limited sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-13978) on June
27, 2023, with $10 million to $50 million in both assets and
liabilities. Jiayuan Li, co-president and director, signed the
petition.
Judge Vincent P. Zurzolo oversees the case.
The Debtor tapped Eric Snyder, Esq., at Wilk Auslander, LLP as
bankruptcy counsel and Anthony R. Bisconti, Esq., at Bienert
Katzman Littrell Williams, LLP as local counsel.
ZOTEC: Lenders Hire Milbank for Advice as Loan Maturities Near
--------------------------------------------------------------
Reshmi Basu and Ellen Schneider of Bloomberg News report that some
lenders to Zotec Partners LLC are working with law firm Milbank as
loan maturities quickly approach for the medical billing company,
according to people familiar with the situation.
The closely held company is looking to refinance its roughly $302
million first-lien term loan B that matures in February 2024 and a
$45 million revolver, Bloomberg previously reported. Lenders expect
to commence talks with the company on an amend-and-extend proposal
in the coming weeks, said the people, who asked not to be
identified because the matter is private.
About Zotec Partners
Zotec Partners engages in a variety of collection practices behalf
of medical providers with respect to delinquent medical debts. The
Plaintiff is alleged to have incurred certain financial obligations
to Imaging Healthcare Specialists for personal medical services.
[*] Cohn & Dussi's Glaab Named to NextGen Leaders 40 Under 40 List
------------------------------------------------------------------
Cohn & Dussi, a full-service law firm with its principal office in
Boston, on Sept. 20 disclosed that Attorney Andrew B. Glaab has
been named to the 2023 NextGen Leaders 40 Under 40 List.
The NextGen Leaders 40 Under 40 List, published annually by Monitor
Daily, spotlights emerging talents in the equipment finance space
and highlights individuals who are pioneering innovative paths
within the industry. Monitor Daily is recognized as the
authoritative publication within the equipment finance sector.
As head of the in-house collections group at Cohn & Dussi, Glaab
practices business and corporate law with a concentration on
commercial collections, judgment enforcement, replevins, asset
location and recovery, loan restructuring and workouts, creditors'
bankruptcy, and contract drafting. He is responsible for overseeing
training and compliance to ensure that the firm delivers clients
first-class customer care.
Dedicated to the legal profession and broader legal community,
Glaab is actively involved in the Massachusetts Bar Association,
Essex County Bar Association, and the Greater Lynn Bar Association.
He is also a valued member of the National Equipment Finance
Association (NEFA), Equipment Leasing and Finance Association
(ELFA), Lease Enforcement Attorney Network (LEAN), Alternative
Finance Bar Association (AFBA), the Northeast Chapter of the
Turnaround Management Association (TMA), and the American
Bankruptcy Institute (ABI).
Mr. Glaab is a recent graduate of the Massachusetts Bar
Association's Leadership Academy, where he served on a panel to
educate young lawyers about best practices for client management.
In addition to Monitor Daily's Next Gen Leaders List, Glaab was
named to the Super Lawyers Rising Stars List in 2022 and 2023 and
to the Boston Magazine Top Lawyers List in 2022.
He holds a B.A. from Kent State University and a J.D. from
New England School of Law, where he served as a mentor and a
student ambassador. He is admitted to practice in the Commonwealth
of Massachusetts and the U.S. District Court for the District of
Massachusetts. In addition, he holds a certification in the Fair
Debt Collection Practices Act.
About Cohn & Dussi
Cohn & Dussi -- http://www.cohnanddussi.com/-- is a full-service
law firm with offices in Boston, Mass., and Providence, RI, that
offers clients comprehensive, customized solutions to their
clients' complex business challenges. Attorneys in the firm offer
extensive experience in collections and workouts, creditors'
rights, commercial litigation, leasing, bankruptcy, corporate and
finance law, construction law, and real estate transactions. Over
the course of more than 25 years, Cohn & Dussi has built long-term
relationships with its clients, solving problems using a team
approach and leveraging a national network of attorneys in all 50
states.
[*] David W. Prager Named Brattle's Bankruptcy Practice Co-Leader
-----------------------------------------------------------------
The Brattle Group has welcomed David W. Prager as a Principal and
Co-Leader of its Bankruptcy & Restructuring practice. Based in
Brattle's New York office, Mr. Prager brings over two decades of
experience as a financial advisor, restructuring consultant, and
expert witness in complex commercial litigations. To learn more
about Mr. Prager, see his full bio at
https://www.brattle.com/experts/david-w-prager/.
"As we continue to expand the firm's bankruptcy and restructuring
capabilities, David will be a tremendous asset to our clients,
enhancing both our testimonial and advisory capabilities," said
Brattle President & Principal Dr. Torben Voetmann. "With his
breadth of experience working on contentious, high-profile
disputes, David is a wonderful addition to the Brattle Bankruptcy
and Restructuring team and our firm more broadly."
Mr. Prager specializes in bankruptcy and restructuring matters and
corporate value and solvency disputes. He has consulted on or
testified in a number of high-profile bankruptcies and
restructurings, including those of Enron, Lehman Brothers,
Archegos, Adelphia, Energy Future Holdings, Puerto Rico, Detroit,
Syncora, and Tribune. Topics of his services have included
formulations of reorganization plans, evaluations of value
allocations and reasonableness of projections, and the resolution
of complex capital structures.
As a financial advisor, Mr. Prager has supported both creditors and
debtors in major corporate and municipal restructurings, and served
in interim C-suite roles, including at The PMI Group and Syncora
Guarantee. He also has expertise in fraudulent conveyance actions
and forensic and trading investigations.
"Brattle's proven commitment to quality, incisiveness, and
collaboration is a perfect match for the restructuring and
testimonial services I provide in matters featuring a high degree
of complexity," said Mr. Prager. "I look forward to working with my
new colleagues to solve complex financial restructurings, corporate
valuation disputes, and related financial matters."
Prior to joining Brattle, Mr. Prager was a Managing Director at a
global financial and risk advisory firm. He previously focused on
restructuring and complex financial litigations at a financial
advisory firm.
About Brattle
The Brattle Group answers complex economic, finance, and regulatory
questions for corporations, law firms, and governments around the
world. Brattle has 500 talented professionals across four
continents. For more information, please visit brattle.com.
[^] BOOK REVIEW: THE ITT WARS
-----------------------------
THE ITT WARS: An Insider's View of Hostile Takeovers
Author: Rand Araskog
Publisher: Beard Books
Softcover: 236 pages
List Price: $34.95
http://www.beardbooks.com/beardbooks/the_itt_wars.html
This book was originally published in 1989 when the author was
Chairman and Chief Executive Officer of ITT Corporation, a $25
billion conglomerate with more than 100,000 employees and
operations spanning the globe with an amazing array of businesses:
insurance, hotels, and industrial, automotive, and forest products.
ITT owned Sheraton Hotels, Caesars Gaming, one half of Madison
Square Garden and its cable network, and the New York
Knickerbockers basketball and the New York Rangers hockey teams.
The corporation had rebounded from its troubles of the previous two
decades.
Araskog was made CEO in 1978 to make sense of years of wild
acquisition and growth. Under Harold Greenen, successor to ITT's
founder and champion of "growth as business strategy," ITT's sales
had grown from $930 million in 1961 to $8 billion in 1970 and $22
billion in 1979. It had made more than 250 acquisitions and had
2,000 working units. (It once acquired some 20 companies in one
month.)
ITT's troubles began in 1966, when it tried to acquire ABC.
National sentiments against conglomerates became endemic; the
merger became its target and was eventually abandoned. Next came a
variety of allegations, some true, some false, all well publicized:
funding of Salvador Allende's opponents in Chile's 1970
presidential elections; influence peddling in the Nixon White
House; underwriting the 1972 Republican National Convention. ITT's
poor handling of several antitrust cases was also making
headlines.
Then came recession in 1973. ITT's stock plummeted from 60 in early
1973 to 12 in late 1974. Geneen found himself under fire and, in
Araskog's words, the "succession wars" among top ITT officers
began. Geneen was forced out in 1977, and Araskog, head of ITT's
Aerospace, Electronics, Components, and Energy Group, with more
than $1 billion in sales, won the CEO prize a year later.
Araskog inherited a debt-ridden corporation. He instituted a plan
of coherent divesting and reorganization of the company into more
manageable segments, but was cut short by one of the first hostile
bids by outside financial interests of the 1980's, by businessmen
Jay Pritzker and Philip Anschutz. This book is the insider's story
of that bid.
The ITT Wars reads like a "Who's Who" of U.S. corporations in the
1970s and 1980s. Araskog knew everyone. His writing reflects his
direct, passionate, and focused management style. He speaks of
wars, attacks, enemies within, personal loyalty, betrayal, and love
for his company and colleagues. In the book's closing sentences,
Araskog says, "We fought when the odds are against us. We won, and
ITT remains one of the most exciting companies of the twentieth
century, we hope to keep the wagon train moving into the
twenty-first century and not have to think about making a circle
again. Once is enough."
Araskog wrote a preface and postlogue for the Beard Books edition,
and provide us with ten years of perspective as well as insights
into what came next. In 1994, he orchestrated the breakup of ITT
into five publicly traded companies. Wagon circling began again in
early 1997 when Hilton Hotels made a hostile takeover offer to ITT
Corporation. Araskog eventually settled for a second-best victory,
negotiating a friendly merger with the Starwood Corporation, in
which ITT shareholders became majority owners of Starwood and
Westin Hotels, with the management of Starwood assuming management
of the merged entity.
Rand Araskog served as CEO of ITT Corporation until 1998. He later
headed his own investment company RVA Investments. He also served
on the Board of Directors of Cablevision and the Palm Beach Civic
Association. Araskog was born in Fergus Falls, Minnesota, in 1931.
He died August 9, 2021, in Palm Beach, Florida.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
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.
This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
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The TCR subscription rate is $975 for 6 months delivered via
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are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***