/raid1/www/Hosts/bankrupt/TCR_Public/231002.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, October 2, 2023, Vol. 27, No. 274
Headlines
100 CHRISTOPHER: Seeks Cash Collateral Access
1052 MARTEL: Voluntary Chapter 11 Case Summary
2CM LLC: Unsecureds Will Get 9% of Claims over 36 Months
A & T ASSETS: Seeks to Extend Plan Exclusivity to January 22, 2024
AAA TREE SERVICE: Wins Cash Collateral Access on Final Basis
ACCAM1 INC: Wins Cash Collateral Access
ACPRODUCTS HOLDINGS: $1.40BB Bank Debt Trades at 17% Discount
ALL DAY: $200MM Bank Debt Trades at 72% Discount
ALLEN & HANDY: Files Emergency Bid to Use Cash Collateral
AMERITRANS EXPRESS: Court OKs Cash Collateral Access Thru Nov 7
ANCHOR GLASS: $63.8MM Bank Debt Trades at 57% Discount
ANCHOR GLASS: Apollo SFRFI Marks $1.5MM Loan at 22% Off
ANCHOR GLASS: Apollo Tactical Marks $1.4MM Loan at 22% Off
ANCHOR GLASS: Apollo Tactical Marks $4.1MM Loan at 23% Off
ANGI INC: S&P Alters Outlook to Positive, Affirms 'B' ICR
APEX NORTH: Property Sale Proceeds to Fund Plan Payments
API HOLDINGS III: $245MM Bank Debt Trades at 37% Discount
ARCHBISHOP OF BALTIMORE: Case Summary & 20 Unsecured Creditors
ARUBA INVESTMENTS: Fitch Cuts LongTerm IDR to 'B-', Outlook Stable
ASSOCIATED ASPHALT: S&P Downgrades ICR to 'CCC-', Watch Developing
ASURION LLC: Apollo SFRFI Marks $3.8MM Loan at 16% Off
ASURION LLC: Apollo Tactical Marks $2.8MM Loan at 16% Off
AT HOME GROUP: $600MM Bank Debt Trades at 53% Discount
BAUSCH HEALTH: Apollo SFRFI Marks $4.5MM Loan at 24% Off
BELMONT TRADING: Court OKs Cash Collateral Access Thru Oct 27
BENTTREE CUSTOM: Jody Corrales Named Subchapter V Trustee
BLOCKFI INC: Seeks to Extend Plan Exclusivity to October 16
BYJU'S ALPHA: $1.20BB Bank Debt Trades at 65% Discount
CANO HEALTH: Sells Two Primary Care Centers in $66.7M Deal
CAPITAL KCS: Seeks 120-Day Extension to Plan Exclusivity
CARESTREAM HEALTH: Apollo SFRFI Marks $116,773 Loan at 29% Off
CARING HANDS: Court OKs Cash Collateral Access Thru Nov 15
CARNIVAL PLC: $823MM Bank Debt Trades at 23% Discount
CASTLE US HOLDING: $295MM Bank Debt Trades at 21% Discount
CCS-CMGC HOLDINGS: $110MM Bank Debt Trades at 41% Discount
CENTRAL OKLAHOMA: Voluntary Chapter 11 Case Summary
CENTURY AIR: Court OKs Cash Collateral Access on Final Basis
CHASE HOME 2023-1: Fitch Gives Final 'Bsf' Rating on Cl. B-5 Certs
CLARK N SON: Case Summary & Five Unsecured Creditors
CONNER CREEK: Seeks Cash Collateral Access
COOKEVILLE PLATINUM: Case Summary & 20 Top Unsecured Creditors
COTTLE CHRISTI: Plan Deadline Extended to October 15
CPC ACQUISITION: $225MM Bank Debt Trades at 46% Discount
DA VINCI DENTAL: Court OKs Cash Collateral Access Thru Oct 27
DA VINCI DENTAL: Robert Handler Named Subchapter V Trustee
DELDOR WELLNESS: May Use $60,280 of Cash Collateral
DIGITAL MEDIA: $225MM Bank Debt Trades at 31% Discount
DIVERSE CONSTRUCTION: Seeks Cash Collateral Access
DIVERSIFIED POWER: Operating Revenue to Fund Plan
DUN & BRADSTREET: Fitch Affirms LongTerm IDR at 'BB-', Outlook Pos.
ELECTRONICS FOR IMAGING: Apollo SFRFI Marks $4.8MM Loan at 32% Off
ELECTRONICS FOR IMAGING: Apollo Tactical Marks Loan at 32% Off
ELENAROSE CAPITAL: Wins Cash Collateral Access Thru Oct 11
ENERGY ACQUISITION: $115MM Bank Debt Trades at 18% Discount
ESCO LTD: Solicitation of Plan Acceptance Extended to Nov. 27
EVOLUTION MICRO: Case Summary & 11 Unsecured Creditors
EXPANSION INDUSTRIES: Case Summary & 20 Top Unsecured Creditors
EXPRESS ELECTRIC: Lender Seeks to Prohibit Cash Collateral Access
EYECARE PARTNERS: $250MM Bank Debt Trades at 29% Discount
EYECARE PARTNERS: $750MM Bank Debt Trades at 28% Discount
FAIRPORT BAPTIST: PCO Says Patient Care Remains Stable
FINTHRIVE SOFTWARE: $1.44BB Bank Debt Trades at 18% Discount
FOLEY BUILDING: Seeks Cash Collateral Access
FR REFUEL: S&P Affirms 'B-' ICR on Announced Debt Issuance
FREE SPEECH: Court OKs Continued Cash Collateral Access
FUJI JAPANESE: Wins Interim Cash Collateral Access
GET GREEN: Voluntary Chapter 11 Case Summary
GILBERT BARBEE: Solicitation Period Extended to Jan. 2, 2024
GOLDEN KEY: Court OKs Cash Collateral Access Thru Jan 2024
GOLDEN KEY: Seeks to Extend Plan Exclusivity to October 3
GREATER LIBERTY: Jolene Wee Named Subchapter V Trustee
GRUPO HIMA: U.S. Trustee Appoints Edna Diaz De Jesus as PCO
HALO BUYER: $260MM Bank Debt Trades at 24% Discount
HDT GLOBAL: $280MM Bank Debt Trades at 51% Discount
HEXION INC: $425MM Bank Debt Trades at 17% Discount
HONX INC: Exclusivity Period Extended to October 30
HOODSTOCK ENTERPRISES: Unsecureds Will Get 100% of Claims in Plan
ICAP ENTERPRISES: Case Summary & 30 Largest Unsecured Creditors
INFINITY PHARMACEUTICALS: Case Summary & Top Unsecured Creditors
INITALY LLC: Seeks 90-Day Extension to Plan Deadline
INNOVATIVE DESIGNS: Posts $84K Net Loss in Third Quarter
INTERNATIONAL LONGSHORE: Case Summary & 12 Unsecured Creditors
IQPACK LLC: Court OKs Interim Cash Collateral Access
JACON LLC: Dennis O'Brien Named Subchapter V Trustee
JAMAICAN SPOT: Files Emergency Bid to Use Cash Collateral
JNJ HOME: Court OKs Cash Collateral Access Thru Oct 10
KAREN LANDSCAPING: Files Emergency Bid to Use Cash Collateral
KEN FARRINGTON: Unsecureds to Get Share of Income for 3 Years
KNIGHT HEALTH: $450MM Bank Debt Trades at 73% Discount
LA FUENTE: Voluntary Chapter 11 Case Summary
LUCENA DAIRY: Court OKs Cash Collateral Access Thru Oct 10
LUNA DAIRY: Court OKs Cash Collateral Access Thru Oct 10
LUXEMBOURG IC 428: Apollo SFRFI Marks $4.6MM Loan at 26% Off
LUXEMBOURG IC 428: Apollo Tactical Marks $4.6MM Loan at 26% Off
MADERA COMMUNITY: Exclusivity Period Extended to October 6
MATCON CONSTRUCTION: Wins Cash Collateral Access Thru Nov 6
MATRIX PARENT: $380MM Bank Debt Trades at 31% Discount
MERCY HOSPITAL: No Decline in Patient Care, 1st PCO Report Says
MIDWEST DOUGH: Has Deal on Cash Collateral Access
MLN US HOLDCO: $576MM Bank Debt Trades at 75% Discount
MONTROSE HOUSTON: Court OKs Cash Collateral Access Thru Oct 31
MS BEE'S POPCORN: L. Todd Budgen Named Subchapter V Trustee
NAPA MANAGEMENT: $610MM Bank Debt Trades at 18% Discount
NEILLY'S FOOD: Seeks Cash Collateral Access
NEOSHO CONCRETE: Amends Unsecured Claims Pay Details
NUZEE INC: Masateru Higashida Has 21.7% Stake as of Sept. 13
OUTPOST PINES: Seeks to Extend Plan Exclusivity to December 20
PADAGIS HOLDING: Fitch Affirms 'BB-' LongTerm IDR, Outlook Negative
PB MICHIGAN: Seeks Cash Collateral Access
PH BEAUTY: $290MM Bank Debt Trades at 16% Discount
QUORUM HEALTH: $732MM Bank Debt Trades at 32% Discount
R&W CLARK CONSTRUCTION: Court OKs Cash Collateral Access Thru Nov 2
RAPID METALS: Court Wins Cash Collateral Access on Final Basis
REVOLVE CONSTRUCTION: Court OKs Cash Collateral Access Thru Nov 30
RODAN & FIELDS: $600MM Bank Debt Trades at 65% Discount
RUNNER BUYER: $500MM Bank Debt Trades at 21% Discount
SANIBEL REALTY: Exclusivity Period Extended to October 10
SITIO ROYALTIES: Fitch Assigns 'B+' First-Time IDR, Outlook Stable
SMILEDIRECTCLUB INC: Case Summary & 30 Top Unsecured Creditors
SOUND INPATIENT: $610MM Bank Debt Trades at 54% Discount
SOUTH SHORE: Agrees to TD Bank Bid for CCAA Restructuring
SYNAPTICS INC: Fitch Affirms 'BB' IDR & Alters Outlook to Positive
THRASIO LLC: $740MM Bank Debt Trades at 20% Discount
TRANSPLANT SYSTEMS: Seeks Cash Collateral Access
TRITEK INT'L: Seeks to Extend Plan Exclusivity to November 23
UNITED ENGINEERS: Court OKs Cash Collateral Access on Final Basis
US RENAL CARE: $1.25BB Bank Debt Trades at 33% Discount
USRE 257: Voluntary Chapter 11 Case Summary
WAYFORTH INC: Case Summary & Seven Unsecured Creditors
WC PARADISE: Seeks Cash Collateral Access
WHEELS UP: CK Wheels, 3 Others Hold 36.3% of Class A Shares
WINDSOR SACRAMENTO: Case Summary & 20 Largest Unsecured Creditors
WIPE-OUT LOGISTICS: Case Summary & 20 Largest Unsecured Creditors
WUF LLC: Case Summary & One Unsecured Creditor
YIELD10 BIOSCIENCE: Falls Short of Nasdaq Bid Price Requirement
ZAYO HOLDINGS: Apollo SFRFI Marks $2.4MM Loan at 20% Off
ZEP INC: $175MM Bank Debt Trades at 27% Discount
ZHANG MEDICAL: No Patient Care Concern, PCO Report Says
[*] 72 Apartment Units Up for Sale on October 13
[*] Schulte Roth & Zabel Forms Special Situations Group
[^] BOND PRICING: For the Week from September 25 to 29, 2023
*********
100 CHRISTOPHER: Seeks Cash Collateral Access
---------------------------------------------
100 Christopher Street Propco LLC asks the U.S. Bankruptcy Court
for the Southern District of New York for authority to use cash
collateral and provide adequate protection.
The Debtor requires the use of cash collateral to pay for ordinary
expenses such as payroll, supplies, utilities, taxes, insurance,
and maintenance for the Property located at Christopher Street, New
York City. The Property is an apartment building with two ground
floor commercial spaces. Based on a recent sale contract, the
Debtor estimates that the Property value is $30 million.
The Property is encumbered by a first mortgage held by Santander
Bank, N.A. in the original principal amount of $22.1 million. As of
the Petition Date, the Mortgagee's Claim is approximately $19.8
million. New York City Lien Claims total about $76,953.
In addition to the Mortgagee's claim, the Debtor is aware of
general unsecured claims of about $311,765.
The Debtor is set to sell the property to 100 Christopher LLC for
$30 million, with a $2 million deposit held in escrow. The sale is
conditioned on 100 Christopher LLC assuming the Mortgagee's note
and mortgage. The sale must close by October 24, 2023, as per 100
Christopher LLC's deadline. The purchase price is enough to pay all
creditors in cash at closing. However, the Debtor's ultimate
parent, Delshah Capital Limited, has an impending maturity on
September 30, 2023, under a Deed of Trust between DCL and Mishmeret
Trust Company Limited. The Trustee has the right to control DCL and
ensure bondholders receive the net proceeds from the sale.
Unsecured creditors and the Mortgagee are at additional risk due to
the debtor owing landlord contributions to two retail tenants. The
Debtor filed a plan of reorganization and disclosure statement,
ensuring payment in full in cash to all creditors.
Based on the pending contract of sale for the Property, there is a
substantial equity cushion as Lender protection.
The Debtor and Lender have agreed to the Debtor's use of cash
collateral on an interim basis under the terms of the Interim
Stipulation. The Interim Stipulation adequately protects the
Lender's interest in cash collateral by, among other things,
authorizing the Debtor to utilize Lender's Cash Collateral to pay
ordinary operating expenses and maintain the Property.
A copy of the motion is available at https://urlcurt.com/u?l=9upRLC
from PacerMonitor.com.
About 100 Christopher Street Propco LLC
100 Christopher Street Propco LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. section 101(51B)). The Debtor is
the owner of real property located at 100 Christopher Street, New
York, valued at $30.02 million.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. N.Y. Case No. 23-11542) on September
27, 2023. In the petition signed by Patrick McCann, vice president,
the Debtor disclosed up to $30,020,000 in assets and $20,188,718 in
total liabilities.
Judge Philip Bentley oversees the case.
Mark Frankel, Esq., at Backenroth Frankel & Krinsky, LLP,
represents the Debtor as legal counsel.
1052 MARTEL: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: 1052 Martel, LLC
5900 Wilshire Blvd., #2125
Los Angeles, CA 90036
Business Description: 1052 Martel is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-16398
Debtor's Counsel: Thomas B. Ure, Esq.
URE LAW FIRM
8280 Florence Avenue, Suite 200
Downey, CA 90240
Tel: 213-202-6070
Fax: 213-202-6077
Email: tom@urelawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ilan Kenig as authorized signer for
Managing Member FMB Consulting, LLC.
The Debtor stated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/7LFN6GA/1052_Martel_LLC__cacbke-23-16398__0001.0.pdf?mcid=tGE4TAMA
2CM LLC: Unsecureds Will Get 9% of Claims over 36 Months
--------------------------------------------------------
2CM, LLC, filed with the U.S. Bankruptcy Court for the Middle
District of Florida a Subchapter V Plan of Reorganization dated
September 25, 2023.
The Debtor's primary business is the operation of two casual
restaurants in Duval County, Florida under its registered d/b/a
Jumpin' Jax House of Food. The Debtor leases its two restaurant
locations are 4887 Belfort Road, Jacksonville, FL 32256 and 20 West
Adams Street, Jacksonville, FL 32202.
The Debtor has fallen behind on certain trade debt and payments to
merchant cash advance lenders. This Chapter 11 bankruptcy case has
primarily been filed to restructure its secured loan and resolve
its unsecured debt and merchant cash advances by providing payment
to general unsecured creditors on a pro rata basis on the effective
date of the plan.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $500.00. The final Plan
payment is expected to be paid on December 1, 2026.
This Plan of Reorganization is filed by the Debtor, and proposes to
restructure its business loans and provide for payment to unsecured
creditors of all disposable income during months 1 to 36 from
future income of the Debtor derived from income generated through
its retail restaurants.
This Plan provides for 1 class of priority claims; 2 classes of
secured claims; and 1 class of general unsecured claims. Class 4
unsecured creditors holding allowed claims will receive
distribution under this Plan based on their pro rata share via
monthly payments of the Debtor's disposable monthly income for 36
months beginning on the Effective Date of this Plan. This Plan also
provides for the payment of administrative and priority claims
either upon the effective date of the Plan, as agreed or as allowed
under the Bankruptcy Code.
Class 4 consists of General Unsecured Claims. To the extent that
unsecured claims are filed and allowed, the Debtor shall pay the
total amount of $18,000.00 to unsecured claims at the rate of
$500.00/month during months 1 to 36 of the plan. Each allowed
unsecured claim will receive its prorate share of this payment pre
the attached Exhibit C for approximately 9% repayment of all
unsecured claims. Class 4 is impaired by this Plan.
Except as otherwise expressly provided in the Plan or in the order
confirming the Plan, (i) The Debtor will retain all property of the
estate and confirmation of the Plan vests all property of the
estate in the Debtor, and (ii) after confirmation of the Plan, the
property dealt with by the Plan shall be free and clear of any and
all liens, claims, and interests of any creditors.
Funds generated from operations through the Effective Date will be
used for Plan Payments; however, the Debtor's cash on hand as of
Confirmation will be available for payment of Administrative
Expenses.
A full-text copy of the Subchapter V Plan dated September 25, 2023
is available at https://urlcurt.com/u?l=qucnWG from
PacerMonitor.com at no charge.
Counsel for Plan Proponent:
Thomas C. Adam, Esq.
Adam Law Group, PA
2258 Riverside Avenue
Jacksonville, FL 32204
Telephone: (904) 329-7249
Email: tadam@adamlawgroup.com
About 2CM, LLC
2CM, LLC, is a Florida corporation based in Jacksonville, Florida.
It sells pet supplies both online and at its brick-and-mortar
store.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-01569) on July 5,
2023. In the petition signed by Howland Russell, the owner, the
Debtor disclosed up to $500,000 in both assets and liabilities.
Judge Jason A. Burgess oversees the case.
Thomas Adam, Esq., is the Debtor's legal counsel.
A & T ASSETS: Seeks to Extend Plan Exclusivity to January 22, 2024
------------------------------------------------------------------
A & T Assets, LLC asks the U.S. Bankruptcy Court of the Eastern
District of New York to extend its exclusive period to file a
plan of reorganization and to solicit acceptance of such plan to
January 22, 2024 and March 21, 2024, respectively.
The Debtor asserts that it must be given the additional time
necessary to get its business back on track, gauge the results of
present efforts, and confirm a plan that is feasible in light of
the Debtor's operating performance.
The Debtor explained that it needs to determine the amount of the
secured claim of NPSFT LLC and NPSFT I LLC so it can formulate
its plan of reorganization.
Unless extended, the Debtor's exclusive filing period expires on
September 22, 2023, and its exclusive solicitation period ends
on November 21, 2023.
A & T Assets, LLC is represented by:
Marc A. Pergament, Esq.
400 Garden City Plaza, Suite 309
Garden City, NY 11530
Tel: (516) 877-2424 ext. 226
About A & T Assets
A & T Assets, LLC is engaged in activities related to real
estate. It is the fee simple owner of a real property located at
23-33 31st St., Astoria, N.Y., valued at $3 million.
A & T Assets filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
23-41827) on May 24, 2023, with $3,000,000 in assets and
$7,550,824 in liabilities. Evangelos Gerasimou, manager, signed
the petition.
Judge Nancy Hershey Lord presides over the case.
Marc A. Pergament, Esq., at Weinberg, Gross & Pergament, LLP
represents the Debtor as counsel.
AAA TREE SERVICE: Wins Cash Collateral Access on Final Basis
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Riverside Division, authorized AAA Tree Service LLC to use cash
collateral on a final basis in accordance with the budget.
As previously reported by the Troubled Company Reporter, the
entities known by the Debtor with an alleged interest in the cash
collateral are Samson MCA LLC, Finance ERC West, Inc., or its
servicer Regulus Group, LLC, Corporate Billing, LLC, Deutsche
Leasing USA, Inc., PNC Equipment Finance LLC, Wells Fargo Vendor
Financial Services, LLC, Caterpillar Financial Services
Corporation, VFS US, LLC, Altec Capital Services, LLC, and
Signature Financial and Leasing LLC.
The Debtor's secured creditors are mostly equipment lenders, many
of which hold liens exclusive to specific pieces of machinery and
some with liens on proceeds generated by their specific
collateral.
Finance ERC West, Inc. provided a loan against the Debtor's ERC tax
refund. The document pertaining to the loan indicates the lender
has a lien on all of the Debtor's assets, a control agreement as to
the Debtor's bank account, and a lien on the actual tax refund. The
UCC-1 financing statement filed regarding this loan secures a lien
solely on the anticipated tax refund. The Debtor's expected ERCs
total $2.113 million and the alleged principal debt to Finance ERC
is $900,375.
The Debtor has two merchant loans in the principal amount of $1
million each with Samson MCA LLC, and a factoring agreement with
Corporate Billing, LLC, which all purport to represent sales of
receivables and include bank account control agreements.
Only Samson, Corporate Billing, and Finance ERC may allege an
interest in cash collateral consisting of the Debtor's cash on
hand.
In its ruling, the Court said the Secured Creditors holding alleged
liens are granted replacement liens as of the Petition Date in all
of the Debtor's hereinafter acquired assets, but only to the same
extent the creditors already had liens against those same asset
types existing prepetition.
The replacement liens granted on such post-petition assets will
have only the same validity and priority as such liens held on the
date the Debtor's petition was filed in the case.
A copy of the order is available at https://urlcurt.com/u?l=RRAlMz
from PacerMonitor.com.
About AAA Tree Service LLC
AAA Tree Service LLC provides tree removals and trimming services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-12229) on May 25,
2023. In the petition signed by CEO Stacy Manqueros, the Debtor
disclosed up to $50 million in assets and up to $10 million in
liabilities.
Judge Magdalena Reyes Bordeaux oversees the case.
Robert P. Goe, Esq., at Goe Forsythe and Hodges LLP, represents the
Debtor as legal counsel.
ACCAM1 INC: Wins Cash Collateral Access
---------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Fort
Myers Division, authorized Accam1, Inc. to use cash collateral on
an interim basis in accordance with the budget, with a 10%
variance.
Prior to the Petition Date, the Debtor borrowed funds from Regions
Bank under a promissory note and security agreement. On the
Petition Date, Regions asserts that it is owed approximately $2.5
million respectively, on account of the note and security
agreement.
As adequate protection for the Debtor's use of cash collateral,
Regions Bank will have a first priority post-petition security
interest in, and lien upon, all of the Applicable Debtor's personal
property. The Post-Petition Lien is, and will be deemed, perfected
without the need to execute or file any document or instrument that
might otherwise be required under applicable non-bankruptcy law to
perfect said lien.
In the event that diminution occurs in the value of cash collateral
from and alter the Petition Date as a result of the Debtor's use
thereof in an amount in excess of the value of the Replacement
Liens granted, then Regions will be granted an Administrative
claim under 11 U.S.C. Section 507(b).
The Debtor will maintain insurance for Regions' collateral same
form and amount consistent with the requirements of the loan
documents.
A continued hearing on the matter is set for October 2 at 1:30
p.m.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=F3MmAq from PacerMonitor.com.
The Debtor projects $42,000 in gross profit and $68,189 in total
expenses.
About Accam1, Inc.
Accam1, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-00574) on May 23,
2023. In the petition signed by Al Mueller, president, the Debtor
disclosed up to $10 million in both assets and liabilities.
Judge Caryl E. Delano oversees the case.
Jonathan Bierfeld, Esq., at Martin Law Firm, represents the Debtor
as legal counsel.
ACPRODUCTS HOLDINGS: $1.40BB Bank Debt Trades at 17% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which ACProducts Holdings
Inc is a borrower were trading in the secondary market around 82.9
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $1.40 billion facility is a Term loan that is scheduled to
mature on May 17, 2028. The amount is fully drawn and
outstanding.
ACProducts Holdings, Inc. manufactures cabinets. The Company offers
single and multi-family home builders, distributors, home centers,
cabinetry, and other related products.
ALL DAY: $200MM Bank Debt Trades at 72% Discount
------------------------------------------------
Participations in a syndicated loan under which All Day
AcquisitionCo LLC is a borrower were trading in the secondary
market around 27.5 cents-on-the-dollar during the week ended
Friday, September 29, 2023, according to Bloomberg's Evaluated
Pricing service data.
The $200 million facility is a Term loan that is scheduled to
mature on December 29, 2025. The amount is fully drawn and
outstanding.
All Day AcquisitionCo LLC, does business as Reorganized 24 Hour
Fitness Worldwide Inc., an operator of fitness centers in the U.S.
ALLEN & HANDY: Files Emergency Bid to Use Cash Collateral
---------------------------------------------------------
Allen & Handy Investments LLC asks the U.S. Bankruptcy Court for
the District of Massachusetts for authority to use cash collateral
and provide adequate protection.
The Debtor requires the use of cash collateral to fund its ongoing
operations in accordance with the budget.
On October 18, 2022, the Debtor, to fund capital improvements to
the Property, gave a mortgage to Turner Investment Trust in the
face amount of $600,000.
The underlying promissory note has matured and the Lender pursued
its power of sale rights under the Mortgage. The Debtor filed the
case on the eve of foreclosure.
The Debtor has been actively pursuing refinance efforts with a more
traditional lender. The Debtor believes it is a month or so away
with a refinance. Alternatively, the Debtor will sell the
Property.
As adequate protection, the Debtor proposes that the Lienholder is
granted in with post-petition replacement lien(s) and security
interests in property of the Debtor's estate. The Replacement Liens
will be recognized only to the extent of diminution in the value of
the Lienholder's prepetition collateral constituting cash
collateral resulting from the Debtor's use thereof in operation of
the Debtor's ongoing operations. The Replacement Lien will maintain
the same priority, validity, and enforceability as the Lienholder's
liens on their pre-petition collateral.
A copy of the motion is available at https://urlcurt.com/u?l=0KYcqn
from PacerMonitor.com.
About Allen & Handy Investments LLC
Allen & Handy Investments LLC owns a three-unit residential
property known and numbered as 84 Esmond Street, Dorchester,
Massachusetts. Based on a 2022 appraisal, the property is estimated
to be worth $1,040,000.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 22-10681) on May 17,
2022. In the petition signed by Peter Handy, manager, the Debtor
disclosed up to $1 million in both assets and liabilities.
Judge Janet E. Bostwick oversees the case.
Michael Van Dam, Esq., at Van Dam Law LLP is the Debtor's counsel.
AMERITRANS EXPRESS: Court OKs Cash Collateral Access Thru Nov 7
---------------------------------------------------------------
The U.S. Bankruptcy Court for the U.S. Bankruptcy Court for the
Eastern District of Virginia, Alexandria Division, authorized
Ameritrans Express, LLC to continue using cash collateral on an
interim basis in accordance with the budget, with a 5% variance
through November 7, 2023.
The Debtor requires the use of cash collateral to fund operations.
As adequate protection, EBF Holdings, LLC d/b/a Everest Business
Funding is granted a post-petition continuing replacement lien in
and to the post-petition collateral of the same types and of the
same validity, extent, and priority as held by EBF pre-petition.
Said lien is valid and perfected without need for further filing or
recordation. To the extent that the adequate protection granted to
EBF therein is insufficient, EBF will be entitled to priority under
11 U.S.C. Section 507(b).
A final hearing on the matter is set for November 7 at 11 a.m.
A copy of the order is available at https://urlcurt.com/u?l=B7tfKI
from PacerMonitor.com.
About Ameritrans Express
Ameritrans Express LLC is part of the general freight trucking
industry.
Ameritrans Express LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Va. Case No. 23-11055) on June 29,
2023. In the petition filed by Frederick Amankwaa, as owner, the
Debtor reports estimated assets between $10 million and $50 million
and estimated liabilities between $1 million and $10 million.
Judge Brian F. Kenney oversees the case.
The Debtor is represented by Jonathan B. Vivona, Esq. at VIVONA
PANDURANGI, PLC.
ANCHOR GLASS: $63.8MM Bank Debt Trades at 57% Discount
------------------------------------------------------
Participations in a syndicated loan under which Anchor Glass
Container Corp is a borrower were trading in the secondary market
around 43.4 cents-on-the-dollar during the week ended Friday,
September 29, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $63.8 million facility is a Term loan that is scheduled to
mature on June 7, 2026. The amount is fully drawn and
outstanding.
Anchor Glass Container Corporation manufactures containers. The
Company produces glass containers for the food, beverage, beer,
liquor, and consumer product industries.
ANCHOR GLASS: Apollo SFRFI Marks $1.5MM Loan at 22% Off
-------------------------------------------------------
Apollo Senior Floating Rate Fund Inc has marked its $1,570,174 loan
extended to Anchor Glass Container Corpto market at $1,224,736 or
78% of the outstanding amount, as of June 30, 2023, according to
Apollo Senior's Semi-Annual Report on Form N-CSRS for the period
ended June 30, 2023, filed with the Securities and Exchange
Commission.
Apollo Senior FRFI is a participant in a First Lien Incremental
Term Loan to Anchor Glass Container Corp. The loan accrues interest
at a rate of 10.21% (6M LIBOR + 5%, 1% Floor) per annum. The loan
matures on December 7, 2023.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Anchor Glass Container Corporation manufactures containers. The
Company produces glass containers for the food, beverage, beer,
liquor, and consumer product industries.
ANCHOR GLASS: Apollo Tactical Marks $1.4MM Loan at 22% Off
----------------------------------------------------------
Apollo Tactical Income Fund Inc has marked its $1,479,007 loan
extended to Anchor Glass Container Corp to market at $1,153, 625 or
78% of the outstanding amount, as of June 30, 2023, according to
Apollo Tactical's Semi-Annual Report on Form N-CSRS for the period
ended June 30, 2023, filed with the Securities and Exchange
Commission.
Apollo Tactical IFI is a participant in a First Lien Incremental
Term Loan to Anchor Glass Container Corp. The loan accrues interest
at a rate of 10.21% (6M LIBOR + 5%, 1% Floor) per annum. The loan
matures on December 7, 2023.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Anchor Glass Container Corporation manufactures containers. The
Company produces glass containers for the food, beverage, beer,
liquor, and consumer product industries.
ANCHOR GLASS: Apollo Tactical Marks $4.1MM Loan at 23% Off
----------------------------------------------------------
Apollo Tactical Income Fund Inc has marked its $4,134,818 loan
extended to Anchor Glass Container Corp to market at $3,190,260 or
77% of the outstanding amount, as of June 30, 2023, according to
Apollo Tactical's Semi-Annual Report on Form N-CSRS for the period
ended June 30, 2023, filed with the Securities and Exchange
Commission.
Apollo Tactical IFI is a participant in a First Lien Term Loan to
Anchor Glass Container Corp. The loan accrues interest at a rate of
8.04% (6M LIBOR + 2.75%, 1.00% Floor) per annum. The loan matures
on December 7, 2023.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Anchor Glass Container Corporation manufactures containers. The
Company produces glass containers for the food, beverage, beer,
liquor, and consumer product industries.
ANGI INC: S&P Alters Outlook to Positive, Affirms 'B' ICR
---------------------------------------------------------
S&P Global Ratings revised the outlook to positive and affirmed its
'B' issuer credit rating on Angi Inc.
The positive outlook indicates that S&P could raise its ratings on
Angi if the company is able to demonstrate a track record of
leverage below 6x and FOCF to debt above 5% on a sustained basis.
S&P said, "We expect Angi will gradually reduce its leverage and
improve cash flow over the next 12 months following multiyear
restructuring initiatives. We expect Angi will reduce its S&P
Global Ratings-adjusted gross leverage to 6x and improve its FOCF
to debt coverage to about 10% by the end of next year. This
compares to our expectations for the company to end the year with
leverage of about 8x and FOCF to debt of about 6%. In 2023, the
restructuring initiatives that have resulted in elevated leverage
and negative free cash flow generation over the past two years have
begun to wind down, which we believe will eventually lead to
sustained EBITDA growth." This includes a reduction in paid
marketing spending, following a period of elevated marketing
expenditures for the company's rebranding campaign, the exiting of
complex services and certain roofing markets due to either
low-margin or unprofitable contracts that has led to services
generating positive EBITDA and reduced losses in its roofing
business, as well as permanent workforce reductions.
Additionally, Angi has made a concentrated effort to refocus its
business on attracting and retaining higher-margin service
professionals (SPs), at the expense of giving up incremental
lower-margin revenue. Higher service professional retention leads
to significantly better margins, as the company can generate
incremental and recurring revenue without associated sales
expenditures. S&P expects these improvements to lead to meaningful
improvement in S&P Global Ratings-adjusted EBITDA (inclusive of
capitalized software development costs) to about $75 million in
2023 and $100 million in 2024 compared to negative $45 million in
2022.
Angi's advertising revenue remains exposed to macroeconomic risk.
Angi's performance is strongest in periods of favorable economic
conditions and growth given its advertising and services revenue
depends on consumer discretionary spending. S&P Global economists
expect a low growth environment for the remainder of 2023 and into
2024, which may limit the company's ongoing recovery. According to
the company, most of its revenue is tied to nondiscretionary
projects, which somewhat limits the impact of adverse economic
conditions; however the company still attributes weak macroeconomic
demand as a contributing factor in a 15% decline in its ads and
leads revenue through the first half of 2023 compared to 2022. S&P
believes if economic conditions deteriorate or stagnate beyond our
current expectations, the company's revenue and EBITDA generation
will likely be much weaker than our current forecast.
S&P said, "We believe IAC would provide a moderate level of credit
support to Angi in a stress scenario. We consider Angi to be
moderately strategic to parent company IAC Inc. given the parent's
significant ownership stake and investment in Angi, and its desire
to gain a market leadership position in the home services space.
IAC has historically encouraged its investments to be profitable
over time on a stand-alone basis. Therefore, we believe IAC would
provide a moderate degree of credit support to Angi in a stress
scenario because it has an economic incentive to preserve its
credit strength. To reflect this, we apply one notch of uplift to
our 'b-' stand-alone credit profile (SACP), arriving at our 'B'
issuer credit rating. Over the long term, we believe IAC will look
to expand Angi and could eventually spin it off as a separate
business.
"The positive outlook indicates that we could upgrade Angi if the
company is able to demonstrate a track record of leverage below 6x
and FOCF to debt above 5% on a sustained basis."
S&P could revise its outlook on Angi back to stable if it expects
the company will sustain leverage above 6x and FOCF to debt below
5%. This could occur:
-- Angi experiences declining consumer demand and service provider
adoption due to unfavorable macroeconomic conditions resulting in
lower revenue and higher marketing expenditures to bring in new
business; or
-- The company were to make unprofitable investments in new
offerings and services that ultimately generate low margins and
pressure EBITDA and cash flow.
S&P could raise its ratings on Angi if it is able to reduce
leverage below 6x and sustain FOCF to debt above 5%. This could
occur if:
-- The company is able to continue to grow its customer base
through increased organic traffic and less reliance on paid
marketing spending;
-- It continues to see growing retention from its higher-margin
service professionals; and
-- Angi further reduce costs by scaling back unprofitable services
and projects.
APEX NORTH: Property Sale Proceeds to Fund Plan Payments
--------------------------------------------------------
Apex North Broad, LLC, filed with the U.S. Bankruptcy Court for the
District of New Jersey a Combined Plan of Liquidation and
Disclosure Statement dated September 25, 2023.
The Debtor is a New Jersey limited liability company that exists
for the purpose of owning the Property.
The Mortgaged Premises consists of a two-story mixed-use building
under construction, containing three commercial units (two of which
are currently occupied) and approximately 15 residential units,
(all of which are, upon information and belief, still under
construction).
The Debtor defaulted under the Note and Mortgage to the Lender by,
among other things, failing to pay the entire debt due thereunder
on the Maturity Date. Thereafter, the Lender sought and on February
21, 2023, received a judgement of foreclosure (the "Foreclosure
Judgment"). The Foreclosure Judgment also ordered a sale of the
Property to satisfy the obligations due to the Lender. The
Sherriff's sale was originally scheduled for March 24, 2023 and was
continued to July 19, 2023. Prior to the scheduled sale, the Debtor
filed the Petition in this Case.
This is a Plan of Liquidation whereby the Debtor intends to sell
its only asset, real property located at 112- 122 North Broad
Street, Elizabeth, New Jersey (the "Property").
This Plan permits Apex to sell its property free and clear of all
liens, claims, and encumbrances. Secured creditors with liens
against the Property will be paid from the proceeds of the sale in
accordance with the priority of their valid liens. Pending receipt
of payment, Secured creditors liens shall attach to the proceeds of
sale in accordance with the priority of their valid liens.
In the Debtor's estimation, the value of the Property is sufficient
to pay all of the Debtor's Creditors in full through this Plan.
Class 3 consists of General Unsecured Claims. Payment to be made
from the net proceeds from the sale of the Property, after payment
of all Administrative Expenses, Class 1 and Class 2 Creditors. This
Class is impaired.
Class 4 consists of Equity Interest Holders. Apex's members shall
receive a distribution only after payment in full of all
Administrative Expenses and Creditors in Classes 1, 2 and 3. The
members will retain their equity interest for the purposes of
winding up the company under New Jersey Law.
The Plan will be funded by two means: (1) distribution of the
proceeds from the sale of the Property; and (2) distribution of the
balance of funds held by the Receiver after the sale of the
Property.
A full-text copy of the Combined Plan and Disclosure Statement
dated September 25, 2023 is available at
https://urlcurt.com/u?l=wuBEbj from PacerMonitor.com at no charge.
Debtor's Counsel:
Harry J. Giacometti, Esq.
FLASTER GREENBERG PC - Cherry Hill
1810 Chapel Ave West
Cherry Hill, NJ 08002
Tel: 856-661-1900
E-mail: harry.giacometti@flastergreenberg.com
About Apex North
Apex North Broad LLC, a Single Asset Real Estate (as defined in 11
U.S.C. Section 101(51B)), is a New Jersey limited liability company
that exists for the purpose of owning the Property.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D.N.J.
Case No. 23-16137) on July 19, 2023, with $10 million to $50
million in assets and $1 million to $10 million in liabilities.
Ephraim Diamond, chief restructuring officer, signed the petition.
Harry J. Giacometti, Esq., of FLASTER GREENBERG PC - Cherry Hill,
is the Debtor's Counsel.
API HOLDINGS III: $245MM Bank Debt Trades at 37% Discount
---------------------------------------------------------
Participations in a syndicated loan under which API Holdings III
Corp is a borrower were trading in the secondary market around 63.0
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $245 million facility is a Term loan that is scheduled to
mature on May 9, 2026. The amount is fully drawn and outstanding.
API Holdings III Corp., headquartered in Marlborough, Mass., is a
holding company whose main operating subsidiary is API Technologies
Corp. The company is a tier three or tier four supplier of radio
frequency (RF) and performance components and subsystems for the US
aerospace and defense industry. API is majority owned by affiliates
of AEA Investors.
ARCHBISHOP OF BALTIMORE: Case Summary & 20 Unsecured Creditors
--------------------------------------------------------------
Debtor: Roman Catholic Archbishop of Baltimore
320 Cathedral Street
Baltimore MD 21201
Business Description: The RCAB is a non-profit religious
institution that maintains its principal
place of business at 320 Cathedral Street,
Baltimore, Maryland 21201. Consistent with
Canon Law and Maryland law, the RCAB holds
property, including real property, as a
corporation sole for the purposes of
erecting churches, parsonages, burial
grounds, or schools according to the
discipline and government of the Roman
Catholic Church, with all such property to
be used only for such purposes.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
District of Maryland
Case No.: 23-16969
Debtor's Counsel: Catherine K. Hopkin, Esq.
YVS LAW, LLC
185 Admiral Cochrane Drive, Suite 130
Annapolis, MD 21401
Tel: 443-569-0788
Fax: 410-571-2798
Email: chopkin@yvslaw.com
- and -
Blake D. Roth, Esq.
Tyler N. Layne, Esq.
HOLLAND & KNIGHT LLP
511 Union Street, Suite 2700
Nashville, TN 37219
Tel: 615.244.6380
Fax: 615.244.6804
Email: blake.roth@hklaw.com
tyler.layne@hklaw.com
- and -
Philip T. Evans, Esq.
HOLLAND & KNIGHT LLP
800 17th Street, NW, Suite 1100
Washington, DC 20006
Tel: 202.457.7043
Email: philip.evans@hklaw.com
Debtor's
Financial &
Restructuring
Advisor: KEEGAN LINSCOTT & ASSOCIATES, PC
Debtor's
Claims,
Noticing &
Balloting
Agent: EPIQ CORPORATE RESTRUCTURING LLC
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $500 million to $1 billion
The petition was signed by William E. Lori, archbishop.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/HIPVFVQ/Roman_Catholic_Archbishop_of_Baltimore__mdbke-23-16969__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. U.S. Bancorp Community Guaranty Unknown
Development Corporation
c/o Stinson LLP; David Lutz
1299 Farnam Street, Ste. 1500
Omaha, NE 68102
Email: david.lutz@stinson.com
2. Harbor Community Fund XXI LLC Guaranty $17,292,916
c/o Ballard Spahr LLP
Attn: Molly R. Bryson, Esq.
1909 K Street NW, 12th Floor
Washington, DC 20006
Email: brysonm@ballardspahr.com
3. UACD Sub CDE 47 LLC Guaranty $6,917,166
c/o Dentons US LLP
Attn: Jennifer Simmons, Esq.
One Metropolitan Square, Ste. 3000
St. Louis, MO 63102
Email: jennifer.simmons@dentons.com
4. Survivor 577 Tort Unknown
c/o Clarkson Law Firm, P.C.
Attn: Tracey Cowan
95 3rd Street, 2nd Floor
San Francisco, CA 94103
Email: tcowan@clarksonlawfirm.com
5. Survivor 686 Tort Unknown
c/o Clarkson Law Firm P.C.
Attn: Tracey Cowan
95 3rd Street, 2nd Floor
San Francisco, CA 94103
Email: tcowan@clarksonlawfirm.com
6. Survivor 220 Tort Unknown
c/o Clarkson Law Firm P.C.
Attn: Tracey Cowan
95 3rd Street, 2nd Floor
San Francisco, CA 94103
Email: tcowan@clarksonlawfirm.com
7. Survivor 687 Tort Unknown
c/o The Cochran Firm
Attn: David E. Haynes
1666 K Street NW, Ste. 1150
Washington, DC 20006
Phone: (202) 682-5800
8. Survivor 688 Tort Unknown
c/o The Cochran Firm
Attn: David E. Haynes
1666 K Street NW, Ste. 1150
Washington, DC 20006
Phone: (202) 682-5800
9. Survivor 689 Tort Unknown
c/o The Cochran Firm
Attn: David E. Haynes
1666 K Street, NW Ste. 1150
Washington, DC 20006
Phone: (202) 682-5800
10. Survivor 29 Tort Unknown
c/o Smith, Gildea & Schmidt, LLC
Attn: Stephen J. Nolan
600 Washington Ave, Ste 200
Towson, MD 21204
Email: snolan@sgs-law.com
11. Survivor 89 Tort Unknown
c/o Law Office Mitchell Garabedian
100 State Street #6
Boston, MA 02109
Email: magarabedian@garabedianlaw.com
12. Survivor 138 Tort Unknown
c/o KBA Attorneys
Attn: Derek Brasloaw
336 S. Main Street
Bel Air, MD 21014
Email: derek@kbaattorneys.com
13. Survivor 46 Tort Unknown
c/o KBA Attorneys
Attn: Drek Braslow
336 S. Main Street
Bel Air, MD 21014
Email: derek@kbaatorneys.com
14. Survivor 690 Tort Unknown
c/o KBA Attorneys
Attn: Derek Braslow
336 S. Main Street
Bel Air, MD 21014
Email: derek@kbaatorneys.com
15. Survivor 429 Tort Unknown
c/o Kandel & Associates, P.A.
1001 N. Calvert Street
Baltimore, MD 21202
Email: kandelpa@erols.com
16. Survivor 645 Tort Unknown
c/o KBA Attorneys
Attn: Derek Braslow
336 S. Main Street
Bel Air, MD 21014
Email: derek@kbaatttorneys.com
17. Survivor 692 Tort Unknown
c/o Janet, Janet & Suggs, LLC
4 Reservoir Circle
Suite 200
Baltimore, MD 21208
Phone: (410) 653-3200
18. Survivor 693 Tort Unknown
c/o Janet, Janet & Suggs, LLC
4 Reservoir Circle
Suite 200
Baltimore, MD 21208
Phone: (410) 653-3200
19. Survivor 106 Tort Unknown
c/o Forester Haynie PLLC
Attn: Ashley M. Pileika
400 North St Paul St. Ste 700
Dallas, TX 75201
Email: matthew@foresterhaynie.com
20. Survivor 62 Tort Unknown
c/o Ask, LLP
Attn: Judie Saunders, Esq.
60 East 42nd Street, 46th Floor
New York, NK 10165
Email: jsaunders@askllp.com
ARUBA INVESTMENTS: Fitch Cuts LongTerm IDR to 'B-', Outlook Stable
------------------------------------------------------------------
Fitch Ratings has downgraded Aruba Investments, Inc.'s Long-Term
Issuer Default Rating (IDR) to 'B-' from 'B'. The Rating Outlook is
Stable. Concurrently, Fitch has withdrawn Aruba Investments, Inc.'s
'B-' Long-Term IDR.
Fitch has also assigned a 'B-' Long-Term IDR to Advancion Holdings,
LLC (Advancion; OpCo), the sole borrower under the first lien and
second lien credit facilities. The Rating Outlook is Stable. In
addition, Fitch has downgraded Advancion's existing Long-Term issue
ratings for its first lien senior secured revolver and term loans
to 'B+'/'RR2' from 'BB-/RR2', and its second lien term loan to
'CCC'/'RR6' from 'CCC+/RR6'.
Fitch has downgraded Advancion Sciences, Inc.'s (HoldCo; formally
Kobe US Midco 2, Inc.) Long-Term IDR to 'CCC+' from 'B-', and the
HoldCo PIK Toggle Notes' Long-Term issue rating to 'CCC-'/'RR6'
from 'CCC'/'RR6'. Advancion Sciences, Inc.'s Rating Outlook is
Stable.
The downgrade of the ratings reflects Fitch's expectations for
continued weakness in earnings over the medium term, which could
pressure the company's elevated EBITDA leverage profile, forecast
at above 8.0x through 2024. The downgrades also reflect the
company's reduced financial flexibility, exhibited by forecasts for
negative FCF and interest coverage of below 1.5x through 2024. The
rating is supported by Advancion's strong and stable EBITDA
margins, position as a sole-source supplier for the majority of its
revenue base, and adequate liquidity.
The Stable Outlooks reflect Fitch's expectations for EBITDA
interest coverage to steadily improve to 1.5x by 2025 and for
EBITDA leverage to decline over the medium term.
Fitch has withdrawn Aruba Investments, Inc.'s rating, a guarantor
under the first lien and second lien credit facilities, as the
entity is no longer relevant to the agency's coverage. Fitch has
re-allocated its existing ratings of the first lien and second lien
debt from Aruba Investments, Inc., to Advancion Holdings, LLC, the
borrower, and notes this action as a correction.
KEY RATING DRIVERS
Destocking, Low Demand Drive Weaker Performance: Advancion's
operating performance deteriorated beginning in 3Q 2022 and
persisted through 2Q 2023, as exemplified by yoy declines of
approximately 10% and 20% in YTD 2Q 2023 sales and Fitch-defined
EBITDA, respectively. Weaker earnings largely stemmed from low
sales volumes, driven by continued inventory destocking by end
customers within the biotech and industrials markets, coupled with
soft organic demand across regions and raw material cost inflation
throughout 2022.
Conversely, strong pricing amid recent declines in raw material
costs and some realized cost savings have supported profitability,
exhibited by EBITDA margins returning to approximately 40% in 2Q
2023.
While Fitch anticipates industry-wide destocking trends to ease in
the near term, and for continued reductions in raw material costs
to support EBITDA margins, continued softness in end market demand
is projected to keep EBITDA generation at around $170 million in
2024. Fitch's forecast assumes that demand conditions meaningfully
improve by 2025, resulting in EBITDA growing to above $200 million
by 2026.
Elevated Leverage: The 'B-' rating captures Fitch's expectations
for EBITDA leverage to remain significantly above 7.0x through the
forecast horizon, driven by a forecast period of muted EBITDA
growth and an elevated debt load stemming from the 2020
recapitalization, 2021 dividend recapitalization, and 2022
incremental term loan issuance to fund the acquisition of
Expression Systems, LLC. Fitch expects that any excess FCF
generation realized over the medium term is applied towards debt
reduction and in favor of material discretionary capex or M&A
spending.
Reduced Financial Flexibility: Fitch forecasts Advancion will
realize negative FCF of around $20 million annually in 2023 and
2024, after achieving consistent positive FCF generation from 2017
to 2021 and negative FCF in 2022. While working capital releases
are expected to provide cash flow, sluggish EBITDA generation and a
high cash interest burden of around $130 million annually are
expected to limit FCF through 2024, resulting in increasing
utilization under the revolver. Fitch's forecast assumes improved
market conditions lead to positive FCF generation in 2025 and
thereafter.
Further reducing the issuer's current financial flexibility is
EBITDA interest coverage forecast to remain below 1.5x through
2024, given current forward rates. Advancion is materially exposed
to the perceived elevated interest rate environment over the medium
term, notwithstanding some benefits from interest rate swaps, given
that 100% of total debt is floating rate. Fitch would likely take a
negative rating action upon expectations of EBITDA interest
coverage to remain below 1.5x on a sustained basis.
HoldCo PIK Toggle Note Considerations: Fitch's forecast anticipates
the $200 million in unsecured PIK Toggle notes issued by Advancion
Sciences, Inc. (HoldCo), the indirect parent holding company of the
borrower under the credit facilities, Advancion Holdings, LLC
(OpCo), switching from cash pay to payment-in-kind (PIK) in 2024.
This is driven by forecast liquidity at the OpCo being below the
minimum threshold, stemming from negative FCF and heightened
revolver utilization. A switch to PIK at the HoldCo's level would
support liquidity at the OpCo level, and have no impact on the
OpCo's leverage, given that the HoldCo notes exist outside of the
secured debt's borrowing group and lack guarantees.
The HoldCo notes have a pre-existing 'Pay if You Can' PIK Toggle
feature, whereby the issuer has the option to either cash-pay
interest at a rate of 9.25% per annum, or, in the event that cash
transfers from OpCo to make cash interest payments are
insufficient, HoldCo has the option to pay-in-kind the interest
due, at a rate of 10% per annum.
Distributions from the OpCo to the HoldCo for funding cash interest
payments under the HoldCo notes are subject to restricted payments
capacity under the 1st Lien Credit Agreement and a minimum pro
forma liquidity of $85 million plus adjustments. Fitch's ratings
case projects the OpCo exceeding the minimum liquidity threshold
for 2023, but being below threshold in 2024 and through the note's
maturity in 2026.
Manageable Upcoming Maturities: Advancion benefits from no upcoming
debt maturities until the first lien senior secured revolver in
November 2025. Fitch expects the company to successfully refinance
the revolver prior to maturity, supported by an improving trend in
EBITDA Leverage by the 2025 timeframe.
An increasing debt load at the HoldCo level resulting from a switch
to PIK would ultimately heighten the refinancing risk of the HoldCo
notes, which mature in November 2026. A refinancing of the HoldCo
notes that results in material new debt added to the OpCo's balance
sheet could result in a negative rating action. Advancion's first
lien secured term loans (approximately $1.0 billion currently
outstanding) mature in 2027, before the $345 million second lien
secured term loan matures in 2027.
Global Producer of Nitroalkanes: Advancion is the only global
commercial producer of nitroalkanes and the only manufacturer in
the world to use propane nitration technology, which can yield a
highly specialized nitroalkane derivate product portfolio. The
company benefits from being the sole supplier for products that
represent approximately 60% of its revenue.
The majority of Advancion's end markets are characterized by high
switching costs with Advancion's products comprising a small
percentage of end-product costs. Products are also frequently
essential ingredients in formulations and processes. This
contributes to the longevity of customer relationships. As a niche
producer in the additives industry, Advancion has significant scale
and technical expertise that present barriers to prospective
entrants.
Limited Input Price Risk: Advancion utilizes over 100 different raw
materials as inputs into its chemistries. The most prominent of
these are propane, ammonia, formaldehyde, hydrogen and natural gas.
Most of these inputs are directly or indirectly linked to natural
gas prices, as ammonia production uses natural gas, propane can be
a co-product of natural gas processing, and formaldehyde is indexed
to methanol, which is tied to natural gas.
Advancion's Sterlington, LA site is strategically located to take
advantage of raw material security through the abundance of U.S.
shale production in the region. While the company is most exposed
to rising raw materials, packaging and freight, the risks are
limited due to Advancion's value-based approach to pricing and its
demonstrated ability to push through price increases.
Parent Subsidiary Linkage Considerations: Advancion Sciences,
Inc.'s 'CCC+' Long-Term IDR is notched down by one to Advancion
Holdings, LLC's 'B-' Long-Term IDR to reflect Fitch's assessment of
porous access & control between the two entities, per Fitch's
"Parent and Subsidiary Linkage Criteria."
DERIVATION SUMMARY
In the 'B' rating category, Advancion compares well against rated
peers SK Mohawk (B-/Negative), ASP Unifrax (Alkegen; B/Stable) and
W. R. Grace (B+/Negative) in terms of EBITDA margin, interest
coverage and FCF generation in normal operating environments. It is
toward the lower end of the peer group in terms of size based on
revenue and at the top with SK Mohawk and Alkegen in terms of gross
leverage.
Advancion is significantly smaller than the peers. However,
Advancion's EBITDA margins typically in the mid-40% range far
exceed the peer group. Aruba's high EBITDA margins reflect its
products' barriers to entry and its customers' high switching
costs.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer:
- Sales growth is muted through 2024, driven by continued softness
in the industrials and consumer-oriented end markets, partially
offset by continued strong pricing. Demand conditions are projected
to meaningfully improve by 2025, resulting in moderate recoveries
in sales growth;
- EBITDA Margins are resilient at above 40% throughout the forecast
horizon, supported by continued strong pricing, lower raw material
costs and some realized cost savings;
- Capex spending remains around $45 million annually through 2024,
in order to preserve cash flow in an assumed adverse operating
environment. Capex increases to above $50 million thereafter as the
company resumes its life sciences capacity expansion at the
Sterlington, Louisiana facility;
- Revolver is refinanced prior to the 2025 maturity with similar
terms to existing.
KEY RECOVERY ASSUMPTIONS:
Going-Concern (GC) Approach
Fitch's recovery analysis uses a going concern approach and a $150
million going concern EBITDA. This going concern approximates a
bottom-cycle EBITDA in the stress case and reflects the resilience
Advancion has demonstrated through prior adverse operating
environments.
An enterprise value (EV) multiple of 7.0x is applied in Fitch's
recovery analysis. The 7.0x multiple is at the upper end within
Fitch's chemicals portfolio and is warranted to reflect its
relatively lower cash flow risk as demonstrated by its performance
during periods of poor operating conditions, strong EBITDA and FCF
margins and the inherent growth of its life sciences segment. The
7.0x multiple is also within the range of historical bankruptcy
case study exit multiples for peer companies, which ranged from 5x
to 8x, but above the median of 6x.
Fitch estimates the going concern EV to be approximately $1,050
million. This is greater than the liquidation value, which includes
the value of Advancion's IP discounted at 50%. After a 10%
adjustment for administrative claims, $945 million remains for
creditors.
With an assumed fully drawn $125 million revolving facility, $1,035
million in first lien term loan tranches and a $345 million second
lien term loan, the going concern EV approach results in a recovery
rating of 'B+'/'RR2' for the first lien facilities, a 'CCC'/'RR6'
for the second lien term loan, and a 'CCC-'/'RR6' for the HoldCo
notes.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Demonstrated prioritization of debt reduction over shareholder
distributions, leading to EBITDA Leverage approaching 6.5x;
- EBITDA Interest Coverage durably above 2.0x;
- Consistently positive FCF generation.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- EBITDA Interest Coverage sustained below 1.5x;
- Failure to successfully extend 2025 revolver maturity in a timely
manner;
- Sustained negative FCF generation and/or high utilization under
the revolver, signaling limited liquidity and a higher likelihood
of triggering the First Lien Net Leverage covenant under the first
lien credit agreement;
- A pattern of aggressive capital deployment including frequent or
outsized acquisitions and/or prioritization of shareholder
returns.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: Advancion's liquidity position has reduced to
approximately $100 million as of June 30, 2023, comprised of
approximately $12 million in cash and $88 million in availability
under the senior secured revolver. Fitch's forecast points to
negative FCF resulting in steadily increasing revolver utilization
through 2024. Fitch expects that any excess FCF generation realized
over the medium-term is applied towards reducing the revolver
balance.
Advancion is forecasted by Fitch to be below the minimum pro forma
liquidity threshold required for funding cash interest payments
under the HoldCo PIK Toggle Notes, leading the notes to switch to
PIK through its 2026 maturity. A switch to PIK at the HoldCo's
level would support liquidity at the OpCo level, in that the OpCo
would avoid the cash drain of around $19 million, and have no
impact to OpCo's leverage.
Advancion is materially exposed to the perceived elevated interest
rate environment over the medium-term, notwithstanding some
benefits from interest rate swaps, given that 100% of total debt is
floating rate. Fitch forecasts EBITDA Interest Coverage to remain
tight at below 1.5x through 2024.
ISSUER PROFILE
Advancion Holdings, LLC (d/b/a Advancion; formally ANGUS Chemical)
is a global specialty chemicals producer with a 70+ year track
record, operating in life sciences, personal care and industrial
specialties.
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
----------- ------ -------- -----
Advancion
Sciences, Inc. LT IDR CCC+ Downgrade B-
senior
unsecured LT CCC- Downgrade RR6 CCC
Aruba Investments,
Inc. LT IDR B- Downgrade B
LT IDR WD Withdrawn B-
Advancion
Holdings, LLC LT IDR B- New Rating
senior secured LT B+ Downgrade RR2 BB-
Senior Secured
2nd Lien LT CCC Downgrade RR6 CCC+
ASSOCIATED ASPHALT: S&P Downgrades ICR to 'CCC-', Watch Developing
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Associated
Asphalt Partners LLC (AA) to 'CCC-' from 'CCC'. The ratings remain
on CreditWatch with developing implications.
At the same time, S&P lowered its issue-level rating on the
company's senior secured term loan to 'CCC-' from 'CCC'. The '3'
(rounded estimate: 65%) recovery rating is unchanged.
The CreditWatch placement reflects the uncertainty around the
timing of AA addressing the upcoming maturities.
The downgrade reflects S&P's expectation that AA may face
difficulty refinancing the upcoming maturity of its ABL and its
TLB, which are due within six months. According to the credit
agreement, the ABL facility maturity accelerates to Dec. 7, 2023,
if the TLB is not refinanced by Oct. 5, 2023, at least six months
before its maturity date. In our view, the company will not have
sufficient liquidity to repay either loan upon maturity. As of Aug.
31, 2023, AA had approximately $882,000 cash on hand and about $126
million in outstanding borrowings on the $250 million ABL. The
company typically borrows from its ABL during the winter and repays
outstanding borrowings throughout the year.
The company announced that its financial sponsor, ArcLight Capital
Partners, is in the process of selling its ownership interest in
AA. S&P believes a sale could occur sometime over the next several
months. However, if ArcLight opts out of selling its interest in
AA, the company can pursue a refinancing before the maturity date.
At this time, the timing of either outcome is uncertain and subject
to market conditions. S&P continues to expect AA to generate strong
margins due to strong demand and a supportive commodity price
environment.
The CreditWatch developing reflects the uncertainty around the
timing of AA addressing the springing maturity of its ABL due Dec.
7, 2023, and its $350 million TLB due April 5, 2024. If the company
does not address the maturities, S&P could lower its rating within
90 days. Alternatively, if AA improves liquidity by completing a
refinancing in the next few months, S&P could raise our rating to
'B-'.
AA and its subsidiaries are primarily involved in the sale and
distribution of liquid asphalt to customers throughout U.S.
Petroleum Administration for Defense Districts I. The company is
the largest independent liquid asphalt terminalling, storage, and
distribution company in the U.S. AA owns or operates 30 terminals
and has nearly 5.5 million barrels of storage capacity and related
logistics infrastructure.
ASURION LLC: Apollo SFRFI Marks $3.8MM Loan at 16% Off
------------------------------------------------------
Apollo Senior Floating Rate Fund Inc has marked its $3,866,174 loan
extended to Asurion, LLC to market at $3,253,115 or 84% of the
outstanding amount, as of June 30, 2023, according to Apollo
Senior's Semi-Annual Report on Form N-CSRS for the period ended
June 30, 2023, filed with the Securities and Exchange Commission.
Apollo Senior FRFI is a participant in a Second Lien Term Loan B4
to Asurion, LLC. The loan accrues interest at a rate of 10.47% (1M
SOFR + 5.20%, 0.00% Floor) per annum. The loan matures on January
20, 2029.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Asurion, LLC is a privately held company based in Nashville,
Tennessee, that provides insurance for smartphones, tablets,
consumer electronics, appliances, satellite receivers and jewelry.
ASURION LLC: Apollo Tactical Marks $2.8MM Loan at 16% Off
---------------------------------------------------------
Apollo Tactical Income Fund Inc has marked its $2,885,398 loan
extended to Asurion LLC to market at $3,253,115 or 84% of the
outstanding amount, as of June 30, 2023, according to Apollo
Tactical's Semi-Annual Report on Form N-CSRS for the period ended
June 30, 2023, filed with the Securities and Exchange Commission.
Apollo Tactical IFI is a participant in a Second Lien Term Loan B4
to Asurion LLC. The loan accrues interest at a rate of 10.47% (1M
SOFR + 5.20%, 0.00% Floor) per annum. The loan matures on January
20, 2029.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Asurion, LLC is a privately held company based in Nashville,
Tennessee, that provides insurance for smartphones, tablets,
consumer electronics, appliances, satellite receivers and jewelry.
AT HOME GROUP: $600MM Bank Debt Trades at 53% Discount
------------------------------------------------------
Participations in a syndicated loan under which At Home Group Inc
is a borrower were trading in the secondary market around 46.6
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $600 million facility is a Term loan that is scheduled to
mature on July 23, 2028. The amount is fully drawn and
outstanding.
At Home Group Inc. owns and operates home decor stores. The Company
offers furniture, home furnishings, wall decor and decorative
accents, rugs, and housewares.
BAUSCH HEALTH: Apollo SFRFI Marks $4.5MM Loan at 24% Off
--------------------------------------------------------
Apollo Senior Floating Rate Fund Inc has marked its $4,564,825 loan
extended to Bausch Health Companies, Inc to market at $3,461,507 or
76% of the outstanding amount, as of June 30, 2023, according to
Apollo Senior's Semi-Annual Report on Form N-CSRS for the period
ended June 30, 2023, filed with the Securities and Exchange
Commission.
Apollo Senior FRFI is a participant in a First Lien Term Loan B to
Bausch Health Companies, Inc. The loan accrues interest at a rate
of 10.44% (1M SOFR + 5.25%, 0.50% Floor) per annum. The loan
matures on February 1, 2027.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Bausch Health Companies Inc develops drugs for unmet medical needs
in central nervous system disorders, eye health and
gastrointestinal diseases, as well as contact lenses, intraocular
lenses, ophthalmic surgical equipment, and aesthetic devices.
BELMONT TRADING: Court OKs Cash Collateral Access Thru Oct 27
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized Belmont Trading Co., Inc. to use the
cash collateral of Kassel Financing, LLC and the US Small Business
Administration on an interim basis in accordance with the budget,
through October 27, 2023.
As adequate protection, the Lenders are granted valid, binding,
enforceable and perfected replacement liens and security interests
in and on any of the Debtor's now owned Collateral or Collateral
acquired since the Petition Date, wherever located, to the same
extent validity and priority held by the Lenders prior to the
Petition Date and only to the extent of the diminution in the
amount of Lenders Cash Collateral used by the Debtor after the
Petition Date.
The Debtor is also directed to maintain insurance coverage on the
Collateral.
The Failure to maintain insurance coverage, pay taxes or otherwise
meet all requirements under the Order and failure to cure same
within 10 business days after notice may constitute an event of
default.
A status hearing on the matter is set for October 27 at 10 a.m.
A copy of the order is available at https://urlcurt.com/u?l=bW2HxC
from PacerMonitor.com.
About Belmont Trading Co., Inc.
Belmont Trading Co., Inc. offers full-service value recovery and
recycling services for mobile devices. The Debtor processes retired
mobile devices and remarket and resell them.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-12083) on September
12, 2023. In the petition signed by Igor Boguslavsky, president,
the Debtor disclosed $2,575,764 in assets and $15,773,104 in
liabilities.
Judge Janet S. Baer oversees the case.
O. Allan Fridman, Esq., at Law Office of Allan Fridman, represents
the Debtor as legal counsel.
BENTTREE CUSTOM: Jody Corrales Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 14 appointed Jody Corrales, Esq., at
Deconcini McDonald Yetwin & Lacy P.C. as Subchapter V Trustee for
Benttree Custom Homes, LLC.
Ms. Corrales will be paid an hourly fee of $375 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Corrales declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Jody A. Corrales
Deconcini McDonald Yetwin & Lacy P.C.
252 E. Broadway Blvd., Suite 200
Tucson, AZ 85716
Telephone: 520-322-5000
Fax: 520-322-5585
Email: jcorrales@dmyl.com
About Benttree Custom
Benttree Custom Homes, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No.
23-06350) on Sept. 12, 2023, with $100,001 to $500,000 in assets
and $500,001 to $1 million in liabilities.
Judge Brenda K. Martin oversees the case.
Thomas H. Allen, Esq., at Allen, Jones & Giles, PLC represents the
Debtor as legal counsel.
BLOCKFI INC: Seeks to Extend Plan Exclusivity to October 16
-----------------------------------------------------------
BlockFi Inc. and its affiliates ask the U.S. Bankruptcy Court for
the District of New Jersey to further extend their exclusive
periods to file a Chapter 11 plan and to solicit acceptances
thereof to October 16, 2023 and November 23, 2023, respectively.
Unless extended, the Debtors' exclusivity periods expire on
August 23, 2023 and September 30, 2023, respectively.
The Debtors stated that they have continued to make substantial
progress in their Chapter 11 cases since seeking their second
extension of exlusivity, including, among othe things:
(a) filing a proposed Plan and related Disclosure Statement,
(b) obtaining conditional approval of the Disclosure
Statement, solicitation materials, and confirmation
schedule,
(c) commencing solicitation of the Plan, and
(d) reaching a global settlement with the Committee that
clears the path towards confirmation.
The Debtors explained that the requested extension will ensure
that all stakeholders can thoroughly review and understand the
revised Plan and related Disclosure Statement to decide whether
to vote to accept or reject the Plan in an efficient, organized
fashion.
The Debtors claim that the extension complies with the Court's
previous directions and allows the Debtors, and all parties in
interest, to focus on solicitation and confirmation of solely one
Plan. The Debtors also pointed out that the requested extension
is supported by the Committee.
BlockFi Inc. and its affiliates are represented by:
Michael D. Sirota, Esq.
Warren A. Usatine, Esq.
COLE SCHOTZ P.C.
Court Plaza North, 25 Main Street
Hackensack, NJ 07601
Tel: (201) 489-3000
Email: msirota@coleschotz.com
wusatine@coleschotz.com
- and -
Joshua A. Sussberg, Esq.
Christine A. Okike, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212) 446-4800
Email: jsussberg@kirkland.com
christine.okike@kirkland.com
- and -
Richard S. Kanowitz, Esq.
Kenric D. Kattner, Esq.
HAYNES AND BOONE, LLP
30 Rockefeller Plaza, 26th Floor
New York, NY 10112
Tel: (212) 659-7300
Email: richard.kanowitz@haynesboone.com
kenric.kattner@haynesboone.com
About BlockFi Inc.
BlockFi is building a bridge between digital assets and
traditional financial and wealth management products to advance
the overall digital asset ecosystem for individual and
institutional investors.
BlockFi was founded in 2017 by Zac Prince and Flori Marquez and
in its early days had backing from influential Wall Street
investors like Mike Novogratz and, later on, Valar Ventures, a
Peter Thiel-backed venture fund as well as Winklevoss Capital,
among others. BlockFi made waves in 2019 when it began providing
interest-bearing accounts with returns paid in Bitcoin and Ether,
with its program attracting millions of dollars in deposits right
away.
BlockFi grew during the pandemic years and had offices in New
York, New Jersey, Singapore, Poland and Argentina.
BlockFi worked with FTX US after it took an $80 million hit from
the bad debt of crypto hedge fund Three Arrows Capital, which
imploded after the TerraUSD stablecoin wipeout in May 2022.
BlockFi had significant exposure to the companies founded by
former FTX Chief Executive Officer Sam Bankman-Fried. BlockFi
received a $400 million credit line from FTX US in an agreement
that also gave FTX the option to acquire BlockFi through a
bailout orchestrated by Bankman-Fried over the summer. BlockFi
also had collateralized loans to Alameda Research, the trading
firm co-founded by Bankman-Fried.
BlockFi is the latest crypto firm to seek bankruptcy amid a
prolonged slump in digital asset prices. Lenders Celsius Network
LLC and Voyager Digital Holdings Inc. also filed for court
protection this year. Kirkland & Ellis is also advising Celsius
and Voyager in their separate Chapter 11 cases.
BlockFi Inc. and eight affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361)
on Nov. 28, 2022. In the petitions signed by their chief
executive officer, Zachary Prince, the Debtors reported $1
billion to $10 billion in both assets and liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors taped Kirkland & Ellis and Haynes and Boone, LLP as
general bankruptcy counsels; Walkers (Bermuda) Limited as special
Bermuda counsel; Cole Schotz, P.C., as local counsel; Berkeley
Research Group, LLC as financial advisor; Moelis & Company as
investment banker; and Street Advisory Group, LLC, as strategic
and communications advisor. Kroll Restructuring Administration,
LLC, is the notice and claims agent.
BYJU'S ALPHA: $1.20BB Bank Debt Trades at 65% Discount
------------------------------------------------------
Participations in a syndicated loan under which BYJU's Alpha Inc is
a borrower were trading in the secondary market around 34.6
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $1.20 billion facility is a Term loan that is scheduled to
mature on November 24, 2026. About $1.18 billion of the loan is
withdrawn and outstanding.
Think & Learn Private Limited, doing business as Byju's, provides
online educational services.
CANO HEALTH: Sells Two Primary Care Centers in $66.7M Deal
----------------------------------------------------------
Cano Health, Inc. announced that it sold substantially all of the
assets associated with the operation of Cano Health's
senior-focused primary care centers in Texas and Nevada to
CenterWell Senior Primary Care. The total value of the transaction
to Cano Health is approximately $66.7 million, consisting of
approximately $35.4 million in cash paid at closing (of which
approximately $1.9 million was withheld for satisfaction of
potential indemnification claims), plus the release of certain
liabilities owed by Cano Health. As of Aug. 1, 2023, the primary
care centers in Texas and Nevada cared for approximately 15,200
members.
"We are excited to be taking one of our many planned steps in our
previously-announced strategy to gain greater efficiency by
refining our footprint and focusing on improving our operational
and medical cost performance across our Florida market," said Mark
Kent, chief executive officer of Cano Health. "The net cash
proceeds from this sale strengthen our balance sheet, allowing us
to continue executing on our plan and supporting our mission of
providing market-leading primary care. We appreciate CenterWell
recognizing the value that Cano Health created in Texas and Nevada
and look forward to them continuing to deliver high quality care
for our patients there."
Cano Health expects that the net cash proceeds from this
transaction will enable it to remain in compliance with the
covenants under its debt instruments at the end of Q3 2023,
including the financial maintenance covenant under the Credit
Suisse credit agreement. Following the transaction, Cano Health has
available liquidity consisting of approximately $109 million of
unrestricted cash. Cano Health intends to use approximately $80
million of such cash to repay a portion of its $120 million
revolving credit facility by the end of Q3 2023. This will enable
Cano Health to remain below the $42 million threshold drawn amount
and thus avoid being required to comply with the financial
maintenance covenant under its Credit Suisse credit agreement for
the testing period ending September 30, 2023. The remaining
balance will be available for general corporate purposes. The $80
million of planned repayments under the revolving credit facility
will remain available for future borrowings.
About Cano Health
Cano Health, Inc. (NYSE: CANO) -- canohealth.com -- is a primary
care-centric, technology-powered healthcare delivery and population
health management platform. Founded in 2009, with its headquarters
in Miami, Florida, Cano Health is transforming healthcare by
delivering primary care that measurably improves the health,
wellness, and quality of life of its patients and the communities
it serves through its primary care medical centers and supporting
affiliated providers.
Cano Health reported a net loss of $428.39 million in 2022, a net
loss of $116.74 million in 2021, a net loss of $71.06 million in
2020, and a net loss of $19.78 million in 2019.
Cano Health announced that on Sept. 5, 2023, it was notified by
NYSE Regulation Inc. that it is not in compliance with Section
802.01C of the NYSE Listed Company Manual because the average
closing stock price of a share of the Company's Class A common
stock was less than $1.00 per share over a consecutive 30
trading-day period.
* * *
As reported by the TCR on Aug. 17, 2023, S&P Global Ratings lowered
its issuer credit rating on Medicare Advantage-focused primary care
service provider Cano Health Inc. to 'CCC-' from 'B-'. S&P said,
"We based our negative outlook on our expectation for continued
weak operating performance and cash flow deficits. Given the
company's current liquidity position, we believe there is
heightened risk of a near-term default such as a bankruptcy filing,
debt restructuring, or missed interest payment."
CAPITAL KCS: Seeks 120-Day Extension to Plan Exclusivity
--------------------------------------------------------
Capital KCS, LLC asks the U.S. Bankruptcy Court for the Central
District of California to extend the period during which it has
the exclusive right to file a plan of reorganization and gain
acceptance of that plan for an additional 120 days.
Unless extended, the Debtor's exlusive filing period and
exclusive solicitation period expire on September 14, 2023 and
November 13, 2023, respectively.
The Debtor explained that although its assets consist primarily
of a single piece of property in the Arts District, its Plan
contemplates significant development of the property through a
sale and leaseback transaction and construction loan in the
approximate amount of $285 million.
The Debtor also stated that it filed its Plan proposing to pay
its creditors in full. The Debtor said, however, that it has
just begun discussing the terms of the Plan with its secured
creditors with the hope of reaching a consensual deal. The
Debtor explained that these negotiations could take a fair amount
of time, and that it would like to be able to have a full and
fair opportunity to negotiate with its creditors without the
threat of the expiration of exclusivity hanging over its head.
Capital KCS, LLC is represented by:
Matthew A. Lesnick, Esq.
Lisa R. Patel, Esq.
LESNICK PRINCE & PAPPAS LLP
315 W. Ninth Street, Suite 705
Los Angeles, CA 90015
Tel: (213) 493-6496
Email: matt@lesnickprince.com
lpatel@lesnickprince.com
About Capital KCS
Capital KCS, LLC, is a California limited liability company owned
100% by KCS Family Holdings LLC. Capital KCS filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 23-13029) on May 17, 2023.
LESNICK PRINCE & PAPPAS LLP is the Debtor's legal counsel.
CARESTREAM HEALTH: Apollo SFRFI Marks $116,773 Loan at 29% Off
--------------------------------------------------------------
Apollo Senior Floating Rate Fund Inc has marked its $116,773 loan
extended to Carestream Health, Inc to market at $382,325 or 71% of
the outstanding amount, as of June 30, 2023, according to Apollo
Senior's Semi-Annual Report on Form N-CSRS for the period ended
June 30, 2023, filed with the Securities and Exchange Commission.
Apollo Senior FRFI is a participant in a First Lien Term to
Carestream Health, Inc. The loan accrues interest at a rate of
12.84% Loan (3M SOFR + 7.50%, 1.00% Floor) per annum. The loan
matures on September 30, 2027.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Carestream Health, Inc., headquartered in Rochester, New York, is a
supplier of imaging and IT systems to the medical and dental
communities and to other markets.
CARING HANDS: Court OKs Cash Collateral Access Thru Nov 15
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Minnesota authorized
Caring Hands Home Care, Inc. to use cash collateral through
November 15, 2023 in accordance with its agreement with the
Internal Revenue Service.
As previously reported by the Troubled Company Reporter, the
Internal Revenue Service is the only secured creditor. The IRS
holds a secured claim with a value of $86,620. Notice of the
current federal tax liens were filed with the Minnesota Secretary
of State on September 19, 2022, November 18, 2022, January 9, 2022
and March 27, 2023.
Monthly gross revenues are projected to remain steady in the range
of $70,000 - $90,000, with accounts receivable 90 days or less to
remain in the current range. The cash flow projections show
operating results only, and do not include debt payments or
administrative expenses payable under a plan of reorganization.
As adequate protection for the use of cash collateral, the Debtor
will make payments to the IRS pursuant to 11 U.S.C. Section 361 in
the amount of $1,500 on the 15th day of October and November;
provided, however, the obligation to make adequate protection
payments will cease upon the Court's approval of the Debtor's plan
of reorganization. Payments will be applied as determined by the
Court's approved plan of reorganization.
The IRS is also granted replacement liens in the Debtor's
post-petition assets pursuant to 11 U.S.C. section 552. Said
replacement liens will be of the same priority, dignity, and effect
as current pre-petition liens of the IRS. Further, the Debtor
grants IRS replacement liens that are general liens under 26 U.S.C.
section 6321 and that attach to all property or rights to property
of the Debtor.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=zbN0zj from PacerMonitor.com.
The Debtor projects total expenses, on a monthly basis, as
follows:
$77,792 for September 2023;
$60,192 for October 2023;
$62,740 for November 2023; and
$46,000 for December 2023.
About Caring Hands Home Care, Inc.
Caring Hands Home Care, Inc., has operated a home health care
agency since 1994 and is licensed by the Minnesota Department of
Human Services.
Caring Hands Home Care sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 23-60214) on May 30,
2023.
In the petition signed by Gary Johnson, its president, the Debtor
disclosed up to $100,000 in assets and up to $500,000 in
liabilities.
Judge Michael E. Ridgway oversees the case.
Ahlgren Law Office, PLLC, represents the Debtor as legal counsel.
The Debtor previously filed a voluntary Chapter 11 bankruptcy
petition (Bankr. D. Minn. Case No. 17-60044) on Jan. 27, 2017. It
was represented by Erik A Ahlgren, Esq. -- erikahlgren@charter.net
-- at Ahlgren Law Office in the 2017 case.
CARNIVAL PLC: $823MM Bank Debt Trades at 23% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Carnival PLC is a
borrower were trading in the secondary market around 77.5
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $823 million facility is a Term loan that is scheduled to
mature on December 5, 2031. About $617 million of the loan is
withdrawn and outstanding.
Carnival PLC owns and operates cruise ships. The Company offers
cruise vacations in North America, Continental Europe, the United
Kingdom, South America, and Australia.
CASTLE US HOLDING: $295MM Bank Debt Trades at 21% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Castle US Holding
Corp is a borrower were trading in the secondary market around 79.1
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $295 million facility is a Term loan that is scheduled to
mature on January 29, 2027. The amount is fully drawn and
outstanding.
Castle US Holding Corporation provides database tools and software
to public relations and communications professionals.
CCS-CMGC HOLDINGS: $110MM Bank Debt Trades at 41% Discount
----------------------------------------------------------
Participations in a syndicated loan under which CCS-CMGC Holdings
Inc is a borrower were trading in the secondary market around 59.4
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $110 million facility is a Term loan that is scheduled to
mature on October 1, 2026. The amount is fully drawn and
outstanding.
CCS-CMGC Holdings, Inc. operates as a holding company. The Company,
through its subsidiaries, provides health care services.
CENTRAL OKLAHOMA: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Central Oklahoma United Methodist Retirement
Facility, Inc.
d/b/a Epworth Villa
14901 N. Pennsylvania Ave.
Oklahoma City, OK 73134-6071
Business Description: The Debtor is a locally owned not-for-profit
Life Plan Community serving senior adult
singles and couples ages 55 and above.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Western District of Oklahoma
Case No.: 23-12607
Debtor's Counsel: Sidney K. Swinson, Esq.
GABLE & GOTWALS
110 N. Elgin Avenue
Suite 200
Tulsa, OK 74120
Tel: (918) 595-4800
Email: sswinson@gablelaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $50 million to $100 million
The petition was signed by Ron Kelly as president and chief
operating officer.
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/YEGNTIY/Central_Oklahoma_United_Methodist__okwbke-23-12607__0003.0.pdf?mcid=tGE4TAMA
CENTURY AIR: Court OKs Cash Collateral Access on Final Basis
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Century Air Solutions, LLC to use cash
collateral on a final basis in accordance with the budget, with a
10% variance.
A search in the Texas Secretary of State shows that allegedly
secured positions is held by Community Bank of Texas, N.A.
As adequate protection for the use of cash collateral, all
creditors are granted replacement liens on all post-petition cash
collateral and post-petition acquired property to the same extent
and priority they possessed as of the Petition Date.
A copy of the order is available at https://urlcurt.com/u?l=Lq7C5a
from PacerMonitor.com.
About Century Air Solutions, LLC
Century Air Solutions, LLC provides heating, air condition
installation, repair and maintenance services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-33123) on August 17,
2023. In the petition signed by Phat Bui, manager, the Debtor
disclosed $523,162 in assets and $1,119,313 in liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Robert C. Lane, Esq., at THE LANE LAW FIRM, represents the Debtor
as legal counsel.
CHASE HOME 2023-1: Fitch Gives Final 'Bsf' Rating on Cl. B-5 Certs
------------------------------------------------------------------
Fitch Ratings has assigned final ratings to Chase Home Lending
Mortgage Trust 2023-1 (Chase 2023-1).
Entity/Debt Rating Prior
----------- ------ -----
Chase 2023-1
A-1 LT AAAsf New Rating AAA(EXP)sf
A-1-A LT AAAsf New Rating AAA(EXP)sf
A-1-X LT AAAsf New Rating AAA(EXP)sf
A-2 LT AAAsf New Rating AAA(EXP)sf
A-3 LT AAAsf New Rating AAA(EXP)sf
A-3-X LT AAAsf New Rating AAA(EXP)sf
A-4 LT AAAsf New Rating AAA(EXP)sf
A-4-A LT AAAsf New Rating AAA(EXP)sf
A-4-X LT AAAsf New Rating AAA(EXP)sf
A-5 LT AAAsf New Rating AAA(EXP)sf
A-5-A LT AAAsf New Rating AAA(EXP)sf
A-5-X LT AAAsf New Rating AAA(EXP)sf
A-6 LT AAAsf New Rating AAA(EXP)sf
A-6-A LT AAAsf New Rating AAA(EXP)sf
A-6-X LT AAAsf New Rating AAA(EXP)sf
A-X-1 LT AAAsf New Rating AAA(EXP)sf
B-1 LT AA-sf New Rating AA-(EXP)sf
B-2 LT A-sf New Rating A-(EXP)sf
B-3 LT BBB-sf New Rating BBB-(EXP)sf
B-4 LT BB-sf New Rating BB-(EXP)sf
B-5 LT Bsf New Rating B(EXP)sf
B-6 LT NRsf New Rating NR(EXP)sf
TRANSACTION SUMMARY
Fitch has assigned final ratings to the residential mortgage-backed
certificates issued by Chase Home Lending Mortgage Trust 2023-1
(Chase 2023-1) as indicated above. The certificates are supported
by 356 loans with a total balance of approximately $401.03 million
as of the cutoff date.
The pool consists of prime-quality fixed-rate mortgages solely
originated by JPMorgan Chase Bank, National Association (Chase).
The loan-level representations and warranties are provided by the
originator, Chase. All of the mortgage loans in the pool will be
serviced by Chase.
All of the loans qualify as safe-harbor qualified mortgage (SHQM)
average prime offer rate (APOR). There is no exposure to LIBOR in
this transaction. The collateral comprises 100% fixed-rate loans,
and the certificates are fixed rate and capped at the net weighted
average coupon (WAC) or based on the net WAC.
KEY RATING DRIVERS
Updated Sustainable Home Prices (Negative): Due to Fitch's updated
view on sustainable home prices, Fitch views the home price values
of this pool as 7.8% above a long-term sustainable level (versus
7.6% on a national level as of 1Q23, down 0.2% since last quarter).
The rapid gain in home prices through the pandemic has seen signs
of moderating with a decline observed in 3Q22. Driven by the strong
gains seen in 1H22, home prices declined -0.2% yoy nationally, as
of April 2023.
High Quality Mortgage Pool (Positive): The pool consists of
high-quality, fixed-rate, fully amortizing prime-quality loans with
maturities of 30 years. All of the loans qualify as SHQM APOR. The
loans were made to borrowers with strong credit profiles,
relatively low leverage and large liquid reserves.
The loans are seasoned at an average of nine months, according to
Fitch (seven months per the transaction documents). The pool has a
WA original FICO score of 763, as determined by Fitch, which is
indicative of very high credit quality borrowers. Approximately
70.4% of the loans, as determined by Fitch, have a borrower with an
original FICO score equal to or above 750.
In addition, the original WA combined loan-to-value (CLTV) ratio of
76.7%, translating to a sustainable LTV ratio of 81.9%, represents
moderate borrower equity in the property and reduced default risk
compared with a borrower with a CLTV over 80%. Nonconforming loans
comprise 100.0% of the pool. All of the loans are designated as QM
loans, with 100.0% of the pool originated by correspondent
channel.
Of the pool, 100.0% comprises loans where the borrower maintains a
primary or secondary residence. Single-family homes, planned unit
developments, and single-family attached dwellings constitute 96.0%
of the pool; condominiums, site condos, and coops make up 3.7%; and
multifamily homes make up 0.3%. The pool consists of loans with the
following loan purposes, as determined by Fitch: purchases (94.7%),
cashout refinances (1.6%) and rate-term refinances (3.6%). Fitch
views favorably that there are no loans to investment properties,
and the majority of the mortgages are purchases.
A total of 197 loans in the pool are over $1.0 million, and the
largest loan is around $2.83 million.
Of the pool, 23.0% is concentrated in California. The largest MSA
concentration is in the Seattle-Tacoma-Bellevue, WA MSA (10.0%),
followed by the Los Angeles-Long Beach-Santa Ana, CA MSA (5.3%) and
the Denver-Aurora, CO MSA (5.1%). The top three MSAs account for
20% of the pool.
As a result, there was no probability of default (PD) penalty
applied for geographic concentration.
Shifting-Interest Structure with Full Advancing (Mixed): The
mortgage cash flow and loss allocation are based on a
senior-subordinate, shifting-interest structure whereby the
subordinate classes receive only scheduled principal and are locked
out from receiving unscheduled principal or prepayments for five
years. The lockout feature helps to maintain subordination for a
longer period should losses occur later in the life of the
transaction. The applicable credit support percentage feature
redirects subordinate principal to classes of higher seniority if
specified credit enhancement (CE) levels are not maintained.
The servicer will provide full advancing for the life of the
transaction. The servicer is expected to advance delinquent P&I on
loans that entered into a pandemic-related forbearance plan.
Although full P&I advancing will provide liquidity to the
certificates, it will also increase the loan-level loss severity
(LS) since the servicer looks to recoup P&I advances from
liquidation proceeds, which results in less recoveries. There is no
master servicer for this transaction. U.S. Bank Trust National
Association (A+/F1) is the trustee who will advance as needed until
a replacement servicer can be found. The trustee is the ultimate
advancing party.
CE Floor (Positive): A CE or senior subordination floor of 2.00%
has been considered to mitigate potential tail-end risk and loss
exposure for senior tranches as the pool size declines and
performance volatility increases due to adverse loan selection and
small loan count concentration. Additionally, a junior
subordination floor of 1.10% has been considered to mitigate
potential tail-end risk and loss exposure for subordinate tranches
as the pool size declines and performance volatility increases due
to adverse loan selection and small loan count concentration.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper market value declines (MVDs) than
assumed at the MSA level. Sensitivity analyses was conducted at the
state and national levels to assess the effect of higher MVDs for
the subject pool as well as lower MVDs, illustrated by a gain in
home prices.
This defined negative rating sensitivity analysis demonstrates how
the ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10.0%, 20.0% and 30.0% in addition to the
model-projected 40.1% at 'AAA'. The analysis indicates that there
is some potential rating migration with higher MVDs for all rated
classes, compared with the model projection. Specifically, a 10%
additional decline in home prices would lower all rated classes by
one full category.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch incorporates a sensitivity analysis to demonstrate how the
ratings would react to steeper MVDs than assumed at the MSA level.
Sensitivity analyses was conducted at the state and national levels
to assess the effect of higher MVDs for the subject pool as well as
lower MVDs, illustrated by a gain in home prices.
This defined positive rating sensitivity analysis demonstrates how
the ratings would react to positive home price growth of 10% with
no assumed overvaluation. Excluding the senior class, which is
already rated 'AAAsf', the analysis indicates there is potential
positive rating migration for all of the rated classes.
Specifically, a 10% gain in home prices would result in a full
category upgrade for the rated class excluding those being assigned
ratings of 'AAAsf'.
This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modeling process uses the modification of
these variables to reflect asset performance in up and down
environments. The results should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.
DATA ADEQUACY
Fitch relied on an independent third-party due diligence review
performed on 100% of the pool. The third-party due diligence was
generally consistent with Fitch's "U.S. RMBS Rating Criteria."
Digital Risk was engaged to perform the review. Loans reviewed
under this engagement were given compliance, credit and valuation
grades and assigned initial grades for each subcategory. Minimal
exceptions and waivers were noted in the due diligence reports.
Refer to the "Third-Party Due Diligence" section for more detail.
Fitch also utilized data files provided by the issuer on its SEC
Rule 17g-5 designated website. Fitch received loan level
information based on the ResiPLS data layout format, and the data
provided was considered comprehensive. The data contained in the
ResiPLS layout data tape were reviewed by the due diligence
companies, and no material discrepancies were noted.
ESG CONSIDERATIONS
Chase 2023-1 has an ESG Relevance Score of '4' [+] for Transaction
Parties and Operational Risk. Operational risk is well controlled
for in Chase 2023-1, including strong transaction due diligence,
the entirety of the pool is originated by an 'Above Average'
originator, and the entirety of the pool is serviced by an 'RPS1-'
servicer. All of these attributes result in a reduction in expected
losses. This has a positive impact on the transaction's credit
profile and is relevant to the ratings in conjunction with other
factors.
Although this transaction has loans purchased in connection with
the sponsor's Elevate Diversity and Inclusion program or the
sponsor's Clean Energy program, Fitch did not take these programs
into consideration when assigning an ESG Relevance Score, as the
programs did not directly affect the expected losses assigned or
were not relevant to the rating, in Fitch's view.
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.
CLARK N SON: Case Summary & Five Unsecured Creditors
----------------------------------------------------
Debtor: Clark N Son Transportation Inc.
2871 Farrisview Boulevard, Suite 5
Memphis, TN 38118
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Western District of Tennessee
Case No.: 23-24830
Judge: Hon. Jennie D. Latta
Debtor's Counsel: Bo Luxman, Esq.
LUXMAN LAW FIRM
44 N. 2nd Street, Suite 1004
Memphis, TN 38103
Tel: (901) 526-7770
Fax: (901) 526-7957
Email: Bo@luxmanlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tyrone Clark Jr. as president and
operations manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/NQQV7UQ/Clark_N_Son_Transportation_Inc__tnwbke-23-24830__0001.0.pdf?mcid=tGE4TAMA
CONNER CREEK: Seeks Cash Collateral Access
------------------------------------------
Corner Creek Center LLC asks the U.S. Bankruptcy Court for the
Eastern District of Michigan, Southern Division, for authority to
use cash collateral and provide adequate protection.
The Debtor requires the use of cash collateral to fund debt service
and pay ordinary and necessary costs and expenses.
During the first three months of the case, the Debtor projects that
it will need to spend $599,088. The Debtor projects that it will
need to spend $205,258 in the first 30 days to avoid immediate and
irreparable harm.
The Debtor is indebted to the following secured creditors and are
secured by the following:
A. Conner Lender LLC-Secured lien on all assets of the Debtor
including the real estate located at 4777 East Outer Drive,
Detroit, Mi 48234. The value of the real estate per an appraisal in
2020 is approximately $10 million. The approximate debt to Conner
Lender is approximately $1.250 million.
B. U.S. Small Business Administration-Secured lien on all personal
property of the Debtor in the amount of $149,900
C. Corporation Service Company-Secured lien on all personal
property of the Debtor.
The Debtor consists of multiple buildings constructed and renovated
in phases from 1950 to 1974, with major interior renovations
completed as recently as 2014. The Debtor's source of revenue
consists of the rent payments from the operating companies. The
largest tenant is Conner Creek Life Solutions. Life Solutions has
shifted its focus to the urgent demand for inpatient Substance Use
Disorder. Life Solutions has obtained a contract from Detroit Wayne
Integrated Health Network. Further, Life Solutions was one of only
5 Wayne County vendors awarded a jail diversion contract.
As adequate protection, Conner Lender, SBA, and CSC will be granted
replacement liens and security interests on all further accounts
receivable, cash and deposit accounts in the same priority,
validity and extent that the Debtor's interest in the cash
collateral existed as of the Petition Date.
The replacement liens will have the same priority and validity as
Conner Lender, SBA, and CSC respective pre-petition security
interests and liens.
A copy of the Debtor's motion and budget is available at
https://urlcurt.com/u?l=HmgVui from PacerMonitor.com.
The Debtor projects total operating expenses, on a monthly basis,
as follows:
$170,579 for October 2023;
$163,629 for November 2023; and
161,629 for December 2023.
About Corner Creek Center LLC
Corner Creek Center LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-48356) on
September 22, 2023. In the petition signed by Andrew McLemore,
managing member, the Debtor disclosed up to $50,000 in assets and
up to $10 million in liabilities.
Judge Thomas J. Tucker oversees the case.
Scott M. Kwiatkowski, Esq., at Goldstein Bershad & Fried PC,
represents the Debtor as legal counsel.
COOKEVILLE PLATINUM: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Six affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Cookeville Platinum, LLC 23-03589
d/b/a Holiday Inn Express Hotel & Suites
1228 Bunker Hill Road
Cookeville, TN 38506
Murfreesboro Platinum, LLC 23-03599
d/b/a Fairfield Inn & Suites
175 Chaffin PL
Murfreesboro, TN 37129
Lebanon Platinum, LLC 23-03592
d/b/a Hampton Inn & Suites
1065 Franklin Road
Lebanon, TN 37090
Destin Platinum, LLC 23-03596
d/b/a Voco Hotel & Suites
10861 US-98
Miramar Beach, FL 32550
Platinum Gateway II, LLC 23-03597
d/b/a Holiday Inn Express Central
165 Chaffin PL
Murfreesboro, TN 37129
VMV, LLC 23-03598
d/b/a Hampton Inn Huston Bayton
7211 Garth Road
Baytown, TX 77521
Business Description: The Debtors are Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Middle District of Tennessee
Judge: Hon. Charles M. Walker
Debtors' Counsel: Steven L. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ
908 Harpeth Valley Place
Nashville, TN 37221
Phone: 615-256-8300
Email: slefkovitz@lefkovitz.com
Cookeville Platinum's
Estimated Assets: $0 to $50,000
Cookeville Platinum's
Estimated Liabilities: $1 million to $10 million
Murfreesboro's
Estimated Assets: $0 to $50,000
Murfreesboro's
Estimated Liabilities: $100,000 to $500,000
Lebanon Platinum's
Estimated Assets: $0 to $50,000
Lebanon Platinum's
Estimated Liabilities: $1 million to $10 million
Destin Platinum's
Estimated Assets: $0 to $50,000
Destin Platinum's
Estimated Liabilities: $100,000 to $500,000
Platinum Gateway's
Estimated Assets: $0 to $50,000
Platinum Gateway's
Estimated Liabilities: $100,000 to $500,000
VMV, LLC's
Estimated Assets: $0 to $50,000
VMV, LLC's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Mitch Patel as manager of LLC.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' 20 largest unsecured creditors are available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/STHGPHY/COOKEVILLE_PLATINUM_LLC__tnmbke-23-03589__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/MMK32WQ/MURFREESBORO_PLATINUM_LLC__tnmbke-23-03599__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/NV6RK7A/LEBANON_PLATINUM_LLC__tnmbke-23-03592__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/SC5YUPI/DESTIN_PLATINUM_LLC__tnmbke-23-03596__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/PQHTI3Y/PLATINUM_GATEWAY_II_LLC__tnmbke-23-03597__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/PCSN5PA/VMV_LLC__tnmbke-23-03598__0001.0.pdf?mcid=tGE4TAMA
COTTLE CHRISTI: Plan Deadline Extended to October 15
----------------------------------------------------
Judge David L. Bissett of the U.S. Bankruptcy Court for the
Northern District of West Virginia extended the time within which
Cottle Christi L, LLC is allowed to file its reorganization plan
until October 15, 2023.
The Debtor has stated that additional accounting information is
necessary in order to allow creditors to make an informed
judgment about the feasibility of a plan and whether the plan is
fair and equitable.
Cottle Christi L, LLC is represented by:
Joseph W. Caldwell, Esq.
CALDWELL & RIFFEE, PLLC
3818 MacCorkle Avenue, SE
P.O. Box 4427
Charleston, WV 25364
Tel: (304) 925-2100
Email: jcaldwell@caldwellandriffee.com
About Cottle Christi L, LLC
Cottle Christi L, LLC filed a petition under Chapter 11,
Subchapter
V of the Bankruptcy Code (Bankr. N.D. W.Va. Case No. 23-00295) on
June 16, 2023, with $1 million to $10 million in both assets and
liabilities. Christi L. Walls, owner and managing member, signed
the petition.
Joseph W. Caldwell, Esq., at Caldwell & Riffee is the Debtor's
legal counsel.
CPC ACQUISITION: $225MM Bank Debt Trades at 46% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Cpc Acquisition
Corp is a borrower were trading in the secondary market around 53.8
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $225 million facility is a Term loan that is scheduled to
mature on December 29, 2028. The amount is fully drawn and
outstanding.
PC Acquisition Corp is in the chemicals industry.
DA VINCI DENTAL: Court OKs Cash Collateral Access Thru Oct 27
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized Da Vinci Dental, Ltd. to use the cash
collateral of of Five Star Bank and the US Small Business
Administration, Business Backer LLC and Forward Financing on an
interim basis in accordance with the budget.
The Debtor requires the use of cash collateral to pay actual,
ordinary and necessary operating expenses for the purposes and up
to the amounts set forth in the budget.
As of the Petition Date, the Debtor and the Lenders were parties to
certain loan agreements.
Pursuant to the Loan Documents, the Debtor granted Five Star Bank
and the US Small Business Administration, a perfected first
priority security interest in the Debtor's collateral.
Business Backer LLC and Forward Financing may have a security
interest in the Debtor's receivables.
As adequate protection, the Lenders are granted valid, binding,
enforceable and perfected replacement liens and security interests
to the same extent the Lenders had prior to the petition date.
The Debtor will maintain insurance coverage on the Collateral.
The Failure to maintain insurance coverage, pay taxes or otherwise
meet all requirements under the Order and failure to cure same
within 10 business days after notice may constitute an event of
default.
A further hearing on the matter is set for October 24 at 10 a.m.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=FJr6yN from PacerMonitor.com.
The Debtor projects $46,500 in total sales and $45,741 in total
expenses for one month.
About Da Vinci Dental, Ltd.
Da Vinci Dental, Ltd. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-12085) on
September 12, 2023.
In the petition signed by James Ojjeh, president, the Debtor
disclosed up to $100,000 in assets and up to $500,000 in
liabilities.
Judge Donald R Cassling oversees the case.
O. Allan Fridman, Esq., at Law Office of Allan Fridman, represents
the Debtor as legal counsel.
DA VINCI DENTAL: Robert Handler Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 11 appointed Robert Handler of
Commercial Recovery Associates, LLC as Subchapter V trustee for Da
Vinci Dental, Ltd.
Mr. Handler will be paid an hourly fee of $450 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Handler declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Robert P. Handler
Commercial Recovery Associates, LLC
205 West Wacker Drive, Suite 918
Chicago, IL 60606
Tel. (312) 845-5001 x221
Email: rhandler@com-rec.com
About Da Vinci Dental
Da Vinci Dental, Ltd. filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-12085) on
Sept. 12, 2023, with up to $100,000 in assets and up to $500,000 in
liabilities. James Ojjeh, president, signed the petition.
Judge Donald R. Cassling oversees the case.
O. Allan Fridman, Esq., at the Law Office of Allan Fridman,
represents the Debtor as bankruptcy counsel.
DELDOR WELLNESS: May Use $60,280 of Cash Collateral
---------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey, Newark
Vicinage, authorized Deldor Wellness, Inc. to use cash collateral
on final basis in accordance with the budget, up to the aggregate
amount of $60,280.
The Debtor requires immediate authority to use cash collateral to
continue its business operations without interruption toward the
objective of formulating an effective plan of reorganization.
Amerifi Capital LLC has asserted a secured claim against the Debtor
in the approximate amount of $38,761 as of the Petition Date.
The Secured Creditor holds or may hold a properly perfected lien on
the Debtor's personal property (including proceeds) at the
commencement of the case, including the Debtor's accounts,
inventory and other collateral which is or may result in cash
collateral.
The Debtor is authorized to use cash collateral to meet the
ordinary cash needs of the Debtor (and for such other purposes as
may be approved in writing by the Secured Creditor) for the payment
of actual expenses necessary to (a) maintain and preserve its
assets, and (b) continue operation of its business, including
payroll and payroll taxes, and insurance expenses as reflected in
the cash collateral budget.
As adequate protection, the Secured Creditor is granted a
replacement perfected security interest under 11 U.S.C. Section
361(2) to the extent the Secured Creditor's cash collateral is used
by the Debtor.
The replacement lien and security interest granted is automatically
deemed perfected upon entry of the Order without the necessity of
the Secured Creditor taking possession, filing financing
statements, mortgages or other documents.
The Debtor will provide monthly periodic adequate protection
payments to Secured Creditor in the amount of $275, and monthly
accountings to the Secured Creditor setting forth the cash receipts
and disbursements made by the Debtor under the Order.
A copy of the order is available at https://urlcurt.com/u?l=PrhEpH
from PacerMonitor.com.
About Deldor Wellness, Inc.
Deldor Wellness, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 23-17422) on August
25, 2023. In the petition, the Debtor disclosed up to $50,000 in
assets and up to $1 million in liabilities.
Judge Rosemary Gambardella oversees the case.
Brian G. Hannon, Esq., at Norgaard, O'Boyle & Hannon, represents
the Debtor as legal counsel.
DIGITAL MEDIA: $225MM Bank Debt Trades at 31% Discount
------------------------------------------------------
Participations in a syndicated loan under which Digital Media
Solutions LLC is a borrower were trading in the secondary market
around 69.0 cents-on-the-dollar during the week ended Friday,
September 29, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $225 million facility is a Term loan that is scheduled to
mature on May 25, 2026. About $219.9 million of the loan is
withdrawn and outstanding.
Headquartered in Clearwater, Florida, Digital Media Solutions, Inc.
is a provider of data-driven, technology-enabled digital
performance advertising solutions connecting consumers and
advertisers within the auto, home, health, and life insurance, plus
a long list of top consumer verticals.
DIVERSE CONSTRUCTION: Seeks Cash Collateral Access
--------------------------------------------------
Diverse Construction Group, LLC asks the U.S. Bankruptcy Court for
the Western District of Texas, San Antonio Division, for authority
to use cash collateral and provide adequate protection.
The Debtor requires the use of cash collateral to make payments on,
among other things, taxes, rentals, vehicles, insurance, licenses
and permits, legal fees, payroll, payroll expenses, utility
charges, travel/entertainment and the costs of supplies used in the
operation of the business.
Certain merchant lenders (Chrome Capital, Cloud Fund and
Knightsbridge Funding -- whose combined claims are approximately
$100,000) may hold pre-petition liens on the Debtor's accounts
receivable. The Debtor values its collectible accounts receivable
in the minimum amount of $500,000, which more than adequately
protects the interests of such merchant lenders who may have valid
liens. The Debtor continues its evaluation to determine if any of
the above listed merchant lenders have perfected liens against the
Debtor's accounts receivable.
Any merchant lender with a valid perfected security interest in the
Debtor's accounts receivable would be granted a replacement lien in
the Debtor's post-petition accounts receivable. There appear to be
several UCC liens filed by what appear to be merchant lenders. The
Debtor cannot verify if the UCC filings relate to any of the above
merchant lenders or if such claims have been paid in full and/or no
longer have valid claims against the Debtor's accounts receivable.
However, the Debtor has not heard from Chrome Capital and Cloud
Fund for more than one year. The Debtor did recently receives a
call from Knightsbridge Funding and is looking into that claim.
The Debtor proposes to provide adequate protection to creditors who
are determined to hold valid liens in the Debtor's accounts
receivable to the extent required by the Court, in the form of
replacement liens in future accounts receivable generated from the
Debtor's post-petition operations.
A copy of the motion and the Debtor's budget is available at
https://urlcurt.com/u?l=MVq4wY from PacerMonitor.com.
The Debtor projects $250,000 in total income and $209,700 in total
expenses.
About Diverse Construction Group, LLC
Diverse Construction Group, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-51281) on
September 26, 2023. In the petition signed by Dario Hernandez,
owner/member, the Debtor disclosed up to $10 million in assets and
up to $1 million in liabilities.
Judge Craig A. Gargotta oversees the case.
William R. Davis, Jr., Esq., at Langley & Banack, Inc., represents
the Debtor as legal counsel.
DIVERSIFIED POWER: Operating Revenue to Fund Plan
-------------------------------------------------
Diversified Power Systems, Inc., filed with the U.S. Bankruptcy
Court for the Northern District of Texas a Plan of Reorganization
under Subchapter V dated September 25, 2023.
The Debtor was founded on July 1, 2004 by its President, William R.
Bertrand. The Debtor's main focus of business has to do with
industrial generators.
Over the past several years, Mr. Bertrand has built the Debtor into
a thriving and profitable business. Unfortunately, in the spring of
2017 Mr. Bertrand, who is the president and primary person involved
in building this business, was diagnosed with liver cancer. This
caused family members, specifically Mr. Bertrand's wife ("Ms.
Bertrand") to come in and take over operations of the family
business.
Finally, after almost losing his life to COVID19, Mr. Bertrand
finally was released from the hospital. Mr. Bertrand is on the road
to recovery and will soon be able to retake over the operations of
the Debtor. With Mr. and Ms. Bertrand working together, the Debtor
believes that it will be able to perform its obligations under the
proposed Chapter 11 Plan and regain its profitability.
Under the liquidation analysis, Priority Claimants would not
receive 100% of their Claims in a Chapter 7 case. Under this Plan,
however, Priority Claimants will receive a total of 100% of their
allowed claim.
Class 2 consists of Allowed Priority Unsecured Claims:
* Allowed Priority Internal Revenue Service ("IRS") are
impaired and shall be satisfied as follows: the Allowed amount of
the Priority IRS claim shall be paid in full over a period of 60
months from the date of the petition, with interest from the date
of the petition of 4% per annum in equal monthly installments
commencing thirty days from the Effective Date of the Plan. IRS's
Secured and Priority Claim amounts to $609,607.60 as of the date of
the petition, however, this amount includes estimated taxes as a
result of Debtor's failure to timely file tax returns. All tax
returns shall be filed by the Debtor within sixty days from
confirmation of the Plan. After all returns are filed and processed
by the IRS, IRS shall file an amendment to the proof of claim and
such amount shall be satisfied.
* The Texas Comptroller of Public Accounts for Franchise Tax
has filed a priority claim in the amount of $3,372.43. This claim
will be paid over 60 months, from the anniversary of the petition
date, beginning on the 15th day of the first month after
confirmation of the plan and continue on the 15th day of each month
thereafter until the Priority Franchise Claim, plus any accrued
interest, is paid in full, but in no event shall payments exceed 60
months from the petition date.
* The Texas Comptroller of Public Accounts for Sales and Use
Tax has filed a priority claim in the amount of $21,189.07. This
claim will be paid over 60 months, from the anniversary of the
petition date, beginning on the 15th day of the first month after
confirmation of the plan and continue on the 15th day of each month
thereafter until the Priority Sales Claim, plus any accrued
interest, is paid in full, but in no event shall payments exceed 60
months from the petition date.
Class 3 consists of Equity Interests shall be retained. This Class
is not Impaired.
The Debtor intends to make all payments required under the Plan
from its ordinary operating revenue.
A full-text copy of the Plan of Reorganization dated September 25,
2023 is available at https://urlcurt.com/u?l=M01KTB from
PacerMonitor.com at no charge.
Attorneys for Debtor:
Craig D. Davis, Esq.
Ronald W. Roberts, Esq.
Jeffrey W. Ermis, Esq.
Davis Ermis & Roberts, P.C.
1521 N. Cooper, Suite 860
Arlington, TX 76011
Tel: (972) 263-5922
Fax: (972) 262-3264
About Diversified Power Systems
Diversified Power Systems, Inc. was founded on July 1, 2004 by its
President, William R. Bertrand with the main focus of business has
to do with industrial generators.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 23-41834) on June 28,
2023, with $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities. Behrooz Vida, Esq., at the Vida Law Firm,
PLLC has been appointed as Subchapter V trustee.
Judge Mark X. Mullin oversees the case.
Craig Douglas Davis, Esq., at Davis, Ermis & Roberts, P.C., is the
Debtor's legal counsel.
DUN & BRADSTREET: Fitch Affirms LongTerm IDR at 'BB-', Outlook Pos.
-------------------------------------------------------------------
Fitch Ratings has affirmed Dun & Bradstreet Holdings, Inc.'s and
Dun & Bradstreet Corporation's Long-Term Issuer Default Rating
(IDR) at 'BB-', secured debt at 'BB+'/RR1', and unsecured debt at
'BB-'/'RR4'. The Rating Outlook is Positive.
Fitch revised the Rating Outlook to Positive in September 2022
based on the expectation that the company would pay down its
revolver balance, resulting in leverage sustaining below Fitch's
4.0x positive rating sensitivity. Instead, gross EBITDA leverage
was 4.3x as of June 30, 2023, as both the revolver balance and the
cash balance have grown, indicating that this is a cash management
decision rather than an indication of a broader credit concern.
Fitch still expects significant FCF generation and thus has
maintained the Positive Outlook, as the company's leverage may fall
below the positive leverage sensitivity due to growth in EBITDA.
KEY RATING DRIVERS
Organic Growth: On a constant currency basis, the company grew at
3.5% in 2022, and is maintaining approximately that level of growth
so far in 2023. The company has been successful at winning new
logos, maintaining high retention levels, as well as increasing
cross-selling and growing client wallet share, which is supported
in part by growing the proportion of multi-year contracts.
Additionally, the company's prior efforts and investments in its
product development have led to key wins with strategic clients for
analytics, sales and marketing, as well as successful build out of
its offerings to the SMB market. The company has noted particularly
strong engagement related to e-commerce customers accessing
self-service options. Fitch forecasts Dun & Bradstreet revenue
growth in the mid-single digit range.
Margin Profile: Fitch-adjusted EBITDA margins have compressed
slightly (1% between 2021 and 2022), and are below Fitch
expectations at this point in 2023. The company's international
business remains dilutive to the overall margin. Management has
commented that they expect improvement in the second half of 2023.
Although the compression is slight, it raises the question of
whether the company can return to its 40% margin profile.
Financial Structure: Within Fitch's still conservative growth and
margin expectations, Dun & Bradstreet's leverage remains in the low
to mid-4.0x region over the next 18 months, but the company should
have significant FCF if they want to reduce debt. Fitch had
expected leverage to decline below 3.8x by the end of 2023 in part
due to the company paying down its revolver balance, but this now
seems unlikely given management comments on cash management. Dun &
Bradstreet has the potential to generate in excess of $1 billion in
FCF over the next three to four years, providing significant
flexibility for further debt reduction, organic investment,
capability acquisition, and potentially shareholder return.
Financial Policy: Dun & Bradstreet recently announced a quarterly,
per-share dividend of five cents (approximately $85 million
annually), which should still allow the company to achieve FCF
after dividends of more than $300 million. The company has not
committed to using FCF for debt reduction, although they have
continued to grow into the capital structure since the take private
transaction and subsequent IPO. Given the significant cash flow
potential, Fitch believes debt paydown is possible but the company
may consider initiating a share repurchase program to increase its
shareholder returns.
DERIVATION SUMMARY
Dun & Bradstreet's business profile as a data analytics provider is
supported by its market position with a meaningful market share of
core commercial credit in North America, approximately 90%
recurring revenue base with subscriptions representing more than
three-quarters of revenue, and a long-standing customer base with
an approximate 96% revenue retention rate. In 2022, no customer
accounted for more than 5% of the company's revenue, and top 50
customers accounted for approximately 25% of revenue.
The company is broadly diversified across sectors, although it is
weighted more toward North America (approximately 71% of revenue).
These metrics are broadly comparable with Dun & Bradstreet's data
analytics peers, the majority of which are solidly investment
grade.
However, several factors have contributed to Dun & Bradstreet's
lower rating in the past: a) the governance structure, including an
LBO and subsequent IPO, albeit with an investment consortium
maintaining effective control; b) its organic growth profile, which
has been lower than its peers; c) an EBITDA margin range 10 to 20
points below its peers; and d) gross leverage above 4.5x, which is
a remnant of the LBO. There has been, and Fitch expects,
improvement on essentially all fronts, leading Fitch to assign a
Positive Outlook.
Fitch establishes a parent-subsidiary relationship between Dun &
Bradstreet Holdings, Inc. as parent, assessing it to have a weaker
stand-alone credit profile than its operating subsidiary and issuer
of Dun & Bradstreet Corporation debt. Fitch rates the IDR's of the
parent and subsidiary 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.
No Country Ceiling constraints or Operating Environment influence
were in effect for these ratings.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer:
- Projections in line with management for 2023;
123456789012345678901234567890123456789012345678901234567890123456
- Revenue growth of 3.9% in 2024 dropping down to 2% over the
forecast period;
- EBITDA margin of 38% in 2023 is in line with management
projections;
- Margin expansion to 39% in 2024 and 39.5% in 2025, assuming the
company can return to its previous levels;
- Capital expense of $190 million in 2023 line with guidance and
a comparable amount annually thereafter;
- No acquisitions are modelled, although the company should have
the flexibility for tuck-in acquisitions using cash from the
balance sheet.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Debt to EBITDA expected to be sustained below 4.0x;
- FCF margin expected to be sustained above 5%;
- Expectation for sustained organic constant currency growth
in excess of low single digit.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Debt to EBITDA expected to be sustained above 5.0x;
- FCF margin expected to be sustained below 4%;
- Expectation for flat to negative organic constant currency
growth;
- Shift to more aggressive financial policy.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: Dun & Bradstreet's solid liquidity position is
supported by $260 million in cash & cash equivalents and $731
million of revolver availability at June 30, 2023. In addition,
Fitch expects Dun & Bradstreet to generate approximately $352
million in FCF over 2023, increasing each year driven by modest
organic top-line growth at higher margins. Uses of liquidity are
modest at approximately $33 million annually fund scheduled debt
principal maturities.
Manageable Debt Maturity Schedule: Debt maturities are modest until
the 2026 term loan facility matures in February 2026. This term
loan represents 77% of Dun & Bradstreet's total outstanding debt.
Fitch expects that Dun & Bradstreet will proactively address its
term loan and revolver maturity in the normal course of business.
ISSUER PROFILE
Dun & Bradstreet is a leading data and analytics provider of
business information that informs credit and trade decisions among
firms and lenders and also supports sales & marketing efforts.
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
----------- ------ -------- -----
The Dun & Bradstreet
Corporation LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR1 BB+
senior unsecured LT BB- Affirmed RR4 BB-
Dun & Bradstreet
Holdings, Inc. LT IDR BB- Affirmed BB-
ELECTRONICS FOR IMAGING: Apollo SFRFI Marks $4.8MM Loan at 32% Off
------------------------------------------------------------------
Apollo Senior Floating Rate Fund Inc has marked its $4,897,059 loan
extended to Electronics for Imaging, Inc to market at $3,350,396 or
68% of the outstanding amount, as of June 30, 2023, according to
Apollo Senior's Semi-Annual Report on Form N-CSRS for the period
ended June 30, 2023, filed with the Securities and Exchange
Commission.
Apollo Senior FRFI is a participant in a First Lien Term Loan to
Electronics for Imaging, Inc. The loan accrues interest at a rate
of 10.21% (6M LIBOR + 5%, 0.00% Floor) per annum. The loan matures
on July 23, 2026.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Electronics for Imaging is a worldwide provider of products,
technology and services leading the transformation of analog to
digital imaging.
ELECTRONICS FOR IMAGING: Apollo Tactical Marks Loan at 32% Off
--------------------------------------------------------------
Apollo Tactical Income Fund Inc has marked its $986,180 loan
extended to Electronics for Imaging, Inc to market at $674,710 or
68% of the outstanding amount, as of June 30, 2023, according to
Apollo Tactical's Semi-Annual Report on Form N-CSRS for the period
ended June 30, 2023, filed with the Securities and Exchange
Commission.
Apollo Tactical IFI is a participant in a First Lien Term Loan to
Electronics for Imaging, Inc. The loan accrues interest at a rate
of 10.21% (6M LIBOR + 5%, 0.00% Floor) per annum. The loan matures
on July 23, 2026.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Electronics for Imaging is a worldwide provider of products,
technology and services leading the transformation of analog to
digital imaging.
ELENAROSE CAPITAL: Wins Cash Collateral Access Thru Oct 11
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Indiana,
Evansville Division, authorized Elmer Buchta Trucking LLC; Buchta
Leasing, LLC; WBF, LLC; Transport Acquisitions LLC; and ElenaRose
Capital LLC to use cash collateral on an interim basis in
accordance with the budget, through October 11, 2023.
The Debtors require the use of cash collateral for payment of their
ordinary and necessary operating expenses through the date of a
final hearing on the matter.
KTB Equity, Inc. asserts that it holds valid, binding, perfected,
non-avoidable, enforceable prepetition liens on, and security
interests in, all of the Debtors' assets.
Peapack Capital asserts that it holds valid, binding, perfected,
non-avoidable, enforceable prepetition liens on, and security
interests in, substantially all of the Debtors' equipment
consisting of tractors, trailers and other motor vehicles and all
accessions and accessories thereto and all proceeds thereof.
The Debtor's authorization to use cash collateral will immediately
terminate on the earlier of:
The Debtor's authorization to use cash collateral will immediately
terminate without further Order on the earlier of:
a. An order is entered in any of the Debtor's respective cases (i)
dismissing a Debtor's case; (ii) converting a Debtor's case to a
chapter 7 proceeding, or (iii) the appointment of a chapter 11
trustee for Debtor. Nothing herein shall prohibit a creditor or
party in interest from seeking to terminate the Debtors' authority
to use cash collateral on any other basis;
b. Any Debtor's failure to (i) comply with any material provision
of this order (including the failure to comply with a budget) or
(ii) comply with any other covenant or agreement specified in the
order, which such failure shall have continued unremedied for three
days following receipt of written notice to such Debtor from KTB or
Peapack Capital; or
c. A Debtor engages in any merger, consolidation, disposition,
acquisition, investment, dividend, incurrence of indebtedness, sale
of assets or other transaction outside the ordinary course of
business without the prior consent of KTB and Peapack Capital or an
order of the Court.
As adequate protection for the use of cash collateral, KTB and
Peapack are granted post-petition replacement liens in the cash of
Debtors in the total aggregate amount of the value of the cash
collateral that existed as of the Petition Date to the same extent
and priority as its properly perfected, prepetition security
interest.
The hearing set for September 28, 2023 has been rescheduled to
October 11 at 10 a.m.
A copy of the order is available at https://urlcurt.com/u?l=LHYf3s
from PacerMonitor.com.
About ElenaRose Capital LLC
ElenaRose Capital LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 23-70665-AKM-11) on
September 8, 2023. In the petition signed by Louis Capolino,
president/manager, the Debtor disclosed up to $50,000 in assets and
up to $10 million.
Judge Andrea K. McCord oversees the case.
Weston E. Overturf, Esq., at Kroger, Gardis & Regas, LLP,
represents the Debtor as legal counsel.
ENERGY ACQUISITION: $115MM Bank Debt Trades at 18% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Energy Acquisition
Co Inc is a borrower were trading in the secondary market around
81.8 cents-on-the-dollar during the week ended Friday, September
29, 2023, according to Bloomberg's Evaluated Pricing service data.
The $115 million facility is a Term loan that is scheduled to
mature on June 26, 2026. The amount is fully drawn and
outstanding.
Energy Acquisition Company, Inc. manufactures electronics
components.
ESCO LTD: Solicitation of Plan Acceptance Extended to Nov. 27
-------------------------------------------------------------
Judge David E. Rice of the U.S. Bankruptcy Court for the District
of Maryland extended ESCO, Ltd.'s exclusive periods for the
filing of a Chapter 11 plan and solicitation of acceptances
thereof to September 29, 2023 and November 27, 2023,
respectively.
ESCO, Ltd. is represented by:
Jack Blum, Esq.
Tony W. Torain, Esq.
POLSINELLI PC
1401 Eye Street, N.W., Suite 800
Washington, DC 20005
- and -
Christopher A. Ward, Esq.
Shanti M. Katona, Esq.
POLSINELLI PC
222 Delaware Ave., Suite 1101
Wilmington, DE 19801
- and -
Gary H. Leibowitz, Esq.
COLW SCHOTZ P.C.
300 East Lombard Street, Suite 1111
Baltimore, MD 21202
About ESCO Ltd.
ESCO, Ltd., a retailer of apparel and footwear in Gwynn Oak, Md.,
filed its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 23-12237) on March 31,
2023. In the petition signed by its chief restructuring officer,
Stanley W. Mastil, the Debtor disclosed $10 million to $50
million in both assets and liabilities.
The Debtor tapped Polsinelli PC as bankruptcy counsel and
Gavin/Solmonese, LLC as restructuring advisor. Mr. Mastil of
Gavin/Solmonese serves as the Debtor's chief restructuring
officer. Stretto, Inc. is the Debtor's claims and noticing agent
and administrative advisor.
The U.S. Trustee for Region 4 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
Kelley Drye & Warren LLP, Cole Schotz P.C., and Berkeley Research
Group LLC serve as bankruptcy counsel, local counsel and
financial advisor, respectively.
EVOLUTION MICRO: Case Summary & 11 Unsecured Creditors
------------------------------------------------------
Debtor: Evolution Micro LLC
210 Springview Commerce Dr.
Unit 120
Debary, FL 32713
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 23-04081
Debtor's Counsel: Justin M. Luna, Esq.
LATHAM LUNA EDEN & BEAUDINE LLP
201 S. Orange Avenue
Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: jluna@lathamluna.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Fazleabbas Khaki as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/Q3ADKLY/Evolution_Micro_LLC__flmbke-23-04081__0001.0.pdf?mcid=tGE4TAMA
EXPANSION INDUSTRIES: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Expansion Industries, LLC
2201 Spinks Road
Suite 144
Flower Mound, TX 75028-8000
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 23-41828
Debtor's Counsel: Eric A. Liepins, Esq.
ERIC A. LIEPINS
12770 Coit Road
Suite 850
Dallas, TX 75251
Tel: 972-991-5591
Fax: 972-991-5788
Email: eric@ealpc.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by Kelly Winget as president of Managing
Member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/576UIJY/Expansion_Industries_LLC__txebke-23-41828__0001.0.pdf?mcid=tGE4TAMA
EXPRESS ELECTRIC: Lender Seeks to Prohibit Cash Collateral Access
-----------------------------------------------------------------
Kapitus Servicing, Inc., as sub-servicing agent for Kapitus LLC,
asks the U.S. Bankruptcy Court for the Northern District of
Illinois, Eastern Division, to prohibit Express Electric Supply,
LLC from using cash collateral.
Kapitus has a valid and properly perfected security interest on all
of the Debtor's personal property, including, but not limited to,
its cash and receivables. The Debtor seeks to improperly use
Kapitus's Collateral, and Kapitus is not adequately protected.
On June 2, 2022, prior to the commencement of the case, the Debtor
and Kapitus entered into a Loan Agreement and a Security Agreement
and Guaranty. Under the Agreements, in exchange for a loan in the
principal amount of $447,700, the Debtor and its principal granted
a security interest in the Debtor's assets.
Pursuant to the Agreements, the Debtor authorized Kapitus to ACH
debit a total of $599,918 from the Debtor's depositing bank account
to be paid in equal monthly installments of $7,698.
On May 2, 2023, the Debtor defaulted on its obligations under the
Loan Agreement and ceased all payments thereafter.
Pursuant to the Agreements, certain amounts are currently due and
owing in the total amount of $269,229 as of the Petition Date. This
amount includes the following: principal of $253,900, plus ACH
fees of $3,160, plus contractual default fees of $2,500, plus
interest of $9,669 (10%) from May 2, 2023 to the Petition Date.
Kapitus's security interest was and is perfected through a UCC-1
Financing Statement filed with the Illinois Secretary of State on
June 6, 2022.
In addition, under the Agreements, Kapitus has a blanket lien on
all of the Debtor's assets, and Kapitus has a secured interest as
to those assets. To the extent that the Debtor is using this
equipment, it is depreciating and Kapitus needs adequate protection
to protect its interests.
Based on Kapitus's UCC search of the Debtor, Kapitus filed its
UCC-1 after Old Plank Trail Community Bank, N.A. and the U.S. Small
Business Administration, but Kapitus filed its UCC-1 before at
least ten other claimants.
The Lender asserts that the Debtor's Motion to Use Cash Collateral
should be denied because it does not account for Kapitus's interest
in the cash collateral.
The Motion should also be denied because the budget provided by the
Debtor is insufficient.
Moreover, the Debtor's additional violation of Local Rule
4001-2(A)(4) – its failure to break down its estimated $31,200 in
monthly payroll expenses – similarly prevents the Court and
Kapitus from determining, among other things, whether (1) insiders
are receiving an unfair advantage through wage payments; (2) the
payroll fluctuates depending on commission payments or revenue
changes.
The Debtor's failure to provide Kapitus with adequate protection
for the use of its cash collateral is a violation of the Bankruptcy
Code.
Kapitus is entitled to either adequate protection consistent with
the value of the Debtor's property and Kapitus's security interest
or an order denying the Debtor's Motion to use cash collateral.
Because the Debtor has refused to provide sufficient adequate
protection, Kapitus does not consent to and opposes the Debtor's
Motion to use its cash collateral and demands that the Debtor
segregate and account for any cash collateral in its possession and
control. Kapitus further moves for an order prohibiting the use of
its cash collateral.
In the alternative, should the Court allow the Debtor's use of the
Collateral, the Court should order that the Debtor provide Kapitus
with sufficient protections and assurances.
A hearing on the matter is set for October 3, 2023 at 9:30 a.m.
A copy of the motion is available at https://urlcurt.com/u?l=XXdv7U
from PacerMonitor.com.
About Express Electric Supply, LLC
Express Electric Supply, LLC is a supplier of electrical supplies
to the construction and building trades. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
N.D. Ill. Case No. 23-12317) on September 17, 2023. In the petition
signed by Rodney J. Thompson, manager, the Debtor disclosed up to
$10 million in both assets and liabilities.
Judge Donald R. Cassling oversees the case.
Ariel Weissberg, Esq., at Weisberg and Associates, Ltd., represents
the Debtor as legal counsel.
EYECARE PARTNERS: $250MM Bank Debt Trades at 29% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Eyecare Partners
LLC is a borrower were trading in the secondary market around 70.6
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $250 million facility is a Term loan that is scheduled to
mature on November 15, 2028. About $247.5 million of the loan is
withdrawn and outstanding.
EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a
medically focused eye care services provider. EyeCare Partners is
vertically integrated, providing optometry, ophthalmology and
retail products.
EYECARE PARTNERS: $750MM Bank Debt Trades at 28% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Eyecare Partners
LLC is a borrower were trading in the secondary market around 71.9
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $750 million facility is a Term loan that is scheduled to
mature on February 20, 2027. The amount is fully drawn and
outstanding.
EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a
medically focused eye care services provider. EyeCare Partners is
vertically integrated, providing optometry, ophthalmology and
retail products.
FAIRPORT BAPTIST: PCO Says Patient Care Remains Stable
------------------------------------------------------
Eric Huebscher, the court-appointed patient care ombudsman, filed
an eighth report regarding the quality of patient care provided at
the nursing home operated by Fairport Baptist Homes and its
affiliates.
During the period from July 8 to Sept. 6, the PCO visited the site
once and met with key employees.
The PCO continued with bi-weekly phone calls with Fairport's senior
leadership. During these calls, Fairport informed the PCO of any
material changes which may have had an impact on patient care. He
updated, for the most part, on the sale and financing process by
both the seller and the buyer's representative.
The PCO noted that Fairport continued to maintain stable and
uninterrupted health services to its residents. The resident census
has materially increased. Further, Fairport's decision to explore
expanding services will inure to the benefit of the residents and
surrounding community.
The PCO and Fairport's senior management and personnel have
continued to work in a professional and cordial manner. This has
enabled the PCO to efficiently discharge his responsibilities and
ensure that patient care is monitored in an appropriate fashion.
The PCO encourages the healthcare provider to be timelier and more
transparent in its disclosures of information to the PCO,
especially related to staffing issue.
As of this report date, patient care has not been compromised and
remains stable.
A copy of the eighth PCO report is available for free at
https://urlcurt.com/u?l=Dbsvww from PacerMonitor.com.
About Fairport Baptist Homes
Fairport Baptist Homes and its affiliates, Fairport Baptist Homes
Adult Care Facility, Inc., FBH Community Ministries and FBH
Distinctive Living Communities, Inc., operate skilled nursing care
facilities.
Fairport Baptist Homes owns a New York-licensed 142-bed residential
health care facility at the FBH campus in Fairport, N.Y., and 42
independent living units known as Deland Acres.
On May 6, 2022, Fairport Baptist Homes and its affiliates sought
Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Lead Case No.
22-20220). In the petition filed by Fairport President Thomas H.
Poelma, Fairport Baptist Homes listed $1 million to $10 million in
assets and $10 million to $50 million in liabilities.
The Debtors tapped John A. Mueller, Esq., at Lippes Mathias, LLP as
bankruptcy counsel and Pullano & Farrow, PLLC as special counsel.
Epiq Corporate Restructuring, LLC is the claims and noticing
agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on June 2,
2022. Dentons US, LLP and ToneyKorf Partners, LLC serve as the
committee's legal counsel and financial advisor, respectively.
Eric M. Huebscher, the patient care ombudsman appointed in the
Debtors' cases, is represented by Kelly C. Griffith, Esq., at
Harris Beach, PLLC.
FINTHRIVE SOFTWARE: $1.44BB Bank Debt Trades at 18% Discount
------------------------------------------------------------
Participations in a syndicated loan under which FinThrive Software
Intermediate Holdings Inc is a borrower were trading in the
secondary market around 82.2 cents-on-the-dollar during the week
ended Friday, September 29, 2023, according to Bloomberg's
Evaluated Pricing service data.
The $1.44 billion facility is a Term loan that is scheduled to
mature on December 17, 2028. About $1.42 billion of the loan is
withdrawn and outstanding.
FinThrive is a provider of revenue cycle management software
solutions to the healthcare sector.
FOLEY BUILDING: Seeks Cash Collateral Access
--------------------------------------------
Foley Building Maintenance LLC asks the U.S. Bankruptcy Court for
the Southern District of Illinois for authority to use cash
collateral and provide adequate protection.
The Debtor requires the use of the cash collateral to continue its
business operations and to pay their regular daily expenses,
including employees' wages, utilities, and other costs of doing
business.
The Debtor is indebted to Internal Revenue Service. in the
approximate amount of $65,983. The Debtor is also indebted to
Illinois Department of Employment Security in the approximate
amount of $18,508.
IRS and IDES's interests in the cash collateral are adequately
protected. To the extent the IRS and IDES have valid security
interests in the cash collateral, adequate protection will be
provided to them though the granting of replacement liens in any
prepetition assets which were subject to their liens to the same
extent, validity, priority, perfection, and enforceability as their
interests in any assets to the extent of any diminution in value.
A copy of the motion is available at https://urlcurt.com/u?l=Gjh9H0
from PacerMonitor.com.
About Foley Building Maintenance LLC
Foley Building Maintenance LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Ill. Case No.
23-30596-lkg) on August 29, 2023. In the petition signed by
Jennifer Adams, managing member, the Debtor disclosed up to $50,000
in assets and up to $500,000 in liabilities.
J. D. Graham, Esq., at J. D. Graham, PC, represents the Debtor as
legal counsel.
FR REFUEL: S&P Affirms 'B-' ICR on Announced Debt Issuance
----------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on South
Carolina-based regional convenience store operator FR Refuel LLC.
Additionally, S&P assigned its 'B-' issue-level rating to the
planned $120 million secured first-lien term loan.
S&P said, "At the same time, we lowered our issue-level rating on
the first-lien secured credit facilities to 'B-' from 'B' because
the incremental issuance reduces our recovery estimate. We have
also lowered our recovery rating to '3' (50%-70%, rounded estimate
60%).
"The stable outlook reflects our expectations that consistent
performance will support S&P Global Ratings-adjusted leverage of
around 6x over the next 12 months.
"Our ratings reflect our forecast for elevated leverage and an
aggressive acquisitive strategy. We project credit protection
measures will remain elevated with S&P Global Ratings-adjusted
leverage in the low- to mid-6x area by the end of 2023. Our
projections consider, in part, FR Refuel's recent acquisitions and
the planned issuance of an incremental non-fungible $120 million
term loan, ranked pari passu to the existing term facility. In
addition to enhancing operations at existing locations, management
has consistently rolled up operations of small, regional
convenience stores in the Southeast U.S. and has employed debt to
finance these acquisitions along with a mix of dedicated sponsor
equity. Recently, the company purchased Hop In and Laneco in May
2023 and will close on the operations of a five-store chain based
in South Carolina by the end of the year. While the equity sponsor
has provided equity infusions to partially fund purchases and will
likely continue to maintain the strategy, we also believe
meaningful debt capital will be utilized in the future. This leads
us to expect elevated leverage for the foreseeable future while
Refuel scales operations."
The proposed issuance of the $120 million incremental term loan
helps sustain the company's liquidity. As of June 30, 2023, FR
Refuel had limited availability under its $115 million revolving
credit facility (RCF) because management had funded previous
acquisitions via its revolver. The company intends to term out the
revolver borrowings and partially fund planned acquisitions. S&P
said, "While modestly increasing leverage over the short term, we
believe the incremental term borrowings will provide the company
full availability under the revolving credit facility and help
sustain liquidity. That said, we do not foresee any immediate
liquidity issues given the company's lack of near-term
maturities."
S&P said, "We expect management's improvement initiatives will
support increased sales and profitability while supporting
long-term growth in operating scale. The company's strategic plan
includes continued brand building and working on its organic growth
initiatives for enhanced customer experience. In addition,
management's strategy to enhance performance includes elevating
acquired sites to a higher brand standard through reimaging and a
selective raze and rebuilds, introducing enhanced food offerings,
and improving merchandising strategy, while also leveraging
benefits from the growing scale of it store base. Moreover, Refuel
recently launched Refuel Rewards loyalty program and mobile
application, which has been successful in driving increased
traffic. We believe these initiatives will help FR Refuel sustain
the comparable expansion in both its fuel and in-store (inside)
merchandise sales in the near term.
"We also expect store growth and acquisitions to help support fuel
volumes, offsetting headwinds from greater fuel-efficiency vehicles
and regulatory actions that could negatively affect petroleum
product sales. We project fuel volumes (both retail and wholesale)
to increase modestly on a pro forma basis in the next 12 months
with the addition of new stores. We also expect FR Refuel's inside
sales will benefit from increased transaction counts over the next
12 months. Moreover, we expect the company's initiatives to elevate
its in-store product offering, including food and other inside
products, along with continued brand presence and product display,
will help increase inside sales growth. Including new store
openings, we expect the company will increase its sales by
low-single-digit percent in 2023. Moreover, FR Refuel's improving
operating leverage and strategic enhancements will likely boost its
profitability, which leads us to project its S&P Global
Ratings-adjusted EBITDA margins will be in the mid-5% range this
year. Our projections also assume a modest decline in its blended
cents per gallon this year (albeit still elevated compared to
historical levels), and improved margins on its inside sales.
"The stable outlook on FR Refuel reflects our expectation that it
will improve performance and sustain leverage around 6x on
increased fuel volumes, new store openings, continued acquisitions,
and the benefits from management's store efficiency and
merchandising initiatives to support its inside sales and
profitability."
S&P could lower its rating on FR Refuel if S&P believe its capital
structure is potentially unsustainable. This could occur if the
company generates consistent significant free operating cash flow
(FOCF) deficits (excluding growth investments). This would most
likely occur if:
-- The company faces execution issues including efficiency
improvements and an inability to integrate acquisitions, leading to
lower-than-anticipated sales and earnings;
-- Intense competition along with a sharp, sustained decline in
its fuel margins and gasoline volumes pressures results; and
-- Structural demand for gasoline declines because of a higher
adoption of EV's or government legislation.
S&P could raise its rating on FR Refuel if:
-- The company expands scale while increasing and diversifying its
geographic footprint;
-- It demonstrates good operating execution, including margin
expansion and the smooth integration of its acquired businesses;
or
-- S&P expects a more conservative financial policy, likely
corresponding with S&P Global Ratings-adjusted leverage of 5x or
less and the exit of the financial sponsor.
FREE SPEECH: Court OKs Continued Cash Collateral Access
-------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Victoria Division, authorized Free Speech Systems, LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 20% variance.
The Court directed the Debtor to maintain debtor-in-possession
accounts at Axos Bank, wherein accounts will contain all operating
revenues and any other source of cash constituting cash collateral,
which is (or has been) generated by and is attributable to the
Debtor's business.
Other than as provided for in the Budget, the Debtor will not make
any payment to or for the benefit of any insider of the Debtor,
either directly or indirectly, as that term is defined in 11 U.S.C.
Section 101(31). In addition, no payments to any insider during the
Interim Period will exceed $10,000.
The Debtor will reserve $5,000 per week during the Interim Period
for adequate protection to PQPR Holdings Ltd., but will not pay the
reserved amount to PQPR unless authorized by further orders of the
Court. Nothing will constitute an admission that PQPR is or is not
entitled to receive any adequate protection payment on account of
its claims. Moreover, nothing will prejudice the rights of any
party-in-interest, including but not limited to the Debtor, any
creditor, or PQPR to challenge or assert PQPR's entitlement to
receive an adequate protection payment.
A further interim hearing on the matter is set for November 13,
2023 at 1 p.m.
A copy of the Court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=4SLpIE from PacerMonitor.com.
The budget provides for total operating expenses, on a weekly
basis, as follows:
$597,730 for the week ending October 7, 2023;
$76,300 for the week ending October 14, 2023;
$303,390 for the week ending October 21, 2023; and
$116,550 for the week ending October 28, 2023.
About Free Speech Systems
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public. Free Speech Systems is a family-run business
founded by Alex Jones.
FSS is engaged in the business of producing and syndicating Jones'
radio and video talk shows and selling products targeted to Jones'
loyal fan base via the Internet. FSS produces Alex Jones'
syndicated news/talk show (The Alex Jones Show) from Austin, Texas,
which airs via the Genesis Communications Network on over 100 radio
stations across the United States and via the internet through
websites including Infowars.com.
Due to the content of Alex Jones' shows, Jones and FSS have faced
an all-out ban of Infowars from mainstream online spaces. Shunning
from financial institutions and banning Jones and FSS from major
tech companies began in 2018.
Jones, a conspiracy theorist, has been sued by victims' family
members over Jones' lies that the 2012 Sandy Hook Elementary School
shooting was a hoax.
Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet
TV, LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 22-60020) on April
18, 2022.
The Debtors agreed to the dismissal of the Chapter 11 cases in June
2022 after the Sandy Hook victim families dismissed the three
bankrupt companies from their lawsuits.
Free Speech Systems filed a voluntary petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex.
Case No. 22-60043) on July 29, 2022. In the petition filed by W.
Marc Schwartz, as chief restructuring officer, the Debtor reported
assets and liabilities between $50 million and $100 million.
Melissa A. Haselden has been appointed as Subchapter V trustee.
Alexander E. Jones filed for personal bankruptcy under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-60043) on Dec.
2, 2022, listing $1 million to $10 million in assets against
liabilities of $1 billion to $10 billion in liabilities.
Raymond William Battaglia, Esq., at the Law Offices of Ray
Battaglia, PLLC, is FSS's counsel. Raymond W. Battaglia and Crowe &
Dunlevy, P.C., led by Vickie L. Driver, Christina W. Stephenson,
Shelby A. Jordan, and Antonio Ortiz are representing Alex Jones.
Judge Christopher Lopez oversees the FSS Chapter 11 case.
FUJI JAPANESE: Wins Interim Cash Collateral Access
--------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Texas, Waco
Division, authorized Fuji Japanese Steakhouse Asian Bistro Inc. to
use cash collateral on an interim basis in accordance with the
budget, with 5% variance.
As previously reported by the Troubled Company Reporter, a search
in the Texas Secretary of State shows that allegedly secured
positions are held, in order of priority, by: PNC Bank (formerly
BBVA), the U.S. Small Business Administration, Capital Certified
Dev. Corp. (an SBA loan), NewTek Small Business Finance, Funding
Metrics, Westwood Funding, RDM Capital, and IOU.
The court ruled that the creditors are granted replacement liens on
all post-petition cash collateral and post-petition acquired
property to the same extent and priority they possessed as of the
Petition Date without the necessity of the execution, recording or
filing of mortgages, security agreements, pledge agreements,
financing statements, deposit control agreements, or other
documents.
A further hearing on the matter is set for October 31, 2023 at 1:30
p.m.
A copy of the order is available at https://urlcurt.com/u?l=49Vbr5
from PacerMonitor.com.
About Fuji Japanese Steakhouse Asian Bistro Inc.
Fuji Japanese Steakhouse Asian Bistro Inc. owns and operate a
restaurant. The Debtor sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-60445) on August
31, 2023. In the petition signed by Shuang Lin, president, the
Debtor disclosed $4,861,717 in assets and $7,110,297 in
liabilities.
Judge Michael M. Parker oversees the case.
Robert C. Lane, Esq., at the Lane Law Firm, represents the Debtor
as legal counsel.
GET GREEN: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Get Green Recycling Inc.
600 North Broadway
Aurora 60505
Business Description: The Debtor is a recycling center in Aurora,
Illinois.
Chapter 11 Petition Date: September 30, 2023
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 23-13092
Judge: Hon. Donald R. Cassling
Debtor's Counsel: Gregory Jordan, Esq.
GREGORY JORDAN
350 N. LaSalle Drive, Suite 1100
Suite 3600
Chicago, IL 60654
Tel: (312) 854 x 7181
Email: gjordan@jz-llc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by James Meyers as president.
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/FQ5BPLQ/James_Meyers__ilnbke-23-13092__0001.0.pdf?mcid=tGE4TAMA
GILBERT BARBEE: Solicitation Period Extended to Jan. 2, 2024
------------------------------------------------------------
Judge Joan A. Lloyd of the U.S. Bankruptcy Court for the Western
District of Kentucky extended the exclusive filing period and
exclusive solicitation period of Gilbert, Barbee, Moore &
McIlvoy P.S.C. to September 28, 2023 and January 2, 2024,
respectively.
Gilbert, Barbee, Moore & McIlvoy P.S.C. is represented by:
Brian R. Pollock, Esq.
Alisa Micu, Esq.
STITES & HARBISON PLLC
400 West Market Street, Suite 1800
Louisville, KY 40202-3352
Tel: (502) 587-3400
Email: bpollock@stites.com
amicu@stites.com
- and -
Charity S. Bird, Esq.
Tyler R. Yeager, Esq.
KAPLAN JOHNSON ABATE & BIRD LLP
710 West Main Street, 4th Floor
Louisville, KY 40202
Tel: (502) 416-1630
Email: cbird@kaplanjohnsonlaw.com
tyeager@kaplanjohnsonlaw.com
About Gilbert, Barbee, Moore & McIlvoy
Gilbert, Barbee, Moore & McIlvoy P.S.C. --
https://www.gravesgilbert.com/ -- is a multi-specialty clinic in
Bowling Green, KY. Graves Gilbert Clinic was founded in 1937 by
Dr. G.Y. Graves and Dr. Tom Gilbert.
Gilbert, Barbee, Moore & McIlvoy filed a petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No.
22-10763) on Dec. 29, 2022. In the petition filed by Steven K.
Sinclair, as chief financial officer, the Debtor reported assets
and liabilities between $10 million and $50 million.
The Debtor hires STITES & HARBISON PLLC, and KAPLAN JOHNSON ABATE
& BIRD LLP as counsels.
GOLDEN KEY: Court OKs Cash Collateral Access Thru Jan 2024
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland, Greenbelt
Division, authorized Golden Key Group, LLC to use the cash
collateral of Associated Receivables Funding, Inc. on an interim
basis to pay operating expenses for the period from October 1, 2023
to January 31, 2024.
The Debtor is permitted to use cash collateral for these purposes:
(a) maintenance and preservation of its assets;
(b) the continued operation of its businesses by payment of
its actual expenses including, but not limited to, ordinary and
necessary overhead expenses, taxes, insurance, utilities, payroll,
and other routine and necessary vendors and other expenses as
reflected in the Budget; and
(c) payment of fees owed to the Office of the United States
Trustee.
As adequate protection, AR Funding is granted replacement liens
upon and security interests in all of the properties and assets of
the Debtor:
(i) only to the extent the AR Funding's cash collateral is used by
the Debtor and such use results in a diminution of the value of its
cash collateral; and
(ii) with the same perfection and priority in the postpetition
collateral and proceeds thereof of the Debtor that AR Funding held
in the prepetition collateral as of the Petition Date; provided,
however, that the collateral will expressly exclude litigation
claims or other cause of action of the estate.
Any replacement liens will at all times be subordinate to the
payment of the quarterly fees paid to the United State Trustee
pursuant to 28 U.S.C. Section 1930, and to the compensation and
expense reimbursement (excluding professional fees) allowed to any
trustee appointed in the case.
The security interests granted by the Debtor in favor of AR Funding
will be deemed perfected without the necessity for the filing or
execution of documents which otherwise might be required under
non-bankruptcy law for the perfection of security interests if AR
Funding's security interests were perfected under applicable state
law before the bankruptcy filing.
In the event and to the extent that AR Funding's interest in the
Collateral is diminished as a result of the Debtor's use of the
cash collateral during the Second Interim Period, AR Funding will
be granted an administrative claim against the Debtor's bankruptcy
estate.
These events constitute an "Event of Default":
(a) Any default, violation or breach of any of the terms of
the order, including the failure of the Debtor to use the cash
collateral in strict compliance with the Order and Budget;
(b) The failure of the Debtor to file timely monthly operating
reports in the Bankruptcy Case;
(c) Conversion of the Case to a case under Chapter 7 of the
Bankruptcy Code;
(d) The appointment of a Chapter 11 trustee in the Case;
(e) The appointment of an examiner in the Case;
(f) The dismissal of the Case; or
(g) the discontinuation of the Debtor's business or the
issuance of an Order for the Debtor to discontinue its business.
A final hearing on the matter is set for January 25, 2024 at 1
p.m.
A copy of the Court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=Ki53Xe from PacerMonitor.com.
The Debtor projects total cash outflow, on a monthly basis, as
follows:
$3,113,030 for October 2023;
$3,009,530 for November 2023; and
$2,982,030 for December 2023.
About Golden Key Group, LLC
Golden Key Group, LLC is a professional services firm dedicated to
helping federal and commercial clients solve today's strategic,
organizational and operational challenges while addressing their
future needs. Founded in 2002, Golden Key Group's solution
offerings include Human Capital Management Support, Human Resources
Operations, Employee Training and Leadership Development,
Professional Consulting Services, Program Management Office,
Acquisition and Category Management, Analytics and Information
Technology, Executive Search Services, and Select Solutions.
The Debtor sought protection under U.S. Bankruptcy Code (Bankr. D.
Md. Case No. 23-10414) on January 20, 2023. In the petition signed
by Gretchen McCracken as CEO and managing member, the Debtor
disclosed up to $10 million in assets and up to $50 million in
liabilities.
Judge Maria Elena Chavez-Ruark oversees the case.
Paul Sweeney, Esq., at Yumkas, Vidmar, Sweeney and Mulrenin, LLC,
represents the Debtor as legal counsel.
GOLDEN KEY: Seeks to Extend Plan Exclusivity to October 3
---------------------------------------------------------
Golden Key Group, LLC asks the U.S. Bankruptcy Court for the
District of Maryland to extend its exclusive periods to file a
plan of reorganization and obtain acceptances thereto to October
3 and December 4, 2023, respectively.
This is the Debtor's second request for extension. Its exclusive
filing period and exclusive solicitation periods were previously
extended to August 18, 2023 and Octobe 17, 2023, respectively.
The Debtor claimed that it has made significant efforts to
coordinate with the Official Committee of Unsecured Creditors of
Golden Key Group, LLC and its counsel.
The Debtor also stated that it has complied with the Court's
Consent Order Granting Official Committee of Unsecured Creditors'
Motion for Entry of Order (I) Directing the Production of
Documents by the Debtor, (II) Authorizing an Examination of the
Debtor, and (III) Authorizing Any Applicable Subpoenas and has
delivered the responsive documents.
In addition, the Debtor stated that it has delivered to the
Committee a draft of its 100% Plan of Reorganization Pursuant to
Chapter 11 of the United States Bankruptcy Code with supporting
documentation. The Debtor explained that the draft plan proposes
a 100% distribution to allowed claims.
The Debtor asserted that a further extension is needed and
requested to facilitate continued discussions with creditors
without the loss of exclusivity.
Golden Key Group, LLC is represented by:
Paul Sweeney, Esq.
YVS LAW, LLC
11824 West Market Place, Suite 200
Fulton, MD 20759
Tel: (443) 569-5972
Email: psweeney@yvslaw.com
About Golden Key Group
Golden Key Group, LLC is a professional services firm dedicated
to helping federal and commercial clients solve today's
strategic, organizational and operational challenges while
addressing their future needs. Founded in 2002, Golden Key
Group's solution offerings include Human Capital Management
Support, Human Resources Operations, Employee Training and
Leadership Development, Professional Consulting Services, Program
Management Office, Acquisition and Category Management, Analytics
and Information Technology, Executive Search Services, and Select
Solutions. The company is based in Landover, Md.
Golden Key Group filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No.
23-10414) on Jan. 20, 2023, with 1 million to $10 million in
assets and $10 million to $50 million in liabilities. Gretchen
McCracken, Golden Key Group's chief executive officer and
managing member, signed the petition.
Judge Maria Ellena Chavez-Ruark oversees the case.
The Debtor tapped Paul Sweeney, Esq., at YVS Law, LLC as
bankruptcy counsel; SouthBank Legal and Fox Rothschild, LLP as
special counsels; and Aiken Warner Leonard, PLLC as accounting
consultant.
The U.S. Trustee for Region 4 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
The committee tapped Whiteford Taylor & Preston, LLP as legal
counsel; SC&H Group as financial advisor; and SC&H Capital as
investment banker.
GREATER LIBERTY: Jolene Wee Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 2 appointed Jolene Wee of JW Infinity
Consulting, LLC as Subchapter V trustee for Greater Liberty
Pentecostal Church, Inc.
Ms. Wee will be paid an hourly fee of $595 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Wee declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Jolene E. Wee
JW Infinity Consulting, LLC
447 Broadway 2nd Fl #502
New York, NY 10013
Email: jwee@jw-infinity.com
Phone: (929) 502-7715
Fax: (646) 810-3989
Email: jwee@jw-infinity.com
About Greater Liberty
Greater Liberty Pentacostal Church, Inc. filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y.
Case No. 23-11473) on Sept. 11, 2023, with as much as $50,000 in
assets and $100,001 to $500,000 in liabilities.
Judge Philip Bentley oversees the case.
Anne J. Penachio, Esq., at Penachio Malara, LLP represents the
Debtor as legal counsel.
GRUPO HIMA: U.S. Trustee Appoints Edna Diaz De Jesus as PCO
-----------------------------------------------------------
Mary Ida Townson, the U.S. Trustee for Region 21, appointed Edna
Diaz De Jesus as patient care ombudsman for Grupo HIMA San Pablo,
Inc.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the District of Puerto Rico on Aug. 17.
Section 333 of the Bankruptcy Code provides that the patient care
ombudsman shall:
* monitor the quality of patient care provided to patients of
the debtor, to the extent necessary under the circumstances,
including interviewing patients and physicians.
* not later than 60 days after the date of this appointment,
and not less frequently than at 60-day intervals thereafter, report
to the court after notice to the parties in interest, at a hearing
or in writing, regarding the quality of care provided to patients
of the debtor; and
* if it is determined that the quality of patient care
provided to patients of the debtor is declining significantly or is
otherwise being materially compromised, file with the court a
motion or a written report, with notice to the parties in interest
immediately upon making such determination; and
* maintain any information obtained under Section 333 of the
Bankruptcy Code that relates to patients (including information
relating to patient records) as confidential information.
The ombudsman may be reached at:
Edna Diaz De Jesus
Procuradora del Paciente Oficina del Procurador del Paciente
PO Box 11247
San Juan, Puerto Rico 00910-2347
Tel (787) 977-0909
Fax (787) 977-0915
About Grupo Hima San Pablo
Grupo HIMA San Pablo, Inc. serves as a diversified healthcare
services holding company pursuant to a corporate reorganization of
several businesses related by common ownership. Through its
subsidiaries and affiliates, the Company primarily owns and
operates hospital facilities and other healthcare related
businesses. As of August 2023, the HIMA GROUP operates four
hospitals, with over 1,200 licensed beds, including an Oncological
Hospital, a multi-specialty physician practice management company,
Home Care Service (including infusion therapies and wound care), a
free-standing Ambulatory Center and a 16-Ambulance Service
Company.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. P.R. Case No. 23-02510-EAG11) on August
15, 2023. In the petition signed by Armando J. Rodriguez-Benitez,
chief executive officer, the Debtor disclosed up to $1 billion in
assets and up to $500,000 in liabilities.
Judge Enrique S. Lamoutte Inclan oversees the case.
Wigberto Lugo Mender, Esq., at Lugo Mender Group, LLC, represents
the Debtor as legal counsel.
The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Sept. 7, 2023.
HALO BUYER: $260MM Bank Debt Trades at 24% Discount
---------------------------------------------------
Participations in a syndicated loan under which Halo Buyer Inc is a
borrower were trading in the secondary market around 76.5
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $260 million facility is a Term loan that is scheduled to
mature on June 28, 2025. The amount is fully drawn and
outstanding.
Halo Buyer, Inc. operates as an advertising company. The Company
provides promotional products and services. Halo Buyer serves
customers worldwide.
HDT GLOBAL: $280MM Bank Debt Trades at 51% Discount
---------------------------------------------------
Participations in a syndicated loan under which HDT Global is a
borrower were trading in the secondary market around 49.2
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $280 million facility is a Term loan that is scheduled to
mature on July 8, 2027. About $252 million of the loan is
withdrawn and outstanding.
HDT Global is a manufacturer of engineered, mission-capable
infrastructure services and products intended for defense,
aerospace and government markets.
HEXION INC: $425MM Bank Debt Trades at 17% Discount
---------------------------------------------------
Participations in a syndicated loan under which Hexion Inc is a
borrower were trading in the secondary market around 82.6
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $425 million facility is a Term loan that is scheduled to
mature on March 15, 2030. The amount is fully drawn and
outstanding.
Hexion Inc. is a chemical company based in Columbus, Ohio. It
produces thermoset resins and related technologies and specialty
products. Hexion is organized into two divisions: the Epoxy,
Phenolic and Coating Resins Division, and the Forest Products
Division.
HONX INC: Exclusivity Period Extended to October 30
---------------------------------------------------
Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas further extended the period during which Honx,
Inc. has the exclusive right to file a chapter 11 plan to October
30, 2023. The judge also extended the Debtor's exclusive period
to solicit acceptances thereof to December 28, 2023.
About HONX Inc.
HONX Inc. is a subsidiary of Hess Corporation, a publicly-traded
global energy company. HONX is the corporate successor of Hess
Oil Virgin Islands Corporation, which owned and operated an oil
refinery in St. Croix, U.S. Virgin Islands from the beginning of
its construction in 1965 until a non-operating entity with
minimal assets consisting primarily of a 50% ownership in a joint
venture from 1998 to 2016, and post-2016 it has continued its
corporate existence solely to manage its alleged asbestos
liabilities related to the refinery.
HONX sought Chapter 11 bankruptcy protection (Bankr. S.D. Texas
Case No. 22-90035) on April 28, 2022. In the petition signed by
Todd R. Snyder, chief administrative officer, the Debtor
disclosed $10 million to $50 million in assets and $500 million
to $1 billion in liabilities.
Judge Marvin Isgur oversees the case.
The Debtor tapped Kirkland & Ellis and Jackson Walker, LLP as
bankruptcy counsels; Piper Sandler Companies/TRS Advisors, LLC as
investment banker and financial advisor; and Bates White, LLC as
asbestos consultant. Stretto, Inc. is the claims, noticing and
solicitation agent.
The Honorable Barbara J. Houser (Ret.) was appointed as the legal
representative for future asbestos claimants in this Chapter 11
case. Ms. Houser tapped Young Conaway Stargatt & Taylor, LLP as
bankruptcy counsel; O'ConnorWechsler, PLLC as local counsel; FTI
Consulting, Inc., as financial advisor; and NERA Economic
Consulting as consultant.
HOODSTOCK ENTERPRISES: Unsecureds Will Get 100% of Claims in Plan
-----------------------------------------------------------------
Hoodstock Enterprises, LLC, filed with the U.S. Bankruptcy Court
for the District of Oregon a Disclosure Statement describing
Chapter 11 Plan dated September 25, 2023.
The Debtor owns farm and pasture land in Hood River, Oregon. The
insiders of the Debtor are Mark Heron and Kathy Heron (together,
the "Herons"), each of whom own 50% of the Debtor's outstanding
membership interest.
Debtor is transitioning the use of the farm and intends to lease
portions of the farm to horse trainers and for horse
boarding/stables. Debtor believes the income from these activities
will be sufficient to pay Debtor's ongoing expenses and debt
service requirements.
Debtor filed this case to prevent the repossession and sale of
Debtor's real property, as the Debtor has a significant amount of
equity in the property. Debtor believes it will be able to repay
creditors in full. The final Plan payment is expected to be paid on
the 60th month following confirmation of the Plan, which is
anticipated to be December, 2028.
Non-priority unsecured creditors holding allowed claims will
receive distributions for 100% of their allowed claims. This Plan
also provides for the payment of administrative and priority
claims.
Class 4 consists of allowed general unsecured claims. Class 4 is
impaired. The Class 4 claims will be paid in full, through
quarterly payments that will be made from the funds that are being
used to pay the Class 1 and Class 2 claims, with payments to begin
after Class 1 and Class 2 have been paid in full.
Class 5 consists of equity interests in the Debtor. The Class 5
equity interest holders shall retain all of their rights.
The Debtor shall generate the funds necessary to make the payments
under the Plan by leasing a portion of its property for horse
boarding and pasture use. Debtor shall sell its property or
refinance to pay off all outstanding debts on or before the 5-year
anniversary of the Effective Date of the Plan. The Debtor,
creditors, and interest holders will take all actions and execute
whatever documents are necessary and appropriate to effectuate the
terms of the Plan.
A full-text copy of the Disclosure Statement dated September 25,
2023 is available at https://urlcurt.com/u?l=xnqnxI from
PacerMonitor.com at no charge.
Debtor's Attorney:
Nicholas J. Henderson, Esq.
Motschenbacher & Blattner LLP
117 SW Taylor Street, Suite 300
Portland, OR 97204
Telephone: (503) 417-0508
Facsimile: (503) 417-0528
Email: nhenderson@portlaw.com
About Hoodstock Enterprises
Hoodstock Enterprises, LLC, is an Oregon limited liability company
that owns farm and pasture land in Hood River, Oregon. The Debtor
filed Chapter 11 petition (Bankr. D. Ore. Case No. 23-31080) on May
14, 2023, with $1 million to $10 million in assets and $100,001 to
$500,000 in liabilities. Judge Teresa H. Pearson oversees the case.
Nicholas J. Henderson, Esq., at Motschenbacher & Blattner, LLP, is
the Debtor's legal counsel.
ICAP ENTERPRISES: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------------
Lead Debtor: iCap Enterprises, Inc.
3535 Factoria Boulevard
Suite 500
Bellevue WA
Business Description: The Debtors are engaged in activities
related to real estate.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Eastern District of Washington
Twenty-six affiliates that concurrently filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------
iCap Enterprises, Inc. (Lead Case) 23-01243
ICap @ UW, LLC 23-01244
725 Broadway, LLC 23-01245
iCap Funding LLC 23-01246
iCap Equity LLC 23-01247
iCap Pacific Northwest Opportunity and Income Fund 23-01248
iCap Pacific Income 5 Fund, LLC 23-01249
ICap Campbell Way LLC 23-01250
iCap Pacific Income 4 Fund LLC 23-01251
iCap Broadway LLC 23-01252
iCap Northwest Opportunity Fund, LLC 23-01253
Senza Kenmore, LLC 23-01254
iCap Investments, LLC 23-01255
iCap Vault, LLC 23-01256
ICap Vault 1, LLC 23-01257
ICap Vault Management, LLC 23-01258
VH 2nd Street Office, LLC 23-01259
iCap Realty LLC 23-01260
iCap Pacific NW Management 23-01261
VH Willows Townhomes, LLC 23-01262
VH Pioneer Village LLC 23-01263
VH 1121 14th, LLC 23-01264
Vault Holding I, LLC 23-01265
VH Senior Care LLC 23-01266
UW 17th Ave, LLC 23-01267
iCap Management LLC 23-01268
Debtors' Counsel: Dakota Pearce, Esq.
BUCHALTER, A PROFESSIONAL CORPORATION
1420 5th Ave., Suite 3100
Seattle, WA 98101
Tel: (206) 319-7052
Email: dpearce@buchalter.com
- and -
Bernard D. Bollinger, Jr., Esq.
Julian I. Gurule, Esq.
Khaled Tarazi, Esq.
BUCHALTER
1000 Wilshire Blvd., Suite 1500
Los Angeles, California 90017
Tel: (213) 891-0700
Email: jgurule@buchalter.com
Debtors'
Restructuring
Financial
Advisor: PALADIN MANAGEMENT GROUP, LLC
Debtors'
Claims &
Noticing
Agent and
Administrative
Advisor: BMC GROUP INC.
Lead Debtor's
Estimated Assets: $50 million to $100 million
Lead Debtor's
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Lance Miller as chief restructuring
officer.
Full-text copies of three of the Debtors' petitions are available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/M7QPV2A/iCap_Enterprises_Inc__waebke-23-01243__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/N2YRRYA/VH_2nd_Street_Office_LLC__waebke-23-01259__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/P7NCAMQ/ICap__UW_LLC__waebke-23-01244__0001.0.pdf?mcid=tGE4TAMA
List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Yongzhi Liang Money Loaned $10,543,746
103-2-1105, Bai Zi Wan Home,
Chaoyang District
Beijing, Beijing 100124
China
Email: bonniebinbin@126.com
2. Mingyi Hu Money Loaned $9,619,348
Room 2606, Qinzhou Mansion, No.6,
Lane 111, Qinzhou Road
Shanghai
China
Email: cansolh@gmail.com
3. CWN Holdings Limited Money Loaned $5,000,011
Trinity Chambers, PO Box 4301
Road Town, Tortola
British Virgin Island
Lin Lan Sun
Email: sun2015@vip.163.com
4. Devont Capital Limited Money Loaned $4,106,119
PO Box 4301, Road Town
Tortola, British Virgin Islands
British Virgin Islands
Lin Lan Sun
Email: sun2015@vip.163.com
5. Sinolite Industrial Co. Money Loaned $3,727,518
Bldg DEF, 19th Floor, Zhejiang Wuchan
Intl Plaza
No.445 Kaixuan Road, Jianggan District
Hangzhou
China
Zhanyun Zheng
Email: kassy@sinolite.net
6. Cooperativa De Seguros Multiples Money Loaned $2,765,640
PO Box 363846
San Juan, PR 00936
Ramon A. Rodriguez Rosa
Phone: 787-622-8585
Email: ramonr@segurosmultiples.com
7. Ruihua Ji Money Loaned $2,678,960
No. 11, Lane 688, Pingji Road, Minhang
District
Shangai, Shangai 201100
China
Email: jiruihua@gmail.com
8. Zheng Revocable Money Loaned $2,271,679
Foreign Grantor Trust
7307 N Division St. Suite 303
Spokane, WA 99208
Greg Bowman
Email: kassy@sinolite.net
aburgeson@nwtrustee.com
9. Chunying Tian Money Loaned $2,000,000
No. 102, 1st Floor, Unit 2, Building 11
No. 1999 Beichen Avenue, Weiyang
District
Xi'an, Shanxi
China
Email: wbyan1105@gmail.com
10. Universal Insurance Company Money Loaned $2,000,000
PO Box 71338
San Juan, PR 00936
Raul Ramirez
Phone: 787-706-7150
Email: raramirez@universalpr.com
11. Ruzhen Zhang Money Loaned $1,732,387
No.1904, Building 1, No. 1,
Shangdi Xinxi Road
Haidian District
Beijing, Beijing 100085
China
Email: reneeyangny@gmail.com
12. Qingxiao Jiang Money Loaned $1,616,716
Room 1201, Unit 2, BLD #8, Zhijing Yuan
Xixi Cheng Yuan, Xihu District
Hangzhou, Zhejiang 310000
China
Email: nickeyjiang@163.com
13. Tat Iu Money Loaned $1,422,689
Room 2301, Block A, Gaxaly Intl Building
167 Huancheng North Road
Hangzhou, Zhejiang 310005
China
Email: iutat@sina.com
14. Huimin Zhang Money Loaned $1,419,998
Xishan St, Building 1, Room 1-4-3
Dalian, Liaoning 116000
China
Email: dalianlfx@126.com
15. Kun Wang Money Loaned $1,315,140
No.144, Building 14, No.6
Crouching Tiger Bridge
Haidian District
Beijing, Beijing 100044
China
Email: mayandmay@sina.com
16. Zhuhua Li Money Loaned $1,296,196
17225 NE 126th Pl
Redmond, WA 98052
Email: springzhang66@gmail.com
17. Ping Zhang Money Loaned $1,258,981
Room 252, Unit 2, No. 67 East Orchard
Tongzhou District
Beijing, Beijing 101116
China
Email: joannaheart@163.com
18. Yunhua Liu Money Loaned $1,050,000
1155 Northeast 55th Street
Seattle, WA 98105
Phone: 443-256-8594
Email: 1669043402@qq.com
19. Robert W. Alfini Money Loaned $1,019,207
419 E. Orchard St.
Arlington Heights, IL 60005
Phone: 847-259-1871
Email: bobalfini@aol.com
20. Thomas and Jodi Temple Money Loaned $1,015,984
w/ rights of survivorship
21 Sycamore Ln.
Chester Springs, PA 19425
Thomas Temple
Phone: 484-467-3373
Email: tom_temple@me.com
21. Azure Blue Service Limited Money Loaned $1,000,002
Trinity Chambers, PO Box 4301, Road
Town
Tortola, British Virgin VG1110
United Kingdom
Xueqin Yang
Email: sun2015@vip.163.com
22. Peng Lyu and Li Tan Money Loaned $1,000,000
1124 E Lake Sammamish Pkwy NE
Sammamish, WA 98074
Peng Lyu
Email: lilian.tan@maxsolution.com.cn
23. Shiying Chen Money Loaned $946,390
1102, unit 1, building 5, Mingliyuan
Xixi Chengyuan, Xihu District
Hangzhou, Zhejiang 310012
China
Email: 8407046@qq.com
24. Ching-Ping Hu (Grace Shin) Money Loaned $942,299
3rd Flr, No. 143, Section 6
Nanjing East Road, Neihu District
Taipei City, Taiwan 114
Ching-Ping Hu
Email: jessica.cp.hu@gmail.com
25. Barry M. Abzug Revocable Trust Money Loaned $902,229
1949 Leonard Road Falls Church
Falls Church, VA 22043
Barry Abzug
Email: barry.abzug@verizon.net
26. Yi Xia Money Loaned $880,307
Building no.8, Lane 600
Fei Hong Road, Yangpu District
Shanghai, Shanghai
China
Email: xyi9458@gmail.com
27. Steven W. Shaw Money Loaned $793,689
11 River Park Drive
Cormwell, CT 06416
Phone: (860) 538-2347
Email: dr.shaw@shawchiropractic.com
28. Junming Chen Money Loaned $765,912
10-2-402 Zhichengyuan Xixichengyuan,
Xihu Dist.
Hangzhou, Zhejiang 310030
China
Email: jimmy@fsiheater.com
29. Elizabeth Plaza Money Loaned $750,000
1121 Parrotts Cove Rd
Greensboro, GA 30642
Email: eplaza@sconsultantsint.com
30. Yulan Ren Money Loaned $730,063
No. 5, Building 15, Meidu Huating
76 Lianhua North Road
Dujiangyan City, Sichuan Province 611800
China
Email: miloyezhu@gmail.com
INFINITY PHARMACEUTICALS: Case Summary & Top Unsecured Creditors
----------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Infinity Pharmaceuticals, Inc. (Lead Case) 23-11640
1100 Massachusetts Avenue
Cambridge, MA 02138
Infinity Discovery, Inc. 23-11641
Business Description: Infinity is a research and clinical-
development stage biopharmaceutical company
with a focus on developing novel drugs for
the treatment of cancer.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. Brendan Linehan Shannon
Debtors' Counsel: Matthew B. McGuire, Esq.
Matthew R. Pierce, Esq.
Joshua B. Brooks, Esq.
LANDIS RATH & COBB LLP
919 Market Street, Suite 1800
Wilmington, Delaware 19801
Tel: (302) 467-4400
Fax: (302) 467-4450
Email: mcguire@lrclaw.com
pierce@lrclaw.com
brooks@lrclaw.com
Debtors'
Financial
Advisor: SONORAN CAPITAL ADVISORS, LLC
Debtors'
Special
Corporate
Counsel: WILMER CUTLER PICKERING HALE AND DORR LLP
Debtors'
Investment
Banker: SSG ADVISORS, LLC
Debtors'
Notice &
Claims
Agent: STRETTO, INC.
Each Debtor's
Total Assets as at June 30, 2023: $21,232,000
Total Debts as at June 30, 2023: $58,638,000
The petitions were signed by Seth A. Tasker as chief executive
officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ETHYW5Y/Infinity_Discovery_Inc__debke-23-11641__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/EV7HI5Q/Infinity_Pharmaceuticals_Inc__debke-23-11640__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Parexel International Trade Debt $1,093,839
(IRL) Limited
One Kilmainham
Square, Inchicore Road
Dublin
Shalini Darshanam
Email: Shalini.Darshanam@parexel.com
2. Fortrea Clinical Trade Debt $607,639
Research Unit Inc.
3402 Kinsman Blvd.
Madison, WI 53704
Donna Smith
Email: Donna.Smith@fortrea.com
3. Tennessee Oncology, PLLC Trade Debt $532,197
(Sarah Cannon)
PO Box 277816
Atlanta, GA
30384-7816
Jessica James
Phone: +1 (615) 457 7279
Email: Jessica.James2@sarahcannon.com
4. Broadridge Trade Debt $469,758
PO Box 416423
Boston, MA
02241-6423
Kunzang Hyolmo
Email: invoices@broadridge.com
5. Fabbrica Italiana Trade Debt $289,700
Sintetici, S.p.A.
Viale Milano,
26-36075
Montecchio
Maggiore 36075
Caccamo Ornella
Phone: +39 0444 708011
Email: Ornella.Caccamo@fisvi.com
6. Allucent (Pharm-Olam, LLC) Trade Debt $238,263
25329 Budde Rd.,
Suite 1103
The Woodlands, TX 77380
Craig Muir
Phone: +1 (713) 559-7900
Email: POI_USAcctsReceivable@allucent.com
7. Icon Clinical Research Trade Debt $192,329
PO Box 82-8268
Philadelphia, PA
19182-8268
Brendan Donovan
Phone: +1 913 6611662
Email: ar@propharmagroup.com
8. PPD Development, LP Professional $162,535
26361 Network Place Services
Chicago, IL
60673-1263
Sharon Hollfelder
Phone: +1 608 203-3005
Email: sharon.hollfelder@ppd.com
9. Greenphire, Inc. Trade Debt $161,664
1018 West 9th Avenue
Suite 200
King of Prussia, PA 19406
Adrian Keeney
Email: accounting@accounting.greenphire.com
10. ProPharma Group, LLC Professional $141,376
8717 W. 110th Services
Street, Suite 300
Overland Park, KS 66210
Ashley Nagle
Phone: +1 708 602 1020
Email: ashley.nagle@propharmagroup.com
11. Medpace, Inc. Trade Debt $138,057
5375 Medpace Way
Cincinnati, OH
45227
Mark Speed
Phone: +1 513 579 9911
Email: Invoicing@Medpace.com
12. Oxford Global Professional $83,152
Resources, LLC Services
P.O. Box 3256
Boston, MA
02241-3256
Nanci Bentley
Phone: +1 978 538 1649
Email: nanci_bentley@oxfordcorp.com
13. Labcorp Early Development Trade Debt $78,728
Laboratories
3301 Kinsman Blvd
Madison, WI 53704
Adam Blodgett
Email: accountsreceivable@labcorp.com
14. Labcorp Central Laboratory Trade Debt $78,213
Services, LP
8211 SciCor Dr
Indianapoli
Jana Brown
Email: jana.brown@labcorp.com
15. Morrow Sodali LLC Professional $73,924
333 Ludlow Street Services
5th Floor
Stamford, CT 06902
Paul Schulman
Phone: +1 212 300 2473
Email: p.schulman@morrowsodali.com
16. Sun Life Assurance Building Lease $72,551
Company of Canada
93 Summer Street,
2nd Floor
Boston, MA 02110
Edward Roberts
Phone: +1 617 517 2896
Email: eroberts@synergyboston.com
17. Medidata Solutions Inc Trade Debt $69,426
79 Fifth Avenue, 8th Floor
New York, NY 10003
Alyssa D'Orazio
Email: invoicing@mdsol.com
18. Tigermed-BDM Inc. Professional $64,296
100 Franklin Square Services
Dr., Suite 305
Somerset, NJ 08873
Cecilia Xu
Email: Cecilia.Xu@tigermedgrp.com
19. Almac Clinical Trade Debt $60,463
Services LLC
25 Fretz Road
Souderton, PA
18964
Bridget Hanson
Phone: +1 215 660 8500
Email: acsbilling@almacgroup.com
20. Aliri USA Inc. Trade Debt $46,230
4720 Forge Rd Ste 108
Colorado Springs,
CO 80907
Nicole Perkins
Phone: 719-593-1165
Email: nicole.perkins@aliribio.com
INITALY LLC: Seeks 90-Day Extension to Plan Deadline
----------------------------------------------------
Initaly, LLC d/b/a Catello’s Italian Cuisine, f/k/a Avagnale
Noble Cheeses LLC, d/b/a Catello’s Mozzarella Bar asks the U.S.
Bankruptcy Court for the Southern District of Indiana to extend
the deadline to file its plan for an additional 90 days.
The Debtor asserted that it requires more time to file a plan and
the circumstances which necessitates the requested extension are
not in its control.
The Debtor stated that the Internal Revenue Service (IRS) has
filed a proof of claim - which was recently amended on August
17, 2023 - seeking a total priority unsecured claim of
$720,217.16. The Debtor explained that it cannot confirm a plan
if the IRS Claim is allowed, but it has good faith reasons to
believe the IRS Claim is substantially lower than the claimed
amount.
The Debtor submits it meets the "stringent and a higher standard
than the 'for cause' standard in Section 1121(d)(1) that governs
extensions in a non sub-v case" because resolution of the IRS
Claim is a "threshold issue" that must be resolved prior to plan
submission, and resolution of that issue is up to the IRS.
Unless extended, the Debtor's plan is due on August 24, 2023.
Initaly, LLC is represented by:
Jeffrey M. Hester, Esq.
HESTER BAKER KREBS LLC
Suite 1330, One Indiana Square
Indianapolis, IN 46204
Tel: (317) 608-1129
Email: jhester@thbklaw.com
About Initaly, LLC
Initaly, LLC is an owner and operator of an Italian restaurant.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ind. Case No. 23-02259) on May 26,
2023. In the petition filed by Catello Avagnale, member, the
Debtor
disclosed $157,552 in assets and $1,206,156 in liabilities.
Judge Robyn L. Moberly oversees the case.
Jeffrey Hester, Esq., at Hester Baker Krebs LLC, represents the
Debtor as legal counsel.
INNOVATIVE DESIGNS: Posts $84K Net Loss in Third Quarter
--------------------------------------------------------
Innovative Designs filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $83,964 on $124,650 of net revenues for the three months ended
July 31, 2023, compared to net income of $212,357 on $135,048 of
net revenues for the three months ended July 31, 2022.
For the nine months ended July 31, 2023, the Company reported a net
loss of $255,649 on $223,546 of net revenues compared to a net loss
of $195,500 on $235,164 of net revenues for the nine months ended
July 31, 2022.
As of July 31, 2023, the Company had $1.53 million in total assets,
$425,271 in total current liabilities, $49,530 in total long-term
liabilities, and $1.05 million in total stockholders' equity.
The Company had a net loss of ($255,649) and a negative cash flow
of ($84,476) for the nine-month period ended July 31, 2023. In
addition, the Company has an accumulated deficit of ($10,591,228).
Management's plans include cash receipts through sales, sales of
Company stock, and borrowings from private parties. The Company
said these factors raise substantial doubt regarding the Company's
ability to continue as a going concern for a period of one year
from the issuance of these financial statements.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1190370/000173112223001728/e5060_10q.htm
About Innovative Designs
Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc.
operates in two separate business segments: cold weather clothing
and a house wrap for the building construction industry. Both of
its segment lines use products made from INSULTEX, which is a
low-density foamed polyethylene with buoyancy, scent block, and
thermal resistant properties. The Company has a license agreement
directly with the owner of the INSULTEX Technology.
Innovative Designs reported a net loss of $225,489 for the year
ended Oct. 31, 2022, compared to a net loss of $322,732 for the
year ended Oct. 31, 2021. As of Oct. 31, 2022, the Company had
$1.48 million in total assets, $474,159 in total liabilities, and
$1 million in total stockholders' equity.
Kennett Square, PA-based RW Group, LLC, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
Feb. 13, 2023, citing that the Company had net losses and negative
cash flows from operations for the years ended Oct. 31, 2022 and
2021 and an accumulated deficit at Oct. 31, 2022 and 2021. These
factors raise substantial doubt about the Company's ability to
continue as a going concern for one year from the issuance date of
these financial statements.
INTERNATIONAL LONGSHORE: Case Summary & 12 Unsecured Creditors
--------------------------------------------------------------
Debtor: International Longshore and Warehouse Union
DBA ILWU
1188 Franklin Street, 4th Floor
San Francisco, CA 94109
Business Description: ILWU is a California labor organization
whose primary function is to unionize
workers.
Chapter 11 Petition Date: September 30, 2023
Court: United States Bankruptcy Court
Northern District of California
Case No.: 23-30662
Debtor's Counsel: Jason H. Rosell, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
One Sansome Street, Suite 3430
San Francisco, CA 94104
Tel: 415-263-7000
Email: jrosell@pszjlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by William E. Adams as president.
A copy of the Debtor's list of 12 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/PBX65DQ/International_Longshore_and_Warehouse__canbke-23-30662__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/PH2X6RY/International_Longshore_and_Warehouse__canbke-23-30662__0001.0.pdf?mcid=tGE4TAMA
IQPACK LLC: Court OKs Interim Cash Collateral Access
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Indiana, New
Albany Division, authorized IQPack, LLC to use cash collateral on
an interim basis in accordance with the budget.
The Debtor's sole lender and secured creditor is Stock Yards Bank &
Trust Co. based on a promissory note between the Debtor and the
Bank dated March 29, 2023. The principal amount of the Note was
originally $150,000 but was increased to $450,000.
The obligations under the Note are secured by a security interest
in the Debtor's inventory, accounts, equipment and general
intangibles.
As adequate protection, the Bank is granted a replacement lien in
all property owned, acquired, or generated postpetition by the
Debtor and its continued operations to the the same extent and
priority and of the same kind and nature as the Bank had prior to
the commencement of the Chapter 11 Case.
The Replacement Lien will be junior and subordinate to (a) fees due
the United States Trustee pursuant to 28 U.S.C. Section 1930(a)(6);
(b) fees due the subchapter V trustee; (c) fees due the Clerk of
Court; (d) fees and expenses due to the Debtor's professionals in
the amount set forth in the Budget; (e) any Superpriority Claim;
and (0 following a Termination Event, up to $ 150,000 in fees and
expenses incurred by the Debtor's professionals.
The Replacement Lien in the Postpetition Collateral are deemed to
be valid and perfected to the same extent as existed as of the
Petition Dale without need for the execution, filing, or recording
of any further documents or instruments otherwise required to be
executed or filed under non-bankruptcy law.
The Bank will receive a $4,000 monthly adequate protection
payment.
The Debtor's right to use cash collateral will terminate upon (a)
the entry of an order directing the appointment of a trustee for
the Debtor, (b) the entry of an order dismissing or converting this
case to a case under chapter 7 of the Bankruptcy Code, (c) the
failure to pay, when due, any postpetition taxes, or (d) the entry
of an order determining that the Debtor is in default of its
obligations under the Interim Cash Collateral Order or a future
order granting the Motion for the continued use of cash
collateral.
A final hearing on the matter is set for October 24 at 10 a.m.
A copy of the order is available at https://urlcurt.com/u?l=aGbGgN
from PacerMonitor.com.
About IQPack LLC
IQPack LLC is engaged in providing packaging & supply chain
consulting and the sale of packaging products & automation.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ind. Case No. 23-90911) on September
19, 2023.
In the petition signed by Kenny A. Rohleder, as member/president,
the Debtor disclosed $1.118 in assets and $2.4 million in
liabilities.
Judge Andrea K. McCord oversees the case.
April A. Wimberg, Esq., at Dentons Bingham Greenebaum, represents
the Debtor as legal counsel.
JACON LLC: Dennis O'Brien Named Subchapter V Trustee
----------------------------------------------------
The Acting U.S. Trustee for Region 21 appointed Dennis O'Brien as
Subchapter V trustee for Jacon, LLC.
Mr. O'Brien will charge $330 per hour for his services as
Subchapter V trustee and $200 per hour for paralegal time. He will
also seek reimbursement for work related expenses incurred.
Mr. O'Brien declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Dennis O'Brien
150 South Fifth Street, Suite 3125
Minneapolis, MN 55402
Email: dennis@mantylaw.com
About Jacon LLC
Jacon, LLC is a demolition, excavating, and utilities contractor in
the St. Paul/Minneapolis area.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Minn. Case No. 23-31873) on Sept. 12,
2023, with $1 million to $10 million in both assets and
liabilities. Jason Jacobsen, president, signed the petition.
Judge William J. Fisher oversees the case.
John D. Lamey III, Esq., at Lamey Law Firm, P.A. represents the
Debtor as bankruptcy counsel.
JAMAICAN SPOT: Files Emergency Bid to Use Cash Collateral
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Alabama
authorized Jamaican Spot LLC to use cash collateral on an interim
basis in accordance with the budget.
The Debtor requires the use of cash collateral to meet its payroll
and to purchase inventory and supplies needed in operation of its
business. The Debtor is directed to file its Chapter 11, Sub
Chapter Plan on or before November 29, 2023.
The Debtor is authorized to use cash collateral for the purpose of
payments of the administrative expense claims of the Subchapter V
Trustee appointed in the case. Such payments will be held in trust
by the Subchapter V Trustee, subject to and disbursable only upon
an order of the Court allowing fees and expenses of the Subchapter
V Trustee.
A final hearing on the matter is set for October 17 at 9:30 a.m.
A copy of the order is available at https://urlcurt.com/u?l=QvSiQY
from PacerMonitor.com.
About The Jamaican Spot LLC
The Jamaican Spot LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ala. Case No. 23-12009) on August
31, 2023. In the petition signed by Shanta Moncrieffe, manager, the
Debtor disclosed up to $50,000 in assets and up to $100,000 in
liabilities.
Judge Jerry Oldshue oversees the case.
James D. Patterson, Esq., at James Patterson LLC, represents the
Debtor as legal counsel.
JNJ HOME: Court OKs Cash Collateral Access Thru Oct 10
------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
authorized JNJ Home Health Care, Inc. to use cash collateral on an
interim basis in accordance with the budget, with a 10% variance.
The U.S. Small Business Association holds a duly perfected security
interest in all of the Debtor's property, and assets, including the
proceeds thereof, by virtue of Loan Authorization and Agreement,
Note, and Security Agreement, dated June 18, 2020. The original
principal amount of the loan was $150,000; however, on October 21,
2021, the Debtor's loan amount was increased to $510,000.
The Debtor acknowledges its repayment obligations under the Loan
Agreements. The SBA asserts it is secured by, inter alia, liens and
security interests in all of the Debtor's assets by virtue of UCC-1
Financing Statement.
The Debtor acknowledges that its monthly repayment obligations
under the SBA Loan were deferred until December 2022 in the amount
of $2,521. As adequate protection, starting June 1, 2023, the
Debtor will make payments of $2,521 per month to the SBA pursuant
to the terms of the SBA Loan.
The New York State Department of Taxation and Finance asserts a
duly perfected security interest in all of the Debtor's property,
and assets, including the proceeds thereof, by virtue of tax
warrants filed against the Debtor and as more fully set forth in
Claim No. 1 filed by the NYS DTF.
The Debtor acknowledges its repayment obligations under the Tax
Warrants and the NYS DTF asserts that it is secured by, inter alia,
liens and security interests in all of the Debtor's assets by
virtue of Tax Warrants having been duly perfected on September 3,
2020, February 9, 2023, and April 13, 2023. It is agreed that the
Debtor will make adequate protection payments to NYS DTF in the
amount of $1,500 per month, starting June 1, 2023.
The Internal Revenue Service asserts a duly perfected security
interest in all of the Debtor's property, and assets, including the
proceeds thereof, by virtue of tax liens dated January 31, 2022,
May 11, 2022, November 3, 2022, February 24, 2023, and February 27,
2023.
The Debtor acknowledges its repayment obligations under the IRS
Liens and the IRS asserts that it is secured by, inter alia, liens
and security interests in all of the Debtor's assets by virtue of
the IRS Liens. Beginning on June 1, 2023, the Debtor will make
adequate protection payments to the IRS in the amount of $7,500 per
month.
Itria Ventures LLC holds a duly perfected security interest in the
Debtor's business assets, including the proceeds thereof pursuant
to a Receivables Sales Agreement dated February 23, 2023 whereby
Itria purchased $202,500 of the Debtor's future accounts
receivable. In addition, Itria holds a duly perfected security
interest in the Debtor's business assets, including the proceeds
thereof and the proceeds of an Employee Retention Tax Credit which
Debtor is entitled to receive from the U.S. Internal Revenue
Service by virtue of a Business Loan and Security Agreement dated
Mach 2, 2023 made to the Debtor in the original principal amount of
$400,000.
The Debtor acknowledges its repayment obligations under the RSA and
ERTC Loan and Itria asserts that it is secured by, inter alia,
liens and security interests in all of the Debtor's assets,
including but not limited to the ERTC Credit by virtue of duly
filed UCC-1 Financing Statements.
In addition to the Secured Parties' security interests, liens,
rights, and other interests in and with respect to their
collateral, as adequate protection for and to secure the payment of
an amount equal to any diminution in the value of its collateral,
the Debtor grants to the Secured Parties post-petition replacement
liens on and security interests in (JMM), under 11 U.S.C. Section
361(2), on all property of the Debtor and its estate. The
Replacement Liens granted to the Secured Parties will become valid,
enforceable, and fully perfected liens without any action by Debtor
or the Secured Parties, and no filing or recordation or other act
that otherwise may be required under federal or state law in any
jurisdiction will be necessary to create or perfect such liens and
security interests.
The Debtor's authorization to use cash collateral will immediately
terminate without further Order on the earlier of:
(a) October 20 2023, at 5:00 p.m. EST;
(b) the entry of and order granting any Secured Party, or any
party other than the Secured Parties, relief from the automatic
stay with respect to any property of the Debtor in which any
Secured Party claims a lien or security interest, whether pursuant
to the Fifth Interim Order or otherwise;
(c) the entry of an order dismissing the Chapter 11
proceeding or converting the proceeding to a case under Chapter 7
of the Code;
(d) the entry of an order confirming a plan of
reorganization; or
(e) the entry of an order by which the Fifth Interim Order is
reversed, revoked, stayed, rescinded, modified or amended without
the consent of the Secured Parties thereto.
A sixth interim hearing on the matter is set for October 18 at
10:30 a.m.
A copy of the order is available at https://urlcurt.com/u?l=XWJmaC
from PacerMonitor.com.
About JNJ Home Health Care, Inc.
JNJ Home Health Care, Inc. is a provider of home healthcare
services. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bakr. E.D.N.Y. Case No. 23-41382) on April 24,
2023. In the petition signed by Caren D. Serieux-Bazelais, CEO, the
Debtor disclosed $1,616,300 in assets and $3,550,540 in
liabilities.
Judge Jil Mazer-Marino oversees the case.
James J. Rufo, Esq., at the Law Office of James J. Rufo, represents
the Debtor as legal counsel.
KAREN LANDSCAPING: Files Emergency Bid to Use Cash Collateral
-------------------------------------------------------------
Karen Landscaping, Inc. asks the U.S. Bankruptcy Court for the
Northern District of Georgia, Newnan Division, for authority to use
cash collateral and provide adequate protection.
The Debtor requires the use of cash collateral for general
operational and administrative expenses.
The Debtor is a borrower under an Economic Injury Disaster Loan in
the original principal amount of approximately $150,000 as
evidenced by the Note with the U.S. Small Business Administration.
The SBA asserts a security interest in the Debtor's tangible and
intangible personal property pursuant to that UCC Financing
Statement No. 038-2020-082970 filed with the Coweta County, Georgia
Clerk of Superior Court on September 8, 2020. The Debtor has not
missed a payment to the SBA.
To the extent that any interest that the SBA may have in the cash
collateral is diminished, the Debtor proposes to grant the SBA a
replacement lien in post-petition collateral of the same kind,
extent, and priority as the liens existing pre-petition, except
that the Adequate Protection Lien will not extend to the proceeds
of any avoidance actions received by the Debtor or the estate
pursuant to chapter 5 of the Bankruptcy Code.
A copy of the Debtor's motion and budget is available at
https://urlcurt.com/u?l=lh58jR from PacerMonitor.com.
The Debtor projects $225,000 in total income and $220,934 in total
expenses for four weeks.
About Karen Landscaping, Inc.
Karen Landscaping, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-11194-pmb) on
September 27, 2023. In the petition signed by Ricardo Sanchez,
owner, the Debtor disclosed up to $50,000 in assets and up to $1
million in liabilities.
William Rountree, Esq., at Rountree, Leitman, Klein & Geer, LLC,
represents the Debtor as legal counsel.
KEN FARRINGTON: Unsecureds to Get Share of Income for 3 Years
-------------------------------------------------------------
Ken Farrington Tractor & Landclearing, Inc. ("KFTL") filed with the
U.S. Bankruptcy Court for the Middle District of Florida a Final
Subchapter V Plan of Reorganization dated September 25, 2023.
KFTL is a Florida for-profit corporation incorporated in 1999 by
Ken Farrington and his then-wife, Cindy Farrington. The Debtor
conducts its operation from a single-family home owned by Cindy
Farrington located at 2215 Wilcox Street, West Melbourne, Florida
32904.
After Mrs. Farrington's passing, KFTL became inundated with
creditor demands stemming from loans obtained in Mr. Farrington's
name without his knowledge, agreement or approval. Prior to the
commencement of this case, certain creditors of the Debtor
aggressively pursued collection going so far as to contact the
Debtor's longtime vendors and customers for payment.
In order to preserve its business for the benefit of its creditors
and estate, and in order to dispute claims in a single forum,
Debtor commenced its Chapter 1 case and elected to proceed with its
reorganization effort under Subchapter V.
During the pendency of its Chapter 11 case, Debtor has continued
operations in the normal course of business without interruption
and on a positive cash-flow basis.
Class 12 consists of all Allowed General Unsecured Claims against
the Debtor. In full satisfaction of their Allowed Class 12 General
Unsecured Claims, Holders of Class 12 General Unsecured Claims,
Holders of Class 12 Claims shall receive a pro rata share of
Distributions paid pursuant to the following payment schedule:
* Payment #1: $5,000.00 with 14 days following the Effective
Date;
* Payment #2: $10,000.00 on the last day of the 12th month
following the Effective Date;
* Payment #3; $10,000.00 on the last day of the 24th month
following the Effective Date;
* Payment #4: $10,000.00 on the last day of the 36th month
following the Effective Date.
However, the Debtor shall devote its Disposable Income over a
3-year period commencing on the Effective Date to be paid pro rata
on an annual basis pursuant to the payment dates established for
Payments 2, 3 and 4 to the extent that its Disposable Income
exceeds the value of Payment #2, Payment #3 and Payment #4. For
purposes of clarity, the Debtor is devoting its Disposable Income
over a 3-year period commencing on the Effective Date for
distribution to Holders of Allowed Class 12 Claims but establishing
a minimum payment of $10,000.00 per year to the extent that its
Disposable Income does not exceed $10,000.00 in any given year of
the Plan term.
In addition to the annual Distributions outlined herein, Class 12
Claimholders shall also receive a pro rata share of the net
proceeds recovered from all Causes of Action after payment of
professional fees and costs associated with such collection
efforts, and after Administrative Claims and Priority Claims are
paid in full. The maximum Distribution to Class 12 Claimholders
shall be equal to the total amount of all Allowed Class 12 General
Unsecured Claims. Class 12 is Impaired.
Class 13 consists of all equity interests in Ken Farrington Tractor
& Landclearing, Inc. Class 13 Interest Holders shall retain their
respective Interests in Ken Farrington Tractor & Landclearing, Inc.
in the same proportions such Interest were held as of the Petition
Date (i.e., 100.00% Interest to Kenneth Farrington.). Class 13 is
Unimpaired.
The Plan contemplates the Debtor will continue to manage and
operate its business in the ordinary course, but with restructured
debt obligations. It is anticipated the Debtor's postconfirmation
business will mainly involve continued operation of its
landclearing, site work and demolition business, the income from
which will be committed to make the Plan Payments.
A full-text copy of the Final Subchapter V Plan dated September 25,
2023 is available at https://urlcurt.com/u?l=Lu47k9 from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Daniel A. Velasquez, Esq.
Latham Luna Eden & Beaudine, LLP
201 S. Orange Ave., Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: jluna@lathamluna.com
About Ken Farrington Tractor
Ken Farrington Tractor & Landclearing, Inc., sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Banker M.D. Fla. Case
No. 23-01935) on May 22, 2023.
In the petition signed by Kenneth J. Farrington, the Debtor
disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Judge Tiffany P. Geyer oversees the case.
Daniel A. Velasquez, Esq., at the Latham Luna E den and Beaudine,
LLP, represents the Debtor as legal counsel.
KNIGHT HEALTH: $450MM Bank Debt Trades at 73% Discount
------------------------------------------------------
Participations in a syndicated loan under which Knight Health
Holdings LLC is a borrower were trading in the secondary market
around 26.8 cents-on-the-dollar during the week ended Friday,
September 29, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $450 million facility is a Term loan that is scheduled to
mature on December 23, 2028. The amount is fully drawn and
outstanding.
Knight Health Holdings LLC is a provider of a community-based acute
and post-acute care, with 18 short-term acute care hospitals and 61
long-term acute care facilities across 25 states.
LA FUENTE: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: La Fuente, Inc.
801 W. Expressway 83
Sullivan City, TX 78595
Business Description: The Debtor provides home health care
services.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 23-70197
Judge: Hon. Eduardo V. Rodriguez
Debtor's Counsel: Jose Luis Castillo, Esq.
LAW OFFICES OF JOSE LUIS CASTILLO, PC
1810 San Bernardo Ave.
Laredo TX 78040
Tel: 956-508-8000
Email: jose.castillo@castillo-law.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Noel A. Zamora as president.
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/3LU673A/La_Fuente_Inc__txsbke-23-70197__0001.0.pdf?mcid=tGE4TAMA
LUCENA DAIRY: Court OKs Cash Collateral Access Thru Oct 10
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico
authorized Lucena Dairy Inc. to continue using cash collateral on
an interim basis in accordance with the budget, through October 10,
2023 as agreed by the Debtor and Condado 4 LLC.
The court said the hearing set for for September 26, 2023 and
September 27, 2023, at 9:30 AM are vacated and set aside, and a
cash collateral hearing is scheduled for October 24, 2023 at 9:30
AM, via Microsoft Teams Video & Audio Conferencing and/or
Telephonic Hearings.
As previously reported by the Troubled Company Reporter, Condado 4
LLC holds a pre-petition security interest over the cash
collateral. As of the Petition Date Debtor has estimated Condado's
claims in the approximate amount of $11 million.
Condado's collateral from the Debtor is valued at approximately
$1.2 million. Condado also has liens over the real property that
the Debtor leases from Debtor's shareholders.
To the extent of any diminution in the value of the Prepetition
Secured Party's respective interests in their collateral (including
cash collateral) from the Petition Date arising from the use, sale,
or lease of such collateral or the imposition of the automatic:
stay, such Prepetition Secured Party was granted (i) replacement
liens of the same priority on the same assets that serve as
preparation collateral of the Debtors and (ii) direct the Debtor to
make a payment as additional adequate protection to the Prepetition
Secured Creditor in the amount of $10,000, per month, upon entry of
the Final Order.
A copy of the court's order is available at
https://urlcurt.com/u?l=6IHOFB from PacerMonitor.com.
About Lucena Dairy Inc.
Lucena Dairy Inc. is engaged in the production of cows' milk and
other dairy products and in raising dairy heifer replacements.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. P.R. Case No. 23-02835) on September 8,
2023. In the petition signed by Jorge Lucena Betancourt, president,
the Debtor disclosed $1,905,560 in assets and $11,464,130 in
liabilities.
Judge Edward A. Godoy oversees the case.
Carmen D. Conde Torres, Esq., at C. Conde & Associates, represents
the Debtor as legal counsel.
LUNA DAIRY: Court OKs Cash Collateral Access Thru Oct 10
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico
authorized Lucena Dairy Inc. to continue using cash collateral on
an interim basis in accordance with the budget, through October 10,
2023, as agreed by the Debotor and Condado 4, LLC.
The court said the hearings scheduled for September 26, 2023 and
September 27, 2023, at 9:30 AM are vacated, and a cash collateral
hearing is scheduled for October 24, 2023 at 9:30 AM, via Microsoft
Teams Video & Audio Conferencing and/or Telephonic Hearings.
As previously reported by the Troubled Company Reporter, the Debtor
requested the use of $43,668 collected from the sale of milk to
Vaqueria Tres Monjitas Inc.
Condado 4 LLC holds a pre-petition security interest over the cash
collateral. As of the Petition Date Debtor has estimated Condado's
claims in the approximate amount of $11 million.
Condado's collateral from the Debtor is valued at approximately
$3.3 million. Condado also has liens over the real property that
the Debtor leases from Debtor's shareholders.
To the extent of any diminution in the value of the Prepetition
Secured Party's respective interests in their collateral (including
cash collateral) from the Petition Date arising from the use, sale,
or lease of such collateral or the imposition of the automatic:
stay, such Prepetition Secured Party was granted (i) replacement
liens of the same priority on the same assets that serve as
preparation collateral of the Debtors and (ii) direct the Debtor to
make a payment as additional adequate protection to the Prepetition
Secured Creditor in the amount of $10,000, per month, upon entry of
the Final Order.
A copy of the court's order is available at
https://urlcurt.com/u?l=feKc3Y from PacerMonitor.com.
About Lucena Dairy Inc.
Luna Dairy Inc. is engaged in the production of cows' milk and
other dairy products and in raising dairy heifer replacements.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. P.R. Case No. 23-02837) on September 9,
2023. In the petition signed by Jorge Lucena Betancourt, president,
the Debtor disclosed $4,102,639 in assets and $11,316,130 in
liabilities.
Judge Edward A. Godoy oversees the case.
Carmen D. Conde Torres, Esq., at C. Conde & Associates, represents
the Debtor as legal counsel.
LUXEMBOURG IC 428: Apollo SFRFI Marks $4.6MM Loan at 26% Off
------------------------------------------------------------
Apollo Senior Floating Rate Fund Inc has marked its $4,695,549 loan
extended to Luxembourg Investment Company 428 SARL to market at
$3,495,250 or 74% of the outstanding amount, as of June 30, 2023,
according to Apollo Senior's Semi-Annual Report on Form N-CSRS for
the period ended June 30, 2023, filed with the Securities and
Exchange Commission.
Apollo Senior FRFI is a participant in a First Lien Term Loan B4 to
Luxembourg Investment Company 428 SARL. The loan accrues interest
at a rate of 10.39% (3M SOFR + 5%, 0.50% Floor) per annum. The loan
matures on January 3, 2029.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Luxembourg Investment Company 428 S.a r.l. (Heubach Group) is a
global producer of organic and inorganic pigments. The company
emerged from the combination of German-based Heubach Group and the
Pigments Business of Clariant AG.
LUXEMBOURG IC 428: Apollo Tactical Marks $4.6MM Loan at 26% Off
---------------------------------------------------------------
Apollo Tactical Income Fund Inc has marked its $4,695,549 loan
extended to Luxembourg Investment Company 428 SARL to market at
$3,495,250 or 74% of the outstanding amount, as of June 30, 2023,
according to Apollo Tactical's Semi-Annual Report on Form N-CSRS
for the period ended June 30, 2023, filed with the Securities and
Exchange Commission.
Apollo Tactical IFI is a participant in a First Lien Term Loan B4
to Luxembourg Investment Company 428 SARL. The loan accrues
interest at a rate of 10.39% (3M SOFR + 5%, 0.50% Floor) per annum.
The loan matures on January 3, 2029.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Luxembourg Investment Company 428 S.a r.l. (Heubach Group) is a
global producer of organic and inorganic pigments. The company
emerged from the combination of German-based Heubach Group and the
Pigments Business of Clariant AG.
MADERA COMMUNITY: Exclusivity Period Extended to October 6
----------------------------------------------------------
Judge Rene Lastreto II of the U.S. Bankruptcy Court for the
Eastern District of California extended Madera Community
Hospital's exclusive filing period to October 6, 2023, and its
exclusive solicitation period to December 5, 2023.
Madera Community Hospital is represented by:
Riley C. Walter, Esq.
WANGER JONES HELSLEY
265 E. River Park Circle, Suite 310
Fresno, CA 93720
Tel: (559) 490-0949
EMail: rwalter@wjhattorneys.com
About Madera Community Hospital
Madera Community Hospital operates a general medical and surgical
hospital in Madera, Calif.
Madera Community Hospital sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 23-10457)
on March 10, 2023. In the petition signed by its chief executive
officer, Karen Paolinelli, the Debtor disclosed $50 million to
$100 million in assets and $10 million to $50 million in
liabilities.
Judge Rene Lastreto II oversees the case.
The Debtor tapped Riley C. Walter, Esq., at Wanger Jones Helsley,
as bankruptcy counsel; McCormick Barstow LLP and Ward Legal, Inc.
as special counsels; and JWT & Associates, LLP as accountant.
The U.S. Trustee for Region 17 appointed an official committee of
unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Perkins Coie, LLP and Sills Cummis & Gross PC as
legal counsels and FTI Consulting, Inc. as financial advisor.
MATCON CONSTRUCTION: Wins Cash Collateral Access Thru Nov 6
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorized Matcon Construction Services, Inc. to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance, through November 6, 2023, the date of the final
hearing.
The Debtor requires the use of cash collateral to pay operating
expenses.
As previously reported by the Troubled Company Reporter, the
Debtor's primary secured obligations are to Lake Michigan Credit
Union. As of the petition Date, the Debtor owes LMCU approximately
$2.1 million in the form of two different loans, an operating line
of credit in the approximate amount of $1 million and a secured
loan in the approximate amount of $1.1 million, secured by a
blanket lien on all of the Debtor's assets.
The Debtor also has an SBA Economic Injury Disaster Loan with an
approximate balance of $2 million secured by substantially all of
the Debtor's personal property. Based on the Debtor's initial
review of UCC-1 filings, the SBA appears to have a second-position
security interest in the Debtor's assets.
The Debtor believes it owes additional secured debt to other
secured creditors, which assert liens on the Debtor's vehicles and
equipment:
Approximate Balance as
Creditor of Petition Date
-------- ----------------------
American Indemnity $124,623.85
Ford Credit $48,259.17
GM Financial $64,201.87
Ford Credit $36,852.38
Wells Fargo $23,401.39
Wells Fargo $24,931.50
Balboa Capital $19,946.79
In an effort to carry the business through this downturn period,
the Debtor turned to short-term funding sources with high cost of
capital known as "merchant cash advance" funding, with various
companies.
The MCAs furthered the Debtor's economic problems as the MCA
funders presented UCC demands to the Debtor's customers,
effectively cutting off the Debtor's cash flow. The Debtor filed
the case primarily to obtain relief from this financial pressure.
As of the Petition Date, the Debtor owes these amounts to the MCAs,
which the Debtor believe are all wholly unsecured:
Approximate Balance
MCA as of Petition Date
--- -------------------
Intrepid Finance $465,116
Blue Vine $44,297
Libertas Fundi g $814,090
Fox Capital $37,200
Biz Fund $485,400
Proventure Capital $55,469
Reserve Capital $139,923
City Capital $109,672
Finova $81,429
Greentree $31,936
As additional adequate protection with respect to the MCAs' and
other Lenders' interests in the Cash Collateral, the MCAs and other
Lenders are granted a replacement lien in and upon all of the
categories and types of collateral in which they held a security
interest and lien as of the Petition Date to the same extent,
validity and priority that they held as of the Petition Date,
subject to carve outs and subordination to the administrative
claims set forth in the budget and US Trustee fees.
Turnover of accounts receivable is subject to any purported liens
by MCAs and other Lenders to the same priority, extent and validity
as they existed prepetition, except to the extent of permitted uses
and carve outs for administrative claims set forth in the budget
and US Trustee fees, provided, for the avoidance of doubt, as to
account debtors or Contract Parties that pay any obligations to the
Debtor, those account debtors or Contract Parties will not be
subject to payment to any of the MCAs or other Lenders for such
obligations claimed owing by any of the MCAs or other Lenders or
anyone else claiming to be an assignee under UCC 9-406, Florida
Statute section 679.4061, or other applicable law.
The Debtor will maintain insurance coverage for the collateral in
accordance with the obligations under the loan and security
documents.
A copy of the Court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=hZTmjV from PacerMonitor.com.
The Debtor projects total cash disbursements, on a weekly basis, as
follows:
$101,548 for the week ending October 6, 2023;
$28,868 for the week ending October 13, 2023;
$388,900 for the week ending October 20, 2023; and
$48,300 for the week ending October 27, 2023.
About Matcon Construction Services, Inc.
Matcon Construction Services, Inc. provides general contracting,
solar solutions and development Services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-00215) on January 20,
2023. In the petition signed by Derek Mateos, president, the Debtor
disclosed up to $10 million in assets and up to $50 million in
liabilities.
Judge Roberta A. Colton oversees the case.
Scott Underwood, Esq., at Underwood Murray, P.A., represents the
Debtor as counsel.
MATRIX PARENT: $380MM Bank Debt Trades at 31% Discount
------------------------------------------------------
Participations in a syndicated loan under which Matrix Parent Inc
is a borrower were trading in the secondary market around 68.8
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $380 million facility is a Term loan that is scheduled to
mature on March 1, 2029. About $374.3 million of the loan is
withdrawn and outstanding.
Matrix Parent, Inc. does business as Mobileum. Matrix operates
across four main businesses ranked as following in descending order
by revenue contribution: Roaming and Network Services; Fraud,
Security and Business Assurance; Testing and Service Assurance; and
Engagement and Experience. Matrix pioneered the development of
mobile roaming steering software used broadly among telecom
operators.
MERCY HOSPITAL: No Decline in Patient Care, 1st PCO Report Says
---------------------------------------------------------------
Susan Goodman, the court-appointed patient care ombudsman, filed a
first interim report regarding the quality of patient care provided
at the community hospital and clinics operated by Mercy Hospital,
Iowa City, Iowa and its affiliates.
The PCO spent a total of four days visiting the hospital and clinic
locations. At the time of the PCO's visits, the hospital census was
in the high 60's to low 70's. The PCO observed clinical
interactions with patients and engaged in staff, clinician, and
patient and family interviews.
The PCO did not observe any patient staffing ratios that were
concerning during her site visit. Continued nursing and non-nursing
recruitment efforts were reported. Yet, given the PCO's experience
and the noted difference in the number of early staff departures
reported in this case as compared to other appointments, and the
impact continued departures could have on hospital census, the PCO
felt it was important to get this initial observation quickly
before the court.
The PCO noted that patient interviews were largely positive. No
bankruptcy-associated patient impacts were noted. The operational
feedback gleaned from patient interviews supported staff's
assertion that their town benefits from having both an academic
medical center and a community hospital.
The PCO did not observe material decline in the quality of patient
care provided as contemplated under Section 333(b) of the
Bankruptcy Code. Yet, the previous and continuing number of core
and agency staff departures, particularly, but not exclusively in
the nursing role, could impact the healthcare providers' ability to
continue staffing the inpatient units that were open during the
PCO's site visit.
While recruitment to backfill attrition losses is occurring, the
continued uncertainty and news stories suggesting that acute-care
hospital services may not continue was reported as impacting
recruitment. Further, the remaining staff expressed assignment
fatigue as they worked to cover staffing gaps through extended or
extra shifts and assignments.
A copy of the PCO report is available for free at
https://urlcurt.com/u?l=VxzgWw from PacerMonitor.com.
The ombudsman may be reached at:
Susan N. Goodman, RN JD
Pivot Health Law
P.O. Box 69734
Oro Valley, AZ 85737
Phone: (520) 744-7061
Fax: (520) 575-4075
Email: sgoodman@pivothealthaz.com
About Mercy Hospital, Iowa City
Mercy Hospital, Iowa City, Iowa is a Catholic-based Iowa nonprofit
corporation and a tax-exempt organization described in Section
501(c)(3) of the Internal Revenue Code of 1986 (as amended) that
operates an acute care community hospital and clinics located in
Iowa City, Iowa and surrounding communities.
Mercy Hospital and affiliates, Mercy Iowa City ACO, LLC and Mercy
Services Iowa City, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Iowa Lead Case No. 23-00623) on
Aug. 7, 2023. In its petition signed by Mark E. Toney, chief
restructuring officer, Mercy Hospital disclosed up to $500 million
in both assets and liabilities.
Judge Thad J. Collins oversees the cases.
The Debtors tapped Nyemaster Goode, P.C and McDermott Will & Emery
LLP as bankruptcy co-counsel; Toneykorf Partners, LLC to provide
interim management services; H2C Securities Inc. as investment
banker; and Epiq Corporate Restructuring, LLC as notice and claims
agent.
Mary Jensen, Acting U.S. Trustee for Region 12, appointed an
official committee of unsecured creditors on Aug. 15, 2023. The
committee tapped Sills Cummis & Gross P.C. and Cutler Law Firm,
P.C. as legal counsels; and FTI Consulting, Inc. as financial
advisor.
Susan N. Goodman is the patient care ombudsman appointed in the
Debtors' cases.
MIDWEST DOUGH: Has Deal on Cash Collateral Access
-------------------------------------------------
Midwest Dough Guys, LLC and Last Chance Funding advised the U.S.
Bankruptcy Court for the District of Nebraska that they have
reached an agreement regarding the Debtor's use of cash collateral
and now desire to memorialize the terms of this agreement into an
agreed order.
LCF is a first-priority secured creditor of the Debtor, having a
valid first priority, perfected blanket lien upon all of Debtor's
assets.
LCF has a valid secured claim of $125,845, plus accruing interest,
fees, and costs in the case and the Debtor does not dispute the
validity, priority or effect of LCF's secured claim, or it's
first-priority position, upon the Collateral.
LCF consents to use of cash collateral, but only on the terms and
conditions set forth therein which include:
a. the Debtor will maintain at least $45,000 in inventory/cash
combined value at any given time during the pendency of the case
until plan confirmation;
b. the Debtor will commence payments, as adequate protection to LCF
in the amount of $1,800, until plan confirmation. First payment
will be made to LCF upon Bankruptcy Court approval of the
Stipulation and on or before the 15th day of each month thereafter.
LCF does not concede that the adequate protection payment will be
acceptable as payment under the Debtor's proposed Chapter 11 Plan.
c. the Debtor will provide LCF with a post-petition replacement
lien on all Collateral subject to LCF's pre-petition lien.
Additionally, LCF's position that it is the owner of the Debtor's
past and newly created receivables is preserved.
d. the Debtor will maintain adequate insurance on LCF's Collateral.
The Debtor will provide LCF with proof of said insurance upon
demand.
Failure to maintain insurance by the Debtor upon LCF's Collateral
will be considered a breach of the Stipulation.
A copy of the stipulation is available at
https://urlcurt.com/u?l=m1uOnq from PacerMonitor.com.
About Midwest Dough
Midwest Dough Guys, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Neb. Case No.
23-40758) on Aug. 15, 2023, with $100,001 to $500,000 in assets and
$500,001 to $1 million in liabilities.
Judge Thomas L. Saladino oversees the case.
John A. Lentz, Esq., at Lentz Law represents the Debtor as
bankruptcy counsel.
MLN US HOLDCO: $576MM Bank Debt Trades at 75% Discount
------------------------------------------------------
Participations in a syndicated loan under which MLN US Holdco LLC
is a borrower were trading in the secondary market around 25.4
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $576 million facility is a Term loan that is scheduled to
mature on October 18, 2027. The amount is fully drawn and
outstanding.
MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada,
provides phone systems, collaboration applications (voice, video
calling, audio and web conferencing, instant messaging etc.) and
contact center solutions through on-site and cloud offerings. The
Company's customer focus is on small and medium sized businesses.
Mitel is majority-owned by private equity firm Searchlight Capital
Partners.
MONTROSE HOUSTON: Court OKs Cash Collateral Access Thru Oct 31
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Montrose Houston Multifamily TX II,
LLC to use cash collateral on an interim basis in accordance with
the budget, through October 31, 2023.
As previously reported by the Troubled Company Reporter, the Debtor
requires the use of cash collateral to pay its necessary expenses
of its business in the ordinary course.
The creditors that purport to hold liens or security interests in
inventory and accounts are Project Funders, LLC, Heritage Partners,
and Harris County.
The court ruled that Project Funders, LLC, Heritage Partners, and
Harris County, will continue to have the same liens, encumbrances
and security interests in the cash collateral generated or created
post filing, plus all proceeds, products, accounts, or profits
thereof, as existed prior to the filing date.
Holders of any other allowed secured claims with a perfected
security interest in cash collateral, if any, will be entitled to a
replacement lien in post-petition accounts receivable, contract
rights, and deposit accounts to the same extent allowed and in the
same priority as those interests held as of the Petition Date.
The Debtor will maintain insurance on all tangible assets of the
estate and will provide written evidence of same to the U.S.
Trustee.
A copy of the order is available at https://urlcurt.com/u?l=leop0O
from PacerMonitor.com.
About Montrose Houston Multifamily TX II, LLC
Montrose Houston Multifamily TX II, LLC is the owner of an
apartment complex in the Montrose area of Houston located at 1648
West Alabama, Houston, Texas.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-33418) on September
1, 2023. In the petition signed by Christopher Saul Bran, manager,
the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Jeffrey P Norman oversees the case.
Reese Baker, Esq., at Baker & Associates, represent the Debtor as
legal counsel.
MS BEE'S POPCORN: L. Todd Budgen Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 21 appointed L. Todd Budgen, Esq., as
Subchapter V trustee for Ms Bee's Popcorn & Candy Shoppe, LLC.
Mr. Budgen will be paid an hourly fee of $400 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Budgen declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
L. Todd Budgen, Esq.
P.O. Box 520546
Longwood, FL 32752
Tel: (407) 232-9118
Email: Todd@C11Trustee.com
About Ms Bee's Popcorn
Ms Bee's Popcorn & Candy Shoppe, LLC filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
23-03750) on Sept. 11, 2023, with as much as $50,000 in assets and
$100,001 to $500,000 in liabilities.
Judge Lori V. Vaughan oversees the case.
Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC represents the
Debtor as bankruptcy counsel.
NAPA MANAGEMENT: $610MM Bank Debt Trades at 18% Discount
--------------------------------------------------------
Participations in a syndicated loan under which NAPA Management
Services Corp is a borrower were trading in the secondary market
around 81.8 cents-on-the-dollar during the week ended Friday,
September 29, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $610 million facility is a Term loan that is scheduled to
mature on February 18, 2029.
NAPA Management Services Corporation offers practice management
services. The Company provides accounting, billing, consulting,
medical personnel contracting, healthcare analyzes, financing,
human resources, information technology, insurance, marketing, and
operational support services.
NEILLY'S FOOD: Seeks Cash Collateral Access
-------------------------------------------
Neilly's Food, LLC asks the U.S. Bankruptcy Court for the Middle
District of Pennsylvania for authority to use cash collateral for
the payment of utilities, insurance, payroll and other operating
expenses.
JTS Capital 3 LLC is believed to hold a first priority security
interest in most of the personal property of the Debtor, including
accounts, accounts receivable and cash.
York Traditions Bank is believed to hold a second priority security
interest in most of the personal property of the Debtor, including
accounts, accounts receivable and cash.
Merchants & Traders Bank is believed to hold a third priority
security interest in the personal property of the Debtor, including
accounts, accounts receivable and cash.
In addition, the Debtor has contracted with several merchant
capital companies as to advances or loans. These companies are: UMB
Bank, N.A. and Paragon Financial Group, Inc. The Merchant Lenders
may have junior liens on accounts receivables.
The Debtor is indebted to the Lenders as follows:
a. JTS Capital in the approximate amount of $95,000;
b. Traditions in the approximate amount of approximately $90,000;
c. M&T in the approximate amount of $45,000; and
d. The debts to Merchant Lenders is unknown.
In order to provide adequate protection to the Lenders, the Debtor
proposes to provide the Lenders with replacement liens in
post-Petition Cash Collateral, and all other assets in which the
Lenders have a pre-Petition security interest and lien, only to the
extent that the Lenders are secured in pre-Petition Cash
Collateral. The replacement lien will only be effective to the
extent there is a diminution in the amount of Cash Collateral
post-Petition.
A copy of the motion is available at https://urlcurt.com/u?l=HzMSfp
from PacerMonitor.com.
About Neilly's Food, LLC
Neilly's Food, LLC is a manufacturer and distributor of healthy
multicultural meal solutions.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Pa. Case No. 23-02135) on September
19, 2023. In the petition signed by Albert Ndjee, manager/member,
the Debtor disclosed up to $1 million in assets and up to $10
million in liabilities.
Robert E. Chernicoff, Esq., at Cunningham, Chernicoff & Warshawky
PC, represents the Debtor as legal counsel.
NEOSHO CONCRETE: Amends Unsecured Claims Pay Details
----------------------------------------------------
Neosho Concrete Products Company submitted a Corrected and Amended
Subchapter V Small Business Plan of Reorganization.
On the Petition Date, Debtor's primary assets consisted of 15.5
acres of real estate on which Debtor's block plant is located and
for storage of block and batch plant equipment, equipment,
inventory, and approximately 20,000 tons of rockwool shot raw
material released by Owens Corning.
Post-bankruptcy, the Debtor secured Court authority for having all
real and personal property appraised by appraiser Robert Kollmeier.
Mr. Kollmeier appraised the real estate property and improvements
at a going concern value of $288,760.00, the block and batch
equipment at $225,000.00, and other equipment and inventory at
$168,020.00. In addition to Debtor's assets on the Petition Date,
Debtor received the adversary settlement sum of $1,000,000.00 and
pursuant to the Court approved Remediation Plan and budget has
initiated its Remediation Plan.
In initiating the Remediation Plan, Debtor discovered that G&H
Redi-Mix, LLC, an adjoining neighbor concrete operation, had been
encroaching on Debtor's property for an extended period of time and
washing out its cement trucks over a surface area of Debtor's
property resulting in a hardened concrete surface. Following
discovery, Debtor notified G&H and G&H agreed to removed the
concrete at its own expense and as of the publishing of this Plan,
the removal is approximately 90% complete.
This Plan places claims and equity interests in various classes and
describes the treatment each class will receive. Payments and
distributions under the Plan will be funded by the Debtor from (1)
Debtor's reinitiation of its business operation and its projected
and allocated cash flow therefrom; (2) a cash reserve fund in the
amount of $300,000.00 to be distributed pro rata to all allowed
general unsecured claims beginning 28 days following the effective
date of the Plan; and (3) a pro rata share of $300,000.00 to be
distributed pro rata to all allowed general unsecured claims with
distributions to paid quarterly with the first distribution to be
on the 15th day of the months of January, April, July, and October
following the effective date of the Plan.
The Plan provides for payments to members of the class of allowed
secured claims including allowed judgment lien claims on a monthly
basis, payments to allowed priority tax claims on a quarterly
basis, and payments distributed pro rata to all allowed general
unsecured claims from the cash reserve fund to be followed with pro
rata quarterly payments over a term of 5 years.
Class 3 consists of General Unsecured Claims. Following Court
determination or resolution of any objections to claims, Debtor
proposes to act as the disbursing agent to make periodic interim
distributions to all allowed unsecured claims in the following
amounts and schedule:
* From the cash balance of the settlement sum, Debtor shall
distribute a fixed sum of $300,000.00 to all allowed unsecured
claims in an amount representing a pro rata share calculated by
dividing a creditor's allowed claim by the total of all allowed and
undisputed claims included in the class in the percentages. The
distribution of the cash reserve shall be distributed 28 days
following the effective date of the Plan.
* Beginning April 15, 2024 and continuing on the 15th day of
the months of July, October, and January of each calendar quarter
for a period of 20 calendar quarters, Debtor shall distribute the
sum of $15,000.00 quarterly to all allowed unsecured claims in an
amount representing a pro rata share calculated by dividing a
creditors allowed claim by the total of all allowed and undisputed
claims included in the class and the percentages allowed.
Debtor intends to utilize a reasonable and necessary portion of the
Settlement Sum to reinitiate and reestablish its manufacturing
business operation for future sale of masonry units and leading to
and following the start up, expects to have sufficient cash on hand
to make the payments required on the effective date and continuing
thereafter. Debtor has projected that the second phase of the
Remediation Plan shall be concluded on or before March 1, 2024
whereupon Debtor intends to reestablish the manufacturing business
effective March 1, 2024 with manufacturing to continue in the
ordinary course of Debtor's prior production schedule (excluding
portions of certain winter months when temperatures do not permit
manufacturing).
A full-text copy of the Corrected and Amended Subchapter V Plan
dated September 25, 2023 is available at
https://urlcurt.com/u?l=5gnFwa from PacerMonitor.com at no charge.
Attorney for Debtor:
David E. Schroeder, Esq.
David Schroeder Law Office, P.C.
1524 E. Primrose, Suite A
Springfield, MO 65804
Phone: (417) 890-1000
Fax : 417-886-8563
Email: bk1@dschroederlaw.com
About Neosho Concrete Products
Neosho Concrete Products Company, a ready-mix concrete supplier in
Neosho, Mo., filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 20-30314) on
July 7, 2020, with $100,000 to $500,000 in assets and $1 million to
$10 million in liabilities. Neosho President Warren Langland signed
the petition.
Judge Brian T. Fenimore oversees the case.
The Debtor tapped David Schroeder Law Office, PC as its legal
counsel.
NUZEE INC: Masateru Higashida Has 21.7% Stake as of Sept. 13
------------------------------------------------------------
Masateru Higashida disclosed in a Schedule 13D/A filed with the
Securities and Exchange Commission that as of Sept. 13, 2023, he
beneficially owns 168,939 shares of common stock of NuZee, Inc.,
representing 21.7 percent of the Shares outstanding.
The percentage is based on 776,739 shares of Common Stock
outstanding as of Aug. 11, 2023, as reported by the Issuer in its
Quarterly Report on Form 10-Q, filed with the SEC on Aug. 11, 2023
and giving effect to the Reverse Stock Split. A full-text copy of
the regulatory filing is available for free at:
https://www.sec.gov/Archives/edgar/data/1527613/000149315223033578/formsc13-da.htm
About NuZee
NuZee, Inc. (d/b/a Coffee Blenders) is a co-packing company for
single serve coffee formats that partners with companies to help
them develop within the single serve and private label coffee
category.
Nuzee reported a net loss of $11.80 million for the year ended
Sept. 30, 2022, a net loss of $18.55 million for the year ended
Sept. 30, 2021, a net loss of $9.52 million for the year ended
Sept. 30, 2020, and a net loss of $12.21 million for the year
ended Sept. 30, 2019.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2013, issued a "going concern" qualification in its report dated
Dec. 23, 2022, citing that the Company has suffered recurring
losses and negative cash flows from operations that raises
substantial doubt about its ability to continue as a going concern.
OUTPOST PINES: Seeks to Extend Plan Exclusivity to December 20
--------------------------------------------------------------
Outpost Pines, LLC asks the U.S. Bankruptcy Court for the Eastern
District of New York to extend its exclusive period to solicit
acceptances to a plan of reorganization to December 20, 2023.
The Debtor explained that it has obtained approval for cash
collateral use, set a claims bar date to determine the claims
pool, obtained the approval of the Disclosure Statement, and
solicited votes from creditors to accept the Plan.
The Debtor also stated that until the condemnation when ECapital
aborted further settlement discussions, the parties were close to
resolving the Plan confirmation dispute over ECapital's treatment
under the Plan.
The Debtor believes that the condemnation is close to resolution
and does not materially affect its plans. The Debtor explained,
however, that at the time of the first confirmation hearing date,
condemnation was unresolved, which resulted in an adjournment of
the confirmation hearing and an interruption of settlement
negotiations. The Debtor stated that once ECapital agrees that
the issues are resolved, the Debtor can put settlement back on
track, which justifies an extension of exclusivity.
Outpost Pines, LLC is represented by:
Mark Frankel, Esq.
BACKENROTH FRANKEL & KRINSKY, LLP
488 Madison Avenue
New York, NY 10022
Tel: (212) 593-1100
About Outpost Pines
Outpost Pines, LLC is engaged in activities related to real
estate.
It owns in fee simple title properties located in Sayville, N.Y.,
valued at $13.5 million. The company is based in Fire Island
Pines,
N.Y.
Outpost Pines sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr, E.D.N.Y. Case No. 23-70617) on Feb. 23,
2023. In the petition signed by Patrick J. McAteer, authorized
signatory, the Debtor disclosed $13,979,967 in assets and
$11,815,019 in liabilities.
Judge Robert E. Grossman oversees the case.
The Debtor tapped Mark Frankel, Esq., at Backenroth Frankel and
Krinsky, LLP as bankruptcy counsel and Cohen &Gresser, LLP as
special real estate, corporate and litigation counsel.
PADAGIS HOLDING: Fitch Affirms 'BB-' LongTerm IDR, Outlook Negative
-------------------------------------------------------------------
Fitch Ratings has affirmed Padagis Holding Company LLC's and
Padagis LLC's Long-Term Issuer Default Ratings at 'BB-'. The Rating
Outlooks remain Negative. Fitch has also affirmed the 'BB+'/'RR1'
ratings of Padagis LLC's senior secured revolving credit facility
and senior secured term loan. The Negative Outlooks reflect that
further profitability stabilization is needed, as well as FCF and
deleveraging to support the 'BB-' rating. However, operating
headwinds related to the supply chain and pricing that have
stressed EBITDA leverage (total debt/EBITDA) above 4.5x are
moderating.
KEY RATING DRIVERS
Moderating Pricing Pressure: The company continues to experience
some pricing pressure, although it has moderated relative to
2018-2019. The key drivers behind the pricing reductions were
competitive regulatory approvals for products in its portfolio,
resulting in increased competition. However, the company focuses on
more complex, higher-margin pharmaceutical formulations. Fitch
expects pricing erosion to continue to impact the segment of
roughly 4%-5% annually. Continued increases in manufacturing
efficiencies, new product launches and the company's focus on more
complex formulations should help mitigate this pressure.
R&D/New Products to Drive Growth: Fitch expects the company will
focus on complex formulations, first-to-file opportunities and
generic drugs that require clinical studies or have other active
pharmaceutical ingredient and/or regulatory hurdles. In the
continuum of generic prescription drugs, there are varying degrees
of complexity and difficulties in manufacturing processes offer
barriers to entry, competitive advantages and relatively higher
margins. Padagis has demonstrated the ability to develop,
manufacture and market more complex formulations of generic drugs.
The company launched seven new products in mid-2022, including
Naloxone that are helping to drive current growth.
Deleveraging and Growth: Fitch expects Padagis will generate
positive FCF in 2023 and beyond, while prioritizing a significant
portion of that for selective M&A during the forecast period.
EBITDA growth should drive deleveraging in the near term rather
than material reductions in debt. In addition, Fitch expects the
company will invest in organic growth opportunities through ongoing
research and development efforts, investing in new manufacturing
capabilities that complement its extended topical focus, and
expanding into new geographies. Capital expenditure requirements
should remain manageable for the firm.
Favorable Demographics: Fitch expects aging populations in
developed markets and increasing access to healthcare in emerging
markets will support volume growth for Padagis and its generic
pharmaceutical peers. Generic alternatives to branded drugs clearly
offer less-costly options to patients and payers. In addition,
continued patent expirations on branded drugs will provide
greenfield opportunities for the industry. However, price erosion
is expected to moderately offset such growth over the near term.
Albuterol Quality Issue: Padagis initiated a voluntary nationwide
recall of its albuterol sulfate inhalation aerosol in September
2020. The recall was driven by complaints from patients that some
units may not dispense due to clogging. The company is working on
corrective action plans; however, Fitch does not expect the company
to reintroduce the product until 2025, at the earliest.
DERIVATION SUMMARY
Padagis' (BB-/Negative) closest rated peers are Teva Pharmaceutical
Industries Limited (BB-/ Stable) and Viatris Inc. (BBB/Stable) in
terms of manufacturing generic prescription pharmaceuticals and
similar U.S. customers. However, Teva and Viatris are significantly
larger in scale, breadth and depth of products. Fitch also views
Padagis to have weaker relative access to capital than its larger
peers though it is expected to operate with lower leverage then
Teva.
Parent Subsidiary Linkage
The approach taken is a weak parent (Padagis Holding Company
LLC)/strong subsidiary (Padagis LLC). Using its Parent and
Subsidiary Linkage Rating Criteria, Fitch concludes there is open
ring fencing and access & control. As such, Fitch rates the parent
and subsidiary at the consolidated level with no notching between
the two.
KEY ASSUMPTIONS
- Low- to mid-single-digit organic revenue growth during the
forecast period, driven primarily by new products, partly
offset by low- to mid-single-digit price declines;
- Incremental margin improvement driven by a focus on costs and
an improving sales mix;
- Manageable annual capital expenditures of $30 million-
$40 million;
- Annual FCF (cash flow from operations minus capital
expenditures minus dividends) greater than $40 million
during 2023-2027;
- Targeted acquisitions of products within or adjacent to
its core competencies;
- No cash dividends during the forecast period;
- Total Debt with Equity Credit / EBITDA generally trending
to below 4.5x during the forecast period.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Improving operations including new product development that
support long-term positive revenue growth and stable
operating margins;
- Continued progress on expanding its product portfolio and
geographic reach;
- A commitment and ability to a cash deployment strategy that
maintains EBITDA leverage durably below 3.5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Material and lasting deterioration in operations and FCF,
possibly driven by lack of new product launches and increased
pricing pressure;
- Durably and significantly deteriorating FCF margins
- Leveraging acquisitions without the prospect of timely debt/
leverage reduction;
- EBITDA leverage persistently above 4.5x.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity/Manageable Maturities: Padagis has adequate
liquidity, including $69 million availability on a $100 million
revolving credit facility that matures in 2026. Liquidity should be
bolstered by consistent cash generation beginning in 2023 and
beyond. At July 1, 2023, Padagis had $5.7 million in cash and cash
equivalents. Fitch expects liquidity to remain strong throughout
the ratings horizon. Debt maturities are manageable but
concentrated with the revolving credit facility maturing in 2026
and all other debt maturing in 2028.
ISSUER PROFILE
Padagis develops, manufactures, and markets a portfolio of generic
prescription drugs primarily for sale in the U.S. and roughly 11%
of its revenue is generated in Israel.
ESG CONSIDERATIONS
Padagis has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to pressure to contain healthcare spending growth, a
highly sensitive political environment, exposure to price-fixing,
and social pressure to contain costs or restrict pricing that has a
negative impact on the credit profile and is relevant to the rating
in conjunction with other factors.
Padagis Holding Company LLC has an ESG Relevance Score of '4' for
Governance Structure due to the fact that it is private-equity
owned, which has a negative impact on the credit profile, and is
relevant to the rating[s] 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.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Padagis LLC LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR1 BB+
Padagis Holding
Company LLC LT IDR BB- Affirmed BB-
PB MICHIGAN: Seeks Cash Collateral Access
-----------------------------------------
PB Michigan, LLC asks the U.S. Bankruptcy Court for the Eastern
District of Michigan, Southern Division, for authority to use cash
collateral and provide adequate protection.
In order to avoid immediate and irreparable harm to the Debtor and
the Debtor's estate, the Debtor must use cash collateral in an
amount not to exceed $107,373 to pay the immediate operating
expenses of the Debtor from the Petition Date through January 1,
2024.
The Debtor entered into a Merchant Cash Advance agreement with
Pendulum Finance, the terms of which may have provided for the sale
or factoring of specifically identified receivables to Pendulum.
Pendulum filed a UCC financing statement with the State of Michigan
statement against the Debtor's assets on May 11, 2018, and a
continuation of that UCC financing statement on March 13, 2023. The
Debtor anticipates that Pendulum may assert a first priority
security interest in the Debtor's cash collateral to secure
indebtedness in the approximate amount of $28,000.
The Debtor anticipates that Pendulum will claim a first priority
security interest in all of the cash collateral.
The Debtor borrowed funds from the United States, Small Business
Administration pursuant to EIDL loan program. SBA filed a UCC
financing statement with the State of Michigan statement against
the Debtor's assets on May 29, 2020. The Debtor anticipates that
Pendulum may assert a second priority security interest in the cash
collateral to secure indebtedness in the approximate amount of
$1.045 million.
Corporation Service Company and CT Corporation System, on behalf of
unidentified creditors, also filed UCC financing statements with
the State of Michigan statement against the Debtor's assets on
April 16, 2021, July 30, 2021, and September 1, 2022.
As adequate protection, the Debtor offers replacement liens in all
such types and descriptions of collateral which secured Pendulum
and the SBA's pre-petition liabilities and which are created,
acquired or arise after the Petition Date.
The Debtor will be able to provide its secured creditors with
adequate protection through its continuing operations and through
the replacement liens.
A copy of the motion is available at https://urlcurt.com/u?l=kCR4Io
from PacerMonitor.com.
About PB Michigan, LLC
PB Michigan, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-48504) on September
28, 2023. In the petition signed by Allison LeMay, member/manager,
the Debtor disclosed up to $50,000 in assets and up to $10 million
in liabilities.
Judge Lisa S. Gretchko oversees the case.
Mark H. Shapiro, Esq., at Steinberg Shapiro & Clark, represents the
Debtor as legal counsel.
PH BEAUTY: $290MM Bank Debt Trades at 16% Discount
--------------------------------------------------
Participations in a syndicated loan under which pH Beauty Holdings
III Inc is a borrower were trading in the secondary market around
84.5 cents-on-the-dollar during the week ended Friday, September
29, 2023, according to Bloomberg's Evaluated Pricing service data.
The $290 million facility is a Term loan that is scheduled to
mature on September 28, 2025. The amount is fully drawn and
outstanding.
pH Beauty is a designer of cosmetic accessories, bath accessories,
sunless tanning and facial skin care products. Key brands include
Real Techniques, EcoTools, Freeman, Tan-luxe, Isle of Paradise,
Tanologist, and BYOMA. Yellow Wood Partners acquired the company in
2017 and the company acquired Paris Presents in 2018.
QUORUM HEALTH: $732MM Bank Debt Trades at 32% Discount
------------------------------------------------------
Participations in a syndicated loan under which Quorum Health Corp
is a borrower were trading in the secondary market around 68.5
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $732.2 million facility is a Term loan that is scheduled to
mature on April 29, 2025. About $616.5 million of the loan is
withdrawn and outstanding.
Quorum Health Corporation is an operator and manager of hospitals
and outpatient services in non-urban areas of the U.S.
R&W CLARK CONSTRUCTION: Court OKs Cash Collateral Access Thru Nov 2
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized R&W Clark Construction, Inc. to use
cash collateral on an interim basis in accordance with the budget,
with a 10% variance, through November 2, 2023.
As previously reported by the Troubled Company Reporter, three
creditors may assert a security interest in and to the Debtor's
assets:
a. The Illinois Department of Employment Security asserts a
security interest in the Collateral based upon the filing of
notices of lien filed for the time period from February 11, 2004
through December 11, 2018. The IDES asserts a secured claim in the
amount of $294,758.
b. The Internal Revenue Service asserts a security interest in
the Collateral based upon the filing of notices of lien filed for
the time period from August 7, 2012 through February 23, 2023. The
IRS asserts a secured claim in the amount of $1,210,075.
c. The U.S. Small Business Administration asserts a security
interest in the Collateral by virtue of a UCC Financing Statement
filed with the Illinois Secretary of State on March 12, 2021
related to two Notes, dated February 26, 2021 and September 7, 2021
in the amounts of $150,000 and $500,000, respectively. The current
balance due the SBA is $650,000. Based upon the IDES' and the IRS'
higher priority lien claims in and to the Collateral, there exists
no equity in the Collateral to support the SBA's secured claim.
As adequate protection, the IDES, the IRS and any other lien
claimants are granted valid and perfected replacement liens in and
to post-petition cash collateral and all post-petition property of
the Debtor of the same type or kind substantially equivalent to the
pre-petition Collateral (excepting avoidance actions of the estate)
to the same extent and with the same priority as held prepetition.
A further hearing on the matter is set for November 1, 2023 at 9:30
a.m.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=ulqqlN from PacerMonitor.com.
The Debtor projects $295,000 in gross receipts and $263,700 in
total expenses.
About R&W Clark Construction
R&W Clark Construction, Inc. filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
23-03279) on March 11, 2023. In the petition filed by Richard
Clark, president and sole shareholder, the Debtor reported up to
$50,000 in assets and up to $10 million in liabilities.
Judge Timothy A. Barnes oversees the case.
The Debtor tapped Gregory K. Stern, PC as counsel and Ziegler &
Associates, Ltd. as accountant.
RAPID METALS: Court Wins Cash Collateral Access on Final Basis
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan,
Southern Division, Detroit, authorized Rapid Metals, LLC to use
cash collateral on a final basis in accordance with the budget.
Pursuant to the Loan and Security Agreement, by and among the
Debtor, as borrower, and Bank of America, N.A., as lender, dated as
of November 9, 2022, the ABL Lender provided a $30 million senior
secured revolving credit facility to the Debtor.
As of the Petition Date, the Debtor was indebted and liable to the
ABL Lender under the ABL Loan Documents in an aggregate principal
amount not less than $19.486, plus all interest accrued and
accruing thereon, together with all costs, fees, expenses and all
other Obligations.
Pursuant to the ABL Credit Agreement and other ABL Loan Documents,
the Debtor granted senior liens on and security interests in
substantially all of the Debtor's assets to the ABL Lender as
security for the ABL Obligations. The ABL Prepetition Liens granted
to the ABL Lender in the ABL Collateral pursuant to and in
connection with the ABL Loan Documents are valid, binding,
perfected, enforceable and non-avoidable first-priority liens and
security interests in substantially all of the Debtor's assets.
As adequate protection, the ABL Lender is granted valid, binding,
enforceable and perfected replacement liens upon and security
interests in all of the Debtor's presently owned or hereafter
acquired property and assets.
Further, ABL Lender is granted an allowed superpriority
administrative-expense claim in the Case and any Successor Case.
The ABL Adequate Protection Superpriority Claim will be subordinate
to the Carve Out solely to the extent set forth in the Order, but
otherwise will have priority over all administrative expense
claims.
The Debtor is required to comply with these milestones:
(a) On or prior to August 8, 2023, the Court will have entered
Orders inform and substance satisfactory to the ABL Lender,
authorizing the Debtor (i) to use cash collateral on terms and
conditions acceptable to the ABL Lender; and (ii) to use and
continue to operate the cash management system in the Case on terms
and conditions satisfactory to the ABL Lender;
(b) On or prior August 31, 2023, the Court will have entered final
orders in form and substance satisfactory to the ABL Lender,
authorizing the Debtor (i) to use cash collateral on terms and
conditions acceptable to the ABL Lender; and (ii) to use and
continue to operate the cash management system in the Case on terms
and conditions satisfactory to the ABL Lender; and
(c) On or prior to October 17, 2023, the Debtor will have made
repayment of the ABL Obligations in accordance with the Budget.
A copy of the order is available at https://urlcurt.com/u?l=ew9zUS
from PacerMonitor.com.
About Rapid Metals
Rapid Metals, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-46098) on July 12,
2023, with $10 million to $50 million in both assets and
liabilities.
Judge Maria L. Oxholm oversees the case.
Charles D. Bullock, Esq., at Stevenson & Bullock, P.L.C. is the
Debtor's legal counsel.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent the Debtor's unsecured creditors. The
committee tapped Bernstein-Burkley, PC as bankruptcy counsel and
Schafer and Weiner, PLLC as local counsel.
REVOLVE CONSTRUCTION: Court OKs Cash Collateral Access Thru Nov 30
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado authorized
Revolve Construction, Inc. to use cash collateral on a final basis
in accordance with the budget, with a 15% variance, through
November 30, 2023.
As adequate protection, the United States Small Business
Administration, Mulligan Funding, Forward Financing, and Reliance
Financial are granted a post-petition lien on all post-petition
inventory and income derived from the operation of the business and
assets, to the extent that the use of the cash results in a
decrease in the value of the Secured Creditors' interest in the
collateral pursuant to 11 U.S.C. Section 361(2). All replacement
liens will hold the same relative priority to assets as did the
pre-petition liens.
The Debtor is directed to provide the Secured Creditors with a
complete accounting, on a monthly basis, of all revenue,
expenditures, and collections through the filing of the Debtor's
Monthly Operating Reports.
The Debtor will also account for its projects on a project by
project basis in order to determine which collections are cash
collateral, which collections are trust funds under the Colorado
Mechanics Lien Trust Fund statute, and which collections are
subject to payment or performance bonds.
A copy of the order is available at https://urlcurt.com/u?l=zhBzJ2
from PacerMonitor.com.
About Revolve Construction, Inc.
Revolve Construction, Inc. is part of the residential building
construction industry. Its services include: 3D rendering,
architectural design, architectural drawings, custom home,
energy-efficient homes, green building, log home construction, new
home construction, project management, sustainable design,
design-build.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 23-13369) on July 28,
2023. In the petition signed by Jared Phifer, owner/president, the
Debtor disclosed $475,249 in total assets and $2,482,339 in total
liabilities.
Judge Michael E Romero oversees the case.
Keri L. Riley, Esq., at KUTNER BRINEN DICKEY RILEY PC, represents
the Debtor as legal counsel.
RODAN & FIELDS: $600MM Bank Debt Trades at 65% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Rodan & Fields LLC
is a borrower were trading in the secondary market around 34.9
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $600 million facility is a Term loan that is scheduled to
mature on June 15, 2025. About $568.5 million of the loan is
withdrawn and outstanding.
Rodan & Fields, LLC, known as Rodan + Fields or R+F, is an American
multi-level marketing company specializing in skincare products.
RUNNER BUYER: $500MM Bank Debt Trades at 21% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Runner Buyer Inc is
a borrower were trading in the secondary market around 79.5
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $500 million facility is a Term loan that is scheduled to
mature on October 21, 2028. The amount is fully drawn and
outstanding.
Runner Buyer, Inc. is an e-commerce provider of rugs and home decor
products through its website rugsausa.com and e-commerce
marketplaces.
SANIBEL REALTY: Exclusivity Period Extended to October 10
---------------------------------------------------------
Judge Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida extended Sanibel Realty Trust, LLC's
exclusive period to file a chapter 11 plan to October 10, 2023,
and the Debtor's exclusive period to solicit acceptances for any
chapter 11 plan to December 8, 2023.
Sanibel Realty Trust, LLC is represented by:
Nathan G. Mancuso, Esq.
MANCUSO LAW, P.A.
Boca Raton Corporate Centre
7777 Glades Rd., Suite 100
Boca Raton, FL 33434
Tel: (561) 245-4705
Email: ngm@mancuso-law.com
About Sanibel Realty Trust
Sanibel Realty Trust, LLC, a company in Miami, Fla., filed a
petition for relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 22-18729) on Nov. 11, 2022. In the
petition filed by its manager, Javier Perez, the Debtor reported
between $1 million and $10 million in both assets and
liabilities.
Judge Robert A. Mark oversees the case.
The Debtor is represented by Nathan G. Mancuso, Esq., at Mancuso
Law, P.A.
SITIO ROYALTIES: Fitch Assigns 'B+' First-Time IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'B+' to Sitio Royalties Operating Partnership, LP's
(Sitio). The Rating Outlook is Stable. Fitch has also assigned a
'BB-'/'RR3' senior unsecured rating to Sitio's proposed notes
co-issued with Sitio Finance Corp. The proceeds from the notes will
be used to repay the existing notes, reduce the draw on RBL
facility and for general corporate purposes.
Sitio's rating reflects limited scale of its cashflows relative to
oil and gas peers, lack of control over future reserves development
on its oil and gas properties, possible M&A transactions, limited
proved developed reserve life and generous dividend policy. Its
credit profile is supported by very low opex and no capex, stronger
resilience during commodity price downswings than that of upstream
producers, and Fitch-projected midcycle leverage around 1.5x.
KEY RATING DRIVERS
Low-Cost Structure, Strong FCF: Sitio acquires and manages mineral
and royalty interests in oil and gas acreage. It does not have
working interest in oil and gas properties, which makes it exempt
from the majority of costs associated with hydrocarbons production.
It does not incur development capex or abandonment costs and its
operating costs include only production taxes, some gathering and
transportation (G&T), and G&A. Fitch estimates operating costs to
be just $5 per barrel of oil equivalent (boe) in 2023, which
compares to its average projected realized price after G&T of
USD45/boe. Sitio's income tax rate is also modest.
Thus, Sitio generates far more superior pre-dividend FCF margins
relative to working interest oil and gas producers. Fitch forecasts
Sitio's pre-dividend FCF margin to average 76% in 2023-2027. Low
cost base makes the company less vulnerable to sharply lower
prices. However, it has no control over the upstream development
activity of its lessors and can only revoke the right to exploit
its mineral interests after several years of limited use. The
company tries to buy the most promising acreage with the lowest
breakeven prices, which upstream companies are more likely to
develop.
M&A-Driven Growth: Sitio has been continuously growing through
acquisitions. Its all-stock merger with Brigham Minerals completed
at the end of 2022 sharply increased its scale. Sitio spent $0.6
billion of cash on other acquisitions in 2022 and Fitch expects
Sitio to spend around $0.2 billion on already announced M&A in
2023. Sitio tends to cover part of acquisition consideration with
its stock. The company's full-year pro forma leverage was not
significantly affected by M&A in 2022-2023. Although it is not
necessary in a short to medium term, Sitio will eventually need to
buy acreage to maintain depleting inventory.
Small Scale, Permian Focus: Sitio's 2Q23 net production was 34.7
thousand barrels of oil equivalent (kboe/d), of which 71% were
liquids. This is below the typical level for 'B+'-rated upstream
companies, however, these volumes are not directly comparable
because mineral interest companies generate much higher
pre-dividend FCF per barrel due to lack of capex or lease operating
expenses. Sitio's gross well portfolio is very diverse as it
typically has a small share in each well. Sitio's pro forma
production is 72% coming from the Permian basin, while the rest is
produced at DJ, Eagle Ford and other major shale basins. Fitch
projects Sitio's production to slightly increase in 2024 based on
the number of spud and permitted wells and start falling thereafter
driven by its declining oil and gas price assumptions.
Limited Reserve Life: Fitch estimates Sitio's proved developed
reserve life ratio at five years, i.e., below the average level for
North American oil and gas peers. Sitio's proved reserve life is
seven years. Lower-than-average proved reserve life is partially
explained by its conservative proved undeveloped reserve booking
policy that is stricter than SEC guidelines. Sitio may also apply
its FCF towards acquisition of additional acreage, in its view.
Alternately, Sitio may agree new stock-based M&A transactions in
the future. It currently has 275,047 net royalty acres (NRAs) and
83 million boe of net proved reserves.
Moderate Leverage: Fitch projects Sitio's EBITDA leverage at 1.8x
at YE 2023. Fitch expects Sitio to apply its FCF to reserve-based
loan (RBL) facility repayment. Its EBITDA leverage will fluctuate
around 1.5x in 2024-2027 based on its projections. Its
Fitch-calculated leverage jumped to 3.0x at YE 2022 but it happened
primarily due to the large merger with Brigham at the year-end that
immediately contributed to consolidated debt but not 2022 EBITDA.
Sitio is subject to a 3.5x max leverage covenant and a cash sweep
provision under its RBL facility agreement.
Debt Reduction Despite High Dividends: Sitio's management aims to
pay out 65% of its EBITDA less cash interest and taxes as
dividends. The rest is designated for debt repayment and liquidity
improvement. Fitch project sits post-dividend FCF to average
roughly $120 million per annum in 2023-2027 based on its current
oil and gas price deck. According to the company's management,
Sitio dividend payout ratio can be reduced if necessary, although
this is not envisaged at the current stage.
Selective Hedging Program: The company only hedges a few years of
volumes of newly acquired companies if cash consideration was used
and prices were above the company's estimates for midcycle levels.
Sitio uses swaps and costless collars. It does not routinely hedge
its volumes outside of M&A deals, which impedes visibility over its
financial profile given the volatility of oil and gas prices. The
share of hedged Fitch-expected Sitio's production was low compared
to peers, with 13% in 2H23, 14% in 2024 and 7% in 2025.
Financials Published by Parent: Fitch intends to adjust financial
statements published by Sitio Royalties Corp., Sitio's parent, to
calculate metrics for Sitio. Sitio does not plan to publish audited
financials, however, its parent's only asset is Sitio, in which it
owns only 52% of economic interest. The remaining 48% is owned by
Class C shareholders of Sitio Royalties Corp., although they do not
have voting rights. Fitch reclassifies dividends paid to Class C
shareholders from non-controlling interest dividends to common
dividends in order to estimate Sitio's credit metrics based on its
parent's audited financials.
DERIVATION SUMMARY
Viper Energy Partners LP's (BB-/Positive; b+ standalone credit
profile) business model is the same as Sitio's. It is a pure
non-working interest mineral rights holder with high margins and no
capex. Viper operates on a higher scale (38 kboe/d in 2Q23
excluding the recently acquired 8 kboe/d) than Sitio (35 kboe/d).
It is concentrated in the Permian basin like Sitio. Viper has
higher operating netbacks before interest ($41/boe in 2Q23) than
Sitio ($37/boe in 2Q23) due to higher oil exposure and smaller G&A
expense. Viper's interest costs are lower that Sitio's too.
Viper's relationship with Diamondback Energy, Inc. (BBB/Stable)
reduces counterparty risk through visibility into development plans
and prioritization of Viper acreage given Diamondback operates the
majority of Viper's net royalty acreage. Sitio is not dependent on
any single E&P operator in contrast to Viper. Viper's bond issuing
HoldCo has a large non-controlling interest in the main OpCo, while
Sitio issued the bond at the level of the entity that does not have
cash leakage to non-controlling interest. Viper's leverage is
slightly below Sitio's at mid-cycle prices, while both are expected
to remain within 1.5x.
Northern Oil & Gas (NOG; B/Positive), a non-operator working
interest E&P company, is more exposed to fluctuations in operating
and capital costs. Northern acquires working interests in
leaseholds and contributes capital to the development and drilling
activity of wells and bears additional operating costs. Therefore,
NOG's margins are materially lower than Sitio's. On the other hand,
NOG's production size is substantially larger than Sitio's. Like
Sitio, NOG does not have control over production decisions, though
they may opt out of wells in which they do not wish to
participate.
KEY ASSUMPTIONS
- WTI oil price of $75/b in 2023, $70/b in 2024, and $65/b in
2025, $60/b in 2026 and $57/b in 2027;
- Henry Hub natural gas of $2.8/mcf in 2023 $3.25/mcf in 2024,
$3 in 2025, and $2.75 thereafter;
- Average production growing to 37 kboe/d in 2024, declining to
35 kboe/d by 2027;
- Dividend payout conservatively at 70% of pre-dividend FCF;
- $90 million of discretionary cash outflows in 2026-2027
combined.
KEY RECOVERY RATING ASSUMPTIONS
The recovery analysis assumes that Sitio would be reorganized as a
going-concern (GC) in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.
Going-Concern Approach
Sitio's GC EBITDA estimate of $225 million reflects Fitch's view of
a sustainable, post-reorganization EBITDA level upon which Fitch
bases the enterprise valuation (EV). This value is based on stress
case oil and gas prices as well as expectations of reduced
production volumes.
An EV multiple of 5.5x was applied to the GC EBITDA to calculate a
post-reorganization EV of $1.2 billion. The multiple is above the
median 5.3x exit multiple for energy in Fitch's Energy, Power and
Commodities Bankruptcy Enterprise Value and Creditor Recoveries
(Fitch Case Studies - September 2022). The 5.5x multiple is also
significantly higher than multiples normally used for U.S. working
interest oil and gas producers, such as Northern Oil and Gas's 3.5x
multiple.
Liquidation Approach
The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors.
For liquidation value, Fitch applied a 80% advance rate to the
company's receivables and added an approximation of PV10 value of
Sitio's reserves under Fitch's current stress case oil and gas
prices.
The maximum of these two approaches was the GC approach.
Fitch assumed the $850 million borrowing base RBL of Sitio to be
90% drawn upon default. Fitch assumes Sitio issues $500 million of
senior unsecured notes. The notes are subordinated to the RBL
facility.
The allocation of value in the liability waterfall results in
recovery corresponding to 'RR3' for the unsecured notes.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Increased scale with mid-cycle EBITDA above $500 million;
- Midcycle EBITDA leverage below 2.0x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Weakening liquidity;
- Material deterioration of reserve life or production volumes;
- Midcycle EBITDA leverage above 3.0x.
LIQUIDITY AND DEBT STRUCTURE
Strong Liquidity: After the forthcoming refinancing, Sitio's
nearest debt maturity will be in 2027 when its recently expanded
$850 million RBL facility expires. The company currently has $599
million drawn under the facility. The proposed unsecured notes
should mature in 2028. The company maintains a small amount of
cash. Fitch expects Sitio to generate significant FCF in 2023-2027,
which further supports its liquidity.
ISSUER PROFILE
Sitio acquires and manages mineral and royalty interests in oil and
natural gas properties in the U.S. focusing on the Permian basin.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch estimates Sitio's financials using Sitio Royalty Corp.'s
public financial statements. Fitch treats Sitio Royalty Corp.'s
dividends paid to non-controlling interests as dividends paid to
common shareholders.
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
----------- ------ --------
Sitio Royalties
Operating
Partnership, LP LT IDR B+ New Rating
senior
unsecured LT BB- New Rating RR3
Sitio Finance
Corp.
senior
unsecured LT BB- New Rating RR3
SMILEDIRECTCLUB INC: Case Summary & 30 Top Unsecured Creditors
--------------------------------------------------------------
Nine affiliates that concurrently filed voluntary petitions under
Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
SmileDirectClub, Inc. (Lead Case) 23-90786
414 Union Street
8th Floor
Nashville Tennessee 37219
SmileDirectClub, LLC 23-90784
Ortho Lab Services, LLC 23-90785
Access Dental Lab, LLC 23-90787
CAMF II, LLC 23-90788
SDC Financial LLC 23-90789
SDC Holding, LLC 23-90790
SDC Plane, LLC 23-90791
SmileFarm, LLC 23-90792
Business Description: SmileDirectClub is an oral care company and
creator of the first MedTech platform for
teeth straightening. Through the Company's
cutting-edge teledentistry technology and
vertically integrated model, it is
revolutionizing the oral care industry, from
clear aligner therapy to its affordable,
premium oral care product line.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Southern District of Texas
Judge: Hon. Christopher M. Lopez
Debtors'
General
Bankrupcy
Counsel: Joshua A. Sussberg, P.C.
Rachael M. Bentley, Esq.
KIRKLAND& ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: joshua.sussberg@kirkland.com
rachael.bentley@kirkland.com
- and -
Spencer A. Winters, Esq.
300 North LaSalle Street
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: spencer.winters@kirkland.com
Debtors'
Local
Bankruptcy
Counsel: Matthew D. Cavenaugh, Esq.
Rebecca Blake Chaikin, Esq.
Genevieve M. Graham, Esq.
Emily Meraia, Esq.
JACKSON WALKER L.L.P.
1401 McKinney Street, Suite 1900
Houston, TX 77010
Tel: (713) 752-4200
Fax: (713) 752-4221
Email: rchaikin@jw.com
ggraham@jw.com
emeraia@jw.com
Debtors'
Financial
Advisor &
Investment
Banker: CENTERVIEW PARTNERS LLC
Debtors'
Restructuring
Advisor: FTI CONSULTING INC.
Debtors'
Notice &
Claims
Agent: KROLL RESTRUCTURING ADMINISTRATION LLC
Total Assets as at June 30, 2023: $498,712,000
Total Debts as at June 30, 2023: $1,051,823,000
The petitions were signed by Troy Crawford as chief financial
officer.
A full-text copy of the Lead Debtor's petition is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/D5ZJGBI/SmileDirectClub_Inc__txsbke-23-90786__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Wilmington Trust, Convertible $747,500,000
National Association Unsecured
Rodney Square North Notes
1100 North Market Street
Wilmington, DE 19890
Michael Wass
Phone: 302-636-6398;
302-276-3840
Email: mwass@wilmingtontrust.com
2. Align Technology, Inc. Litigation $63,000,000
2820 Orchard Parkway
San Jose, CA 95134
Jason Babb
Phone: 602-742-2000
Email: jbabb@aligntech.com
3. 2987 Horizon Media, Inc. Trade Creditor $5,375,955
75 Varick Street
New York, NY 10013
Nailah Mohammed
Phone: 212-652-0724
Email: sdcbrand@horizonmedia.com
4. Foley & Lardner LLP Legal Advisor $3,908,338
321 N Clark St, Ste 2800
Chicago, IL 60654-5313
Dawn Fueger
Phone: 312-832-4500
Email: Fpasquesi@foley.com
5. Legility, LLC Trade Creditor $2,596,486
216 Centerview Drive 7
City Park, Suite 250
Brentwood, TN 37027
Stephanie Ellis
Phone: 888-534-4548
Email: billing@legility.com
6. Salesforce.com Trade Creditor $1,872,392
PO Box 203141
Dallas, TX 75320-3141
Mandy Williford Salesforce |
Manager, Credit & Collections
Phone: 317-440-9986
Email: billing@salesforce.com;
amanda.williford@salesforce.com
7. GOOGLE Inc Trade Creditor $1,577,431
DEPT 33654
PO Box 39000
San Francisco, CA 94139
Lian Cimet/Justin Lord
Phone: 1-508-479-5539
Email: collections@google.com;
cimet@google.com;
jlord@google.com
8. LTIMindtree Limited Trade Creditor $1,497,255
25, Independence Blvd,
Suite 401
Warren, NJ 07059
Rakesh Ramanathan/Puneeth
R
Phone: 908-604-8080
Email: Sales.Support@mindtree.com;
Rakesh.Ramanathan@ltimindtree.com;
Puneeth.R@ltimindtree.com
9. Sullivan & Cromwell LLP Legal Advisor $1,235,004
125 Broad Street
New York, NY 1000
David Feldman
Phone: 212-558-7195
Email: billpayments@sullcrom.com
10. Heraeus Kulzer, LLC Trade Creditor $1,182,127
300 Heraeus Way
South Bend IN 46614-2517
Tiffany Bryant
Phone: 574-855-9728
Email: accountsreceivables.KNA@kul
zer-dental.com
11. DASH BPO, LLC Trade Creditor $842,037
10524 Moss Park Rd
Ste 204-349
Orlando, FL 32832
Mike Elmalem/Ezequiel Velasquez
Phone: 844-448-7608
Email: Accounting@dashbpo.com;
mike.elmalem@dashbpo.com;
ezequiel.velasquez@dashbpo.com
12. Skadden Arps Slate Legal Advisor $804,492
Meagher & Flom, LLP
360 Hamilton Ave
White Plains, NY 10601
Gina Bertozzi
Phone: 914-750-3620
Email: gina.bertozzi@skadden.com
13. UPS Supply Chain Trade Creditor $730,680
Solutions Inc
28013 Network Place
Chicago, IL 60673-1280
Sean Robinson/Haley Mareno
Phone: 1-877-869-7502
Email: paymentremit@ups.com;
hmareno@ups.com
14. Ernst & Young U.S. LLP Professional $650,000
P.O. Box 773712 Advisor
Chicago, IL 60677-3712
US Client Portals
Phone: 91-80-662-8297
Email: P.EY.US.Invoices@ey.com
15. Merkle Inc. Trade Creditor $628,825
7001 Columbia Gateway Dr.
Columbia, MD 21046
Tilminah Archibald
Phone: 443-542-4368/1;
628-260-8932
Email: ar@merkleinc.com;
tarchibald@merkleinc.com
16. Globant LLC Trade Creditor $627,417
875 Howard Street
Suite 320
San Francisco, CA 94103
Ramji Subramanian/Denise
Villamil Ariza
Phone: 877-215-5230/ 1-
877-215-5230 ext. 14252
Email: billing@globant.com;
ramji.subramanian@globant.c
om; d.villamil@globant.com
17. Troutman Pepper Legal Advisor $615,068
Hamilton Sanders LLP
PO Box 933652
Atlanta, GA 31193-3652
Anna Henderson
Phone: 404-885-3717
Email: Anna.henderson@troutman.com
18. PJT Partners LP Professional $518,070
280 Park Avenue Advisor
17th Floor
New York, NY 10017
Matthew O'Brien
Phone: 212-364-7131
Email: PJTUSInvoicing@pjtpartners.com;
Matthew.OBrien@pjtpartners.com
19. Gen.G esports Trade Creditor $443,000
1615 16th St
Santa Monica, CA 90404
Clarissa Avendano
Phone: 310.922-1417
Email: us_accounting@geng.gg
20. Commission Junction, Inc. Trade Creditor $390,664
P.O. Box 735538
Dallas, TX 75373-5538
Shekera John
Phone: 770-576-8829
Email: cjar@cj.com
21. Shenzhen Risun Trade Creditor $378,738
Technology Co., Ltd
Building A, No.6 of Xinmu
Road
Pinghu Street, Shenzhen
Guangdong Province
518111
China
Lisa Shi
Phone: 86-13823175690
Email: sales8@risuntech.cn
22. Coupa Software., Inc Trade Creditor $364,267
1855 South Grant Street
San Mateo, CA 94402
Rick Avalos
Phone: 650-485-8593
Email: billing@coupa.com
23. Smile Stream Trade Creditor $359,624
2308 Turner St #4
Springdale, AR 72764
Tim Law
Phone: 801-691-9945
Email: tlaw@smilestreamsolutions.com
24. Corporate Eagle Trade Creditor $323,519
Management Services, Inc
6320 Highland Road
Waterford, MI 48327
Chris Bredernitz
Phone: 248-461-9004
Email: cbredernitz@corporateeagle.com
25. Barrett Distribution Trade Creditor $313,269
Centers LLC
4836 Hickory Hill Road
Memphis, TN 38141
Laura Schwindt
Phone: 901-795-5320
Email: abarriero@barrettdistribution.com;
cfranklin@barrettdistribution.com
26. Apical Service, LLC Trade Creditor $277,800
9330 Ne Vancouver Mall
Dr., Ste. 203 #303
Vancouver, WA 98662
Alexey Vishnevskiy
Phone: 949-207-4050
Email: alex@apicalservice.com
27. Qentelli LLC Trade Creditor $270,340
14241 Dallas Parkway,
Ste 540
Dallas, TX 75254
Jennifer Innes
Phone: 469-646-4448
Email: jennifer.i@qentelli.com
28. Amazon Web Services, Inc. Trade Creditor $270,101
PO Box 84023
Seattle, WA 98124-8423
Gerard Denzil
Phone: 1-833-448-2289
Email: aws-receivables-
support@email.amazon.com
29. King & Spalding, LLP Trade Creditor $255,183
1180 Peachtree St NE
17th Floor
Atlanta, GA 30309
Suzanne Bilbo
Phone: 1-202-626-9255
Email: sbilbo@kslaw.com
30. Zeta Global Corp. Trade Creditor $250,000
3 Park Avenue, 33rd Floor
New York, NY 10016
Donna McLaughlin
Phone: 1-631-851-5209
Email: dmclaughlin@zetaglobal.com
SOUND INPATIENT: $610MM Bank Debt Trades at 54% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Sound Inpatient
Physicians Holdings LLC is a borrower were trading in the secondary
market around 46.1 cents-on-the-dollar during the week ended
Friday, September 29, 2023, according to Bloomberg's Evaluated
Pricing service data.
The $610 million facility is a Term loan that is scheduled to
mature on June 28, 2025. About $589.8 million of the loan is
withdrawn and outstanding.
Sound Inpatient Physicians, Inc. is a provider of physician
services in acute, post-acute, emergency medicine, and intensivist
facilities through its wholly owned subsidiaries and affiliated
companies. Sound’s principal business is to provide hospitalist
services to hospitals and health plans designed to improve the
well-being of patients while reducing their associated costs
through the management of medical care. The company is primarily
owned by private equity sponsor Summit Partners and Optum Health.
SOUTH SHORE: Agrees to TD Bank Bid for CCAA Restructuring
---------------------------------------------------------
South Shore Seafoods Ltd. et al. obtained CCAA protection on Sept.
21, 2023, on application by TD Bank, owed approximately $26
million. Since June 2022, the companies have been in default of
several obligations under the credit agreement with TD Bank,
including numerous reporting and covenant defaults and, starting in
February 2023, borrowing in excess of allowable availability under
the borrowing base.
TD Bank was no longer prepared to fund the companies outside of a
formal insolvency proceeding. It commenced a CCAA proceeding
rather than a receivership to allow the market to be thoroughly
canvassed for the best chances of preserving the business as a
going concern.
The companies consented to the CCAA application. Deloitte is the
monitor. Counsel is Norton Rose for TD Bank, Cox & Palmer for the
monitor, Stewart McKelvey for the companies and TGF for BDC.
Monitor:s web page for the proceedings:
https://www.insolvencies.deloitte.ca/SouthShoreSeafoods.
South Shore Seafoods Ltd. was founded in 1986. The Company's line
of business includes the wholesale distribution of fresh, cured, or
frozen fish and seafood.
SYNAPTICS INC: Fitch Affirms 'BB' IDR & Alters Outlook to Positive
------------------------------------------------------------------
Fitch Ratings has affirmed Synaptics Inc.'s Long-Term Issuer
Default Rating (IDR) at 'BB', as well as its first lien senior
secured term loan at 'BBB-'/'RR1' and senior unsecured notes at
'BB'/'RR4'. The Rating Outlook is revised to Positive from Stable.
Synaptics' ratings reflect its FCF profile, expected EBITDA
Leverage improvement, product leadership positions and end market
growth opportunities in its Core Internet of Things (IoT) segment.
The ratings also reflect the company's history of debt usage in M&A
and operating volatility.
KEY RATING DRIVERS
Positioned for Structural Market Growth Opportunities: Within its
new Core IoT segment, which represented 23% of fiscal 2023 sales,
Synaptics is positioned to take advantage of growth in end markets
and product applications that could provide outsized revenue upside
compared to its other segments and the broader technology market.
A material increase in Core IoT sales mix should reduce operating
volatility, diversify Synaptics' customer base and provide
meaningful FCF contributions from a mid-50% gross margins business.
While margin percentage contribution is below Synaptics' overall
percentage due to the slower growth but higher margin Enterprise
and Automotive segment that contributed 63% in fiscal 2023
revenues, the business profile improvements over the ratings
horizon from Core IoT contributions support the Positive Outlook.
Demand Volatility: Synaptics is exposed to cyclical consumer
electronics device markets where component suppliers experience
frequent volatility given variability in consumer spending and
tastes, short product lead times and annual product refreshes. They
are also exposed to intermittent supply-demand imbalances, which
Synaptics experienced in fiscal 2023 where customers who had
accumulated excess inventory were able to draw this down and defer
purchases. This volatility within Synaptics credit profile dampens
the benefit of Synaptics profitability level, which has generated
EBITDA margins above 30% in the last two fiscal years, a margin
level that is relatively high for 'BB' rating category.
Conservative Leverage Target: Synaptics targets a gross leverage of
1.5x, an increase from its previous 1.0x target, but a target level
that agnostic of business profile factors, is strong for the 'BB'
ratings category. At this leverage level, Synaptics would be
positioned to reduce the impact a potential debt financed
acquisition could have on its credit profile and is consistent with
its strategy to be in a financial position to add leverage its
balance sheet for opportune acquisitions. Synaptics ended its
fiscal 2023 with EBITDA Leverage of 2.3x and $926 million in cash,
corresponding to a 0.2x net leverage.
Through the Cycle FCF Generation: Synaptics has generated positive
FCF every year since 2008 and is forecast to generate between $300
million to $400 million annually over the rating horizon. FCF
generation benefits from a low capital expense business structure
that outsources all manufacturing and generally ships directly from
the manufacturer, as well as shareholder distributions that are
flexible in the form of buybacks. Consistent FCF that strengthens
its balance sheet improves Synaptics capacity to supplement organic
growth with opportune M&A. Additionally it provides improved
visibility on Synaptics' capacity to reduce leverage with
discretionary debt repayments.
Product Leadership: Synaptics product portfolio is broad and it
includes a history of product leadership in multiple markets. It
holds leading positions within many key areas of it, including PC
fingerprint sensors and touchpads, video interfaces in laptop
docking stations and video adaptors. Additionally, and not
exhaustively, Synaptics maintains strong positions in mobile touch
and display drivers, components for voice assistants, automotive
infotainment displays.
Synaptics faces competitive sector attributes that limit its
product leadership from realizing outsized pricing power. Long term
competitive advantages are limited due to low switching costs,
including the risk of OEM customers pursuing to in-house design and
component production, technology risks from continually evolving
device interface technologies and intense competition for design
slots.
Customer Concentration: Synaptics' growth in less concentrated end
markets and emerging product areas benefits its customer
diversification. In fiscal 2023, 37% of Synaptics revenues was
attributable to five OEM customers. Customer concentration is
expected to continue as part of Synaptics business profile given
the scale of its OEM customers in PC, mobile and automotive
markets, but its impact is expected to trend downward as the Core
IoT segment grows as a percentage of sales mix.
DERIVATION SUMMARY
Compared to 'BB' rating category peers TTM Technologies (BB/Stable)
and Viavi Solutions (BB/Stable), Synaptics separates itself in the
rating category with materially better profitability measured by
EBITDA margin, which for Synaptics was 32.1% in its fiscal 2023
compared to 13.0% and 18.9% respectively for Viavi and TTM. Each of
these 'BB' rated peers has some level of cyclicality exposure with
Synaptics and Viavi having similar revenue profile between $1.0
billion-$1.5 billion annually, and TTM at approximately $2.5
billion. Synaptics leads these peers in FCF generation reflected in
an FCF margin of approximately 22% compared to below 10% for Viavi
and TTM.
Higher rated semiconductor market related peers Microchip
Technology (BBB/Positive) and NXP Semiconductors N.V. (NXP) have
materially larger scale than Synaptics generating FCF in their most
recent fiscal years of $2.4 billion and $1.8 billion. Both
Microchip Technology and NXP have high profitability levels with
EBITDA margins of 50.8% and 40.9% respectively for their most
recent YEs, which leads Synaptics' already high profitability
level.
Similar to Synaptics, Microchip's financial policy has exhibited
opportunistic elements historically with a willingness to exceed
leverage targets in pursuit of M&A. Microchip maintains a net
leverage target of 1.5x, which is above Synaptics' 1.5x gross
leverage target, but supported by a stronger market position and
greater scale.
KEY ASSUMPTIONS
- Low organic growth in 2024 with revenues affected by weakened
macro environment and remaining customer inventory draw down.
During the remainder of forecast, revenue growth is driven by
organic mid- single digit growth Enterprise and Automotive, as well
as accelerating sales in the IoT segment resulting in IoT
contributing greater than 30% of sales mix by 2026;
- EBITDA margins of 32%-34% during the forecast horizon due to
customer inventory normalization, declining contribution from lower
gross margin mobile segment and stable operating expense base;
- Capital expenditures 2.5% to 3% of revenues, in line with
historic performance and company's practice of outsourcing
manufacturing;
- Annual share repurchases between $150 million-$200 million during
forecast period with companies existing share repurchase program
extended past 2025. No common or special dividends paid;
- Acquisition within IoT segment closing during 2026 with total
consideration of USD1 billion, completed at 3.5x Enterprise
Value/revenue multiple. Transaction funded with a mix of debt and
available cash increasing leverage to approximately 2x;
- Base interest rates applicable to the company's outstanding
variable rate debt obligations reflects current SOFR forward curve
declining from 5.25% to 3.75% by the end of the forecast period.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
Fitch could resolve the Positive Outlook within its typical 12- to
24-month time frame if Synaptics' results demonstrate expected
growth trends and credit profile improvements from in its Core IoT
segment.
- EBITDA Leverage sustained below 2.5x;
- FCF margins sustained above 20%;
- Core IoT sales mix trending to over 30% leading to greater
customer diversity;
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- EBITDA Leverage sustained above 3.0x;
- FCF margins sustained below 10%.
LIQUIDITY AND DEBT STRUCTURE
Strong Liquidity: Synaptics historically has held, relative to its
operational needs, a large cash balance, which at its June fiscal
YE 2023 was $925 million. This level of cash provides Synaptics
flexibility to support actions such as potential M&A financing or
discretionary deleveraging. Liquidity is further supported by
Synaptics' $250 million revolving credit facility, which was
undrawn at June 2023.
Forecast FCF between $300 million to $400 million through the
rating horizon that benefits from a low capital intensity business
structure, reduces refinancing risk for Synaptics' undrawn credit
facility maturing 2026, as well as $600 million term loan and $400
million unsecured notes maturing in 2028 and 2029 respectively.
ISSUER PROFILE
Synaptics develops semiconductor solutions that enable people to
interact with electronic devices. Products offerings include
connectivity, audio, high-definition video, touch controllers,
display drivers, fingerprint sensors and touchpads solutions.
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
----------- ------ -------- -----
Synaptics
Incorporated LT IDR BB Affirmed BB
senior
unsecured LT BB Affirmed RR4 BB
senior secured LT BBB- Affirmed RR1 BBB-
THRASIO LLC: $740MM Bank Debt Trades at 20% Discount
----------------------------------------------------
Participations in a syndicated loan under which Thrasio LLC is a
borrower were trading in the secondary market around 80.4
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $740 million facility is a Term loan that is scheduled to
mature on December 18, 2026. The amount is fully drawn and
outstanding.
Thrasio LLC -- https://www.thrasio.com -- specializes in buying
Amazon third-party private label businesses. Its portfolio
includes Angry Orange pet odor eliminators and stain removers, Wise
Owl Outfitters camping and outdoor gear, and more than 200 other
Amazon and ecommerce brands. Thrasio was cofounded in 2018 by
Joshua Silberstein.
TRANSPLANT SYSTEMS: Seeks Cash Collateral Access
------------------------------------------------
Transplant Systems LLC asks the U.S. Bankruptcy Court for the
Middle District of North Carolina, Greensboro Division, for
authority to use cash collateral and provide adequate protection.
The Debtor's main source of sales is through Amazon.com. With this
Amazon.com account, the Debtor took out a small loan with Amazon
Capital Services, Inc. for business expenses.
The loan through Amazon is secured by certain property through the
UCC-1 filing, the property summarized as follows:
a. The Collateral is all of the following property the debtor now
owns or may acquire in the future: (i) all inventory at any time
stored for the debtor or the debtor's affiliate accounts in Amazon
fulfillment centers, wherever found, (ii) any right, title or
interest in the debtor's Seller Account, as well as any other
Amazon seller accounts affiliated with the debtor, (iii) all
Accounts, Chattel Paper, Deposit Accounts, Documents, Instruments,
Investment Property, or Payment Intangibles, (iv) all Equipment,
Goods, Inventory and other tangible personal property located in
the United States, (v) any books and records pertaining to the
Collateral, and (vi) any insurance, proceeds or products of the
foregoing.
Amazon asserts a first priority security interest in the cash
collateral.
With respect to the secured claim held by the Amazon:
a. The amount outstanding as of the Petition Date is approximately
$11,000.
b. The Debtor is entitled to $19,169 in the Amazon.com account,
believes the equipment and fixtures are worth approximately $3,595
and the bank account balance of approximately $18,000.
With respect to the secured claim held by U.S. Small Business
Administration:
a. The amount outstanding as of the Petition Date is approximately
$50,000.
b. The Debtor is entitled to $19,169 in the Amazon.com account,
believes the equipment and fixtures are worth approximately $3,595
and the bank account balance of approximately $18,000.
With respect to the secured claim held by Reliance Financial:
a. The amount outstanding as of the Petition Date is approximately
$85,800.
b. The Debtor believes the equipment and fixtures are worth
approximately $3,595 and the bank account balance of approximately
$1,500.
The Debtor is dependent upon the use of the cash collateral to pay
on-going costs of operating the business and insuring, preserving,
repairing and protecting all its tangible assets, and thus has a
need for the use of cash collateral.
The Debtor offers to provide the Secured Parties with adequate
protection for the use of its cash collateral by:
a. Limiting the use of cash collateral as generally projected in
the proposed budget and as set forth in the proposed Interim Order,
or as may otherwise be approved by the Court after further notice
and hearing.
b. Providing to the Secured Parties, the Bankruptcy Administrator,
and any Committee subsequently appointed (i) evidence of adequate
insurance in effect with respect to all insurable property of the
estate, and (ii) actual reports on a monthly basis by the 21st day
of the following month, with the first such report due October 21,
2023, and (iii) such other financial reports as may be reasonably
requested from the Debtor by such parties.
A copy of the motion is available at https://urlcurt.com/u?l=PS64qg
from PacerMonitor.com.
About Transplant Systems LLC
Transplant Systems LLC sells kits for plants to be grown in a
household. The Debtor sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. N.C. Case No. 23-10531) on
September 28, 2023. In the petition signed by Thurman Ray De Bruhl,
managing member, the Debtor disclosed up to $50,000 in assets and
up to $500,000 in liabilities.
Erik M. Harvey, Esq., at Bennett Guthrie PLLC, represents the
Debtor as legal counsel.
TRITEK INT'L: Seeks to Extend Plan Exclusivity to November 23
-------------------------------------------------------------
Tritek International and its affiliates ask the U.S. Bankruptcy
Court for the District of Delaware to extend their exclusive
periods to file a chapter 11 plan and solicit acceptances thereof
to November 23, 2023 and January 22, 2024, respectively.
Unless extended, the Debtors' exclusive filing period and
exclusive solicitation period will expire on August 25, 2023 and
October 24, 2023, respectively.
The Debtors stated that they have expended considerable time and
effort and achieved significant progress by:
(i) preparing and filing their schedules and statements
of financial affairs,
(ii) responding to creditor inquiries,
(iii) seeking approval of bidding procedures and running
sales and auction processes for their assets,
(iv) closing multiples sales of substantially all of their
assets,
(v) seeking and obtaining approval of deadlines to file
proofs of claim and analyzing such claims,
(vi) evaluating numerous contracts and leases for
potential rejection and/or assumption,
(vii) formulating and filing the Plan,
(viii) seeking and receiving Bankruptcy Court authorization
to solicit acceptances of such Plan,
(ix) negotiating various settlements of creditor claims
(including with the Committee and Debtors' secured
lenders),
(x) producing thousands of pages of documents in response
to informal document requests by the Committee as
part of the Committee's investigation and
facilitating related conversations by and among the
Debtors, Debtors' professionals and the Committee's
professionals, and
(xi) otherwise preparing for an orderly winddown of
Debtors' business operations and estates.
The Debtors claim that, as a result of those efforts, they have
secured interim approval of the First Amended Combined Disclosure
Statement and Plan on August 18, 2023. The Debtors also stated
that Plan confirmation is scheduled to go forward on October 5,
2023 and, once effective, the Plan will facilitate distributions
on the terms set forth therein.
Tritek International and its affiliates are represented by:
Jerry L. Hall, Esq.
Michael E. Comerford, Esq.
KATTEN MUCHIN ROSENMAN LLP
50 Rockefeller Plaza
New York, NY 10020
Tel: (212) 940-8800
Email: jerry.hall@katten.com
michael.comerford@katten.com
- and -
Allison E. Yager, Esq.
Kenneth N. Hebeisen, Esq.
KATTEN MUCHIN ROSENMAN LLP
525 W. Monroe Street
Chicago, IL 60661
Tel: (312) 902-5200
Email: allison.yager@katten.com
ken.hebeisen@katten.com
- and -
Jeremy W. Ryan, Esq.
L. Katherine Good, Esq.
R. Stephen McNeill, Esq.
Maria Kotsiras, Esq.
POTTER ANDERSON & CORROON LLP
1313 N. Market Street, 6th Floor
Wilmington, DE 19801
Tel: (302) 984-6000
Email: jryan@potteranderson.com
kgood@potteranderson.com
rmcneill@potteranderson.com
mkotsiras@potteranderson.com
- and -
Yelena E. Archiyan, Esq.
KATTEN MUCHIN ROSENMAN LLP
2121 N. Pearl Street, Suite 1100
Dallas, TX 7201
Tel: (214) 765-3657
Email: yelena.archiyan@katten.com
About Tritek International
Tritek International Inc., HyLife Foods Windom, LLC, Canwin
Farms, LLC are entities that are part of the HyLife vertically
integrated operation for the raising, production and sale of pork
products. The companies' operations involve all aspects and
stages of the pork production process, including the farming and
sourcing of hogs, the packaging of pork at their processing
facility, and the marketing and sale of such products throughout
premium domestic and international end markets, primarily in the
United States, Canada, Japan, Korea, and China.
Tritek International and its affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 23-10520) on
April 27, 2023. The petitions were signed by Grant Lazaruk, chief
executive officer.
At the time of the filing, Tritek International and HyLife Foods
Windom reported as much as $50,000 in both assets and liabilities
while Canwin Farms reported $1 million to $10 million in both
assets and liabilities.
Judge Thomas M. Horan presides over the Debtors' cases.
The Debtors tapped Katten Muchin Rosenman, LLP and Potter Anderson
& Corroon, LLP as bankruptcy counsel; PricewaterhouseCoopers, LLP
as financial advisor; Intrepid Investment Bankers as investment
banker; and Donlin Recano & Company, Inc. as claims and noticing
agent.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors'
Chapter 11 cases. The committee is represented by the law firms
of Dechert, LLP and Saul Ewing, LLP.
UNITED ENGINEERS: Court OKs Cash Collateral Access on Final Basis
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized United Engineers, Inc. to use cash
collateral on a final basis in accordance with the budget, with a
7% variance.
Plains Capital Bank, holds liens on substantially all of the
Debtor's assets, including accounts receivable and cash.
The PCB Loan is secured by a lien on substantially all of the
Debtor's assets, including, but not limited to cash, accounts, and
accounts receivable. As of the Petition Date, the outstanding
balance owed with respect to PCB Loan is approximately $560,500.
All amounts due and owing under the Prepetition Loan Documents
mature and become due and payable in full on December 3, 2023.
As adequate protection of its interest in the Collateral and cash
collateral, PCB was granted, effective as of the Petition Date,
valid and automatically perfected replacement liens co-extensive
with and in the same priority as its pre-petition liens in and upon
all of the assets of the Debtor.
To the extent the liens and security interests granted prove
insufficient to secure any diminution in value of PCB's interest in
the Collateral and cash collateral resulting from the Debtor's use
of cash collateral, PCB was granted, for its benefit, an
administrative priority claim pursuant to 11 U.S.C. Section 507(b)
to secure any such diminution in value.
The Replacement Liens are subject and subordinate to a carve-out of
funds for: (i) all fees required to be paid to the Clerk of the
Bankruptcy Court, (ii) a fees required to be paid to the Office of
the United States Trustee pursuant to 28 U.SC. Section 1930(a), if
any, and (iii) all fees and expenses of the Subchapter V Trustee
approved by the Court and not in an amount in excess of $10,000;
provided, however, the Replacement Lines of PCB will only be
subject to the payment of such fees and expenses to the extent
they are incurred prior to the Termination Date.
A copy of the court's order is available at
https://urlcurt.com/u?l=FUG2wE from PacerMonitor.com.
About United Engineers, Inc.
United Engineers, Inc. provides architectural, engineering, and
related services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-33166) on August 19,
2023. In the petition signed by Kefelegne Tesfaye, vice president,
the Debtor disclosed $2,356,290 in assets and $909,388 in
liabilities.
Judge Jeffrey P. Norman oversees the case.
Melissa A. Haselden, Esq., at Haselden Farrow PLLC, represents the
Debtor as legal counsel.
US RENAL CARE: $1.25BB Bank Debt Trades at 33% Discount
-------------------------------------------------------
Participations in a syndicated loan under which US Renal Care Inc
is a borrower were trading in the secondary market around 66.8
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $1.25 billion facility is a Term loan that is scheduled to
mature on June 28, 2028. The amount is fully drawn and
outstanding.
U.S. Renal Care is a dialysis provider available for people living
with chronic and acute renal disease.
USRE 257: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: USRE 257 LLC
45 E. City Avenue
#383
Bala Cynwyd PA 19004
Business Description: USRE 257 LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Eastern District of Pennsylvania
Case No.: 23-12967
Judge: Hon. Ashely M. Chan
Debtor's Counsel: Mark S. Haltzman, Esq.
SIVERANG, ROSENZWEIG & HALTZMAN, LLC
900 E. 8th Avenue, Suite 300
King of Prussia PA 19406
Tel: 610-263-0131
Email: mhaltzman@sanddlawyers.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by David Daniel 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/IFV5EPY/USRE_257_LLC__paebke-23-12967__0001.0.pdf?mcid=tGE4TAMA
WAYFORTH INC: Case Summary & Seven Unsecured Creditors
------------------------------------------------------
Debtor: Wayforth, Inc.
1518 Willow Lawn Drive, Ste. 300
Richmond, VA 23230
Business Description: WayForth delivers personalized moving and
move management services in Central
Virginia.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Eastern District of Virginia
Case No.: 23-33382
Debtor's Counsel: Loc Pfeiffer, Esq.
KUTAK ROCK LLP
901 East Byrd Street
Suite 1000
Richmond, VA 23219
Tel: 804-343-5210
Email: loc.pfeiffer@kutakrock.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Craig Shealy as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/LVWDQCQ/Wayforth_Inc__vaebke-23-33382__0001.0.pdf?mcid=tGE4TAMA
WC PARADISE: Seeks Cash Collateral Access
-----------------------------------------
WC Paradise Cove Marina, L.P. asks the U.S. Bankruptcy Court for
the Western District of Texas, Austin Division, for authority to
use cash collateral and provide adequate protection.
The Debtor requires the use of on-deposit funds and the use of any
proceeds generated.
The Debtor is aware of one security interest in rents from AC VIP
PC Marina Debt, LLC, and for which a UCC Financing Statement has
been filed.
As adequate protection, the Debtor offers the following:
a. Any creditor holding a perfected pre-petition lien on the
Debtor's cash will be granted a replacement lien pursuant to 11
U.S.C. section 361(2), solely to the extent cash collateral is
used, in all cash the Debtor acquires or generates after the
Petition Date, but solely to the same extent and priority as
existed pre-petition and subject to a determination by the Court
that any such creditor holds a fully perfected, enforceable
pre-petition lien on cash;
b. The Replacement Lien will not attach to chapter 5 actions of the
Debtor or the proceeds of the recovery upon such actions;
c. The Replacement Lien will not apply to any reduction in cash
value caused from the payment of an expense that is later
surcharged against any creditor's collateral based on 11 U.S.C.
Section 506(c);
d. Subject to the limiting conditions on the Replacement Lien, the
Replacement Lien will be binding upon any subsequently appointed
chapter 11 or chapter 7 trustee;
e. The cash will be used to continue the Debtor's operations and
therefore maintain the going concern value of the aggregate of any
creditors' collateral; as such, the use of cash will be regulated
by a pre-approved budget to assure that appropriate operating
expenses are being paid and that no inappropriate expense is paid.
A copy of the motion is available at https://urlcurt.com/u?l=tTW1HJ
from PacerMonitor.com.
About WC Paradise Cove Marina, L.P.
WC Paradise Cove Marina, L.P. operates a marina on Lake Travis,
which rents slips to clients to moor their boats.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-10731-hcm) on
September 28, 2023. In the petition signed by Natin Paul, the
Debtor disclosed up to $10 million in both assets and liabilities.
Ron Satija, Esq., at Hayward PLLC, represents the Debtor as legal
counsel.
WHEELS UP: CK Wheels, 3 Others Hold 36.3% of Class A Shares
-----------------------------------------------------------
CK Wheels LLC, CK Opportunities GP, LLC, Certares Opportunities
LLC, and Knighthead Opportunities Capital Management, LLC disclosed
in a Schedule 13D filed with the Securities and Exchange Commission
that as of Sept. 20, 2023, they beneficially owned 60,563,002
shares of Class A common stock of Wheels Up Experience Inc.,
representing 36.3 percent of the Shares outstanding. This
percentage ownership was based on 166,804,525 shares of Class A
Common Stock of the Issuer outstanding as of Sept. 20, 2023, as
reported by the Issuer in its Current Report on Form 8-K filed
Sept. 21, 2023.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1819516/000095010323014029/dp200476_sc13d.htm
About Wheels Up
Headquartered in New York, Wheels Up is a provider of on-demand
private aviation in the U.S. and one of the largest private
aviation companies in the world. Wheels Up offers a complete global
aviation solution with a large, modern and diverse fleet,
backed by an uncompromising commitment to safety and service.
Customers can access membership programs, charter, aircraft
management services and whole aircraft sales, as well as unique
commercial travel benefits through a strategic partnership with
Delta Air Lines. Wheels Up also offers freight, safety and security
solutions and managed services to individuals, industry, government
and civil organizations.
Wheels Up reported a net loss of $555.55 million in 2022, a net
loss of $197.23 million in 2021, and a net loss of $85.40 million
in 2020.
Wheels Up said in its Form 10-Q for the period ended June 30, 2023,
that "The Company had cash and cash equivalents of $151.8 million
and a working capital deficit of $720.8 million as of June 30,
2023. Net cash used in operating activities was $411.7 million
for
the six months ended June 30, 2023, and the Company has experienced
recurring losses from operations for the six months ended June 30,
2023. Further, the Company's Note Purchase Agreement and the
Indentures...and related guarantees contain a liquidity covenant
that requires the Company to maintain minimum Adjusted Available
Liquidity of $125.0 million as of the end of each fiscal quarter,
and the Company's Letter Agreement contains a liquidity covenant
that requires the Company (excluding Air Partner Limited and its
subsidiaries) to maintain available cash of at least $5.0 million
on any date...These conditions, as well as current cash and
liquidity projections, raise substantial doubt about our ability to
continue as a going concern for any meaningful period of time after
the date of this filing."
WINDSOR SACRAMENTO: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Windsor Sacramento Estates, LLC 23-11401
d/b/a Windsor Care Center of Sacramento
7447 Sepulveda Blvd.
Van Nuys, CA 91405
Windsor Hayward Estates, LLC 23-11402
d/b/a Windsor Post Acute Care Center of Hayward
7447 Sepulveda Blvd.
Van Nuys, CA 91405
Business Description: The Debtors own and operate nursing care
facilities.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Central District of California
Judge: Hon. Victoria S. Kaufman
Debtors' Counsel: Ron Bender, Esq.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P.
2818 La Cienega Avenue
Los Angeles, CA 90034
Tel: (310) 229-1234
Fax: (310) 229-1244
Email: rb@lnbyg.com
Each Debtor's
Estimated Assets: $1 million to $10 million
Each Debtor's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Avrohom Tress as manager.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/7D6GD5Q/Windsor_Hayward_Estates_LLC__cacbke-23-11402__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/7HZL62A/Windsor_Sacramento_Estates_LLC__cacbke-23-11401__0001.0.pdf?mcid=tGE4TAMA
The Debtors seek joint administration of their cases under the
Bankruptcy Case of Windsor Terrace Healthcare, LLC (Bank. C.D. Cal.
Lead Case No. 23-11200).
WIPE-OUT LOGISTICS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Wipe-Out Logistics, LLC
166 Cooper Dearing Road
Alvaton, KY 42122
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Western District of Kentucky
Case No.: 23-10736
Debtor's Counsel: Robert C. Chaudoin, Esq.
HARLIN PARKER
519 E. 10th Street
P.O. Box 390
Bowling Green, KY 42102-0390
Tel: 270-842-5611
Fax: 270-842-2607
Email: chaudoin@harlinparker.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mirnes Matt Muminovic as managing
member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/7MJRCKI/Wipe-Out_Logistics_LLC__kywbke-23-10736__0001.0.pdf?mcid=tGE4TAMA
WUF LLC: Case Summary & One Unsecured Creditor
----------------------------------------------
Debtor: WUF LLC
1613 Chelsea Road
San Marino CA 91108
Business Description: The Debtor owns and manages two-unit income
property at 1014-1018 E. Nocta St. Ontatio,
California.
Chapter 11 Petition Date: September 29, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-14466
Debtor's Counsel: Peter Wodinsky, Esq.
LAW OFFICE OF PETER WODINSKY
1613 Chelsea Road
San Marino CA 91108
Tel: 818-552-2650
Email: gnorthstarisland@gmail.com
Total Assets as at September 29, 2023: $1,400,000
Total Debts as at September 29, 2023: $860,000
The petition was signed by Peter Wodinsky as member.
The Debtor listed Hernan Contreras located at 351 West Buffington,
Upland, CA as its sole unsecured creditor holding a claim of
$12,000.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/Y437X2Q/WUF_LLC__cacbke-23-14466__0001.0.pdf?mcid=tGE4TAMA
YIELD10 BIOSCIENCE: Falls Short of Nasdaq Bid Price Requirement
---------------------------------------------------------------
Yield10 Bioscience, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 25, 2023, it
received a letter from the staff of The Nasdaq Stock Market LLC
providing notification that, for the previous 30 consecutive
business days, the bid price for the Company's common stock had
closed below the minimum $1.00 per share requirement for continued
listing on The Nasdaq Capital Market under Nasdaq Listing Rule
5550(a)(2).
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company
has been provided an initial period of 180 calendar days, or until
March 25, 2024, to regain compliance. To regain compliance, the
closing bid price of the Company's common stock must be $1.00 per
share or more for a minimum of 10 consecutive business days at any
time before March 25, 2024. This notice has no immediate effect on
the listing of the Company's common stock, which continues to trade
on The Nasdaq Capital Market under symbol "YTEN". If the Company
regains compliance, Nasdaq will provide the Company with written
confirmation and will close the matter.
If the Company does not regain compliance with Rule 5550(a)(2) by
March 25, 2024, the Company may be eligible for an additional
180-day compliance period. To qualify, the Company would be
required to meet the continued listing requirement for market value
of publicly held shares and all other initial listing standards for
The Nasdaq Capital Market, with the exception of the bid price
requirement, and would need to provide written notice of its
intention to cure the deficiency during the second compliance
period, by effecting a reverse stock split, if necessary. However,
if it appears to the Staff that the Company will not be able to
cure the deficiency, or if the Company is otherwise not eligible,
Nasdaq would notify the Company that its securities would be
subject to delisting. In the event of such a notification, the
Company may appeal the Staff’s determination to delist its
securities, but there can be no assurance the Staff would grant the
Company's request for continued listing.
The Company intends to monitor the bid price of its common stock
and its minimum market value of listed securities and will consider
options available to it to achieve compliance.
About Yield10
Yield10 Bioscience, Inc. -- http://www.yield10bio.com-- is an
agricultural bioscience company focused on the large-scale
production of low carbon sustainable products from processing
Camelina seed using the oilseed Camelina sativa ("Camelina") as a
platform crop.
Yield10 Bioscience reported a net loss of $13.57 million for the
year ended Dec. 31, 2022, compared to a net loss of $11.03 million
for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company
had $8.08 million in total assets, $3.68 million in total
liabilities, and $4.40 million in total stockholders' equity.
Boston, Massachusetts-based RSM US LLP, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
March 14, 2023, citing that the Company has suffered recurring
losses from operations and does not have sufficient liquidity to
meet forecasted costs. This raises substantial doubt about the
Company's ability to continue as a going concern.
ZAYO HOLDINGS: Apollo SFRFI Marks $2.4MM Loan at 20% Off
--------------------------------------------------------
Apollo Senior Floating Rate Fund Inc has marked its $2,404,129 loan
extended to Zayo Group Holdings, Inc to market at $1,915,790 or 80%
of the outstanding amount, as of June 30, 2023, according to Apollo
Senior's Semi-Annual Report on Form N-CSRS for the period ended
June 30, 2023, filed with the Securities and Exchange Commission.
Apollo Senior FRFI is a participant in a First Lien Term Loan to
Zayo Group Holdings, Inc. The loan accrues interest at a rate of
9.43% (1M SOFR + 4.25%, 0.50% Floor) per annum. The loan matures on
March 9, 2027.
Apollo Senior Floating Rate Fund Inc. and Apollo Tactical Income
Fund Inc are corporations organized under the laws of the State of
Maryland and registered with the U.S. Securities and Exchange
Commission under the Investment Company Act of 1940, as amended, as
diversified, closed-end management investment companies. AFT and
AIF commenced operations on February 23, 2011 and February 25,
2013, respectively.
Zayo Group is a privately held company headquartered in Boulder,
Colorado, with European headquarters in London, England. The
company provides communications infrastructure services.
ZEP INC: $175MM Bank Debt Trades at 27% Discount
------------------------------------------------
Participations in a syndicated loan under which Zep Inc is a
borrower were trading in the secondary market around 73.4
cents-on-the-dollar during the week ended Friday, September 29,
2023, according to Bloomberg's Evaluated Pricing service data.
The $175 million facility is a Term loan that is scheduled to
mature on August 11, 2025. The amount is fully drawn and
outstanding.
Zep, Inc. is an Atlanta, Georgia-based cleaning products
manufacturer. It specializes in cleaning and maintenance products
for industrial, institutional, food and beverage, vehicle care, and
retail customers.
ZHANG MEDICAL: No Patient Care Concern, PCO Report Says
-------------------------------------------------------
David Crapo, the court-appointed patient care ombudsman, filed with
the U.S. Bankruptcy Court for the Southern District of New York a
report regarding the health care facility operated by Zhang Medical
P.C., doing business as New Hope Fertility Center.
The PCO inspected Zhang Medical's facility on Aug. 18. The facility
was clean and well maintained subject to a minimal amount of wear
and tear. Clinical and non-clinical staff appeared to treat
patients respectfully. There was no indication of understaffing.
The safety measures were adequate.
The PCO observed that the blood draw center is clean and
well-stocked new equipment. The examination rooms are clean,
well-stocked and of sufficient size for purposes. The sonogram
rooms are properly equipped and staffed by sonographers or
physicians depending on the need.
In addition, the PCO noted that the operating rooms were clean and
sell stocked. The direct connection of the operating room and the
embryology lab minimizes: (i) the chance of contamination of the
oocyte or embryo; (ii) accidents involving the oocyte or embryo;
(iii) the misidentification of the oocyte or embryo; and (iv) the
implantation of an embryo into the wrong patient.
The PCO has not received any information indicating that quality of
care provided to Zhang Medical's patients (including patient
safety) is not acceptable and is currently declining or is
otherwise being materially compromised, but reserves making an
actual finding in that regard pending the receipt of: (i) the
information described that has been requested from Zhang Medical;
and (ii) the finalized report of the FDA on the healthcare
provider's compliance with its corrective action plan.
The PCO stated that a preliminary analysis of the publicly
available sources of information regarding the current performance
of Zhang Medical and its existing structures reveals a facility
that apparently continues to provide the same level of patient care
and safety it historically provided since before its bankruptcy
filing.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=Kx6gWp from PacerMonitor.com.
The ombudsman may be reached at:
David N. Crapo, Esq.,
Gibbons P.C.
One Gateway Center
Newark, NJ 07102-5310
Phone: (973) 596-4523
Fax: (973) 639-6244
Email: dcrapo@gibbonslaw.com
About Zhang Medical
New York-based Zhang Medical P.C. specializes in low and no-drug
infertility solutions that help women conceive with minimal
invasiveness. It conducts business under the name New Hope
Fertility Clinic.
Zhang Medical filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10678) on April
30, 2023, with $1 million to $10 million in both assets and
liabilities. Eric Huebscher has been appointed as Subchapter V
trustee.
Judge Philip Bentley oversees the case.
Joseph D. Nohavicka, Esq., at Pardalis & Nohavicka, LLP is the
Debtor's legal counsel.
[*] 72 Apartment Units Up for Sale on October 13
------------------------------------------------
An auction will take place on Oct. 13, 2023, at 9:00 a.m. in the
jury assembly room in the Champaign County Courthouse, 101 East
Main Street, Urbana, Illinois 61801, for the sale of a 72 apartment
units located at 501-621 Crescent Drive, Champaign, Illinois 61821
(Parcel No.: 44-20-15-226-037).
Minimum opening bid amount is $5.4 million. A minimum
non-refundable deposit of $500,000 cash or certified funds is
required on the day of the sale; and the balance shall be due
within 10 days. The property will be sold to the highest bidder
for cash or certified funds. No title insurance is being provided
with respect to the sale and the real estate is sold "as is".
Without limiting the foregoing, the real estate will be sold
subject to outstanding real estate taxes and special assessments,
if any, and easements and restrictions or record.
To schedule a site inspection or obtain access to receiver's drop
box account with property information, contact K. Brooke Simon at
LK Asset Advisors, LLC, 225-573-0549, Email:
brooke@lkassetadvisors.com.
Contact person for information regarding the sale is Rochelle A.
Funderburg, Esq., 306 West Church Street, Champaign, Illinois
61820, Tel: (217) 352-1800. Inspection dates prior to the sale is
between 9:00 a.m. and 4:00 p.m. on Oct. 3, 4, & 5, 2023.
[*] Schulte Roth & Zabel Forms Special Situations Group
-------------------------------------------------------
Schulte Roth & Zabel announced the formation of the firm's
dedicated Special Situations group. Co-chaired by partners Adam
Harris and Doug Mintz, the Special Situations group is a
multidisciplinary team focused on helping clients achieve their
legal and financial objectives across the spectrum of stressed and
distressed transactions. It is comprised of lawyers from practice
groups across the firm, including Business Reorganization, Finance,
Litigation, Mergers & Acquisitions, Securities, Distressed Trading
and Tax.
As many restructurings are now being implemented out-of-court,
companies are making use of a wide range of solutions and workouts
to manage their financial difficulties, avoid insolvency and
successfully navigate what can often be contentious matters
involving different classes of creditors.
"The Special Situations Group is responsive to our private capital
clients' needs as the breadth and process for restructuring
transactions expands beyond straight-forward bankruptcy and into an
array of potential transactions, including loan modifications,
creative financing transactions, coercive exchanges and
pre-negotiated bankruptcies," said Doug. "This is a team that
leverages the full range of our firm's deep experience in providing
counsel on complex out-of-court financial restructurings, Chapter
11 reorganizations and insolvency proceedings across a wide range
of industries."
"As more restructuring takes place outside of court, the ability of
advisers to provide the full suite of restructuring advice that
private funds expect has become mission-critical," said Adam. "For
Schulte, and our clients, this is not new. Our focus on private
capital has for many years afforded us a comprehensive view into
the unique issues our clients face in restructuring situations,
including those relating to client-specific structuring issues, tax
structuring and regulatory and compliance requirements."
"Special situations require a high level of interaction and
cooperation across multiple practice areas to ensure that clients
receive the best possible counsel on complex operational and
financial restructurings," said Marc Elovitz, co-managing partner
of Schulte. "Collaboration is in Schulte's DNA, and we regularly
advise our clients with the coordinated approach. The creation of
this group represents a natural evolution of our collaborative
structure to meet evolving client needs."
The formation of Schulte's Special Situations Group comes as the
firm continues to receive recognition for its business advisory
work with leading private funds. The Deal's Q2 Restructuring and
Bankruptcy League Tables ranked Schulte #2 for Counsel to Creditors
and tied for #7 for Counsel to Distressed Companies. The firm has
ranked in the top 10 for the former category for eight consecutive
quarters and the latter for six consecutive quarters. In The Deal's
Q2 Bankruptcy League Tables, Schulte was ranked fifth overall for
Law Firms based on dollar volume. The firm has ranked in the top
ten for this category for five consecutive quarters.
In addition, Turnarounds & Workouts has recognized Schulte as one
of the top Bankruptcy Tax Specialists in the US. The firm has also
been recognized by Chambers and The Deal for its extensive advisory
capabilities in complex restructurings and related proceedings.
About Schulte Roth & Zabel
With a firm focus on private capital, Schulte Roth & Zabel LLP --
https://www.srz.com/ -- comprises legal advisers and commercial
problem-solvers who combine exceptional experience, industry
insight, integrated intelligence and commercial creativity to help
clients raise and invest assets and protect and expand their
businesses. The firm has offices in New York, Washington, DC and
London, and advises clients on investment management, corporate and
transactional matters, and provides counsel on securities
regulatory compliance, enforcement and investigative issues.
Schulte's practices include: antitrust; bank regulatory; bankruptcy
& creditors' rights litigation; blockchain technology & digital
assets; broker-dealer regulatory & enforcement; business
reorganization; complex commercial litigation; cybersecurity & data
privacy; distressed debt & claims trading; distressed investing;
education law; employment & employee benefits; energy;
environmental; estate planning; estate & trust administration;
environmental, social and governance (ESG); family law; finance &
derivatives; financial institutions; hedge funds; insurance;
intellectual property, sourcing & technology; investment
management; litigation; litigation finance; mergers & acquisitions;
nonprofits; philanthropic planning; PIPEs; private credit,
distressed investing & direct lending; private equity; real estate;
real estate capital markets & REITs; real estate litigation;
regulated funds; regulatory & compliance; securities & capital
markets; securities enforcement; securities litigation;
securitization; shareholder activism; structured finance &
derivatives; tax; trading agreements; and white collar defense &
government investigations.
[^] BOND PRICING: For the Week from September 25 to 29, 2023
------------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
2U Inc TWOU 2.250 59.750 5/1/2025
99 Escrow Issuer Inc NDN 7.500 38.340 1/15/2026
99 Escrow Issuer Inc NDN 7.500 38.416 1/15/2026
99 Escrow Issuer Inc NDN 7.500 38.473 1/15/2026
Acorda Therapeutics Inc ACOR 6.000 64.480 12/1/2024
Air Methods Corp AIRM 8.000 0.583 5/15/2025
Air Methods Corp AIRM 8.000 0.583 5/15/2025
Amyris Inc AMRS 1.500 12.500 11/15/2026
Audacy Capital Corp CBSR 6.750 1.921 3/31/2029
Audacy Capital Corp CBSR 6.500 1.146 5/1/2027
Audacy Capital Corp CBSR 6.750 1.797 3/31/2029
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Bed Bath & Beyond Inc BBBY 4.915 0.350 8/1/2034
Biora Therapeutics Inc BIOR 7.250 54.724 12/1/2025
Brixmor LLC BRX 6.900 9.875 2/15/2028
CNG Holdings Inc CNGHLD 12.500 85.031 6/15/2024
CNG Holdings Inc CNGHLD 12.500 85.031 6/15/2024
CNG Holdings Inc CNGHLD 12.500 85.031 6/15/2024
Citigroup Global
Markets Holdings
Inc/United States C 4.965 99.520 11/20/2023
Citizens Financial
Group Inc CFG 6.375 87.520 N/A
Clovis Oncology Inc CLVS 1.250 10.651 5/1/2025
Clovis Oncology Inc CLVS 4.500 10.374 8/1/2024
Clovis Oncology Inc CLVS 4.500 9.647 8/1/2024
Curo Group
Holdings Corp CURO 7.500 23.673 8/1/2028
DIRECTV Holdings
LLC / DIRECTV
Financing Co Inc DTV 6.000 15.584 8/15/2040
DIRECTV Holdings
LLC / DIRECTV
Financing Co Inc DTV 6.350 7.155 3/15/2040
DTE Energy Center LLC DTEENE 7.458 89.294 4/30/2024
Danimer Scientific Inc DNMR 3.250 32.694 12/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 2.375 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 6.625 2.000 8/15/2027
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 2.369 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 2.630 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 2.630 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 6.625 2.000 8/15/2027
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 2.369 8/15/2026
Endo Finance LLC /
Endo Finco Inc ENDP 5.375 5.000 1/15/2023
Endo Finance LLC /
Endo Finco Inc ENDP 5.375 5.000 1/15/2023
Energy Conversion
Devices Inc ENER 3.000 0.551 6/15/2013
Envision Healthcare Corp EVHC 8.750 5.125 10/15/2026
Envision Healthcare Corp EVHC 8.750 4.886 10/15/2026
Esperion Therapeutics Inc ESPR 4.000 52.000 11/15/2025
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 11.500 19.500 7/15/2026
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 11.500 19.136 7/15/2026
Federal Farm Credit
Banks Funding Corp FFCB 2.940 99.907 10/3/2023
Federal Farm Credit
Banks Funding Corp FFCB 3.300 99.911 10/3/2023
Federal Home Loan Banks FHLB 4.250 99.811 10/4/2023
First Citizens
Bancshares Inc/TX FIRCTZ 6.000 93.263 9/1/2028
First Citizens
Bancshares Inc/TX FIRCTZ 6.000 93.263 9/1/2028
First Republic Bank/CA FRCB 4.375 0.225 8/1/2046
First Republic Bank/CA FRCB 4.625 0.125 2/13/2047
GNC Holdings Inc GNC 1.500 0.474 8/15/2020
Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022
H-Food Holdings LLC /
Hearthside
Finance Co Inc HEFOSO 8.500 29.332 6/1/2026
H-Food Holdings LLC /
Hearthside
Finance Co Inc HEFOSO 8.500 31.130 6/1/2026
Hallmark Financial
Services Inc HALL 6.250 17.964 8/15/2029
Inseego Corp INSG 3.250 40.250 5/1/2025
Invacare Corp IVC 5.000 83.125 11/15/2024
Invacare Corp IVC 4.250 2.650 3/15/2026
JPMorgan Chase Bank NA JPM 2.000 80.733 9/10/2031
JPMorgan Chase
Financial Co LLC JPM 4.000 97.611 10/23/2023
MBIA Insurance Corp MBI 16.830 4.250 1/15/2033
MBIA Insurance Corp MBI 16.917 3.003 1/15/2033
Macquarie Infrastructure
Holdings LLC MIC 2.000 97.504 10/1/2023
Macy's Retail Holdings M 7.875 93.694 3/1/2030
Macy's Retail Holdings M 6.900 86.041 1/15/2032
Macy's Retail Holdings M 7.875 93.694 3/1/2030
Mashantucket Western
Pequot Tribe MASHTU 7.350 41.250 7/1/2026
Morgan Stanley MS 1.800 69.072 8/27/2036
NOA Bancorp Inc NOABAN 6.700 91.813 11/1/2028
NOA Bancorp Inc NOABAN 6.700 91.813 11/1/2028
New York Community
Bancorp Inc NYCB 5.900 93.949 11/6/2028
OMX Timber Finance
Investments II LLC OMX 5.540 0.850 1/29/2020
Party City Holdings Inc PRTY 8.750 15.125 2/15/2026
Party City Holdings Inc PRTY 8.750 15.000 2/15/2026
Party City Holdings Inc PRTY 10.821 11.909 7/15/2025
Party City Holdings Inc PRTY 6.625 0.764 8/1/2026
Party City Holdings Inc PRTY 6.625 0.764 8/1/2026
Party City Holdings Inc PRTY 10.821 11.909 7/15/2025
PeoplesBancorp MHC PEOPBC 5.375 91.603 11/15/2028
PeoplesBancorp MHC PEOPBC 5.375 91.603 11/15/2028
Porch Group Inc PRCH 0.750 26.975 9/15/2026
Radiology Partners Inc RADPAR 9.250 39.474 2/1/2028
Radiology Partners Inc RADPAR 9.250 38.909 2/1/2028
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Rite Aid Corp RAD 7.700 8.310 2/15/2027
Rite Aid Corp RAD 7.500 58.620 7/1/2025
Rite Aid Corp RAD 6.875 10.489 12/15/2028
Rite Aid Corp RAD 7.500 58.925 7/1/2025
Rite Aid Corp RAD 6.875 10.489 12/15/2028
RumbleON Inc RMBL 6.750 44.376 1/1/2025
SBL Holdings Inc SECBEN 7.000 60.875 N/A
SBL Holdings Inc SECBEN 7.000 62.625 N/A
SVB Financial Group SIVB 3.500 65.875 1/29/2025
SVB Financial Group SIVB 4.000 4.125 N/A
SVB Financial Group SIVB 4.250 3.625 N/A
SVB Financial Group SIVB 4.100 3.813 N/A
SVB Financial Group SIVB 4.700 5.250 N/A
Shift Technologies Inc SFT 4.750 9.733 5/15/2026
Signature Bank/
New York NY SBNY 4.000 3.000 10/15/2030
Signature Bank/
New York NY SBNY 4.125 2.365 11/1/2029
Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026
Talen Energy Supply LLC TLN 6.500 35.319 6/1/2025
Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026
Talen Energy Supply LLC TLN 7.000 22.125 10/15/2027
Talen Energy Supply LLC TLN 6.500 22.125 9/15/2024
Talen Energy Supply LLC TLN 6.500 22.125 9/15/2024
Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
Tilray Brands Inc TLRY 5.000 99.500 10/1/2023
Tricida Inc TCDA 3.500 10.119 5/15/2027
US Renal Care Inc USRENA 10.625 40.250 7/15/2027
US Renal Care Inc USRENA 10.625 39.950 7/15/2027
UpHealth Inc UPH 6.250 24.500 6/15/2026
Veritone Inc VERI 1.750 35.250 11/15/2026
WeWork Cos Inc WEWORK 7.875 7.777 5/1/2025
WeWork Cos Inc WEWORK 7.875 6.138 5/1/2025
WeWork Cos LLC /
WW Co-Obligor Inc WEWORK 5.000 11.375 7/10/2025
WeWork Cos LLC /
WW Co-Obligor Inc WEWORK 5.000 11.250 7/10/2025
Wesco Aircraft Holdings WAIR 9.000 9.500 11/15/2026
Wesco Aircraft Holdings WAIR 8.500 4.041 11/15/2024
Wesco Aircraft Holdings WAIR 13.125 2.856 11/15/2027
Wesco Aircraft Holdings WAIR 8.500 4.041 11/15/2024
Wesco Aircraft Holdings WAIR 9.000 9.670 11/15/2026
Wesco Aircraft Holdings WAIR 13.125 2.856 11/15/2027
*********
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.
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Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
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the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
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then-ending.
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*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
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Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2023. All rights reserved. ISSN: 1520-9474.
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*** End of Transmission ***