/raid1/www/Hosts/bankrupt/TCR_Public/231019.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, October 19, 2023, Vol. 27, No. 291
Headlines
100 CHRISTOPHER: Seeks to Hire Backenroth Frankel as Counsel
1318 FLOWER STREET: Hires Caceres & Shamash as Bankruptcy Counsel
2116 4TH STREET: Case Summary & Three Unsecured Creditors
2ND CHANCE: Creditors to Get Proceeds From Liquidation
315 WEST REAR: Case Summary & Four Unsecured Creditors
463 CLASSON: Files Amended Plan; Confirmation Hearing Dec. 6
911 MGB: Hires Solomon Rosengarten as Bankruptcy Counsel
ACASTI PHARMA: All Three Proposals Passed at Annual Meeting
ADHERA THERAPEUTICS: Signs Term Sheet to Assign License Rights
AMERICAN PHYSICIAN: Hires Epiq as Administrative Advisor
AMERICAN PHYSICIAN: Seeks to Hire Huron Consulting as CRO
AMYRIS INC: Unsecureds to Get Share of GUC Reserve in Plan
AQUABOUNTY TECHNOLOGIES: Board OKs 1-for-20 Reverse Stock Split
ARUZE GAMING: Available Cash & Asset Sale Proceeds to Fund Plan
ASTRA INTERMEDIATE: Moody's Cuts CFR to 'Caa3', Outlook Stable
ATLAS MIDCO: S&P Downgrades ICR to 'CCC+' on Reduced Liquidity
AULT ALLIANCE: Eliminates Series C Convertible Preferred Stock
AYTU BIOPHARMA: Posts $17.1 Million Net Loss in FY Ended June 30
BENTOLI INC: Unsecured Creditors to Split $170K over 5 Years
BEVERLY COMMUNITY: Trustee Hires Greenspoon Marder as Counsel
BISHOP OF OAKLAND: Committee Taps Stout Risius as Expert Consultant
BISHOP OF SANTA ROSA: Taps Michael R. Hogan as Legal Representative
CALAMP CORP: Incurs $4.2 Million Net Loss in Second Quarter
CALIFORNIA RESOURCES: S&P Affirms 'B+' ICR, Outlook Stable
CAN B CORP: Expects $500K Yearly Savings After Consolidation
CANOO INC: Receives $44.8M Proceeds From Sale of Shares, Warrants
CENSO LLC: Case Summary & Five Unsecured Creditors
CHESAPEAKE ENERGY: S&P Alters Outlook to Pos., Affirms 'BB' ICR
CHRISTOPHER ALEX: Voluntary Chapter 11 Case Summary
CRYPTO CO: Signs IP Assignment Agreement With AllFi
CXOSYNC LLC: Neema Varghese Named Subchapter V Trustee
DADDIO'S PIZZERIA: Hires Gleichenhaus Marchese as Counsel
DIRECTBUY HOME: Seeks $1.1 New Money DIP Loan from ZG Lending
DRAIN SERVICES: Thomas Kapusta Named Subchapter V Trustee
EDGEWATER CONSTRUCTION: Hires Berkowitz Pollack Brant as Expert
ENSIGN ENERGY: S&P Upgrades ICR to 'CCC+', Outlook Negative
ESJ TOWERS: Hires Julio Cesar Alejandro Serrano as Local Counsel
ESJ TOWERS: Hires Law Office of Jonathan A. Backman as Counsel
EVOKE PHARMA: Term of SB Office Lease Extended Until October 2024
EXELA TECHNOLOGIES: Signs Voting Agreement With GP-HGM LLC
FARWELL VENTURES: Gets OK to Hire Richman & Richman as Counsel
FIG & FENNEL: Case Summary & Largest Unsecured Creditors
FORT GORDON: Moody's Cuts Rating on 2006 Class I Bonds to 'Ba1'
GAUCHO GROUP: Inks 2nd Amendment to Senior Secured Convertible Note
GAUCHO GROUP: To Convert Select Vineyards to Organic Cultivation
GENEVA REPAIR: Case Summary & Five Unsecured Creditors
GRAND STREET: Case Summary & Two Unsecured Creditors
GREATER FELLOWSHIP: Seeks to Hire Dale Wardlow as Appraiser
GREYSTAR REAL: Moody's Affirms Ba3 CFR & Alters Outlook to Stable
HARRIS ENERGY: Hires Biller Realty Company as Real Estate Broker
HERITAGE COMMUNITY: S&P Assigns 'BB+' ICR, Outlook Stable
HOSPITALITY INVESTMENT: Hires BransonLaw PLLC as Legal Counsel
HUDSON & MCKEE: Seth Albin Named Subchapter V Trustee
ICU MEDICAL: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
INSPIREMD INC: Supports Expanded Coverage of Carotid Stenting
INTERNATIONAL LONGSHORE: Hires Paladin as Financial Advisor
JSMITH CIVIL: Hires Country Boys Auction as Auctioneer
LASSETER ENTERPRISES: Seeks to Hire KRS CPAs as Accountant
LOJERKY INC: Hires Farsad Law Office as Legal Counsel
LORDSTOWN MOTORS: Committee Hires Brown Rudnick as Counsel
LORDSTOWN MOTORS: Committee Hires Morris as Delaware Counsel
LORDSTOWN MOTORS: Panel Hires M3 Advisory as Financial Advisor
MALLINCKRODT PLC: Hires Arthur Cox LLP as Irish Law Advisor
MALLINCKRODT PLC: Hires Deloitte & Touche as Independent Auditor
MALLINCKRODT PLC: Hires Ernst & Young as Tax Service Provider
MATHESON FLIGHT: Hires Cushman & Wakfeild as Real Estate Brokers
MINIM INC: Hitchcocks Report 38.4% Stake as of Sept. 29
MUTSCHLER & MUTSCHLER: Hires Eric A. Liepins P.C. as Counsel
NEW GRAND: Hires Richard B. Schiro as Special Counsel
NWR CONSTRUCTION: Neema Varghese Named Subchapter V Trustee
OCEAN POWER: Disputes Allegations in 'Paragon' Suit
OCEANKEY (U.S.): S&P Downgrades ICR to 'B-', Outlook Stable
PERFORMANCE RESULTS: Hires Brady Ware & Company as Accountant
PERFORMANCE RESULTS: Hires Ordinary Course Professionals
PJSC PLATINUM: Chapter 15 Case Summary
PRETIUM PACKAGING: Davis Polk Advises Lenders on Loan Amendment
PRIME CORE: Committee Hires Brown Rudnick LLP as Counsel
PRIME CORE: Committee Hires Province LLC as Financial Advisor
PRIME CORE: Committee Hires Womble Bond Dickinson as Co-Counsel
PROFUNDITY LLC: Hires Roman Groysman P.A. as Legal Counsel
PROPPANT TECH: Unsecured Claims Under $2K Will Get 100% in Plan
PROS HOLDINGS: Swaps $122M Notes Due 2024 for New Notes Due 2027
PRUDENT AMERICAN: Case Summary & 20 Largest Unsecured Creditors
QUICK TUBE SYSTEMS: Hires Lane Law Firm PLLC as Legal Counsel
QURATE RETAIL: Schedules Annual Investor Meeting for Nov. 9
RESERVE TECH: Hires Hahn Fifle & Co. as Financial Advisor
SAMIA TAXI: Charles Persing Named Subchapter V Trustee
SEDGWICK LP: S&P Raises ICR to 'B+', Outlook Stable
SILVER CREEK: Reaches Settlement with the Committee & CIT
SINTX TECHNOLOGIES: Extends Maxim Distribution Agreement Until 2025
SOHA HOUSE: Claims Will be Paid from Property Sale/Refinance
SOUTHERN BELL: Case Summary & 15 Unsecured Creditors
SPENCER CT: Voluntary Chapter 11 Case Summary
SPIKE BODY: Case Summary & 18 Unsecured Creditors
SUNLAND MEDICAL: Hires McDermott Will & Emery LLP as Counsel
SYSTEM1 INC: Two Subsidiaries Secure $12.5 Million Term Loans
THAI KITCHEN: Frances Smith Named Subchapter V Trustee
TIDEWATER MIDSTREAM: S&P Places 'B' ICR on CreditWatch Developing
TITAN CONCRETE: Samuel Dawidowicz Named Subchapter V Trustee
TUPPERWARE BRANDS: Inks 5th Amendment to Wells Fargo Credit Pact
TUPPERWARE BRANDS: NYSE Approves Listing Extension Request
TUPPERWARE BRANDS: Richard Goudis Quits as Director and Officer
UP RIGHT: Seeks to Hire MSC Financial Services as Accountant
VENTURE INC: Seeks Approval to Hire Beck & Sant as Co-Counsel
VENTURE INC: Seeks to Hire Newman & Newman as Local Counsel
VENUS CONCEPT: Appoints Dr. Hemanth Varghese as President and COO
VICTORY IN CHRIST: Voluntary Chapter 11 Case Summary
VIDEO DISPLAY: Posts $201K Net Income in Second Quarter
WILDBRAIN LTD: Moody's Affirms B3 CFR & Alters Outlook to Positive
WINCHESTER REAL: Hires Rock River Realty as Real Estate Broker
WINDSOR TERRACE: Hires Hooper Lundy as Special Counsel
WP CPP HOLDINGS: S&P Affirms 'CCC+' ICR, Outlook Negative
ZYMERGEN INC: Gets OK to Hire Epiq as Claims and Noticing Agent
[*] Bankruptcy Judges to Speak at Nov. 29 DI Conference
[] Liability Management Takes Spotlight at Nov 29 DI Conference
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
100 CHRISTOPHER: Seeks to Hire Backenroth Frankel as Counsel
------------------------------------------------------------
100 Christopher Street Propco LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Backenroth Frankel & Krinsky, LLP as counsel.
The firm's services include:
a. providing the Debtor with legal counsel regarding its
powers and duties as a debtor-in possession in the continued
operation of its business and management of its property during the
Chapter 11 case;
b. preparing on behalf of the Debtor all necessary
applications, answers, orders, reports, and other legal documents
which may be required with the Chapter 11 case; providing the
Debtor with legal services regarding formulating and negotiating a
plan of reorganization with creditors; and
c. performing such other legal services for the Debtor as
required during the Chapter 11 case, including but not limited to,
the institution of actions against third parties, with exceptions,
objections to claims, and the defense of actions which may be
brought by third parties against the Debtor.
The firm will be paid at these rates:
Paralegal time $125 per hour
Scott A. Krinsky $650 per hour
Mark A. Frankel $695 per hour
Abraham J. Backenroth $750 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
The firm received a retainer in the amount of $30,000.
Mark Frankel, Esq., a partner at Backenroth Frankel & Krinsky, LLP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Mark A. Frankel, Esq.
BACKENROTH FRANKEL & KRINSKY, LLP
488 Madison Avenue,
New York, New York 10022
Tel: (212) 593-1100
Email: mfrankel@bfklaw.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.
1318 FLOWER STREET: Hires Caceres & Shamash as Bankruptcy Counsel
-----------------------------------------------------------------
1318 Flower Street, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire Caceres &
Shamash, LLP as its general bankruptcy counsel.
The firm will render these services:
a. assist the Debtor with the preparation and submission of
all documents and items to the U.S. Trustee;
b. render advice and guidance with respect to the duties,
rights and obligations of the Debtor as debtor-in-possession;
c. formulate and prepare a plan of reorganization and
disclosure statement;
d. prepare all legal documents; and
e. provide other legal services.
The firm will be paid at these rates:
Charles Shamash, Esq. $595/hour
Joseph E. Caceres, Esq. $595/hour
The firm received a retainer in the amount of $35,300.
Joseph Caceres, Esq., member of Caceres & Shamash, LLP, assures the
Court the firm is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Joseph E. Caceres, Esq.
CACERES & SHAMASH LLP
8200 Wilshire Blvd. Ste 400
Beverly Hills, CA 90211
Tel: (310) 205-3400
Fax: (310) 878-8308
About 1318 Flower Street, LLC
1318 Flower Street is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
1318 Flower Street, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
23-16105) on Sep. 19, 2023. The petition was signed by Jayesh Kumar
as manager. At the time of filing, the Debtor estimated $10 million
to $50 million in assets and $1 million to $10 million in
liabilities.
Judge Neil W Bason oversees the case.
Douglas C Biggins, Esq. at the Law Office Of Chad Biggins
represents the Debtor as counsel.
2116 4TH STREET: Case Summary & Three Unsecured Creditors
---------------------------------------------------------
Debtor: 2116 4th Street
712 H Street NE #849
Washington, DC 20002
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
District of Columbia
Case No.: 23-00298
Judge: Hon. Elizabeth L. Gunn
Debtor's Counsel: Kristen E. Burgers, Esq.
HIRSCHLER FLEISCHER PC
1676 International Drive
Suite 1350
Tysons, VA 22102
Tel: 703-584-8364
Email: kburgers@hirschlerlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Andre Jean as authorized representative
of the Debtor.
A copy of the Debtor's list of three unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/6ME2RDA/2116_4th_Street__dcbke-23-00298__0001.1.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/6CLL5DQ/2116_4th_Street__dcbke-23-00298__0001.0.pdf?mcid=tGE4TAMA
2ND CHANCE: Creditors to Get Proceeds From Liquidation
------------------------------------------------------
2nd Chance Investment Group, LLC, submitted a Disclosure Statement
describing First Amended Chapter 11 Liquidating Plan dated October
12, 2023.
The Plan proposed by the Debtor, as the plan proponent, is a plan
of liquidation, meaning that the Debtor will not operate during or
after the liquidation and will not seek a discharge.
This Plan is a liquidating Plan. On the Effective Date, the Debtor
shall create and enter a liquidating trust (the "Liquidating
Trust") for the benefit of creditors, as set forth in the Plan. The
Liquidating Trust shall be a creditors' liquidating trust for all
purposes, including Treasury Regulations Section 301.77701 4(d),
and is intended to be treated as a grantor trust for federal income
tax purposes.
The Liquidating Trust will be organized for the purpose of
collecting, distributing, liquidating, and otherwise disposing of
all of all the funds, property, claims, rights, and causes of
action of the Debtor and its Estate, which is assigned to the
Liquidating Trustee and the Committee. After the Liquidating Trust
is created and takes ownership and assignment of all funds,
property, claims, rights, and causes of action of the Debtor and
its Estate, subject to the rights retained by the Committee, the
Debtor shall dissolve or otherwise wind down following applicable
law and shall not conduct any further business or activities.
The Debtor is preparing sale motions for three parcels of real
property, including 37472 Yorkshire Dr., Palmdale, CA 93550; 3025
Glenview Avenue, San Bernardino, CA 92407, and 3122 Emery Lane,
Robbins, IL, 60472. The sale of 3025 Glenview Avenue, San
Bernardino, CA 92407 will resolve the pending objection filed by
Forethought Life Insurance Company dated May 18, 2023. To the
extent that 3025 Glenview Avenue, San Bernardino, CA 92407 is not
sold prior to Plan confirmation, then the Debtor proposes to
incorporate Exhibit 8 to treat Forethought Life Insurance Company's
claim.
Debtor's Motion to Abandon Personal Property of the Estate was
filed on February 21, 2023, ("Abandonment Motion"). The Abandonment
Motion sought to abandon four separate 2021 Mercedes-Benz Sprinter
2500 Cargo High Roof vans because there was no value or benefit to
the bankruptcy estate after accounting for encumbrances,
accompanied by the Debtor's non-operating Plan whereby no vehicles
are needed to effectuate the Plan.
Ally Financial sought relief from stay and obtained an order
granting relief on its collateral, the fourth 2021 Mercedes-Benz
Sprinter 2500 Cargo High Roof Van. Mercedes Benz Financial
Services, which is the creditor on three of the four 2021
Mercedes-Benz Sprinter 2500 Cargo High Roof vans, also sought
relief from stay and obtained an order on its collateral.
Class 4 consists of General Unsecured Claims. General Unsecured
Claims have been estimated at $10,824,685.55. Each holder of an
allowed Class 4 claim will receive a pro rata share of the
unencumbered cash remaining in the Liquidating Trust after the
payment of all other Allowed Claims such as administrative claims
(including the fees and costs of the Liquidating Trust), and all
allowed priority claims, which are not classified, including
priority tax claims. The Debtor projects that General Unsecured
Claims will be paid in 2023-2026 from funds received the sale of
real property and assets of the bankruptcy estate, including but
not limited to litigation proceeds.
The Estate has potential claims against Precision Realty Fund, LLC
based upon undisputed pre-petition transfers of $375,000 to
Precision Realty Fund LLC and $100,000 to Schorr Law Group.
Pre-petition wire transfers from the Debtor to Precision Realty
Fund LLC are listed on the Statement of Financial Affairs on July
7, 2022, July 21, 2022, and August 19, 2022. There is also another
transfer listed on the Statement of Financial Affairs, question 13,
to Schorr Law Group, who represents Precision Realty Fund LLC in
pre-petition state court litigation. Additional funds were
transmitted by the Debtor to Precision Realty Fund LLC. The
Debtor's bankruptcy petition was filed on December 21, 2022,
meaning that the transfers are subject to Section 547 of the
Bankruptcy Code if they are determined to be insider claims.
On the Effective Date, a Liquidating Trust Agreement in a form
approved by the Bankruptcy Court at the Plan Confirmation Hearing
shall be executed, and all other necessary steps shall be taken to
establish a Liquidating Trust and the beneficial interests therein,
which shall be for the benefit of all creditors entitled to receive
distributions under the Plan from the Liquidating Trust.
The Liquidating Trust simplifies the Debtor's liquidation efforts
and maximizes a return to all creditors. The Committee will retain
its standing post-confirmation to pursue avoidance actions while
secured creditors will be paid from the sale of escrow, and
unsecured creditors will be paid consistently with the terms of
Class 4 under the Plan.
A full-text copy of the Disclosure Statement dated October 12, 2023
is available at https://urlcurt.com/u?l=2xPsio from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Andy C. Warshaw, Esq.
FINANCIAL RELIEF LAW CENTER, APC
1200 Main St., Suite C
Irvine, CA 92614
Tel: (714) 442-3319
Fax: (714) 361-5380
E-mail: awarshaw@bwlawcenter.com
About 2ND Chance Investment Group
2ND Chance Investment Group, LLC owns in fee simple title 13 real
properties located in various locations in California and
Washington having an aggregate value of $7.02 million.
2ND Chance Investment Group sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-12142) on
Dec. 21, 2022. In the petition signed by its managing member,
Rayshon A. Foster, the Debtor disclosed $7,221,261 in assets and
$11,002,949 in liabilities.
Judge Scott C. Clarkson oversees the case.
Amanda G. Billyard, Esq., at Financial Relief Law Center, APC and
Grobstein Teeple, LLP serve as the Debtor's legal counsel and
financial advisor, respectively.
The U.S. Trustee for Region 16 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee is represented by Goe Forsythe & Hodges, LLP.
315 WEST REAR: Case Summary & Four Unsecured Creditors
------------------------------------------------------
Debtor: 315 West Rear St LLC
f/k/a Eckington Court LLC
712 H Street NE #849
Washington, DC 20002
Business Description: 315 West Rear St is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
District of Columbia
Case No.: 23-00299
Judge: Hon. Elizabeth L. Gunn
Debtor's Counsel: Kristen E. Burgers, Esq.
HIRSCHLER FLEISCHER PC
1676 International Drive
Suite 1350
Tysons, VA 22102
Tel: 703-584-8364
Email: kburgers@hirschlerlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Andre Jean as authorized representative
of the Debtor.
A copy of the Debtor's list of four unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/4PCLHLQ/315_West_REAR_St_LLC__dcbke-23-00299__0001.1.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/4AEJXHA/315_West_REAR_St_LLC__dcbke-23-00299__0001.0.pdf?mcid=tGE4TAMA
463 CLASSON: Files Amended Plan; Confirmation Hearing Dec. 6
------------------------------------------------------------
463 Classon Avenue Housing Development Fund Corporation submitted a
Second Amended Disclosure Statement describing Amended Plan of
Reorganization dated October 12, 2023.
The Debtor's goal has been to open a settlement dialogue with the
City of New York. But the City filed a lift stay motion seeking
authority to complete its in rem foreclosure arguing that despite
Tyler, under New York affordable housing law governing the Debtor's
corporate formation, the Debtor's shareholders have no right to
profit from the Property.
However, the Debtor's Certificate of Incorporation approved by the
Department of Housing Preservation and Development under the same
affordable housing law, states that "notwithstanding anything to
the contrary," the Debtor's shareholders are entitled to profit
after 25 years. Here, the 25-year period expired in 2017.
Accordingly, the Debtor's Plan provides for a sale of the Property
to a developer in exchange for payment of all creditor claims in
full plus agreed payments to each of the Debtor's shareholders.
The City disagrees with some of the statements, characterizations
and conclusions, reserves its rights with respect thereto, and
intends to object to the Plan.
Like in the prior iteration of the Plan, Class 3 General Unsecured
Claims of approximately $141,000 held by Gabriel Sakaff shall be
paid in full in Cash plus interest through the payment date.
Effective Date obligations under the Plan will be satisfied from
the proceeds of sale of the Property under the contract annexed to
the Plan. The Purchaser shall deposit funds in escrow with
Backenroth Frankel & Krinsky, LLP no later than one week before the
Confirmation Hearing for Plan payments.
The Bankruptcy Court has entered an Order fixing December 6, 2023,
at 10:30 a.m., at United States Bankruptcy Court, Eastern District
of New York, 271-C Cadman Plaza East, Suite 1595, Brooklyn, NY
11201-1800, as the date and time and for the hearing on
confirmation of the Plan, fixing November 22, 2023 as the last date
for filing objections to Plan confirmation and November 29, 2023 as
the deadline for replies.
A full-text copy of the Second Amended Disclosure Statement dated
October 12, 2023 is available at https://urlcurt.com/u?l=LBypht
from PacerMonitor.com at no charge.
Attorneys for the Debtor:
Mark A. Frankel, Esq.
BACKENROTH FRANKEL & KRINSKY, LLP
488 Madison Avenue
New York, NY 10022
Telephone: (212) 593-1100
Facsimile: (212) 644-0544
About 463 Classon Avenue HDFC
463 Classon Ave HDFC Block 1985/Lot 05, is a cooperative housing
development fund corporation ("HFDC") that owns the real property
at 463 Classon Avenue, Brooklyn, New York, (the "Property").
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y.
Case No. 23-41767_) on May 19, 2023, disclosing under $1 million in
both assets and liabilities.
The Debtor tapped Backenroth Frankel & Krinsky, LLP as legal
counsel.
911 MGB: Hires Solomon Rosengarten as Bankruptcy Counsel
--------------------------------------------------------
911 MGB LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of New York to employ Solomon Rosengarten, Esq.,
to handle its Chapter 11 case.
The firm will provide these services:
a. give advice to the Debtor with respect to its powers and
duties as a debtor-in- possession in the continued management of
its property;
b. negotiate with creditors of the Debtor in working out a plan
of reorganization, and to take necessary legal steps in order to
confirm said plan of reorganization;
c. prepare on behalf of the Debtor, as debtor-in-possession,
necessary legal papers and operating reports;
d. appear before the bankruptcy judge and to protect the
interests of the debtor- in-possession before the bankruptcy judge,
and to represent the Debtor in all matters pending in the chapter
11 proceeding;
e. prepare an application to the Court to permit the Debtor's
principal to lend money to the Debtor for the purpose of meeting
its ordinary expenses; and
f. perform all other legal services for the Debtor, as
debtor-in-possession, which may be necessary herein.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mr. Rosengarten disclosed in a court filing that he is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Solomon Rosengarten, Esq.
2329 Nostrand Avenue
Brooklyn, NY 11210
Tel: (718) 627-4460
Email: vokma@aol.com
About 911 MGB LLC
911 MGB LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 1-23-42667-ess) on July
2, 2023. In the petition signed by Morris Moskovits, member, the
Debtor disclosed up to $1 million in both assets and liabilities.
Solomon Rosengarten, Esq. represents the Debtor as legal counsel.
ACASTI PHARMA: All Three Proposals Passed at Annual Meeting
-----------------------------------------------------------
Acasti Pharma Inc. held its Annual Meeting of Shareholders during
which the shareholders:
(1) elected Vimal Kavuru, A. Brian Davis, S. George Kottayil,
Prashant Kohli, and Edward Neugeboren to serve as directors until
the Company's next annual meeting of shareholders;
(2) approved the appointment of Ernst & Young LLP as the
Company's independent registered public accounting firm until the
close of the Company's next annual meeting shareholders and
authorized the Company's board of directors to fix their
remuneration;
(3) approved, on an advisory basis, the compensation of the
Company's named executive officers.
About Acasti Pharma
Acasti Pharma Inc. -- http://www.acastipharma.com-- is a
late-stage specialty pharma company with drug delivery capability
and technologies addressing rare and orphan diseases. Acasti's
novel drug delivery technologies have the potential to improve the
performance of currently marketed drugs by achieving faster onset
of action, enhanced efficacy, reduced side effects, and more
convenient drug delivery -- all which could help to increase
treatment compliance and improve patient outcomes.
Acasti Pharma reported a net loss and comprehensive loss of $42.43
million for the year ended March 31, 2023, a net loss and
comprehensive loss of $9.82 million for the year ended March 31,
2022, a net loss and comprehensive loss of $19.68 million for the
year ended March 31, 2021, and a net loss and comprehensive loss of
$25.51 million for the year ended March 31, 2020. For the three
months ended June 30, 2023, the Company reported a net loss and
total comprehensive loss of $4.02 million.
Acasti Pharma said in its Form 10-Q for the period ended June 30,
2023, that "We do not expect to generate revenue from product sales
unless and until we successfully complete drug development and
obtain regulatory approval, which we expect will take several years
and is subject to significant uncertainty. To date, we have
financed our operations primarily through public offerings and
private placements of our common shares, warrants and convertible
debt and with the proceeds from research tax credits. Until such
time that we can generate significant revenue from drug product
sales, if ever, we will require additional financing, which we
expect to be sourced from a combination of public or private equity
offerings or debt financings or other non-dilutive sources, which
may include fees, milestone payments and royalties from
collaborations with third parties."
ADHERA THERAPEUTICS: Signs Term Sheet to Assign License Rights
--------------------------------------------------------------
Adhera Therapeutics, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission on October 12, 2023 that it
entered into a non-binding term sheet with a Nasdaq listed life
sciences company PubCo on Aug. 10, 2023, which contemplates a
transaction in which the Company would assign its rights under the
License Agreement with Melior Pharmaceuticals I, Inc. relating to
Melior's MLR-1023 (tolimidone) product to PubCo, in exchange for
PubCo:
(A) paying the Company up to $800,000 cash, comprised of
$100,000 paid upon signing of the term sheet, $300,000 at the
initial closing of the transaction and $400,000 upon PubCo closing
a registered public offering of its
securities; and
(B) issuing Pubco securities having a total value of $9 million
to the Company's secured noteholders who elect to participate in
the transaction and such participating noteholders in turn
releasing the Company of its obligations under its outstanding
secured indebtedness held by such noteholders and related
agreements entered into in connection therewith, which the Pubco
securities would be issuable in four tranches upon (1) the closing
of the transaction, (2) the closing of PubCo's offering, (3)
completion of a positive Phase II study for the Product, and (4)
first commercial sale of the Product.
The Company said that the parties are in the process of negotiating
definitive agreements for the transaction, including ongoing
discussions with certain of the Company's noteholders, and the
terms described above are subject to such negotiations and any
resulting definitive agreement or agreements that may result.
However, the Company added, no assurance can be given that a
definitive agreement will be reached, that the transaction will
close, or that all or a significant portion of the Company's
outstanding noteholders, which as of June 30, 2023 totaled
$11,231,000 in outstanding indebtedness, will participate in the
transaction.
About Adhera
Headquartered in Durham, NC, Adhera Therapeutics, Inc. (formerly
known as Marina Biotech, Inc.) -- http://www.adherathera.com-- is
an emerging specialty biotech company with a focus on drug
development and commercialization of "small molecule" drugs to
treat Parkinson's disease (PD) and Type 1 diabetes.
Adhera Therapeutics reported a net loss of $2.11 million in 2022,
compared to a net loss of $6.35 million in 2021. As of Dec. 31,
2022, the Company had $79,000 in total assets, $22.26 million in
total liabilities, and a total stockholders' deficit of $22.18
million.
Boca Raton, Florida-based Salberg & Company, P.A., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated March 31, 2023, citing that the Company has no
revenues and has a net loss and net cash used in operations of
approximately $2.1 million and $1.4 million respectively, in 2022
and a working capital deficit, stockholders' deficit and
accumulated deficit of $22.2 million, $22.2 million and $55.8
million respectively, at Dec. 31, 2022. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
AMERICAN PHYSICIAN: Hires Epiq as Administrative Advisor
--------------------------------------------------------
American Physician Partners, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to
employ Epiq Corporate Restructuring, LLC as administrative
advisor.
The firm will provide these services:
(a) assist with, among other things, solicitation, balloting and
tabulation of votes, and prepare any related reports, as required
in support of confirmation of a chapter 11 plan, and in connection
with such services, process requests for documents from parties in
interest, including, if applicable, brokerage firms, bank
back-offices and institutional holders;
(b) prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
(c) assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
(d) provide a confidential data room, if requested;
(e) manage and coordinate any distributions pursuant to a
chapter 11 plan; and
(f) provide such other processing, solicitation, balloting and
other administrative services described in the Engagement
Agreement, but not included in the Section 156(c) Application, as
may be requested from time to time by the Debtors, the Court or the
Office of the Clerk of the Bankruptcy Court (the "Clerk").
The firm will be paid at these rates:
IT / Programming $30 to $80 per hour
Project Managers Consultants /Directors $55 to $165 per hour
Solicitation Consultant $175 per hour
Executive Vice President, Solicitation $195 per hour
Executives No Charge
The firm will be paid a retainer in the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Kathryn Tran, consulting director at Epiq, disclosed in a court
filing that she is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Kathryn Tran
Epiq Corporate Restructuring, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Phone: (714) 394-6998
Email: ktran@epiqglobal.com
About American Physician Partners, LLC
American Physician Partners, LLC is an emergency medicine
management company in Brentwood, Tenn.
American Physician Partners and its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 23-11469) on Sept. 18, 2023. In the petition signed by its
chief restructuring officer, John DiDonato, American Physician
Partners disclosed $100 million to $500 million in assets and $500
million to $1 billion in liabilities.
Judge Brendan L. Shannon oversees the cases.
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP,
represents the Debtor as legal counsel. Huron Consulting Services
LLC as chief restructuring officer.
AMERICAN PHYSICIAN: Seeks to Hire Huron Consulting as CRO
---------------------------------------------------------
American Physician Partners, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to
employ Huron Consulting Services LLC to designate John C. DiDonato
as chief restructuring officer, and James C. Nugent as deputy chief
restructuring officer.
The firm's services include:
(a) developing or validating forecasts and business plans and
related assessments of a business's strategic position;
(b) monitoring and managing cash, cash flow, and supplier
relationships;
(c) liquidating and winding down businesses;
(d) assessing and recommending cost reduction and performance
improvement strategies;
(e) supporting capital raises and strategic transactions;
(f) designing and negotiating financial restructuring packages;
and
(g) negotiating with stakeholders.
The firm will be paid at these rates:
Managing Director $975 to $1,315 per hour
Senior Director $950 per hour
Director $700 to $800 per hour
Manager $600 per hour
Associate $500 per hour
The firm received from the Debtors a retainer of $500,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
John DiDonato, managing director at Huron, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
John C. DiDonato
Huron Consulting Services, LLC
1166 Avenue of the Americans
3rd Floor, NY 10036
Tel: (212) 785-1900
About American Physician Partners, LLC
American Physician Partners, LLC is an emergency medicine
management company in Brentwood, Tenn.
American Physician Partners and its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 23-11469) on Sept. 18, 2023. In the petition signed by its
chief restructuring officer, John DiDonato, American Physician
Partners disclosed $100 million to $500 million in assets and $500
million to $1 billion in liabilities.
Judge Brendan L. Shannon oversees the cases.
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP,
represents the Debtor as legal counsel. Huron Consulting Services
LLC as chief restructuring officer.
AMYRIS INC: Unsecureds to Get Share of GUC Reserve in Plan
----------------------------------------------------------
Amyris, Inc., and its Affiliated Debtors filed with the U.S.
Bankruptcy Court for the District of Delaware a Disclosure
Statement with respect to Joint Chapter 11 Plan of Reorganization
dated October 12, 2023.
The Debtors were founded in 2003 to create a more stable supply of
a key anti-malarial treatment. Through the Debtors' cutting-edge
science, artemisinin is now consistently available to treat the
deadly disease.
The Plan is a plan of reorganization which is intended to (a)
preserve the Debtors' Technology Access businesses (comprising
revenue from ingredient product sales, R&D collaboration programs,
and technology licensing) as a going concern, (b) implement a
partial debt-to-equity conversion that will result in the DIP
Lender and the Foris Prepetition Lenders holding the new Interests
of the reorganized company, (c) distribute in tranches to various
Classes of creditors the proceeds of the sale of the Debtors'
Consumer Brands Businesses, made available by the DIP Lender and
the Foris Prepetition Lenders and (d) establish, in connection with
the releases provided for in the Plan, an Excluded Party Litigation
Trust for the benefit of holders of Direct Claims and Reorganized
Amyris, to hold and distribute certain funding and the proceeds
from the Direct Claim Recovery Pool.
The net cash proceeds from the sales of the Consumer Brands
Businesses are distributed, as agreed to by the DIP Lender and the
Foris Prepetition Lenders, through a waterfall based on the amount
of proceeds available, i.e., the first tranche is distributed from
net cash proceeds up to $250,000,000; the second tranche
distributes net cash proceeds between $250,000,001 and
$350,000,000; the third tranche distributes net cash proceeds in
excess of the first and second tranches, subject to a $340 million
cap on recoveries to the DIP Lenders/Foris Prepetition Secured
Lenders; and the fourth tranche distributes any remaining net cash
proceeds to various stakeholders.
The Reorganized Debtors' emergence from chapter 11 is supported by
a $[100] million Exit First Lien Facility, which certain of the DIP
Lenders/Foris Prepetition Secured Lenders (who will be identified
in the Plan Supplement) have agreed to backstop as necessary,
subject to the satisfaction of the conditions set forth in the Plan
Support Agreement and the Plan.
Specifically, if confirmed and consummated, among other things, the
Plan will facilitate a restructuring of the Debtors' assets and
liabilities that contemplates the following:
* the DIP Lender on account of the DIP Facility Claims and the
Foris Prepetition Secured Lenders on account of the Foris
Prepetition Secured Claims will, on the Effective Date:
-- receive, at their option, in their sole and absolute
discretion, the portion of certain proceeds from the sale of the
Debtors' Consumer Brands Businesses – i.e., the First Net Cash
Proceeds Tranche, Second Net Cash Proceeds Tranche and Third Net
Cash Proceeds Tranche, as set forth herein; and
-- determine, at their option, in their sole discretion, after
application of the First Net Cash Proceeds Tranche, the Second Net
Cash Proceeds Tranche and the Third Net Cash Proceeds Tranche to
the outstanding DIP Facility Claims and/or Foris Prepetition
Secured Claims, how much of the balance of the DIP Facility Claims
and the Foris Prepetition Secured Claims, as applicable, shall be
rolled up, converted, exchanged, refinanced or amended and restated
on the Effective Date, into the Exit Facility (if said parties
provide it) and the new Interests of Reorganized Amyris;
* the DIP Lender and the Foris Prepetition Secured Lenders shall
provide jointly and severally, in the aggregate, a backstop
commitment for a $[100,000,000] Exit Facility, provided the
conditions precedent are satisfied;
* the DSM Real Sweet Secured Claim shall receive on account of
the Allowed DSM Real Sweet Secured Claim in full and complete
satisfaction of such Claim payment in cash in the amount of such
Allowed Claim on June 30, 2026, and the DSM Other Secured Claims
will be allowed in the amount of $0 and will neither receive nor
retain any property under the Plan;
* holders of the Convertible Notes Claims will receive on
account of the Convertible Notes Claims in full and complete
satisfaction of such Claims, on the Effective Date (or as soon as
practicable thereafter), a Pro Rata distribution of:
-- (i) $17,250,000 from the First Net Cash Proceeds Tranche
(if, and only if, the Convertible Notes Class accepts the Plan);
(ii) $17,250,000 from the Second Net Cash Proceeds Tranche (if, and
only if, the Convertible Notes Class accepts the Plan); (iii) 31%
of the Third Net Cash Proceeds Tranche; (iv) 77.5% of the Fourth
Net Cash Proceeds Tranche (up to such amount as the Allowed
Convertible Notes Claims are paid in full); and
-- the New Notes (if, and only if, the Convertible Notes Class
accepts the Plan);
* holders of Allowed General Unsecured Claims will receive on
account of the Allowed General Unsecured Claims in full and
complete satisfaction of such Claims, on the Effective Date (or as
soon as practicable thereafter), a Pro Rata distribution from the
General Unsecured Claims Reserve. The General Unsecured Claims
Reserve shall be funded:
-- $8,000,000 from the First Net Cash Proceeds Tranche (if,
and only if, the General Unsecured Claims Class accepts the Plan);
(ii) $5,000,000 from the Second Net Cash Proceeds Tranche (if, and
only if, the General Unsecured Claims Class accepts the Plan);
(iii) 9% of the Third Net Cash Proceeds Tranche; and (iv) 22.5% of
the Fourth Net Cash Proceeds Tranche (up to such amount as the
Allowed Convertible Notes Claims are paid in full);
* all Interests of Amyris shall on the Effective Date be
cancelled and no property shall be received or retained on account
of Interests of Amyris and all Interests of the other Debtors shall
remain issued and outstanding.
Class 8 consists of all Allowed General Unsecured Claims. Holders
of Allowed General Unsecured Claims will receive on account of the
Allowed General Unsecured Claims in full and complete satisfaction
of such Claims, on the Effective Date (or as soon as practicable
thereafter), a Pro Rata distribution from the GUC Reserve. On the
Effective Date, in full and complete satisfaction of Allowed
General Unsecured Claims, the GUC Reserve shall be funded, and:
* if the General Unsecured Claims Class votes to accept the
Plan, the GUC Reserve shall receive: (i) $8,000,000 from the First
Net Cash Proceeds Tranche; (ii) $5,000,000 from the Second Net Cash
Proceeds Tranche; (iii) 9% of the Third Net Cash Proceeds Tranche;
and (iv) 22.5% of the Fourth Net Cash Proceeds Tranche, and up to
such amount as the Allowed General Unsecured Claims are paid in
full, taking into account all distributions provided for in clause
(i), (ii), (iii), and (iv); or
* if the General Unsecured Claims Class votes to reject the
Plan, the GUC Reserve shall receive: (i) 9% of the Third Net Cash
Proceeds Tranche; and (ii) 22.5% of the Fourth Net Cash Proceeds
Tranche.
The Debtors and the Reorganized Debtors, as applicable, shall fund
distributions under the Plan with (a) Net Proceeds from the sale of
the Consumer Brand Businesses as provided for in the Plan, (b) the
New Common Stock, (c) proceeds from the Exit First Lien Facility,
and (d) Cash on hand.
A full-text copy of the Disclosure Statement dated October 12, 2023
is available at https://urlcurt.com/u?l=ukpvdb from
PacerMonitor.com at no charge.
About Amyris, Inc.
Amyris (Nasdaq: AMRS) -- http://www.amyris.com/-- is a leading
synthetic biotechnology company, transitioning the Clean Health &
Beauty and Flavors & Fragrances markets to sustainable ingredients
through fermentation and the company's proprietary
Lab-to-Market(TM) technology platform. This Amyris platform
leverages state-of-the-art machine learning, robotics and
artificial intelligence, enabling the company to rapidly bring new
innovation to market at commercial scale. Amyris ingredients are
included in over 20,000 products from the world's top brands,
reaching more than 300 million consumers. Amyris also owns and
operates a family of consumer brands that is constantly evolving to
meet the growing demand for sustainable, effective and accessible
products.
Amyris, Inc, et al. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11131) on Aug. 9,
2023. The petitions were signed by Han Kieftenbeld as interim chief
executive officer & chief financial officer.
In the petition, Amyris disclosed $679,679,000 in assets and
$1,327,747,000 in liabilities.
Pachulski Stang Ziehl & Jones LLp serves as the Debtors' bankruptcy
counsel. Fenwick & West, LLP is the Debtorps corporate counsel. The
Debtors tapped PricewaterhouseCoopers LLP as their financial
advisor, while Intrepid Investment Bankers LLC serves as the
Debtors' investment banker. Stretto, Inc. is the Debtors' claims,
noticing, solicitation agent and administrative adviser.
AQUABOUNTY TECHNOLOGIES: Board OKs 1-for-20 Reverse Stock Split
---------------------------------------------------------------
AquaBounty Technologies, Inc. announced that its Board of Directors
has approved a 1-for-20 reverse stock split of its common stock
effective 12:01 a.m., Eastern Time, on Oct. 16, 2023 and an
associated reduction in the number of shares of Common Stock the
Company is authorized to issue. AquaBounty's common stock began
trading on a split-adjusted basis on the Nasdaq Capital Market as
of the commencement of trading on Oct. 16, 2023.
On Oct. 12, 2023, the Company's stockholders approved a reverse
stock split of the Company's common stock at a ratio in the range
of 1-for-15 to 1-for-20, inclusive, with such ratio to be
determined at the discretion of the Company's Board of Directors
and with such reverse stock split to be effected at such time and
date as determined by the Board of Directors in its sole discretion
(but in no event later than Dec. 31, 2023). The reverse stock
split is intended to bring the Company into compliance with the
minimum bid price requirement for continued listing on the Nasdaq
Capital Market.
The 1-for-20 reverse stock split will automatically convert 20
current shares of the Company's common stock into one new share of
common stock. AquaBounty's common stock will continue to trade on
the Nasdaq Capital Market under the symbol "AQB" following the
reverse stock split, with a new CUSIP number of 03842K309. After
the effectiveness of the reverse stock split, the number of
outstanding shares of common stock will be reduced from
approximately 71.36 million to approximately 3.57 million, subject
to adjustment to give effect to the treatment of any fractional
shares that stockholders would have received in the reverse stock
split. No fractional shares will be issued in connection with the
reverse stock split, and stockholders who would otherwise be
entitled to a fractional share will receive a full share.
Proportional adjustments will be made to the exercise price and the
number of shares issuable upon the exercise or conversion of the
Company's outstanding stock options, restricted stock units, and
other equity securities under the Company's equity incentive plans.
In conjunction with the reverse stock split, the number of shares
of common stock authorized to be issued will be reduced from 150
million to 75 million.
Computershare Trust Company, N.A., AquaBounty's transfer agent, is
acting as the exchange agent for the reverse stock split.
Stockholders of record holding certificates representing pre-split
shares of the Company's common stock will receive a letter of
transmittal from Computershare with instructions on how to
surrender certificates representing pre-split shares. Stockholders
should not send in their pre-split certificates until they receive
a letter of transmittal from Computershare. Stockholders with
book-entry shares or who hold their shares through a broker and/or
other nominee will not need to take any action. Stockholders of
record who held pre-split certificates will receive their
post-split shares in book-entry form and will be receiving a
transaction statement from Computershare regarding their common
stock ownership post-reverse stock split.
About AquaBounty
Headquartered in Maynard, Massachusetts, AquaBounty Technologies,
Inc. (NASDAQ: AQB) -- www.aquabounty.com -- is a land-based
sustainable aquaculture company that provides fresh Atlantic salmon
to nearby markets by raising its fish in carefully monitored
land-based fish farms through a safe, secure and sustainable
process. The Company's land-based Recirculating Aquaculture
System
("RAS") farms, including a grow-out farm located in Indiana, United
States and a broodstock and egg production farm located on Prince
Edward Island, Canada, are close to key consumption markets and are
designed to prevent disease and to include multiple levels of fish
containment to protect wild fish populations. AquaBounty is raising
nutritious salmon that is free of antibiotics and contaminants and
provides a solution resulting in a reduced carbon footprint and no
risk of pollution to marine ecosystems as compared
to traditional sea-cage farming.
Aquabounty reported a net loss of $22.16 million in 2022 following
a net loss of $22.32 million in 2021.
Aquabounty said in its Form 10-Q for the period ended June 30,
2023, that, "Since inception, the Company has incurred cumulative
operating losses and negative cash flows from operations and
expects that this will continue for the foreseeable future. As of
June 30, 2023, the Company has $43.8 million in cash and cash
equivalents, and restricted cash, a significant portion of which is
required to fund its current liabilities and other contractual
obligations.
"The Company's ability to continue as a going concern is dependent
upon its ability to raise additional capital and there can be no
assurance that such capital will be available in sufficient amounts
or on terms acceptable to the Company. This raises substantial
doubt about the Company's ability to continue as a going concern
within one year after the date that the accompanying condensed
consolidated financial statements are issued."
ARUZE GAMING: Available Cash & Asset Sale Proceeds to Fund Plan
---------------------------------------------------------------
Aruze Gaming America, Inc., and the Official Committee of Unsecured
Creditors submitted a Combined Chapter 11 Plan of Liquidation and
Disclosure Statement dated October 12, 2023.
The Debtor is a Nevada corporation originally incorporated in 1983
under the name Universal Distributing of Nevada, Inc., but which
changed its name in 2005 to Aruze Gaming America, Inc. Kazuo Okada
is the Debtor's sole shareholder.
As of the Petition Date, AGA had active gaming licenses in
approximately 200 jurisdictions, including numerous countries,
states, provinces, and tribal authorities. As a result of certain
events that have transpired during the Bankruptcy Case, including
the sale of a significant portion of AGA's Assets used to operate
its prepetition business of developing, manufacturing, selling, and
distributing gambling entertainment solutions for the global casino
market, the Debtor maintains a small staff of independent
contractors to wind down its operations.
After marketing the Debtor's Assets as a going concern for
approximately three months, on June 15, 2023, the Debtor held the
Auction for the sale of its Assets. After the Auction concluded,
the Debtor, in consultation with the Committee, worked with Buyers
(i) Empire; (ii) Interblock; and (iii) the Bank Group to document
and memorialize the purchase and sale agreements between the
Debtor, on the one hand, and the respective Buyer for their
respective subset of purchased assets, on the other hand
(collectively, the Main Asset Sales).
On August 10 and 15, 2023, after notice and a hearing, the
Bankruptcy Court entered the Bank Group, Empire, and Interblock
Sale Orders, and approved the Main Asset Sales, as reflected in
those certain purchase and sale agreements appended to the Buyers'
respective sale orders. On August 22 and 30, 2023, the Bankruptcy
Court entered the Empire and Interblock Vehicle Sale Orders (as
amended from time to time) authorizing the Interblock and Empire
Vehicle Sales.
Concurrent with the marketing and sale of the Debtor's Assets, the
Committee, together with the Debtor and on behalf of the Estate,
spent substantial time negotiating a global compromise of the
Lenders' Claims against the Debtor, including prepetition Secured
Claims and postpetition Administrative Claims for adequate
protection. After weeks of negotiating, including at an in-person
settlement conference among the Debtor, Committee, Bank Group, and
NextStep (collectively, the "Settlement Parties"), until the
Auction and after, given the actual Auction results, the Debtor,
Committee, Bank Group, and NextStep agreed to resolve the disputes
by and among them on the terms and conditions set forth in that
certain Settlement Agreement.
The Debtor estimates that, as of the Petition Date, the total
amount of non-priority unsecured claims (i.e., General Unsecured
Claims) that have been scheduled or asserted against the Debtor's
Estate to be $36,368,439.99.
The Plan provides for the liquidation of the Debtor and is premised
on the establishment of a Liquidating Trust. On the Effective Date,
all Assets of the Debtor's Estate will vest in the Liquidating
Trust. The ultimate recovery to Creditors beyond the funds that
will be available from the Initial Trust Assets will depend almost
entirely on (1) the enforcement and collection related to certain
accounts receivable of the Debtor; (2) the Debtor's rights and
remedies against certain former and current directors and officers
of the Debtor; and (3) prosecution of Disputed Claims. No such
recovery is guaranteed.
Class 3(a) consists of all Allowed General Unsecured Claims. Except
if a holder of an Allowed General Unsecured Claim agrees to a less
favorable treatment, each holder of an Allowed General Unsecured
Claim shall receive its Pro Rata Share of the Liquidating Trust
Assets after satisfaction of all costs and expenses of the
Liquidating Trust. Class 3(a) is Impaired.
Class 3(b) consists of all Allowed Deferred General Unsecured
Claims. Except if a holder of an Allowed Deferred General Unsecured
Claim agrees to a less favorable treatment, each holder of an
Allowed Deferred General Unsecured Claim shall receive its Pro Rata
Share of the Liquidating Trust Assets after satisfaction of (i) all
costs and expenses of the Liquidating Trust; and (ii) 100% of all
Allowed General Unsecured Claims. Class 3(b) is Impaired.
Class 5 consists of all Interests in Debtor. All Interests in
Debtor shall be cancelled and extinguished without any
Distribution. Class 5 is Impaired and is deemed to have rejected
the Plan.
The Debtor has closed the Main Asset Sales and anticipates it will
have consummated the Vehicle Sales before the Confirmation Hearing.
The proceeds from the Main Asset Sales and the Vehicle Sales,
together with the Debtor's existing Cash on hand and collections of
accounts receivable, have funded, and will fund, Distributions
made, and to be made, on account of Allowed Claims under the Plan.
A full-text copy of the Combined Plan and Disclosure Statement
dated October 12, 2023 is available at
https://urlcurt.com/u?l=zrrSpx from PacerMonitor.com at no charge.
Attorneys for Debtor:
Matthew C. Zirzow, Esq.
Zachariah Larson, Esq.
Larson & Zirzow, LLC
850 E. Bonneville Ave.
Las Vegas, NE 89101
Telephone: (702) 382-1170
Facsimile: (702) 382-1169
Email: mzirzow@lzlawnv.com
zlarson@lzlawnv.com
Attorneys for the Official Committee of Unsecured Creditors:
Samuel A. Schwartz, Esq.
Gabrielle A. Hamm, Esq.
Schwartz Law, PLLC
601 East Bridger Avenue
Las Vegas, NV 89101
Telephone: (702) 385-5544/(702) 802-2207
Facsimile: (702) 385-2741
Email: legalinfo@nvfirm.com
Ori Katz, Esq.
Jeannie Kim, Esq.
Sheppard, Mullin, Richter & Hampton, LLP
Four Embarcadero Center, 17th Floor
San Francisco, CA 94111-4109
Telephone: (415) 434-9100
Facsimile: (415) 434-3947
Email: okatz@sheppardmullin.com
jekim@sheppardmullin.com
About Aruze Gaming America
Las Vegas-based Aruze Gaming America, Inc. designs, develops and
manufactures gaming machines.
Aruze Gaming America sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 23-10356) on Feb. 1, 2023.
In the petition signed by its chief executive officer, Yugo
Kinoshita, the Debtor disclosed up to $10 million in assets and up
to $50 million in liabilities.
The bankruptcy filing is a part of Aruze's efforts to seek
financial restructuring in the wake of a recent garnishment
judgment against Aruze resulting from a separate judgment against
Aruze's shareholder.
Judge August B. Landis oversees the case.
The Debtor tapped Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC
as legal counsel and Withum Smith+Brown, PC as tax accountant.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Schwartz Law, PLLC and Sheppard, Mullin, Richter &
Hampton LLP as legal counsels, and Province, LLC as financial
advisor.
ASTRA INTERMEDIATE: Moody's Cuts CFR to 'Caa3', Outlook Stable
--------------------------------------------------------------
Moody's Investors Service downgraded Astra Intermediate Holding
Corp.'s (dba "Anthology" or "the company") Corporate Family Rating
to Caa3 from B3 and its Probability of Default Rating to Caa3-PD
from B3-PD. At the same time, Moody's downgraded Astra Acquisition
Corp.'s Senior Secured first lien Credit Facility Rating (revolver
and term loan B) to Caa1 from B1. The outlook was changed to
stable from negative.
Astra Acquisition Corp. is a wholly-owned subsidiary of Anthology
and the borrower under the senior secured credit facility.
Anthology, headquartered in Boca Raton, FL, is a global provider of
cloud-based software for the higher education market.
The downgrade of the CFR to Caa3 reflects Moody's view that
Anthology's liquidity sources will deteriorate quickly over the
next 12-24 months, increasing the likelihood of a debt
restructuring, including a distressed exchange. Moody's expects
Anthology will continue to grapple with a challenging integration
of Blackboard, which was acquired in late 2021, including from weak
revenue growth due to delays in signing contract renewals and
customers transitioning to a SaaS delivery model. Moody's believes
that the company has limited financial flexibility to execute a
meaningful operational turnaround in the context of weak operating
performance, very high debt-to-EBITDA leverage and ongoing cash
burn due to high interest rate burden.
The downgrade also reflects governance considerations, particularly
that financial strategies and risk management has grown more
aggressive given the company's diminished liquidity and Moody's
expectation for very high debt-to-EBITDA leverage in excess of 20.0
times as of June 30, 2023. Anthology's quality of earnings remains
poor given extensive EBITDA add-backs, such as restructuring and
integration expenses and pro forma cost savings, currently allowed
under the company's bank credit agreement. Moody's has revised
Anthology's Governance Issuer Profile Score (IPS) to G-5 (very
highly negative) from G-4 (highly negative). Concurrently, Moody's
has revised the company Credit Impact Score to CIS-5 (very highly
negative) from CIS-4 (highly negative).
RATINGS RATIONALE
Anthology's Caa3 CFR reflects the company's very high
debt-to-EBITDA leverage, weak liquidity due to its sizable interest
rate burden and only modest LTM EBITDA, and Moody's concern that
the company's debt capital structure may be unsustainable without a
large and unanticipated increase in earnings, equity injection to
repay debt or balance sheet restructuring. Moody's projects
Anthology will expand its EBITDA to around $85 million in fiscal
2024 (ending June) from less than $50 million expected in fiscal
2023, but its debt-to-EBITDA (Moody's adjusted) will remain around
15.0 times through June 2024. The company's liquidity will continue
to be pressured if interest rates remain elevated. The rating also
reflects Anthology's operations in the highly competitive and
rapidly evolving technology landscape with a few large and
established competitors, limited track-record of profitable growth
as a combined company, and continued risks posed by the Blackboard
integration.
Positive credit consideration is given to Anthology's meaningful
operating scale and unique global market position, its highly
predictable and recurring subscription revenues (90% recurring)
generated from multi-year contracts with historically high gross
retention rates, solid contract pipeline stemming from recent new
business wins within the company's student information systems
("SIS), customer relationship management ("CRM") and enterprise
resource planning ("ERP") segment, as well as favorable secular
industry trends.
Moody's expects Anthology to have weak liquidity. Moody's
anticipates large cash flow deficits to persist over the next 12-15
months given ongoing restructuring and integration expenses and
high debt service cost. Sources of liquidity consist of less than
$40 million of balance sheet cash expected at June 30, 2023 and
full access to its $140 million revolving credit facility due 2026.
Anthology's business remains highly seasonal, with stronger cash
collections typically occurring in the first fiscal quarter (July
through September). Moody's expects cash flow deficits (cash from
operations less capital expenditures) of $80 million to $100
million annually and the company's revolver usage to increase over
the next 12-15 months. The company is subject to a consolidated net
first lien net leverage covenant ratio of 8.0x, whenever revolver
borrowings are greater than 35% of the total commitment. The
covenant is for the benefit of revolving credit lenders only. The
covenant was not in effect as of June 30, 2023. Moody's expects
that the company will maintain covenant compliance, albeit with a
modest cushion, should the covenant be tested. Given expected
earnings pressure, Moody's anticipates that the company may not be
able to access the full amount of the revolver and remain in
compliance with the covenant over the next 12 to 15 months.
The downgrade of the senior secured first lien credit facility
(consisting of a $140 million revolver due 2026 and a $1.3 billion
($772 million outstanding) term loan due 2028) to Caa1 from B1, two
notches above the Caa3 CFR, reflects the anticipated first loss
absorption from the unrated $500 million senior secured second lien
term loan due 2029.
The stable outlook reflects Moody's anticipation of a high recovery
level for the senior secured first lien debt in an event of
default.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if Anthology demonstrates significant
earnings recovery while improving its liquidity profile, including
decrease reliance on the revolving credit facility.
The ratings could be downgraded if liquidity is weaker than
anticipated, if the company defaults, or if Moody's senior secured
first lien debt recovery estimates deteriorate.
The principal methodology used in these ratings was Software
published in June 2022.
Anthology, headquartered in Boca Raton, FL, provides cloud-based
software solutions, including LMS, SIS and CRM for higher education
institutions. The company is majority owned by funds managed by
private-equity investors Veritas Capital Fund Management, L.L.C,
Providence Equity Partners and Leeds Equity Partners. Moody's
expects the company's annual revenue to approach $550 million in
fiscal 2024.
ATLAS MIDCO: S&P Downgrades ICR to 'CCC+' on Reduced Liquidity
--------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
provider of contact center and workforce optimization software
Atlas Midco Inc. (Alvaria) and its issue-level rating on its
first-lien term loan and RCF to 'CCC+' from 'B-'. S&P also lowered
its rating on its second-lien term loan to 'CCC' from 'CCC+'.
The stable outlook reflects S&P's expectation that higher cash
interest and business pressures will lead to cash burn, but for it
to moderate somewhat over 2024 helped by cost savings and reduced
restructuring and one-off cash outflows. Additionally, the
company's existing liquidity and lack of near-term maturities may
help manage cash flow pressures in the near-term.
S&P said, "We expect an increased reliance on the company's RCF due
to negative FOCF in 2023.Alvaria's liquidity position has weakened
in 2023 partly due to higher cash interest payments, a one-off $5
million payment related to an interest rate cap transaction, and
net working capital outflows. As a result of about $16 million of
negative reported FOCF, total liquidity decreased to about $61
million in the first half of 2023 (including $40 million of
availability under the total $75 million RCF) from $75 million at
the end of 2022. Despite the partial hedge of the interest rate
cap, we expect elevated interest payments and seasonal net working
capital outflows until customer receipts in the first quarter to
contribute to liquidity decreasing further to $30 million-$35
million by the end of 2023. This represents a considerable downward
revision in our FOCF expectations to negative $32 million-$37
million compared with our previous expectation of modest positive
FOCF."
The cash burn in 2023 also partly reflects cash costs related to
restructuring activities to mitigate the impact of revenue declines
on profitability and actions to improve the company's security
posture and thus increase customer confidence following a cloud
platform data breach in March. S&P said, "We expect these cash
costs to decrease in 2024 as customer confidence returns, but we
also note that the full extent of potential recurring revenue churn
and lost sales opportunities from this incident are not yet known.
Nonetheless, with the majority of the potential direct outlays for
the breach covered by insurance, we expect the company to maintain
relatively stable EBITDA margins of about 30% from cost savings and
have sufficient covenant headroom to fully draw on the RCF if
needed within the next 12 months."
S&P said, "The stable outlook reflects our expectation for
Alvaria's cash burn to moderate somewhat over the next 12 months
helped by cost savings and reduced restructuring and one-off cash
outflows. While there are no near-term debt maturities, with the
earliest maturity being the RCF in May 2026, we view the capital
structure as unsustainable given the company's high interest burden
and the uncertainty around a return to long-term revenue growth and
sustainable positive FOCF generation."
S&P could lower its ratings if it believed Alvaria could undertake
a debt restructuring or distressed exchange within a 12-month
period. This could be due to S&P's expectation of:
-- Worse-than-expected or sustained revenue declines because of
weak customer demand, elevated customer churn, or further
operational mishaps;
-- Greater-than-expected cash burn leading to a further weakened
liquidity position, resulting in a likely inability to meet debt
servicing obligations and seasonal net working capital needs within
the next 12 months; or
-- Cost-cutting activities not sufficient to offset revenue
declines such that we believed financial covenants might be
breached within the next 12-24 months.
S&P could raise its rating if:
-- Alvaria stabilized revenues supported by lower cloud customer
churn due to greater confidence in the company's security
operations, a return to bookings growth from effective sales and
channel partner execution, and good demand for core WEM and
outbound products;
-- EBITDA margins were maintained above 30%, with the company
maintaining adequate cost discipline while investing to support
organic growth; and
-- S&P expected a return to sustained positive FOCF, which led to
an improved liquidity position as evidenced by the company's cash
balance and RCF availability. This could be driven by cost
efficiencies and net working capital management and further
supported by an equity capital infusion.
Social factors are now a moderately negative consideration in our
credit rating analysis of Alvaria. Following a customer data breach
in March 2023, there has been an increase in recurring revenue
churn and cloud bookings have been negatively affected.
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Social capital
AULT ALLIANCE: Eliminates Series C Convertible Preferred Stock
--------------------------------------------------------------
Ault Alliance, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 6, 2023, it filed a
certificate of elimination of the certificate of designations of
preferred stock of Ault Alliance, Inc. with the Secretary of State
of the State of Delaware with respect to the Company's Series C
convertible preferred stock, par value $0.001 per share which,
effective upon filing, eliminated from the Company's Certificate of
Incorporation, as amended, all matters set forth in the Certificate
of Designations of Preferences, Rights and Limitations of Series C
Convertible Preferred Stock.
About Ault Alliance Inc.
Ault Alliance, Inc. (formerly, BitNile Holdings, Inc.) is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through its wholly- and majority-owned subsidiaries and
strategic investments, the Company owns and operates a data center
at which the Company mines Bitcoin, and provides mission-critical
products that support a diverse range of industries, including
crane services, oil exploration, defense/aerospace, industrial,
automotive, medical/biopharma, consumer electronics, hotel
operations and textiles. In addition, the Company extends credit
to select entrepreneurial businesses through a licensed lending
subsidiary.
Ault Alliance reported a net loss of $189.83 million for the year
ended Dec. 31, 2022, compared to a net loss of $23.04 million for
the year ended Dec. 31, 2021. As of March 31, 2023, the Company
had $526.91 million in total assets, $336.56 million in total
liabilities, and $190.34 million in total stockholders' equity.
New York, New York-based Marcum LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 17, 2023, citing that the Company has a working capital
deficiency, has incurred net losses and needs to raise additional
funds to meet its obligations and sustain its operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
AYTU BIOPHARMA: Posts $17.1 Million Net Loss in FY Ended June 30
----------------------------------------------------------------
Aytu Biopharma, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$17.05 million on $107.40 million of net product revenue for the
year ended June 30, 2023, compared to a net loss of $108.78 million
on $96.67 million of net product revenue for the year ended June
30, 2022.
As of June 30, 2023, the Company had $136.46 million in total
assets, $97.11 million in total liabilities, and $39.36 million in
total stockholders' equity.
Denver, Colorado-based Grant Thornton LLP, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated Oct. 12, 2023, citing that the Company's net loss was $17.1
million and cash used in operating activities was $5.1 million for
the year ended June 30, 2023, and as of that date, the Company's
accumulated deficit was $304.1 million. These conditions, along
with other matters, raise substantial doubt about the Company's
ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1385818/000155837023016393/aytu-20230630x10k.htm
About Aytu BioPharma
Englewood, Colorado-based Aytu BioPharma, Inc., formerly known as
Aytu BioScience, Inc. -- http://www.aytubio.com-- is a
pharmaceutical company focused on commercializing novel
therapeutics and consumer healthcare products. The Company
operates through two business segments (i) the Rx Segment,
consisting of prescription pharmaceutical products and (ii) the
Consumer Health Segment, which consists of various consumer
healthcare products.
BENTOLI INC: Unsecured Creditors to Split $170K over 5 Years
------------------------------------------------------------
Bentoli, Inc., filed with the U.S. Bankruptcy Court for the Western
District of Texas an Amended Plan of Reorganization dated October
12, 2023.
The purpose of the Plan is to reorganize the Debtor by addressing
certain contingent liabilities, including from its exiting from its
current leased facilities and putting the Reorganized Debtor on
stronger financial footing to reassure its vendors, customers,
employees and stakeholders of the long-term viability of the
Debtor.
The Debtor has been working with its various professionals,
including its financial advisors, to prepare for a Subchapter V
bankruptcy filing to address all of these issues in one forum to
accomplish these goals. The Debtor has prepared financial
projections that it believes are reasonably achievable based on its
current circumstances and intends to devote its net disposable
income for five years to pay what it is able to the allowed general
unsecured creditors.
In addition, the Plan includes a waterfall for the potential
sharing of the collected recoveries by the Debtor from the Palencia
Adversary and Maresma Adversary proceedings (defined herein as the
Waterfall). The existing equity holders will be unimpaired;
however, Liminality, as the pre and post-petition lender, may, at
its option, convert some or all of its secured claim into equity in
the Reorganized Debtor.
Debtor's plan pays out five years of net disposable income as
required of Subchapter V debtors in the amount of approximately
$170,000 over the life of the Plan in quarterly payments to the
holders of allowed general unsecured claims. The Plan also provides
for the distribution of the Waterfall, if any, to the holders of
allowed general unsecured claims. If Bentoli were liquidated, there
would be no funds available for distribution to unsecured
creditors, the vendors would be unpaid, all employees would be let
go and the company built by the Robinson family would be lost.
The final Plan Payment is expected to be paid on or before the
fifth anniversary following the date that the first payment is due
under the Plan.
This Plan of Reorganization under Chapter 11 of the Bankruptcy Code
proposes to pay the Allowed Claims of the Debtor out of cash flow
from operations.
The Class 3 Claims consist of the Holders of General Unsecured
Claims. Debtor shall pay a total amount of approximately $170,000
("Unsecured Claim Fund") to Holders of Allowed Class 3 Claims.
Debtor shall make quarterly payments as set forth in the plan
projections ("Quarterly Payments") to the Allowed Class 3
claimants, which shall be paid Pro-Rata toward the Allowed Class 3
Claims. Quarterly Payments shall begin April 15, 2024, and continue
each quarter on the 15th day of the first month of the quarter
until the final payment is made. The Quarterly Payments may be
supplemented by the Waterfall, if, as, and when available.
If either the Palencia Adversary or Maresma Adversary is pending on
the date the first Quarterly Payment is due, then the Quarterly
Payments shall be made to the SubChapter V trustee, who will
maintain the funds in his IOLTA account until both such adversary
proceedings have concluded with final unappealable orders. Upon
entry of final unappealable orders in such adversary proceedings,
the SubChapter V trustee shall distribute all funds to the Holders
of Allowed General Unsecured Claims Pro-Rata, and Debtor shall
continue making all Quarterly Payments to the SubChapter V trustee
until the Holders of Allowed General Unsecured Claims are paid in
full or the entire Unsecured Claim Fund has been distributed. The
Class 3 Claims are deemed to be impaired.
On the Effective Date, all shares in the Reorganized Debtor shall
revest with the holders of Interests in the same number as they
existed at the time of the Petition Date. Equity Holders are deemed
unimpaired and not entitled to vote on the Plan.
The Plan will be funded through Debtor's continued operations and
through the use of cash collateral and any post-petition funding
from Liminality. Debtor's continued operations should be sufficient
to enable the Reorganized Debtor to operate profitably.
A full-text copy of the Amended Plan dated October 12, 2023 is
available at https://urlcurt.com/u?l=HzsEyo from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Ronald J. Smeberg, Esq.
The Smeberg Law Firm, PLLC
4 Imperial Oaks
San Antonio, TX 78248
Telephone: (210) 695-6684
Facsimile: (210) 598-7357
Email: ron@smeberg.com
About Bentoli Inc.
Bentoli, Inc. is a privately owned company in Coupland, Texas,
specializing in the development, manufacture, and distribution of
additives for aquaculture and livestock feeds.
The Debtor filed Chapter 11 petition (Bankr. W.D. Texas Case No.
23-10827) on Oct. 1, 2023, with $723,653 in assets and $2,310,122
in liabilities. John Robinson, chief executive officer, signed the
petition.
Judge Shad Robinson oversees the case.
Ronald Smeberg, Esq., at The Smeberg Law Firm and Berger Singerman,
LLP represent the Debtor as bankruptcy counsel; BDF Law Group as
special litigation counsel; and HMP Advisory Holdings, LLC, doing
business as Harney Partners, as financial advisor.
BEVERLY COMMUNITY: Trustee Hires Greenspoon Marder as Counsel
-------------------------------------------------------------
Howard M. Ehrenberg, the Chapter 11 Trustee of Beverly Community
Hospital Association d/b/a Beverly Hospital seeks approval from the
U.S. Bankruptcy Court for the Central District of California to
employ Greenspoon Marder LLP as general bankruptcy counsel.
The firm's services include:
(i) investigating the Debtors' financial affairs, including an
analysis of the Debtors' remaining assets and pre-petition and
post-petition liabilities;
(ii) assisting the Trustee in reviewing and, if necessary,
amending the requisite schedules and statement of financial affairs
for the Debtors' jointly administered estates;
(iii) performing general legal services for the Trustee to
accelerate the administration of the estates including, if
warranted, the filing of motions authorizing the sale and/or lease
of any assets of the estates, if any, and assisting the Trustee in
a wide-range of post-closing matters associated with the Sale
Motion and Sale Order;
(iv) examining the claims of secured, administrative, priority
and unsecured creditors in order to determine their respective
validity;
(v) advising the Trustee regarding (a) the proposed use, sale,
and lease of remaining property of the estates, including
negotiating the use of cash collateral, (b) the obtaining of
credit, if warranted and necessary, in the monetization of any
remaining assets of the Debtors' estates, (c) the assumption and
rejection of unexpired leases and executory contracts pursuant to
and in accordance with the Sale Motion and Sale Order, (d) any
requests for relief from the automatic stay by secured creditors,
state court litigants, and other parties in interest, including
requests for the approval of stipulations seeking relief from or
modification of the automatic stay, (e) the negotiation with
creditors holding secured, administrative, and priority claims, (f)
the analysis of potential claims against third parties including,
but not limited to, any insiders and affiliated companies of the
Debtors, (g) the analysis and prosecution of potential claims
arising under the Trustee's avoidance powers, (h) the analysis of
secured claims against the Debtors' estates and the pre-petition
actions of such secured creditors against, among other things,
property of the Debtors' estates;
(vi) the objection to claims, including pending applications for
the compensation of fees and expenses filed by various
professionals employed by the estates, as may be appropriate, (vii)
the preparation of a disclosure statement and plan of
reorganization, if necessary; and
(viii) the prosecution and defense of pending or contemplated
state or federal court litigation or appellate proceedings where
the Debtors are parties.
The firm will be paid at these rates:
Daniel A. Lev $650 per hour
Elissa D. Miller $650 per hour
Mark S. Horoupian $695 per hour
Steve Burnell $525 per hour
Paralegals $250 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Daniel A. Lev, Esq., a partner at Greenspoon Marder LLP, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Daniel A. Lev, Esq.
GREENSPOON MARDER LLP
1875 Century Park East, Suite 1900
Los Angeles, CA 90067
Tel: (213) 626-2311
Fax: (954) 771-9264
Email: DANIELE.LEV@GMLAW.COM
About Beverly Community Hospital Association
d/b/a Beverly Hospital
Beverly Community Hospital Association and affiliates operate
general medical and surgical hospitals.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 23-12359) on
April 19, 2023. In the petition signed by its chief executive
officer, Alice Cheng, Beverly Community disclosed $1 million to $10
million in assets and $100 million to $500 million in liabilities.
Judge Sandra R. Klein oversees the case.
The Debtors tapped Sheppard, Mullin, Richter and Hampton, LLP as
bankruptcy counsel; Orrick, Herrington & Sutcliffe, LLP as special
and conflicts counsel; and Triple P RTS, LLC, a wholly owned
subsidiary of Portage Point Partners, LLC, as restructuring
advisor.
The U.S. Trustee for Region 16 appointed an official committee to
represent unsecured creditors in the Chapter 11 case of Beverly
Community Hospital Association. The committee is represented by
Tania Moyron, Esq.
Tamar Terzian is the patient care ombudsman appointed in the
Debtors' Chapter 11 cases.
BISHOP OF OAKLAND: Committee Taps Stout Risius as Expert Consultant
-------------------------------------------------------------------
The Roman Catholic Bishop of Oakland seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Stout Risius Ross, LLC as expert consultant.
The firm's services include:
(a) expert consulting services and, if it becomes necessary,
expert testimony regarding the estimated value of aggregate
Survivor Claims in this case, and any related adversary
proceedings;
(b) expert consulting services, and if it becomes necessary,
expert testimony, in connection with any contested matters and/or
litigation arising in this case;
(c) expert consulting services, and if it becomes necessary,
expert witness testimony, in connection with any plan or settlement
filed by any party-in-interest;
(d) expert consulting services, and if it becomes necessary,
expert witness testimony, in connection with the review and
evaluation of reports prepared by the Debtor, its professionals,
the Debtor's insurers, and their professionals;
(e) as may be requested by the Committee, assisting with the
preparation of affidavits/declarations, depositions, and briefing
in this case concerning the issues for which Stout is providing
expert consulting services;
(f) as may be requested by the Committee, assisting with the
allocation of claims to potentially available insurance coverage;
(g) if it becomes necessary, preparing for and providing both
deposition and court expert testimony in this case regarding the
issues for which Stout is providing expert consulting services;
and
(h) such other consulting and advisory services as may be
requested by the Committee.
The firm will be paid at these rates:
Managing Director $625 to $900 per hour
Director $450 to $575 per hour
Managers/Senior Managers $375 to $450 per hour
Analysts/Associates $275 to $405 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Katie McNally, a managing director at Stout Risius Ross, LLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Katie McNally
STOUT RISIUS ROSS, LLC
One South Wacker Drive 38th Floor
Chicago, IL 60606
Tel: (312) 546-3426
Email: kmcnally@stout.com
About The Roman Catholic Bishop of Oakland
The Roman Catholic Bishop of Oakland, a tax-exempt religious
organization, sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40523) on May 8,
2023. In the petition signed by Bishop Michael Charles Barber, the
Debtor disclosed $100 million to $500 million in both assets and
liabilities.
Judge William J. Lafferty oversees the case.
The Debtor tapped Foley & Lardner LLP as legal counsel and Alvarez
& Marsal North America, LLC as restructuring advisor. Kurtzman
Carson Consultants LLC is the Debtors' claims and noticing agent
and administrative advisor.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Lowenstein Sandler, LLP as bankruptcy counsel;
Burns Bair LLP as special insurance counsel; and Berkeley Research
Group, LLC as financial advisor.
BISHOP OF SANTA ROSA: Taps Michael R. Hogan as Legal Representative
-------------------------------------------------------------------
Roman Catholic Bishop of Santa Rosa seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Michael R. Hogan as Legal Representative.
The firm's services include:
a. undertaking an investigation and analysis regarding the
estimated number of Unknown Abuse Claimants and the estimated value
of Unknown Abuse Claims, including filing a proof of claim(s) on
behalf of Unknown Abuse Claimants;
b. negotiating treatment of Unknown Abuse Claims in a plan of
reorganization with the Diocese, the Committee, and other
appropriate parties, and casting a ballot on the plan on behalf of
Unknown Abuse Claimants;
c. advocating Unknown Abuse Claimants' legal positions before
the court and, if necessary, filing pleadings and presenting
evidence on any issue affecting such claimants;
d. taking all other legal actions reasonably necessary to
represent the interests of Unknown Abuse Claimants, including
minors; and
e. serving as an independent fiduciary acting on behalf of all
Unknown Abuse Claimants.
The firm will be paid at the rates of $950 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael R. Hogan, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Michael R. Hogan
PO Box 1375
Eugene, OR 97440
Email: josh@hoganmediation.net
About Roman Catholic Bishop of Santa Rosa
The Roman Catholic Bishop of Santa Rosa is a diocese, or
ecclesiastical territory, of the Roman Catholic Church in the
northern California region of the United States, named in honor of
St. Rose of Lima.
Abuse victims filed hundreds lawsuits after the state of California
paused for three years its statute of limitation on claims for
child sexual abuse. The pause ended on Dec. 31, 2022.
Facing more than 200 new legal claims over childhood sexual abuse,
the Roman Catholic Bishop of Santa Rosa, also known as the Diocese
of Santa Rosa, filed a Chapter 11 petition (Bankr. N.D. Calif. Case
No. 23-10113) on March 13, 2023. The Debtor estimated $10 million
to $50 million in both assets and liabilities.
The Hon. Charles Novack is the case judge.
The Debtor tapped Felderstein Fitzgerald Willoughby Pascuzzi &
Rios, LLP as bankruptcy counsel; GlassRatner Advisory & Capital
Group, LLC as financial advisor; and Donlin, Recano & Company, Inc.
as claims agent. Shapiro Galvin Shapiro & Moran, Weinstein &
Numbers, LLP, and Foley & Lardner, LLP serve as special counsels.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
Stinson, LLP and Berkeley Research Group, LLC serve as the
committee's legal counsel and financial advisor, respectively.
CALAMP CORP: Incurs $4.2 Million Net Loss in Second Quarter
-----------------------------------------------------------
CalAmp Corp. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $4.22
million on $61.71 million of total revenues for the three months
ended Aug. 31, 2023, compared to a net loss of $7.49 million on
$72.83 million of total revenues for the three months ended Aug.
31, 2022.
For the six months ended Aug. 31, 2023, the Company reported a net
loss of $8.26 million on $132.60 million of total revenues compared
to a net loss of $19.67 million on $137.55 million of total
revenues for the six months ended Aug. 31, 2022.
As of Aug. 31, 2023, the Company had $363.92 million in total
assets, $353.35 million in total liabilities, and $10.56 million in
total stockholders' equity.
The Company has received a delisting notice from Nasdaq as the
Company's shares are currently trading below the minimum $1 stock
price listing requirement. If the Company's common stock ceases to
be listed on any of The NASDAQ Global Market or The NASDAQ Global
Select Market (or any of their respective successors), then a
"fundamental change" under the 2025 Convertible Notes would occur.
If such a fundamental change under the 2025 Convertible Notes were
to occur, holders of the Company's 2025 Convertible Notes may
require the Company to repurchase their 2025 Convertible Notes
following the fundamental change at a cash repurchase price
generally equal to the principal amount of the 2025 Convertible
Notes to be repurchased, plus accrued and unpaid interest. At
August 31, 2023 the principal amount of the 2025 Convertible notes
plus accrued and unpaid interests is in excess of the Company's
available cash resources. Management concluded that the
uncertainties associated with the Company's ability to cure
noncompliance with the Nasdaq listing requirements coupled with the
redemption rights of the 2025 Convertible Note Holders under a
fundamental change scenario represent conditions raising
substantial doubt regarding the Company's ability to continue as a
going concern before consideration of management's plans. The
Company plans to effect a reverse-stock spilt in the event that the
Company's stock price does not improve to meet its ongoing Nasdaq
listing requirements which will prevent the occurrence of a
fundamental change under the 2025 Convertible Notes. Management
believes that it is probable that shareholder approval will be
obtained for the reverse-stock split and that the reverse-stock
split will restore compliance with the Nasdaq listing requirements,
and a fundamental change under the 2025 Convertible Notes will thus
not be triggered.
The Company said, "Consistent with fiscal 2023, our primary
recurring cash needs have been for working capital purposes and to
a lesser extent, capital expenditures. We have historically funded
our principal business activities through cash flows generated from
operations and cash on hand. As we continue to develop our
subscription model, there will be a need for working capital in the
future. While our subscription arrangements create recurring
multi-year revenue, they elongate the cash conversion cycle as we
must outlay cash for the associated device but recover this cash
outlay over a subscription period. Our operations have consumed
substantial amounts of cash, and we may continue to incur
substantial losses and negative cash flow from operations for the
foreseeable future. As of August 31, 2023, we had $38.6 million of
cash and cash equivalents a decrease from February 28, 2023 of $3.3
million. While we expect to continue to finance our operations
with cash on hand and cash generated from operations, our future
performance is subject to economic, operational, financial,
competitive and other factors, including the current inflationary
environment, supply chain constraints and the impact of uncertain
international trade relations."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/730255/000095017023052523/camp-20230831.htm
About CalAmp
CalAmp Corp. is a connected intelligence company that leverages a
data-driven solutions ecosystem to help people and organizations
improve operational performance. The Company solves complex
problems for customers within the market verticals of
transportation and logistics, commercial and government fleets,
industrial equipment, K12 fleets, and consumer vehicles by
providing solutions that track, monitor, and protect their vital
assets.
CalAmp Corp. reported a net loss of $32.49 million for the year
ended Feb. 28, 2023, a net loss of $27.99 million for the year
ended Feb. 28, 2022, a net loss of $56.31 million for the year
ended Feb. 28, 2021, and a net loss of $79.30 million for the year
ended Feb. 29, 2020.
CALIFORNIA RESOURCES: S&P Affirms 'B+' ICR, Outlook Stable
----------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating. At the
same time, S&P affirmed its 'BB-' issue-level rating on the
company's unsecured debt. The recovery rating remains '2',
reflecting our expectation for substantial (70%-90%; rounded
estimate: 85%) recovery in the event of a payment default.
S&P said, "Our stable rating outlook reflects our expectation that
the company will maintain appropriate credit measures and begin to
stem production declines in the second half of 2024 as permitting
delays are resolved. More specifically, we forecast funds from
operations (FFO) to debt will exceed 60% and debt to EBITDA will
remain below 1.5x over the next two years while the company
generates significant free operating cash flow (FOCF), which we
expect it will use primarily for shareholder returns.
"We expect CRC will maintain strong financial metrics and adequate
liquidity over the next 12 months. We forecast average FFO to debt
will exceed 60% and debt to EBITDA will remain below 1.5x over the
next two years. CRC reduced its average rig count to 1.5 from 4
over the course of 2023 and its capital spending to $200
million-$250 million from approximately $380 million in 2022, due
to permitting uncertainty in Kern County. Despite the company's
effort to counter production declines with increased workover and
maintenance rig activity, we anticipate production will decline to
approximately 87,000 barrels of oil equivalent per day (boe/d) in
2023 from 91,000 boe/d in 2022."
CRC's liquids-focused production mix and supportive Brent crude oil
pricing offsets its declining volumes and higher cost structure,
allowing it to generate significant free cash flow in 2023 and
2024. S&P said, "We expect CRC will continue to use its FOCF
primarily for shareholder returns--including dividends and share
repurchases--given it has no near-term debt maturities. We expect
overall shareholder distributions to be lower in 2023 and 2024
relative to 2022 due to lower FOCF." The company continues to
maintain a relatively conservative balance sheet and adequate
liquidity, with $600 million unsecured notes due 2026, an undrawn
$627 million revolving credit facility maturing in 2027, and a
solid cash balance of approximately $450 million at the end of the
second quarter of 2023.
CRC continues to advance its carbon management business with modest
levels of capital spending. The company has been active in
expanding its carbon management business through its subsidiary
Carbon TerraVault (CTV) and its joint venture with Brookfield
Renewable. S&P anticipates CRC will be granted final Class VI
permit approval for its CTV I project in 2024, allowing it to begin
working toward a final investment decision and subsequently project
construction.
CRC's high exposure to regulatory risk in California constrains its
rating. The company's concentration in California, where the
regulatory environment is less supportive for the oil and gas
industry, has impaired its operations, most recently observed in
anticipated production declines through the first half of 2024 and
negative revisions in its year-end 2022 proved reserves. CRC has
experienced delays in obtaining new drilling permits in Kern County
due to appellate litigation concerning alleged deficiencies with
the Environmental Impact Report used to satisfy the requirements of
the California Environmental Quality Act.
The company is currently working on field-level EIRs, which S&P
believes will enable permitting to resume in the second half of
2024, allowing CRC to ramp up drilling activity and production. At
the same time, the company's proved undeveloped reserves could be
impacted by Senate Bill No. 1137, which established a 3,200 feet
minimum setback distance between new oil and gas wells and
residential communities. The bill is currently stayed until it is
put to a vote on Nov. 5, 2024. Although the permitting issue in
Kern County could be resolved by the end of 2024, CRC's
concentration in California remains an ongoing credit risk.
S&P said, "Our stable rating outlook on CRC reflects our
expectation that the company will maintain appropriate credit
measures and stem production declines in 2024 as permitting delays
are resolved. We forecast FFO to debt will exceed 60% and debt to
EBITDA will remain below 1.5x over the next two years while the
company generates significant FOCF.
"We could lower our rating on CRC if its FFO to debt approaches 30%
for a sustained period. This would most likely occur if the company
pursues a more aggressive capital spending plan or shareholder
return policy than we currently anticipate, if commodity prices
weaken without an offsetting reduction in capital spending, or if
its production declines by more than we anticipate for an extended
period.
"We could raise our rating on CRC if it significantly diversifies
its business outside of California and maintains FFO to debt of
well above 30% on a sustained basis.
"Environmental factors are a negative consideration in our credit
rating analysis of CRC as the E&P and downstream industries contend
with an accelerating energy transition and adoption of renewable
energy sources. Over the long term, we believe falling demand for
fossil fuels will lead to declining profitability and a more
difficult financing environment, especially for smaller independent
operators.
"Social factors are a moderately negative consideration on our
credit analysis. CRC's material exposure to California's more
stringent environmental regulations raises the potential for higher
costs or more limited drilling locations versus peers in
industry-friendly states, such as Texas. To help address these
concerns, CRC is positioning itself for the future by exploring and
investing in certain CO2 storage and solar power generation
opportunities. To that end, the company is uniquely positioned due
to its favorable existing reservoir characteristics and the state's
monetary incentives for decarbonization."
CAN B CORP: Expects $500K Yearly Savings After Consolidation
------------------------------------------------------------
Can B Corp. announced its move and consolidation of its Pure Health
Product operations from Lacey, WA to Colorado. This furthers Can
B's corporate consolidations as it previously did with Miami and
McMinville operations also relocating to Colorado.
Marco Alfonsi, Can B's chief executive officer, stated, "This
consolation is expected to save the Company nearly $500,000
annually in rent, staffing and shipping related expenses. We have
just completed delivery of 3 of the expected 4 semi-loads of
equipment and raw materials for Pure Health Products from Lacey, WA
to Colorado. Today, Colorado is the base of operation for all
manufacturing, processing, packaging and shipping of all hemp and
non-hemp related, CBD, nutrients, supplements, and super-food
products for all Can B subsidiaries."
The move included relocating all of the Super-Food products
manufacturing, process, packaging, labeling, and raw
materials/ingredients for Integrity Brands by Brooke Burke Body and
other brands to the Company's Fort Morgan facility on County Road
21 known as the "Budweiser Building".
Pure Health Products expects to have the Super-Food production in
full operation by mid-October 2023.
The other production equipment including bottling lines, capsule
machines, tablet presses, coating machines, wet and dry pouch
machines, and various packing sealing and coding equipment was
split into two segments between Hakala Research, LLC in Glen Rock
Wyoming, under a use agreement and CO Botanicals building on Energy
Road in Fort Morgan, CO known as the "ICS Building". This
equipment will continue production of PHP's white label and brand
labeled tinctures, salves, roll-ons, oils, supplements, lotions,
and related products both with and without CBD. This equipment is
expected to be operational by the end of October 2023 as the
Company also has sufficient products in inventory to meet expected
demand for 45-60 days at current usage.
About Can B Corp
Headquartered in Hicksville New York, Canbiola, Inc. (now known as
Can B Corp) -- http://www.canbiola.com-- develops, manufactures
and sells products containing cannabinoids derived from hemp
biomass and the licensing of durable medical devises.
Can B Corp. reported a net loss of $14.92 million for the year
ended Dec. 31, 2022, compared to a net loss of $12.17 million for
the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$15.56 million in total assets, $12.86 million in total
liabilities, and $2.70 million in total stockholders' equity.
Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
April 17, 2023, citing that the Company's significant operating
losses raise substantial doubt about its ability to continue as a
going concern.
CANOO INC: Receives $44.8M Proceeds From Sale of Shares, Warrants
-----------------------------------------------------------------
Canoo Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Oct. 12, 2023, the Company closed its
previously announced sale to an institutional investor of preferred
shares and warrants. The Company received net proceeds of
approximately $44.8 million after deducting expenses. The Company
intends to use the net proceeds for working capital and general
corporate purposes.
Also on Oct. 12, 2023, Canoo filed a Certificate of Designation for
the Company's 7.5% Series B Cumulative Perpetual Redeemable
Preferred Stock. The Certificate of Designation designates,
creates, authorizes and provides for the issue of the Preferred
Shares as contemplated by the previously disclosed Purchase
Agreement, by and between the Company and an institutional investor
relating to the acquisition by such investor of the Preferred
Shares and warrants.
About Canoo
Torrance, California-based Canoo Inc. -- www.canoo.com -- is a
mobility technology company with a mission to bring electric
vehicles to everyone and provide connected services that improve
the vehicle ownership experience. The Company is developing a
technology platform that it believes will enable the Company to
rapidly innovate and bring new products, addressing multiple use
cases, to market faster than its competition and at lower cost.
Canoo reported a net loss and comprehensive loss of $487.69 million
for the year ended Dec. 31, 2022, compared to a net loss and
comprehensive loss of $346.77 million for the year ended Dec. 31,
2021. As of Dec. 31, 2022, the Company had $496.47 million in
total assets, $259.90 million in total liabilities, and $236.57
million in total stockholders' equity.
Los Angeles, California-based Deloitte & Touche LLP, the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated March 30, 2023, citing that the Company has suffered
recurring losses from operations, has generated recurring negative
cash flows from operating activities, and expects to continue to
incur net losses and negative cash flows from operating activities
in accordance with its ongoing activities. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
CENSO LLC: Case Summary & Five Unsecured Creditors
--------------------------------------------------
Debtor: Censo LLC
9811 W. Charleston Blvd. Suite 2-351
Las Vegas, NV 89117
Business Description: Censo LLC owns a single family residence
located at 5900 Negril Las Vegas, NV valued
at $505,895. The Debtor also owns real
property located at 11441 Allerton Park
Dr. #411, Las Vegas, Nevada valued at
$514,930.
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
District of Nevada
Case No.: 23-14559
Debtor's Counsel: Michael J. Harker, Esq.
LAW OFFICES OF MICHAEL J. HARKER
2901 El Camino Ave
Suite 200
Las Vegas, NV 89102
Tel: 702-248-3000
Fax: 702-425-7290
Email: notices@harkerlawfirm.com
Total Assets: $1,021,325
Total Liabilities: $988,428
The petition was signed by Melanie Schulte as managing member.
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/XZRBN7A/CENSO_LLC__nvbke-23-14559__0001.0.pdf?mcid=tGE4TAMA
CHESAPEAKE ENERGY: S&P Alters Outlook to Pos., Affirms 'BB' ICR
---------------------------------------------------------------
S&P Global Ratings revised its ratings outlook on Oklahoma
City-based oil and gas exploration and production company
Chesapeake Energy Corp. to positive from stable and affirmed its
'BB' issuer credit rating. At the same time, S&P affirmed its 'BB'
issue-level and '3' recovery ratings on the company's unsecured
debt.
The positive outlook reflects S&P's expectation that the company
will maintain a prudent financial policy, keeping FFO to debt well
above 60% while managing capital expenditures and shareholder
distributions to keep discretionary cash flow (DCF) at or near
breakeven levels over the next two years.
To offset lower natural gas prices in 2023, Chesapeake has taken
steps to maintain strong cash flow/leverage metrics. Since the
beginning of 2023, Chesapeake has received about $1.9 billion in
cash asset sale proceeds from the sale of its Eagle Ford assets,
with another $650 million expected in the fourth quarter, followed
by deferred proceeds of $191 million in 2024, $116 million per year
in 2025 and 2026, and about $100 million in 2027. The company used
about $1.0 billion of these proceeds to repay its revolving credit
facility, with the remainder going to cash on the balance sheet,
thereby reducing overall net debt by nearly 65% to $1.0 billion at
the end of June, from $2.8 billion at year-end 2022. As a result,
S&P expects FFO to debt to remain well above 100%, with debt to
EBITDA below 1.0x, despite lower natural gas prices in 2023 and
2024.
The company is now 100% focused on natural gas. After selling its
Eagle Ford assets, Chesapeake operates exclusively in the natural
gas-focused Marcellus and Haynesville shales. As a result, the
company has some geographic diversity but very limited product
diversity, which contributes to more volatile cash flows and weaker
profitability relative to more liquids-focused peers. The company's
existing hedging (65% of production hedged for the rest of 2023 and
50% in 2024) and stated commitment to end-market diversification
through securing liquefied natural gas (LNG) sales agreements and
offtake capacity, will help mitigate cash flow volatility, while
greater asset concentration should result in lower unit costs over
time. However, Chesapeake's scale remains lower than that of
higher-rated, gas-focused peers, such as Southwestern Energy and
Antero Resources.
S&P said, "With capital expenditures already near maintenance
levels, we expect Chesapeake will reduce shareholder distributions
to keep DCF close to neutral. As cash flows decline this year due
to lower natural gas prices and asset sales, we expect Chesapeake
to reduce its variable dividend and share buybacks to keep total
shareholder distributions in line with FOCF. Nevertheless, DCF/debt
remains weaker for Chesapeake than for higher-rated, gas-focused
peers.
"The positive outlook on Chesapeake reflects our view that the
company will manage its variable dividends and share repurchases to
keep DCF at or near neutral over the next two years. We anticipate
deferred asset sale proceeds from divestitures already under
contract will cover potential DCF deficits. We estimate cash
flow/leverage measures to remain strong, with FFO to debt above
100% and debt to EBITDA below 1.0x over the next 12-24 months.
"We could upgrade Chesapeake if we expect its DCF/debt to remain at
or near neutral, while it maintains FFO/debt above 60% and
debt/EBITDA below 1.5x for a sustained period. This would most
likely occur if the company reduces shareholder distributions over
the next two years. We could also raise our rating if the company
meaningfully expanded its scale and scope while maintaining
appropriate credit measures.
"We could revise the outlook to stable if we expect the company to
generate substantial DCF deficits over the next two years. This
would most likely occur if capital expenditures are higher than we
currently anticipate, the company makes a debt-financed acquisition
that does not add to near-term cash flows, or if shareholder
distributions exceed our expectations."
CHRISTOPHER ALEX: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Christopher Alex Investments, LA, LLC
5119 Ball Road
Cypress, CA 90630
Business Description: The Debtor owns two real properties located
in Paramount, CA, and Gardena, CA having a
total current value of $5.7 million.
Chapter 11 Petition Date: October 18, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-12147
Judge: Hon. Scott C. Clarkson
Debtor's Counsel: Richard Baum, Esq.
RICHARD T BAUM
6627 Maryland Drive
Los Angeles, CA 90048
Tel: (310) 713-2215
Email: rickbaum@hotmail.com
Total Assets: $5,700,100
Total Liabilities: $790,000
The petition was signed by Daniel Verdugo as managing member.
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/437KAPQ/Christopher_Alex_Investments_LA__cacbke-23-12147__0001.0.pdf?mcid=tGE4TAMA
CRYPTO CO: Signs IP Assignment Agreement With AllFi
---------------------------------------------------
The Crypto Company disclosed in a Form 8-K filed with the
Securities and Exchange Commission that it entered into an
Intellectual Property Assignment Agreement with AllFi Technologies,
Inc., a Delaware corporation.
Pursuant to the IP Agreement, the Company assigns to AllFi
Technologies: (i) a sublicense of code instance managed by TelBill,
LLC under the Code Licensing Commerical Agreement dated as of Aug.
29, 2023, by and between the Company and TelBill, LLC, (ii) one
runtime SaaS license for use by AllFi Technologies in the conduct
of its coupon business for a term of 12 months in accordance with
the Company's sublicense right under Section 2.1 of the Code
Licensing Commerical Agreement in exchange for a fee to be mutually
agreed to by the Company and AllFi Technologies through the use of
such SaaS license, and (iii) one runtime SaaS license for use by
AllFi Technologies in the conduct of its banking and marketplace
business for a term of 12 months in accordance with the Company's
sublicense right under Section 2.1 of the Code Licensing Commerical
Agreement in exchange for a fee to be mutually agreed to by the
Company and AllFi Technologies through the use of such SaaS
license.
The Company and AllFi Technologies have made customary
representations, warranties, and covenants in the IP Agreement.
Subscription Agreement
On Oct. 3, 2023, the Company entered into a Subscription Agreement
with AllFi Technologies, pursuant to which the Company has agreed
to purchase from AllFi Technologies an aggregate of 501 shares of
AllFi Technologies' common stock, which represents 50.1% of the
current issued and outstanding shares of AllFi Technologies, for a
purchase price of $100,000. Upon the execution of the Subscription
Agreement, the Company became a shareholder of AllFi Technologies.
The Company and AllFi Technologies have made customary
representations, warranties, and covenants in the Subscription
Agreement.
In connection with the Company's investment in AllFi Technologies,
on Oct. 7, 2023, the Company sold an aggregate of 22,104,583 shares
of the Company's restricted common stock to AllFi Holdings LLC, for
a total purchase price of $1.00, pursuant to a Subscription
Agreement by and between the Company and the Investor.
About Crypto Company
Malibu, Calif.-based The Crypto Company -- www.thecryptocompany.com
-- is engaged in the business of providing consulting services and
education for distributed ledger technologies, for the building of
technological infrastructure, and enterprise blockchain technology
solutions.
Crypto Company reported a net loss of $5.66 million in 2022, a net
loss of $785,630 in 2021, and a net loss of $2.82 million in 2020.
As of March 31, 2023, the Company had $1.38 million in total
assets, $5.02 million in total liabilities, and a total
stockholders' deficit of $3.64 million.
Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
April 14, 2023, citing that the Company has suffered recurring
losses from operations that raises substantial doubt about its
ability to continue as a going concern.
CXOSYNC LLC: Neema Varghese Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 11 appointed Neema Varghese of NV
Consulting Services as Subchapter V trustee for CXOsync, LLC.
Ms. Varghese will be paid an hourly fee of $400 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Varghese declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Neema T. Varghese
NV Consulting Services
701 Potomac, Ste. 100
Naperville, IL 60565
Tel: (630) 697-4402
Email: nvarghese@nvconsultingservices.com
About CXOsync LLC
CXOsync, LLC is a corporate event planner which presents events and
workshops. Established in 2008, CXOsync has planned, populated and
executed thousands of CXO events globally that collaborate
corporate leaders with cutting edge content and solutions in the
fields of IT, Information Security, Marketing, Finance, Human
Resources and Customer Experience.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-13193) on Oct. 3,
2023, with $50,000 to $100,000 in assets and $1 million to $10
million in liabilities. Rupen Patel, managing member, signed the
petition.
Judge A. Benjamin Goldgar oversees the case.
Ben Schneider, Esq., at The Law Offices of Schneider and Stone
represents the Debtor as legal counsel.
DADDIO'S PIZZERIA: Hires Gleichenhaus Marchese as Counsel
---------------------------------------------------------
Daddio's Pizzeria, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of New York to employ Gleichenhaus
Marchese & Weishaar PC as its counsel.
The firm will provide these services:
(a) give the Debtor legal advice with respect to its powers
and duties as Debtor-in-Possession in the continued operation of
its business and in the management of its assets;
(b) take necessary action to avoid liens against the Debtor's
property, remove restraints against the Debtor's property and such
other actions to remove any encumbrances of liens which are
avoidable, which were placed against the property of the Debtor
prior to the filing of the Petition instituting this proceeding and
at a time when the Debtor was insolvent;
(c) take necessary action to enjoin and stay until final
decree herein any attempts by secured creditors to enforce liens
upon property of the Debtor in which property the Debtor has
substantial equity;
(d) represent the Debtor as Debtor-in-Possession in any
proceedings which may be instituted in this Court by creditors or
other parties during the course of this proceeding;
(e) prepare on behalf of the Debtor, as Debtor-in-Possession,
necessary petitions, answers, orders, reports, and other legal
papers; and
(f) perform all other legal services for the Debtor as
Debtor-in-Possession, or to employ attorneys for such services.
The firm will be paid at these rates:
Michael A. Weishaar, Esq. $395 per hour
Scott Bogucki, Esq. $375 per hour
Attorneys $350 per hour
Paralegals $200 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The retainer is $10,000.
Michael A. Weishaar, an attorney at Gleichenhaus, Marchese &
Weishaar, PC, disclosed in court filings that the firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Michael A. Weishaar, Esq.
GLEICHENHAUS, MARCHESE & WEISHAAR, PC
930 Convention Tower
43 Court Street
Buffalo, NY 14202
Telephone: (716) 845-6446
About Daddio's Pizzeria, Inc.
Daddio's Pizzeria, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. W.D.N.Y. Case No.
23-10848) on Sept. 1, 2023, with as much as $50,000 in assets and
$100,001 to $500,000 in liabilities.
Judge Carl L. Bucki oversees the case.
Robert B. Gleichenhaus, Esq., at Gleichenhaus, Marchese & Weishaar,
P.C. represents the Debtor as legal counsel.
DIRECTBUY HOME: Seeks $1.1 New Money DIP Loan from ZG Lending
-------------------------------------------------------------
DirectBuy Home Improvement, Inc. asks the U.S. Bankruptcy Court for
the District of New Jersey for authority to use cash collateral and
obtain postpetition financing.
The Debtor seeks to obtain a non-amortizing super-priority senior
secured term loan facility from ZG Lending SPV, LLC or its
designees or assignees. The DIP facility consisting of (a) roll-up
loans in the aggregate amount of $1.1 million and (b) up to $1.1
million in additional new money loans.
The DIP facility is due and payable on the earliest of:
i. January 31, 2024;
ii. the effective date of any chapter 11 plan of reorganization
filed by the Debtor;
iii. the consummation of any sale or other disposition of all or
substantially all the assets of the Debtor pursuant to 11 U.S.C.
section 363;
iv. the date of the acceleration of the DIP Loans and the
termination of the DIP Commitments following the occurrence of an
Event of Default;
v. the date of the DIP Lender's written notice to the Borrower
of the occurrence of an Event of Default under the DIP Facility;
vi. dismissal of the Chapter 11 Case or conversion of the
Chapter 11 Case into a case under chapter 7 of the Bankruptcy
Code;
vii. without the DIP Lender's prior written consent, the date of
filing or express written support by the Borrower of a Plan that is
not acceptable to the DIP Lender in its sole discretion; and
viii. 45 days after the date on which a motion to approve the DIP
Facility is filed (or such later date as agreed to by the DIP
Lender), unless the Final Order has been entered by the Bankruptcy
Court on or prior to such date.
The Debtor filed a chapter 11 case to expedite a going concern sale
process for assets and monetize inventory in retail locations. They
believe there's value in their brand and operations as a going
concern and seek post-petition financing and relief to achieve
their goals.
ZG Lending SPV, LLC, is the assignee of Alter Domus (US) LLC,
which, in turn, was the assignee of KeyBank, National Association.
ZG Lending is the agent for various lenders from time to time a
party to a Prepetition Credit Agreement made loan advances and
provided other financial accommodations to the Debtor. As of
Petition Date, the Debtor was indebted under the Prepetition Loan
Documents in an aggregate of $20 million.
The events that constitute and Event of Default include:
i. the entry of the Final Order will have not occurred within
45 days after the date on which a motion to approve the DIP
Facility is filed;
ii. the dismissal of the Chapter 11 Case or the conversion of
any of the Chapter 11 Case to a case under chapter 7 of the
Bankruptcy Code;
iii. breaches of any covenants, terms or provisions set forth in
the Term Sheet, in any DIP Document, or any Order (subject to any
applicable grace and/or cure periods), or any payment defaults;
iv. the entry of an order staying, reversing, vacating or
otherwise modifying the Interim Order or the Final Order, in each
case without the prior written consent of the DIP Lender; and
v. the entry of an order appointing a trustee, responsible
officer, or an examiner having expanded powers beyond those set
forth under 11 U.S.C. Sections 1106(a)(3) and (4) and under 11
U.S.C. section 1104 (other than a fee examiner) in the Chapter 11
Case, or the Bankruptcy Court will have entered an order providing
for such appointment, in each case without the prior written
consent of the DIP Lender in its sole discretion.
As adequate protection for the use of cash collateral, the
Pre-petition Lenders will receive replacement liens on all assets
of the Borrower and superpriority claims under 11 U.S.C. section
507(b) to the extent of any diminution in the value of the
Collateral, which replacement liens and claims will be senior to
all other liens and claims, subject only to the liens and claims in
favor of the DIP Facility and the Carve Out.
A copy of the motion is available at https://urlcurt.com/u?l=35j4kp
from PacerMonitor.com.
About DirectBuy Home Improvement, Inc.
DirectBuy Home Improvement, Inc., dba Z Gallerie, is a specialty
retailer focused on fashion and art-inspired home décor and home
furnishings.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 23-19159-SLM) on October
16, 2023. In the petition signed by Robert Fetterman, chief
financial officer and interim chief executive officer, the Debtor
disclosed up to $100 million in both assets and liabilities.
Michael D. Sirota, Esq., at Cole Schotz P.C., represents the Debtor
as legal counsel.
ZG Lending SPV, LLC, as DIP Agent and Prepetition Agent, is
represented by Lowenstein Sandler LLP's Robert M. Hirsh, Esq., and
Phillip Khezri, Esq.
DRAIN SERVICES: Thomas Kapusta Named Subchapter V Trustee
---------------------------------------------------------
The Acting U.S. Trustee for Region 12 appointed Thomas Kapusta as
Subchapter V trustee for Drain Services, Inc.
Mr. Kapusta will be paid an hourly fee of $275 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Kapusta declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Thomas J. Kapusta
P.O. Box 90624
Sioux Falls, SD 57109
Email: tkapusta@aol.com
About Drain Services
Drain Services Inc. offers residential, commercial, industrial, and
municipal pipe laying and lining to Minnesota, North Dakota, and
South Dakota customers. The company is based in West Fargo, N.D.
Drain Services filed Chapter 11 petition (Bankr. D.N.D. Case No.
23-30352) on Oct. 2, 2023, with up to $10 million in assets and up
to $1 million in liabilities. Kevin Cameron, vice president, signed
the petition.
Judge Shon Hastings oversees the case.
Maurice B. VerStandig, Esq., at The Dakota Bankruptcy Firm serves
as the Debtor's counsel.
EDGEWATER CONSTRUCTION: Hires Berkowitz Pollack Brant as Expert
---------------------------------------------------------------
Edgewater Construction Group, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Berkowitz Pollack Brant Advisors & CPAS as expert.
The Debtor requires the firm as as its testifying expert regarding
the compensatory and punitive damages asserted by the Debtor
arising from the Stay Violation Order.
The firm will be paid at the rates of $155 to $585 for partners,
and $100 to $180 per hour for administrative staffs.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Daniel S. Hughes, a partner at Berkowitz Pollack Brant Advisors &
CPAs, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Daniel S. Hughes
BERKOWITZ POLLACK BRANT ADVISORS & CPAS
200 S. Biscayne Boulevard,
Seventh and Eight Floors,
Miami, FL 33131-5351
Tel: (305) 379-7000
Email: lkevelson@bpbcpa.com4
About Edgewater Construction Group, Inc.
Edgewater Construction Group, Inc. is a Miami-based company that
provides general contractor services. The company has been in
business since February 1999.
Edgewater filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12217) on
March 22, 2023, with up to $50,000 in assets and $1 million to $10
million in liabilities. Ulysses Vazquez, II, president of
Edgewater, signed the petition.
Judge Laurel M. Isicoff presides over the case.
The Debtor tapped Jacqueline Calderin, Esq., at Agentis, PLLC as
bankruptcy counsel and Touron Law as special construction counsel.
ENSIGN ENERGY: S&P Upgrades ICR to 'CCC+', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings raised its rating on Canada-based drilling
contractor Ensign Energy Services Inc. to 'CCC+' from 'SD'. At the
same time, S&P raised its issue-level rating on the senior
unsecured notes to 'CCC+' from 'CCC-', reflecting improved recovery
prospects.
The negative outlook reflects S&P's view that while near-term
refinancing risk is diminished, the company's liquidity remains
constrained.
The announced transaction alleviates near-term refinancing risk.
Ensign announced a new C$369 million three-year term loan with its
banking syndicate, which together with projected free cash flow of
about C$200 million in 2023, will likely be used to redeem the
outstanding C$555 million of senior unsecured notes by year-end
2023. At the same time, the company has extended the maturity of
the C$900 million credit facility by three years to October 2026.
Following S&P's view of the credit facility extension as
distressed, S&P believes the executed transaction addresses the
refinancing risk associated with the upcoming maturities and
underpins the rating action.
S&P said, "We project meaningful positive free cash flow generation
but believe liquidity will remain constrained. Ensign's EBITDA rose
by 76% in the first half of 2023, largely spurred by higher
drilling activity. While rig count softened in recent weeks, we
believe rig activity will pick up in 2024, underpinned by a
constructive pricing environment. This is also demonstrated by
higher utilization and day rates across the industry, especially on
the super-spec rigs, which remain in tight supply following years
of underinvestment and land rig fleet rationalization. Based on our
forecasts and Ensign's contractual book (close to $1 billion of
contracted revenue), we project the company will generate positive
free operating cash flows (FOCF) averaging C$200 million-C$225
million annually in 2023 and 2024.
"However, we expect most of the free cash flows to be used toward
debt repayment, with the credit facility continuing to remain
largely drawn (85% drawn as of June 30, 2023). The new term loan is
subject to aggressive annual amortization ($110 million each in
2024 and 2025), with the credit facility subject to permanent
reduction to C$700 million by 2025. Accordingly, we believe
liquidity will remain constrained at least over the next 12 months,
which provides limited cushion to absorb unanticipated adverse
market or operational events.
"The negative outlook reflects our view that liquidity will
continue to remain constrained through at least 2025, with the
credit facility remaining largely drawn and company relying on free
cash flow generation to meet the aggressive mandatory amortization
under the term loan. Given the inherent volatility in the industry,
an unanticipated market downturn could result in
weaker-than-expected cash flow generation and free cash flow
available for debt reduction, limiting the company's ability to
meet the mandatory debt repayments.
"We could lower the ratings if the company's free cash flow
generation is weaker than anticipated, such that it is unable to
fully repay the senior unsecured notes at year-end, or meet the
required amortization under the term loan or permanent reduction
under the credit facility. This could occur if operating conditions
weaken materially from current base-case expectations, which could
stem from lower-than-expected commodity prices and a resulting
capital spending reduction by exploration and production (E&P)
companies.
"We would revise the outlook to stable if Ensign is able to improve
its liquidity, while maintaining funds from operations (FFO) to
debt above 12%.
"Environmental factors are a negative consideration in our credit
rating analysis of Ensign. As the energy transition continues and
the adoption of renewable energy sources accelerates, we believe
these factors will result in lower demand for drilling and oil
field services and are reflected in our assessment of Ensign's
business risk profile."
ESJ TOWERS: Hires Julio Cesar Alejandro Serrano as Local Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of ESJ Towers, Inc.
d/b/a Mare St. Clair Hotel Debtor seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Julio
Cesar Alejandro Serrano as local counsel.
The firm's services include:
a. advising the Committee with respect to its duties and
powers under the Bankruptcy Code and related law in connection with
the continued operation and liquidation of the business and
financial affairs of the Debtor;
b. assisting the Committee with respect to legal issues
arising from the current state of the Debtor's affairs, the
desirability of the continuation of its business, and any other
matters relevant to this Case;
c. assisting the Committee concerning the formulation and
terms of any proposed plan of liquidation or reorganization;
d. assisting the Committee in preserving or disposing of the
assets of the estate; and
e. rendering legal advice in such other matters as may arise
from time to time for which the Committee may need legal
assistance.
The firm will be paid at the rate of $160 per hour. The firm will
be paid a retainer in the amount of $10,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Julio Cesar Alejandro Serrano
USDC-PR 216602
100 Plaza Pradera SC Ste. 20 PMB 130
Toa Baja, PR 00949
Telephone: (787) 647-6632
Email: alejandroj.abogadopr@gmail.com
About ESJ Towers, Inc.
ESJ Towers, Inc. owns the ESJ Towers in Carolina, P.R. The luxury
apartments and condo units at ESJ Towers have direct access to Isla
Verde Beach, widely considered one of the best in Puerto Rico.
ESJ sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D.P.R. Case No. 22-01676) on June 10, 2022, with as much as
50 million in both assets and liabilities. ESJ President Keith St.
Clair signed the petition.
Judge Enrique S. Lamoutte Inclan oversees the case.
The Debtor tapped Charles A. Cuprill, Esq., at Charles A. Cuprill,
PSC Law Offices as bankruptcy counsel; Ramon Luis Nieves, Esq., at
RL Legal Consulting Services, LLC and Luis Daniel Muniz, Esq., as
special counsels; Dage Consulting CPAS, PSC as financial advisor;
CPA Luis R. Carrasquillo & Co., P.S.C. as financial consultant; and
De Angel & Compania, PA, LLC as auditor.
The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Sept. 12, 2022. The committee tapped the Law
Office of Jonathan A. Backman as lead bankruptcy counsel; Julio
Cesar Alejandro Serrano, Esq., at JCAS Law as local counsel; and
Dage Consulting CPAS, PSC as financial advisor.
ESJ TOWERS: Hires Law Office of Jonathan A. Backman as Counsel
--------------------------------------------------------------
The official committee of unsecured creditors of ESJ Towers, Inc.
d/b/a Mare St. Clair Hotel seeks approval from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ Law Office of
Jonathan A. Backman as counsel.
The firm's services include:
a. advising the Committee with respect to its duties and
powers under the Bankruptcy Code and related law in connection with
the continued operation and liquidation of the business and
financial affairs of the Debtor;
b. assisting the Committee with respect to legal issues
arising from the current state of the Debtor's affairs, the
desirability of the continuation of its business, and any other
matters relevant to this Case;
c. assisting the Committee concerning the formulation and
terms of any proposed plan of liquidation or reorganization;
d. assisting the Committee in preserving or disposing of the
assets of the estate; and
e. rendering legal advice in such other matters as may arise
from time to time for which the Committee may need legal
assistance.
The firm will be paid at these rates:
Lead counsel $350 per hour
Paralegal $75 per hour
The firm will be paid a retainer in the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jonathan A. Backman, Esq., a partner at Law Office of Jonathan A.
Backman, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Jonathan A. Backman, Esq.
LAW OFFICE OF JONATHAN A. BACKMAN
117 North Center Street
Bloomington, IL 61701-5001
Tel: (309) 820-7420
Fax: (309) 820-7430
Email: jbackman@backlawoffice.com
About ESJ Towers, Inc.
ESJ Towers, Inc. owns the ESJ Towers in Carolina, P.R. The luxury
apartments and condo units at ESJ Towers have direct access to Isla
Verde Beach, widely considered one of the best in Puerto Rico.
ESJ sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D.P.R. Case No. 22-01676) on June 10, 2022, with as much as
50 million in both assets and liabilities. ESJ President Keith St.
Clair signed the petition.
Judge Enrique S. Lamoutte Inclan oversees the case.
The Debtor tapped Charles A. Cuprill, Esq., at Charles A. Cuprill,
PSC Law Offices as bankruptcy counsel; Ramon Luis Nieves, Esq., at
RL Legal Consulting Services, LLC and Luis Daniel Muniz, Esq., as
special counsels; Dage Consulting CPAS, PSC as financial advisor;
CPA Luis R. Carrasquillo & Co., P.S.C. as financial consultant; and
De Angel & Compania, PA, LLC as auditor.
The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Sept. 12, 2022. The committee tapped the Law
Office of Jonathan A. Backman as lead bankruptcy counsel; Julio
Cesar Alejandro Serrano, Esq., at JCAS Law as local counsel; and
Dage Consulting CPAS, PSC as financial advisor.
EVOKE PHARMA: Term of SB Office Lease Extended Until October 2024
-----------------------------------------------------------------
Evoke Pharma, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 9, 2023, it entered
into the Sixth Amendment to Lease with SB Corporate Centre III-IV,
LLC, as landlord, to amend the Office Lease Agreement, dated as of
Dec. 19, 2016, by and between the Landlord and the Company (as
amended), relating to approximately 3,146 rentable square feet of
office space located at 420 Stevens Avenue, Suite 370, Solana
Beach, California 92075, which serves as the Company's
headquarters. The Sixth Amendment provides that:
(i) effective Nov. 1, 2023, the Company shall surrender to the
Landlord the Existing Premises;
(ii) the Company shall lease from the Landlord an aggregate area
of approximately 1,451 rentable square feet of office space located
at 420 Stevens Avenue, Suite 230, Solana Beach, California 92075;
and
(iii) the term of the Lease shall extend from Oct. 31, 2023 to
Oct. 31, 2024.
The Sixth Amendment provides that the base monthly rent for the New
Premises will be $6,311.85 for the 12-month period beginning on
Nov. 1, 2023 and that the Company will be obligated to pay a
specified percentage of certain expenses paid by the Landlord.
About Evoke Pharma
Headquartered in Solana Beach, California, Evoke Pharma, Inc. --
http://www.evokepharma.com-- is a specialty pharmaceutical company
focused primarily on the development of drugs to treat GI disorders
and diseases. The Company is developing Gimoti, a nasal spray
formulation of metoclopramide, for the relief of symptoms
associated with acute and recurrent diabetic gastroparesis.
Evoke Pharma reported a net loss of $8.22 million for the year
ended Dec. 31, 2022, compared to a net loss of $8.54 million for
the year ended Dec. 31, 2021.
San Diego, California-based BDO USA, LLP, the Company's auditor
since 2014, issued a "going concern" qualification in its report
dated March 21, 2023, citing that the Company has suffered
recurring losses and negative cash flows from operations since
inception. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
EXELA TECHNOLOGIES: Signs Voting Agreement With GP-HGM LLC
----------------------------------------------------------
Exela Technologies Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that it entered into a voting
agreement with GP-HGM LLC (the "Special Voting Holder"), providing
that the Special Voting Holder purchased 1,000,000 shares of
Special Voting Stock from the Company for an aggregate purchase
price of $100 and has agreed to vote all shares of Special Voting
Stock on the Amendment to Series B Certificate of Designations
Proposal. At the Annual Meeting, stockholders will be asked to,
among other proposals, approve an amendment to the Certificate of
Designations of the Company's Series B Cumulative Convertible
Perpetual Preferred Stock to allow the Company, in its sole
discretion, to have the ability to (a) pay dividends in shares of
Common Stock, (b) pay less than all of the accrued dividends, and
(c) pay dividends on any date designated by the Company's board of
directors for the payment of dividends.
The Special Voting Holder has agreed to vote for the Amendment to
Series B Certificate of Designations Proposal in the same
proportion as the votes cast on such proposal by the holders of
Common Stock and the Company's Tandem Preferred Stock (excluding
abstentions and, if applicable, broker non-votes). By way of
example, if holders of 40% in voting power of the outstanding
shares of Common Stock and Tandem Preferred Stock attend the
meeting and, of that 40%, holders of 80% in voting power of the
shares of Common Stock and Tandem Preferred Stock present vote in
favor of the Amendment to Series B Certificate of Designations
Proposal, and holders of 20% in voting power of the shares of
Common Stock and Tandem Preferred Stock present vote against the
Amendment to Series B Certificate of Designations Proposal, then
the Special Voting Holder will cause 80% of the voting power of the
outstanding shares of Special Voting Stock to be voted in favor of
the Amendment to Series B Certificate of Designations Proposal and
20% of the voting power of the outstanding shares of Special Voting
Stock to be voted against the Amendment to Series B Certificate of
Designations Proposal.
The Company has further agreed to redeem the shares of Special
Voting Stock on the first business day following the date on which
the voting on the Amendment to Series B Certificate of Designations
Proposal has concluded and the polls on the Amendment to Series B
Certificate of Designations Proposal have closed for an aggregate
price of $100.
Exela Technologies, on Oct. 9, 2023, created a new class of its
preferred stock and designated such stock as "Special Voting Stock"
and entered into a Subscription, Voting and Redemption Agreement
related to the issuance, voting and redemption of the Special
Voting Stock. Each share of Special Voting Stock is entitled to
20,000 votes per share on certain items to be voted upon at the
Company's 2023 annual meeting of its stockholders.
On Oct. 9, 2023, the Company filed the Certificate of Designations
for its Special Voting Stock with the Secretary of State of the
State of Delaware authorizing 1,000,000 shares of the Special
Voting Stock.
About Exela Technologies
Headquartered in Irving, Texas, Exela Technologies --
www.exelatech.com -- is a global provider of transaction
processing
solutions, enterprise information management, document management
and digital business process services.
Exela reported a net loss of $415.58 million in 2022, a net loss of
$142.39 million in 2021, and a net loss of $178.53 million in 2020.
As of Dec. 31, 2022, the Company had $721.91 million in total
assets, $1.53 billion in total liabilities, and a total
stockholders' deficit of $807.59 million.
Detroit, Michigan-based KPMG LLP, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated April 3,
2023, citing that the Company has a history of net losses, net
operating cash outflows, working capital deficits, significant cash
payments for interest on long-term debt, and significant current
maturities of long-term debt that raise substantial doubt about its
ability to continue as a going concern.
* * *
As reported by the TCR on Aug. 24, 2023, S&P Global Ratings raised
its issuer credit rating on Exela Technologies Inc. to 'CCC' from
'SD' (selective default). S&P said, "Despite improving revenue
trends and cost savings, we forecast limited liquidity cushion in
January and July of 2024."
FARWELL VENTURES: Gets OK to Hire Richman & Richman as Counsel
--------------------------------------------------------------
Farwell Ventures, Inc. received approval from the U.S. Bankruptcy
Court for the Western District of Wisconsin to hire Richman &
Richman LLC as its general bankruptcy counsel.
The firm's services include:
a. advising the Debtor with respect to its power and duties as
Debtor in possession and the continued management and operation of
its businesses and properties;
b. assisting the Debtor with the continuation of DIP
operations and monthly reporting requirements;
c. advising the Debtor and taking all necessary action to
protect and preserve the Debtor's estate;
d. preparing amendments to bankruptcy schedules, statements of
financial affairs, and all related documents as necessary;
e. assisting with the preparation of a plan of reorganization
and the related negotiations and hearings;
f. preparing pleadings in connection with the chapter 11 case;
g. analyzing executory contracts and unexpired leases, and the
potential assumptions, assignments, or rejections of such contracts
and leases;
h. advising the Debtor in connection with any potential sale
of assets;
i. appearing at and being involved in various proceedings
before this court; and
j. analyzing claims and prosecuting any meritorious claim
objections.
The firm will be paid at these hourly rates:
Michael P. Richman, Partner $675
Claire Ann Richman, Partner $575
Eliza M. Reyes, Associate $450
David T. Fowle, Paralegal $195
As disclosed in court filings, Richman & Richman is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Claire Ann Richman, Esq.
RICHMAN & RICHMAN LLC
122 W. Washington, Suite 850
Madison WI 53703
Phone: (608) 630-8990
Email: crichman@randr.law
About Farwell Ventures
Farwell Ventures, Inc. is a golf simulator lounge where it provides
the gloves, the clubs, and the balls. Based in Madison, Wisc.,
Farwell Ventures conducts business under the names Hook & Fade and
SimGym.
Farwell Ventures filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. W.D. Wisc. Case No. 23-11125) on June
30, 2023, with $1 million to $10 million in assets and
liabilities.
Jerome Kerkman of Kerkman & Dunn has been appointed as Subchapter V
trustee.
Claire Ann Richman, Esq., at Steinhilber Swanson, LLP represents
the Debtor as counsel.
FIG & FENNEL: Case Summary & Largest Unsecured Creditors
--------------------------------------------------------
Eight affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
Fig & Fennel at MIA, LLC 23-18515
219 NE 3rd Street
Hallandale, FL 33009
Icebox Cafe at MIA, LLC 23-18521
219 NE 3rd Street
Hallandale, FL 33009
Icebox Cafe BPO, LLC 23-18522
219 NE 3rd Street
Hallandale, FL 33009
Icebox Cafe, L.C. 23-18523
219 NE 3rd Street
Hallandale, FL 33009
Icebox Pantry, LLC 23-18525
219 NE 3rd Street
Hallandale, FL 33009
Icebox Pantry at Hallandale, LLC 23-18526
219 NE 3rd Street
Hallandale, FL 3300
Icebox Pantry at ATL, LLC 23-18529
219 NE 3rd Street
Hallandale, FL 33009
Icebox Pantry at UCF, LLC 23-18530
219 NE 3rd Street
Hallandale, FL 33009
Business Description: The Debtors are owners and operators of
restaurants offering a broad selection of
grab-and-go sandwiches, salads, bowls,
snacks, desserts, and more.
chicken, chicken salads and salad rolls.
Chapter 11 Petition Date: October 18, 2023
Court: United States Bankruptcy Court
Southern District of Florida
Debtors' Counsel: Adam Leichtling, Esq.
LAPIN & LEICHTLING, LLP
255 Alhambra Circle, Suite 600
Miami, FL 33134
Tel: 212-557-7200
Fax: 212 286 1884
Email: aleichtling@LL-lawfirm.com
Fig & Fennel's
Total Assets: $2,956,271
Fig & Fennel's
Total Liabilities: $523,057
Icebox Cafe at MIA's
Total Assets: $4,721,234
Icebox Cafe at MIA's
Total Liabilities: $552,936
Icebox Cafe BPO's
Total Assets: $0
Icebox Cafe BPO's
Total Liabilities: $6,596,547
Icebox Cafe, L.C.'s
Total Assets: $3,550,594
Icebox Cafe, L.C.'s
Total Liabilities: $2,281,012
Icebox Pantry's
Total Assets: $1,320,139
Icebox Pantry's
Total Liabilities: $7,026,113
Icebox Pantry at Hallandale's
Total Assets: $249,958
Icebox Pantry at Hallandale's
Total Liabilities: $983,921
Icebox Pantry at ATL's
Total Assets: $1,752
Icebox Pantry at ATL's
Total Liabilities: $22,154
Icebox Pantry at UCF's
Total Assets: $71,522
Icebox Pantry at UCF's
Total Liabilities: $233,922
The petitions were signed by Robert Siegmann as manager.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' largest unsecured creditors are available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/IYNZJXQ/Fig__Fennel_at_MIA_LLC__flsbke-23-18515__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/7CPOGRI/Icebox_Cafe_at_MIA_LLC__flsbke-23-18521__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/7NWKWHY/Icebox_Cafe_BPO_LLC__flsbke-23-18522__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/7KWL7BY/Icebox_Cafe_LC__flsbke-23-18523__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/IQK7UBQ/Icebox_Pantry_LLC__flsbke-23-18525__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/5M4IG7I/Icebox_Pantry_at_Hallandale_LLC__flsbke-23-18526__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/5IYRHNA/Icebox_Pantry_at_ATL_LLC__flsbke-23-18529__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/5XEHKXI/Icebox_Pantry_at_UCF_LLC__flsbke-23-18530__0001.0.pdf?mcid=tGE4TAMA
FORT GORDON: Moody's Cuts Rating on 2006 Class I Bonds to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has downgraded the following ratings on
Fort Gordon Housing LLC (GA)'s Series 2006 Bonds:
Class I Bonds to Ba1 from Baa2
Class II Bonds to Ba2 from Baa3
Concurrently, Moody's revised the outlook to stable from negative.
RATINGS RATIONALE
The downgrade of Fort Gordon Housing (Fort Gordon or the project)
LLC Class I to Ba1 and Class II to Ba2 reflects declining occupancy
levels from 2019 through 2023. Fort Gordon faces a highly
competitive market, limiting the ability to raise rents while
managing expense growth, which is a leading factor affecting
financial performance. Based on audited results for Fiscal 2022,
ending on December 31, 2022, Moody's adjusted debt service coverage
(DSC) was very weak.
The long-term rating of Ba1 on Class I and Ba2 on Class II of this
military housing transaction is based upon the expectation that
debt service coverage will improve in 2023 benefiting from an
increased 2023 BAH of over 9% and Moody's expectation of expense
controls. Fort Gordon's position as a significant hub for cyber
operations in the US military is also a strength. However, the
project's size and location in a soft real estate market (Augusta,
Georgia) creates uncertainty around occupancy going forward and the
potential for expense inflation also creates risk. Furthermore,
the debt service reserve (DSR) through a surety provided by Ambac
Assurance Corporation Group, an unrated provider, creates liquidity
risk.
RATING OUTLOOK
The outlook is stable. The positive factors for the project, such
as an increase in BAH and strong support from the project manager,
help to balance out weakness in the real estate market and
uncertainty around increases in expenses in the future.
Furthermore, based on unaudited financials and budgets for 2023,
debt coverage should stabilize and result in minimum 1.0x DSC on
both classes of debt.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Consistently increasing debt service coverage levels
-- Increase in BAH, occupancy and rental revenues and/or
decrease in operating expenses
-- Cash funded surety or replacement with a highly rated
surety provider
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Any significant decline in anticipated debt service
coverage due to lack of BAH increases, declines in occupancy,
increases in operating expenses, or other pressures on net
operating income
LEGAL SECURITY
The Bonds are limited obligations of the Issuer, Fort Gordon LLC,
payable solely from the assets and revenues pledged under the
Indenture, including revenues generated by the operation of the
residential rental housing units. Each class of Bonds is secured by
a Debt Service Reserve Fund (DSRF) in an amount equal to maximum
annual debt service on the respective class of Bonds.
USE OF PROCEEDS
The 2006 Series Class I and Class II bonds were issued to fund the
design, development, construction, and renovation of military
multifamily housing at the Fort Gordon military base.
PROFILE
Fort Gordon is located in Augusta, Georgia within Richmond County,
approximately 150 miles east of Atlanta. It is located in the
northeastern portion of the state of Georgia, and is adjacent to
the Georgia-South Carolina state border. Fort Gordon is the biggest
employer in the region, employing a workforce of approximately
15,700 military personnel and 7,100 civilians.
The borrower is Fort Gordon Housing LLC which was formed as a
Delaware limited liability company on April 26, 2006 for the
purpose of developing and maintaining housing at Fort Gordon
through the Military Housing Privatization Initiative pursuant to
the National Defense Authorization Act of 1996. Operations for the
base began on May 1, 2006. In July 2012, the Department of the Army
declared the Initial Development Period complete. The current
number of end state units is 1,080.
METHODOLOGY
The principal methodology used in these ratings was Global Housing
Projects published in June 2017.
GAUCHO GROUP: Inks 2nd Amendment to Senior Secured Convertible Note
-------------------------------------------------------------------
Gaucho Group Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that the Company and an
institutional investor, as holder, entered into the Second
Amendment to Senior Secured Convertible Note which amends the Note
and reiterates that the issuance of shares pursuant to the Note,
Note Documents, First Amendment and Second Amendment are subject to
compliance with Nasdaq Rule 5635.
Gaucho Group and the Holder had entered into that certain
Securities Purchase Agreement, dated as of Feb. 21, 2023 and the
Company issued to the Holder a senior secured convertible note and
warrant to purchase 3,377,099 shares of common stock of the
Company.
On Aug. 11, 2023, the Company and the Holder entered into an
agreement to, among other things, waive certain provisions of the
Note.
On Oct. 5, 2023, the Company and the Holder entered into the First
Amendment to Senior Secured Convertible Note which amends the Note
and lowers the Floor Price from $2.70 to $0.40.
About Gaucho Group
Headquartered in New York, NY, Gaucho Group Holdings, Inc. --
http://www.algodongroup.com-- was incorporated on April 5, 1999.
Effective Oct. 1, 2018, the Company changed its name from Algodon
Wines & Luxury Development, Inc. to Algodon Group, Inc., and
effective March 11, 2019, the Company changed its name from Algodon
Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly
owned subsidiaries, GGH invests in, develops and operates real
estate projects in Argentina. GGH operates a hotel, golf and tennis
resort, vineyard and producing winery in addition to developing
residential lots located near the resort. In 2016, GGH formed a
new subsidiary and in 2018, established an e-commerce platform for
the manufacture and sale of high-end fashion and
accessories. The activities in Argentina are conducted through its
operating entities: InvestProperty Group, LLC, Algodon Global
Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties
II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its
wines in Europe through its United Kingdom entity, Algodon Europe,
LTD.
Gaucho Group reported a net loss of $21.83 million for the year
ended Dec. 31, 2022, compared to a net loss of $2.39 million for
the year ended Dec. 31, 2021. As of March 31, 2023, the Company
had $21.01 million in total assets, $8.60 million in total
liabilities, and $12.40 million in total stockholders' equity.
New York, NY-based Marcum LLP, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated April
17, 2023, citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
GAUCHO GROUP: To Convert Select Vineyards to Organic Cultivation
----------------------------------------------------------------
Gaucho Group Holdings, Inc. announced its journey towards organic
cultivation for select sections of its renowned Pinot Noir and
Cabernet Sauvignon vineyards. Anticipated to unfold over 24 to 36
months, this shift represents a pivotal move in the Company's
commitment to sustainability and eco-friendly methods. By
including premium organic products from its expansive 4,138-acre
residential vineyard estate, the Company aims to draw a broader
global clientele to its real estate offerings, thereby enhancing
stockholder value.
Gaucho Group said, "The decision to adopt organic cultivation
reflects Gaucho Holdings' pursuit of excellence and innovation. By
transitioning to organic vineyard practices for some of its wines,
the Company believes it stands to gain several key advantages:
Recognizing the increasing demand for organic wines among
health-conscious and environmentally aware consumers, the move can
expand the company's market reach to this growing demographic.
Moreover, the organic label typically allows for premium pricing,
presenting an opportunity to enhance profitability with each export
and domestic sale. While Algodon Wine Estates has long practiced
eco-friendly cultivation, the pursuit of an official organic
certification underlines the company's commitment to sustainable
operations and transparency.
"This transition to organic practices is a strategic step in Gaucho
Holdings' long-term vision for growth. In the near future, the
company plans further develop the organic garden supporting Algodon
Wine Estates' Argentine farm-to-table restaurant, Chez Gaston.
Alongside this, the estate is undertaking infrastructure
enhancements, such as the implementation of new water wells, with
the aim of bolstering water self-reliance. These endeavors are
part of a broader initiative to adopt sustainable practices, all
with an eye towards enhancing stockholder value."
"Algodon Wine Estates has always taken pride in its eco-friendly
approach to winemaking. This strategic shift towards organic
cultivation underscores our dedication to offering exceptional
products while staying attuned to market trends and the evolving
preferences of our valued consumers," said Scott Mathis, founder,
chief executive officer, and Chairman of the Board of Directors of
Gaucho Group Holdings, Inc. "Argentina, often overlooked in the
global investment landscape, is a land brimming with untapped
potential. Our contrarian vision recognizes the opportunities this
vibrant nation presents. Gaucho Holdings stands out as one of the
few US companies diving deep into Argentina's offerings. We're not
just here for the moment; we have a slew of initiatives lined up,
each designed to further enhance value for our stockholders.
Argentina's great potential, combined with our vision, sets the
stage for what we believe can be a very exciting trajectory."
About Gaucho Group
Headquartered in New York, NY, Gaucho Group Holdings, Inc. --
http://www.algodongroup.com-- was incorporated on April 5, 1999.
Effective Oct. 1, 2018, the Company changed its name from Algodon
Wines & Luxury Development, Inc. to Algodon Group, Inc., and
effective March 11, 2019, the Company changed its name from Algodon
Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly
owned subsidiaries, GGH invests in, develops and operates real
estate projects in Argentina. GGH operates a hotel, golf and tennis
resort, vineyard and producing winery in addition to developing
residential lots located near the resort. In 2016, GGH formed a
new subsidiary and in 2018, established an e-commerce platform for
the manufacture and sale of high-end fashion and
accessories. The activities in Argentina are conducted through its
operating entities: InvestProperty Group, LLC, Algodon Global
Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties
II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its
wines in Europe through its United Kingdom entity, Algodon Europe,
LTD.
Gaucho Group reported a net loss of $21.83 million for the year
ended Dec. 31, 2022, compared to a net loss of $2.39 million for
the year ended Dec. 31, 2021. As of March 31, 2023, the Company
had $21.01 million in total assets, $8.60 million in total
liabilities, and $12.40 million in total stockholders' equity.
New York, NY-based Marcum LLP, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated April
17, 2023, citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
GENEVA REPAIR: Case Summary & Five Unsecured Creditors
------------------------------------------------------
Debtor: Geneva Repair Shop, Inc.
901 N. Raddant Rd.
Batavia, IL 60510
Business Description: Geneva Repair is a family owned business
offering an array of auto body collision
services, custom paint, airbrushing and
restoration projects.
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 23-13878
Debtor's Counsel: David K. Welch, Esq.
BURKE, WARREN, MACKAY & SERRITELLA, P.C.
330 N. Wabash
21st Floor
Chicago, IL 60611
Tel: 312-840-7122
Email: dwelch@burkelaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Pasquale Roppo as president.
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/YC33AYI/Geneva_Repair_Shop_Inc__ilnbke-23-13878__0001.0.pdf?mcid=tGE4TAMA
GRAND STREET: Case Summary & Two Unsecured Creditors
----------------------------------------------------
Debtor: Grand Street Holding Group, LLC
325 Grand Street
Paterson, NJ 07505
Business Description: The Debtor is the owner of real estate
located at 325 Grand Street, Paterson, NJ
valued at $1.36 million.
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 23-19212
Debtor's Counsel: Erik M. Helbing, Esq.
HELBING LAW, LLC
109 West Broad Street
Tamaqua, PA 18252
Tel: (570) 668-1241
Fax: (570) 371-5445
Email: bk@boweodorizzilaw.com
Total Assets: $1,360,333
Total Liabilities: $550,000
The petition was signed by Lisa Vasquez as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/FRGHBTI/Grand_Street_Holding_Group_LLC__njbke-23-19212__0001.0.pdf?mcid=tGE4TAMA
GREATER FELLOWSHIP: Seeks to Hire Dale Wardlow as Appraiser
-----------------------------------------------------------
Greater Fellowship Ministries, Inc. filed a corrected a application
seeking approval from the U.S. Bankruptcy Court for the Eastern
District of Arkansas to employ Dale Wardlow of Wardlow Appraisals
as its appraiser.
The firm will testify regarding the appraisal prepared on the
property located at 2401 S. Main Street, Pine Bluff, AR 72039 in
Jefferson County.
Wardlow is a disinterested person within the meaning of 11 U.S.C.
Sec. 101(14), according to court filings.
The firm can be reached through:
Dale Wardlow
Wardlow Appraisals
P O Box 703
Searcy, AR 72145
Phone: (501) 729-1015
Email: wardlow.app@gmail.com
About Greater Fellowship Ministries
Greater Fellowship Ministries, Inc., a tax-exempt religious
organization, filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Ark. Case No. 23-10710) on March 13,
2023. In the petition filed by Esau Watson, chief executive officer
(CEO), the Debtor disclosed $100,000 to $500,000 in assets and $1
million to $10 million in liabilities.
Judge Bianca M. Rucker oversees the case.
Frank H. Falkner, Esq., at Dilks Law Firm serves as the Debtor's
counsel.
GREYSTAR REAL: Moody's Affirms Ba3 CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed Greystar Real Estate Partners,
LLC's ("Greystar" or "GREP") Ba3 Corporate Family Rating, Ba3-PD
Probability of Default Rating and Ba3 ratings on the company's
senior secured notes and senior secured term loan. At the same
time, Moody's changed the outlook to stable from positive.
The change in outlook reflects Moody's expectation that Greystar's
growth will moderate going forward given current macroeconomic and
commercial real estate challenges. These challenges include higher
financing costs, a slowdown in transaction and development
activity, reduced investor appetite (especially in open-ended
funds), and uncertainty related to a wrongful death lawsuit filed
against certain company subsidiaries and potential compensatory
damages.
RATINGS RATIONALE
Greystar's Ba3 CFR reflects the company's position as the largest
property manager and developer of multifamily properties in the
United States, as well as a leading global real estate management
firm with $75.7 billion of total assets under management (AUM).
With an expanding network of institutional partnerships around the
world, Greystar is adept at sourcing new opportunities and raising
new equity capital, while also maintaining a large and active
development pipeline and low financial leverage.
The change in outlook reflects Moody's expectation that the
company's revenues and profits will moderate from current levels.
The moderation will likely be driven by a reduction in fees
associated with transaction and development activity, with fewer
active development projects and new development starts in the
pipeline. The company's development and construction management
business, which accounts for a significant portion of revenues, is
cyclical and can be highly volatile. Further, Moody's expects
higher construction and financing costs will reduce investor
appetite for real estate and slow the pace of capital inflows to
Greystar's open-ended funds.
Greystar's long-term growth strategy is reliant on funding from new
capital inflows, which can be volatile through economic and real
estate cycles. Consequently, the company's business model, which
has delivered very strong performance in recent years due to a
spike in multifamily demand post-pandemic, is likely to experience
a slower trajectory of revenue and profit growth going forward.
Nevertheless, in the next 12-18 months, Moody's expects that the
company's financial leverage will remain in the 2-3x range, as
adjusted by Moody's. Lastly, a potential settlement and reduction
in EBITDA related to the company's wrongful death lawsuit, is an
additional risk that could pressure the cushion on its credit
metrics.
Greystar's ratings are supported by its good liquidity with $305
million in cash at the end of June 30, 2023 and full availability
under its $150 million secured revolving credit facility (unrated)
post refinancing, with a $50 million accordion. Subsequent to its
recent refinancing in August 2023, the company has no corporate
debt maturities until 2030, when $400 million in senior secured
notes and $450 million in secured term loan debt come due. Further,
Greystar's discretionary, sponsor equity fund Greystar Global
Strategic Partners I, which has raised $3 billion in coinvestment
equity capital for investments, alleviates balance sheet burden at
the parent level.
The stable rating outlook reflects Moody's expectation that
Greystar will continue to grow its recurring revenues, while
maintaining a low leverage profile with ample financial
flexibility.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A ratings upgrade would be predicated on Greystar achieving the
following on a sustained basis: total revenues approaching $5.5
billion with LTM adjusted EBITDA approaching $450 million, EBITA
margin approaching 8.5%, debt to EBITDA below 2.0x, including
operating lease liabilities, continued growth in the
diversification of its investment lines, and raising of additional
equity capital and retained cash flow to net debt approaching 35%.
A ratings downgrade would be predicated upon the following on a
sustained basis: debt to EBITDA rising above 3.5x, interest
coverage ratio below 4.0x, RCF to net debt declining below 20%,
material losses in revenue caused by a significant misstep in its
development and construction service and investment management
businesses.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Based in Charleston, South Carolina and with local presence in 241
markets across the globe, Greystar Real Estate Partners, LLC is a
privately owned real estate service company dedicated to the
management and development of multifamily rental properties,
including conventional apartments buildings, active adult
complexes, purpose-built student housing, industrial properties, as
well as life science and modular construction. The company offers a
comprehensive suite of property management, development and
construction services, and investment management primarily to its
institutional investors such as pension funds, private equity
groups, and financial institutions. GREP pursues investment
strategies through a series of discretionary and non-discretionary
funds, which include perpetual life funds, closed-end vehicles and
joint ventures (JV).
HARRIS ENERGY: Hires Biller Realty Company as Real Estate Broker
----------------------------------------------------------------
Harris Energy Group, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Eastern District of Wisconsin to
employ Biller Realty Company as real estate broker.
The firm will market and sell the following real properties:
a. a 0.26 acres of real estate located at 1378 1st Avenue
South in Park Falls, Wisconsin;
b. a 53.90 acres of vacant real estate on River Drive in
Radison, Wisconsin;
c. a 25.80 acres of vacant real estate on River Drive in
Radison, Wisconsin; and
d. a 2.45 acres of vacant real estate in the City of Park
Falls, Wisconsin.
The firm will be paid a commission of 6 percent of sales price of
the real properties.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert S. Biller, a partner at Biller Realty Company, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Robert S. Biller
Biller Realty Company
6704 West State Road 70,
Winter, Wisconsin 54896
Tel: (715) 266-2412
About Harris Energy Group, Inc.
Harris Energy Group, Inc. and affiliates own, operate, and develop
hydroelectric power plants in Wisconsin, Michigan, Iowa, and
Illinois, generating power for sale to public utilities,
governmental agencies, and private power producers. The plants
generate power when water from rivers or lakes flows through the
blades of a turbine. The turbines are connected to a generator that
makes electricity, which is then sold to either the Midcontinent
Independent System Operation or other public entities or private
companies through power purchase agreements.
Harris Energy and its affiliates sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Wis. Lead Case No.
23-21117) on March 16, 2023. In the petition signed by its
chairman, William D. Harris, Harris Energy disclosed up to $50,000
in assets and up to $1 million in liabilities.
Judge Katherine Maloney Perhach oversees the cases.
The Debtors tapped Paul G. Swanson, Esq., at Steinhilber Swanson,
LLP as legal counsel and MS Financial Services as financial
advisor.
HERITAGE COMMUNITY: S&P Assigns 'BB+' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issuer credit rating (ICR) to
Heritage Community Charter School (HCCS), Idaho. The outlook is
stable.
"We assessed HCCS's enterprise profile as adequate, reflecting a
stable enrollment base, solid student retention, and a
well-connected management team; these positive credit factors are
balanced somewhat by the school's modest level of enrollment, lack
of growth plans, and weaker academic performance compared with that
of state peers, which has led to conditional authorizer renewals in
the past," said S&P Global Ratings credit analyst Mikayla Mahan.
S&P said, "We assessed HCCS's financial profile as adequate as
well, driven by a healthy cash position that the school expects to
maintain and a manageable debt burden, although its small revenue
base will likely constrain its operations when federal pandemic
relief expires, in our view. Combined, these credit factors lead to
an anchor of 'bbb-'. As our criteria indicates, the final rating
can be within one notch of the anchor. In our opinion, the 'BB+'
rating better captures the school's weaker pro forma maximum annual
debt service (MADS) coverage to that of rated peers.
"The stable outlook represents our expectation that HCCS will
continue producing positive operations, as in years past,
supporting sufficient MADS coverage that is in line with that of
rated peers. We also believe that the school will maintain its
stable demand profile.
"We could take a negative rating action if significant enrollment
declines were to materialize, given the school's already limited
enrollment base, translating into significantly weaker margins and
MADS coverage compared with that of peers.
"We could consider a positive rating action if the school is able
to improve and sustain a MADS coverage commensurate with that of
higher-rated peers of a similar size, while also maintaining its
improved academics, solid cash position, and stable enrollment
level."
HOSPITALITY INVESTMENT: Hires BransonLaw PLLC as Legal Counsel
--------------------------------------------------------------
Hospitality Investment Partners, LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
BransonLaw, PLLC as legal counsel.
The firm will provide these services:
a. prosecute and defend any causes of action on behalf of the
Debtor, prepare, on behalf of the Debtor, all necessary
applications, motions, reports and other legal papers;
b. assist in the formulation of a plan of reorganization; and
c. provide all other services of a legal nature.
The hourly rates of the firm's attorneys and staff range from $495
to $175.
Prior to its Chapter 11 filing, the Debtor paid an advance fee of
$11,757.50 for the firm's post-petition services and expenses and
the filing fee of $1,738.
Jeffrey Ainsworth, Esq., an attorney at BransonLaw, disclosed in a
court filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord St.
Orlando, FL 32803
Telephone: (407) 894-6834
Facsimile: (407) 894-8559
Email: jeff@bransonlaw.com
jacob@bransonlaw.com
About Hospitality Investment Partners, LLC
Hospitality Investment Partners, LLC, doing business as Dexter's
Lake Mary, is a local and established contemporary restaurant in
Lake Mary, Fla.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-03535) on Aug. 29,
2023, with $187,960 in assets and $1,311,413 in liabilities. Frank
Echevarria, managing member, signed the petition.
Judge Tiffany P. Geyer oversees the case.
Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC represents the
Debtor as bankruptcy counsel.
HUDSON & MCKEE: Seth Albin Named Subchapter V Trustee
-----------------------------------------------------
Jerry Jensen, Acting U.S. Trustee for Region 13, appointed Seth
Albin, Esq., as Subchapter V trustee for Hudson & McKee Real
Estate, LLC.
Mr. Albin, a member of Summers Compton Wells, LLC, will be paid an
hourly fee of $295 for his services as Subchapter V trustee and
will be reimbursed for work-related expenses incurred.
Mr. Albin declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Mr. Seth A. Albin
Summers Compton Wells, LLC
903 S. Lindbergh, Ste. 200
St. Louis, MO 63131
(314) 991-4999 office
(314) 872-0390 fax
Email: salbin@summerscomptonwells.com
About Hudson & McKee
Hudson & McKee Real Estate, LLC leases out buildings used as
residences or dwellings. The company is based in Saint Louis, Mo.
Saint Louis, MO filed Chapter 11 petition (Bankr. E.D. Mo. Case No.
23-43539) on Oct. 1, 2023, with $1 million to $10 million in both
assets and liabilities. Raymond McKee, manager, signed the
petition.
Judge Brian C. Walsh oversees the case.
Spencer Desai, Esq., at The Desai Law Firm represents the Debtor as
bankruptcy counsel.
ICU MEDICAL: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
--------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based intravenous
(IV) therapy products manufacturer ICU Medical Inc. to negative
from stable and affirmed all of ratings, including its 'BB-' issuer
credit rating.
The negative outlook reflects the execution risk associated with
the company's plan to stabilize its customer churn and improve its
manufacturing operations amid ongoing supply chain constraints and
high interest expense, which could cause its credit metrics to
remain stretched for the current rating.
S&P said, "We expect ICU Medical's FOCF to debt will remain weak at
less than 5% through 2024.The company reported breakeven FOCF in
the first half of 2023. This was mainly because of its elevated
inventory levels to bolster safety stock due, in part, to a
manufacturing backlog stemming from its acquisition of Smiths'
Medical, as well as ongoing restructuring and product quality
remediation costs (also related to the acquisition) and elevated
interest expense. While we expect ICU will adjust its production
levels to reduce its inventory, which will benefit its working
capital in the second half of 2023 and into 2024, we believe its
FOCF to debt will likely remain weak for the rating over the near
term. Despite our expectation for lower freight and raw materials
costs and reduced restructuring and product-quality remediation
expenses, we project the company's reported FOCF will be in the $60
million-$70 million range in 2024 (or about 4% of its debt).
"Our expectation for improved pricing, due to the renewal of its
multi-year contracts and new product launches, will likely support
a low-single-digit percent increase in its organic revenue over the
next couple of years. We expect the expansion in the company's
revenue in 2024 will partly stem from improved pricing. Previously,
ICU was unable to pass through increased costs to its customers due
to its fixed-priced contracts. However, several of the company's
large contracts are due to renew in 2024, which will provide it
with an opportunity to raise its prices. We generally view ICU's
products, such as its low-margin IV solutions and higher-margin IV
sets and connectors, as medically essential for hospitalized
patients. Therefore, we believe the underlying demand for the
company's products will remain steady. However, this depends on its
ability to effectively fulfill customer orders. Supply constraints
in its Smiths' vascular access caused customer fulfillment issues,
which led to significant customer losses over the past few quarters
since the acquisition. At the same time, ICU's Plum Duo infusion
pump with LifeShield infusion safety software recently received
510(k) clearance from the FDA. This new product aims to improve the
safety, accuracy, and efficiency of IV medication administration
and will provide an additional growth opportunity.
"We expect the company will generate about $60 million-$70 million
of reported FOCF in 2024 and maintain adequate liquidity. ICU
Medical had a cash balance of about $190 million and full
availability under its $500 million revolving credit facility as of
June 30, 2023. We expect the company will have sufficient sources
of liquidity to cover its fixed charges in 2024, which include
about $100 million of interest expense, about $50 million of debt
amortization, $50 million of working capital outflows, and about
$100 million of capital expenditure (capex).
"The negative outlook reflects the execution risk associated with
the company's plan to stabilize its customer churn and improve its
manufacturing operations amid ongoing supply chain constraints and
high interest expense, which could cause its credit metrics to
remain stretched for the current rating.
"We could lower our rating on ICU Medical if its operating
performance deteriorates such that it sustains leverage of more
than 5x or FOCF to debt of less than 5% with limited prospects for
improvement." This could occur if:
-- Supply chain constraints disrupt its order fulfillment, leading
to additional customer losses;
-- Macroeconomic pressure is more pronounced than anticipated and
the company suffers from higher operating costs or even loses
customers, leading S&P to believe that its competitive position has
weakened;
-- The cost of integrating and improving Smiths' and remediating
any regulatory and quality concerns is higher than expected; or
-- It deviates from its financial policy and accelerates its
merger and acquisition (M&A) activity with material debt-financed
acquisitions.
S&P said, "We would revise our outlook on ICU to stable if it
improves its operating performance such that we believe its FOCF to
debt will improve toward 5% with prospects for further improvement
thereafter. We would also require the company to maintain leverage
of less than 5x before revising our outlook."
Headquartered in San Clemente, Calif., ICU Medical is an infusion
therapy company with global operations. Its broad product portfolio
includes IV solutions, IV smart pumps with pain management and
safety software technology, dedicated and nondedicated IV sets, and
needle-free connectors designed to help meet clinical, safety, and
workflow goals. In addition, the company manufactures automated
pharmacy IV compounding systems with workflow technology, closed
system transfer devices for preparing and administering hazardous
IV drugs, and cardiac monitoring systems for critically ill
patients. Its primary customers are acute care hospitals,
wholesalers, ambulatory clinics, and alternate site facilities such
as outpatient clinics, home health care providers, and long-term
care facilities. In early 2022, ICU Medical closed its acquisition
of Smiths' medical division.
-- Revenue declines by about 1% in 2023 on customer losses for its
vascular access products, disruptions in its IV solution supplies,
and unfavorable foreign-exchange headwinds. Revenue rises by the
low-single-digit percent area in 2024 due to its pricing
initiatives and new product launches;
-- S&P Global Ratings-adjusted EBITDA margin improves to the
mid-teens percent area in 2023 and 2024 on lower product-quality
remediation costs, improved fuel and freight cost controls, and the
realization of synergies; and
-- Capex of about $100 million each year.
Based on these assumptions, S&P projects the following metrics:
-- S&P expects debt to EBITDA of just under 5.0x in 2023,
decreasing to the mid-4x area in 2024; and
-- Break-even reported FOCF in 2023, improving to about $60-$70
million in 2024 due to improving working capital usage,
particularly related to a reduction in its inventory.
S&P said, "Our adequate assessment of ICU Medical's liquidity
reflects our expectation its liquidity sources will be at least
1.2x its uses over the next 12 months. We expect the company net
sources would remain positive even if its EBITDA declined by 15%.
In addition, we believe it will remain in compliance with its
covenants. We view ICU Medical as having sound banking
relationships, a generally satisfactory standing in the credit
markets, and generally prudent risk management. At the same time,
we do not believe it could withstand a high–impact,
low-probability event without refinancing, which constrains our
assessment to adequate."
Principal liquidity sources:
-- Cash balance of $195 million as of June 30, 2023;
-- Full availability under the $500 million revolver as of June
30, 2023; and
-- Cash funds from operations of about $200 million.
Principal liquidity uses:
-- Annual amortization of about $40 million;
-- Working capital outflows of about $75 million; and
-- Capex of about $100 million.
ICU's financial covenants include a senior secured leverage ratio
and an interest coverage ratio on its term loan A and revolving
credit facility. The maximum senior secured leverage ratio is 4.50
to 1.00 until June 30, 2024. Thereafter, the maximum is 4.00 to
1.00, with limited exceptions permitted. The minimum interest
coverage ratio is 3.00 to 1.00. The company was in compliance with
all of its financial covenants as of June 30, 2023, with headroom
of about 25% under the leverage covenant. S&P expects ICU will
maintain headroom of at least 15% under covenants.
ESG factors have no material influence on S&P's credit rating
analysis of ICU Medical.
-- ICU Medical's proposed capital structure comprises a $500
million five-year revolving credit facility due January 2027 (not
rated); an $850 million first-lien, five-year term loan A due
January 2027 (not rated); and an $850 million first-lien,
seven-year term loan B due January 2029.
-- S&P assumes the revolver will be 85% drawn and LIBOR of 250
basis points at default, with some rise in margin following a
covenant breach.
-- S&P's recovery analysis assumes that in a hypothetical
bankruptcy the company would reorganize because of its strong
market position and the continued demand for its products.
-- S&P's simulated default scenario considers a default in 2027
stemming from reduced demand and pricing pressures.
-- Simulated year of default: 2027
-- EBITDA at emergence: $213 million
-- EBITDA multiple: 6x
-- Jurisdiction: U.S.
-- Net enterprise value (after administrative costs): $1.2
billion
-- Valuation split (obligors/nonobligors): 67%/33%
-- Collateral value available to first-lien debt: $1.1 billion
-- First-lien debt claims: $1.9 billion
--Recovery expectations: 50%-70% (rounded estimate: 60%)
INSPIREMD INC: Supports Expanded Coverage of Carotid Stenting
-------------------------------------------------------------
InspireMD, Inc. announced its support for the Centers for Medicare
and Medicaid Services (CMS) final National Coverage Determination
(NCD) which expands coverage of carotid artery stenting (CAS) and
transcarotid artery revascularization (TCAR) to include both
asymptomatic and standard risk patients.
Marvin Slosman, chief executive officer of InspireMD, stated, "We
support CMS's final decision on the expansion of coverage of CAS to
include both symptomatic and asymptomatic carotid artery disease
patients considered to be either standard or high risk for surgery.
This decision offers a new treatment alternative to patients and
their treating physicians and, we believe, will accelerate the
ongoing shift toward an endovascular 'stent first' approach and
away from more invasive surgery, the current standard of care."
"Importantly, at InspireMD, we continue to advance our mission,
focusing on the importance of the implant first in both our CAS and
TCAR programs, which are advancing through regulatory pathways in
the U.S. and E.U. These programs both feature our next-generation
CGuard EPS stent that has demonstrated unmatched clinical outcomes
across nine clinical trials that have enrolled more than 1,850
patients, as well as over 40,000 real-world procedures performed to
date. The CGuard EPS stent remains the cornerstone of our
business, and this decision by CMS will broaden access to what we
regard as this best-in-class technology, with anticipated FDA
approval."
About InspireMD
Headquartered in Tel Aviv, Israel, InspireMD, Inc. --
http://www.inspiremd.com-- is a medical device company focusing
on
the development and commercialization of its proprietary MicroNet
stent platform technology for the treatment of complex vascular and
coronary disease. A stent is an expandable "scaffold-like" device,
usually constructed of a metallic material, that is inserted into
an artery to expand the inside passage and improve blood flow. Its
MicroNet, a micron mesh sleeve, is wrapped over a stent to provide
embolic protection in stenting procedures.
InspireMD reported a net loss of $18.49 million for the year ended
Dec. 31, 2022, compared to a net loss of $14.92 million for the
year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$24.65 million in total assets, $7.26 million in total liabilities,
and $17.39 million in total equity.
Tel-Aviv, Israel-based Kesselman&Kesselman, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 30, 2023, citing that the Company has suffered
recurring losses from operations and cash outflows from operating
activities that raise substantial doubt about its ability to
continue as a going concern.
INTERNATIONAL LONGSHORE: Hires Paladin as Financial Advisor
-----------------------------------------------------------
International Longshore & Warehouse Union seeks approval from the
U.S. Bankruptcy Court for the Northern District of California to
hire Paladin Management Group, LLC as its financial advisor.
The firm will render these services:
a. assist the Debtor with preparation of a schedule of assets
and liabilities, the statement of financial affairs, we well as
budgets, cash flows, employee and creditor lists;
b. assist the Debtor in responding to financial information
requested by stakeholders;
c. prepare financial information as required by the Office of
the United States Trustee, including quarterly and monthly
operating reports;
d. assist the Debtor and its advisors in connection with
completing the preparation of a plan of reorganization, disclosure
statement and related exhibits and to otherwise assist in the
prosecution of the plan of reorganization to confirmation;
e. prepare such analyses as requested by the Debtor and/or its
professionals, to assist the Debtor in its business decision
making, including in determining strategies;
f. assist with responses to any inquiries from creditors or a
creditors committee, and
g. engage in such other financial advisory activities as
requested by the Debtor.
Paladin received the sum of $300,000 from the Debtor, of which
$273,261.82 was applied against prepetition fees and costs. The
balance of the retainer is $26,738.18.
Lance Miller will be the Principal responsible for the engagement.
Mr. Miller will be assisted by Peter Elkin and other members of the
Paladin team, as appropriate. Mr. Miller's and Mr. Elkin's rate for
this assignment is $765 per hour.
As disclosed in court filings, Paladin is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Lance Miller
PALADIN MANAGEMENT GROUP, LLC
633 W. 5th Street, 28th Floor
Los Angeles, CA 90071
Phone: (213) 320-5500
(323) 774-7122
Email: lmiller@paladinmgmt.com
About The International Longshore and Warehouse Union
The International Longshore and Warehouse Union (ILWU) is an
international labor union that represents a wide range of workers
on the West Coast of the United States, in Hawaii, and in British
Columbia, Canada including dock workers, warehouse workers, tourism
and hospitality workers, agricultural workers, miners, and others.
The Debtor filed Chapter 11 petition (Bankr. N.D. Calif. Case No.
23-30662) on Sept. 30, 2023, with $1 million to $10 million in both
assets and liabilities. William E. Adams, president, signed the
petition.
Jason H. Rosell, Esq., at Pachulski Stang Ziehl & Jones, LLP
represents the Debtor as legal counsel.
JSMITH CIVIL: Hires Country Boys Auction as Auctioneer
------------------------------------------------------
JSmith Civil, LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of North Carolina to employ Country Boys
Auction & Realty, Inc. as auctioneer and liquidation agent.
The firm will assist in the public sale and liquidation of certain
personal property and equipment owned by the Debtor.
The firm will be paid a commission as follows:
-- 20 percent of the first $20,000 of personal property sold;
-- 10 percent of the next $50,000 of personal property sold;
and
-- 4 percent of the remaining balance of personal property
sold.
Michael Gurkins, a partner at Country Boys Auction & Realty,
disclosed in a court filing that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Michael V. Gurkins
Country Boys Auction & Realty, Inc.
1211 W. 5 th Street
P.O. Box 1903
Washington, NC 27889
Tel: (252) 946-6007
About JSmith Civil, LLC
JSmith Civil LLC is a Goldsboro contractor.
JSmith Civil LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Banjr. E.D.N.C. Case No. 23-02734) on September
19, 2023. In the petition filed by Jeremy Smith, as president, the
Debtor reports estimated assets and liabilities between $10 million
and $50 million each.
The Debtor is represented by Joseph Zachary Frost, Esq., as
Buckmiller, Boyette & Frost, PLLC.
LASSETER ENTERPRISES: Seeks to Hire KRS CPAs as Accountant
----------------------------------------------------------
Lasseter Enterprises, Inc. and its affiliate seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
KRS CPAs as accountant.
The firm will assist the Debtors in the preparation of the 2022
federal, state and local income tax returns.
The firm will be paid at these rates:
Partners $100 to $300 per hour
Clerical $70 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Laura Horgan
KRS CPAs
80 Route 4 East, Ste. 370
Paramus, NJ 07652
Tel: (201) 655-7411
Fax: (201) 655-7412
Email: info@krscpas.com
About Lasseter Enterprises, Inc.
Lasseter Enterprises, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No.
23-33641) on Sept. 22, 2023, with $100,001 to $500,000 in assets
and $500,001 to $1 million in liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Robert Chamless Lane, Esq., at The Lane Law Firm represents the
Debtor as bankruptcy counsel.
LOJERKY INC: Hires Farsad Law Office as Legal Counsel
-----------------------------------------------------
Lojerky, Inc. seeks approval from the U.S. Bankruptcy Court for the
Northern District of California to employ Farsad Law Office, P.C.
as general bankruptcy counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties in
the continued operation of its business and management of its
property;
b. taking necessary action to avoid any liens against the
Debtor's property, if needed;
c. representing the Debtor in consultations with creditors
regarding the administration of its Chapter 11 case, including
creditors holding liens on the property;
d. advising and taking any action to stay foreclosure
proceedings against any of the Debtor's property;
e. preparing legal papers;
f. preparing a disclosure statement and plan of reorganization;
g. representing the Debtor in any manner relevant to a review of
any contractual obligations and asset collection and dispositions;
h. preparing documents relating to the disposition of assets;
i. advising the Debtor on finance and finance-related matters
including the sale of the Debtor's assets;
j. advising the Debtor on issues associated with the acts,
conduct, assets, liabilities and financial condition of the Debtor,
and any other matters relevant to its bankruptcy case or to the
formulation of a plan of reorganization;
k. assisting the Debtor in the negotiation, formulation,
preparation and submission of a plan of reorganization and
disclosure statement;
l. preparing status conference statements and appearing at court
hearings;
m. obtaining the necessary approval of disclosure statement and
soliciting ballots as necessary for plan confirmation; and
n. providing other necessary advice and services as the Debtor
may require in connection with this case, including advising and
assisting the Debtor with respect to resolving disputes with any
creditor that may arise;
The firm will be paid at these rates:
Arasto Farsad $350 per hour
Nancy Weng $350 per hour
Paralegals $100 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
The Debtor paid the firm a retainer of $20,000, plus Chapter 11
filing fee of $1,738.
As disclosed in court filings, Farsad Law Office is a
"disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The firm can be reached at:
Arasto Farsad, Esq.
Nancy Weng, Esq.
FARSAD LAW OFFICE, P.C.
1625 The Alameda, Suite 525
San Jose, CA 95126
Tel: (408) 641-9966
Fax: (408) 866-7334
Email: farsadlaw1@gmail.com
nancy@farsadlaw.com
About Lojerky, Inc.
Lojerky, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D.
Cal. Case No. 23-51058) on September 17, 2023, disclosing under $1
million in both assets and liabilities.
The Debtor is represented by Arasto Farsad, Esq., of FARSAD LAW
OFFICE, P.C.
LORDSTOWN MOTORS: Committee Hires Brown Rudnick as Counsel
----------------------------------------------------------
The official committee of equity security holders of Lordstown
Motors Corp. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Brown
Rudnick LLP as counsel.
The firm's services include:
a. assisting, advising, and representing the Equity Committee in
its meetings, consultations, and negotiations with the Debtors and
other parties in interest regarding the administration of these
Cases;
b. assisting, advising, and representing the Equity Committee in
understanding its powers and its duties under the Bankruptcy Code
and the Bankruptcy Rules and in performing other services as are in
the interests of those represented by the Equity Committee;
c. assisting with the Equity Committee's review of the Debtors'
Schedules of Assets and Liabilities, Statement of Financial
Affairs, and other financial reports prepared by or on behalf of
the Debtors;
d. assisting the Equity Committee's investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors and its affiliates, including certain transactions
preceding the bankruptcy filing and the formation of the Debtors;
e. assisting and advising the Equity Committee regarding the
identification and prosecution of estate claims and causes of
action;
f. assisting and advising the Equity Committee in its review and
analysis of, and negotiations with the Debtors and any
counterparties related to, any potential sale or restructuring
transactions;
g. reviewing and analyzing all applications, motions,
complaints, orders, and other pleadings filed with the Court by the
Debtors or third parties, and advising the Equity Committee as to
their propriety and, after consultation with the Equity Committee,
taking any appropriate action;
h. preparing necessary applications, motions, answers, orders,
reports, and other legal papers on behalf of the Equity Committee,
and pursuing or participating in contested matters and adversary
proceedings as may be necessary or appropriate in furtherance of
the Equity Committee's duties, interest, and objectives;
i. representing the Equity Committee at hearings held before the
Court and communicating with the Equity Committee regarding the
issues raised, and the decisions of the Court;
j. assisting, advising, and representing the Equity Committee in
connection with the review of filed proofs of claim and
reconciliation of or objections to such proofs of claim and any
claims estimation proceedings;
k. assisting, advising, and representing the Equity Committee in
their participation in the negotiation, formulation, and drafting
of a plan of reorganization/liquidation;
l. assisting, advising, and representing the Equity Committee
with respect to its communications with the general shareholder
body regarding significant matters in these Cases;
m. responding to inquiries from individual shareholders as to
the status of, and developments in, these Cases; and
n. providing such other services to the Equity Committee as may
be necessary in these Cases or any related proceedings.
The firm will be paid at these rates:
Partners $750 to $2,250 per hour
Counsel $290 to $2,575 per hour
Associates $420 to $975 per hour
Paralegals $425 to $530 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing
arrangements for this engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition
engagement, including any adjustments during the 12
months prepetition. If your billing rates and
material financial terms have changed postpetition,
explain the difference and the reasons for the
difference.
Response: Not applicable.
Question: Has your client approved your prospective budget
and staffing plan, and, if so for what budget
period?
Response: The Equity Committee will approve a budget and
general staffing plan in connection with its
representation of the Equity Committee.
Robert J. Stark, Esq., a partner at Brown Rudnick LLP, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Robert J. Stark, Esq.
Bennett S. Silverberg, Esq.
BROWN RUDNICK LLP
7 Times Square
New York, NY 10036
Telephone: (212) 209-4800
Facsimile: (212) 209-4801
Email: rstark@brownrudnick.com
bsilverberg@brownrudnick.com
About Lordstown Motors Corp.
Lordstown Motors Corp. -- http://www.lordstownmotors.com/-- is an
electric vehicle OEM developing innovative light duty commercial
fleet vehicles, with the Endurance all electric pickup truck as its
first vehicle. It has engineering, research and development
facilities in Farmington Hills, Mich. and Irvine, Calif.
On June 27, 2023, Lordstown Motors Corp. and two affiliated debtors
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10831). The cases
are pending before Judge Mary F. Walrath.
The Debtors tapped White & Case, LLP and Richards, Layton & Finger,
P.A. as bankruptcy counsels; Baker & Hostetler, LLP as special
counsel; Jefferies, LLC as investment banker; KPMG, LLP as auditor;
and Silverman Consulting as restructuring advisor. Kurtzman Carson
Consultants, LLC is the Debtors' claims and noticing agent and
administrative advisor.
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 tapped Troutman Pepper Hamilton Sanders,
LLP, as legal counsel, Morris James LLP as Delaware counsel, and
Huron Consulting Group Inc. as financial advisor.
LORDSTOWN MOTORS: Committee Hires Morris as Delaware Counsel
------------------------------------------------------------
The official committee of equity security holders of Lordstown
Motors Corp. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Morris
James LLP as Delaware counsel.
The firm's services include:
a. providing legal advice and assistance to the Committee in its
consultations with the Debtors relative to the Debtors'
administration of its reorganization;
b. reviewing and analyzing all applications, motions, orders,
statements of operations and schedules filed with the Court by the
Debtors or third parties, advising the Committee as to their
propriety, and, after consultation with the Committee, taking
appropriate action;
c. preparing necessary applications, motions, answers, orders,
reports, and other legal papers on behalf of the Committee;
d. representing the Committee at hearings held before the Court
and communicating with the Committee regarding the issues raised,
as well as the decisions of the Court; and
e. performing other legal services for the Committee which may
be reasonably required in this proceeding.
The firm will be paid at these rates:
Eric J. Monzo, Partner $795 per hour
Brya M. Keilson, Partner $750 per hour
Jason S. Levin, Associate $450 per hour
Christopher M. Donnelly, Associate $385 per hour
Stephanie Lisko, Paralegal $350 per hour
Douglas J. Depta, Paralegal $350 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Eric J. Monzo, Esq., a partner at Morris James LLP, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Eric J. Monzo, Esq.
Brya M. Keilson, Esq.
MORRIS JAMES LLP
500 Delaware Avenue, Suite 1500
Wilmington, DE 19801
Tel: (302) 888-6800
Fax: (302) 571-1750
Email: emonzo@morrisjames.com
bkeilson@morrisjames.com
About Lordstown Motors Corp.
Lordstown Motors Corp. -- http://www.lordstownmotors.com/-- is an
electric vehicle OEM developing innovative light duty commercial
fleet vehicles, with the Endurance all electric pickup truck as its
first vehicle. It has engineering, research and development
facilities in Farmington Hills, Mich. and Irvine, Calif.
On June 27, 2023, Lordstown Motors Corp. and two affiliated debtors
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10831). The cases
are pending before Judge Mary F. Walrath.
The Debtors tapped White & Case, LLP and Richards, Layton & Finger,
P.A. as bankruptcy counsels; Baker & Hostetler, LLP as special
counsel; Jefferies, LLC as investment banker; KPMG, LLP as auditor;
and Silverman Consulting as restructuring advisor. Kurtzman Carson
Consultants, LLC is the Debtors' claims and noticing agent and
administrative advisor.
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 tapped Troutman Pepper Hamilton Sanders,
LLP, as legal counsel, Morris James LLP as Delaware counsel, and
Huron Consulting Group Inc. as financial advisor.
LORDSTOWN MOTORS: Panel Hires M3 Advisory as Financial Advisor
--------------------------------------------------------------
The official committee of equity security holders of Lordstown
Motors Corp. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ M3 Advisory
Partners LP as financial advisor.
The firm will provide these services:
a. assist with the analysis, review and monitoring of the
chapter 11 process, including, but not limited to assessment of
potential recoveries for equity security holders;
b. assist with the review of financial information prepared by
the Debtors, including, but not limited to, cash flow projections
and budgets, business plans, cash receipts and disbursement
analysis, asset and liability analysis, and the economic analysis
of proposed transactions for which Court approval is sought;
c. assist with the assessment and monitoring of the Debtors'
short term cash flow, liquidity, and operating results;
d. analyze the Debtors' proposed business plans and chapter 11
plan, and develop alternative scenarios, if necessary;
e. assess the Debtors' various pleadings;
f. prepare or review, as applicable, avoidance action and claim
analyses;
g. assist the Committee in reviewing the Debtors' financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, budgets, and monthly
operating reports;
h. advise the Committee on the current state of the Chapter 11
Cases;
i. advise the Committee in negotiations with the Debtors and
third parties as necessary;
j. assist with the prosecution of the Committee's
responses/objections to the Debtors' motions, including attendance
at hearings and depositions, and providing expert reports/testimony
on case issues as required by the Committee;
k. render such other general business consulting or such other
assistance as the Committee or its counsel may deem necessary that
are consistent with the role of a financial advisor in similar
situations and not duplicative of services provided by other
professionals in this proceeding; and
l. provide such other assistance as is ancillary to the above or
as M3 and the Committee shall mutually agree.
The firm will be paid at these rates:
Managing Partner $1,350 per hour
Senior Managing Director $1,245 per hour
Managing Director $1,025 to $1,150 per hour
Director $840 to $945 per hour
Vice President $750 per hour
Senior Associate $650 per hour
Associate $550 per hour
Analyst $450 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert Winning, a managing director M3 Advisory Partners LP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Robert Winning
M3 Advisory Partners LP
1700 Broadway, 19th Floor
New York, NY 10019
Telephone: (212) 202-2226
Email: rwinning@m3-partners.com
About Lordstown Motors Corp.
Lordstown Motors Corp. -- http://www.lordstownmotors.com/-- is an
electric vehicle OEM developing innovative light duty commercial
fleet vehicles, with the Endurance all electric pickup truck as its
first vehicle. It has engineering, research and development
facilities in Farmington Hills, Mich. and Irvine, Calif.
On June 27, 2023, Lordstown Motors Corp. and two affiliated debtors
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10831). The cases
are pending before Judge Mary F. Walrath.
The Debtors tapped White & Case, LLP and Richards, Layton & Finger,
P.A. as bankruptcy counsels; Baker & Hostetler, LLP as special
counsel; Jefferies, LLC as investment banker; KPMG, LLP as auditor;
and Silverman Consulting as restructuring advisor. Kurtzman Carson
Consultants, LLC is the Debtors' claims and noticing agent and
administrative advisor.
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 tapped Troutman Pepper Hamilton Sanders,
LLP, as legal counsel, Morris James LLP as Delaware counsel, and
Huron Consulting Group Inc. as financial advisor.
MALLINCKRODT PLC: Hires Arthur Cox LLP as Irish Law Advisor
-----------------------------------------------------------
Mallinckrodt PLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Arthur Cox
LLP as Irish law advisor.
The firm's services include:
i. drafting, reviewing and otherwise advising on any documents
to be entered into by the Debtors from an Irish law perspective;
ii. drafting, reviewing and assisting with corporate approvals
for the Debtors in connection with transactions and actions to be
undertaken by the Debtors;
iii. advising the Debtors as to Irish corporate governance
matters, including any cross-border insolvency and/or fiduciary
duty issues;
iv. advising the Debtors on any Irish law tax considerations
arising from the proposed restructuring of the Debtors;
v. advising the Debtors on Irish court processes to implement
the proposed restructuring, including the appointment of an
examiner under Irish law and the implementation of the proposed
restructuring pursuant to a scheme of arrangement;
vi. assisting with Irish conditions precedent and conditions
subsequent documents for the Debtors including any post completion
and compliance filings required in Ireland; and
vii. all other work, support and advice necessary to secure the
implementation of the proposed restructuring of the Debtors.
The firm will be paid at these rates:
Partner €675 to €745 per hour
Of Counsel €675 per hour
Senior Associate €575 to €605 per hour
Associate €340 to €520 per hour
Trainee €295 per hour
Paralegal €295 per hour
For the 90 days prior to the Petition Date, the firm received
payments in the total amount of $1,255,717.23.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing
arrangements for this engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition
engagement, including any adjustments during the 12
months prepetition. If your billing rates and
material financial terms have changed postpetition,
explain the difference and the reasons for the
difference.
Response: The firm charged lower rates to the client which
were based on a prior rate card, which was applied
in part into 2023. The increase to the current
rates reflects an approximate 10% increase in our
rates and brought the hourly rates for the client
into line with those we customarily charged for
this type of work. There has been no change post-
petition. Partner 680 per hour; Of Counsel 605;
Senior Associate 510-550; Associate 310-470;
Trainee 250; Paralegal 250.
Question: Has your client approved your prospective budget
and staffing plan, and, if so for what budget
period?
Response: Pre-petition the firm provided an estimate of work
for the implementation of the reorganisation with
an estimated implementation date by 30 November,
2023. The Debtors have been kept appraised of the
team at the firm working on the transaction,
although the firm do not have a formal staffing
plan.
As disclosed in court filings, Arthur Cox does not hold or
represent an interest adverse to the Debtors' estates, which is
required by Section 327(e) of the Bankruptcy Code.
The firm can be reached at:
Stephen Ranalow, Esq.
Arthur Cox LLP
Ten Earlsfort Terrace,
Dublin 2, D02 T380,
Ireland
Phone: +353 1 920 1241
Email: stephen.ranalow@arthurcox.com
About Mallinckrodt PLC
Mallinckrodt (OTCMKTS: MNKTQ) -- http://www.mallinckrodt.com/-- is
a global business consisting of multiple wholly-owned subsidiaries
that develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them. Mallinckrodt in mid-June 2022 successfully completed
its reorganization process, emerged from Chapter 11 and completed
the Irish Examinership proceedings.
Mallinckrodt Plc said in a regulatory filing in early June 2023
that it was considering a second bankruptcy filing and other
options after its lenders raised concerns over an upcoming $200
million payment related to opioid-related litigation.
Mallinckrodt plc and certain of its affiliates again sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 23-11258) on Aug. 28,
2023.
Mallinckrodt plc disclosed $5,106,900,000 in assets and
$3,512,000,000 in liabilities as of June 30, 2023.
Judge John T. Dorsey oversees the new cases.
In the prior Chapter 11 cases, the Debtors tapped Latham & Watkins,
LLP and Richards, Layton & Finger, P.A. as their bankruptcy
counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate
and finance counsel; Ropes & Gray, LLP as litigation counsel;
Torys, LLP as CCAA counsel; Guggenheim Securities, LLC as
investment banker; and AlixPartners, LLP, as restructuring
advisor.
In the new Chapter 11 cases, The Debtors tapped Latham & Watkins,
LLP and Richards, Layton & Finger, P.A., as their bankruptcy
counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate
and finance counsel; Guggenheim Securities, LLC as investment
banker; and AlixPartners, LLP, as restructuring advisor. Kroll is
the claims agent.
MALLINCKRODT PLC: Hires Deloitte & Touche as Independent Auditor
----------------------------------------------------------------
Mallinckrodt PLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Deloitte &
Touche LLP as independent auditor.
The firm will provide these services:
(a) Perform an integrated audit in accordance with the standards
of the Public Company Accounting Oversight Board (PCAOB) (United
States) (the "PCAOB Standards") and express an opinion on (1) the
fairness of the presentation of Debtor Mallinckrodt PLC (the
"Company") financial statements for the year ending December 29,
2023, in conformity with accounting principles generally accepted
in the United States of America ("generally accepted accounting
principles"), in all material respects, and (2) the effectiveness
of the Company's internal control over financial reporting as of
December 29, 2023, based on the criteria established in Internal
Control -- Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission. Deloitte &
Touche will also perform a review of the Company's condensed
interim financial information in accordance with the PCAOB
Standards for each of the quarters in the year ending December 25,
2020, prepared for submission to the Securities and Exchange
Commission.
(b) Perform a review of the Company's condensed consolidated
interim financial information in accordance with the PCAOB
Standards for the quarters ended June 30, 2023 and ending September
29, 2023, prepared for submission to the Securities and Exchange
Commission.
The firm will be paid at these rates:
Standard Out-of-Scope Services:
Partner/Principal/Managing Director $650 to $890 per hour
Senior Manager $570 to $780 per hour
Manager $500 to $670 per hour
Senior $410 to $480 per hour
Staff $330 to $400 per hour
Complex Out-of-Scope Services:
Partner/Principal/Managing Director $1,010 to $1,310 per hour
Senior Manager $880 to $1,140 per hour
Manager $770 to $1,000 per hour
Senior $640 to $750 per hour
Staff $510 to $620 per hour
Pursuant to the Engagement Letter, with respect to the base audit
services performed thereunder, the parties agreed that Deloitte &
Touche will bill the Debtors a fixed fee for such services,
excluding the Out-of-Scope Services, in the amount of $2,830,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Karen Van Compernolle
Deloitte & Touche LLP
100 South 4th Street, Suite 300
St. Louis, Missouri 63102
Tel: (314) 342-4900
About Mallinckrodt PLC
Mallinckrodt (OTCMKTS: MNKTQ) -- http://www.mallinckrodt.com/-- is
a global business consisting of multiple wholly-owned subsidiaries
that develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them. Mallinckrodt in mid-June 2022 successfully completed
its reorganization process, emerged from Chapter 11 and completed
the Irish Examinership proceedings.
Mallinckrodt Plc said in a regulatory filing in early June 2023
that it was considering a second bankruptcy filing and other
options after its lenders raised concerns over an upcoming $200
million payment related to opioid-related litigation.
Mallinckrodt plc and certain of its affiliates again sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 23-11258) on Aug. 28,
2023.
Mallinckrodt plc disclosed $5,106,900,000 in assets and
$3,512,000,000 in liabilities as of June 30, 2023.
Judge John T. Dorsey oversees the new cases.
In the prior Chapter 11 cases, the Debtors tapped Latham & Watkins,
LLP and Richards, Layton & Finger, P.A. as their bankruptcy
counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate
and finance counsel; Ropes & Gray, LLP as litigation counsel;
Torys, LLP as CCAA counsel; Guggenheim Securities, LLC as
investment banker; and AlixPartners, LLP, as restructuring
advisor.
In the new Chapter 11 cases, The Debtors tapped Latham & Watkins,
LLP and Richards, Layton & Finger, P.A., as their bankruptcy
counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate
and finance counsel; Guggenheim Securities, LLC as investment
banker; and AlixPartners, LLP, as restructuring advisor. Kroll is
the claims agent.
MALLINCKRODT PLC: Hires Ernst & Young as Tax Service Provider
-------------------------------------------------------------
Mallinckrodt PLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Ernst &
Young LLP as tax service provider.
The firm's services include:
i. Independent Review Organization Services. EY LLP will serve
as the Independent Review Organization in support of the Debtor's
Corporate Integrity Agreement from June 2022 through June 2027.
ii. Business Consulting Services - Internal Controls. EY LLP
will provide business consulting services regarding the Debtor's
compliance with the Sarbanes Oxley Act of 2002 from October 2013
through April 2024. Specifically, EY LLP will document the Debtors'
current state financial reporting environment; develop criteria to
evaluate key financial risks; evaluate the current financial
reporting environment; discuss financial risk profile and
prioritize improvement opportunities; identify key financial risks;
develop and perform testing programs; identify and discuss design
and operating effectiveness issues; and discuss improvement
opportunities.
iii. Tax Services - Affordable Care Act Tax Compliance. EY LLP
will provide tax services to assist with complying with the annual
informational tax reporting requirements under the Affordable Care
Act for calendar/benefit plan years 2021 through 2025; provide an
interface to view prepared tax forms via a web browser; and assist
with preparing extensions for additional time to furnish tax forms
to the IRS, as-needed.
iv. Tax Services - Tax Transfer Pricing Consulting. EY LLP will
provide tax transfer pricing narratives, analysis, and reports for
the Debtors' fiscal years 2022-2024. Specifically, EY LLP will
develop and update functional narratives; prepare transfer pricing
reports; prepare transfer pricing master files; and prepare
benchmarking studies.
v. Tax Services - Tax Matter Consulting. EY LLP will provide tax
services to advise on the tax implication of reorganization and/or
restructuring alternatives with creditors; assist in preparing or
reviewing calculations to model out tax implications for net
operating losses, built-in losses, and other tax attribute
carryforwards that may survive following an emergence from
bankruptcy; assist in reviewing net unrealized built-gain
calculations or net unrealized built-in less calculations;
participate in discussions with the Debtors' legal counsel
regarding any measures that can be taken to protect the
availability of tax attributes; provide assistance with the
analysis and review of transaction costs in connection with any
bankruptcy proceedings to determine the proper treatment of such
costs; and assist with various technical matters related to the
bankruptcy filing including drafting memos or opinions as
requested.
vi. Business Consulting Services – Technical Accounting
Consulting. EY LLP will provide on-call technical accounting
advisory services and assistance concerning general issues as
requested by the Debtor. EY LLP may assist with technical
accounting issues by answering one-off questions, drafting memos
describing how specific accounting guidance apply and assisting
with general transactional issues.
The firm will be paid as follows:
i. Independent Review Organization Services. EY LLP estimates
that it will charge the Debtors a fixed fee of $2,478,000, of which
approximately $1,056,000 has been billed and collected prior to
August 27, 2023 and the remainder of which will be billed in
quarterly increments through June 2026.
ii. Business Consulting Services - Internal Controls. The firm
will be paid based upon its normal and usual hourly billing rates.
EY LLP estimates that it will charge the Debtors $900,000.
iii. Affordable Care Act Tax Compliance. The firm will be paid
based upon its normal and usual hourly billing rates. EY LLP
estimates that it will charge the Debtors fees of $100,000
annually.
iv. Tax Services - Tax Transfer Pricing Consulting. EY LLP
estimates that it will charge the Debtors a fixed fee of $103,000,
of which approximately $70,000 was invoiced and collected prior to
August 27, 2023 plus options for additional services with a fixed
fee of up to $97,500, of which $0 was invoiced and collected prior
to August 27, 2023. The fixed fee of $103,000 includes a 1 percent
technology fee.
v. Tax Services - Tax Matter Consulting. The firm will be paid
based upon its normal and usual hourly billing rates. EY LLP
estimates that it will charge the Debtors $75,000.
vi. Business Consulting Services – Technical Accounting
Consulting. The firm will be paid based upon its normal and usual
hourly billing rates. EY LLP estimates that it will charge the
Debtors $15,000.
Ernst & Young LLP is a "disinterested person" as defined within
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Michael G. Weiss
Ernst & Young LLP
5 Times Square
New York, NY 10036-6530
Telephone: (212) 773-3000
Facsimile: (212) 773 6350
About Mallinckrodt PLC
Mallinckrodt (OTCMKTS: MNKTQ) -- http://www.mallinckrodt.com/-- is
a global business consisting of multiple wholly-owned subsidiaries
that develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them. Mallinckrodt in mid-June 2022 successfully completed
its reorganization process, emerged from Chapter 11 and completed
the Irish Examinership proceedings.
Mallinckrodt Plc said in a regulatory filing in early June 2023
that it was considering a second bankruptcy filing and other
options after its lenders raised concerns over an upcoming $200
million payment related to opioid-related litigation.
Mallinckrodt plc and certain of its affiliates again sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 23-11258) on Aug. 28,
2023.
Mallinckrodt plc disclosed $5,106,900,000 in assets and
$3,512,000,000 in liabilities as of June 30, 2023.
Judge John T. Dorsey oversees the new cases.
In the prior Chapter 11 cases, the Debtors tapped Latham & Watkins,
LLP and Richards, Layton & Finger, P.A. as their bankruptcy
counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate
and finance counsel; Ropes & Gray, LLP as litigation counsel;
Torys, LLP as CCAA counsel; Guggenheim Securities, LLC as
investment banker; and AlixPartners, LLP, as restructuring
advisor.
In the new Chapter 11 cases, The Debtors tapped Latham & Watkins,
LLP and Richards, Layton & Finger, P.A., as their bankruptcy
counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate
and finance counsel; Guggenheim Securities, LLC as investment
banker; and AlixPartners, LLP, as restructuring advisor. Kroll is
the claims agent.
MATHESON FLIGHT: Hires Cushman & Wakfeild as Real Estate Brokers
----------------------------------------------------------------
Matheson Flight Extenders, Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the Eastern District of
California to employ Cushman & Wakfeild as real estate broker.
The firm will provide these services:
a. act as Debtors' sole agent and have the exclusive right to
represent the Debtors in marketing their leases for the locations
set forth on Exhibit A ("Leases");
b. find assignees/tenants, negotiate terms, and otherwise
assist in transactions to maximize and monetize the value of the
Leases for the Debtors ("Transaction");
c. communicate weekly with the Debtors on all activity for
each location.
d. help the Debtors negotiate the business terms of any
assignment or sublease as the case may be, on behalf of the Debtors
and in the Debtors' best interests.
The firm will be paid a commission of 5 to 7 percent of the lease
price.
Bryce MacDonald, an executive director at Cushman & Wakfeild,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Bryce MacDonald
Cushman & Wakfeild
400 Capitol Mall Suite 1800
Sacramento, CA 95814
Tel: (916) 2884806
About Matheson Flight Extenders, Inc.
Matheson Flight Extenders, Inc. and Matheson Postal Services, Inc.
provide short and long-haul transportation, logistics and ground
handling services. The companies are based in Sacramento, Calif.
Matheson Flight Extenders and Matheson Postal Services sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.
Calif. Case Nos. 22-21148 and 22-21149) on May 5, 2022. On July 14,
2022, Matheson Trucking, Inc., an affiliate, filed for Chapter 11
protection (Bankr. E.D. Calif. Case No. 22-21758). The cases are
jointly administered under Case No. 22-21148.
In the petitions signed by Charles J. Mellor, chief restructuring
officer, the Debtors disclosed up to $50 million in both assets and
liabilities.
Judge Christopher M. Klein oversees the cases.
Nuti Hart, LLP and Development Specialists, Inc. serve as the
Debtors' bankruptcy counsel and financial advisor, respectively.
Donlin, Recano & Company, Inc. is the Debtors' claims, noticing and
solicitation agent, and administrative advisor.
The U.S. Trustee for Region 17 appointed an official committee of
unsecured creditors in the Debtors' cases. The committee is
represented by Felderstein Fitzgerald Willoughby Pascuzzi & Rios,
LLP.
MINIM INC: Hitchcocks Report 38.4% Stake as of Sept. 29
-------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these entities and individuals reported beneficial
ownership of shares of common stock of Minim Inc. as of Sept. 29,
2023:
Shares Percent
Beneficially of
Reporting Person Owned Class
Jeremy P. Hitchcock 713,524 38.4%
Elizabeth Cash Hitchcock 713,524 38.4%
Orbit Group LLC 627,847 33.7%
Hitchcock Capital Partners, LLC 627,847 33.7%
Zulu Holdings LLC 627,847 33.7%
The Amount includes 7,500 shares of the common stock of Minim, Inc.
that Jeremy P. Hitchcock has the right to acquire upon exercise of
outstanding stock options and/or restricted stock units that are
currently exercisable or will become exercisable within 60 days.
Such stock options and/or restricted stock units, as applicable,
were granted to Jeremy P. Hitchcock in connection with his service
as a member of the Board of Directors of the Issuer.
The percentages are based off of the Issuer's shares outstanding as
of March 29, 2023 included in the Issuer's most recent periodic
report, which is its Form 10-K filed on March 31, 2023.
On Sept. 29, 2023, Elizabeth C. Hitchcock resigned as a director of
the Issuer. Mrs. Hitchcock had previously served on the
Cybersecurity and Privacy Committee of the Board and by resigning
as director, Mrs. Hitchcock also resigned from such Committee.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1467761/000101376223003260/ea186618-13da21hitchco_minim.htm
About Minim Inc.
Minim was founded in 1977 as a networking company and now delivers
intelligent software to protect and improve the WiFi connections.
Headquartered in Manchester, New Hampshire, Minim holds the
exclusive global license to design, manufacture, and sell consumer
networking products under the Motorola brand. Its cable and WiFi
products, with an intelligent operating system and bundled mobile
app, can be found in leading retailers and e-commerce channels in
the United States. The Company's AI-driven cloud software platform
and applications make network management and security simple for
home and business users, as well as the service providers that
assist them- leading to higher customer satisfaction and decreased
support burden.
On Aug. 17, 2023, Minim received a letter from The Nasdaq Stock
Market LLC stating that, because the Company has not filed its Form
10-Q for the period ended June 30, 2023 with the Securities and
Exchange Commission, the Company is not in compliance with Nasdaq's
rules for continued listing under Nasdaq Listing Rule 5250. Rule
5250 requires, in part, that listed companies timely file all
required periodic financial reports with the Commission. The
non-compliance resulted from the Company's inability to timely
appoint an audit committee to review the financial statements
required to be included in its Form 10-Q for the period ended June
30, 2023 and the Company's Form 10-Q for the period ended March 31,
2023.
Minim reported a net loss of $15.55 million in 2022 following a net
loss of $2.20 million in 2021.
Boston, Massachusetts-based RSM US LLP, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
March 31, 2023, citing that Company has suffered recurring losses
and negative cash flows from operations and will need additional
funding within the next twelve months. This raises substantial
doubt about the Company's ability to continue as a going concern.
MUTSCHLER & MUTSCHLER: Hires Eric A. Liepins P.C. as Counsel
------------------------------------------------------------
Mutschler & Mutschler, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Eric A. Liepins,
P.C. as its legal counsel.
The Debtor requires legal assistance to liquidate its assets,
reorganize the claims of the estate, and determine the validity of
claims asserted in the estate.
The firm will be paid at these rates:
Eric A. Liepins $275 per hour
Paralegals and Legal Assistants $30 to $50 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer of $5,000, plus filing fee.
Mr. Liepins, the sole shareholder of the firm, disclosed in a court
filing that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Eric A. Liepins, Esq.
ERIC A. LIEPINS, PC
12770 Coit Road, Suite 850
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 991-5788
Email: eric@ealpc.com
About Mutschler & Mutschler, LLC
Mutschler & Mutschler, LLC operates as a construction company. The
Debtor sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Tex. Case No. 23-32146-11) on September 27, 2023.
In the petition signed by Larry Allen Mutschler, managing member,
the Debtor disclosed up to $50,000 in assets and up to $1 million
in liabilities.
Judge Michelle Larson oversees the case.
Eric A. Liepins, Esq. represents the Debtor as legal counsel.
NEW GRAND: Hires Richard B. Schiro as Special Counsel
-----------------------------------------------------
New Grand International Corporation seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Law
Offices of Richard B. Schiro as special counsel.
The firm will provide these services:
(i) locate pertinent documents from when this case was active on
the Court's docket; research procedure to reopen; research Texas
corporate governance issues pertinent to the Debtor, involving the
Texas Business Organizations Code and the Debtor's status with the
Texas Secretary of State;
(ii) prepare and file the motion to reopen case and brief in
support thereof, and the order (1) granting motion to reopen case,
and (2) denying request for status conference; and
(iii) prepare and submit the motion to approve sale of real
property.
The firm will be paid at the rates of $185 to $250 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Richard B. Schiro, Esq.
LAW OFFICES OF RICHARD B. SCHIRO
2706 Fairmount St.
Dallas, TX 75201
Tel: (214) 521-4994
Email: rbschiro@schirolaw.com
About New Grand International Corporation
New Grand International Corporation Chapter 11 plan was confirmed
on May 25, 2001. On March 6, 2023, Richard Schiro, the Debtor's
largest unsecured creditor, filed his Motion To Reopen Case And
Brief In Support Thereof, which was granted by order dated August
10, 2023, with the goal of selling that property and distributing
the proceeds as the last step in the Debtor's plan.
NWR CONSTRUCTION: Neema Varghese Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 11 appointed Neema Varghese of NV
Consulting Services as Subchapter V trustee for NWR Construction &
Exteriors, Inc.
Ms. Varghese will be paid an hourly fee of $400 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Varghese declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Neema T. Varghese
NV Consulting Services
701 Potomac, Ste. 100
Naperville, IL 60565
Tel: (630) 697-4402
Email: nvarghese@nvconsultingservices.com
About NWR Construction
NWR Construction & Exteriors, Inc. filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
23-13173) on Oct. 2, 2023, with up to $50,000 in assets and
$100,001 to $500,000 in liabilities.
Judge Timothy A. Barnes oversees the case.
David Freydin, Esq., at the Law Offices of David Freydin Ltd.
Represents the Debtor as bankruptcy counsel.
OCEAN POWER: Disputes Allegations in 'Paragon' Suit
---------------------------------------------------
Ocean Power Technologies, Inc. said in a Form 8-K filed with the
Securities and Exchange Commission that OPT and the members of the
OPT Board dispute all of Paragon Technologies, Inc.'s claims
against them and intend to mount a vigorous defense against these
claims.
On Oct. 9, 2023, Paragon, a diversified holding company owning
approximately 3.9% of the outstanding shares of OPT, commenced
litigation against OPT, board of directors – Terence J. Cyran,
Peter E. Slaiby, Clyde W. Hewlett, Natalie Lorenz-Anderson, Diana
G. Purcel -- and CEO Philip Stratmann alleging claims for breach of
fiduciary duty and seeking declaratory and injunctive relief.
In its letter dated Oct. 12, 2023, OPT informed Paragon that OPT's
Board of Directors, at its regularly scheduled quarterly meeting
held on Oct. 11, 2023, had determined, in consultation with its
legal advisors, that Paragon had failed to submit to OPT a proper
and timely advance notice of nominations in accordance with OPT's
Amended and Restated Bylaws and, accordingly, pursuant to the OPT
Bylaws, any attempt by Paragon at OPT's 2023 Annual Meeting of
Stockholders to nominate persons for election to the OPT Board
would be disregarded.
As of Oct. 12, 2023, the OPT Board has not set a date for the 2023
Annual Meeting. In 2022, OPT first convened its 2022 Annual
Meeting of Stockholders on Dec. 14, 2022, but due to the absence of
a quorum, and without voting on any of the items intended to be
brought before such meeting, adjourned such meeting. OPT
reconvened the meeting on Jan. 13, 2023, at which time OPT's
stockholders voted on the election of directors and approved the
other items properly brought before the meeting.
OPT also said that on Oct. 12, 2023, it sent Paragon a letter with
respect to the request for an exemption from OPT's Section 382 Tax
Benefits Preservation Plan that Paragon submitted to OPT on July
20, 2023 and again on Aug. 29, 2023. Pursuant to the Paragon
Exemption Request, Paragon sought an exemption from the Section 382
Tax Benefits Preservation Plan so that it could purchase up to
19.9% of OPT's common stock without triggering the dilution that
would otherwise apply thereunder to the holder of 4.9% or more of
OPT's common stock. In its letter, OPT notified Paragon that it
had completed its review of the Paragon Exemption Request in
consultation with its tax and legal advisors and that, based upon
such review, and in accordance with Section 27 of the Section 382
Tax Benefits Preservation Plan, the OPT Board, at its regularly
scheduled quarterly meeting held on Oct. 11, 2023, had determined
not to approve the Paragon Exemption Request.
About Ocean Power Technologies
Headquartered in Monroe Township, New Jersey, Ocean Power
Technologies, Inc. -- http://www.oceanpowertechnologies.com--
provides ocean data collection and reporting, marine power,
offshore communications, and Maritime Domain Awareness ("MDA")
products and consulting services. The Company offers its products
and services to a wide-range of customers, including those in
government and offshore energy, oil and gas, construction, wind
power and other industries. The Company is involved in the entire
life cycle of product development, from product design through
manufacturing, testing, deployment, maintenance and upgrades,
working closely with partners across its supply chain.
Ocean Power reported a net loss of $26.33 million for the fiscal
year ended April 30, 2023, a net loss of $18.87 million on $1.76
million for fiscal year ended April 30, 2022, a net loss of $14.76
million for the 12 months ended April 30, 2021, a net loss of
$10.35 million for the 12 months ended April 30, 2020, and a net
loss of $12.25 million for the 12 months ended April 30, 2019. As
of Jan. 31, 2023, the Company had $59.04 million in total assets,
$6.10 million in total liabilities, and $52.94 million in total
shareholders' equity.
OCEANKEY (U.S.): S&P Downgrades ICR to 'B-', Outlook Stable
-----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on advertising
technology and software solutions provider OceanKey (U.S.) II Corp.
(doing business as Mediaocean and Flashtalking) to 'B-' from 'B'.
The stable outlook reflects S&P's expectation that Mediaocean will
increase its revenue by the low- to mid-single digit percent area,
generate free operating cash flow (FOCF) to debt of 2%-3%, and
maintain adequate liquidity in 2024 as the advertising market
improves.
S&P said, "The downgrade reflects our expectation that Mediaocean's
FOCF to debt will remain below 5% through 2024 due to its slower
expansion and higher interest expense, despite the cost actions it
implemented over the past year to improve its cost structure. It
also reflects the company's weaker-than-expected growth across its
business segments, particularly in its social media
advertising-focused segment, which faced elevated churn over the
past year and has underperformed expectations since it was acquired
three years ago.
"Mediaocean's revenue expansion has underperformed our
expectations.
"We now forecast the company's revenue will decline by 2%-3% in
2023 due to continued weakness in the digital and social
advertising platforms, Flashtalking and 4C, that it acquired over
the past three years. Through the first two quarters of 2023,
Mediaocean's revenue from these businesses declined by 13% due to
large customer losses late last year and increased customer churn
amid the volatile advertising market. Additionally, the company's
revenue from its core system of record business, which accounts for
about 60% of its annual revenue, fell by 5% in the first half of
2023 due to a tough comparison with the prior year, pricing
pressure, and the overall weakness in the advertising market. While
we expect Mediaocean's revenue will rebound in 2024 and rise about
4% amid the improvement in the the overall advertising market, we
do not forecast this will be sufficient to improve its FOCF to debt
above our 5% downside threshold for the 'B' rating.
"Management's cost-reduction measures will improve the company's
EBITDA margin, though we forecast its FOCF to debt will remain
below 5% through 2024.
"Mediaocean has implemented multiple cost reductions over the past
year to adjust its cost structure to its slower pace of expansion.
These actions were focused on reducing its employee base and
overall compensation costs. We believe these measures will have a
moderate affect on its performance in the second half of 2023, with
the company realizing the full benefits in 2024. Therefore, we
forecast Mediaocean's S&P Global Ratings-adjusted FOCF will improve
to about $25 million-$30 million in 2023 and $35 million-$40
million in 2024 (from $15 million in 2022). While this will improve
its FOCF generation, we forecast its FOCF to debt will be in the
3%-4% range in 2024, which is below our 5% downside threshold.
"Our view of the competitive position of Mediaocean's core software
offerings is unchanged despite its slowing expansion amid the
weakness in the overall advertising market.
"We view the company's core system of record business as its most
resilient product line, which benefits from its entrenched product
use-cases and favorable industry relationships. This product suite
supports half of all U.S. advertising spending and about one-third
of global advertising spending through its technology platforms. It
also has favorable client-retention rates due to its market
leadership, with the average customer tenure for its top five
advertising agency customers standing at about 30 years. We believe
this is due to the embedded nature of its software as the system of
record for these advertising agency clients, which means that
switching costs are high."
Mediaocean provides its core offerings under contracts with terms
ranging from 18 months to 10 years in length. The company has
benefitted from the shift in advertising toward digital content due
to the higher take-rates on the digital advertising solutions it
offers its clients. Despite the positive attributes of its core
product offerings, most of the company's contracts with its large
ad agency clients are volume based, which is why its expansion has
slowed amid the weakness in the advertising market.
The stable outlook reflects S&P's expectation that Mediaocean will
increase its revenue by the low- to mid-single digit percent area,
generate FOCF to debt of 2%-3%, and maintain adequate liquidity in
2024 as the advertising market improves.
S&P could lower its rating on Mediaocean if:
-- The operating trends in its core system of record business
materially weaken such that its revenue and margin decline; and
-- The company is unable to generate sustained positive FOCF due
to its weaker operational performance.
S&P could raise its rating on Mediaocean if:
-- Its operating trends improve such that it increases its revenue
by the high-single-digit percent area and expands its margin; and
-- The company is able to generate FOCF to debt of more than 5% on
a sustained basis.
PERFORMANCE RESULTS: Hires Brady Ware & Company as Accountant
-------------------------------------------------------------
Performance Results Plus, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Ohio to employ Brady
Ware & Company as accountant.
The firm will provide these services:
(a) advise and assist the Debtor with the monthly operating
reports required by the United States Trustee;
(b) advise and assist the Debtor with a plan of reorganization
and the budgets and forecasts to support a plan;
(c) assist the Debtor with the preparation and filing of
federal, state and local tax returns;
(d) serve, if needed, as an expert witness in support of a plan
of reorganization; and
(e) perform any and all other accounting services as may be
required that are in the best interest of the Debtor, the estate or
its creditors.
The firm will be paid at these rates:
Principals $450 per hour
Senior Accountants $240 per hour
Staff Accountants $175 per hour
Para-Professionals $130 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Betty L. Collins
Brady Ware & Company
3 Easton Oval, Suite 300
Columbus, OH 43219
Tel: (614) 885-7407
About Performance Results Plus, Inc.
Performance Results Plus, Inc. owns and operates a hydraulic
machine shop. The Debtor sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 23-52960) on August
28, 2023. In the petition signed by Michael L. Adkins, president,
the Debtor disclosed $3,219,882 in assets and $3,128,718 in
liabilities.
Judge Kathryn Preston oversees the case.
John W. Kennedy, Esq., at Strip Hoppers Leithart McGrath & Terlecky
Co., LPA, represents the Debtor as legal counsel.
PERFORMANCE RESULTS: Hires Ordinary Course Professionals
--------------------------------------------------------
Performance Results Plus, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Ohio to employ
ordinary course professionals.
The Debtor hires the following as ordinary course professional:
Professional Services
Xin Wen Bookkeeper. Assists in preparation of
books in
Kaiser Consulting QuickBooks software to be submitted to
34 Grace Dr. accountant.
Powell, OH 43065
The firm will be paid at the rate of $70 per hour, subject to a fee
cap of $2,500 per month.
About Performance Results Plus, Inc.
Performance Results Plus, Inc. owns and operates a hydraulic
machine shop. The Debtor sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 23-52960) on August
28, 2023. In the petition signed by Michael L. Adkins, president,
the Debtor disclosed $3,219,882 in assets and $3,128,718 in
liabilities.
Judge Kathryn Preston oversees the case.
John W. Kennedy, Esq., at Strip Hoppers Leithart McGrath & Terlecky
Co., LPA, represents the Debtor as legal counsel.
PJSC PLATINUM: Chapter 15 Case Summary
--------------------------------------
Chapter 15 Debtor: PJSC Platinum Bank
12 Street M. Amosova
Kyiv 03680
Ukraine
Business Description: The Debtor is an insolvent Ukrainian
bank.
Foreign Proceeding: Foreign liquidation proceeding
of public joint stock company Platinum
Bank pending before the Deposit
Guarantee Fund of Ukraine.
Chapter 15 Petition Date: March 29, 2023
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 23-12421
Judge: Hon. Scott M. Grossman
Foreign Representative: Victor Volodymyrovich Novikov
17 Sichovykh Strltsiv
Kyiv 04053
Ukraine
Foreign
Representative's
Counsel: Leyza F. Blanco, Esq.
SEQUOR LAW, P.A.
1111 Brickell Avenue, Suite 1250
Miami, FL 33131
Phone: (305) 372-8282
Email: lblanco@sequorlaw.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/DV6VGDI/PJSC_Platinum_Bank__flsbke-23-12421__0001.0.pdf?mcid=tGE4TAMA
PRETIUM PACKAGING: Davis Polk Advises Lenders on Loan Amendment
---------------------------------------------------------------
Davis Polk advised an ad hoc group of term lenders in connection
with an amendment to Pretium Packaging, LLC's existing first-lien
term loan credit agreement. In connection with the transaction,
consenting first-lien term lenders (i) provided new first-out term
loans and (ii) sold existing term loans in exchange for new
second-out term loans.
Pretium Packaging is a leading full-service designer and
manufacturer of rigid packaging solutions for specialized
applications with small to mid-sized production volumes. Pretium
Packaging is managed directly or indirectly by Clearlake Capital
Group, L.P. and its affiliates.
The Davis Polk restructuring and finance team included partners
Damian S. Schaible, David Schiff and Christian Fischer and
associates Esam Ibrahim, Jarret Erickson, Carly (Yoona) Cha and
Motty Rivkin. The tax team included partner Corey Goodman and
associate Alanna Phillips. All members of the Davis Polk team are
based in the New York office.
Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited
liability partnership, and its associated entities.
PRIME CORE: Committee Hires Brown Rudnick LLP as Counsel
--------------------------------------------------------
The official committee of unsecured creditors of Prime Core
Technologies Inc. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Brown
Rudnick LLP as counsel.
The firm's services include:
a. assisting, advising, and representing the Committee in its
meetings, consultations and negotiations with the Debtors and other
parties in interest regarding the administration of these Cases;
b. assisting, advising, and representing the Committee in
understanding its powers and its duties under the Bankruptcy Code
and the Bankruptcy Rules and in performing other services as are in
the interests of those represented by the Committee;
c. assisting with the Committee's review of the Debtors'
Schedules of Assets and Liabilities, Statement of Financial Affairs
and other financial reports prepared by or on behalf of the
Debtors;
d. assisting the Committee's investigation of the acts, conduct,
assets, liabilities, and financial condition of the Debtors and its
affiliates, including certain transactions preceding the bankruptcy
filing and the formation of the Debtors;
e. assisting and advising the Committee regarding the
identification and prosecution of estate claims and causes of
action;
f. assisting and advising the Committee in its review and
analysis of, and negotiations with the Debtors and any
counterparties related to, any potential sale or restructuring
transactions;
g. reviewing and analyzing all applications, motions,
complaints, orders, and other pleadings filed with the Court by the
Debtors or third parties, and advising the Committee as to their
propriety and, after consultation with the Committee, taking any
appropriate action;
h. preparing necessary applications, motions, answers, orders,
reports, and other legal papers on behalf of the Committee, and
pursuing or participating in contested matters and adversary
proceedings as may be necessary or appropriate in furtherance of
the Committee's duties, interest, and objectives;
i. representing the Committee at hearings held before the Court
and communicating with the Committee regarding the issues raised,
and the decisions of the Court;
j. assisting, advising, and representing the Committee in
connection with the review of filed proofs of claim and
reconciliation of or objections to such proofs of claim and any
claims estimation proceedings;
k. assisting, advising, and representing the Committee in their
participation in the negotiation, formulation, and drafting of a
plan of reorganization/liquidation;
l. assisting, advising, and representing the Committee with
respect to its communications with the general creditor body
regarding significant matters in these Cases;
m. responding to inquiries from individual creditors as to the
status of, and developments in, these Cases; and
n. providing such other services to the Committee as may be
necessary in these Cases or any related proceedings.
The firm will be paid at these rates:
Partners $750 to $2,250 per hour
Counsels $290 to $2,575 per hour
Associates $420 to $975 per hour
Paralegals $425 to $530 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing
arrangements for this engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition
engagement, including any adjustments during the 12
months prepetition. If your billing rates and
material financial terms have changed postpetition,
explain the difference and the reasons for the
difference.
Response: Not applicable.
Question: Has your client approved your prospective budget
and staffing plan, and, if so for what budget
period?
Response: The Committee will approve a budget and general
staffing plan in connection with its representation
of the Committee.
Robert J. Stark, Esq., a partner at Brown Rudnick LLP, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Robert J. Stark, Esq.
Bennett S. Silverberg, Esq.
Kenneth J. Aulet, Esq.
Jennifer M. Schein, Esq.
BROWN RUDNICK LLP
7 Times Square
New York, NY 10036
Tel: (212) 209-4800
Fax: (212) 209-4801
Email: rstark@brownrudnick.com
bsilverberg@brownrudnick.com
kaulet@brownrudnick.com
jschein@brownrudnick.com
About Prime Core Technologies Inc.
Prime Core Technologies, Inc., and three of its affiliates sought
Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No.
23-11161) on Aug. 16, 2023. The petitions were signed by Jor Law as
interim chief executive officer. The Hon. J. Kate Stickle presides
over the Debtors' cases.
The Debtors listed $50 million to $100 million in estimated assets
and $100 million to $500 million estimated liabilities.
McDermott Will & Emery LLP serves as counsel to the Debtors. The
Debtors' financial advisor is M3 Advisory Partners, LP; their
investment banker is Galaxy Digital Partners LLC; and their claims
and noticing agent is Stretto.
The U.S. Trustee for Region 3 and 9 appointed an official committee
to represent unsecured creditors in the Chapter 11 cases of Prime
Core Technologies, Inc. and its affiliates. Brown Rudnick LLP as
counsel, Womble Bond Dickinson (US) LLP as co-counsel, and
Province, LLC as financial advisor.
PRIME CORE: Committee Hires Province LLC as Financial Advisor
-------------------------------------------------------------
The official committee of unsecured creditors of Prime Core
Technologies Inc. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Province,
LLC as financial advisor.
The firm's services include:
a. becoming familiar with and analyzing the Debtors' DIP budget,
assets and liabilities, and overall financial condition;
b. reviewing financial and operational information furnished by
the Debtors;
c. monitoring the sale process, reviewing bidding procedures,
stalking horse bids, asset purchase agreements, interfacing with
the Debtors' professionals, and advising the Committee regarding
the process;
d. scrutinizing the economic terms of various agreements,
including, but not limited to, the Debtors' KEIP and KERP and
various professional retentions;
e. analyzing the Debtors' proposed business plans and developing
alternative scenarios, if necessary;
f. assessing the Debtors' various pleadings and proposed
treatment of unsecured creditor claims therefrom;
g. preparing, or reviewing as applicable, avoidance action and
claim analyses;
h. assisting the Committee in reviewing the Debtors' financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, DIP budgets, and
monthly operating reports;
i. advising the Committee on the current state of these chapter
11 cases;
j. advising the Committee in negotiations with the Debtors and
third parties as necessary;
k. if necessary, participating as a witness in hearings before
the Court with respect to matters upon which Province has provided
advice; and
l. other activities as are approved by the Committee, the
Committee's counsel, and as agreed to by Province.
The firm will be paid at these rates:
Managing Directors and Principals $860 to $1,350 per hour
Vice Presidents, Directors,
and Senior Directors $580 to $950 per hour
Analysts, Associates, and
Senior Associates $300 to $650 per hour
Other/Para-Professional $220 to $300 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David Dunn, a principal at Province, LLC, disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
David Dunn
Province, LLC
2360 Corporate Circle, Suite 340
Henderson, NV 89074
Telephone: (702) 685-5555
Email: ddunn@provincefirm.com
About Prime Core Technologies Inc.
Prime Core Technologies, Inc., and three of its affiliates sought
Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No.
23-11161) on Aug. 16, 2023. The petitions were signed by Jor Law as
interim chief executive officer. The Hon. J. Kate Stickle presides
over the Debtors' cases.
The Debtors listed $50 million to $100 million in estimated assets
and $100 million to $500 million estimated liabilities.
McDermott Will & Emery LLP serves as counsel to the Debtors. The
Debtors' financial advisor is M3 Advisory Partners, LP; their
investment banker is Galaxy Digital Partners LLC; and their claims
and noticing agent is Stretto.
The U.S. Trustee for Region 3 and 9 appointed an official committee
to represent unsecured creditors in the Chapter 11 cases of Prime
Core Technologies, Inc. and its affiliates. Brown Rudnick LLP as
counsel, Womble Bond Dickinson (US) LLP as co-counsel, and
Province, LLC as financial advisor.
PRIME CORE: Committee Hires Womble Bond Dickinson as Co-Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of Prime Core
Technologies Inc. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Womble Bond
Dickinson (US) LLP as co-counsel.
The firm's services include:
a. providing legal advice as necessary with respect to the
Committee's powers and duties as an official committee appointed
under Bankruptcy
Code section 1102;
b. assisting the Committee in investigating the acts, conduct,
assets, liabilities, and financial condition of the Debtors, the
operation of the Debtors' businesses, potential claims, and any
other matters relevant to these cases, to the sale of assets, or to
the formulation of a plan of reorganization or liquidation (a
"Plan");
c. participating in the formulation of a Plan;
d. providing legal advice as necessary with respect to any
disclosure statement and Plan filed in these Chapter 11 Cases and
with respect to the process for approving or disapproving
disclosure statements and confirming or denying confirmation of a
Plan;
e. preparing on behalf of the Committee, as necessary,
applications, motions, objections, complaints, answers, orders,
agreements, and other legal papers;
f. appearing in Court to present necessary motions,
applications, objections, and pleadings, and otherwise protecting
the interests of those represented by the Committee;
g. assisting the Committee in requesting the appointment of a
trustee or examiner, should such action be necessary; and
h. performing such other legal services as may be required and
as are in the best interests of the Committee and creditors.
The firm will be paid at these rates:
Partners $365 to $1,290 per hour
Of Counsel $380 to $1,460 per hour
Associates $305 to $705 per hour
Senior Counsel $125 to $895 per hour
Counsel $125 to $635 per hour
Paralegals $95 to $565 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Detweiler disclosed the following:
(a) The firm did not agree to a variation of its standard and
customary billing arrangements for the engagement;
(b) The firm's professionals included in the engagement have not
varied their rates based on the geographic location of these
Chapter 11 Cases;
(c) The firm did not represent the Committee prior to the
Petition Date; and
(d) The firm is developing a staffing plan and is currently
developing a prospective budget for these Chapter 11 Cases (the
"Budget and Staffing Plan") to comply with any requests for
information and additional disclosures by the U.S. Trustee and any
other orders of the Court, recognizing that, during the course of
these Chapter 11 Cases, there may be unforeseeable fees and
expenses that will need to be addressed by the Committee and WBD.
WBD and the Committee will review the Budget and Staffing Plan
throughout these Chapter 11 Cases to determine any adjustments
required to the Budget and Staffing Plan.
Donald J. Detweiler, Esq., a partner at Womble Bond Dickinson (US)
LLP, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Donald J. Detweiler, Esq.
Elazar A. Kosman, Esq.
WOMBLE BOND DICKINSON (US) LLP
1313 North Market Street, Suite 1200
Wilmington, DE 19801
Telephone: (302) 252-4320
Facsimile: (302) 252-4330
Email: don.detweiler@wbd-us.com
Email: elazar.kosman@wbd-us.com
About Prime Core Technologies Inc.
Prime Core Technologies, Inc., and three of its affiliates sought
Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No.
23-11161) on Aug. 16, 2023. The petitions were signed by Jor Law as
interim chief executive officer. The Hon. J. Kate Stickle presides
over the Debtors' cases.
The Debtors listed $50 million to $100 million in estimated assets
and $100 million to $500 million estimated liabilities.
McDermott Will & Emery LLP serves as counsel to the Debtors. The
Debtors' financial advisor is M3 Advisory Partners, LP; their
investment banker is Galaxy Digital Partners LLC; and their claims
and noticing agent is Stretto.
The U.S. Trustee for Region 3 and 9 appointed an official committee
to represent unsecured creditors in the Chapter 11 cases of Prime
Core Technologies, Inc. and its affiliates. Brown Rudnick LLP as
counsel, Womble Bond Dickinson (US) LLP as co-counsel, and
Province, LLC as financial advisor.
PROFUNDITY LLC: Hires Roman Groysman P.A. as Legal Counsel
----------------------------------------------------------
Profundity LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ the
Law Offices of Roman Groysman, P.A. as counsel.
The firm will provide these services:
(a) advise the Debtor with regard to its rights and interests in
relation to the pending litigations outside the Bankruptcy Court;
(b) if appropriate, prepare and prosecute claim objections, and
adversary proceedings;
(c) prepare on behalf of the Debtor all motions, applications,
answers, orders, reports and papers necessary to protect the
interests and advance the position of the Debtor in any contested
matter and adversary proceeding;
(d) attend meetings with third parties and participate in
negotiations with respect to the above matters;
(e) appear before this Court, any appellate courts, and the U.S.
Trustee, and protect the interests of the Debtor's estate before
such courts and the U.S. Trustee; and
(f) perform all other necessary legal services and provide all
other necessary legal advice to the Debtor in connection with this
Chapter 11 case.
The firm will be paid at the rate of $400 per hour for attorneys,
and $95 per hour for paralegals.
The firm received a retainer of $20,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Roman Groysman, Esq., a partner at Law Offices of Roman Groysman,
P.A., disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Roman Groysman, Esq.
LAW OFFICES OF ROMAN GROYSMAN, P.A.
101 North East Third Avenue Suite 1500
Fort Lauderdale, FL 33301
Tel: (754) 368-67777
About Profundity LLC
Profundity, LLC is engaged in the business of commercial and
industrial machinery and equipment rental and leasing. The company
is based in Miami, Fla.
Profundity and its affiliate Naboo Royal Cruiser, LLC sought
Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case Nos.
23-16720 and 23-16725) on Aug. 23, 2023. Tantive Giv, LLC, another
affiliate, filed Chapter 11 petition (Bankr. S.D. Fla. Case No.
23-16765) on Aug. 24, 2023. The cases are jointly administered
under Case No. 23-16720 and overseen by Judge Corali Lopez-Castro.
At the time of the filing, Profundity reported $3,813,041 in assets
and $5,191,494 in liabilities.
Brett D. Lieberman, Esq., at Edelboim Lieberman Revah, PLLC, is the
Debtors' legal counsel.
PROPPANT TECH: Unsecured Claims Under $2K Will Get 100% in Plan
---------------------------------------------------------------
I.M. Investments, LLC, a creditor in the chapter 11 cases for
debtors Proppant Tech Services, LLC and NA Land Investments, LLC,
submitted a Disclosure Statement describing Joint Chapter 11 Plan
for the Debtors dated October 12, 2023.
The Debtors operated a sand mine and sold sand that is used in the
oil business.NA owns the sand mine, and Proppant generated sales of
sand from the mine pursuant to a lease agreement.
Currently, each of the Debtors have three members: Ignacio
Martinez, Murray Moran, and Anirban Haldar. Each of the Debtors
have Company Agreements that are executed by each of the Members
(the "Company Agreements"). Substantially all of the liquidity that
was necessary for the Debtors to operate were made available by
Martinez, as a result of his financial statements, or from entities
owned or controlled by Martinez, including I.P.E. Aggregate, LLC,
which leased equipment to Proppant.
On June 2, 2023, I.M. purchased the Debt, and all liens securing
the Debt, from ANB, and succeeded to all of ANB's rights as a
secured creditor. I.M. initiated litigation in the State District
Court of Bexar County, Texas and sought and obtained a temporary
restraining order against Haldar and Moran from exercising
financial control over the Debtors and their assets. I.M. provided
notice to the Debtors of its intent to exercise control over the
assets of the Debtors pending foreclosure pursuant to the loan
documents that it had been assigned by ANB.
During the course of this bankruptcy case, the Debtors have ceased
operations. Through the Plan, I.M. proposes to reorganize the
Debtors, resume operations, and pay creditors in full.
Class 4 consists of the General Unsecured Claims. Within 90 days of
the Effective Date, each Holder of an Allowed General Unsecured
Claim will receive a pro-rata distribution of 75% of the
Reorganized Debtors' Net Disposable Income. Thereafter, the
Reorganized Debtor will make prorata Distributions to the Holders
of Allowed General Unsecured Claims every 90 days in an amount
equal to 75% of the Reorganized Debtors' Net Disposable Income,
until the Holders of Allowed General Unsecured Claims are paid in
full. Allowed General Unsecured Claims shall not include interest
from and after the Petition Date or include any penalty on such
Claim. Class 3 is Impaired by the Plan. The amount of claim in this
Class total $3,000,000.
Class 5 consists of the Allowed Convenience Claims. Holders of
Allowed General Unsecured Claims whose claims are at or below
$2,000.00 or who agree by reflection on the Ballot to reduce their
General Unsecured Claim to $2,000, will receive 100% of their
Allowed Claim in 2 equal monthly payments on the 30th and 60th day
following the Effective Date. This Class is impaired. The amount of
claim in this Class total $25,000.
Class 6 consists of all Existing Equity Interests in the Debtors.
Existing Equity Interests shall be canceled immediately upon the
Effective Date of the Plan, and new equity shall be issued to I.M.
Investments, LLC or an entity designated by it, in return for the
satisfaction of $50,000 of I.M.'s Class 2 claim. The cancellation
of the Existing Equity Interests shall not terminate the Company
Agreements, including any amendments thereto, of the Debtors.
Except as otherwise provided in the Plan, the Debtors shall
continue to exist after the Effective Date as Reorganized Debtors
in accordance with the applicable laws of the respective
jurisdictions in which they are organized and pursuant to the
pre-petition company agreements of the Debtors. On or after the
Effective Date, each Reorganized Debtor may, in its sole
discretion, take such action as permitted by applicable law and
such Reorganized Debtor's organizational documents, as such
Reorganized Debtor may determine is reasonable and appropriate,
including causing: (i) a Reorganized Debtors to be merged into one
another; (ii) a Reorganized Debtor to be dissolved; (iii) the legal
name of a Reorganized Debtor to be changed; or (iv) the closure of
a Reorganized Debtor's Chapter 11 Case on the Effective Date or any
time thereafter.
The Reorganized Debtors shall fund distributions and satisfy
Administrative Expense Claims, Class 1 Claims and Class 2 Claims
pursuant to the terms of the Plan with (i) Available Cash; and (ii)
the proceeds of the Exit Facility. The remaining Allowed Claims
will be paid in Cash, which shall be funded by operations of the
Reorganized Debtors.
The "Exit Facility" means the amounts advanced to the Reorganized
Debtors by I.M. in an amount sufficient to fund (a) necessary and
appropriate operating expenses of the Reorganized Debtors, (b)
Professional Fee Claims; and (c) any other expenses necessary for
the consummation of the Plan. The Exit Facility will be effectuated
through amendments to the existing I.M. Loan Documents in a form
reasonably acceptable to I.M. and the Reorganized Debtors. ANB has
committed to fund I.M. $1,500,000 to effectuate the Exit Facility.
The Bankruptcy Court has set a hearing on confirmation of the Plan
on November 20, 2023 at 10:00 a.m. (the "Confirmation Hearing").
In order to be counted, ballots must be received on November 13,
2023. Objections to this Disclosure Statement or to the
confirmation of the Plan must be filed no later than November 13,
2023.
A full-text copy of the Disclosure Statement dated October 12, 2023
is available at https://urlcurt.com/u?l=36QsI9 from
PacerMonitor.com at no charge.
Counsel to I.M Investments:
HOLLAND & KNIGHT, LLP
Eric J. Taube, Esq.
Mark C. Taylor, Esq.
William R. "Trip" Nix, Esq.
100 Congress Avenue, Suite 1800
Austin, Texas 78701
(512) 685-6400
(512) 685-6417 (FAX)
Email: eric.taube@hklaw.com
mark.taylor@hklaw.com
trip.nix@hklaw.com
About Proppant Tech Services
Proppant Tech Services, LLC, is a sand mining business in San
Antonio that produces and sells special silica sands, otherwise
known as "frac sand." The frac sand, which is produced through the
wet sand method, is sold to oil and gas businesses engaged in
hydraulic fracturing, or "fracking."
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-50734) on June 11,
2023. In the petition signed by Anirban Haldar, member, the Debtor
disclosed $8,622,400 in assets and $8,770,018 in liabilities.
Judge Michael M. Parker oversees the case.
Brandon J. Tittle, Esq., at Glast, Phillips and Murray, PC, is the
Debtor's legal counsel.
PROS HOLDINGS: Swaps $122M Notes Due 2024 for New Notes Due 2027
----------------------------------------------------------------
PROS Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that the Company settled the
previously announced exchange agreements for the exchange of $122.0
million aggregate principal amount of its outstanding 1.00%
Convertible Senior Notes due 2024 for newly issued $116.8 million
aggregate principal amount of its outstanding 2.250% Convertible
Senior Notes due 2027. Following the settlement of the Exchanges,
$21.7 million in aggregate principal amount of 2024 Notes and
$266.8 million in aggregate principal amount of 2027 Notes will
remain outstanding with terms unchanged. The 2027 Notes issued in
the Exchanges constitute a further issuance of, and form a single
series and will be fungible with, the existing 2027 Notes.
The 2027 Notes are unsecured, unsubordinated obligations of the
Company and will pay interest semiannually at an annual rate of
2.250% and will be convertible into cash, shares of the Company's
common stock or a combination of cash and shares of the Company's
common stock, at the Company's election, based on the applicable
conversion rate at such time. The 2027 Notes have an initial
conversion rate of 23.9137 shares of the Company's common stock per
$1,000 principal amount of 2027 Notes (which is equivalent to an
initial conversion price of approximately $41.82 per share of the
Company's common stock). The conversion rate is subject to
adjustment in certain circumstances, including in connection with
specified fundamental changes. Holders of the 2027 Notes will have
the right to require the Company to repurchase all or a portion of
their notes upon the occurrence of a fundamental change (as defined
in the indenture governing the 2027 Notes) at a purchase price of
100% of their principal amount plus any accrued and unpaid
interest. The 2027 Notes will mature on Sept. 15, 2027, unless
converted, redeemed or repurchased in accordance with their terms
prior to such date. Prior to June 15, 2027, the 2027 Notes will be
convertible only upon the satisfaction of certain conditions and
during certain periods, and thereafter, at any time prior to the
close of business on the second scheduled trading day immediately
preceding the maturity date regardless of these conditions.
About PROS
Headquartered in Houston, Texas, PROS Holdings, Inc. (NYSE: PRO) --
www.pros.com -- is a provider of AI-powered SaaS pricing, CPQ,
revenue management, and digital offer marketing solutions. The
PROS Platform leverages AI to provide real-time predictive insights
that enable businesses to drive revenue and margin improvements.
PROS Holdings reported a net loss of $82.25 million in 2022, a net
loss of $81.21 million in 2021, a net loss of $76.98 million in
2020, a net loss of $69.08 million in 2019, a net loss of $64.25
million in 2018, a net loss of $77.93 million in 2017, and a net
loss of $75.23 million in 2016.
PRUDENT AMERICAN: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Prudent American Technologies, Inc.
9203 Moss Farm Ln.
Dallas TX 75243
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 23-41959
Debtor's Counsel: Howard Marc Spector, Esq.
SPECTOR & COX, PLLC
12770 Coit Road
Suite 850
Dallas TX 75251
Tel: (214) 365-5377
Email: hms7@cornell.edu
Estimated Assets: $0 to $50,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by Jay Rigby as interim president & CEO.
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/S2HQ77I/Prudent_American_Technologies__txebke-23-41959__0001.0.pdf?mcid=tGE4TAMA
QUICK TUBE SYSTEMS: Hires Lane Law Firm PLLC as Legal Counsel
-------------------------------------------------------------
Quick Tube Systems, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ The Lane Law
Firm, PLLC as its legal counsel.
The firm will provide these services:
(a) assist, advise, and represent the Debtor relative to the
administration of the Chapter 11 case;
(b) assist, advise, and represent the Debtor in analyzing its
assets and liabilities, investigating the extent and validity of
lien and claims, and participating in and reviewing any proposed
asset sales or dispositions;
(c) attend meetings and negotiate with representatives of
secured creditors;
(d) assist the Debtor in the preparation, analysis, and
negotiation of any plan of reorganization and disclosure
statement;
(e) take all necessary action to protect and preserve the
interests of the Debtor;
(f) appear, as appropriate, before the bankruptcy court, the
appellate courts, and other courts in which matters may be heard;
and
(g) perform all other necessary legal services.
The firm will be paid at these rates:
Robert C. Lane, Partner $550 per hour
Joshua D. Gordon, Partner $500 per hour
Associate Attorneys $375 to $425 per hour
Bankruptcy Paralegals/Legal Assistants $150 to $190 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received payments for its retainer in the total amount of
$27,500.
Robert C. Lane, Esq., a partner at The Lane Law Firm, PLLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy
Code.
The firm can be reached through:
Robert C. Lane, Esq.
Joshua D. Gordon, Esq.
A. Zachary Casas, Esq.
THE LANE LAW FIRM, PLLC
6200 Savoy, Suite 1150
Houston, TX 77036
Telephone: (713) 595-8200
Facsimile: (713) 595-8201
Email: notifications@lanelaw.com
joshua.gordon@lanelaw.com
zach.casas@lanelaw.com
About Quick Tube Systems, Inc.
Quick Tube Systems, Inc. is a provider of physical security,
electronic security, customized drive-up service, and delivery
systems. Its products include pneumatic delivery systems, indoor &
outdoor kiosks, deal drawers & drive through windows, electronic &
mechanical locks, security storage, cash management security, video
surveillance, security entrance control & access control, alarm
panels & alarm monitoring, biometric access control, intercom audio
& video systems, and directional LED signs.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-33570) on September
15, 2023. In the petition signed by Ray Epps, CEO, the Debtor
disclosed $2,395,188 in assets and $3,383,980 in liabilities.
Judge Jeffrey P Norman oversees the case.
Robert C. Lane, Esq., at the Lane Law Firm, represents the Debtor
as legal counsel.
QURATE RETAIL: Schedules Annual Investor Meeting for Nov. 9
-----------------------------------------------------------
Qurate Retail, Inc. announced it will be holding its annual
Investor Meeting on Thursday, Nov. 9, 2023, which will occur
concurrent with the annual Investor Meeting of Liberty Media
Corporation.
Presentations related to Liberty Media will begin at approximately
9:00 am E.T. and the presentation for Qurate Retail is estimated to
begin at approximately 11:00 am E.T. During its annual Investor
Meeting, observations may be made regarding Qurate Retail's
financial performance and outlook, as well as other forward-looking
matters.
The annual Investor Meeting will be held in New York, NY and is
open to shareholders, research analysts and press. Registration
and livestream information is available on the Qurate Retail
website and at
https://timesevents.nytimes.com/2023libertymediainvestormeeting.
A Q&A session will be hosted after the presentations. In-person
attendees will be able to ask questions live, or interested parties
are able to submit questions in advance by emailing
investorday@libertymedia.com with the subject "Investor Day
Question" by 5:00pm E.T. on Friday, Nov. 3, 2023.
An archive of the webcast of the Investor Meeting will also be
available on
https://www.qurateretail.com/investors/news-events/ir-calendar
after appropriate filings have been made with the SEC. Companies
presenting at the annual Investor Meetings include:
Morning Presentations Beginning 9:00am E.T.
Liberty Media & Atlanta Braves Holdings, Inc.
* Formula 1
* Atlanta Braves
* Sirius XM Holdings Inc.
* Live Nation Entertainment, Inc.
Qurate Retail, Inc.
Afternoon Presentations Beginning 1:00pm E.T.
Liberty TripAdvisor Holdings, Inc.
* Tripadvisor, Inc.
Liberty Broadband Corporation
* Charter Communications, Inc.
* GCI
Q&A Session Beginning 2:00 pm E.T.
About Qurate Retail
Headquartered in Englewood, Colorado, Qurate Retail, Inc. owns
controlling and non-controlling interests in a broad range of video
and online commerce companies. The Company's largest businesses
and reportable segments are QxH (QVC U.S. and HSN) and QVC
International. QVC, Inc., which includes QxH and QVC
International, markets and sells a wide variety of consumer
products in the United States and several foreign countries via
highly engaging video-rich, interactive shopping experiences.
Cornerstone Brands, Inc. consists of a portfolio of aspirational
home and apparel brands, and is a reportable segment. The
Company's "Corporate and other" category includes its consolidated
subsidiary Zulily, LLC, along with various cost and equity method
investments.
Qurate reported a net loss of $2.53 billion for the year ended Dec.
31, 2022.
Qurate Retail received on Sept. 14, 2023, written notice from The
Nasdaq Stock Market notifying the Company that, because the closing
bid price for the Company's Series A common stock, par value $0.01
per share ("QRTEA"), has fallen below $1.00 per share for 30
consecutive business days, the Company no longer complies with the
minimum bid price requirement for continued listing of QRTEA on the
Nasdaq Global Select Market.
* * *
As reported by the TCR on March 21, 2023, S&P Global Ratings
lowered its issuer credit rating on U.S.-based video commerce and
online retailer Qurate Retail Inc. to 'CCC+' from 'B-'. S&P said,
"We view the company's capital structure as potentially
unsustainable in a rising interest rate environment. We expect
Qurate's adjusted leverage to remain high, above the 6x area in
2023."
RESERVE TECH: Hires Hahn Fifle & Co. as Financial Advisor
---------------------------------------------------------
Reserve Tech Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Hahn Fifle & Co., LLP
as financial advisor.
The firm will provide these services:
-- assist in the analysis, review, and monitoring of the
restructuring process, including, but not limited to, an assessment
of the unsecured claims pool and potential recoveries for unsecured
creditors;
-- assist the Debtor in reviewing the Debtor's financial
reports, including, but not limited to, cash budgets, projections
and monthly operating reports;
-- review and provide analysis of any proposed Chapter 11 plan;
-- attend meetings and assist in discussions with the Debtor,
the U.S. Trustee, the Subchapter V Trustee, and other parties in
interest and professionals;
-- prepare a liquidation analysis and projected disposable
income in connection with the Chapter 11 plan; and
-- perform such other advisory services for the Debtor as may be
necessary or proper in these proceedings, subject to the
aforementioned scope.
The firm will be paid at the rates of $490 per hour for partners,
and $80 per hour for staffs.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Donald Fife, a partner at Hahn Fife & Company, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Donald T. Fife
Hahn Fife & Company, LLP
790 E. Colorado Blvd. 9th Floor
Pasadena, CA 91101
Tel: (626) 796-9123
Email: dhahn@hahnfife.com
About Reserve Tech Inc.
Reserve Tech Inc., doing business as AcquireCrowd, provides
advertising, public relations, and related services. It is based in
Newport Beach, Calif.
Reserve Tech filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-11603) on Aug. 7,
2023, with $1,280,293 in assets and $2,688,692 in liabilities.
Wesley Eads, chief executive officer, signed the petition.
Judge Scott C. Clarkson oversees the case.
Caroline R. Djang, Esq., at Buchalter represents the Debtor as
legal counsel.
SAMIA TAXI: Charles Persing Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 2 appointed Charles Persing, a
certified public accountant at Bederson, LLP, as Subchapter V
trustee for Samia Taxi, LLC.
Mr. Persing will be paid an hourly fee of $490 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Persing declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Charles N. Persing, CPA/CFF, CVA, CIRA, CFE
Bederson LLP
100 Passaic Avenue, Suite 310
Fairfield, NJ 07004
Phone: (973) 530-9181
Fax: (862) 926-2481
Email: cpersing@bederson.com
About Samia Taxi
Samia Taxi, LLC filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-11581) on Oct. 2,
2023, with $50,001 to $100,000 in assets and $500,001 to $1 million
in liabilities.
Judge Lisa G. Beckerman oversees the case.
Thomas A. Farinella, Esq., at the Law Offices of Thomas A.
Farinella, PC represents the Debtor as bankruptcy counsel.
SEDGWICK LP: S&P Raises ICR to 'B+', Outlook Stable
---------------------------------------------------
S&P Global Ratings upgraded all ratings on Sedgwick L.P.
(Sedgwick), including the issuer credit rating, to 'B+' from 'B'.
The stable outlook reflects S&P's expectation that Sedgwick will
sustain its market dominance and continue to successfully execute
its strategic growth initiatives.
Growth and diversification initiatives have been successful. With
revenues of approximately $4.5 billion as of the last 12 months
ending second quarter 2023, Sedgwick has a well-established
position as the leading insurance third-party administrator.
Through organic and inorganic initiatives over the years, the
company has materially diversified its revenue base and
successfully broadened its offerings through expanding its core
market, specialty and ancillary services, and new and emerging
markets. Sedgwick now has over 120 services across it's TPA
(consisting of casualty, specialty, workforce absence, and managed
care) and Property (Americas and International) segments globally,
including 15% of revenues across 80 countries outside of the U.S.
As it continued to diversify, it has maintained category dominance
across most business lines, markets, and regions in which it
competes.
Performance fundamentals have remained favorable. Despite
diversification into some naturally lumpier product lines (like
catastrophe exposed property, product recall, etc.), Sedgwick's
core offerings remain generally non-discretionary in nature. The
company's scale and diversification have helped keep the overall
trend line smooth and relatively consistent through varying market
and macroeconomic dynamics. Revenue growth was about 7% over the
last 12 months ended June 30, 2023, nearly all organic, with
margins improving about 100 basis points over the last year, to
17.9% in the last 12 months. While acquisition activity has been
relatively light in recent years, relative to transformational
deals like Cunningham Lindsay in 2018 and York in 2019, the company
has continued to selectively find tuck-in opportunities that enable
new services and runways for existing customers and markets.
Credit measures continued to remain supportive of the rating. As
earnings have improved and acquisition activity has been light,
Sedgwick has lowered leverage by about a half a turn over the last
12 months, to about 6x as of the second quarter of 2023. The
company amended and extended its term loan facility in early 2023,
into one tranche, but kept total debt levels relatively constant.
Higher earnings, modestly tempered financial policy, and effective
hedging strategies enabled S&P Global Ratings adjusted EBITDA
coverage to remain slightly above 2x, despite the higher cost of
capital. While about 80% of the company's debt stack is variable
rate, over 75% of total debt is effectively fixed inclusive of swap
agreements that the company secured through 2025 (the company has
new agreements in place for when existing swaps expire at year-end
2023). While we believe Sedgwick and its financial sponsor (Carlyle
has been the majority owner since 2018) may opportunistically opt
to increase leverage within the next couple of years to monetize
returns or for debt funded M&A, S&P's base case expectation is that
any such activity will be within our tolerance levels at the
current rating on a run-rate basis.
S&P said, "The stable outlook reflects our expectation that
favorable strategic execution and consistent performance will
enable the company to sustain its market leading position as the
dominant independent insurance third party administrator. Absent
any material acquisition or recapitalization events, we expect the
company to continue to de-lever modestly over the next 12 months,
with leverage of 5x-6x, and coverage around 2x through year-end
2024. Our stable outlook also incorporates our expectation that any
re-leveraging events will result in credit metrics within bounds
commensurate with our current rating thresholds.
"While we don't view this as likely, we could lower our ratings on
Sedgwick in the next 12 months if we expect the company to
demonstrate debt to EBITDA above 7.5x and coverage materially below
2x on a sustained basis. This could occur through more aggressive
than anticipated financial policy related to a sale, dividend
recapitalization, or large acquisition or weakened top line and
margin compression from strategic mis-steps, or competitive and
market pressures.
"Although we view as very unlikely, we could raise our ratings by
one notch in the next 12 months if Sedgwick maintains financial
leverage consistently below 5x and coverage above 3x, while
continuing to execute successfully on its profitable expansion and
diversification."
SILVER CREEK: Reaches Settlement with the Committee & CIT
---------------------------------------------------------
Silver Creek Industries, LLC and its debtor-affiliates submitted a
First Amended Joint Disclosure Statement accompanying Second
Amended Joint Chapter 11 Plan dated October 12, 2023.
The primary objective of the Plan is to distribute to Creditors
Cash that has been or will be received by the Debtors from the
Asset Sale Transaction and Cash that has been or that may be
received by the Debtors from the liquidation or other disposition
of the Debtors' other Assets (primarily the ERTC and any Causes of
Action).
By the Plan, the Debtors will continue in existence only as
appropriate to complete a liquidation of the Debtors' Assets and a
wind-up of the Debtors' financial affairs, for the benefit of
Creditors. The Interests of the Interest Holders will be canceled
effective as of the Case Closing Date and the Interest Holders will
not receive any Distributions on account of their Interests.
Pursuant to the Asset Sale Transaction, the Debtors sold and
assigned to Silver Creek Modular substantially all of the Debtors'
Assets. Upon the closing of the Asset Sale Transaction, the Debtors
ceased all operations and the Debtors no longer have any employees,
except for Mr. McGeever.
Proposed Settlement with CIT
Disputes have arisen among the Debtors and the Committee, on one
hand, and CIT, on the other hand, regarding, among other things:
the amount of CIT's Allowed Claim; the scope and extent of CIT's
security interest and the amount of CIT's Allowed Secured Claim;
the treatment of CIT's Claims under the Debtors' Plan; and any
claims that the Debtors may have against CIT and any defenses that
the Debtors may have to the payment of CIT's Claims.
Specifically, there have been disputes regarding: the valuation of
the Perris Real Property Lease and the amount of the Purchase Price
that should be allocated to the Perris Real Property Lease; whether
CIT has any security interest in the Perris Real Property Lease and
the proceeds from the assignment thereof to Silver Creek Modular
pursuant to the Asset Sale Transaction; whether CIT has any
security interest in the ERTC claim; and whether CIT has the right
to have as a part of its Allowed Claim an assignment of Mr.
McGeever's Claims against the Debtors ($21,250,000).
As of the date of this Disclosure Statement, the Debtors, the
Committee and CIT have reached agreement on the provisions of a
term sheet resolving their disputes. A definitive settlement
agreement ("Settlement Agreement") is being prepared to commemorate
and confirm the Settlement reached by and among the Debtors, the
Committee and CIT. The Debtors are preparing, and will file, a
motion pursuant to Rule 9019 of the Federal Bankruptcy Rules
requesting that the Bankruptcy Court approve the Settlement
("Compromise Motion"), and anticipate that the Compromise Motion
will be set for hearing in early to mid-November 2023.
Material terms of the proposed Settlement include:
* Acknowledgement of CIT's Allowed Claim. CIT will agree to
discount its Claim from about $70.0 million (less the $7,750,000
paid to CIT pursuant to the Asset Sale Transaction) to $47,397,119,
and the Debtors and the Committee will acknowledge and agree that
CIT will have an Allowed Claim against the Debtors in that amount.
* CIT's Allowed Secured Claim/CIT's Deficiency Claim. The
Debtors, the Committee and CIT will agree that CIT will have an
Allowed Secured Claim in the amount of $2,825,000, plus a
reimbursement of $100,000 to compensate CIT for its cash collateral
used to pay Cure Costs in connection with SCI's assumption and
assignment of the Perris Real Property Lease to Silver Creek
Modular ("CIT Reimbursement Claim"), plus, if any, "Net
Collections" (as defined in the Settlement Agreement) from accounts
receivable generated from contracts that were retained by SCI and
that were not assigned to Silver Creek Modular pursuant to the
Asset Purchase Agreement. The balance of CIT's Allowed Claim will
be an Allowed General Unsecured Claim.
* Payment of CIT's Allowed Secured Claim. CIT's Allowed
Secured Claim will be paid within 3 Business Days after the
finality of an order of the Bankruptcy Court granting the
Compromise Motion; provided that if whether there are any Net
Collections has not been determined within 3 Business Days after
the finality of an order of the Bankruptcy Court granting the
Compromise Motion, any Net Collections shall be paid to CIT when it
has been determined that there are Net Collections.
* Payment of CIT's Allowed General Unsecured Claim. CIT's
Allowed General Unsecured Claim will be paid pursuant to the terms
and conditions of the Plan.
* Valuation of Perris Real Property Lease/Unencumbered Asset.
The Debtors, the Committee and CIT will acknowledge and agree that
the Perris Real Property Lease will be valued at $7.0 million and,
consequently, that $7.0 million in Cash of the Purchase Price
received by the Debtors from the Asset Sale Transaction will be
allocated to the Perris Real Property Lease. CIT will agree that
such $7.0 million in Cash proceeds from the Asset Sale Transaction
will be unencumbered.
* Sharing of Any Net Recoveries From Causes of Action. The
Debtors, the Committee and CIT will agree that any Net Recoveries
from the assertion of Causes of Action, including any Avoidance
Claims, will be shared, between CIT on account of its Allowed
General Unsecured Claim and all other Allowed General Unsecured
Claims, as follows: 100% of all Net Recoveries up to $250,000 will
be paid on account of non-CIT Allowed General Unsecured Claims; 75%
of all Net Recoveries from $250,000 to $500,000 will be paid on
account of non-CIT Allowed General Unsecured Claims and 25% of such
Net Recoveries will be paid to CIT; 50% of all Net Recoveries from
$500,000 to $1,000,000 will be paid on account of non-CIT Allowed
General Unsecured Claims and 50% of such Net Recoveries will be
paid to CIT; and any Net Recoveries in excess of $1,000,000 will be
paid in accordance with the Pro Rata interests of the holders of
Allowed General Unsecured Claims. Notwithstanding anything to the
contrary contained in the foregoing, holders of Allowed
Administrative Claims, Allowed Priority Tax Claims and Allowed
Priority Non-Tax Claims will retain their right to assert claims
against Net Recoveries from Causes of Action senior to the claims
of holders of Allowed General Unsecured Claims.
The Plan provides that, from and after the Effective Date, each
Debtor's Assets, including, without limitation, any Causes of
Action of the Debtor, will be transferred to and vest in the
Liquidating Trust, for the benefit of Creditors of the Debtors. The
Liquidating Trust Assets will be distributed to the holders of
Allowed Claims against the Debtors in accordance with the
provisions of the Plan. The Liquidating Trust Trustee will be
responsible for maintaining the Liquidating Trust Assets,
liquidating Liquidating Trust Assets, prosecuting or settling
Causes of Action, and making Distributions in payment of Allowed
Claims against the Debtors in accordance with the provisions of the
Plan.
The Liquidating Trust will be funded for the benefit of Creditors,
in part, by the following: (a) each Debtor's Cash as of the
Effective Date; (b) any Cash to which the Debtors may be entitled
from the sale, assignment, collection, recovery, transfer or other
disposition of Excluded Assets; (c) any Net Recoveries received by
the Debtors from the assertion of any Causes of Action; and (d) any
additional payment of the Purchase Price that may be received by a
Debtor.
A full-text copy of the First Amended Joint Disclosure Statement
dated October 12, 2023 is available at
https://urlcurt.com/u?l=svFqWb from PacerMonitor.com at no charge.
General Insolvency Counsel for Debtors:
WINTHROP GOLUBOW HOLLANDER, LLP
Robert E. Opera, Esq.
Peter W. Lianides, Esq.
1301 Dove Street, Suite 500
Newport Beach, CA 92660
Telephone: (949) 720-4100
Facsimile: (949) 720-4111
RINGSTAD & SANDERS, LLP
Todd C. Ringstad, Esq.
4910 Birch Street, Suite 120
Newport Beach, CA 92660
Telephone: (949) 851-7450
Facsimile: (949) 851-6926
About Silver Creek Industries
Silver Creek Industries, LLC, is a modular construction company
headquartered in California.
Silver Creek Industries sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11677) on April
24, 2023. In the petition signed by its managing member, James
McGeever, the Debtor disclosed $10 million to $50 million in assets
and $50 million to $100 million in liabilities.
Judge Scott H. Yun oversees the case.
The Debtor tapped Robert E. Opera, Esq., at Winthrop Golubow
Hollander, LLP as legal counsel and B. Riley Financial Advisory
Services as financial advisor.
The U.S. Trustee for Region 16 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee is represented by Tucker Ellis, LLP.
SINTX TECHNOLOGIES: Extends Maxim Distribution Agreement Until 2025
-------------------------------------------------------------------
SINTX Technologies, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 12, 2023, the
Company and Maxim Group LLC further amended their Equity
Distribution Agreement to:
(1) extend the expiration date of the Distribution Agreement
until the earlier of: (i) the sale of shares having an aggregate
offering price of $15,000,000, (ii) the termination by either Maxim
or the Company upon the provision of 15 days written notice, or
(iii) Feb. 25, 2025; and
(2) update references to the Company's registration statement on
Form S-3 filed on Oct. 12, 2023.
No other changes were made to the terms of the Distribution
Agreement
On Feb. 25, 2021, SINTX entered into the Distribution Agreement
with Maxim pursuant to which the Company may sell from time to
time, shares of its common stock, $0.01 par value per share, having
an aggregate offering price of up to $15,000,000 million through
Maxim, as agent. On Jan. 10, 2023, the Company and Maxim entered
into an amendment to the Distribution Agreement to extend the
expiration date of the Distribution Agreement until the earlier of:
(i) the sale of shares having an aggregate offering price of
$15,000,000, (ii) the termination by either Maxim or the Company
upon the provision of 15 days written notice, or (iii) Feb. 25,
2024.
About SINTX Technologies
Headquartered in Salt Lake City, Utah, SINTX Technologies, Inc. --
https://ir.sintx.com -- is an advanced ceramics company that
develops and commercializes materials, components, and technologies
for medical and technical applications. SINTX is engaged in the
research, development, and manufacturing of silicon nitride, and
its products have been implanted in humans since 2008.
SINTX reported net loss of $12.04 million in 2022, a net loss of
$9.31 million in 2021, a net loss of $7.03 million in 2020, and a
net loss of $4.79 million in 2019. For the six months ended June
30, 2023, the Company reported a net loss of $2.75 million.
As of Dec. 31, 2022, the Company had $15.77 million in total
assets, $10.07 million in total liabilities, and $5.70 million in
total stockholders' equity.
SOHA HOUSE: Claims Will be Paid from Property Sale/Refinance
------------------------------------------------------------
Soha House LLC, and its Debtor Affiliates filed with the U.S.
Bankruptcy Court for the Southern District of New York a Disclosure
Statement in connection with Plan of Reorganization dated October
12, 2023.
Each one of the Debtors is a limited liability company organized
under the laws of the State of New York except for Soha House LLC
which is organized under the laws of the State of Delaware.
The Debtors combined currently own 100% of the membership interests
in Midtown West 47 ST LLC, a non-debtor entity that owns the
Property. In or around March 2018, Midtown purchased the Property
for approximately $6,000,000.00. Then, in December 2019, Midtown
refinanced its first mortgage on the Property with 5 Arch Funding
Corp.
Unfortunately, during this interim period, 5 Arch assigned its
mortgage to CAF Bridge Borrower MS LLC, who immediately attempted
to foreclose on the Debtors' interests in Midtown due to their
secured guaranty of Midtown's defaulted loan. CAF is owed
approximately $4,500,000.
With the Property now ready for redevelopment, the Debtors had been
actively pursuing takeout and construction financing, but CAF
ultimately scheduled a UCC sale of the Debtors' membership
interests in Midtown for July 11, 2023 at 2:30 PM. This in turn led
to the Debtors for filing for Chapter 11 protection on the Petition
Date prior to the scheduled sale time. According to a 2022
appraisal, the Property, in "as is" condition, is worth $8,650,000.
During the Chapter 11 Case, the Debtors have been seeking out
various sources of capital as well as talking to potential brokers
and purchasers to either refinance or sell the Property. Subject to
the time deadlines set forth in the Plan, the Debtors shall market
the Property immediately, and the Debtors have agreed to retain
Northpoint Realty Group, to refinance or sell and liquidate the
Property for the highest and best price on or before February 9,
2024. Upon closing, the proceeds of refinance or sale shall be
distributed to holders of Claims and Interests in the same manner
as provided for in the Amended Plan.
Class 2 consists of Allowed General Unsecured Claims. Holders of
Allowed Class 2 General Unsecured Claims shall be paid, after the
payment in full of all Administrative, unclassified and Class 1
Claims in full, up to 100% of its Allowed Claim based on the
results of the Sale/Auction, in Cash, from the Distribution Fund
upon the earlier of a post-Effective Date refinance or the
Sale/Auction Closing Date, provided that in the event of a
refinance, Allowed Class 2 Claims will receive 100%. Class 2 is
impaired and entitled to vote on the Plan.
The holders of Class 3 interests shall continue to retain their
interests in the Debtors after the Effective Date and shall receive
any net proceeds after payment in full to all Allowed classified
and unclassified Claims. Class 3 interests are unimpaired under the
Plan.
Subject to the time deadlines set forth in this Article IV, the
Debtor shall continue through a licensed real estate broker, to
market the Property in order to refinance or sell and liquidate the
Property for the highest and best price on or before February 8,
2024. Upon Closing, the proceeds of refinance or sale shall be
distributed to holders of Claims and Interests.
In the event that the Debtor has not previously refinanced the
Property or sold by a private sale, Debtor shall conduct a public
auction of the Property on or before February 9, 2024.
A full-text copy of the Disclosure Statement dated October 12, 2023
is available at https://urlcurt.com/u?l=eeJU4D from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Robert L. Rattet, Esq.
Jonathan S. Pasternak, Esq.
Davidoff Hutcher & Citron, LLP
120 Bloomingdale Road, Suite 100
White Plains, NY 10605
Telephone: (914) 381-7400
Email: rlr@dhclegal.com
jsp@dhclegal.com
About Soha House LLC
The Debtor is engaged in activities related to real estate.
Soha House LLC in New York, NY, filed its voluntary petition for
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 23-11086) on July
11, 2023, listing as much as $1 million to $10 million in both
assets and liabilities. Fang Zou as manager, signed the petition.
Judge John P. Mastando III oversees the case.
DAVIDOFF HUTCHER & CITRON LLP serve as the Debtor's legal counsel.
SOUTHERN BELL: Case Summary & 15 Unsecured Creditors
----------------------------------------------------
Debtor: Southern Bell Heartland, LLC
109 North Burlington Ave
Hastings, NE 68901
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
District of Nebraska
Case No.: 23-40990
Judge: Hon. Brian S. Kruse
Debtor's Counsel: Patrick R. Turner, Esq.
TURNER LEGAL GROUP, LLC
139 S. 144th Street
Omaha, NE 68010
Tel: 402-690-3675
Email: pturner@turnerlegalomaha.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tracy Bell as member/owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 15 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/7YMGEJQ/Southern_Bell_Heartland_LLC__nebke-23-40990__0001.0.pdf?mcid=tGE4TAMA
SPENCER CT: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Spencer CT W2 LLC
6343 Magnolia Avenue
Yucaipa CA 92506
Business Description: Spencer CT is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-14804
Judge: Hon. Scott H. Yun
Debtor's Counsel: Steven M. Kries, Esq.
8059 S Elk Way
CO 80016
Tel: 619-890-0765
Email: skries@acc.capital
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Shahvand Aryana as manager.
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/4CM2NCY/Spencer_CT_W2_LLC__cacbke-23-14804__0001.0.pdf?mcid=tGE4TAMA
SPIKE BODY: Case Summary & 18 Unsecured Creditors
-------------------------------------------------
Debtor: Spike Body Werks, Inc.
DBA Geneva Body Shop
901 N. Raddant Rd.
Batavia, IL 60510
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 23-13885
Debtor's Counsel: Scott R. Clar, Esq.
CRANE, SIMON, CLAR & GOODMAN
Suite 3950
135 South LaSalle Street
Chicago, IL 60603-4297
Tel: 312-641-6777
Fax: 312-641-7114
Email: sclar@cranesimon.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Pasquale Roppo as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 18 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/3R3YRKI/Spike_Body_Werks_Inc__ilnbke-23-13885__0001.0.pdf?mcid=tGE4TAMA
SUNLAND MEDICAL: Hires McDermott Will & Emery LLP as Counsel
------------------------------------------------------------
Sunland Medical Foundation and its affiliates seek approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
employ McDermott Will & Emery LLP as counsel.
The firm's services include:
a) advising the Debtors with respect to their powers and duties
as debtors-in-possession in the continued management and operation
of their business and properties;
b) advising and consulting on the conduct of the Chapter 11
Cases, including all the legal and administrative requirements of
operating in chapter 11;
c) attending meetings and negotiating with representatives of
the Debtors' creditors, equity holders, and other
parties-in-interest;
d) taking all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, hiring expert witnesses, including appraisers, defending
any action commenced against the Debtors, and representing the
Debtors in negotiations concerning litigation in which the Debtors
are involved, including objections to claims filed against the
Debtors' estates;
e) preparing pleadings in connection with the Chapter 11 Cases,
including motions, applications, answers, orders, reports, and
papers necessary or otherwise beneficial to the administration of
the Debtors' estates;
f) advising the Debtors in connection with any potential sale of
assets or transfer of operations;
g) appearing before the Court and any appellate courts to
represent the interests of the Debtors' estates;
h) advising the Debtors regarding tax matters;
i) assisting the Debtors in reviewing, assessing, estimating,
and resolving claims asserted against the Debtors' estates;
j) advising the Debtors regarding insurance and regulatory
matters;
k) commencing and conducting litigation necessary and
appropriate to assert rights held by the Debtors, protect assets of
the Debtors' chapter 11 estates, or otherwise further the goals of
the Debtors in these Chapter 11 Cases;
l) taking any necessary action on behalf of the Debtors to
negotiate, prepare, and obtain approval of a disclosure statement
and confirmation of a chapter 11 plan and all documents related
thereto, including the review and analysis of potential claims and
causes of action that may be released under such a plan; and
m) performing all other necessary legal services for the Debtors
in connection with the prosecution of the Chapter 11 Cases,
including: (i) analyzing the Debtors' leases and contracts and the
potential assumption and assignment or rejection thereof; (ii)
analyzing the validity of liens asserted against the Debtors; and
(iii) advising the Debtors on corporate and litigation matters.
The firm will be paid at these rates:
Marcus A. Helt, Partner $1,200 per hour
Jack G. Haake, Associate $1,190 per hour
Natalie A. Rowles, Associate $1,105 per hour
Grayson W. Williams, Associate $835 per hour
Rebecca Trickey, Associate $725 per hour
Jacque Bishop Jones, Paralegal $325 per hour
The Debtors initially paid the firm a $50,000 advance-payment
retainer on May 24, 2023, and subsequently replenished such
retainer multiple times prior to the Petition Date. In total, the
firm incurred fees and expenses totaling $556,648.74 and collected
a total of $474,112.15 prior to the Petition Date.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Marcus A. Helt, Esq., a partner at McDermott Will & Emery LLP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Marcus A. Helt, Esq.
Jack G. Haake, Esq.
Grayson Williams, Esq.
MCDERMOTT WILL & EMERY LLP
2501 North Harwood Street, Suite 1900
Dallas, TX 75201-1664
Tel: (214) 295-8000
Fax: (972) 232-3098
Email: mhelt@mwe.com
jhaake@mwe.com
gwilliams@mwe.com
About Sunland Medical Foundation
Sunland Medical Foundation and 4750 GHW Bush Land Holdings, LLC are
owners of Trinity Regional Hospital Sachse, a full-service hospital
and emergency room near Dallas, Texas. Trinity is a not-for-profit,
32-bed, community-focused acute care hospital providing care to the
residents of Sachse, Murphy, Wylie, Rowlett, Garland, Plano,
Richardson, and surrounding communities.
The Debtors sought Chapter 11 protection (Bankr. N.D. Texas Lead
Case No. 23-80000) on Aug. 29, 2023. Both estimated $50 million to
$100 million in assets and $100 million to $500 million in
liabilities as of the bankruptcy filing.
The Hon. Michelle V. Larson is the case judge.
The Debtors tapped McDermott Will & Emery, LLP as legal counsel;
and Meadowlark Advisors, LLC, as financial advisor. Stretto Inc. is
the claims agent.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee is represented by the law firm of Dickinson Wright, PLLC.
SYSTEM1 INC: Two Subsidiaries Secure $12.5 Million Term Loans
-------------------------------------------------------------
System1, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that its wholly-owned subsidiary, Orchid Merger
Sub II, LLC, entered into a $2.5 million Term Loan Note with
Openmail2, LLC, a Delaware limited liability company, which is
principally owned and managed by trusts established for the benefit
of the Company's co-founders, Michael Blend and Charles Ursini, in
a private transaction approved by the independent and
non-interested members of the Company's Board of Directors.
Pursuant to the Term Note, the Term Lender provided a fixed $2.5
million term loan to Orchid Sub.
The amounts outstanding under the Term Note accrue interest at the
rate per annum equal to the Secured Overnight Financing Rate
("SOFR") as administered by the Federal Reserve Bank of New York
plus 5.75%. The maturity date under the Term Note is Dec. 31,
2024. The Lender is also entitled to a closing fee equal to 10.0%
the principal amount of the Term Note, payable within 180 days of
Oct. 6, 2023. In addition, Orchid Sub agreed to reimburse the
Lender for its reasonable and documented costs expenses incurred in
connection with the negotiation, documentation and execution of the
Term Note.
Secured Facility
The Company further disclosed that Total Security Limited, an
indirect wholly-owned subsidiary of the Company, entered into a
Secured Facility Agreement providing for a $10.0 million term loan
with Onyx Asset Finance Limited, a company organized under the laws
of England & Wales and a subsidiary of Just Develop It Limited, one
of the Company's significant shareholders, in a private transaction
approved by the independent and non-interested members of the
Company's Board. Pursuant to the Security Facility, the Secured
Lender provided a $10.0 million commitment to Total Security under
the Secured Facility, which amount was (i) drawn down in full on
the closing date and (ii) secured by the assets of Total Security
pursuant to a deed granted in favor of the Secured Lender pursuant
to a Debenture between Total Security and the Secured Lender, dated
Oct. 6, 2023.
The amounts outstanding under the Secured Facility accrue interest
at the rate of 8.5% per annum. The amounts outstanding under the
Secured Facility are due upon the earlier of (i) Oct. 6, 2024 or
(ii) the date on which Total Security undergoes a Change of Control
(as such term is defined in the Secured Facility). The Secured
Lender was also entitled to a closing fee equal to 12.0% the
principal amount of the borrowings under the Secured Facility,
which was paid in full on the closing date. In addition, Total
Security agreed to reimburse the Secured Lender for its reasonable
and documented costs expenses incurred in connection with the
negotiation, documentation and execution of the Secured Facility.
About System1
Headquartered in Marina Del Rey, CA, System1, Inc. operates an
omnichannel customer acquisition platform, delivering high-intent
customers to advertisers and marketing antivirus software packages
to end user customers.
Los Angeles, California-based PricewaterhouseCoopers LLP, the
Company's auditor since 2020, issued a "going concern"
qualification in its report dated June 5, 2023, citing that the
Company has violated a covenant which resulted in the outstanding
principal balances under the Company's Term Loan and Revolving
Facility with Bank of America being callable at the request of, or
with the consent of, the required majority lenders and has
insufficient liquidity to settle the outstanding principal
balances
of the Term Loan and Revolving Facility that raise substantial
doubt about its ability to continue as a going concern.
THAI KITCHEN: Frances Smith Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 6 appointed Frances Smith, Esq., at
Ross, Smith & Binford, PC, as Subchapter V trustee for Thai
Kitchen, LLC.
Ms. Smith will be paid an hourly fee of $450 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Smith declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Frances A. Smith, Esq.
Ross, Smith & Binford, PC
700 N. Pearl Street, Ste. 1610
Dallas, TX 75201
Phone: 214-593-4976
Fax: 214-377-9409
Email: frances.smith@rsbfirm.com
About Thai Kitchen
Thai Kitchen, LLC operates a Thai food restaurant in West Texas.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 23-50184) on Oct. 2,
2023, with up to $50,000 in assets and up to $1 million in
liabilities. Winai Sitthigarana, managing member, signed the
petition.
Judge Robert L. Jones oversees the case.
Brad W. Odell, Esq., at Mullin Hoard & Brown, L.L.P., represents
the Debtor as legal counsel.
TIDEWATER MIDSTREAM: S&P Places 'B' ICR on CreditWatch Developing
-----------------------------------------------------------------
S&P Global Ratings placed its 'B' issuer credit rating on Tidewater
Midstream and Infrastructure Ltd. on CreditWatch with developing
implications.
The CreditWatch placement reflects Tidewater's dependence on the
closing of the asset sale to deleverage and manage its liquidity.
In August, Tidewater, a Calgary, Alta., Canada-based diversified
midstream and oil refining company, entered into an agreement with
AltaGas Ltd. to sell its Pipestone natural gas plant, Dimsdale
natural gas storage facility, and related assets. This deal
involves a consideration of C$325 million in cash and C$325 million
in AltaGas common shares. The transaction is set to close in the
fourth quarter of this year, contingent upon a favorable final
investment decision on the Pipestone Phase II project.
S&P said, "With an anticipated cash inflow and our expected 2023
EBITDA of approximately C$200 million, the company could
significantly reduce its leverage to 3.5x or below from 5x (as of
the second quarter 2023 on a trailing basis). Our forecast assumes
further deleveraging in 2024 once its renewable diesel facility
begins operations later this year.
"Simultaneously, after the sale and commissioning of the renewable
diesel facility, we anticipate Tidewater will have sufficient
liquidity to address its subsidiary's C$140 million outstanding
revolving credit facility due in August 2024 and its C$72 million
convertible debt due in September 2024.
However, if the asset sale does not materialize, it is conceivable
that the company may encounter liquidity constraints, in the light
of its impending debt maturities next year.
"The CreditWatch placement reflects Tidewater's dependence on the
Pipestone natural gas plant sale to deleverage and manage its
liquidity. We could take a positive rating action if Tidewater
completed the sale and used proceeds to repay debt while
maintaining leverage below 4x. Alternatively, we could lower our
rating if the transaction did not close and the upcoming debt
maturities resulted in liquidity deterioration."
TITAN CONCRETE: Samuel Dawidowicz Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Region 2 appointed Samuel Dawidowicz as
Subchapter V trustee for Titan Concrete, Inc.
Mr. Dawidowicz will be paid an hourly fee of $525 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Dawidowicz declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Samuel Dawidowicz
215 East 68th Street
New York, NY 10065
Phone: (917) 679-0382
About Titan Concrete
Titan Concrete, Inc., a company in Carmel, N.Y., provides concrete
and ready-mix services to commercial, industrial, residential and
homeowner customers.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-35835) on Oct. 4,
2023, with $1 million to $10 million in both assets and
liabilities. Harry Malinowski, chief restructuring officer, signed
the petition.
Judge Cecelia G. Morris oversees the case.
Jeremy R. Johnson, Esq., at Polsinelli, PC represents the Debtor as
legal counsel.
TUPPERWARE BRANDS: Inks 5th Amendment to Wells Fargo Credit Pact
----------------------------------------------------------------
Tupperware Brands Corporation disclosed in a Form 8-K filed with
the Securities and Exchange Commission that the Company, Tupperware
Products AG, collectively as borrowers, and certain other
subsidiaries of the Company entered into the Fifth Amendment to
Credit Agreement, amending that certain Credit Agreement dated as
of Nov. 23, 2021 (as amended), by and among, among others, the
Borrowers, Wells Fargo Bank, National Association, as
administrative agent, and the lenders. The Amendment, among other
things:
(a) extends the deadline for delivery of (i) the Company's
annual audited financial statements for the fiscal year ending Dec.
31, 2022 from Sept. 16, 2023 to Nov. 1, 2023; (ii) the Company's
quarterly unaudited financial statements for the fiscal quarter
ending (x) April 1, 2023 from Nov. 30, 2023 to Dec. 29, 2023, (y)
July 1, 2023 from Dec. 29, 2023 to Jan. 31, 2024 and (z) Sept. 30,
2023 from Dec. 29, 2023 to March 15, 2024 and (iii) the Turnaround
Plan (as defined in the Credit Agreement) from Oct. 1, 2023 to Dec.
29, 2023;
(b) in connection with the anticipated receipt of certain tax
refunds in Indonesia, increases the amount of cash and cash
equivalents the Company's subsidiaries that are not U.S. Loan
Parties are permitted to hold before such amounts are required to
be transferred, distributed and/or repatriated to a U.S. Loan Party
from $55 million for each of the calendar months ending after Sept.
30, 2023 to $75 million for each of the calendar months ending on
the earlier of (x) the date the proceeds of the Indonesian Tax
Refund are received in the United States and (y) Dec. 31, 2023;
and
(c) modifies the deadline to make a mandatory prepayment of the
Term Loans (as defined in the Credit Agreement) with the Indonesian
Tax Refund from 30 days after receipt of such net cash proceeds to
no later than three business days after such net cash proceeds are
received in the United States.
About Tupperware Brands Corporation
Tupperware Brands Corporation (NYSE: TUP) -- Tupperwarebrands.com
-- is a global consumer products company that designs innovative,
functional and environmentally responsible products. Founded in
1946, Tupperware's signature container created the modern food
storage category that revolutionized the way the world stores,
serves and prepares food. Today, this iconic brand has more than
8,500 functional design and utility patents for solution-oriented
kitchen and home products. With a purpose to nurture a better
future, Tupperware products are an alternative to single-use items.
The company distributes its products into nearly 70 countries,
primarily through independent representatives around the world.
NYSE Noncompliance
On June 1, 2023, Tupperware Brands received a notice from the New
York Stock Exchange indicating the Company is not in compliance
with Sections 802.01B and Section 802.01C of the NYSE Listed
Company Manual because (i) the Company's average global market
capitalization over a consecutive 30 trading-day period was less
than $50 million and, at the same time, its last reported
stockholders' equity was less than $50 million, and (ii) the
average closing price of the Company's common stock was less than
$1.00 over a consecutive 30 trading-day period. The Notice has no
immediate effect on the listing of the Company's common stock.
Late Filing of Reports with SEC
Tupperware Brands has been unable to file with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q for the
quarter ended July 1, 2023 by the prescribed due date. The Company
said that due to the time and effort required to complete the
consolidated financial statements for the Annual Report on Form
10-K for the fiscal year ended Dec. 31, 2022 and the Quarterly
Report on Form 10-Q for the quarter ended April 1, 2023, the
Company will be unable, without unreasonable effort or expense, to
complete and file the Q2 Form 10-Q within the prescribed time
period. As previously disclosed on its Form 8-K on April 7, 2023,
the Company is continuing its restatement of previously issued
financial statements and the financial statement close process for
the year ended Dec. 31, 2022. Since the Form 8-K filing, the
Company has identified additional prior period misstatements and
additional material weaknesses in internal control over financial
reporting. Such Form 8-K also disclosed the Company's conclusion
that there is substantial doubt about its ability to continue as a
going concern. The Company said it is endeavoring to complete its
financial close process and file its Q1 Form 10-Q as promptly as
possible after filing the Form 10-K. The Company intends to file
its Q2 Form 10-Q as promptly as possible after filing the Q1 Form
10-Q.
TUPPERWARE BRANDS: NYSE Approves Listing Extension Request
----------------------------------------------------------
Tupperware Brands Corporation disclosed in a Form 8-K filed with
the Securities and Exchange Commission that the Company received
approval of its extension request from the New York Stock
Exchange's Listings Operations Committee, subject to reassessment
on an ongoing basis.
In connection with the approval of the Extension Request, NYSE has
stated that it is prepared to continue the listing of the Company
at this time and will closely monitor the Company's progress of the
Delayed Filings with the milestones and timing outlined in the
Extension Request. Failure to achieve these interim milestones
could result in accelerated trading suspension prior to the end of
six-month cure period on March 31, 2024. In addition, in the event
that the Company does not file its Delayed Filings with the SEC by
March 31, 2024, NYSE may initiate suspension and delisting
procedures. Until the Delayed Filings are filed with the SEC, the
Company's common stock will maintain the "LF" indicator and the
Company will continue to be listed as a "late filer" on the NYSE's
website, www.nyse.com.
The Company previously disclosed on its Current Report on Form 8-K
dated April 7, 2023, that it received written notice from NYSE on
April 3, 2023 indicating that the Company was not in compliance
with Section 802.01E of the NYSE Listed Company Manual, as a result
of the Company's failure to timely file the 2022 Form 10-K with the
Securities and Exchange Commission. Pursuant to the Notice, the
Company was granted an initial six-month cure period ending on
Sept. 30, 2023 to file the 2022 Form 10-K and any additional SEC
periodic filings that became delayed during such cure period. In
its Current Report on Form 8-K filed Sept. 12, 2023, however, the
Company disclosed that the 2022 Form 10-K and the Quarterly Reports
on Form 10-Q for the quarters ended April 1, 2023 and July 1, 2023
continue to be delayed while management works to finalize its
fiscal year 2022 financial close process, including the restatement
of its previously issued financial statements, and identification
and quantification of material weaknesses, as applicable. In
addition, as a result of these delays, the Company now expects that
its Quarterly Report on Form 10-Q for the quarter ended Sept. 30,
2023 will also be delayed.
Therefore, on Sept. 20, 2023, the Company submitted to the NYSE a
late filer extension request for an additional six-month cure
period to file the 2022 Form 10-K and the Quarterly Reports on Form
10-Q for the periods ended April 1, 2023, July 1, 2023 and Sept.
30, 2023 by March 31, 2024.
About Tupperware Brands Corporation
Tupperware Brands Corporation (NYSE: TUP) -- Tupperwarebrands.com
-- is a global consumer products company that designs innovative,
functional and environmentally responsible products. Founded in
1946, Tupperware's signature container created the modern food
storage category that revolutionized the way the world stores,
serves and prepares food. Today, this iconic brand has more than
8,500 functional design and utility patents for solution-oriented
kitchen and home products. With a purpose to nurture a better
future, Tupperware products are an alternative to single-use items.
The company distributes its products into nearly 70 countries,
primarily through independent representatives around the world.
NYSE Noncompliance
On June 1, 2023, Tupperware Brands received a notice from the New
York Stock Exchange indicating the Company is not in compliance
with Sections 802.01B and Section 802.01C of the NYSE Listed
Company Manual because (i) the Company's average global market
capitalization over a consecutive 30 trading-day period was less
than $50 million and, at the same time, its last reported
stockholders' equity was less than $50 million, and (ii) the
average closing price of the Company's common stock was less than
$1.00 over a consecutive 30 trading-day period. The Notice has no
immediate effect on the listing of the Company's common stock.
Late Filing of Reports with SEC
Tupperware Brands has been unable to file with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q for the
quarter ended July 1, 2023 by the prescribed due date. The Company
said that due to the time and effort required to complete the
consolidated financial statements for the Annual Report on Form
10-K for the fiscal year ended Dec. 31, 2022 and the Quarterly
Report on Form 10-Q for the quarter ended April 1, 2023, the
Company will be unable, without unreasonable effort or expense, to
complete and file the Q2 Form 10-Q within the prescribed time
period. As previously disclosed on its Form 8-K on April 7, 2023,
the Company is continuing its restatement of previously issued
financial statements and the financial statement close process for
the year ended Dec. 31, 2022. Since the Form 8-K filing, the
Company has identified additional prior period misstatements and
additional material weaknesses in internal control over financial
reporting. Such Form 8-K also disclosed the Company's conclusion
that there is substantial doubt about its ability to continue as a
going concern. The Company said it is endeavoring to complete its
financial close process and file its Q1 Form 10-Q as promptly as
possible after filing the Form 10-K. The Company intends to file
its Q2 Form 10-Q as promptly as possible after filing the Q1 Form
10-Q.
TUPPERWARE BRANDS: Richard Goudis Quits as Director and Officer
---------------------------------------------------------------
Richard Goudis, executive vice chair and director of Tupperware
Brands Corporation, informed the Company of his intention to resign
from his officer and director positions, effective following the
filing of the Company's Annual Report on Form 10-K for fiscal year
2022, expected by mid-October 2023.
According to a Form 8-K filed by the Company with the Securities
and Exchange Commission, Mr. Goudis' decision to resign from the
Company was not due to any disagreement with the Company, its
management or the Board of Directors on any matter relating to the
Company's operations, policies or practices.
As previously disclosed in the Company's Current Report on Form 8-K
dated Aug. 3, 2023, the Company's Board of Directors has been
evaluating changes to its composition, to ensure it is best
positioned to support compliance with its Debt Restructuring
Agreement and the Company's Turnaround Plan. Additional
composition changes are likely to be forthcoming imminently
following the filing of the 2022 Form 10-K, and, if and when made,
will be disclosed in accordance with SEC requirements. The Company
thanks Mr. Goudis for his service.
About Tupperware Brands Corporation
Tupperware Brands Corporation (NYSE: TUP) -- Tupperwarebrands.com
-- is a global consumer products company that designs innovative,
functional and environmentally responsible products. Founded in
1946, Tupperware's signature container created the modern food
storage category that revolutionized the way the world stores,
serves and prepares food. Today, this iconic brand has more than
8,500 functional design and utility patents for solution-oriented
kitchen and home products. With a purpose to nurture a better
future, Tupperware products are an alternative to single-use items.
The company distributes its products into nearly 70 countries,
primarily through independent representatives around the world.
NYSE Noncompliance
On June 1, 2023, Tupperware Brands received a notice from the New
York Stock Exchange indicating the Company is not in compliance
with Sections 802.01B and Section 802.01C of the NYSE Listed
Company Manual because (i) the Company's average global market
capitalization over a consecutive 30 trading-day period was less
than $50 million and, at the same time, its last reported
stockholders' equity was less than $50 million, and (ii) the
average closing price of the Company's common stock was less than
$1.00 over a consecutive 30 trading-day period. The Notice has no
immediate effect on the listing of the Company's common stock.
Late Filing of Reports With SEC
Tupperware Brands has been unable to file with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q for the
quarter ended July 1, 2023 by the prescribed due date. The Company
said that due to the time and effort required to complete the
consolidated financial statements for the Annual Report on Form
10-K for the fiscal year ended Dec. 31, 2022 and the Quarterly
Report on Form 10-Q for the quarter ended April 1, 2023, the
Company will be unable, without unreasonable effort or expense, to
complete and file the Q2 Form 10-Q within the prescribed time
period. As previously disclosed on its Form 8-K on April 7, 2023,
the Company is continuing its restatement of previously issued
financial statements and the financial statement close process for
the year ended Dec. 31, 2022. Since the Form 8-K filing, the
Company has identified additional prior period misstatements and
additional material weaknesses in internal control over financial
reporting. Such Form 8-K also disclosed the Company's conclusion
that there is substantial doubt about its ability to continue as a
going concern. The Company said it is endeavoring to complete its
financial close process and file its Q1 Form 10-Q as promptly as
possible after filing the Form 10-K. The Company intends to file
its Q2 Form 10-Q as promptly as possible after filing the Q1 Form
10-Q.
UP RIGHT: Seeks to Hire MSC Financial Services as Accountant
------------------------------------------------------------
UP Right Transportation, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Louisiana to employ
MSC Financial Services as accountant.
The firm will provide the Debtor with accounting services for the
Debtor which may be necessary.
The firm will be paid at the rate of $150 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Lori B. Jackson
MSC Financial Services
141 Robert E. Lee Blvd.
New Orleans, LA 70124
Email: Info@msc-fs.com
About UP Right Transportation, LLC
Up Right Transportation LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No.
23-11429) on August 24, 2023, listing $100,001 to $500,000 in
assets and $500,001 to $1 million in liabilities.
Robin R. De Leo, Esq. at The De Leo Law Firm LLC represents the
Debtor as counsel.
VENTURE INC: Seeks Approval to Hire Beck & Sant as Co-Counsel
-------------------------------------------------------------
Venture, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Mississippi to employ
Beck & Sant, LLC to handle the Chapter 11 proceedings.
The firm received a retainer in the amount of $47,000.
Beck & Sant holds no interest materially adverse to the Debtors or
their estates and is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
J. Talbot Sant, Jr., Esq.
Steven N. Beck, Esq.
BECK & SANT, LLC
640 Cepi Drive, Suite A
Chesterfield, MO 63005
Telephone: (636) 240-3632
Facsimile: (636) 240-6803
Email: tal@beckandsantlaw.com
steve@beckandsantlaw.com
About Venture Inc.
Venture Inc. and its affiliates filed their voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss.
Lead Case No. 23-02186) on Sept. 22, 2023. In the petitions signed
by Daniel K. Myers, president, Venture Inc. disclosed up to $1
million in estimated assets and up to $10 million in total
liabilities.
Judge Jamie A. Wilson oversees the case.
The Debtors tapped Newman & Newman and the Law Offices of Craig M.
Geno, PLLC as counsel and Harper Rains Knight & Company, PA as
financial advisor.
VENTURE INC: Seeks to Hire Newman & Newman as Local Counsel
-----------------------------------------------------------
Venture, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Mississippi to employ
to hire Newman & Newman as its local counsel.
The Debtor requires legal counsel to:
a. give advice during contract negotiations;
b. evaluate and object to claims of creditors who may assert
security interests in the Debtor's assets;
c. appear in, prosecute, or defend suits and proceedings
involving the Debtor's bankruptcy estate;
d. represent the Debtor in court hearings and prepare legal
papers;
e. advise the Debtor regarding any reorganization plan, which
may be proposed in its bankruptcy case; and
f. perform other legal services.
The firm's services will be provided mainly by J. Walter Newman IV,
Esq., who charges an hourly fee of $350. Legal assistants will be
paid at the rate of $150 per hour.
The firm received a retainer of $15,000.
Mr. Newman disclosed in a court filing that he is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
Mr. Newman holds office at:
J. Walter Newman IV, Esq.
NEWMAN & NEWMAN
387 Highland Colony Parkway
Ridgeland, MS 39157
Telephone: (601) 948-0586
Email: wnewman95@msn.com
About Venture Inc.
Venture Inc. and its affiliates filed their voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss.
Lead Case No. 23-02186) on Sept. 22, 2023. In the petitions signed
by Daniel K. Myers, president, Venture Inc. disclosed up to $1
million in estimated assets and up to $10 million in total
liabilities.
Judge Jamie A. Wilson oversees the case.
The Debtors tapped Newman & Newman and the Law Offices of Craig M.
Geno, PLLC as counsel and Harper Rains Knight & Company, PA as
financial advisor.
VENUS CONCEPT: Appoints Dr. Hemanth Varghese as President and COO
-----------------------------------------------------------------
Venus Concept Inc. announced the promotion of Dr. Hemanth Varghese
to the newly created role of president and chief operating officer,
reporting to Chief Executive Officer, Rajiv De Silva, effective
Oct. 16, 2023.
Dr. Varghese joined Venus Concept in October of 2022 as president
and chief business officer. His responsibilities were later
expanded to include the chief innovation officer role as well. Dr.
Varghese has been pivotal in developing and executing the Company's
turnaround strategy. In his new role, Dr. Varghese will assume
global oversight of Sales and Marketing, and Technical Operations
in addition to his ongoing responsibility for Corporate
Development, R&D, and Clinical Affairs. Ross Portaro, executive
vice president and general manager, Global Sales and Marketing, as
well as William McGrail, senior vice president, Technical
Operations and Compliance, will be reporting to Dr. Varghese
directly.
"I am delighted to have Hemanth as our new President & Chief
Operating Officer, who will continue to build on our strong
achievements to date with our new company strategy," said Rajiv De
Silva, chief executive officer of Venus Concept. "His past success
and experience in driving business transformations and high-level
corporate strategy development coupled with the progress he has
made at Venus Concept over the last year, positions him well to
lead our key operational business functions and execute this next
phase of our strategic plan."
Venus Concept also announced that Mr. Kirk Gunhus has joined the
Company as vice president & general manager, international sales
and marketing. Mr. Gunhus will report directly to Ross Portaro and
will be responsible for leading all commercial operations in the
Company's direct international markets and managing its global
distribution partner network.
Mr. Gunhus is a seasoned aesthetics industry professional with over
20 years of experience leading commercial organizations in
international markets with experience at companies such as Medicis,
Zeltiq, Sientra and MiraDry. "We are excited to have Kirk's
leadership experience and successful track record in driving
commercial performance in high-growth markets around the globe,"
said Ross Portaro. "As we continue to reshape our international
footprint, Kirk's deep industry knowledge and experience in
expanding international partner networks will be an important
driver of future growth in the business."
In connection with his appointment as president and chief operating
officer, Dr. Varghese received a $55,000 raise to his base salary,
from $370,000 to $425,000 and the percentage of his base salary
that will be paid upon achievement by Dr. Varghese and the Company
of performance goals at the target level was increased to 65% from
60%.
About Venus Concept
Toronto, Ontario-based Venus Concept Inc. is an innovative global
medical technology company that develops, commercializes, and
delivers minimally invasive and non-invasive medical aesthetic and
hair restoration technologies and related practice enhancement
services. The Company's aesthetic systems have been designed on a
cost-effective, proprietary and flexible platform that enables the
Company to expand beyond the aesthetic industry's traditional
markets of dermatology and plastic surgery, and into
non-traditional markets, including family and general practitioners
and aesthetic medical spas.
Venus Concept reported a net loss of $43.58 million in 2022
compared to a net loss of $22.14 million in 2021. As of Dec. 31,
2022, the Company had $125.38 million in total assets, $116.64
million in total liabilities, and $8.74 million in stockholders'
equity.
Toronto, Canada-based MNP LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March
27, 2023, citing that the Company has reported recurring net losses
and negative cash flows from operations that raise substantial
doubt about its ability to continue as a going concern.
VICTORY IN CHRIST: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Victory In Christ Ministries
3220 W 85 Street
Inglewood, CA 90305
Business Description: The Debtor is the owner of real property
located at 3220 W 85th Street, Inglewood, CA
90305 having a comparable sale value of $2.2
million.
Chapter 11 Petition Date: October 17, 2023
Court: United States Bankruptcy Court
Central District of California
Case No.: 23-16777
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Onyinye N Anyama, Esq.
ANYAMA LAW FIRM, APC
18000 Studebaker Rd.
Suite 325
Cerritos, CA 90703
Tel: (562) 645-4500
Fax: (562) 645-4494
Email: info@anyamalaw.com
Total Assets: $2,296,500
Total Liabilities: $1,257,546
The petition was signed by Steven Rene Mitchell as CEO.
The Debtor stated it has no creditors holding unsecured claims.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/VG5LJLQ/Victory_In_Christ_Ministries__cacbke-23-16777__0001.0.pdf?mcid=tGE4TAMA
VIDEO DISPLAY: Posts $201K Net Income in Second Quarter
-------------------------------------------------------
Video Display Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net
income of $201,000 on $2.36 million of net sales for the three
months ended Aug. 31, 2023, compared to net income of $65,000 on
$1.97 million of net sales for the three months ended Aug. 31,
2022.
For the six months ended Aug. 31, 2023, the Company reported a net
loss of $96,000 on $4.93 million of net sales compared to a net
loss of $230,000 on $4.81 million of net sales for the six months
ended Aug. 31, 2022.
As of Aug. 31, 2023, the Company had $6.33 million in total assets,
$6.71 million in total liabilities, and a total shareholders'
deficit of $375,000.
Video Display said, "The ability of the Company to continue as a
going concern is dependent upon the success of management's plans
to improve revenues, the operational effectiveness of continuing
operations, the procurement of suitable financing, or a combination
of these. The uncertainty regarding the potential success of
management's plan creates substantial doubt about the ability of
the Company to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/758743/000143774923028110/vide20230831_10q.htm
About Video Display
Headquartered in Cocoa, Florida, Video Display Corporation
manufactures and distributes a wide range of display devices,
encompassing, among others, industrial, military, medical, and
simulation display solutions.
Video Display reported a net loss of $2 million for the year ended
Feb. 28, 2023, compared to a net loss of $2.56 million for the year
ended Feb. 28, 2022. As of Feb. 28, 2023, the Company had $5.36
million in total assets, $5.64 million in total liabilities, and a
total shareholders' deficit of $279,000.
Peachtree Corners, Georgia-based Hancock Askew & Co., LLP, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated May 30, 2023, citing that the
Company has historically reported net losses or breakeven results
along with reporting low levels of working capital. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
WILDBRAIN LTD: Moody's Affirms B3 CFR & Alters Outlook to Positive
------------------------------------------------------------------
Moody's Investors Service affirmed WildBrain Ltd.'s B3 corporate
family rating, B3-PD probability of default rating, and B2 senior
secured bank credit facility rating and maintained the speculative
grade liquidity rating at SGL-2. At the same time, Moody's changed
the outlook to positive from stable.
"The outlook change reflects Moody's expectation that the proceeds
from proposed asset sales will allow WildBrain to reduce debt and
financial leverage over the next 12 months", said Mikhil Mahore,
Moody's analyst.
RATINGS RATIONALE
WildBrain Ltd.'s B3 CFR benefits from: (1) the company's good track
record of producing children's content and its extensive portfolio
of intellectual property (IP) that includes several high profile
brands such as Peanuts and Strawberry Shortcake; (2) good demand
for original content and a renewed focus on developing its owned IP
that should support continued revenue and EBITDA growth; and (3)
good liquidity. However, the rating is constrained by: (1) Moody's
expectations of interest coverage below 2x in 2023 and 2024 and
debt to EBITDA remaining between 5x-6x; (2) small scale, which
limits the company's ability to absorb rapid shifts in viewing
trends or regulation changes and leaves limited capacity to absorb
unforeseen costs.
WildBrain has good liquidity (SGL-2), with sources of around C$130
million through to Q3 2024 compared to uses of around C$5 million
in the form of mandatory term loan amortization. Sources are
comprised of Moody's estimated of breakeven free cash flow (after
minority dividends) in fiscal 2024, C$80 million of cash at June
30, 2023 and about C$47 million available under its US$40 million
(approximately C$54 million) revolving credit facility expiring
March 2026. The company's revolving credit facility contains a
springing financial leverage covenant of 6.75x to be tested if the
revolving credit facility is drawn, and Moody's expects WildBrain
would be compliance if it were to be tested (leverage ratio was
4.16x on June 30, 2022). The company has assets it could easily
monetize, however the company would have to use the proceeds to
repay debt. WildBrain's C$140 million convertible debentures
maturing in September 2024 are deep out of the money. However,
refinancing and/or repayment risk is unlikely to impact Wildbrain's
credit profile given the opportunity to repay the convertible
debentures using the proceeds from proposed asset sales and the
company's option to repay them using shares despite being out of
the money.
WildBrain's senior secured credit facilities are rated B2, one
notch above the company's CFR. The one notch differential is the
result of the loss absorption cushion provided by the company's
C$140 million convertible subordinated debenture, which ranks below
the credit facilities in the company's debt capital structure.
However, if the convertible instruments were converted to equity or
repaid, loss absorption would be greatly reduced and the credit
facilities would be rated the same as WildBrain's CFR because they
would make up bulk of the debt.
The positive outlook reflects Moody's view that WildBrain will
reduce debt and financial leverage, and improve interest coverage
over the next 12 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company sustained debt/EBITDA
below 6.5x while sustaining EBITA/interest above 2x.
The ratings could be downgraded if EBITA/interest was sustained
below 1x or if the company experienced a deterioration in liquidity
likely driven by sequential negative free cash flow generation and
deterioration of industry fundamentals.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
WildBrain Ltd. is a public company headquartered in Toronto,
Canada, that produces children's content for internet streaming
platforms as well as broadcast TV. It owns brands such as Peanuts,
Inspector Gadget, Teletubbies and Strawberry Shortcake.
WINCHESTER REAL: Hires Rock River Realty as Real Estate Broker
--------------------------------------------------------------
Winchester Real Estate Investment Company, LLC and its affiliates
seek approval from the U.S. Bankruptcy Court for the Northern
District of Georgia to employ Rock River Realty Co. as real estate
broker.
The firm will market and sell the Debtors' commercial real
properties located at 55 Goldworth Rd, Villa Rica, GA 30180 and 63
Goldworth Rd, Villa Rica, GA 30180; and a 16.29 acres of
undeveloped property in Villa Rica, Carroll County, Georgia.
The firm will be paid a commission of 2 percent of the gross
purchase price.
Michele Fairfield, a partner at Rock River Realty Co., disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Michele Fairfield
Rock River Realty Co.
3011 W Markham St. Suite A
Little Rock, AR 72205
Tel: (501) 353-2504
About Winchester Real Estate Investment
Company, LLC
Winchester Real Estate Investment Company, LLC and HDRMP, LLC are
single asset real estate (as defined in 11 U.S.C. Section
101(51B)). The companies are based in Villa Rica, Ga.
Winchester and HDRMP filed voluntary Chapter 11 petitions (Bankr.
N.D. Ga. Case Nos. 23-10773 and 23-10775) on June 30, 2023, with $1
million to $10 million in both assets and liabilities. James W.
Davis, III, manager, signed the petitions.
Judge Paul Baisier oversees the cases.
The Debtors tapped Leslie Pineyro, Esq., at Jones & Walden, LLC as
bankruptcy counsel and Victor J. Harrison, Esq., at Harrison Law,
LLC as special counsel.
WINDSOR TERRACE: Hires Hooper Lundy as Special Counsel
------------------------------------------------------
Windsor Terrace Healthcare, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Central District of
California to employ Hooper, Lundy & Bookman, P.C. as special
healthcare counsel.
The firm will represent the Debtors in appealing audit adjustments
made by the Department of Health Care Services for fiscal year end
periods 2015/2016, 2016/2017/, 2017/2018, 2018/2019, 2019/2020,
2020/2021, 2021/2022, and 2022/2023.
The firm's services include:
(i) providing advice and counseling regarding all aspects of the
Debtors' operations, including regulatory compliance, reimbursement
with Medicare, Medicaid, Medicare Advantage, managed Medi-Cal plans
and private insurance, licensing and certification with state
licensing agencies (California Department of Public Health) and the
Centers for Medicare & Medicaid Services;
(ii) providing litigation support regarding licensing and
decertification matters filed with state and federal agencies, and
providing assistance with investigations and defense of matters
filed by federal and state government agencies;
(iii) providing advice and counseling regarding business
transactions including relationships with vendors and ancillary
providers such as labs, pharmacies and mobile imaging companies;
and
(iv) providing litigation support in Medi-Cal audit appeals.
The firm will be paid at these rates:
Scott J. Kiepen $1,055 per hour
Paul Smith $1,055 per hour
Jodi Berlin $960 per hour
Sandi Krul $920 per hour
Stanton J. Stock $885 per hour
Cole Hovt $645 per hour
Mayda Vinson $580 per hour
Andrew Haves $580 per hour
Aida Ramos $455 per hour
Patrick Davoodi $430 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Scott J. Kiepen, Esq., a partner at Hooper, Lundy & Bookman, P.C.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Scott J. Kiepen, Esq.
HOOPER, LUNDY & BOOKMAN, P.C.
44 Montgomery Street Suite 3600
San Francisco, CA 94104
Tel: (415) 875-8500
Fax: (415) 986-2157
Email: skiepen@hooperlundy.com
About Windsor Terrace Healthcare, LLC
Windsor Terrace Healthcare, LLC are primarily engaged in the
businesses of owning and operating skilled nursing facilities
throughout the State of California. Collectively, the Debtors own
and operate 16 skilled nursing facilities, which provide 24 hour, 7
days a week and 365 days a year care to patients who reside at
those facilities. In addition to the 16 skilled nursing
facilities, the Debtors own and operate one assisted living
facility (which is Windsor Court Assisted Living, LLC), one home
health care center (which is S&F Home Health Opco I, LLC), and one
hospice care center (which is S&F Hospice Opco I, LLC). The
Debtors do not own any of the real property upon which the
facilities are located.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Lead Case No. 23-11200) on Aug.
23, 2023. Windsor Sacramento Estates, LLC and Windsor Hayward
Estates, LLC filed Chapter 11 petitions on Sept. 29.
In the petitions signed by Avrohom Tress, manager, the Debtors
disclosed up to $10 million in both assets and liabilities.
Judge Victoria S. Kaufman oversees the case.
Ron Bender, Esq., Monica Y. Kim, Esq., and Juliet Y. Oh, Esq. at
Levene, Neale, Bender, Yoo, and Golubchik LLP, represent the Debtor
as legal counsel. Stretto, Inc. is the Debtor's claims, noticing
and solicitation agent.
WP CPP HOLDINGS: S&P Affirms 'CCC+' ICR, Outlook Negative
---------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' issuer credit rating on WP
CPP Holdings LLC (CPP). The outlook is negative.
S&P also affirmed the 'CCC+' issue-level rating on the company's
first-lien debt and 'CCC-'issue-level rating on their second-lien
debt facilities.
The negative outlook reflects the risk that the company will not
pass its upcoming net-leverage covenant test or successfully
address its upcoming debt maturities. Credit metrics, though
improving, will remain weak in the near term. While S&P expects
material top line growth, high operating costs and interest expense
will hurt cash flows; as a result, S&P expects FOCF will remain
negative for at least the next two years.
Top line growth is offset by increased operating and interest
expenses. After multiple years of depressed original equipment
manufacturer (OEM) build rates, the commercial segment benefited
from improved demand over the past 12 months, resulting in
sustained revenue growth over the first half of 2023; additionally,
demand for narrowbody aircraft remains robust and widebody aircraft
saw increased build rates driving demand for their related engine /
component platforms. Defense spending has also been robust,
especially on mission-critical aircraft platforms and missiles that
require manufactured inputs from CPP. Inflationary pressures have
persisted, resulting in elevated operating costs, though not at as
high as in 2022. Labor has been one of the most impactful expenses,
though this is an industry wide pressure, not unique to CPP. A
majority of customer contracts, which typically carry a short to
medium duration, have been opened and renegotiated to allow CPP to
share some of the higher costs with their customers, but not all of
the burden has been passed on. S&P said, "We expect EBITDA will
continue to be negatively impacted by the high operating cost
environment and interest expense will remain elevated, resulting in
negative cash flows and an inability to retire debt early in the
near term. While we view the risk of economic slowdown as material,
we do not expect much of an impact to the commercial segment due to
the supply of new narrowbody aircraft continuing to lag demand.
Given the demand environment leading to improved build rates, we
expect to see 15%-17% revenue growth year to year for 2023 and
2024. We now forecast FFO to debt for 2023 to fall between -3% and
-1%, improving to between -2% and 0% in 2024."
S&P said, "The negative outlook reflects our view that credit
metrics, though improving, will remain weak over the next 12 months
as macroeconomic pressures persist. We note there is an upcoming
net-leverage covenant, and the company's first-lien debt becomes
current in early 2024. Because of these, we see an increased risk
of default or the company entering a refinancing transaction that
we deem as a selective default.
"We could lower our rating on WP CPP Holdings if we believe the
company will be unable to address its upcoming maturity, or we see
a strong likelihood of default, or a distressed exchange appears
likely within the next twelve months.
"We could consider revising our outlook to stable if the issuer's
leverage level improves faster than anticipated, with debt to
EBITDA below 8x, while also showing sustainable free cash flow of
at least breakeven and maintaining adequate liquidity levels. This
would likely occur due to improved operating expense management,
resulting in a faster-than-anticipated improvement in liquidity
that will allow the company to paydown debt."
ZYMERGEN INC: Gets OK to Hire Epiq as Claims and Noticing Agent
---------------------------------------------------------------
Zymergen Inc. and its affiliates received approval from the U.S.
Bankruptcy Court of the District of Delaware to hire Epiq Corporate
Restructuring, LLC as their claims and noticing agent.
The firm will oversee the distribution of notices and will assist
in the maintenance, processing and docketing of proofs of claim
filed in the Chapter 11 case of the Debtor.
The firm will be paid at these hourly rates:
Analyst Waived
IT/Programming $65 - $85
Project Managers/Consultants/Directors $80 - $190
Solicitation Consultant $190
Executive Vice President, Solicitation $200
Executives No Charge
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Kate Mailloux, a senior director at Epiq Corporate Restructuring,
disclosed in a court filing that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Kate Mailloux
EPIQ CORPORATE RESTRUCTURING, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Tel: (646) 282-2532
Email: kmailloux@epiqglobal.com
About Zymergen Inc.
Zymergen, which was founded in April 2013, is a science and
material innovation company focused on designing, developing and
commercializing bio-based products for use in a variety of
industries.
Zymergen Inc. and its affiliates filed their voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead
Case No. 23-11661) on Oct. 3, 2023. The petitions were signed by
Claire Smith as senior vice president of Finance. Zymergen listed
between $100 million to $500 million in both assets and
liabilities.
Judge Karen B Owens presides over the case.
Curtis S. Miller, Esq. and Matthew O Talmo, Esq. at Morris Nichols
Arsht & Tunnell represent the Debtor as counsel.
[*] Bankruptcy Judges to Speak at Nov. 29 DI Conference
-------------------------------------------------------
Don't miss this unique opportunity to hear perspectives and
insights from current and former bankruptcy judges at the 30TH
DISTRESSED INVESTING CONFERENCE presented by Beard Group, Inc.:
* Hon. Brendan Shannon, United States Bankruptcy Judge for the
District of Delaware
* Hon. Michael Kaplan, Chief United States Bankruptcy Judge
for the District of New Jersey
* Hon. Shelley Chapman (RET.), Senior Counsel, Willkie Farr &
Gallagher LLP
* Hon. Robert Drain (RET.), Of Counsel, Corporate
Restructuring, Skadden
Josh Sussberg, Partner, Restructuring, Kirkland & Ellis LLP, will
serve as panel moderator.
Registration remains open for the 30th DI Conference to be held
Wed., Nov. 29, in-person at the Harmonie Club in Manhattan.
Top industry experts gather together to discuss the latest topics
and trends in the distressed investing industry. Now on its 30th
year, this value-packed event features special presentations from
keynote speakers, live panel discussions and networking sessions
with other insolvency professionals.
This year's Distressed Investing Conference is sponsored by:
* Kirkland & Ellis and Foley & Lardner, as conference
co-chairs
* Davis Polk
* Dechert
* Dentons
* DSI
* Locke Lord
* Parkins & Rubio
* RJReuter
* Skadden
* SSG
* Stein Advisors
* Troutman Pepper
* Wachtell Lipton Rosen & Katz
* Weil Gotshal
Our Media partners:
* BankruptcyData
* Debtwire
* LevFin Insights
* PacerMonitor
* REORG
Our knowledge partner:
* Creditor Rights Coalition
Visit https://www.distressedinvestingconference.com/ for more
information.
For conference sponsorship and speaking opportunities, contact:
Will Etchison
305-707-7493
Will@BeardGroup.com
[] Liability Management Takes Spotlight at Nov 29 DI Conference
---------------------------------------------------------------
Catch not one, but two sessions on the issue of liability
management at the 30TH DISTRESSED INVESTING CONFERENCE presented by
Beard Group, Inc. on Nov. 29.
Join experts Mark Hebbeln, Partner, Foley & Lardner LLP; Evan Hill,
Partner, Corporate Restructuring, Skadden; and Dan Kamensky,
Founder, Creditor Coalition, as they take on one of the credit
market's most contentious issues: the rising trend of companies,
especially those backed by financial sponsors, employing aggressive
liability management techniques to extend runway but in the process
favoring one group of creditors over another, leading to intense
battles over the spoils. Discover how changes in market norms and
contractual rights in the past two decades have fueled these
aggressive techniques and understand the judiciary's reaction
through pivotal case law developments.
Karn Chopra, Partner, Central View Partners; Damian Schaible,
Partner, Davis Polk; Anthony Sexton, Partner, Kirkland & Ellis; and
John Sobolewski, Partner, Wachtell, Lipton, Rosen & Katz then take
over to discuss the intricacies of liability management techniques,
emphasizing the intricate deal dynamics and the relationships among
transaction parties. Uncover their driving motivations and learn
how they shield themselves from self-serving actions. Get insights
into the structures used in these transactions, common influential
tax problems, and strategies used to safeguard against future
challenges.
Registration remains open for the 30th DI Conference to be held
Wed., Nov. 29, in-person at the Harmonie Club in Manhattan.
Top industry experts gather together to discuss the latest topics
and trends in the distressed investing industry. Now on its 30th
year, this value-packed event features special presentations from
keynote speakers, live panel discussions and networking sessions
with other insolvency professionals.
This year's Distressed Investing Conference is sponsored by:
* Kirkland & Ellis and Foley & Lardner, as conference
co-chairs
* Davis Polk
* Dechert
* Dentons
* DSI
* Locke Lord
* Parkins & Rubio
* RJReuter
* Skadden
* SSG
* Stein Advisors
* Troutman Pepper
* Wachtell Lipton Rosen & Katz
* Weil Gotshal
Our Media partners:
* BankruptcyData
* Debtwire
* LevFin Insights
* PacerMonitor
* REORG
Our knowledge partner:
* Creditor Rights Coalition
Visit https://www.distressedinvestingconference.com/ for more
information.
For conference sponsorship and speaking opportunities, contact:
Will Etchison
305-707-7493
Will@BeardGroup.com
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Carlo M. Ribera, Sr.
Bankr. S.D. Fla. Case No. 23-18263
Chapter 11 Petition filed October 10, 2023
represented by: Jeffrey Bast, Esq.
In re Chewa Farms LLC
Bankr. N.D. Ga. Case No. 23-59962
Chapter 11 Petition filed October 10, 2023
See
https://www.pacermonitor.com/view/NSQP4JA/Chewa_Farms_LLC__ganbke-23-59962__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Weinhagen Tire Company
Bankr. D. Minn. Case No. 23-32111
Chapter 11 Petition filed October 10, 2023
See
https://www.pacermonitor.com/view/CCCZ5EY/WEINHAGEN_TIRE_COMPANY__mnbke-23-32111__0001.0.pdf?mcid=tGE4TAMA
represented by: John D. Lamey III, Esq.
LAMEY LAW FIRM, P.A.
E-mail: jlamey@lameylaw.com
In re Bistro 1804 Inc.
Bankr. E.D.N.Y. Case No. 23-43662
Chapter 11 Petition filed October 10, 2023
See
https://www.pacermonitor.com/view/RV4HLDI/Bistro_1804_Inc__nyebke-23-43662__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re JPM Sutton LLC
Bankr. S.D.N.Y. Case No. 23-11615
Chapter 11 Petition filed October 10, 2023
See
https://www.pacermonitor.com/view/YBYWDXQ/JPM_Sutton_LLC__nysbke-23-11615__0001.0.pdf?mcid=tGE4TAMA
represented by: Arthur A. Luger, Esq.
ARTHUR A LUGER ESQ
E-mail: alugeresq1@gmail.com
In re Excel Auto And Transportation LLC
Bankr. D.S.C. Case No. 23-03070
Chapter 11 Petition filed October 10, 2023
See
https://www.pacermonitor.com/view/RRKE3BA/Excel_Auto_And_Transportation__scbke-23-03070__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Hana Imtiaz Chohan
Bankr. E.D. Va. Case No. 23-11636
Chapter 11 Petition filed October 10, 2023
represented by: Elizabeth Douglass, Esq.
In re Archway Real Estate Holdings II, LLC
Bankr. D.D.C. Case No. 23-00293
Chapter 11 Petition filed October 11, 2023
See
https://www.pacermonitor.com/view/DNFBKFI/Archway_Real_Estate_Holdings_II__dcbke-23-00293__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffery T. Martin, Jr., Esq.
MARTIN LAW GROUP PC
E-mail: jeff@martinlawgroupva.com
In re Peter Sharp
Bankr. D.D.C. Case No. 23-00294
Chapter 11 Petition filed October 12, 2023
represented by: Daniel Staeven, Esq.
In re Richard Alan Ritter
Bankr. N.D. Fla. Case No. 23-40393
Chapter 11 Petition filed October 11, 2023
represented by: Robert Bruner, Esq.
In re Carlo M. Ribera, Sr.
Bankr. S.D. Fla. Case No. 23-18263
Chapter 11 Petition filed October 10, 2023
represented by: Jeffrey Bast, Esq.
In re Ryan Keith Vance
Bankr. N.D. Ga. Case No. 23-60068
Chapter 11 Petition filed October 11, 2023
represented by: Benjamin Keck, Esq.
In re US Consolidated, LLC
Bankr. N.D. Ga. Case No. 23-21144
Chapter 11 Petition filed October 11, 2023
See
https://www.pacermonitor.com/view/6NXCZBY/US_Consolidated_LLC__ganbke-23-21144__0001.0.pdf?mcid=tGE4TAMA
represented by: Charles N. Kelley, Jr., Esq.
KELLEY & CLEMENTS LLP
E-mail: ckelley@kelleyclements.com
In re Phenomenal Fitness, Inc.
Bankr. N.D. Ill. Case No. 23-13614
Chapter 11 Petition filed October 11, 2023
See
https://www.pacermonitor.com/view/BWRFSZA/Phenomenal_Fitness_Inc__ilnbke-23-13614__0001.0.pdf?mcid=tGE4TAMA
represented by: William J. Factor, Esq.
FACTORLAW
In re Green Bamba LLC
Bankr. E.D.N.Y. Case No. 23-43683
Chapter 11 Petition filed October 11, 2023
See
https://www.pacermonitor.com/view/Q6JFTDY/Green_Bamba_LLC__nyebke-23-43683__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Showfields NY 2 LLC
Bankr. E.D.N.Y. Case No. 23-43691
Chapter 11 Petition filed October 11, 2023
See
https://www.pacermonitor.com/view/GZPWEXI/Showfields_NY_2_LLC__nyebke-23-43691__0001.0.pdf?mcid=tGE4TAMA
represented by: Rachel S. Blumenfeld, Esq.
LAW OFFICE OF RACHEL S. BLUMENFELD PLLC
E-mail: rachel@blumenfeldbankruptcy.com
In re George Edward Bryan
Bankr. E.D. Tex. Case No. 23-41929
Chapter 11 Petition filed October 11, 2023
represented by: Howard Marc Spector, Esq.
SPECTOR & COX, PLLC
E-mail: hms7@cornell.edu
In re Lipsey Painting Contractors, LLC
Bankr. N.D. Ala. Case No. 23-02712
Chapter 11 Petition filed October 12, 2023
See
https://www.pacermonitor.com/view/5N5NMNQ/Lipsey_Painting_Contractors_LLC__alnbke-23-02712__0001.0.pdf?mcid=tGE4TAMA
represented by: C. Taylor Crockett, Esq.
C. TAYLOR CROCKETT, P.C.
E-mail: taylor@taylorcrockett.com
In re Flexogenix North Carolina, PC
Bankr. C.D. Cal. Case No. 23-16653
Chapter 11 Petition filed October 12, 2023
See
https://www.pacermonitor.com/view/J2L64QY/Flexogenix_North_Carolina_PC__cacbke-23-16653__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeremy W. Faith, Esq.
MARGULIES FAITH LLP
E-mail: Jeremy@MarguliesFaithLaw.com
In re Pioneer Inter-Development, Inc.
Bankr. S.D. Fla. Case No. 23-18321
Chapter 11 Petition filed October 12, 2023
See
https://www.pacermonitor.com/view/SOQ3CKY/Pioneer_Inter-Development_Inc__flsbke-23-18321__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael A. Frank, Esq.
LAW OFFICES OF FRANK & DE LA GUARDIA
E-mail: Pleadings@bkclawmiami.com
In re 121 Thiells Road LLC
Bankr. S.D.N.Y. Case No. 23-22742
Chapter 11 Petition filed October 12, 2023
See
https://www.pacermonitor.com/view/HLH7MQA/121_Thiells_Road_LLC__nysbke-23-22742__0001.0.pdf?mcid=tGE4TAMA
represented by: Allen A. Kolber, Esq.
LAW OFFICE OF ALLEN KOLBER PC
E-mail: akolber@kolberlegal.com
In re 121 Thiells Road LLC
Bankr. S.D.N.Y. Case No. 23-22743
Chapter 11 Petition filed October 12, 2023
See
https://www.pacermonitor.com/view/HVPEHII/121_Thiells_Road_LLC__nysbke-23-22743__0001.0.pdf?mcid=tGE4TAMA
represented by: Allen A. Kolber, Esq.
LAW OFFICE OF ALLEN KOLBER PC
E-mail: akolber@kolberlegal.com
In re Cody W. Keenan and Sheena Lynn Keenan
Bankr. W.D. Pa. Case No. 23-22164
Chapter 11 Petition filed October 12, 2023
In re TerlinGO Cycle, LLC
Bankr. N.D. Tex. Case No. 23-32337
Chapter 11 Petition filed October 12, 2023
See
https://www.pacermonitor.com/view/ZVD6OCA/TerlinGO_Cycle_LLC__txnbke-23-32337__0001.0.pdf?mcid=tGE4TAMA
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS
E-mail: eric@ealpc.com
In re Freedom Plumbers Corporation
Bankr. E.D. Va. Case No. 23-11654
Chapter 11 Petition filed October 12, 2023
See
https://www.pacermonitor.com/view/KKOXAII/Freedom_Plumbers_Corporation__vaebke-23-11654__0001.0.pdf?mcid=tGE4TAMA
represented by: Christopher L. Rogan, Esq.
ROGANMILLERZIMMERMAN, PLLC
E-mail: crogan@RMZLawFirm.com
In re Rotor X Aircraft Manufacturing Company
Bankr. D. Ariz. Case No. 23-07343
Chapter 11 Petition filed October 13, 2023
See
https://www.pacermonitor.com/view/W6CLK6A/ROTOR_X_AIRCRAFT_MANUFACTURING__azbke-23-07343__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Joshua Tongco
Bankr. C.D. Cal. Case No. 23-14734
Chapter 11 Petition filed October 13, 2023
represented by: Andy Warshaw, Esq.
In re Christopher Michael Miller
Bankr. E.D. Cal. Case No. 23-23623
Chapter 11 Petition filed October 13, 2023
represented by: Gabriel E. Liberman, Esq.
In re Rudi Darryl Williams
Bankr. N.D. Cal. Case No. 23-41329
Chapter 11 Petition filed October 13, 2023
represented by: Arasto Farsad, Esq.
In re Bruno Torres
Bankr. S.D. Fla. Case No. 23-18411
Chapter 11 Petition filed October 13, 2023
represented by: Timothy Kingcade, Esq.
In re John Benjamin Nelson
Bankr. S.D. Iowa Case No. 23-01339
Chapter 11 Petition filed October 12, 2023
represented by: Jeffrey Goetz, Esq.
BRADSHAW FOWLER PROCTOR & FAIRGRAVE, PC
In re Blima Shumyatsky
Bankr. E.D.N.Y. Case No. 23-43722
Chapter 11 Petition filed October 13, 2023
represented by: Alla Kachan, Esq.
In re Texas Corral, LLC
Bankr. W.D. Tex. Case No. 23-60534
Chapter 11 Petition filed October 13, 2023
See
https://www.pacermonitor.com/view/MJZAN5I/Texas_Corral_LLC__txwbke-23-60534__0001.0.pdf?mcid=tGE4TAMA
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS
E-mail: eric@ealpc.com
In re Jeffrey Dennis Peppard
Bankr. C.D. Cal. Case No. 23-10945
Chapter 11 Petition filed October 14, 2023
represented by: Jeffrey Shinbrot, Esq.
In re Roof Heroes LLC
Bankr. M.D. Fla. Case No. 23-01235
Chapter 11 Petition filed October 14, 2023
See
https://www.pacermonitor.com/view/YA5AIKY/Roof_Heroes_LLC__flmbke-23-01235__0001.0.pdf?mcid=tGE4TAMA
represented by: Joel Aresty, Esq.
JOEL M. ARESTY PA
E-mail: aresty@icloud.com
In re 37c Team LLC
Bankr. S.D. Fla. Case No. 23-18428
Chapter 11 Petition filed October 14, 2023
See
https://www.pacermonitor.com/view/B3TN33A/37c_Team_LLC__flsbke-23-18428__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael A. Frank, Esq.
LAW OFFICES OF FRANK DE LA GUARDIA
E-mail: Pleadings@bkclawmiami.com
In re Stillpoint, Inc.
Bankr. W.D. Ky. Case No. 23-32419
Chapter 11 Petition filed October 16, 2023
See
https://www.pacermonitor.com/view/BQXFGKI/Stillpoint_Inc__kywbke-23-32419__0001.0.pdf?mcid=tGE4TAMA
represented by: Tyler R. Yeager, Esq.
KAPLAN JOHNSON ABATE & BIRD LLP
E-mail: tyeager@kaplanjohnsonlaw.com
In re 1133 BH LLC
Bankr. E.D.N.Y. Case No. 23-73824
Chapter 11 Petition filed October 15, 2023
See
https://www.pacermonitor.com/view/UD3QLTY/1133_BH_LLC__nyebke-23-73824__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Hyssop LLC
Bankr. E.D.N.Y. Case No. 23-43725
Chapter 11 Petition filed October 15, 2023
See
https://www.pacermonitor.com/view/RL6FNRY/Hyssop_LLC__nyebke-23-43725__0001.0.pdf?mcid=tGE4TAMA
represented by: Lawrence Morrison, Esq.
MORRISON TENENBAUM PLLC
E-mail: lmorrison@m-t-law.com
In re Steven L. Hagerman
Bankr. E.D.N.Y. Case No. 23-43728
Chapter 11 Petition filed October 15, 2023
represented by: Rachel Blumenfeld, Esq.
In re Howard Davis Jr and Christen Elizabeth Davis dba Secret
Scientist Clothing, LLC
Bankr. S.D. Ala. Case No. 23-12421
Chapter 11 Petition filed October 16, 2023
See
https://www.pacermonitor.com/view/NWR5HPY/Howard_Davis_Jr_and_Christen_Elizabeth__alsbke-23-12421__0001.0.pdf?mcid=tGE4TAMA
represented by: Barry A. Friedman, Esq.
BARRY A FRIEDMAN & ASSOCIATES, PC
E-mail: bky@bafmobile.com
In re National Paver Systems, Inc.
Bankr. N.D. Cal. Case No. 23-41339
Chapter 11 Petition filed October 16, 2023
See
https://www.pacermonitor.com/view/VPDAR4A/National_Paver_Systems_Inc__canbke-23-41339__0001.0.pdf?mcid=tGE4TAMA
represented by: Lars Fuller, Esq.
THE FULLER LAW FIRM PC
E-mail: admin@fullerlawfirm.net
In re Andre Todd Creese
Bankr. S.D. Fla. Case No. 23-18469
Chapter 11 Petition filed October 16, 2023
represented by: Robert Furr, Esq.
In re I & J Liquor, Inc.
Bankr. E.D. Mich. Case No. 23-49087
Chapter 11 Petition filed October 16, 2023
See
https://www.pacermonitor.com/view/6FFUQ3Y/I__J_Liquor_Inc__miebke-23-49087__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert N. Bassel, Esq.
E-mail: bbassel@gmail.com
In re Home Easy, Ltd.
Bankr. D.N.J. Case No. 23-19151
Chapter 11 Petition filed October 16, 2023
See
https://www.pacermonitor.com/view/U4E6IXY/Home_Easy_Ltd__njbke-23-19151__0001.0.pdf?mcid=tGE4TAMA
represented by: Ernest Ianetti, Esq.
ERNEST G. IANETTI, ESQ.
E-mail: eianetti@ianetti.legal
In re Oh So Jazzy LLC
Bankr. S.D.N.Y. Case No. 23-22764
Chapter 11 Petition filed October 16, 2023
See
https://www.pacermonitor.com/view/WKGZIYA/Oh_So_Jazzy_LLC__nysbke-23-22764__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Dawn G. McKay Santos
Bankr. D. Utah Case No. 23-24650
Chapter 11 Petition filed October 16, 2023
In re Personalized Health Solutions, LLC
Bankr. W.D. Wash. Case No. 23-11971
Chapter 11 Petition filed October 16, 2023
See
https://www.pacermonitor.com/view/GL2EHOY/Personalized_Health_Solutions__wawbke-23-11971__0001.0.pdf?mcid=tGE4TAMA
represented by: Thomas D. Neeleman, Esq.
NEELEMAN LAW GROUP, P.C.
E-mail: courtmail@expresslaw.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2023. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***