/raid1/www/Hosts/bankrupt/TCR_Public/240105.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, January 5, 2024, Vol. 28, No. 4
Headlines
1461 CHAPIN: Involuntary Chapter 11 Case Summary
255 SHIPLEY STREET: Seeks to Hire Eric J. Gravel as Legal Counsel
76 M INC: Voluntary Chapter 11 Case Summary
9228 MANAGEMENT: Voluntary Chapter 11 Case Summary
ADVANCED MEDICAL: Hires Thomas J. Schultz CPA as Accountant
ADVANCED MEDICAL: Hires Washington Global as Bankruptcy Counsel
AEARO TECHNOLOGIES: 3M OK'd to Issue $1-Bil. Stock for Settlement
ALPINE 4 HOLDINGS: CEO Issues Letter to Shareholders
ALPINE 4 HOLDINGS: Signs LOI With Bright Sheet on Morris Sale
ALPINE 4 HOLDINGS: Units Sign Loan Agreement With North Mill
AMP ELECTRICAL: Donald Brady Named Subchapter V Trustee
AMSTERDAM HOUSE: Hires Continuum Advisors as Real Estate Broker
AMYRIS INC: Paul, Blank & MoloLamken Update List of Noteholders
ARTISAN PACKAGING: Hires Wharton, Aldhizer & Weaver as Counsel
AVINGER INC: Amends Term Loan Agreement With CRG Partners
BACCI OF BENSENVILLE: Hires Bach Law Offices as Bankruptcy Counsel
BACCI OF BENSENVILLE: Seeks to Hire Danielle Hall as Bookkeeper
BIOLASE INC: Dr. Carol Summerhays Resigns as Director
BIOLASE INC: Registers 2.2 Million Shares for Potential Resale
BRADLYNN CORP: Seeks to Hire Peter M. Daigle as Bankruptcy Counsel
BRISTOL SPRINGS: Hires Kay Casto & Chaney as Special Counsel
CALLON PETROLEUM: Moody's Puts 'B1' CFR on Review for Upgrade
CAMP DAVID: Case Summary & 16 Unsecured Creditors
CDNT HOLDINGS: William Avellone Named Subchapter V Trustee
CDNT INC: William Avellone Named Subchapter V Trustee
CENTERPOINT RADIATION: No Patient Care Concern, 2nd PCO Report Says
CF SAFETY TRAINING: Michelle Steele Named Subchapter V Trustee
CHIPS DAIQUIRIS AIRLINE: Files for Chapter 11 Bankruptcy
CHIPS DAIQUIRIS: Seeks to Hire Weinstein & St. Germain as Counsel
COMSERO INC: Joli Lofstedt Named Subchapter V Trustee
COMSERO INC: Taps Kutner Brinen Dickey Riley as Legal Counsel
CONTINENTAL AMERICAN: Seeks to Extend Plan Exclusivity to March 20
CORE SCIENTIFIC: Asks Court Okay for $10-Mil. Gryphon, Sphere Deal
DIVERSIFIED HEALTHCARE: S&P Raises ICR to 'CCC+', Outlook Negative
EAST TEXAS MACHINING: Taps Michael E. Gazette as Legal Counsel
ELITE LIMOUSINE: Seeks to Extend Plan Exclusivity to April 25
ENERSYS: Moody's Rates New $300MM Senior Unsecured Notes 'Ba3'
ENERSYS: S&P Rates New 300MM Senior Unsecured Notes 'BB+'
ENVIVA INC: Inclusive, Jeffrey Ubben Lower Equity Stake to 4%
F & B NEGOTIATIONS: Taps Fisher Auction Company as Broker
FALCON LOGISTICS: Case Summary & Five Unsecured Creditors
FCT-SM LLC: Hires Law Office of Corey B. Beck PC as Counsel
FRANKLIN ENERGY: Seeks Preferred Equity to Replace Junior Debt
FTX GROUP: SBF Won't Face 2nd Trial for Remaining Charges
GALLERIA 2425: Seeks to Hire Baker & Associates as Attorney
GALLUS DETOX: U.S. Trustee Appoints Eric Huebscher as PCO
GIRARDI & KEESE: Tom Girardi Competent to Stand Trial in Fraud Case
GLOBAL CITIES: Case Summary & Two Unsecured Creditors
GLOBAL WOUND: Salvatore LaMonica Named Subchapter V Trustee
GOUGER OIL: Gets OK to Hire Martin & Drought as Legal Counsel
GRUN PROPERTIES: Voluntary Chapter 11 Case Summary
GULFSLOPE ENERGY: Delays Annual Report for FY Ended Sept. 30
HARBOR CUSTOM: Hires Cairncross & Hempelmann as Legal Counsel
HARBOR CUSTOM: Seeks to Hire Polsinelli PC as Conflicts Co-Counsel
HARBOR CUSTOM: Taps Levene Neale Bender as Conflicts Co-Counsel
HEARTLAND CABINETRY: Taps Fox Rothschild as Bankruptcy Counsel
HEYWOOD HEALTHCARE: Joseph Tomaino Submits First PCO Report
HUMANIGEN INC: Case Summary & 20 Largest Unsecured Creditors
JAGUAR HEALTH: Iliad Research, 3 Others Report 9.6% Equity Stake
JJB DC: Trustee Taps Hirschler Fleischer as Bankruptcy Counsel
JLM COUTURE: Continued Operations to Fund Plan
KBR INC: Moody's Rates New Secured First Lien Term Loan 'Ba1'
LAFLEUR WAY: Property Owner Files Subchapter V Case
LION STAR: Court Directs U.S. Trustee to Appoint PCO
LORDSTOWN MOTORS: U.S. Trustee Asks Court to Toss Chapter 11 Plan
MEDTRULY INC: Mark Sharf Named Subchapter V Trustee
METALMITE CORP: Voluntary Chapter 11 Case Summary
MIG EAST: Seeks to Hire Maxwell Dunn, PLC as Legal Counsel
MOMEX DINING: Walter Dahl of Dahl Law Named Subchapter V Trustee
MOREY MACHINING: Files Subchapter V Bankruptcy Case
NEXT BIG THING: Gets OK to Hire Hancock & Dana P.C. as Accountant
NL1 ACQUIRE: Cliffwater Marks CAD1.3MM Loan at 27% Off
NL1 ACQUIRE: Cliffwater Marks CAD1.9MM Loan at 27% Off
NL1 ACQUIRE: Cliffwater Marks CAD9.5MM Loan at 27% Off
NOVVI LLC: Seeks to Hire BC Burr McCabeLaw as Special Counsel
NUZEE INC: Delays Annual Report for Fiscal Year Ended Sept. 30
PANDA ACQUISITION: Cliffwater Marks $15.8MM Loan at 18% Off
PARTS ID INC: Cleared to Tap $18.3 Million Chapter 11 Financing
PDG HOLDINGS: Seeks to Hire Totaro & Shanahan as Legal Counsel
POLYMER EXTRUSION: Seeks to Hire Tripp Scott as Special Counsel
POMONA VALLEY: No Patient Complaints, 4th PCO Report Says
PROTERRA INC: Amends Plan to Include Section 510(b) Claims Details
QUANTIC ELECTRONICS: Cliffwater Marks $7.3MM Loan at 16% Off
QUEST SOFTWARE: Cliffwater Marks $20MM Loan at 31% Off
RAWHIDE MINING: Hires Stretto Inc. as Claims and Noticing Agent
RAWHIDE MINING: Seeks to Hire Schwartz Law as Bankruptcy Counsel
READYMAX INC: Files for Chapter 11 Bankruptcy
RENALYTIX INC: Gets Two Non-Compliance Notices From Nasdaq
RESOLUTE INVESTMENT: Moody's Raises CFR to 'B2', Outlook Stable
RETAILING ENTERPRISES: Seeks to Extend Plan Exclusivity to March 25
RIALTO BIOENERGY: Exclusivity Period Extended to January 19
RISKONNECT PARENT: 99% Markdown for Cliffwater $30.8MM Loan
RITE AID: Committee Taps AlixPartners LLP as Financial Advisor
RITE AID: Committee Taps Kramer Levin Naftalis as Co-Counsel
RITE AID: Tort Claimants Tap Akin Gump Strauss as Lead Counsel
RITE AID: Tort Claimants Tap Jefferies LLC as Investment Banker
RITE AID: Tort Claimants Tap Province LLC as Financial Advisor
RITE AID: Tort Claimants Taps Sherman Silverstein as Local Counsel
RITE AID: Wins Final Court Approval for Bankruptcy Loans
SALEM MEDIA: Voluntarily Delists From Nasdaq Global Market
SB PROPERTY: Seeks to Hire Slocum Law as Bankruptcy Counsel
SHORTEN INC: Christopher Simpson Named Subchapter V Trustee
SPITFIRE ENERGY: Exclusivity Period Extended to March 8
STATEN ISLAND JEWISH: Exclusivity Period Extended to February 20
STEM HOLDINGS: Delays Annual Report for Year Ended Sept. 30
STRATEGIC MATERIALS: Kane Russell Advises VFS, Volvo & Williams
STRATEGIC MATERIALS: Seeks to Hire Ordinary Course Professionals
STUDIOKAZA MOBILI: Aleida Molina Named Subchapter V Trustee
TEHUM CARE: Hires Tort Claimants Taps Brown Rudnick as Co-Counsel
TG NATURAL: Fitch Assigns First-Time 'BB-' LongTerm IDR
THOMAS ORTHODONTICS: Seeks to Hire DM Accounting as Accountant
TREES CORPORATION: Financial Difficulties Cue CCAA Proceedings
TRIGGER TIME: Exclusivity Period Extended to December 1
TRUE ENTERPRISE: Voluntary Chapter 11 Case Summary
TURBO BUYER: Cliffwater Marks $8.3MM Loan at 32% Off
VALLEY PORK: Seeks to Extend Plan Exclusivity to February 26
VALUE PRICE AUTO: Gets OK to Hire Jim Gaudiosi as Legal Counsel
VALUE PRICE AUTO: Starts Subchapter V Bankruptcy Case
VALUE PRICE: Dawn Maguire of Guttilla Named Subchapter V Trustee
VERMONT AUS PTY: Cliffwater Marks AUD10.7MM Loan at 37% Off
WEWORK INC: Committee Hires Moelis & Company as Investment Banker
WILLOWS AT THE LAKES: Seeks 90-Day Extension to Plan Exclusivity
WINDSOR TERRACE: Seeks to Extend Plan Exclusivity to April 19
YIWAN TRADING: Seeks to Extend Plan Exclusivity to February 26
ZELIS HOLDINGS: S&P Upgrades ICR to 'B+', Outlook Stable
ZELIS PAYMENTS: Moody's Raises CFR to B1 & Alters Outlook to Stable
[] Claims Trading Report – December 2023
[^] BOOK REVIEW: The Heroic Enterprise
*********
1461 CHAPIN: Involuntary Chapter 11 Case Summary
------------------------------------------------
Alleged Debtor: 1461 Chapin St. NW LLC
1461 Chapin St NW
Washington DC 20009
Business Description: 1461 Chapin is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Involuntary Chapter
11 Petition Date: January 3, 2024
Court: United States Bankruptcy Court
District of Columbia
Case No.: 24-00002
Judge: Hon. Elizabeth L. Gunn
Petitioners' Counsel: Pro Se
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/NMSJTWI/1461_Chapin_St_NW_LLC__dcbke-24-00002__0001.0.pdf?mcid=tGE4TAMA
Alleged creditor who signed the petition:
Petitioner Nature of Claim Claim Amount
Andrew Riguzzi Non-Payment of $525,222
1133 14th St NW Apt #709 Loan
Washington, DC 20005-4247
255 SHIPLEY STREET: Seeks to Hire Eric J. Gravel as Legal Counsel
-----------------------------------------------------------------
255 Shipley Street, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to employ the Law
Offices of Eric J. Gravel as its counsel.
The firm will render these services:
(a) prepare and file all documents necessary for the
prosecution of its reorganization, including preparation of the
schedules and statement of affairs and all related documents
required or needed to commence and thereafter to move the matter
toward reorganization;
(b) appear with the Debtor's representative at the initial
debtor interview with the Office of the United States Trustee and
first meeting of creditors;
(c) prepare of such orders as may be required, including
motions to employ professionals, motions to avoid preferences,
motions to sell real property, motions to assume or reject
executory contracts, motions to avoid liens and motions to compel
turnover of estate property;
(d) prepare a disclosure statement and plan of reorganization
and appearance at proceedings related to the confirmation of a plan
of reorganization;
(e) assist the debtors in the preparation and filing of
required operating reports prior to confirmation and quarterly
reports post confirmation as required.
The Debtor will pay the counsel an initial retainer of $20,000.
Eric J. Gravel, Esq. and William F. McLaughlin, Esq., prospective
attorneys to perform the services, will charge $450 per hour for
their services.
The counsel can be reached through:
Eric J. Gravel, Esq.
Law Offices of Eric J. Gravel
1390 Market St, Suite 200
San Francisco, CA 94102
Phone: (650) 931-6000
Email: ejgravel@gmail.com
About 255 Shipley Street
255 Shipley Street, LLC filed Chapter 11 petition (Bankr. N.D.
Calif. Case No. 23-30834) on Dec. 11, 2023, with $1 million to $10
million in both assets and liabilities. The petition was filed pro
se.
Judge Dennis Montali oversees the case.
76 M INC: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: 76 M Inc.
3104 Bruce Pl., SE
Unit 201
Washington DC 20020
Business Description: The Debtor is primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: January 3, 2024
Court: United States Bankruptcy Court
District of Columbia
Case No.: 24-00003
Judge: Hon. Elizabeth L. Gunn
Debtor's Counsel: John D. Burns, Esq.
THE BURNS LAW FIRM, LLC
6305 Ivy Lane, Suite 340
Greenbelt, MD 20770
Tel: 301-441-8780
Email: jburns@burnsbankruptcyfirm.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Peter Odagbodo as president.
A copy of the Debtor's list of 20 largest unsecured creditors is
now available for download at PacerMonitor.com.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/TGRP4CI/76_M_Inc__dcbke-24-00003__0001.0.pdf?mcid=tGE4TAMA
9228 MANAGEMENT: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: 9228 Management LLC
199 Lee Ave Ste 315
Brooklyn, NY 11211
Business Description: 9228 Management is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: January 4, 2024
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 24-40043
Judge: Hon. Elizabeth S Stong
Debtor's Counsel: Chezki Menashe, Esq.
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Harry Bodanski as member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/AB2443Q/9228_Management_LLC__nyebke-24-40043__0001.0.pdf?mcid=tGE4TAMA
ADVANCED MEDICAL: Hires Thomas J. Schultz CPA as Accountant
-----------------------------------------------------------
Advanced Medical GI PC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to employ Thomas J.
Schultz CPA PC as its accountants.
The firm will assist the Debtor in complying with its
administrative responsibilities, supervision and preparation of tax
filings and returns, and developing and implementing a plan of
reorganization for the Debtor.
The firm will be paid at a maximum rate of $150 per hour.
As disclosed in the court filings, Thomas J. Schultz CPA PC, its
principals, and its employed accountants are disinterested persons
within the meaning of 11 U.S.C. Sec. 101(14).
The firm can be reached through:
Thomas J. Schultz, CPA
Thomas J. Schultz CPA PC
11921 Freedom Dr Suite 550
Reston, VA 20190
Telephone: (703) 966-0669
About Advanced Medical GI PC
Advanced Medical GI PC is a medical group practice located in
Reston, VA that specializes in gastroenterology.
Advanced Medical GI PC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
23-12056) on Dec. 15, 2023. The petition was signed by R. Allen
Blosser, MD as manager. At the time of filing, the Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities.
Kermit A. Rosenberg, Esq. at Washington Global Law Group, PLLC
represents the Debtor as counsel.
ADVANCED MEDICAL: Hires Washington Global as Bankruptcy Counsel
---------------------------------------------------------------
Advanced Medical GI PC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to employ Washington
Global Law Group, PLLC to handle the Chapter 11 proceedings.
The firm will charge $595 per hour for its services.
The firm received a advance retainer in the amount of $20,000.
Kermit Rosenberg, Esq., member of the Washington Global Law,
assured the court that he and his are "disinterested persons"
within the meaning of 11 U.S.C. Sec. 101(14).
The firm can be reached through:
Kermit A. Rosenberg, Esq.
Washington Global Law Group. PLLC
1701 Pennsylvania Avenue, N.W., Suite 200
Washington, DC 20006
Telephone: (202) 683-2014
Facsimile: (202) 580-6559
E-Mail: krosenberg@washglobal-law.com
About Advanced Medical GI PC
Advanced Medical GI PC is a medical group practice located in
Reston, VA that specializes in gastroenterology.
Advanced Medical GI PC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
23-12056) on Dec. 15, 2023. The petition was signed by R. Allen
Blosser, MD as manager. At the time of filing, the Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities.
Kermit A. Rosenberg, Esq. at Washington Global Law Group, PLLC
represents the Debtor as counsel.
AEARO TECHNOLOGIES: 3M OK'd to Issue $1-Bil. Stock for Settlement
-----------------------------------------------------------------
Martina Barash of Bloomberg Law reports that 3M Co. has gotten
court approval to issue $1 billion worth of unregistered stock as
part of its $6 billion settlement with service members over its
allegedly defective combat earplugs.
Using unregistered stock as payment is fair to the earplug users,
said Judge M. Casey Rodgers, who oversees the vast hearing-loss
litigation. The valuation methodology and two other considerations
weigh in favor of that conclusion, Rodgers said December 31, 2023,
for the US District Court for the Northern District of Florida.
About Aearo Technologies
Aearo Technologies -- https://earglobal.com/en -- is a 3M company
that designs, manufactures, and sells personal protection
equipment. The Company offers prescription and non-prescription
safety eye wear, face shields, hard hats, and respirators. Aearo
serves customers worldwide.
To address claims related to the Combat Arms Earplugs Version 2,
Aearo Technologies LLC and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Lead Case
No. 22-02890) on July 26, 2022. In the petition filed by John R.
Castellano, as authorized signatory, Aearo Technologies estimated
assets and liabilities between $1 billion and $10 billion each.
3M is not a debtor in the Chapter 11 cases. 3M has committed $1
billion to fund a trust allocated for Combat Arms claims.
Kirkland & Ellis LLP is serving as legal counsel and AlixPartners
LLP is serving as restructuring advisor to Aearo Technologies. Ice
Miller LLP, is serving as bankruptcy co-counsel to the Debtors.
Kroll is the claims agent.
PJT Partners is serving as financial advisor and White & Case LLP
is serving as legal counsel to 3M.
* * *
U.S. Bankruptcy Judge Jeffrey Graham in Indianapolis in early June
2023, dismissed the bankruptcy case of Aearo Technologies,
rejecting an effort to resolve nearly 260,000 lawsuits alleging
that 3M military earplugs caused hearing loss for veterans and U.S.
service members. Judge Graham ruled that Aearo, as a
well-supported subsidiary of 3M, enjoys a "greater degree of
financial security than warrants bankruptcy protection."
ALPINE 4 HOLDINGS: CEO Issues Letter to Shareholders
----------------------------------------------------
Alpine 4 Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 29, 2023, Kent
Wilson, the chief executive officer of the Company, issued a letter
to shareholders and the public. The text of the Letter follows:
Dear Valued Shareholders,
This year has posed formidable challenges. Our performance has
fallen well short of expectations for Corporate, our Subsidiaries,
and for our Shareholders. A shortcoming that has distanced us from
our full potential. To be candid, the Company grapples with
unparalleled challenges, and it is imperative to acknowledge the
intricate and obstacle-laden path ahead. Some of the challenges we
face are the result of internal decision-making, most notably
financial restatements and an auditor switch that resulted in
delayed filings. Despite our aspirations, this change, intended to
propel Alpine 4 to greater heights, has had the opposite effect.
In Q2 2023, when we filed our 10-Q ahead of schedule, it appeared
that our "new era" was moving into full swing. That came to a
grinding halt as the Q3 2023 10-Q went late. It's important to
note that when the Company is in an untimely filing status, it
hinders the Company's ability to raise money. It also prohibits
the Company from putting human capital resources into areas of the
business that desperately need attention and various other
causational issues that disrupt business operations. The Board,
Audit Committee, our CFO, and I are extremely concerned with the
delinquency of these filings, and we are addressing all external
and internal aspects that have contributed to this.
Additionally, there are concerning external factors rising all
around us. Significant shifts in capital markets, tighter banking
restrictions, rising interest rates, and record bankruptcies impact
not only us but our customers as well. That said, despite these
challenges, there are many positive opportunities still ahead of
us, and as we move past the challenges outlined above, the Company
will again be able to progress towards seizing these
opportunities.
Workforce and Compensation:
In Q2 2023, the Company mandated a comprehensive effort to limit
raises and/or bonuses to Corporate or Subsidiary executives unless
that specific job was below the market rate. Further, in Q3 & Q4
2023, the Alpine 4 executive team and myself took additional
compensation cuts. We are also optimizing subsidiary management
and directing resources toward personnel capable of driving sales.
Moreover, the recruitment of new, more seasoned accounting staff
aims to end the cycle of delayed financial reporting. The Company
and its subsidiaries have and will continue to explore ways to cut
fixed expenses and restructure debts favorably and shall continue
to do so well into 2024.
Financial Initiatives:
In August, we initiated an S-1 filing to secure additional capital,
culminating in a disclosed $32 million three-year equity line of
credit deal with Ionic Ventures. This transaction facilitates
continued investment in subsidiaries with high potential and offers
flexibility in utilizing equity. It's important to note that
investments in important and growing products such as drones,
batteries, and other emerging products will be dependent on our
ability to access fresh capital, hence why this transaction is
important.
Realignment of Subsidiaries:
Over the next year, our capital-raising efforts will be coupled
with targeted cost reductions. This includes the sale or winding
down of subsidiaries that do not align with our future strategic
goals and mission of the Company. With that said, I am pleased to
announce the execution of a binding Letter of Intent to sell the
Morris Sheet Metal group of companies in an asset purchase sale to
Bright Sheet Metal of Indianapolis, Indiana. I am grateful to see
the employees of MSM and the legacy of that Company continue.
Simultaneously, we have initiated a strategic review of Excel
Construction Services of Twin Falls, Idaho, which may include the
closing of the subsidiary. Finally, the Company has received
interest from external parties for its Alternative Laboratories
subsidiary and is currently in ongoing discussions with these
external parties.
Strategic Direction:
It has become apparent that our shareholder base is predominantly
comprised of investors interested in our technologies, and for this
reason, our resources and efforts will now be more focused on our
Driver and Technology-based subsidiaries.
Vayu: Since the departure of Vayu's former President, the Company
has undergone strategic reassessment. Our COO, Jeff Hail, and I
have embedded ourselves in the business of Vayu and its team.
After a careful review of our resources and inventory previously
dedicated to fulfilling the All-American Contracting Supply
Agreement, we feel that the best path forward for the current built
inventory is to make these airframes available for additional
opportunities, whether it be sales or supplying test airframes to
Global Autonomous Corporation. To date, Alpine has not received
any funds towards our Supply Agreement with All American
Contracting, and they have indicated that they will not be able to
continue with the $5 million P.O. as their end customer has not
been able to procure the funds needed to purchase these drones.
However, the Supply Agreement with All American Contracting is
still in effect, and when they are ready, we are open to helping
fulfill their needs.
In May coupled with our trip to Dubai, UAE, I initiated a strategic
effort within Vayu to actively pursue new opportunities in
geographic areas conducive to Beyond Visual Line of Sight (BVLOS)
flights. Our focus has been on exploring prospects in the Persian
Gulf region, with a particular emphasis on Dubai. Over the past 60
days, a significant milestone has been achieved for both Vayu and
Global Autonomous conducting the VTC (Validation Test Campaign)
flight testing in November. This testing was conducted as the
first phase of certifying the G1 Airframe for BVLOS flying in Dubai
and neighboring regions.
The completion of this VTC flight testing represents a crucial step
forward, and we anticipate that the certification obtained will
unlock opportunities with various clients in the Gulf region and
beyond. We are confident that this achievement positions us
favorably in the global market. Currently, our team is awaiting
the results of the Dubai Civil Aviation Authority's thorough review
of our flight testing.
We understand that many shareholders have eagerly inquired about
the status of this certification process. It is important to note
that such reviews can be a time-consuming endeavor, often taking
several weeks or longer to complete. Rest assured that once the
Dubai Civil Aviation Authority concludes its assessment, we will
promptly communicate the results to our shareholders.
Elecjet: Elecjet extends its best wishes to Sam Gong as he departs
from our Company. Since its inception, Elecjet has maintained a
small US-based staff to ensure operational efficiency and
concentrate on continuous product development. Presently, Elecjet
is actively engaged in recruiting new battery engineers for our
upcoming facility in San Jose, California. Our small-volume
prototype line and laboratory will be housed within the new QCA
(Quality Circuit Assembly) facility, with the move currently
underway. The procurement of laboratory equipment will follow as
financial circumstances permit.
Elecjet is currently collaborating with various Original Equipment
Manufacturers (OEMs) in the Energy Storage Systems (ESS), Electric
Vehicle (EV), and other diverse industries. While shareholders
eagerly await updates on these partnerships, it is essential to
acknowledge that it will take some time before the full
functionality of the AX class of solid-state cells within their
specific products is fully realized. This includes integration
with battery management systems (BMS) and the utilization of our
specific pouch cell design.
Beyond our Material Transfer Agreements (MTAs), Elecjet continues
to provide quotes for AX Class cells to end users in sectors such
as the Micro Power Grid and Marine industries. We are enthusiastic
about sharing more details about the outcomes of these
opportunities in 2024 as they progress and develop.
We have received numerous inquiries regarding the restocking of the
Apollo ESS system. The Company successfully sold out its Apollo
inventory in 2023 and is currently evaluating the manufacturing of
additional units for sale. It's crucial to recognize that the
Apollo was originally designed as a demonstrator product showcasing
Elecjet's graphene technology for potential integration into other
products. While it is indeed an outstanding product, the Company is
actively exploring more cost-effective approaches to further
production as resources permit.
As for the Powertote and other related products in collaboration
with RCA, we have been working with our contract manufacturer
responsible for assembling these products. We are diligently
addressing new enhancements and requirements needed to have a
competitive product and are working closely with our manufacturer
to implement these changes, ensuring that the product meets
market-ready standards. We appreciate your patience and
understanding as we work towards delivering high-quality and
reliable products to our valued customers.
RCA Commercial: RCA Commercial will be actively participating in
the upcoming Consumer Electronics Show (CES) scheduled to take
place in Las Vegas in January 2024. CES is renowned as a premier
global event that showcases the latest innovations and
technological advancements in the consumer electronics industry.
It provides an excellent platform for industry leaders, innovators,
and enthusiasts to come together, exchange ideas, and explore
emerging trends.
It is important to show our customers the significance of staying
at the forefront of technological developments. Our attendance at
CES aligns with our commitment towards innovation and excellence.
We are eager to leverage this opportunity to showcase our latest
products, engage with industry professionals, and to foster
meaningful connections with partners and stakeholders.
Our team will be available at the RCA booth during the event, and
we cordially invite you to visit our booth and witness firsthand
the cutting-edge technologies that RCA Commercial is bringing to
the market.
As we conclude 2023 and approach 2024, we want to thank the
shareholders who have stood by us through the highs and lows over
the past two years. Anticipating the opportunities that the New
Year holds, we eagerly welcome all the possibilities it brings and
are excited to embrace the fresh prospects ahead.
Best regards,
Kent Wilson
CEO / President / Co-Founder
About Alpine 4
Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) is a
publicly traded conglomerate that is acquiring businesses that fit
into its disruptive DSF business model of drivers, stabilizers, and
facilitators.
Alpine 4 Holdings reported a net loss of $12.87 million for the
year ended Dec. 31, 2022, compared to a net loss of $19.48 million
for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company
had $145.63 million in total assets, $75.64 million in total
liabilities, and $69.99 million in total stockholders' equity.
In its Quarterly Report for the three months ended June 30, 2023,
Alpine 4 Holdings said that while the working capital deficiency of
prior years has improved, and working capital of the Company is
currently positive, continued operating losses cause doubt as to
the ability of the Company to continue. The Company's ability to
raise additional capital through the future issuances of common
stock is unknown. The obtainment of additional financing, the
successful development of the Company's plan of operations, and its
ultimate transition to profitable operations are necessary for the
Company to continue. The uncertainty that exists with these
factors raises substantial doubt about the Company's ability to
continue as a going concern, according to the Report.
ALPINE 4 HOLDINGS: Signs LOI With Bright Sheet on Morris Sale
-------------------------------------------------------------
Alpine 4 Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that the Company, along with
several of its subsidiaries, entered into a binding letter of
intent with Bright Sheet Metal Company, Inc., an Indiana
corporation, relating to the sale by the Company of 100% of the
assets of Morris Sheet Metal Corp., JTD Spiral Inc., Morris
Enterprises, LLC, Morris Transport LLC, and Deluxe Sheet Metal,
Inc., and the assumption by Bright of certain liabilities of Morris
Sheet Metal Corp. and JTD Spiral, Inc.
Pursuant to the LOI, the Company agreed to sell to Bright and
Bright agreed to purchase from the Seller 100% ownership of all
assets owned by the Subsidiaries. The parties to the LOI intend to
enter into more comprehensive definitive purchase agreements and
other ancillary agreements incorporating the terms set forth in the
LOI. Nevertheless, the Company, the Subsidiaries, and Bright agreed
that in the event that other definitive agreements have not been
executed as of the closing date of the purchase and sale of the
Assets, the LOI would be the definitive agreement between the
parties. In the event that the parties enter into one or more
definitive agreements, the Company will provide disclosures of the
terms, conditions, and provisions of those agreements in a
subsequent filing.
Under the terms of the LOI, the purchase of the Assets by Bright is
intended to be accomplished in such a way as to satisfy Bright that
it has obtained all such rights to the Assets owned by the
Subsidiaries. The LOI provides that the Assets do not include the
Employer Identification Number ("EIN") of any of the Subsidiaries,
or any IRS filing made under such EIN and any funds received
pursuant therefrom, including but not limited to any pending or
future application by Seller or the Subsidiaries with the IRS for
employee retention credits ("ERC"), or any funds received
therefrom.
The parties to the LOI anticipate that the purchase and sale of the
Assets will close on or before Jan. 12, 2024, at which time the
Company and the Subsidiaries will transfer, sell, and assign to
Bright all Assets of the Subsidiaries, in exchange for which Bright
will pay to the Company the cash consideration as described in the
LOI and will assume liability for payment of the Assumed
Liabilities as defined in the LOI. The cash consideration and the
assumption of liabilities collectively constitute the "Purchase
Price" for the Assets.
The cash component of the Purchase Price will be the net-asset
value as determined by the Company and Bright based on information
set forth in a valuation spreadsheet created by the Company as
updated by the Company as of the close of the day prior to the
Anticipated Closing Date. The liabilities to be assumed consist of
the payment of any then-existing liability of Morris and JDT
comprising any part of certain liabilities set forth in the Closing
Valuation Spreadsheet meeting the closing conditions of the LOI, as
well as the Subsidiaries' union Unfunded Pension Liabilities, but
not including Excluded Pension Remittance Liabilities. The Company
estimates that the cash consideration portion of the Purchase Price
will be approximately $1.5 million dollars, which represents the
difference between the Assets and Assumed Liabilities with the
exact Purchase Price determined based on the Closing Valuation
Spreadsheet.
The LOI includes standard pre-closing covenants of the Company and
the Subsidiaries relating to the operation of the Subsidiaries by
the Company, certain indemnification holdbacks, and no-shop
provisions, as well as mutual covenants to work to satisfy all
closing conditions by the Anticipated Closing Date.
Additionally, the LOI includes certain covenants by the parties.
Bright covenanted, among other things, (i) to enter into a one-year
sublease of premises currently leased by Morris and to pay a
sublease of approximately $30,000 per month, subject to anticipated
increases; (ii) to not solicit or attempt to take away any
business, customers, or business partners of the Subsidiaries, or
to solicit any employee or contractor of the Subsidiaries to
terminate his or her employment or contractor status; (iii) to
employ union labor in its use of the Assets acquired from the
Subsidiaries, and to contribute substantially the same number of
contribution base units to the union National Pension Fund as the
Subsidiaries contributed prior to the sale; and (iv) to perform any
existing contractor or subcontractor contract to which Morris or
JTD is a party, subject to certain conditions.
The LOI also included representations and warranties by the Company
and the Subsidiaries standard for transactions of this nature.
About Alpine 4
Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) is a
publicly traded conglomerate that is acquiring businesses that fit
into its disruptive DSF business model of drivers, stabilizers, and
facilitators.
Alpine 4 Holdings reported a net loss of $12.87 million for the
year ended Dec. 31, 2022, compared to a net loss of $19.48 million
for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company
had $145.63 million in total assets, $75.64 million in total
liabilities, and $69.99 million in total stockholders' equity.
In its Quarterly Report for the three months ended June 30, 2023,
Alpine 4 Holdings said that while the working capital deficiency of
prior years has improved, and working capital of the Company is
currently positive, continued operating losses cause doubt as to
the ability of the Company to continue. The Company's ability to
raise additional capital through the future issuances of common
stock is unknown. The obtainment of additional financing, the
successful development of the Company's plan of operations, and its
ultimate transition to profitable operations are necessary for the
Company to continue. The uncertainty that exists with these
factors raises substantial doubt about the Company's ability to
continue as a going concern, according to the Report.
ALPINE 4 HOLDINGS: Units Sign Loan Agreement With North Mill
------------------------------------------------------------
Alpine 4 Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that Direct Tech Sales LLC d/b/a
RCA Commercial Electronics, an Indiana limited liability company,
and DTI Services Limited Liability Company d/b/a RCA Commercial
Electronics, an Indiana limited liability company, both of which
entities are subsidiaries of the Company, entered into a Loan and
Security Agreement with North Mill Capital LLC, d/b/a SLR Business
Credit.
Additionally, and in connection with the Loan Agreement, Alpine 4
entered into a Corporate Guaranty with the Lender, and DTS entered
into a Collateral Assignment Agreement with the Lender pursuant to
which DTS granted to the Lender a security interest in certain
collateral of DTI.
Under the Loan Agreement, the Lender agreed to provide the Borrower
with one or more advances in an amount up to 85% of the aggregate
outstanding amount of Eligible Accounts (as defined below); plus
the lowest of (i) an amount up to 60% of the aggregate value of
Eligible Inventory (as defined below); (ii) $5,000,000; and (iii)
an amount not to exceed 100% of the then outstanding Eligible
Accounts Loan Value; minus $350,000.
The Loan Agreement defines Eligible Accounts as those accounts
created by the Borrower in the ordinary course of business, which
are acceptable to the Lender, provided that standards of
eligibility may be established and revised from time to time by the
Lender in the Lender's exclusive judgment. The Loan Agreement
includes certain criteria on which the Lender may base its
determination of eligibility. Under the Loan Agreement, Eligible
Accounts does not include any of the following: (i) (A) Accounts
with respect to which the Account debtor has failed to pay within
90 days of invoice date, and (B) all Accounts owed by any Account
debtor that has failed to pay 25% or more of its Accounts owed to
Borrower within 90 days of invoice date; (ii) Accounts with respect
to which the goods sold are sold on a bill and hold basis, a
consignment sale basis, a guaranteed sale basis, a sale or return
basis or which contain other terms by reason of which payment by
the Account debtor may be conditional; (iii) Accounts with respect
to which the Account debtor is not a resident of the United States
unless such Accounts are supported by foreign credit insurance or a
letter of credit, in both instances satisfactory, in form and
substance, to, and assigned to, Lender; (iv) Accounts with respect
to which the Account debtor is the United States or any department,
agency or instrumentality of the United States, any State of the
United States or any city, town, municipality or division thereof
unless all filings have been made under the Federal Assignment of
Claims Act or comparable state or other statute; (v) Accounts with
respect to which the Account debtor is an officer, employee or
agent of, or subsidiary of, related to, affiliated with or has
common shareholders, officers or directors with Borrower; (vi)
Accounts with respect to which Borrower is or may become liable to
the Account debtor for goods sold or services rendered by the
Account debtor to Borrower or otherwise; (vii) Accounts with
respect to an Account debtor whose total obligations to Borrower
exceed 15% of all Accounts or such other percentage as Lender may
agree to in writing as to a particular Account debtor, to the
extent such obligations exceed the applicable Concentration
Percentage, provided, that, with respect to the Account debtor W.W.
Grainger, Inc., the Concentration Percentage shall not exceed
50%(rather than 15%); (viii) Accounts with respect to which the
Account debtor disputes liability or makes any claim with respect
thereto, is subject to any insolvency proceeding, becomes
insolvent, fails or goes out of business; (ix) Accounts arising out
of a contract or purchase order for which a surety bond was issued
on behalf of Borrower; (x) Accounts with respect to which Lender
does not have a first priority and exclusive perfected security
interest; (xi) Accounts with respect to which the Account debtor is
in a jurisdiction for which Borrower is required to file a notice
of business activities or similar report and Borrower has not filed
such report within the time period required by applicable law;
(xii) Accounts with respect as to which an invoice has not been
issued to the Account debtor; or (xiii) Accounts which represent a
progress or "milestone" billing on a contract that has not been
fully completed by Borrower.
The Loan Agreement defines Eligible Inventory as Inventory
consisting of first quality finished goods held for sale in the
ordinary course of Borrower's business and raw materials for such
finished goods which are located at Borrower's premises and
acceptable to Lender in all respects, provided that standards of
eligibility or acceptability for Eligible Inventory may be
established and revised from time to time by Lender in Lender's
exclusive judgment. In determining such acceptability and
standards of eligibility, Lender may, but need not, rely on reports
and schedules of Inventory furnished to Lender by Borrower, but
reliance thereon by Lender from time to time shall not be deemed to
limit Lender's right to revise its standards of eligibility and
acceptability at any time. In general, except in Lender's sole
discretion, Eligible Inventory shall not include the following: (a)
obsolete or unsalable or slow moving items; (b) work in process,
components which are not part of finished goods, supplies, spare
parts, packaging and shipping materials or materials used or
consumed in Borrower's business; (c) goods returned to, repossessed
by, or stopped in transit by, Borrower; (d) Inventory at the
premises of third parties or subject to a security interest or lien
in favor of any third party; (e) bill and hold goods, (f) Inventory
which is not subject to a perfected security interest in favor of
Lender; (g) returned and/or defective goods, or "seconds;" (h)
Inventory purchased or sold on a consignment basis; (i) Inventory
which contains any labels, trademarks, trade names or other
identifying characteristics which are the property of third parties
unless the use of same by Borrower is under a valid license,
royalty or similar agreement with the owner thereof, in form and
substance satisfactory to Lender, and which license, royalty or
similar agreement remains in full force and effect, has not been
terminated and the owner thereof has issued in favor of Lender an
agreement, in form and substance satisfactory to Lender, allowing
Lender to dispose of said items of Inventory upon the occurrence of
an Event of Default; (j) Inventory produced in violation of the
Fair Labor Standards Act and subject to the so-called "hot goods"
provision contained in Title 29 U.S.C. Section 215(a)(1); or (k)
Inventory located at a leased premises or public or private
warehouse unless Lender has received a waiver agreement, in form
and content satisfactory to Lender, from the landlord/warehouseman.
Eligible Inventory shall for the purposes of the Loan Agreement be
valued at the lower of cost or market value.
The maximum aggregate principal amount subject to the Revolver is
$10,000,000. Interest accrues on the daily balance at the per
annum rate of 1.5% above the Prime Rate in effect from time to
time, but not less than 9.00%. In the Event of a Default, interest
may become 6% above the Applicable Rate. All interest payable
under the Loan Documents is computed on the basis of a 360-day year
for the actual number of days elapsed on the Daily Balance.
In consideration of the Lender's entering into the Loan Agreement,
the Borrower has agreed to pay the Lender an annual facility fee of
(a) one percent of the Advance Limit, simultaneously with the
execution of the Loan Agreement, and (b) 1.00% of the Advance Limit
on each anniversary of Dec. 29, 2023 (the date hereof); provided,
however, as an accommodation to Borrower, (i) the Initial Facility
Fee shall be due and payable in 12 equal monthly installments,
commencing on the date hereof and continuing thereafter, on the
first Business Day of each subsequent month until paid in full and
(ii) each Annual Facility Fee shall be payable in 12 equal monthly
installments, commencing on the first Business Day of the month
immediately following the last installment payment of the Initial
Facility Fee and, continuing thereafter, on the first Business Day
of each subsequent month. Notwithstanding the foregoing, the
unpaid balance of the Facility Fee shall be payable in full on the
earlier of (a) the termination of the Loan Agreement and (b) at
Lender's option, upon declaration of an Event of Default. Pursuant
to the Purchase Agreement, the Facility Fee is deemed to be fully
earned upon the execution of the Purchase Agreement for the entire
Initial Term.
The Borrower will also pay the Lender a monthly fee in an amount
equal to 0.10% of the average Daily Balance during each month on or
before the first day of each calendar month during the Term,
including each renewal term, or so long as the obligations are
outstanding. Pursuant to the Loan Agreement, in the event that the
Borrower breaches its obligations relating to the collection of its
accounts, and without constituting a waiver of the Event of Default
as a consequence of such breach, at the election of Lender, the
Servicing Fee shall be doubled. The Loan Agreement also includes
the requirement to pay a field examination fee in an amount equal
to One Thousand One Hundred Ninety-Five Dollars ($1,195) per day,
per examiner plus out-of- pocket expenses for each examination of
Borrower's Books or the other Collateral performed by Lender or its
designee, and the payment of a late reporting fee of $50 per
document per day for each business day any report, financial
statement or schedule required by the Purchase Agreement to be
delivered to Lender is past due.
The initial term of the loan is three years. After the initial
term and unless otherwise terminated, the loan will be extended in
one-year periods at the option of the Lender. If the term is
terminated by the Lender upon the occurrence of an Event of Default
or is terminated by the Company before the expiration of the
initial term or during a renewal term, the Company will owe the
Lender a fee in an amount equal to: (a) 3% of the sum of the
Advance Limit plus any advances by the Lender to or on behalf of
the Borrower other than under the Revolving Credit Facility, if
such termination occurs on or prior to the first anniversary of the
commencement date of the initial term; (b) 2% of the sum of the
Advance Limit plus any advances by the Lender to or on behalf of
the Borrower other than under the Revolving Credit Facility, if
such termination occurs after the first anniversary of the
commencement date of the initial term and on or prior to the second
anniversary of the commencement date of the initial term; or (c) 1%
of the sum of the Advance Limit plus any advances by the Lender to
or on behalf of the Borrower other than under the Revolving Credit
Facility, if such termination occurs after the second anniversary
of the commencement date of the initial term and on or prior to the
termination of the initial term.
Pursuant to the Loan Agreement, the Borrower granted to the Lender
a continuing security interest in the Collateral in order to secure
the repayment of the obligations and performance by the Borrower of
each and all of its covenants and obligations under the Loan
Agreement. The Loan Agreement defines Collateral as all of the
following assets, properties, rights and interests in property of
the Borrower whether now owned or existing, or hereafter acquired
or arising, and wherever located: all accounts, all equipment, all
commercial tort claims, all general intangibles, all chattel paper,
all inventory, all negotiable collateral, all investment property,
all financial assets, all letter-of-credit rights, all supporting
obligations, all deposit accounts, all money or assets of borrower,
which hereafter come into the possession, custody, or control of
lender; all proceeds and products, whether tangible or intangible,
of any of the foregoing, including proceeds of insurance covering
any or all of the foregoing; any and all tangible or intangible
property resulting from the sale, lease, license or other
disposition of any of the foregoing, or any portion thereof or
interest therein, and all proceeds thereof; and any other assets of
borrower or any guarantor which may be subject to a lien in favor
of Lender as security for the obligations.
The Loan Agreement also contains both affirmative and negative
covenants that are customary in this type of transaction.
About Alpine 4
Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) is a
publicly traded conglomerate that is acquiring businesses that fit
into its disruptive DSF business model of drivers, stabilizers, and
facilitators.
Alpine 4 Holdings reported a net loss of $12.87 million for the
year ended Dec. 31, 2022, compared to a net loss of $19.48 million
for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company
had $145.63 million in total assets, $75.64 million in total
liabilities, and $69.99 million in total stockholders' equity.
In its Quarterly Report for the three months ended June 30, 2023,
Alpine 4 Holdings said that while the working capital deficiency of
prior years has improved, and working capital of the Company is
currently positive, continued operating losses cause doubt as to
the ability of the Company to continue. The Company's ability to
raise additional capital through the future issuances of common
stock is unknown. The obtainment of additional financing, the
successful development of the Company's plan of operations, and its
ultimate transition to profitable operations are necessary for the
Company to continue. The uncertainty that exists with these
factors raises substantial doubt about the Company's ability to
continue as a going concern, according to the Report.
AMP ELECTRICAL: Donald Brady Named Subchapter V Trustee
-------------------------------------------------------
The Acting U.S. Trustee for Region 13 appointed Donald Brady, Esq.,
at Brady Law Firm as Subchapter V trustee for AMP Electrical &
Maint Services LLC.
Mr. Brady will be paid an hourly fee of $300 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred. In case travel becomes necessary outside of
northwest Arkansas, the Subchapter V trustee will seek a rate of
$60 per hour for actual travel time.
Mr. Brady declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Donald A. Brady, Esq.
Brady Law Firm
249 North Main
Cave Springs, AR 72718
Phone: 479-935-2632
Email: don@bradylaw-nwa.com
About AMP Electrical
AMP Electrical & Maint Services, LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ark. Case No.
23-71908) on December 27, 2023, with $100,001 to $500,000 in both
assets and liabilities.
Judge Bianca M. Rucker oversees the case.
Vanessa Cash Adams, Esq., at Ar Law Partners, PLLC represents the
Debtor as bankruptcy counsel.
AMSTERDAM HOUSE: Hires Continuum Advisors as Real Estate Broker
---------------------------------------------------------------
Amsterdam House Continuing Care Retirement Community, Inc. seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
New York to hire Continuum Advisors LLC as its real estate broker,
to substitute in the place of Grandbridge.
The firm will render these services:
a. preparation of marketing materials including a standard
marketing flyer and virtual data room, subject to the Debtor's
review and approval;
b. distribution of the marketing flyer to potential
purchasers;
c. distribution of the offering memorandum and virtual data
room access to all potential purchasers who execute a
non-disclosure agreement;
d. assistance in selection of a purchaser and negotiating the
business terms of a purchase and sale agreement; and
e. assistance in coordination of due diligence materials to
the purchaser and serving as advisor to the Debtor through the
closing of a transaction.
The broker will be paid as follows:
(a) Commission: The commission to Grandbridge shall be the
greater of 1.50 percent of the Total Sale Price or $400,000. The
Minimum Commission shall be due in full upon closing.
(b) Alternative Transaction: If a proposed transaction covered
by the Engagement Agreement turns into any other transaction
including, but not limited to, an affiliation, debt restructuring,
bond sale or bond assumption, exchange, option to purchase, right
of first refusal, ground lease or lease, then Grandbridge will
automatically, without the necessity of any further acts by the
Debtor or Grandbridge or an amendment to the Engagement Agreement,
be the Debtor's sole and exclusive agent for such transaction and
will be entitled to a commission on such transaction under the
terms of the Engagement Agreement.
Specifically, in the event an Alternative Transaction includes a
debt restructuring or affiliation, Grandbridge's commission shall
be the following:
i. If there is a new contribution of cash by a plan
sponsor or other funder not affiliated with the Debtor, then the
sum of (a) 1.125 percent of the par amount of any current-pay bonds
issued or assumed, plus (b) 0.05 percent of the par amount of any
deferred-pay and/or subordinate bonds issued or assumed (and if the
sum of subsections (a) and (b) is less than the Minimum Commission,
then the Success Fee shall be the Minimum Commission), or
ii. If there is no new contribution of cash by a plan
sponsor or other funder not affiliated with the Owner, the Minimum
Commission. The foregoing calculations will not include any
Entrance Fee refund liabilities assumed in a debt restructuring.
(c) Timing of Payment: The commission shall be paid at closing
or transfer of title of property, except in the case of an
installment purchase contract, in which case the commission shall
be paid at the time of full execution and delivery of the
installment purchase contract between the Debtor and purchaser.
(d) Expense Reimbursement: The Debtor shall reimburse
Grandbridge for reasonable, out of pocket, third-party marketing
expenses, up to $15,000. The expense reimbursement is due and
payable upon closing of a sale transaction or at expiration of the
Engagement Agreement. Grandbridge will provide documentation of
expenses as the Debtor requires.
David Kliewer, a representative and employee of Continuum
Advisors, disclosed in a court filing that his firm does not hold
an interest adverse to the Debtors' estates.
The firm can be reached through:
David Kliewer
Continuum Advisors LLC
873 E State St
Eagle, ID 83616
Phone: (208) 481-4170
About Amsterdam House Continuing Care
Amsterdam House Continuing Care Retirement Community, Inc., doing
business as The Amsterdam at Harborside, operates Nassau County's
first and only continuing care retirement community licensed under
Article 46 of the New York Public Health Law, which provides
residents with independent living units, enriched housing and
memory support services, comprehensive licensed skilled nursing
care, and related health, social, and quality of life programs and
services.
Amsterdam House Continuing Care Retirement Community filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 23-70989) on March 22, 2023. In the
petition signed by Brooke Navarre, president and chief executive
officer, the Debtor disclosed $100 million to $500 million in both
assets and liabilities.
Judge Alan S. Trust oversees the cases.
The Debtor tapped Gregory M. Juell, Esq., at DLA Piper LLP (US) as
bankruptcy counsel; and Ankura Consulting Group, LLC as
restructuring advisor. Michael W. Morton of Ankura Consulting Group
is the Debtor's chief restructuring officer.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
Cooley LLP and GlassRatner Advisory & Capital Group, LLC, doing
business as B. Riley Advisory Services, serve as the committee's
legal counsel and financial advisor, respectively.
AMYRIS INC: Paul, Blank & MoloLamken Update List of Noteholders
---------------------------------------------------------------
The law firms of Paul Hastings LLP, Blank Rome LLP and MoloLamken
LLP filed a second amended verified statement pursuant to Rule 2019
of the Federal Rules of Bankruptcy Procedure to disclose that in
the Chapter 11 case of Amyris, Inc., and its Affiliated Debtors,
the firms represent the Ad Hoc Noteholder Group.
On August 24, 2023, Counsel filed the Verified Statement of the Ad
Hoc Noteholder Group Pursuant to Bankruptcy Rule 2019. On October
17, 2023, Counsel filed the Amended Verified Statement of the Ad
Hoc Noteholder Group Pursuant to Bankruptcy Rule 2019.
Subsequently, the members of the Ad Hoc Noteholder Group and the
disclosable economic interests such members hold in relation to the
Debtors have changed. Accordingly, pursuant to Bankruptcy Rule
2019, Counsel submits this Second Amended Verified Statement.
The names, addresses, and disclosable economic interests of all
the
members of the Ad Hoc Noteholder Group are as follows:
1. Advantage Capital Management LLC
109 Elk Avenue,
New Rochelle, NY 10804
* $33,500,000 in aggregate principal amount of the Convertible
Notes
2. Braidwell Partners Master Fund LP
2200 Atlantic St 4th Floor,
Stamford, CT 06902
* $137,850,000 in aggregate principal amount of the Convertible
Notes
3. Camden Asset Management, L.P.
11111 Santa Monica Boulevard, Suite 300,
Los Angeles, California 90025
* $35,650,000 in aggregate principal amount of the Convertible
Notes
4. D. E. Shaw Valence Portfolios, L.L.C.
1166 Avenue of the Americas
New York, NY 10036
* $25,000,000 in aggregate principal amount of the Convertible
Notes
5. DLD Asset Management
150 E 52nd St, New York, NY 10022
* $21,025,000 in aggregate principal amount of the Convertible
Notes
* Long call options exercisable into 27,100 shares of Amyris
common stock
6. Lazard Asset Management LLC
30 Rockefeller Plaza,
New York, NY 10112
* $75,277,0004 in aggregate principal amount of the Convertible
Notes
7. Silverback Asset Management, LLC
1414 Raleigh Road, Suite 250
Chapel Hill, NC 27517
* $87,395,000 in aggregate principal amount of the Convertible
Notes
8. Schottenfeld Management Corp.
600 Third Avenue, 10th Floor,
New York, NY 10016
* $27,000,000 in aggregate principal amount of the Convertible
Notes
* 3,050,000 shares of Amyris common stock
* Long call options exercisable into 273,900 shares of Amyris
common stock
9. Wolverine Flagship Fund Trading Limited
175 West Jackson Blvd., Suite 340
Chicago, IL 60604
* $21,400,000 in aggregate principal amount of the Convertible
Notes
* Short call options exercisable into 500 shares of Amyris
common stock
* Long call options exercisable into 900 shares of Amyris
common stock
Counsel to the Ad Hoc Noteholder Group:
BLANK ROME LLP
Stanley B. Tarr, Esq.
Lawrence R. Thomas III, Esq.
1201 N. Market Street, Suite 800
Wilmington, DE 19801
Telephone: (302) 425-6400
Facsimile: (302) 425-6464
Email: stanley.tarr@blankrome.com
lorenzo.thomas@blankrome.com
- and -
PAUL HASTINGS LLP
Frank Merola, Esq.
1999 Avenue of the Stars
Los Angeles, CA 90067
Telephone: (310) 620-5700
Facsimile: (310) 620-5899
Email: frankmerola@paulhastings.com
- and -
PAUL HASTINGS LLP
John Storz, Esq.
Matthew D. Friedrick, Esq.
Caroline Diaz, Esq.
200 Park Avenue
New York, NY 10166
Telephone: (212) 318-6000
Facsimile: (212) 319-4090
Email: johnstorz@paulhastings.com
matthewfriedrick@paulhastings.com
carolinediaz@paulhastings.com
- and -
MOLOLAMKEN LLP
Steven F. Molo, Esq.
Justin M. Ellis, Esq.
Sara E. Margolis, Esq.
Mark W. Kelley, Esq.
Catherine Martinez, Esq.
430 Park Avenue
New York, NY 10022
Telephone: (212) 607-8160
Email: smolo@mololamken.com
jellis@mololamken.com
smargolis@mololamken.com
mkelley@mololamken.com
cmartinez@mololamken.com
- and -
MOLOLAMKEN LLP
Eugene A. Sokoloff, Esq.
300 North LaSalle Street
Chicago, IL 60654
Telephone: (312) 450-6718
Email: esokoloff@mololamken.com
About Amyris Inc.
Amyris (Nasdaq: AMRS) -- http://www.amyris.com/-- is a leading
synthetic biotechnology company, transitioning the Clean Health &
Beauty and Flavors & Fragrances markets to sustainable ingredients
through fermentation and the company's proprietary
Lab-to-Market(TM) technology platform. This Amyris platform
leverages state-of-the-art machine learning, robotics and
artificial intelligence, enabling the company to rapidly bring new
innovation to market at commercial scale. Amyris ingredients are
included in over 20,000 products from the worldps top brands,
reaching more than 300 million consumers. Amyris also owns and
operates a family of consumer brands that is constantly evolving to
meet the growing demand for sustainable, effective and accessible
products.
Amyris, Inc, et al. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11131) on Aug. 9,
2023. The petitions were signed by Han Kieftenbeld as interim chief
executive officer & chief financial officer.
In the petition, Amyris disclosed $679,679,000 in assets and
$1,327,747,000 in liabilities.
Pachulski Stang Ziehl & Jones LLp serves as the Debtors' bankruptcy
counsel. Fenwick & West, LLP is the Debtorps corporate counsel. The
Debtors tapped PricewaterhouseCoopers LLP as their financial
advisor, while Intrepid Investment Bankers LLC serves as the
Debtors' investment banker. Stretto, Inc. is the Debtors' claims,
noticing, solicitation agent and administrative adviser.
ARTISAN PACKAGING: Hires Wharton, Aldhizer & Weaver as Counsel
--------------------------------------------------------------
Artisan Packaging, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Virginia to hire Wharton,
Aldhizer & Weaver, P.L.C. as its counsel.
The firm will render these services:
(a) provide legal advice with respect to the Debtor's powers
and duties as debtor in possession in the management of its
property;
(b) investigate and if necessary, challenge any claims against
the Debtor's estate, including, claims asserting security interests
in estate property;
(c) prepare, on behalf of the Debtor, all necessary
applications, motions, answers, orders, reports and other legal
papers as required by applicable bankruptcy or non-bankruptcy law,
as dictated by the demands of the case, or as required by the
Court, and represent the Debtor in any hearings or proceedings
related thereto;
(d) appear in Court and protecting the interests of the Debtor
before the Court;
(e) pursue confirmation of a plan and approval of a disclosure
statement; and
(f) perform all other legal services for the Debtor which may
be necessary and proper in this case.
Wharton Aldhizer will be paid at these hourly rates:
Stephan W. Milo, Esq. $400
Emily M. Gindhart, Esq. $295
Cindy D. Holsinger, Paralegal $145
Associates $225 to $300
Partners $350 to $500
Paralegals $120 to $155
Wharton Aldhizer will be paid a retainer in the amount of $52,000.
Wharton Aldhizer will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Stephan Milo, partner of Wharton Aldhizer & Weaver PLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Wharton Aldhizer can be reached at:
Stephan W. Milo, Esq.
WHARTON ALDHIZER & WEAVER PLC
125 S. Augusta Street, Suite 2000
Staunton, VA 24401
Telephone: (540) 885-0199
E-mail: smilo@wawlaw.com
About Artisan Packaging, LLC
Artisan Packaging, LLC is primarily engaged in manufacturing
plastics bottles. It offers up to 100 percent post-consumer resin
(PCR) and use energy-saving features to fuel its manufacturing.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Va. Case No. 23-50588) on December 11,
2023. In the petition signed by Richard Jay Veenis, member, the
Debtor disclosed up to $10 million in both assets and liabilities.
Stephan W. Milo, Esq., at Wharton, Aldhizer & Weaver, PLC,
represents the Debtor as legal counsel.
AVINGER INC: Amends Term Loan Agreement With CRG Partners
---------------------------------------------------------
Avinger, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that it entered into Amendment No. 7 to Term
Loan Agreement, dated as of Sept. 22, 2015, with CRG Partners III
L.P. and certain of its affiliated funds, as lenders, to, among
other things:
* provide that the board observer may be appointed or removed by
written notice from the Majority Lenders (as defined in the Term
Loan Agreement); and
* remove the Company's minimum annual revenue covenants.
About Avinger
Headquartered in Redwood City, California, Avinger, Inc. --
http://www.avinger.com-- is a commercial-stage medical device
company that designs and develops image-guided, catheter-based
system for the diagnosis and treatment of patients with Peripheral
Artery Disease (PAD). The Company designs, manufactures, and sells
a suite of products in the United States and select international
markets.
Avinger reported a net loss applicable to common stockholders of
$27.24 million for the year ended Dec. 31, 2022, a net loss
applicable to common stockholders of $21.59 million for the year
ended Dec. 31, 2021, a net loss applicable to common stockholders
of $22.87 million for the year ended Dec. 31, 2020, a net loss
applicable to common stockholders of $23.03 million for the year
ended Dec. 31, 2019, and a net loss applicable to common
stockholders of $35.69 million for the year ended Dec. 31, 2018.
As of June 30, 2023, the Company had $16.94 million in total
assets, $23.53 million in total liabilities, and a total
stockholders' deficit of $6.59 million.
San Francisco, California-based Moss Adams LLP, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated March 15, 2023, citing that the Company's recurring
losses from operations and its need for additional capital raise
substantial doubt about its ability to continue as a going concern.
BACCI OF BENSENVILLE: Hires Bach Law Offices as Bankruptcy Counsel
------------------------------------------------------------------
Bacci of Bensenville Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to employ Bach Law
Offices, Inc. as its counsel.
The Debtor requires legal counsel to:
(a) prepare a Chapter 11 plan and disclosure statement;
(b) represent the Debtor in matters concerning negotiation
with creditors;
(c) examine and resolve claims filed against the estate;
(d) prepare and prosecute adversary matters; and
(e) represent the Debtor in matters before the bankruptcy
court.
The hourly rates of the firm's counsel are as follows:
Paul M. Bach $425
Penelope N. Bach $425
The firm received an initial retainer in the amount of $10,000
including the filing fee of $1,738.
Penelope Bach, Esq., an attorney at Bach Law Offices, disclosed in
a court filing that his firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Penelope N Bach, Esq.
BACH LAW OFFICES, INC.
P.O. Box 1285
Northbrook, IL 60065
Telephone: (847) 564-0808
Facsimile: (847) 564-0985
Email: pnbach@bachoffices.com
About Bacci of Bensenville Inc.
Bacci of Bensenville Inc. owns and operates three restaurants.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-17054) on December
20, 2023. In the petition signed by Pasquale Di Diana, owner, the
Debtor disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Judge David D. Cleary oversees the case.
Penelope Bach, Esq., at Bach Law Offices, represents the Debtor as
counsel.
BACCI OF BENSENVILLE: Seeks to Hire Danielle Hall as Bookkeeper
---------------------------------------------------------------
Bacci of Bensenville Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to employ Danielle
Hall, a bookkeeper in Eau Claire, Wisconsin.
Ms. Hall will provide extensive bookkeeping for the Debtor, which
includes: general bookkeeping; sales tax return preparation;
payroll services; payroll liability payments; payroll tax return
preparation; and billing and accounts payable.
Ms. Hall will be compensated on an hourly basis at the rate of $30
per hour for an estimate of $700 per month.
Ms. Hall assured the court that she is a "disinterested person" as
defined in 11 U.S.C. Sec. 101(14) of the Bankruptcy Code.
Ms. Hall can be reached at:
Danielle Hall
605 Morningside Dr
Eau Claire, WI 54703
Phone: (608) 213-4114
Email: msdaniellehall@yahoo.com
About Bacci of Bensenville Inc.
Bacci of Bensenville Inc. owns and operates three restaurants.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-17054) on December
20, 2023. In the petition signed by Pasquale Di Diana, owner, the
Debtor disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Judge David D. Cleary oversees the case.
Penelope Bach, Esq., at Bach Law Offices, represents the Debtor as
legal counsel.
BIOLASE INC: Dr. Carol Summerhays Resigns as Director
-----------------------------------------------------
Biolase, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission the resignation of Dr. Carol Gomez Summerhays
as a member of the Board of Directors of the Company, effective
Dec. 29, 2023.
Biolase said Dr. Summerhays' resignation is not the result of any
dispute or disagreement with the Company or the Board on any matter
relating to the Company's operations, policies, or practices.
About Biolase
Biolase, Inc. -- http://www.biolase.com-- is a medical device
company that develops, manufactures, markets, and sells laser
systems in dentistry and medicine. BIOLASE's products advance the
practice of dentistry and medicine for patients and healthcare
professionals. BIOLASE's proprietary laser products incorporate
approximately 259 actively patented and 24 patent-pending
technologies designed to provide biologically and clinically
superior performance with less pain and faster recovery times.
Biolase reported a net loss of $28.63 million in 2022, a net loss
of $16.16 million in 2021, a net loss of $16.83 million in 2020, a
net loss of $17.85 million in 2019, and a net loss of $21.52
million in 2018. As of Sept. 30, 2022, the Company had $42.86
million in total assets, $29.01 million in total liabilities, and
$13.86 million in total stockholders' equity.
In its Quarterly Report for the three months ended Sept. 30, 2023,
Biolase disclosed that it incurred losses from operations and used
cash in operating activities for the three and nine months ended
September 30, 2023 and for the years ended December 31, 2022, 2021,
and 2020. The Company's recurring losses, level of cash used in
operations, and potential need for additional capital, along with
uncertainties surrounding its ability to raise additional capital,
raise substantial doubt about its ability to continue as a going
concern.
BIOLASE INC: Registers 2.2 Million Shares for Potential Resale
--------------------------------------------------------------
Biolase, Inc. filed a Form S-1 registration statement with the
Securities and Exchange Commission relating to the resale from time
to time of up to 2,221,880 shares of common stock, par value $0.001
per share, of the Company issuable upon exercise of outstanding
warrants purchased by Anson Investments Master Fund LP, the selling
stockholder, including its pledgees, assignees, donees, transferees
or their respective successors-in-interest in a private placement
transaction that closed on Dec. 8, 2023.
The Company filed the Registration Statement on Form S-1, of which
this prospectus forms a part, to fulfill its contractual
obligations with the Selling Stockholder to provide for the resale
by the Selling Stockholder of the shares of Common Stock offered
hereby. The registration of the shares of Common Stock to which
this prospectus relates does not require the Selling Stockholder to
sell any of their shares of the Company's Common Stock.
The Company is not offering any shares of Common Stock under this
prospectus and will not receive any proceeds from the sale or other
disposition of the shares of its Common Stock
The Company's Common Stock is listed on the Nasdaq Capital Market
under the symbol "BIOL." On Dec. 22, 2023, the closing price of
its Common Stock on the Nasdaq Capital Market was $1.16 per share.
A full-text copy of the Registration Statement is available for
free at:
https://www.sec.gov/Archives/edgar/data/811240/000119312523303130/d217487ds1.htm
About Biolase
Biolase, Inc. -- http://www.biolase.com-- is a medical device
company that develops, manufactures, markets, and sells laser
systems in dentistry and medicine. BIOLASE's products advance the
practice of dentistry and medicine for patients and healthcare
professionals. BIOLASE's proprietary laser products incorporate
approximately 259 actively patented and 24 patent-pending
technologies designed to provide biologically and clinically
superior performance with less pain and faster recovery times.
Biolase reported a net loss of $28.63 million in 2022, a net loss
of $16.16 million in 2021, a net loss of $16.83 million in 2020, a
net loss of $17.85 million in 2019, and a net loss of $21.52
million in 2018. As of Sept. 30, 2022, the Company had $42.86
million in total assets, $29.01 million in total liabilities, and
$13.86 million in total stockholders' equity.
Costa Mesa, California-based BDO USA, LLP, the Company's auditor
since 2005, issued a "going concern" qualification in its report
dated March 28, 2023, citing that the Company has suffered
recurring losses from operations and has had negative cash flows
from operations for each of the three years ended Dec. 31, 2022.
These factors, among others, raise substantial doubt about its
ability to continue as a going concern.
BRADLYNN CORP: Seeks to Hire Peter M. Daigle as Bankruptcy Counsel
------------------------------------------------------------------
Bradlynn Corp. Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Massachusetts to employ The Law Office of Peter
M. Daigle as its attorneys.
The firm's services include:
a) assisting and advising the Debtor relative to the
administration of this proceeding;
b) representing the Debtor before the Bankruptcy Court and
advising the Debtor on all pending litigations, hearings, motions,
and of the decisions of the Bankruptcy Court;
c) reviewing and analyzing all applications, orders, and
motions filed with the Bankruptcy Court by third parties in this
proceeding and advising the Debtor thereon;
d) attending all meetings conducted pursuant to section 341(a)
of the Bankruptcy Code and representing the Debtor at all
examinations;
e) communicating with creditors and all other parties in
interest;
f) assisting the Debtor in preparing all necessary
applications, motions, orders, supporting positions taken by the
Debtor, and preparing witnesses and reviewing documents in this
regard;
g) conferring with all other professionals, including any
accountants and consultants retained by the Debtor and by any other
party in interest;
h) assisting the Debtor in its negotiations with creditors or
third parties concerning the terms of any proposed plan of
reorganization;
i) preparing, drafting and prosecuting the plan of
reorganization and disclosure statement; and
j) assisting the Debtor in performing such other services as
may be in the interest of the Debtor and the Estate and performing
all other legal services required by the Debtor.
The firm will charge $450 per hour for senior attorneys and $325
per hour for associate attorneys, plus reimbursement for expenses
incurred in connection with this representation.
Peter Daigle, Esq., at The Law Office of Peter M. Daigle disclosed
in a court filing that the firm is a "disinterested person" as that
term is defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Peter M. Daigle, Esq.
THE LAW OFFICE OF PETER M. DAIGLE
1550 Falmouth Road, Suite 10
Centerville, MA 02632
Telephone: (508) 771-7444
Email: pmdaigleesq@yahoo.com
About Bradlynn Corp. Inc.
Bradlynn Corp. Inc. is a Massachusetts corporation that owns and
operates a plumbing business, located in Lakeville, Massachusetts.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 23-12142) on December 21,
2023. In the petition signed by Dean Fawcett, III, president, the
Debtor disclosed up to $500,000 in both assets and liabilities.
Peter M. Daigle, Esq., at Daigle Law Office, represents the Debtor
as legal counsel.
BRISTOL SPRINGS: Hires Kay Casto & Chaney as Special Counsel
------------------------------------------------------------
Bristol Springs Custom Homes LLC, received approval from the U.S.
Bankruptcy Court for the Northern District of West Virginia to
employ Kay Casto & Chaney PLLC as its special counsel.
The firm will assist the Debtor in defending three pending legal
actions and prosecuting counter-claims of the estate:
1) Docs Service Center, LLC v. Bristol Springs Custom Homes,
LLC, et al. Case No. 23-M02C-02918, Berkeley County Magistrate
Court;
2) Hypes v. Bristol Springs Custom Homes, LLC, et al. Case No.
CC-02-2023-C-328, Berkeley County Circuit Court; and
3) Good v. Bristol Springs Custom Homes, LLC, et al. Case No.
CC-02-2023-C-329, Berkeley County Circuit Court.
The hourly rates of Kay Casto professionals:
Tracey A. Rohrbaugh $425
Associates $300
Paralegals and Support Staff $125
Tracey Rohrbaugh, Esq., member of the law firm of Kay Casto &
Chaney PLLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Kay Casto may be reached at:
Tracey A. Rohrbaugh, Esq.
Kay Casto & Chaney PLLC
400 Foxcroft Avenue, Suite 100
Martinsburg, WV 25401
Telephone: (304) 901-7500
Facsimile: (304) 901-4911
Email: TRohrbaugh@kaycasto.com
About Bristol Springs Custom Homes, LLC
Bristol Springs Custom Homes, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Court (Bankr. N.D. W.Va.
Case No. 23-00537) on November 6, 2023.
Aaron C. Amore, Esq. at AMORE LAW, PLLC represents the Debtor as
counsel.
CALLON PETROLEUM: Moody's Puts 'B1' CFR on Review for Upgrade
-------------------------------------------------------------
Moody's Investors Service placed Callon Petroleum Company's ratings
on review for upgrade, including its B1 Corporate Family Rating,
B1-PD Probability of Default Rating and B2 senior unsecured notes
rating. Previously, the outlook was stable. The SGL-2 Speculative
Grade Liquidity (SGL) rating remains unchanged.
This action follows a definitive agreement reached by APA
Corporation to acquire Callon in a $4.5 billion all-stock
transaction, including Callon's net debt.[1] APA Corporation (APA)
is publicly traded and is the parent of Apache Corporation (Apache,
Baa3 stable). Callon shareholders will receive 1.0425 APA shares
for each Callon share. The transaction is expected to close during
the second quarter of 2024, subject to regulatory approvals and
approvals from both Callon and APA shareholders, as well as other
customary closing conditions.
RATINGS RATIONALE/FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
Callon's ratings were placed on review for upgrade based on its
potential ownership by APA, which has a much stronger credit
profile, larger and more diversified asset base and greater
financial resources. Callon's sizeable Permian Basin acreage is
highly complementary to APA's and will significantly improve APA's
production and acreage position in this attractive basin – its
core operating area and an important engine for its growth.
APA expects to retire the existing debt at Callon and replace it
with APA term loan facilities. In that case, Moody's will likely
withdraw all of Callon's ratings. If Callon's notes remain
outstanding and are assumed or guaranteed by Apache, then the
ratings on the notes would be upgraded to Apache's rating level. If
Callon were to become an unguaranteed subsidiary of Apache post
acquisition and continue to provide separate audited financial
statements going forward, then its ratings would likely be upgraded
based on the level of parental support.
Callon Petroleum Company, headquartered in Houston, TX, is a
publicly listed oil and gas exploration and production company with
operations in the Permian Basin in Texas.
The principal methodology used in these ratings was Independent
Exploration and Production published in December 2022.
CAMP DAVID: Case Summary & 16 Unsecured Creditors
-------------------------------------------------
Debtor: Camp David, LLC
12001 Cedar Lake Rd.
Biloxi, MS 39532-8445
Business Description: The Debtor owns a camp river resort in
Biloxi, MS.
Chapter 11 Petition Date: January 4, 2024
Court: United States Bankruptcy Court
Southern District of Mississippi
Case No.: 24-50016
Judge: Hon. Katharine M Samson
Debtor's Counsel: Patrick Sheehan, Esq.
SHEEHAN AND RAMSEY, PLLC
429 Porter Ave
Ocean Springs, MS 39564
Phone: 228-875-0572
Email: Pat@sheehanramsey.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mark Parish as manager.
A copy of the Debtor's list of 16 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/VAXRWMY/Camp_David_LLC__mssbke-24-50016__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/VH5OJ4A/Camp_David_LLC__mssbke-24-50016__0001.0.pdf?mcid=tGE4TAMA
CDNT HOLDINGS: William Avellone Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 11 appointed William Avellone of
Chartered Management as Subchapter V trustee for CDNT Holdings,
LLC.
Mr. Avellone will be paid an hourly fee of $375 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Avellone declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
William B. Avellone
Chartered Management
10 South Riverside Plaza, Suite 875
Chicago, IL 60606
Tel: (312) 273-4004
Email: bill.avellone@charteredmgt.com
About CDNT Holdings
CDNT Holdings, LLC, a company in Chicago, Ill., sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case
No. 23-17222) on December 23, 2023, with $900,000 in assets and
$1,426,603 in liabilities. Robert Handler, chief restructuring
officer, signed the petition.
Judge David D. Cleary oversees the case.
William J. Factor, Esq., at FactorLaw represents the Debtor as
bankruptcy counsel.
CDNT INC: William Avellone Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 11 appointed William Avellone of
Chartered Management as Subchapter V trustee for CDNT, Inc.
Mr. Avellone will be paid an hourly fee of $375 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Avellone declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
William B. Avellone
Chartered Management
10 South Riverside Plaza, Suite 875
Chicago, IL 60606
Tel: (312) 273-4004
Email: bill.avellone@charteredmgt.com
About CDNT Inc.
CDNT, Inc. is engaged in the business of wholesale distribution of
tape products. The company is based in Chicago, Ill.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-17223) on December
23, 2023, with $900,000 in assets and $1,520,004 in liabilities.
Robert Handler, chief restructuring officer, signed the petition.
Judge David D. Cleary oversees the case.
William J. Factor, Esq., at FactorLaw represents the Debtor as
bankruptcy counsel.
CENTERPOINT RADIATION: No Patient Care Concern, 2nd PCO Report Says
-------------------------------------------------------------------
Tamar Terzian, the court-appointed patient care ombudsman, filed
with the U.S. Bankruptcy Court for the Central District of
California a second interim report regarding the health care
facility operated by CenterPoint Radiation Oncology, LLC and
CenterPoint Radiation Oncology Inc.
In the report which covers the period October 18 to December 18,
2023, the PCO noted that each patient's medical records are well
maintained and accessible for staff using an electronic medical
record. The medical records are kept for seven years after the
patient has been discharged.
The PCO reviewed a sampling of patient records during her site
visit. All medical records and reports were cited along with
complete course of care while admitted, and all consent forms were
executed. No concerns were noted.
During the second reporting period, CenterPoint was treating
approximately 19 new patients. Dr. Morrell is the oncologist in
charge and conducts consultations for new patients Monday through
Thursday. The physicist reviews the plan of treatment within days
and quality assurance will review the plan, input the plan into the
machine and run the machine to test and monitor the dosage. There
are two therapists that assure that the patients are placed in the
proper position and that the plan treatment is properly
implemented.
The PCO toured the facilities and observed staff. Staffing is
sufficient and no concerns are noted.
The PCO requested that existing patients continue treatment through
February, 2024. She further recommended that no new patients begin
treatment past February 1, 2024 until there is an executed
agreement whereby CenterPoint can operate at this location or
another location.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=EoJlm1 from PacerMonitor.com.
The ombudsman may be reached at:
Tamar Terzian, Esq.
Terzian Law Group
1122 E. Green Street
Pasadena, CA 91106
Telephone: (818) 242-1100
Facsimile: (818) 242-1012
Email: tamar@terzlaw.com
About CenterPoint Radiation
CenterPoint Radiation Oncology, LLC and CenterPoint Radiation
Oncology, Inc. filed petitions under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 23-13448) on
June 2, 2023. Judge Sheri Bluebond oversees the cases.
At the time of the filing, CenterPoint Radiation Oncology, LLC
reported $100,000 to $500,000 in assets and $1 million to $10
million in liabilities while CenterPoint Radiation Oncology, Inc.
reported as much as $50,000 in assets and $100,001 to $500,000 in
liabilities.
John-Patrick M. Fritz, Esq., at Levene, Neale, Bender, Yoo &
Golubchik, LLP is the Debtors' counsel.
Tamar Terzian is the patient care ombudsman appointed in the
Debtors' Chapter 11 cases.
CF SAFETY TRAINING: Michelle Steele Named Subchapter V Trustee
--------------------------------------------------------------
The Acting U.S. Trustee for Region 4 appointed Michelle Steele as
Subchapter V trustee for CF Safety Training and Consulting, Inc.
Ms. Steele will be paid an hourly fee of $350 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Steele declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Michelle Steele
3818 MacCorkle Avenue
Charleston, WV 25304
Phone: 304-553-2294
Email: michellesteele4@hotmail.com
About CF Safety Training and Consulting
CF Safety Training and Consulting, Inc. is a safety company that
provides a wide range of services to companies in construction,
general industry, maritime and agriculture. The company is based in
Shenandoah Junction, W.Va.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. W.Va. Case No. 23-00598) on December
26, 2023, with up to $50,000 in assets and $1 million to $10
million in liabilities. Russell Frederick Collins, member and
manager, signed the petition.
Aaron C. Amore, Esq., at Amore Law, PLLC represents the Debtor as
bankruptcy counsel.
CHIPS DAIQUIRIS AIRLINE: Files for Chapter 11 Bankruptcy
--------------------------------------------------------
Chips Daiquiris Airline LLC filed for chapter 11 protection in the
Western District of Louisiana. According to court filing, the
Debtor reports between $500,000 and $1 million in debt owed to 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Jan. 18, 2023, at 10:00 AM at UST-LA3, TELEPHONIC MEETING.
CONFERENCE LINE:866-762-6425, PARTICIPANT CODE:8530051.
About Chips Daiquiris Airline
Chips Daiquiris Airline LLC is a limited liability company in
Louisiana.
Chips Daiquiris Airline sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. La Case No. 23-50947) on Dec. 22,
2023. In the petition signed by David Allen Burleson, Jr., as
manager, the Debtor reported assets between $100,000 and $500,000
and liabilities between $500,000 and $1 million.
The Debtor is represented by:
Thomas E. St. Germain, Esq.
Weinstein & St. Germain, LLC
140 Helen Garland Drive
Opelousas, LA 70570
CHIPS DAIQUIRIS: Seeks to Hire Weinstein & St. Germain as Counsel
-----------------------------------------------------------------
Chips Daiquiris Airline, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
Weinstein & St. Germain to serve as legal counsel in its Chapter 11
case.
The firm charges $400 per hour for attorney's services and $140 per
hour for paralegal services.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Tom St. Germain, Esq., a partner at Weinstein & St. Germain,
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:
Tom St. Germain, Esq.
Weinstein & St. Germain
1103 West University Ave
Lafayette, LA 70506
Tel: (337) 235-4001
Fax: (337) 235-4020
Email: ecf@weinlaw.com
About Chips Daiquiris Airline, LLC
Chips Daiquiris Airline, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La.
Case No. 23-50947) on Dec. 22, 2023. At the time of filing, the
Debtor estimated $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Judge John W Kolwe presides over the case.
Thomas E. St. Germain, Esq. at Weinstein & St. Germain, LLC
represents the Debtor as counsel.
COMSERO INC: Joli Lofstedt Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 11 appointed Joli Lofstedt, Esq., as
Subchapter V trustee for Comsero, Inc.
Ms. Lofstedt, a practicing attorney in Louisville, Colo., will be
paid an hourly fee of $350 for her services as Subchapter V trustee
and will be reimbursed for work-related expenses incurred.
Ms. Lofstedt declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Joli A. Lofstedt, Esq.
P.O. Box 270561
Louisville, CO 80027
Phone: (303) 476-6915
Fax: (303) 604-2964
Email: joli@jaltrustee.com
About Comsero Inc.
Comsero, Inc., a Denver-based start-up, creates magnetic, dry erase
products as an alternative to disposable sticky notes.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 23-15959) on December 22,
2023, with $906,316 in assets and $3,336,200 in liabilities.
Anthony Franco, chief executive officer, signed the petition.
Judge Michael E. Romero oversees the case.
Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, PC represents
the Debtor as legal counsel.
COMSERO INC: Taps Kutner Brinen Dickey Riley as Legal Counsel
-------------------------------------------------------------
Comsero, Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Colorado to employ Kutner Brinen Dickey Riley, P.C. as
legal counsel.
The firm will provide these services:
a. provide the Debtor with legal advice with respect to its
powers and duties;
b. aid the Debtor in the development of a plan of
reorganization under Chapter 11;
c. file the necessary petitions, pleadings, reports, and
actions which may be required in the continued administration of
the Debtor's property under Chapter 11;
d. take necessary actions to enjoin and stay until final
decree continuation of pending proceedings and to enjoin and stay
until final decree herein commencement of lien foreclosure
proceedings; and
e. perform all other legal services for the Debtor which may
be necessary.
The firm will be paid at these rates:
Jeffrey S. Brinen $500 per hour
Jonathan M. Dickey $350 per hour
Keri L. Riley $350 per hour
Paralegal $100 per hour
The firm received from the Debtor a retainer in the amount of
$7,375.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Keri L. Riley, Esq., a partner at Dickey Riley, 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:
Keri L. Riley, Esq.
KUTNER BRINEN DICKEY RILEY, P.C.
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Tel: (303) 832-2910
Email: klr@kutnerlaw.com
About Comsero, Inc.
Comsero, Inc., a Denver-based start-up, creates magnetic, dry-erase
products as an alternative to disposable sticky notes.
Comsero, Inc. filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 23-15959) on
Dec. 22, 2023. The petition was signed by Anthony Franco as CEO. At
the time of filing, the Debtor estimated $906,316 in assets and
$3,336,200 in liabilities.
Judge Michael E Romero oversees the case.
Keri L. Riley, Esq. at Kutner Brinen Dickey Riley, P.C. represents
the Debtor as counsel.
CONTINENTAL AMERICAN: Seeks to Extend Plan Exclusivity to March 20
------------------------------------------------------------------
Continental American Corporation and Pioneer National Latex,
Inc. asked the U.S. Bankruptcy Court for the District of Kansas
to extend their exclusive filing period to March 20, 2024 and
their exclusive solicitation period to May 20, 2024.
Currently, the Debtors' deadline for plan exclusivity is January
20, 2024, while their deadline for plan acceptance is March 20,
2024.
The Debtors determined that they have insufficient capital to
restructure, and believe that the sale of their assets is in the
best interests of the estate, its creditors, and all parties in
interest. THe Debtors stated that they are presently marketing
their assets for sale to as a going concern, and have enlisted
the services of B. Riley to manage the sale process. The Debtors
claimed that they anticipate announcing a sale in the near term.
The Debtors explained that until that process is complete, they
cannot move forward with proposing a chapter 11 plan.
The Debtors also added that they are currently evaluating the
necessity and feasibility of numerous leases and executory
contracts. The Debtors explained that the ultimate decision
concerning many of these will depend upon the outcome of the sale
process and the proposed terms and conditions of the prospective
sale.
Continental American Corporation is represented by:
David Prelle Eron, Esq.
PRELLE ERON & BAILEY, P.A
301 N. Main Street, Suite 2000
Wichita, KS 67202
Email: david@eronlaw.net
About Continental American Corporation
Continental American Corporation operates a balloon manufacturing
business in Wichita, Kan.
Continental American and its affiliate, Pioneer National Latex,
Inc., filed Chapter 11 petitions (Bankr. D. Kan. Lead Case No.
23-10938) on Sept. 22, 2023. Judge Mitchell L. Herren oversees the
cases.
At the time of the filing, Continental American reported $50
million to $100 million in assets and $10 million to $50 million
in
liabilities while Pioneer National Latex reported $1 million to
$10
million in assets and $10 million to $50 million in liabilities.
David Prelle Eron, Esq., at Prelle Eron & Bailey, P.A. represents
the Debtors as legal counsel.
CORE SCIENTIFIC: Asks Court Okay for $10-Mil. Gryphon, Sphere Deal
------------------------------------------------------------------
Ben Zigterman of Law360 reports that crypto mining company Core
Scientific asked a Texas bankruptcy court Tuesday, January 2, 2023,
to grant emergency approval of its $10 million settlement with two
other mining companies to end a $39 million unsecured claim over
prepaid hosting fees.
About Core Scientific
Core Scientific, Inc. (OTCMKTS: CORZQ) is the largest U.S.
publicly-traded Bitcoin mining company in computing power. Core
Scientific, which was formed following a business combination in
July 2021 with blank check company XPDI, is a large-scale operator
of dedicated, purpose-built facilities for digital asset mining
colocation services and a provider of blockchain infrastructure,
software solutions and services. Core mines Bitcoin, Ethereum and
other digital assets for third-party hosting customers and for its
own account at its six fully operational data centers in North
Carolina (2), Georgia (2), North Dakota (1) and Kentucky (1). Core
was formed following a business combination in July 2021 with XPDI,
a blank check company.
In July 2022, one of the Company's largest customers, Celsius
Mining LLC, filed for Chapter 11 bankruptcy in New York. With low
Bitcoin prices depressing mining revenue to a record low, Core
Scientific first warned in October 2022 that it may have to file
for bankruptcy if the company can't find more funding to repay its
debt that amounts to over $1 billion. Core Scientific did not make
payments that came due in late October and early November 2022 with
respect to several of its equipment and other financings, including
its two bridge promissory notes.
Core Scientific and its affiliates filed petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
22-90341) on Dec. 21, 2022. As of Sept. 30, 2022, Core Scientific
had total assets of US$1.4 billion and total liabilities of US$1.3
billion.
The case was originally assigned to Judge David R. Jones. The
case
was later assigned to Judge Christopher M. Lopez.
The Debtors hired Weil, Gotshal & Manges, LLP as legal counsel; PJT
Partners, LP as investment banker; and AlixPartners, LLP as
financial advisor. Stretto is the claims agent.
A group of Core Scientific convertible bondholders is working with
restructuring lawyers at Paul Hastings. Meanwhile, B. Riley
Commercial Capital, LLC, as administrative agent under the
Replacement DIP facility, is represented by Choate, Hall & Stewart,
LLP.
On Jan. 9, 2023, the U.S. Trustee for Region 7 appointed an
official committee to represent unsecured creditors in the Debtors'
Chapter 11 cases. The committee tapped Willkie Farr & Gallagher,
LLP as legal counsel and Ducera Partners, LLC as investment
banker.
The U.S. Trustee for Region 7 appointed an official committee of
equity security holders. The equity committee is represented by
Vinson & Elkins, LLP.
DIVERSIFIED HEALTHCARE: S&P Raises ICR to 'CCC+', Outlook Negative
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Diversified
Healthcare Trust (DHC) to 'CCC+' from 'CCC-', its issue-level
rating on its non-guaranteed senior unsecured notes to 'CCC+' from
'CCC-', and its issue-level rating on its guaranteed senior
unsecured notes to 'B' from 'CCC+' and removed the ratings from
CreditWatch, where S&P placed them with positive implications on
Dec. 19, 2023. S&P also revised its recovery rating on the
non-guaranteed notes to '4' from '3'.
S&P said, "At the same time, we assigned our 'B' issue-level rating
and '1' recovery rating to the company's new senior secured notes.
"The negative outlook reflects DHC's ongoing liquidity pressure and
the refinancing risk remaining with material debt maturities in
2025 and 2026. The outlook also reflects our expectation for a
gradual recovery in the operating performance of the company's
senior housing operating property (SHOP) portfolio, though the pace
of this recovery remains uncertain."
DHC's secured note issuance will enable it to regain compliance
with its incurrence covenants and alleviate its near-term liquidity
and refinancing risks. The company will generate net proceeds of
approximately $732 million from the issuance of its zero-coupon
senior secured notes, which it will use to repay its $450 million
secured credit facility due January 2024 and $250 million 4.75%
senior unsecured notes due May 2024. DHC's refinancing efforts will
enable it to regain compliance with the incurrence covenants under
its public debt agreements, which is critical to providing it with
greater financing options to address its looming debt maturities in
2025 and 2026. Following the repayment of the 2024 debt maturities,
DHC's next debt maturity will be its $500 million 9.75% guaranteed
senior unsecured notes due June 2025, followed by its recently
issued zero-coupon senior secured notes due January 2026. The
company can extend the maturity of the secured notes by one year;
however, if the option is exercised then interest payments on the
notes will become due semi-annually at an initial rate of 11.25%,
with increases of 50 basis points (bps) every 90 days the notes
remain outstanding.
S&P said, "Although the operating performance of the company's SHOP
portfolio has been uneven, we expect a continued gradual recovery
over the next 12-24 months. Through November 2023, DHC's comparable
SHOP properties have generated $72 million of net operating income
(NOI). While this is a significant improvement relative to 2022, it
remains more than $117 million (or 62%) lower than its results for
the same period in 2019 and significantly lags the performance of
the SHOP portfolios at its health care REIT peers. The occupancy
levels of DHC's SHOP portfolio have steadily improved throughout
2023, rising to 80.1% in November (560 bps below November 2019
occupancy) from 76.9% in January, though cost pressures and
deferred capital spending have negatively affected its NOI
generation. That said, cost pressures have eased recently, most
notably on the labor front, and the company's investments in its
SHOP assets will likely spur further operating improvement. Further
recovery in operating performance of its SHOP portfolio will be
important for DHC to remain in compliance with its incurrence
covenants and provide for more funding opportunities.
"We believe the demographic trends for senior housing properties
remain favorable. While all health care property types will likely
benefit from the aging population and increasing spending on health
care, we believe senior housing properties will likely benefit the
most from the rising number of people aged 85 and older (a cohort
that is expected to increase significantly over the next few
decades). Moreover, the increase in wealth from rising home prices
and stock portfolios could increase the adoption rate at senior
housing communities. Lastly, a near-term benefit is that new
construction of senior housing (starts as a percent of total
inventory) is at levels last seen since 2012, as rising
construction costs and constrained bank lending have curtailed new
supply. While the supply tailwinds will likely act as a benefit for
at least the next two years, the favorable demand drivers span a
significantly longer period, which will likely support a continued
improvement in DHC's operating performance.
"The negative outlook reflects that DHC continues to face liquidity
pressure and refinancing risks due to its material debt maturities
in 2025 and 2026. The outlook also reflects our expectation for a
gradual recovery in the operating performance of the company's SHOP
portfolio, though the pace of this recovery remains uncertain.
"We could lower our ratings on DHC if we envision a specific
default scenario, such as additional liquidity pressure or a
covenant breach, over the next 12 months."
S&P could take a positive action if:
-- The company successfully refinances its upcoming debt
maturities such that we view its capital structure as sustainable
and believe its liquidity position has improved; and
-- Its operating performance shows continued signs of recovery.
EAST TEXAS MACHINING: Taps Michael E. Gazette as Legal Counsel
--------------------------------------------------------------
East Texas Machining & Manufacturing, LLC seeks approval from the
U.S. Bankruptcy Court for the Eastern District of Texas to employ
the Law Offices of Michael E. Gazette as its bankruptcy counsel.
The firm will render these legal services:
(a) advise the Debtor;
(b) prepare and file the petition, schedules, and statement of
financial affairs;
(c) prepare and file a disclosure statement and plan of
reorganization;
(d) negotiate with creditors;
(e) review of executory contracts and claims;
(f) response to and appear at hearings on contested matters;
and
(g) perform all other legal services for the Debtor which may
be necessary.
The hourly rates of the firm's counsel and staff are as follows:
Attorney $325
Paraprofessionals $50
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the commencement of this Chapter 11 case, the Debtor paid
the firm the sum of $26,300.
Michael Gazette, Esq., owner of the Law Offices of Michael E.
Gazette, disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Michael E. Gazette, Esq.
Law Offices of Michael E. Gazette
100 E. Ferguson Street, Suite 1000
Tyler, TX 75702
Telephone: (903) 596-9911
Email: megazette@suddenlinkmail.com
About East Texas Machining & Manufacturing
East Texas Machining & Manufacturing is a manufacturer of concealed
carry rifles, compact weapons, sub compact weapons, complete
uppers, barrel systems, and weapon system kits.
East Texas Machining & Manufacturing, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
E.D. Tex. Case No. 23-60629) on Dec. 14, 2023. The petition was
signed by Corby Hall as managing member. At the time of filing, the
Debtor estimated $2,955,141 in assets and $2,985,878 in
liabilities.
Michael E Gazette, Esq. at the Law Offices of Michael E. Gazette
represents the Debtor as counsel.
ELITE LIMOUSINE: Seeks to Extend Plan Exclusivity to April 25
-------------------------------------------------------------
Elite Limousine Plus, Inc. and Dispatch Support Services LLC
asked the U.S. Bankruptcy Court for the Eastern District of New
York to extend their exclusive time periods to file a plan of
reorganization and to solicit acceptances thereof to April 25,
2024 and June 24, 2024, respectively.
Unless extended, the Debtors' exclusive filing period and
exclusive solicitation period expires on December 27, 2023 and
February 25, 2024, respectively.
The Debtors explained that they require additional time to
deliberate upon and formulate their course of action in order to
implement the most sensible plan of reorganization, and allow the
cases and critical aspects thereof to develop further.
The Debtors stated that they are actively engaged in their
business operations and are continually reevaluating their state
of financial affairs on an ongoing basis to determine the best
course of action for them to emerge as a successful going
concern.
The Debtors further stated that they are continually reevaluating
Elite's lease, which is likely a critical component of their
business operations, which will form a critical component of
their plan.
Elite Limousine Plus, Inc. and Dispatch Support Services LLC are
represented by:
Adam P. Wofse, Esq.
LAMONICA HERBST & MANISCALCO, LLP
3305 Jerusalem Avenue, Suite 201
Wantagh, NY 11793
Tel: (516) 826-6500
About Elite Limousine Plus, Inc.
Elite Limousine Plus, Inc. is part of the taxi and limousine
service industry. The Debtor sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D. N.Y. Case No. 23-43088) on
August 29, 2023. In the petition signed by Shafquat Chaudhary,
president, the Debtor disclosed up to $50 million in both assets
and liabilities.
Judge Jil Mazer-Marino oversees the case.
Salvatore LaMonica, Esq., at Lamonica Herbst & Maniscalco, LLP,
represents the Debtor as legal counsel.
ENERSYS: Moody's Rates New $300MM Senior Unsecured Notes 'Ba3'
--------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to the proposed
$300 million 8-year senior unsecured notes offering of EnerSys. All
other ratings are unaffected, including the Ba2 Corporate Family
Rating, the Ba2-PD Probability of Default Rating and the Ba3 rating
on the company's 4.375% senior unsecured notes due 2027. The
outlook remains stable. The SGL-1 Speculative Grade Liquidity
("SGL") rating also remains unchanged.
The proceeds from the offering are expected to be used to pay down
the company's term loans (unrated) and revolving credit facility
(unrated) due September 2026, as well as pay fees and expenses.
RATINGS RATIONALE
The Ba2 CFR reflects EnerSys' scale and position in the energy
solutions market in the Americas and EMEA. The company benefits
from strength in demand in its high margin Thin Plate Pure Lead
(TPPL) core technology as well as the recurring nature of sales of
its products driven by periodic replacement cycles for energy
systems. Moody's expects that revenue growth will be difficult in
2024. However, price mix outpacing lower cost inflation and
efficiencies from restructuring will result in EBITA margin of over
10% in 2024.
EnerSys is highly exposed to commodity price volatility for lead,
the primary raw material for its products. Although EnerSys has
good customer and geographic diversification, some of the company's
end-markets are cyclical, including industrial and telecom. Moody's
expects EnerSys to maintain leverage in the low to mid 2x absent
any debt funded acquisitions.
The stable outlook reflects Moody's expectation of positive free
cash flow despite higher capital expenditures and a weak macro
environment. The outlook also reflects Moody's expectation that the
company will maintain robust liquidity and modest leverage.
The SGL-1 speculative grade liquidity rating reflects Moody's
expectation the company will maintain very good liquidity.
Liquidity is supported by solid free cash flow, a cash balance of
about $330 million and revolver availability of over $700 million.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The ratings could be upgraded if debt-to-EBITDA is sustained at or
below 3x and EBITA margin is expected to reach around 13% or
higher. Consistently robust free cash flow and maintenance of very
good liquidity are also requirements for an upgrade.
The ratings could be downgraded if debt-to-EBITDA approaches 4x or
EBITA margin falls below 9%. In addition, annual free cash flow
sustained below $75 million or the adoption of aggressive financial
policies could result in a downgrade of the ratings.
The principal methodology used in this rating was Manufacturing
published in September 2021.
EnerSys (NYSE: ENS), headquartered in Reading, PA, is one of the
world's largest manufacturers, marketers and distributors of stored
energy systems used in various industrial end markets. The company
also manufactures related products such as chargers, power
equipment, cabinet enclosures and battery accessories. In addition,
the company provides aftermarket and customer-support services for
energy systems. EnerSys operates in four segments: Energy Systems,
Motive Power, Specialty and New Ventures.
ENERSYS: S&P Rates New 300MM Senior Unsecured Notes 'BB+'
---------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '4'
recovery rating to EnerSys' proposed $300 million senior unsecured
notes due 2032. The company plans to use the net proceeds from
these notes to pay down a portion of its existing term loans (not
rated) and a portion of outstanding borrowings under its revolving
credit facility (not rated). S&P views the transaction as leverage
neutral.
All S&P's ratings, including its 'BB+' issue-level rating and '4'
recovery rating on the company's existing $300 million senior
unsecured notes due 2027, are unchanged.
EnerSys continues to improve its operating performance despite
modestly slowing volumes. For the second quarter of fiscal 2024
(ended Oct. 1, 2023), revenues were relatively flat compared with
the prior year period as sales growth in its Motive Power segment
was offset by declines in the Energy Systems and Specialty
segments. However, easing raw material pricing and supplier
constraints that hurt margins in fiscal 2023 have become a net
tailwind for the company, with S&P Global Ratings'-adjusted
last-12-months (LTM) EBITDA margins increasing approximately 320
basis points (bps) from the prior year period to 13.1%.
S&P said, "In addition, the company continues to benefit from U.S.
Inflation Reduction Act (IRA) tax credits recorded in cost of goods
sold, which we believe will likely support its performance in the
event of a prolonged economic downturn. Our rating on EnerSys also
reflects its strong market positions in the stored energy markets,
positive secular trends, and our forecast that it will maintain S&P
Global Ratings'-adjusted leverage below 3x."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario considers a default in 2028
amid a prolonged downturn in EnerSys' key Motive Power and Energy
Systems markets, resulting in pressure on volume and competitive
pricing.
-- S&P values the group on a going-concern basis, given its strong
brand names with leading market positions and strong replacement
sales that provide stable earnings.
Simulated default assumptions
Simulated year of default: 2028
EBITDA multiple: 5.5x
EBITDA at emergence: $265 million
Jurisdiction: U.S.
Simplified waterfall
-- Net enterprise value at default (after 5% administrative
costs): $1.387 billion
-- Valuation split (obligors/nonobligors): 60%/40%
-- Priority claims (accounts receivable securitization facility):
$153 million
-- Collateral value available to first-lien debt: $1.02 billion
-- Secured first-lien debt claims (not rated): $983 million
-- Value available to unsecured debt and pari passu deficiency
claims: $219 million
-- Senior unsecured debt claims: $617 million
--Recovery expectations: 30%-50% (rounded estimate: 35%)
Note: Debt amounts include six months of accrued interest that S&P
assumes will be owed at default. Collateral value includes asset
pledges from obligors (after priority claims) plus equity pledges
in nonobligors. S&P generally assumes usage of 85% for cash flow
revolvers at default.
ENVIVA INC: Inclusive, Jeffrey Ubben Lower Equity Stake to 4%
-------------------------------------------------------------
Inclusive Capital Partners, L.P. and Jeffrey W. Ubben disclosed in
a Schedule 13D/A filed with the Securities and Exchange Commission
that as of Dec. 28, 2023, they beneficially owned 2,969,862 shares
of common stock of Enviva Inc., representing 4 percent of the
Shares outstanding. The percentage was based upon 74,496,537
shares of Common Stock outstanding as of Nov. 3, 2023, as reported
in the Issuer's Quarterly Report for the quarterly period ended
Sept. 30, 2023, on Form 10-Q filed by the Issuer with the SEC on
Nov. 9, 2023.
Mr. Ubben holds 21,152 shares of Common Stock directly, which
shares were issued to Mr. Ubben pursuant to stock award grants and
upon vesting of previously reported restricted stock units that
were issued to Mr. Ubben for his previous service on the board of
directors of the Issuer and its predecessor. Mr. Ubben holds such
21,152 shares of Common Stock for the benefit of the In-Cap Funds
and indirectly for the benefit of In-Cap, and may, after vesting,
if applicable, transfer the shares of Common Stock directly to the
In-Cap Funds.
The Reporting Persons sold a total of $1.3 million shares on Dec.
28, 2023, and Dec. 29, 2023.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1592057/000090266423006088/p23-3093sc13da.htm
About Enviva
Enviva Inc. (NYSE: EVA) is a producer of industrial wood pellets, a
renewable and sustainable energy source produced by aggregating a
natural resource, wood fiber, and processing it into a
transportable form, wood pellets. Enviva owns and operates ten
plants with an expected annual production of approximately 5.0
million metric tons in Virginia, North Carolina, South Carolina,
Georgia, Florida, and Mississippi, and is constructing its 11th
plant in Epes, Alabama. Additionally, Enviva is planning
construction of its 12th plant, near Bond, Mississippi. Enviva
sells most of its wood pellets through long-term, take-or-pay
off-take contracts with customers located primarily in the United
Kingdom, the European Union, and Japan, helping to accelerate the
energy transition and to defossilize hard-to-abate sectors like
steel, cement, lime, chemicals, and aviation.
Enviva reported a net loss of $168.37 million in 2022, a net loss
of $145.27 million in 2021, and a net loss of $106.32 million in
2020.
In its Quarterly Report for the period ended Sept. 30, 2023, Enviva
said that it has incurred net losses of $257.8 million and $168.4
million for the nine months ended September 30, 2023 and the year
ended December 31, 2022, respectively, and negative cash flow from
operating activities of $25.6 million and $88.8 million,
respectively for the same periods. As of September 30, 2023, the
Company had $315.2 million in cash and cash equivalents, $125.5
million of restricted cash, and no availability under its revolving
credit facility, resulting in total liquidity of $440.7 million.
The Company's future profitability and liquidity are expected to be
negatively impacted by the following matters which have resulted in
substantial doubt about its ability to continue as a going concern.
F & B NEGOTIATIONS: Taps Fisher Auction Company as Broker
---------------------------------------------------------
F & B Negotiations, LLC, seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Fisher Auction
Company.
The Debtor requires the services of a broker and auctioneer to sell
its interest in four residential real properties located at
(1) 1836 14th Street W., Bradenton, Fla.;
(2) 925 Sunrise Road, Venice, Fla.;
(3) 1117 Rushmore Drive, Holiday, Fla.; and
(4) 2726 6th Avenue W., Bradenton, Fla.
Fisher proposes to partner with 1 Oak Real Estate to sell the
properties.
The firm has agreed to be compensated by a sale commission to be
paid out of a 7% buyer's premium that will be calculated on and
added to the final gross purchase price. The 7% buyer's premium
will be divided as follows:
(1) Fisher will receive 2% of the final bid prices as its
earned commission.
(2) 1 Oak Real Estate will receive 2% of the final bid prices
as its earned commission.
(3) If there is a broker representing the buyer, then such
broker will receive 2% of the final bid prices as its earned
commission. If there is no broker representing the buyer, Fisher
and 1 Oak Real Estate will receive the additional 2% and it will be
divided evenly.
(4) At closing for the sale of each property, the bankruptcy
estate will receive 1% of the final bid prices to help reimburse
the marketing campaign funds advanced.
The Debtor has agreed to advance up to $15,000 for the marketing
expenses.
As disclosed in court filings, Fisher is a "disinterested person"
pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Lamar Fisher
Fisher Auction Company
2112 East Atlantic Boulevard
Pompano Beach, FL 33062
Phone: (954) 942-0917
Fax: (954) 782-8143
Email: info@fisherauction.com
About F & B Negotiations
F & B Negotiations, LLC, a company in Lakewood Ranch, Fla., filed
Chapter 11 petition (Bankr. M.D. Fla. Case No. 23-01532) on April
19, 2023, with as much as $1 million to $10 million in both assets
and liabilities. David Fernandez, managing member, signed the
petition.
Judge Roberta A. Colton oversees the case.
The Law Offices of Benjamin Martin serves as the Debtor's
bankruptcy counsel.
FALCON LOGISTICS: Case Summary & Five Unsecured Creditors
---------------------------------------------------------
Debtor: Falcon Logistics, LLC
1046 Searcy Way, Unit B
Bowling Green, KY 42103
Business Description: The Debtor is part of the general freight
trucking industry.
Chapter 11 Petition Date: January 3, 2024
Court: United States Bankruptcy Court
Western District of Kentucky
Case No.: 24-10002
Debtor's Counsel: Robert C. Chaudoin, Esq.
HARLIN PARKER
519 E. 10th Street
P.O. Box 390
Bowling Green, KY 42102-0390
Tel: 270-842-5611
Fax: 270-842-2607
Email: chaudoin@harlinparker.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Justin Powers as owner.
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/NWIK6FQ/Falcon_Logistics_LLC__kywbke-24-10002__0001.0.pdf?mcid=tGE4TAMA
FCT-SM LLC: Hires Law Office of Corey B. Beck PC as Counsel
-----------------------------------------------------------
FCT-SM, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Nevada to employ The Law Office of Corey B. Beck, Esq.
as its attorney.
The firm will render these services:
a. institute, prosecute or defend any lawsuits, adversary
proceedings and contested matters arising out of the Debtor's
Chapter 11 case in which the Debtor may be a party;
b. assist in recovery and obtaining court approval for
recovery and liquidation of estate assets;
c. assist in determining the priorities and status of claims
and in filing objections thereto if necessary;
d. if applicable, assist in the preparation of a disclosure
statement and Chapter 11 plan;
e. perform all other legal services necessary to administer
the case.
The firm will be paid at these rates:
Attorney $400 per hour
Paralegal $125 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred.
Corey Beck, Esq., a partner at the Law Office of Corey B. Beck,
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:
Corey B. Beck, Esq.
THE LAW OFFICE OF COREY B. BECK, P.C.
425 South Sixth Street
Las Vegas, NV 89101
Tel: (702) 678-1999
Fax: (702) 678-6788
Email: becksbk@yahoo.com
About 21st Century Communities
21st Century Communities, Inc. is a Las Vegas-based company engaged
in activities related to real estate.
21st Century Communities sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 23-12047) on Aug. 23,
2022. In November 2022, an order dismissing the case was entered,
and in February 2023, the case was formally closed.
On May 19, 2023, 21st Century Communities and affiliates, FCT-MM,
LLC and FCT-SM, LLC, filed petitions under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. D. Nev. Lead Case No. 23-12047). At
the time of the filing, 21st Century Communities reported total
assets of $3,608,738 and total liabilities of $1,448,631.
Brian Shapiro, Esq., at the Law Office of Brian D. Shapiro, has
been appointed as Subchapter V trustee.
Judge Natalie M. Cox oversees the cases.
The Debtors are represented by Matthew L. Johnson, Esq., at Johnson
& Gubler, P.C.
FRANKLIN ENERGY: Seeks Preferred Equity to Replace Junior Debt
--------------------------------------------------------------
Erin Hudson and Carmen Arroyo of Bloomberg Law report that Franklin
Energy Services is looking to sell $125 million of preferred equity
that would replace existing junior debt, part of an effort to get
ahead of upcoming maturities and deleverage the business, according
to people with knowledge of the matter.
The Abry Partners-backed company has tapped Jefferies Financial
Group Inc. to arrange the financing, and the bank is already in
talks with multiple lenders, including private credit firms, said
the people, who asked not to be identified as the details are
private. Preferred equity investments usually yield double digits
and allow borrowers to pay interest in kind.
About Franklin Energy Services
Franklin Energy is a provider of outsourced energy efficiency
products, services, and software to utilities throughout the US.
The company is privately held by affiliates of private equity
sponsor ABRY Partners LLC. Management reported revenue of $267
million for the twelve months ended September 30, 2021.
FTX GROUP: SBF Won't Face 2nd Trial for Remaining Charges
---------------------------------------------------------
Peter Blumberg and Ava Benny-Morrison of Bloomberg News report that
fallen cryptocurrency king Sam Bankman-Fried won't face a second
trial on additional charges after the co-founder of FTX was
convicted of a massive fraud last month, prosecutors told a judge.
The government told US District Judge Lewis Kaplan in a letter
Friday, December 29, 2023, that in the interest of expediency it
would drop plans to try Bankman-Fried for conspiracy to bribe
foreign officials, commit bank fraud and operate an unlicensed
money transmitting business, among other charges.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
billion in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year.
According to Reuters, SBF shared a document with investors on Nov.
10, 2022, showing FTX had $13.86 billion in liabilities and $14.6
billion in assets. However, only $900 million of those assets were
liquid, leading to the cash crunch that ended with the company
filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel, FTI Consulting, Inc., as financial advisor, and
Jefferies LLC as the investment banker. Young Conaway Stargatt &
Taylor LLP is the Committee's Delaware and conflicts counsel.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
GALLERIA 2425: Seeks to Hire Baker & Associates as Attorney
-----------------------------------------------------------
Galleria 2425 Owner, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Baker &
Associates as its attorney.
The firm's services include:
a. analyzing the financial situation, and rendering advice and
assistance to the Debtor;
b. advising the Debtor with respect to its duties as debtor;
c. preparing and filing of all appropriate petitions,
schedules of assets and liabilities, statements of affairs,
answers, motions and other legal papers;
d. representing the Debtor at the first meeting of creditors
and such other services as may be required during the course of the
bankruptcy proceedings;
e. representing the Debtor in all proceedings before the Court
and in any other judicial or administrative proceeding where the
rights of the Debtor may be litigated or otherwise affected,
including all adversary proceedings in which the Debtor is a
plaintiff, defendant or otherwise a party or party in interest;
f. preparing and filing of a Disclosure Statement (if
required) and Chapter 11 Plan of Reorganization; and
g. assisting to the Debtor in any matters relating to or
arising out of the captioned case.
Prior to the filing of the case, the Debtor paid the firm the
amount of $15,000.
Reese Baker, Esq., an attorney at Baker & Associates, disclosed in
a court filing that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Reese W. Baker, Esq.
Baker & Associates
950 Echo Lane, Ste. 300
Houston, TX 770024
Telephone: (713) 869-9200
Facsimile: (713) 869-9100
Email: courtdocs@bakerassociates.net
About Galleria 2425 Owner, LLC
Galleria 2425 Owner, LLC is primarily engaged in renting and
leasing real estate properties.
Galleria 2425 Owner, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
23-34815) on Dec. 5, 2023. The petition was signed by Dward Darjean
as manager. At the time of filing, the Debtor estimated $10 million
to $50 million in assets and $50 million to $100 million in
liabilities.
Judge Jeffrey P. Norman presides over the case.
James Q. Pope, Esq. at THE POPE LAW FIRM represents the Debtor as
counsel.
GALLUS DETOX: U.S. Trustee Appoints Eric Huebscher as PCO
---------------------------------------------------------
Patrick Layng, the U.S. Trustee for Region 19, appointed Eric
Huebscher as patient care ombudsman for Gallus Detox Services,
Inc., and its affiliates.
Section 333 of the Bankruptcy Code directs that a patient care
ombudsman be appointed if a debtor is a health care business unless
the court finds that the appointment of such ombudsman is not
necessary for the protection of patients.
The ombudsman may be reached at:
Eric Huebscher, MBA, CPA, CFE, CPCP
Huebscher & Co.
301 East 87th Street, 20E
New York, NY 10128
Phone: (646) 584-3141
Mobile: (917) 763-3891
EFAX: 212-202-3503
Email: ehuebscher@huebscherconsulting.com
About Gallus Detox Services
Gallus Detox Services, Inc. offers treatment for individuals
struggling with substance abuse and substance use disorders. It is
based in Denver, Colo.
Gallus and its affiliates filed Chapter 11 petitions (Bankr. D.
Colo. Lead Case No. 23-15280) on Nov. 14, 2023. In the petition
signed by its chief executive officer, Warren Olsen, reported up to
$500,000 in assets and up to $10 million in liabilities.
Judge Joseph G. Rosania Jr. oversees the cases.
Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, P.C. represents
the Debtor as legal counsel.
GIRARDI & KEESE: Tom Girardi Competent to Stand Trial in Fraud Case
-------------------------------------------------------------------
Joyce E. Cutler and Holly Barker of Bloomberg Law report that
disbarred and indicted plaintiffs' attorney Thomas Girardi is
competent to assist in defending charges he defrauded clients,
professionals, and others of millions of dollars, a federal judge
ruled on Tuesday, January 2, 2023.
Judge Josephine L. Staton of the Central District of California
announced her decision in a docket entry, stating there that her
underlying order remains under seal pending the parties'
identification of those portions that should remain permanently
so.
Prosecutors accused the one-time high-flying attorney of
malingering in his bid to avoid trial. Girardi's federal public
defenders argued the former Girardi Keese principal was skilled at
hiding his cognitive decline. He was indicted by grand juries in
Los Angeles and Chicago one day apart earlier this year.
Girardi faces criminal contempt and wire fraud charges for
allegedly embezzling millions of dollars from Girardi Keese
clients, co-counsel, and other professionals in the 12-count
criminal indictment in Illinois and a five-count criminal
indictment in California. The sealed competency reports will be
shared with prosecutors and defense counsel in the Chicago
litigation.
Judge Mary Rowland of the US District Court for the Northern
District of Illinois agreed Sept. 20 to defer scheduling a trial
there pending the outcome of Girardi’s competency hearing at the
US District Court for the Central District of California.
Girardi on Sept. 13 swore at a prosecutor during the third day of
his compentency hearing. The federal prosecutor said the profane
retort shows the ex-attorney understands what's going on in court.
Evidentiary Standard
Mere cognitive decline isn’t the standard in determining whether
a defendant is competent to stand trial, the government said in a
post-trial brief. The court need only determine, by a preponderance
of the evidence, whether Girardi has a rational and factual
understanding of the proceedings and can consult with counsel with
a reasonable degree of rational understanding.
The evidence presented at the competency hearing "demonstrated that
defendant clearly has a rational and factual understanding of the
charges against him, and that he has the capacity to consult
meaningfully with his attorneys, if he so chooses. His insistence
on being unaware of his legal situation is willful and deliberate.
He can opt to participate meaningfully in these proceedings at any
time," the government argued.
Girardi and Christopher Kamon, the firm's former chief financial
officer, were indicted in LA.
Girardi, and Kamon, plus David Lira, a former firm attorney and
Girardi's son-in-law, were charged in Chicago with fraud and
criminal contempt in connection with embezzled awards to families
of victims who died in the 2018 crash of a Lion Air Boeing 737 MAX
off the coast of Indonesia.
Creditors forced Girardi Keese and Girardi individually into
bankruptcy. More than three-quarters of a billion dollars in claims
were made against the firm and individual estate, with dozens of
adversary proceedings filed by bankruptcy estate trustees to claw
back millions.
The federal Public Defender's office represents Girardi. The US
Attorney's Office for the Central District of California represents
the government.
The case is United States v. Girardi, C.D. Cal., No. 2:23-cr-00047,
Docket Entry 1/2/24.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese.
It served clients in California in a variety of legal areas. It
was known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter
7 trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
GLOBAL CITIES: Case Summary & Two Unsecured Creditors
-----------------------------------------------------
Debtor: Global Cities GLT, LLC
561 Chateaux Bourne Drive
Barrington, IL 60010
Business Description: The Debtor owns condominiums located at 105,
106, 107, 109, 110 Oceans Circle, Daytona
Beach, FL valued at $3.27 million.
Chapter 11 Petition Date: January 4, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-00034
Judge: Hon. Lori V Vaughan
Debtor's Counsel: Walter J. Snell, Esq.
SNELL AND SNELL, P.A.
436 N Peninsula Drive
Daytona Beach, FL 32118
Tel: 386-255-5334
Fax: 386-255-5335
Email: snellandsnell@mindspring.com
Total Assets: $3,303,000
Total Liabilities: $3,477,899
The petition was signed by Clifton Onolfo as manager.
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/35J5HOQ/Global_Cities_GLT_LLC__flmbke-24-00034__0001.0.pdf?mcid=tGE4TAMA
GLOBAL WOUND: Salvatore LaMonica Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 2 appointed Salvatore LaMonica, Esq.,
at LaMonica Herbst & Maniscalco, LLP, as Subchapter V trustee for
Global Wound Care Products, Inc.
Mr. LaMonica will be paid an hourly fee of $675 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. LaMonica declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Salvatore LaMonica, Esq.
LaMonica Herbst & Maniscalco, LLP
3305 Jerusalem Avenue, Suite 201
Wantagh, NY 11793
Phone: 516-826-6500
Email: sl@lhmlawfirm.com
About Global Wound Care Products
Global Wound Care Products, Inc. is a home health care services
provider in Oceanside, N.Y.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-74803) on December 26,
2023, with $119,717 in assets and $1,056,051 in liabilities. Elena
Rudish, vice president, signed the petition.
Judge Robert E. Grossman oversees the case.
Heath S. Berger, Esq., at Berger, Fischoff, Shumer, Wexler &
Goodman, LLP represents the Debtor as legal counsel.
GOUGER OIL: Gets OK to Hire Martin & Drought as Legal Counsel
-------------------------------------------------------------
Gouger Oil Company LLC received approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Martin &
Drought, P.C. to serve as legal counsel in its Chapter 11 case.
The hourly rates charged by Martin & Drought range from $200 to
$500 for attorneys' services and from $100 to $125 for paralegal
services. The hourly rate for lead attorney, Michael Colvard, Esq.,
is $500.
Mr. Colvard disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor's estate.
The firm can be reached through:
Michael G. Colvard, Esq.
Martin & Drought, P.C.
Weston Centre
112 East Pecan Street, Suite 1616
San Antonio, TX 78205
Tel: (210) 220-1334
Fax: (210) 227-7924
Email: mcolvard@mdtlaw.com
About Gouger Oil Company LLC
Gouger Oil Company LLC sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-51752) on
Dec. 15, 2023, listing $100,001 to $500,000 on both assets and
liabilities. Michael G. Colvard, Esq. at Martin & Drought, PC
represents the Debtor as counsel.
GRUN PROPERTIES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Grun Properties LLC
197 Gray Road
Cumberland Center, ME 04021
Business Description: The Debtor offers for sale Class A
professional office condominiums.
Chapter 11 Petition Date: January 4, 2024
Court: United States Bankruptcy Court
District of Maine
Case No.: 24-20002
Judge: Hon. Peter G. Cary
Debtor's Counsel: George J Marcus, Esq.
MARCUS CLEGG
16 Middle Street Unit 501A
Portland, ME 14101
Tel: (207) 828-8000
Email: bankruptcy@marcusclegg.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Marlene Eaton, sole member and manager
of Grun Properties, LLC.
A copy of the Debtor's list of 20 largest unsecured creditors is
now available for download at PacerMonitor.com.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/LKMKVJQ/Grun_Properties_LLC__mebke-24-20002__0001.0.pdf?mcid=tGE4TAMA
GULFSLOPE ENERGY: Delays Annual Report for FY Ended Sept. 30
------------------------------------------------------------
GulfSlope Energy, Inc. filed a Form 12b-25 with the Securities and
Exchange Commission notifying the delay in the filing of its Annual
Report on Form 10-K for the year ended Sept. 30, 2023.
The Company was unable to file the subject report in a timely
manner because the Company was not able to complete timely its
financial statements without unreasonable effort or expense. The
Company undertakes the responsibility to file such report no later
than the fifth calendar day following the prescribed due date.
About Gulfslope
Headquartered in Houston, Texas, Gulfslope Energy, Inc. --
http://www.gulfslope.com-- is an independent crude oil and natural
gas exploration and production company whose interests are
concentrated in the United States Gulf of Mexico federal waters.
GulfSlope Energy commenced commercial operations in March 2013.
Gulfslope Energy, Inc. reported a net loss of $8.70 million for the
year ended Sept. 30, 2022, compared to a net loss of $2.23 million
for the year ended Sept. 30, 2021. As of Sept. 30, 2022, the
Company had $5.47 million in total assets, $13.99 million in total
liabilities, and a total stockholders' deficit of $8.52 million.
In its Quarterly Report for the three months ended June 30, 2023,
Gulfslope Energy disclosed that it has incurred accumulated losses
of $69.8 million as of June 30, 2023, has negative working capital
of $14.7 million, and generated losses of $0.94 million for the
nine months ended June 30, 2023. The Company also disclosed that
further losses are anticipated in developing its business and as a
result, there exists substantial doubt about its ability to
continue as a going concern.
HARBOR CUSTOM: Hires Cairncross & Hempelmann as Legal Counsel
-------------------------------------------------------------
Harbor Custom Development, Inc. and affiliates seek approval from
the U.S. Bankruptcy Court for the Western District of Washington to
employ Cairncross & Hemplemann, P.S. as its general bankruptcy
counsel.
The firm's services include:
a. advising with respect to its powers and duties as a
debtor-in-possession in the continued management and operation of
its business;
b. attending meetings and negotiating with representatives of
creditors and other interested parties;
c. taking all necessary actions to protect and preserve the
Debtors' estate, including the prosecution of actions on its
behalf, the defense of any action commenced against it in this
Court, negotiations concerning litigation in which it is involved,
and objections and resolutions of claims filed against the estate;
d. preparing on behalf of the Debtors all motions,
applications, answers, orders, reports, and papers necessary for
the administration of the estate;
e. negotiating and preparing on behalf of the Debtors a plan
of reorganization, disclosure statement, and all related agreements
and/or documents, and taking any necessary action on behalf of HCDI
to obtain confirmation of such plan;
f. representing the Debtors in connection with obtaining
authorization to use cash collateral, if required;
g. advising the Debtors in connection with any potential sale
of assets, if required;
h. appearing before this Court and the United States Trustee,
and protecting the interests of the Debtors' estate before same;
and
i. performing all other necessary or appropriate legal
services and providing all other necessary or appropriate legal
advice to the Debtors in connection with this case.
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.
The firm received from the Debtor a retainer of $20,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Aditi Paranjpye, Esq., a partner at Cairncross & Hempelmann, P.S.,
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:
Aditi Paranjpye, Esq.
Cairncross & Hempelmann, P.S.
524 2nd Ave, Suite 500
Seattle, WA 98104
Tel: (206) 587-0700
Fax: (206) 587-2308
About Harbor Custom Development, Inc.
Harbor Custom Development, Inc. is a real estate development
company involved in all aspects of the land development cycle,
including land acquisition, entitlement, development, construction
of project infrastructure, home and apartment building
construction, marketing, and sales of various residential
projects.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-42180) on December
11, 2023. In the petition signed by Shelly Crocker, chief
restructuring officer, the Debtor disclosed $223,981,000 in assets
and $172,528,500 in liabilities.
Judge Mary Jo Heston oversees the case.
Aditi Paranjpye, Esq., at CAIRNCROSS & HEMPELMANN, P.S., represents
the Debtor as legal counsel.
HARBOR CUSTOM: Seeks to Hire Polsinelli PC as Conflicts Co-Counsel
------------------------------------------------------------------
Harbor Custom Development, Inc. and affiliates seek approval from
the U.S. Bankruptcy Court for the Western District of Washington to
employ Polsinelli PC as their conflicts bankruptcy local counsel.
Polsinelli's role is to support Levene Neale Bender Yoo &
Golubchik, LLP by providing insight and recommendations as to local
practice and implementing litigation strategies. Polsinelli will
also be prepared to handle any matter in the event Levene Neale
Bender Yoo & Golubchik, LLP is unavailable, or if a conflict should
arise.
Polsinelli's standard hourly rate are:
Shareholders: Jane Pearson $810
Randye Soref $1,062
Associates: Tanya Behnam $616.50
Paraprofessionals: Various $432
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jane Pearson, Esq., a shareholder at Polsinelli PC, 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:
Jane E. Pearson, Esq.
POLSINELLI PC
1000 Second Avenue, Suite 3500
Seattle, WA 98104
Phone: (206) 393-5415
Email: jane.pearson@polsinelli.com
About Harbor Custom Development, Inc.
Harbor Custom Development, Inc. is a real estate development
company involved in all aspects of the land development cycle,
including land acquisition, entitlement, development, construction
of project infrastructure, home and apartment building
construction, marketing, and sales of various residential
projects.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-42180) on December
11, 2023. In the petition signed by Shelly Crocker, chief
restructuring officer, the Debtor disclosed $223,981,000 in assets
and $172,528,500 in liabilities.
Judge Mary Jo Heston oversees the case.
Aditi Paranjpye, Esq., at CAIRNCROSS & HEMPELMANN, P.S., represents
the Debtor as legal counsel.
HARBOR CUSTOM: Taps Levene Neale Bender as Conflicts Co-Counsel
---------------------------------------------------------------
Harbor Custom Development, Inc. and affiliates seek approval from
the U.S. Bankruptcy Court for the Western District of Washington to
employ Levene, Neale, Bender, Yoo & Golubchik L.L.P. as their
conflicts counsel.
The firm will handle all bankruptcy matters that arise in the
Debtors' Chapter 11 cases that involve the Sound Entities,
including, but not limited to, cash collateral, financing, sale and
plan of reorganization matters.
The firm will be paid at these hourly rates:
2023 2024
Attorneys $450 to $690 $495 to $725
Paraprofessionals $295 300
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
Eve Karasik, Esq., a partner at Levene, disclosed in a court filing
that his firm is a "disinterested person" pursuant to Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
Eve H. Karasik, Esq.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK, LLP
2818 La Cienega Avenue
Los Angeles, CA 90034
Phone: (310) 229-1234
Email: ehk@lnbyg.com
About Harbor Custom Development, Inc.
Harbor Custom Development, Inc. is a real estate development
company involved in all aspects of the land development cycle,
including land acquisition, entitlement, development, construction
of project infrastructure, home and apartment building
construction, marketing, and sales of various residential
projects.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-42180) on December
11, 2023. In the petition signed by Shelly Crocker, chief
restructuring officer, the Debtor disclosed $223,981,000 in assets
and $172,528,500 in liabilities.
Judge Mary Jo Heston oversees the case.
Aditi Paranjpye, Esq., at CAIRNCROSS & HEMPELMANN, P.S., represents
the Debtor as legal counsel.
HEARTLAND CABINETRY: Taps Fox Rothschild as Bankruptcy Counsel
--------------------------------------------------------------
Heartland Cabinetry and Furniture, Inc. seeks approval from the
U.S. Bankruptcy Court for the Northern District of Texas to employ
Fox Rothschild LLP as its attorney.
The firm's services include:
a. advising Debtor of its rights and obligations and
performance of its duties during administration of this Chapter 11
Case;
b. attending meetings and negotiations with other parties in
interest on Debtor's behalf in this Chapter 11 Case;
c. taking all necessary actions to protect and preserve
Debtor's estate including: the prosecution of actions, the defense
of any actions taken against Debtor, negotiations concerning all
litigation in which Debtor is involved, and objecting to claims
filed against the estate which are believed to be inaccurate;
d. seeking this Court's approval of a sale of substantially
all of the Debtor's assets and confirmation of a plan of
reorganization, and all papers and pleadings related thereto and in
support thereof and attending court hearings related thereto;
e. representing Debtor in all proceedings before this Court or
other courts of jurisdiction in connection with this Chapter 11
Case, including preparing and/or reviewing all motions, answers and
orders necessary to protect Debtor's interests;
f. assisting Debtor in developing legal positions and
strategies with respect to all facets of this proceeding;
g. preparing on Debtor's behalf necessary applications,
motions, answers, orders and other documents; and
h. performing all other legal services for Debtor in
connection with this Chapter 11 Case and other general corporate
and litigation matters, as may be necessary.
Fox Rothschild received two retainers, each in the amount of
$25,000.
The firm will be paid at these rates:
2023 as of 1/1/24
Trey A. Monsour, Partner $825 $920
M. Kevin McCarrell, Partner $510 $545
Marcia Steen, Paralegal $435 $460
Robin Solomon, Paralegal $460 $495
Partners $310 to $1525 $345 to $1890
Counsel $245 to $850 $325 to $1205
Associates $240 to $585 $225 to $725
Legal Assistants/Paralegals $105 to $445 $110 to $5255
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Trey Monsour, Esq., Esq., a partner at Fox Rothschild 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:
Trey Monsour, Esq.
FOX ROTHSCHILD LLP
2501 N. Harwood St., Suite 1800
Dallas, TX 75201
Tel: (972) 991-0889
E-mail: tmonsour@foxrothschild.com
About Heartland Cabinetry and Furniture
Heartland Cabinetry and Furniture, Inc. is a cabinet manufacturer
in Arlington, Texas.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-43797) on December 8,
2023. In the petition signed by J. Marcus Scrudder, president, the
Debtor disclosed $1,027,237 in assets and $3,483,204 in
liabilities.
Judge Edward L Morris oversees the case.
Trey A. Monsour, Esq., at Fox Rothschild LLP, represents the Debtor
as legal counsel.
HEYWOOD HEALTHCARE: Joseph Tomaino Submits First PCO Report
-----------------------------------------------------------
Joseph Tomaino, the duly appointed patient care ombudsman, filed
with the U.S. Bankruptcy Court for the District of Massachusetts
his first report regarding the quality of patient care provided by
Heywood Healthcare, Inc.
Heywood is a multi-site medical provider which include Heywood
Hospital, a 134-bed community hospital located in Gardner, Mass.;
Athol Hospital, a critical access hospital located in Athol, Mass.;
and Heywood Medical Group with multiple office locations in the
community.
The PCO and his assistant interviewed select staff from a variety
of disciplines at Heywood Hospital, the Athol Hospital, and one of
the Heywood Medical Group sites, where staff at both hospital
locations did not uncover any changes in staffing patterns since
the bankruptcy filing, and staff who were interviewed report
staffing is adequate.
The PCO observed that the storage room seemed well stocked and
organized. Materials management staff said they were only
experiencing issues not related to bankruptcy. Controls and
communication in place for staff to understand work arounds. The
manager responsible for supply chain reports that most vendors have
been cooperative and that he tries to be proactive in communicating
with them.
During the period since appointment, the PCO has received only one
complaint. That call came from a community member who was concerned
that the PCO website posting only requested patient complaints and
not compliments, and that this was not a fair representation of the
esteem that Heywood Healthcare is held by the community. The PCO
explained that he had observed evidence of that esteem and would
include it in his report.
The PCO asserts that no reports or complaints were received through
the PCO website. During weekly calls with Senior Director, Quality
and Risk, Corporate Compliance Officer, complaints received by the
organization are reviewed for any relevance to the bankruptcy.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=1hWYR1 from PacerMonitor.com.
The ombudsman may be reached at:
Joseph J. Tomaino
Chief Executive Officer
Grassi Healthcare Advisors, LLC
750 Third Avenue
New York, NY 10017
Phone: 212-223-5020
Email: jtomaino@grassihealthcareadvisors.com
About Heywood Healthcare
Heywood Healthcare, Inc. is a non-profit community-owned hospital
in Gardner, Mass.
Heywood Healthcare and its affiliates filed Chapter 11 petitions
(Bankr. D. Mass. Lead Case No. 23-40817) on Oct. 1, 2023. In the
petition signed by its chief executive officer, Thomas Sullivan,
Heywood Healthcare disclosed up to $500,000 in assets and up to
$50,000 in liabilities.
Judge Elizabeth D. Katz oversees the cases.
John M. Flick, Esq., at Flick Law Group, PC represents the Debtors
as counsel.
The U.S. Trustee for Region 1 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Dentons Bingham Greenebaum, LLP and Dentons US,
LLP as its legal counsel.
Joseph J. Tomaino is the patient care ombudsman appointed in the
Debtors' cases.
HUMANIGEN INC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Humanigen, Inc.
533 Airport Boulevard
Suite 400
Burlingame, CA 94010
Business Description: Humanigen is a clinical stage
biopharmaceutical company, developing its
portfolio of proprietary Humaneered
anti-inflammatory immunology and immuno-
oncology monoclonal antibodies.
Chapter 11 Petition Date: January 3, 2024
Court: United States Bankruptcy Court
District of Delaware
Case No.: 24-10003
Debtor's Counsel: M. Blake Cleary, Esq.
Brett Haywood, Esq.
Aaron H. Stulman, Esq.
POTTER ANDERSON & CORROON LLP
1313 North Market Street, Sixth Floor
Wilmington DE 19801
Tel: (302) 984-6000
Email: bcleary@potteranderson.com
bhaywood@potteranderson.com
astulman@potteranderson.com
Debtor's
Investment
Banker: SC&H GROUP, INC.
Total Assets as of Dec. 29, 2023: $521,000
Total Debts as of Dec. 29, 2023: $44,131,000
The petition was signed by Ronald Barliant as independent
director.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/QVQKOKI/Humanigen_Inc__debke-24-10003__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Patheon Biologics LLC Trade Debt $24,899,110
4766 Laguardia Drive
St. Louis, MO 63134
Contact: General Counsel
Phone: (314) 426-5000
Email: psg.accounts.stlouis@thermofisher.com
2. Chime Biologics (Wuhan) Trade Debt $7,394,719
Co. Ltd.
No. 388 Gaoxin Road (No. 2)
East Lake Hi-Tech Development Zone
Hubei Province
Contact: Vivian Deng
Phone: +86-027-87879208
Email: vdeng@chimebiologics.com
3. LSCS Holdings, Inc. Trade Debt $4,769,205
190 N Milwaukee St.
Milwaukee, WI 53202
Contact: Marie Ruiz
Phone: (414) 434-4600
Email: marie.ruiz@eversana.com
4. Hogan Lovells US LLP Trade Debt $1,110,634
Columbia Square
555 Thirteenth Street, NW
Washington, DC 20004
Contact: Alan Dye
Phone: (202) 637-5600
Email: alan.dye@hoganlovells.com
5. Polsinelli PC Trade Debt $792,182
1401 I Street, N.W.
Washington, DC 20005
Contact: Kevin Vold
Phone: (202) 626-8357
Email: kvold@polsinelli.com
6. Lonza Sales Ltd Trade Debt $752,580
Munchensteinerstrasse 38
Basil 8001
Switzerland
Contact: Jaime Okray
Phone: (603) 610-5162
Email: jaime.okray@lonza.com
7. Marken LLP Trade Debt $603,643
215 W. Bridgewater Rd
Bridgewater Business Park
Aston, PA 19014
Contact: Kimberly Meinen
Phone: (858) 432-9370
Email: kimberley.meinen@marken.com
8. CTI Clinical Trial Trade Debt $594,073
Services, Inc.
100 E. RiverCenter Blvd.
Suite 1600
Covington, KY 41011
Contact: Michael Karwisch
Phone: (513) 598-9290
Email: mkarwisch@ctifacts.com
9. Charles River Laboratiries- Trade Debt $491,178
Ashland (IL)
251 Ballardvale Street
Wilmington, MA 01887
Contact: James Williams
Phone: (781) 222-6502
Email: james.williams@crl.com
10. Catalent Pharma Solutions - Trade Debt $361,604
Gala (Madison)
726 Heartland Trail
Madison, WI 53717
Contact: Mary Engler, Ph. D.
Phone: (608) 590-7588
Email: mary.engler@catalent.com
11. Universitat Zurich Trade Debt $350,000
Hirschengraben 48
Zurich 8001
Switzerland
Contact: Sandra Campigotto
Phone: +41-44-634 44 01
Email: campigotto@unitectra.ch
12. Pearl Cohen Zedek Latzer Trade Debt $216,451
Baratz LLP
7 Times Square
19th Floor
New York, NY 10036
Contact: Mark Cohen
Phone: (646) 878-0804
Email: mcohen@pearlcohen.com
13. Catalent Indiana, LLC Trade Debt $202,079
1300 S. Patterson Dr.
Bloomington, IL 47403
Contact: Mary Engler, PH, D.
Phone: (608) 590-7588
Email: mary.engler@catalent.com
14. Vince & Associates Trade Debt $168,931
10103 Metcalf Avenue
Overland Park, KS 66212
Contact: Bradley D. Vince, D.O.
Phone: (913) 696-1601
Email: jcabana@altasciences.com
15. Catalent Pharma Solutions, LLC Trade Debt $123,279
726 Heartland Trail
Madison, WI 53717
Contact: Mary Engler, Ph. D.
Phone: (608) 590-7588
Email: mary.engler@catalent.com
16. Biowa, Inc. Trade Debt $100,000
212 Carnegie Center, Suite 101
Princeton, NJ 08540
Contact: Achilles Vergis
Phone: (908) 230-2900
Email: vergis.achilles@biowa.com
17. Bryan Garnier Securities, LLC Trade Debt $78,647
750 Lexington Avenue
New York, NY 10022
Contact: Pierre Kiecolt-Wahl
Phone: +33 6 17 94 02 10
Email: pkiecoltwahl@bryangarnier.com
18. Morvillo Abramowitz Grand Trade Debt $69,681
Iason & Anello P.C.
565 Fifth Avenue
New York, NY 10017
Contact: Daniel C. Lamagna
Phone: (212) 856-9600
Email: dlamagna@maglaw.com
19. Pharmaceutical Research Trade Debt $68,221
Assoc., Inc. (PRA)
PO Box 200072
Dallas, TX 75320-0072
Contact: Jessica Spain
Phone: (434) 951-3958
Email: spainjessica@prahs.com
20. Shook, Hardy & Bacon L.L.P. Trade Debt $67,479
2555 Grand Blvd.
Kansas City, MO 64108
Contact: Marc Miles
Phone: (949) 975-1742
Email: mmiles@shb.com
JAGUAR HEALTH: Iliad Research, 3 Others Report 9.6% Equity Stake
----------------------------------------------------------------
Iliad Research and Trading, LP, Iliad Management, LLC, Fife
Trading, Inc., and John M. Fife disclosed in a Schedule 13G filed
with the Securities and Exchange Commission that as of Dec. 29,
2023, they beneficially owned 4,875,000 shares of common stock of
Jaguar Health, Inc., representing 9.6 percent based on the
50,755,580 shares outstanding on Nov. 14, 2023 (as reported in the
Issuer's 10-Q filed on that date). A full-text copy of the
regulatory filing is available for free at:
https://www.sec.gov/Archives/edgar/data/1585608/000156761923007925/doc1.htm
About Jaguar Health
Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial
stage pharmaceuticals company focused on developing novel,
sustainably derived gastrointestinal products on a global basis.
The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc.,
focuses on developing and commercializing proprietary human
gastrointestinal pharmaceuticals for the global marketplace from
plants used traditionally in rainforest areas. Its Mytesi
(crofelemer) product is approved by the U.S. FDA for the
symptomatic relief of noninfectious diarrhea in adults with
HIV/AIDS on antiretroviral therapy.
Jaguar Health reported a net loss of $48.39 million for the year
ended Dec. 31, 2022, compared to a net loss of $52.60 million for
the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$47.45 million in total assets, $48.81 million in total
liabilities, and a total stockholders' deficit of $1.35 million.
The Company disclosed in a Form 10-Q Report for the quarterly
period ended September 30, 2023, that there is substantial doubt
about its ability to continue in existence as a going concern.
According to the Company, it has incurred recurring operating
losses and negative cash flows from operations since its inception
and has an accumulated deficit of $299.1 million as of September
30, 2023.
JJB DC: Trustee Taps Hirschler Fleischer as Bankruptcy Counsel
--------------------------------------------------------------
Lawrence A. Katz, the chapter 11 trustee for the bankruptcy estate
of JJB D.C., Inc., seeks approval from the U.S. Bankruptcy Court
for the District of Columbia to employ Hirschler Fleischer, P.C. as
his bankruptcy counsel.
The firm will investigate and recover assets of the bankruptcy
estate, assist the Trustee in fulfilling all of his
responsibilities, and provide legal assistance at the Trustee's
request.
The current hourly rates of attorneys who will perform these
services are:
Lawrence A. Katz $620
Robert R. Vieth $650
Kristen E. Burgers $515
Mihir V. Elchuri $440
Allison P. Klena $340
In addition, the firm will seek reimbursement for expenses
incurred
Kristen Burgers, Esq., an attorney at Hirschler Fleischer,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Kristen E. Burgers, Esq.
Robert R. Vieth, Esq.
Hirschler Fleischer, PC
1676 International Drive, Suite 1350
Tysons, VA 22102
Telephone: (703) 584-8900
Facsimile: (703) 584-8901
Email: kburgers@hirschlerlaw.com
rvieth@hirschlerlaw.com
About JJB D.C., Inc.
JJB D.C., Inc. is a telecommunications contracting group
predominantly serving Maryland, Virginia, and the District of
Columbia. It also performs services in surrounding states upon
request.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.D.C. Case No. 23-00214) on August 2,
2023. In the petition signed by Bruce Stuart Boone, Sr., its
president, the Debtor disclosed up to $50 million in both assets
and liabilities.
Whiteford, Taylor, and Preston LLP is the Debtor's legal counsel;
Martin Law Group, PC is its conflicts counsel; and Meridian
Management Partners is its financial advisor.
JLM COUTURE: Continued Operations to Fund Plan
----------------------------------------------
JLM Couture, Inc., filed with the U.S. Bankruptcy Court for the
District of Delaware a Subchapter V Plan of Reorganization dated
January 2, 2024.
The Debtor is a leader in the bridal design and manufacturing
industry, operating as a multilabel bridal house engaged in the
design, manufacture, and distribution of bridal gowns and
bridesmaids dresses.
The Debtor is a corporation organized under the laws of Delaware.
There are approximately 91 shareholders owning the Debtor's
outstanding common stock, with 64% of those shares being owned by
the Debtor's President and CEO, Joseph L. Murphy.
The Debtor's operations were primarily affected by the active and
contentious litigation with one of its former designers.
Compounding the difficulties experienced by the Debtor from these
operational issues and by the problems associated with operating in
New York City, the Debtor has been hit hard by the general downturn
in the wedding gown retail business due to the COVID-19 pandemic.
Additionally, the pandemic, as well as the global supply chain
issues have caused delays in filling orders. While the Debtor has
taken steps to reduce its expenses, it has not been able to regain
solvency.
To allow the Debtor to continue operating, the Debtor instituted a
reduction in staff and operations and now believes that it will be
able to operate for the foreseeable future without the immediate
need for additional financing.
The Debtor has taken a number of steps in the Chapter 11 Case to
implement its restructuring. Prior to the Petition Date, the Debtor
began the process of analyzing its operations and determined, in
its business judgment, that certain operations could be reduced or
outsourced. These reductions have continued through the bankruptcy
proceedings. Further, the Debtor, in its business judgment,
significantly reduced its workforce and members of management have
voluntarily reduced their salaries, allowing the Debtor to focus
its resources away from burdensome salaries.
Under the Plan, the Debtor will devote all of its projected
Disposable Income toward the payment of Creditors. The Plan will be
funded with the funds that are not for the payment of expenditures
necessary for the continuation, preservation, or operation of the
business of the Debtor. The Plan provides for payment of
Administrative Expenses and Priority Tax Claims in accordance with
the Bankruptcy Code, and projects payment to Allowed General
Unsecured Claims. Furthermore, Holders of Equity Interests will
retain their Equity Interests as they existed on the Commencement
Date.
Class 2 consists of General Unsecured Claims. Except to the extent
that a Holder of an Allowed General Unsecured Claim agrees to a
different treatment, all Allowed General Unsecured Claims shall be
paid pro rata in quarterly installments from Disposable Income
commencing in Q2 2024 and ending on the Last Distribution Date. The
allowed unsecured claims total $1,952,988.83. This Class is
impaired.
Class 3 consists of Equity Interests. Equity Interest Holders shall
maintain existing Equity Interest.
The Plan will be funded by the proceeds realized from the
operations of the Debtor. On Confirmation of the Plan, all property
of the Debtor, tangible and intangible, including, without
limitation, will revert, free and clear of all Claims and Equitable
Interests except as provided in the Plan, to the Debtor.
A full-text copy of the Subchapter V Plan dated January 2, 2024 is
available at https://urlcurt.com/u?l=jCSzxk from PacerMonitor.com
at no charge.
Counsel to the Debtor:
Kevin S. Mann, Esq.
Cross & Simon, LLC
1105 N. Market Street, Suite 901
Wilmington, DE 19801
Telephone: (302) 777-4200
Email: kmann@crosslaw.com
About JLM Couture
JLM Couture, Inc., operates a bridal design and manufacturing
business in New York. It operates 12 collections, nine of which
are bridal lines, one bridesmaid line and one flower girl line.
JLM Couture filed its voluntary petition for relief under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. D. Del. Case No.
23-11659) on Oct. 2, 2023, with $2,850,196 in total assets and
$2,115,305 in total liabilities. Joseph L. Murphy, president,
signed the petition.
Judge J. Kate Stickles oversees the case.
The Debtor tapped Cross & Simon, LLC as its legal counsel.
KBR INC: Moody's Rates New Secured First Lien Term Loan 'Ba1'
-------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to KBR, Inc.'s new
senior secured first lien term loan B due 2031 and a Ba1 rating to
KBR's new senior secured first lien revolving credit facility due
2029. All other ratings, including the Ba2 Corporate Family Rating,
Ba2-PD Probability of Default Rating, SGL-2 Speculative Grade
Liquidity Rating ("SGL"), Ba1 senior secured bank credit facility
ratings, and Ba3 senior unsecured notes ratings are unchanged. The
outlook remains stable.
Proceeds from the new term loan B will be used to refinance KBR's
existing term loan B due 2027 and to pay down existing revolver
borrowings.
RATINGS RATIONALE
The Ba2 CFR reflects KBR's established market position with strong
capabilities in project and infrastructure management. Most the
company's revenue is generated from government services, but the
company is growing its business within the sustainable technologies
segment that will diversify and improve profitability margins.
KBR's ratings also reflect the company's exposure to program
concentration in certain government markets. As well, KBR's
increasing focus on sustainable and cleaner technologies, while
enhancing growth prospects, nonetheless reflects a pivot from its
legacy business and presents execution risk.
The stable outlook reflects Moody's expectation that KBR will
continue to build scale while maintaining leverage within the mid
3x range with good liquidity.
KBR's SGL-2 rating reflects its good liquidity. Liquidity sources
include $348 million of cash as of September 30, 2023, and
effectively full available under the amended and extended $1
billion revolving credit facility on close of the refinancing
transactions. In addition, Moody's expect the company to generate
over $300 million of free cash annually over the next several
years.
The Ba1 ratings for KBR's senior secured term loans and revolving
credit facility are one notch above the CFR. This reflects their
seniority and first lien security interest in substantially all
assets of the company. The Ba3 rating for the company's senior
unsecured notes is one notch below the CFR. This reflects their
first loss position relative to the bank facilities.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to a ratings downgrade include the
undertaking of more aggressive financial policies, the incurrence
of significant project charges or margin pressure. Debt-to-EBITDA
above 4.5x or free cash flow-to-debt below 10% could also result in
a downgrade.
Factors that could lead to an upgrade of the ratings include
evidence of increased scale and portfolio diversity in KBR's
businesses. An upgrade would also be supported by EBITDA margin
maintained in the double digits range, debt-to-EBITDA sustained
below 3.5x and free cash flow-to-debt above 15%.
The principal methodology used in these ratings was Aerospace and
Defense published in October 2021.
KBR, Inc., headquartered in Houston, Texas, is a global provider of
differentiated professional services and technologies spanning
government, defense and industrial sectors. Revenue for the twelve
months ended September 30, 2023 was approximately $6.8 billion.
LAFLEUR WAY: Property Owner Files Subchapter V Case
---------------------------------------------------
Lafleur Way LLC filed for chapter 11 protection in the Eastern
District of California.
The Debtor disclosed $950,000 in total assets against $550,450 in
liabilities, solely on account of a secured debt to The Mortgage
Law Firm,
PLC. The Debtor owns the property at 1078 La Fluer Way,
Sacramento, CA 95831, valued at $950,000.
About Lafleur Way LLC
Lafleur Way LLC is a limited liability company in California.
LaFleur Way LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 23-24610) on
December 23, 2023.
In the petition signed by Carl Dexter, as manager, the Debtor
estimated assets and liabilities between $500,000 and $1 million
each. The petition states funds will not be available to unsecured
creditors.
The Honorable Bankruptcy Judge Ronald H Sargis oversees the case.
The Debtor is represented by:
Peter G. Macaluso, Esq.
1078 Lafleur Way
Sacramento, CA 95831
LION STAR: Court Directs U.S. Trustee to Appoint PCO
----------------------------------------------------
Judge Mark Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas directed the U.S. Trustee to appoint a patient
care ombudsman for Lion Star Nacogdoches Hospital, LLC.
The bankruptcy judge finds that the provisions of Section 333(a)(1)
of the Bankruptcy Code for appointment of a patient care ombudsman
apply to Lion Star Nacogdoches Hospital, LLC after having filed its
bankruptcy petition, indicating that it operates a health care
business.
Judge Mullin further ordered that the patient care ombudsman
shall:
* Monitor the quality of care provided to patients or clients
of Lion Star to the extent necessary under the circumstances,
including interviewing patients, physicians, and health care
providers;
* Report not later than 60 days after the date of their
appointment, and no less frequently than at 60-day intervals
thereafter, to the court after notice to the parties-in-interest,
at a hearing or in writing, on the quality of patient/client care
at and by Lion Star;
* Immediately notify the court, United States Trustee, and
parties-in-interest by motion or written report, if the patient
care ombudsman determines that the quality of patient/client care
provided by Lion Star is not adequate, deteriorating, or otherwise
materially compromised;
* Maintain any information obtained by the patient care
ombudsman under Section 333 of the Bankruptcy Code that relates to
the patients/clients (including information related to the patient
records) as confidential information.
About Lion Star Nacogdoches Hospital
Lion Star Nacogdoches Hospital, LLC is a provider of healthcare
services based in Nacogdoches, Texas.
The Debtor filed Chapter 11 petition (Bankr. N.D. Texas Case No.
23-43535) on Nov. 17, 2023, with $10 million to $50 million in both
assets and liabilities. Sean Fowler, chief executive officer,
signed the petition.
Judge Mark X. Mullin oversees the case.
The Debtor tapped Jeff P. Prostok, Esq., at Forshey & Prostok, LLP
as legal counsel and Curtis W. Fenley, III, Esq., at Fenley & Bate,
LLP as special counsel.
LORDSTOWN MOTORS: U.S. Trustee Asks Court to Toss Chapter 11 Plan
-----------------------------------------------------------------
The U.S. Trustee's Office is asking a Delaware bankruptcy judge to
reject Lordstown Motors Corp.'s Chapter 11 plan, saying the company
is seeking a discharge of its liabilities despite its ineligibility
due to its planned liquidation of essentially all assets.
"The Plan would give the Debtors a discharge, despite the elements
of
Section 1141(d)(3) appearing to be satisfied. For this reason, the
Plan cannot be confirmed under Section 1129(a)(1) of the Bankruptcy
Code," the U.S. Trustee said.
The Plan provides for the liquidation of all or substantially all
of the
Debtors' property. After the main asset sale in this case (to
LandX) closed, the Debtors had "a limited amount of tangible assets
remaining in its Lordstown, Ohio, and Farmington Hills, Michigan
facilities." The Debtors are now selling their remnant assets.
Under the Plan, general unsecured creditors will receive cash.
Common equity holders will retain their shares and, on account of
them, will also receive cash.
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 and Huron Consulting Group Inc. as financial
advisor.
MEDTRULY INC: Mark Sharf Named Subchapter V Trustee
---------------------------------------------------
The U.S. Trustee for Region 17 appointed Mark Sharf, Esq., a
practicing attorney in Los Angeles, as Subchapter V trustee for
MedTruly, Inc.
Mr. Sharf will charge $660 per hour for his services as Subchapter
V trustee and will seek reimbursement for work-related expenses
incurred.
Mr. Sharf declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Mark Sharf, Esq.
6080 Center Drive, 6th Floor
Los Angeles, CA 90045
Telephone: (323) 612-0202
Email: mark@sharflaw.com
About MedTruly Inc.
MedTruly, Inc. provides a blend of in-person and virtual care
aiming to reduce hospital and urgent care visits. It is based in
Sunnyvale, Calif.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 23-51507) on December
27, 2023, with $36,136 in assets and $6,823,740 in liabilities.
Russell Anas, chief executive officer and president, signed the
petition.
Jeffrey I. Golden, Esq., at Golden Goodrich, LLP represents the
Debtor as legal counsel.
METALMITE CORP: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Metalmite Corporation
194 S. Elizabeth St.
Rochester, MI 48307
Business Description: The Debtor is a full-service machine shop
which manufactures, modifies, and repairs
prototype and production parts for a wide
variety of industrial applications.
Chapter 11 Petition Date: January 4, 2024
Court: United States Bankruptcy Court
Eastern District of Michigan
Case No.: 24-40072
Judge: Hon. Lisa S. Gretchko
Debtor's Counsel: Lynn M. Brimer, Esq.
STROBL PLLC
33 Bloomfield Hills Parkway
Suite 125
Bloomfield Hills, MI 48304
Tel: (248) 540-2300
Total Assets: $2,344,239
Total Liabilities: $2,895,273
The petition was signed by Amy M. Reed as chief restructuring
officer.
A copy of the Debtor's list of 20 largest unsecured creditors is
now available for download at PacerMonitor.com.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/NGLF6OQ/Metalmite_Corporation__miebke-24-40072__0001.0.pdf?mcid=tGE4TAMA
MIG EAST: Seeks to Hire Maxwell Dunn, PLC as Legal Counsel
----------------------------------------------------------
MIG East, LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of Michigan to employ Maxwell Dunn, PLC as its
legal counsel.
The firm's services include:
a. assisting the Debtor in the preparation of bankruptcy
schedules and statements and any amendments thereto;
b. advising the Debtor for duties while in a Chapter 11
bankruptcy;
c. attending the initial debtor interview scheduled by the
Office of the U.S. Trustee and facilitating the Debtor's
requirements for the meeting, and attending the initial status
conference as directed by the court and meeting of creditors
pursuant to Section 341;
d. preparing pleadings;
e. attending the 60-day status conference and all other
hearing appurtenant to Subchapter V of Chapter 11;
f. managing the receipt, review and filing of monthly
operating reports and any other documents, reports or filings that
the Debtor is required to submit;
g. preparing applications for compensation of the firm and any
other professionals that may be employed by the estate;
h. preparing pleadings related to sale applications or
valuation motions, if any;
i. attending hearings and meetings, as requested;
j. negotiating with creditors regarding critical aspects of
the Chapter 11 proceeding and the plan confirmation process;
k. consulting the Debtor regarding the Chapter 11 proceeding
and advising the responsible party regarding various aspects of the
matter;
l. consulting professionals who the estate may need to hire;
m. preparing a Chapter 11 plan, disclosure statement and
ballots to be served to creditors;
n. filing and representing the Debtor in any adversary
proceedings that may arise; and
o. providing other legal services.
The firm will be paid at these rates:
Ethan Dunn, Owner/Attorney $400 per hour
Alexander Berry-Santoro, Managing Attorney $325 per hour
Aaron Witalec, CPA $235 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
The retainer fee is $25,000.
Alexander Berry-Santoro, Esq., a partner at Maxwell Dunn, 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:
Alexander J. Berry-Santoro, Esq.
MAXWELL DUNN, PLC
220 S. Main St., Ste. 213
Royal Oak, MI 48067
Tel: (248) 246-1166
Email: aberrysantoro@maxwelldunnlaw.com
About MIG East, LLC
MIG East is a general contractor based in Detroit, Michigan.
MIG East, LLC filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-51096) on
Dec. 19, 2023. The petition was signed by Mr. Paul Jenkins, Jr. as
authorized member. At the time of filing, the Debtor estimated
$5,442,581 in assets and $6,281,100 in liabilities.
Judge Mark A. Randon oversees the case.
Alexander Joseph Berry-Santoro, Esq. at Maxwell Dunn, PLC
represents the Debtor as counsel.
MOMEX DINING: Walter Dahl of Dahl Law Named Subchapter V Trustee
----------------------------------------------------------------
The U.S. Trustee for Region 17 appointed Walter Dahl, Esq., a
partner at Dahl Law, as Subchapter V trustee for Momex Dining
Concepts, Inc.
Mr. Dahl will be compensated at $485 per hour for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
In court filings, Mr. Dahl declared that he is a disinterested
person according to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Walter R. Dahl
Dahl Law
2304 "N" Street
Sacramento, CA 95816-5716
Telephone: (916) 446-8800
Telecopier: (916) 741-3346
Email: wdahl@dahllaw.net
About Momex Dining Concepts
Momex Dining Concepts, Inc. owns and operates the Cicada Cantina
Mexican restaurant. The company is based in Redding, Calif.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 23-24611) on December
23, 2023, with $507,500 in assets and $1,313,632 in liabilities.
Michelle Lynn Hill, chief executive officer, signed the petition.
Judge Christopher M. Klein oversees the case.
Peter G. Macaluso, Esq., at the Law Office of Peter G. Macaluso
represents the Debtor as bankruptcy counsel.
MOREY MACHINING: Files Subchapter V Bankruptcy Case
---------------------------------------------------
Morey Machining & Manufacturing Inc. filed for chapter 11
protection in the Middle District of Florida.
The Debtor is a Florida profit corporation, founded in 2001, which
has maintained its principal place of business in Fort Myers,
Florida for more than 180 days. The Debtor's owner is Mr. Timothy
E. Morey, Sr.
The Debtor provides CNC machining, precision turning, fabrication,
assembly, and other specialized manufacturing services.
The Debtor's gross revenue totaled $2,700,271 in 2021; $1,974,934
in 2022; and $1,390,570 in 2023 .
The Debtor's principal place of business is 9350 Workmen Way, Fort
Myers, Florida 33905. The Debtor leases the headquarters from T &
C Properties of Southwest Florida, LLC, which is partially owned by
Mr. Morey.
The Debtor was historically profitable. However, the Debtor's
income fell short of expectations throughout 2023. In August 2023,
the Debtor's largest customer delayed its purchase orders, which
prevented the Debtor from paying its debts as they became due.
Facing defaults, the Debtor initiated a Chapter 11 case by filing a
voluntary petition for small business reorganizational relief under
Chapter 11, Subchapter V of Title 11 of the United States Code.
Mr. Timothy E. Morey, Sr. is an insider, and is the Debtor's sole
affiliate, owner, officer, and director. In addition to Mr. Morey,
the Debtor's insiders consist of Brian Morey (Mr. Morey's son),
Rachel Hagmann (Mr. Morey’s daughter), Roberta Morey (Mr.
Morey’s daughter-in-law), and Bianca Morey (Mr. Morey's
granddaughter).
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Dec. 26, 2023, at 1:00 PM at UST-LA3, TELEPHONIC MEETING.
CONFERENCE LINE:866-910-0293, PARTICIPANT CODE:7560574.
About Morey Machining
Morey Machining & Manufacturing Inc. is a family-owned and operated
business dedicated to providing machining and fabrication
services.
Morey Machining & Manufacturing Inc. sought relief under Subchapter
V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case
No. 23-01556) on December 22, 2023.
In the petition filed by Timothy E. Morey, as president/owner, the
Debtor disclosed total assets of $1,458,706 and total liabilities
of $1,516,760. The petition states funds will be available to
unsecured creditors.
Kathleen L DiSanto has been appointed as Subchapter V trustee.
The Debtor is represented by:
Michael R Dal Lago, Esq.
9530 Workmen Way
Fort Myers, FL 33905
Tel: 239-571-6877
E-mail: mike@dallagolaw.com
NEXT BIG THING: Gets OK to Hire Hancock & Dana P.C. as Accountant
-----------------------------------------------------------------
The Next Big Thing, LLC received approval from the U.S. Bankruptcy
Court for the District of Nebraska to employ Hancock & Dana PC as
its accountant.
The firm will render these services:
a. assist in completing monthly operating reports; and
b. prepare year end taxes for the Debtor.
The firm will charge $350 per hour for services rendered in this
case.
As disclosed in the court filings, Hancock/Dana have no connection
with any of the creditors of the Debtor or any other party in
interest, or its respective attorneys.
The firm can be reached through:
Jesse Brickner, CPA
Hancock & Dana PC
12829 W Dodge Rd Suite 100
Omaha, NE 68154
Phone: (402) 391-1065
About The Next Big Thing, LLC
The Next Big Thing, LLC in Omaha, NE, filed its voluntary petition
for Chapter 11 protection (Bankr. D. Neb. Case No. 23-80951) on
November 20, 2023, listing $1,358,993 in assets and $2,748,155 in
liabilities. Michael Howard as president, signed the petition.
Judge Thomas L. Saladino oversees the case.
PATINO KING LLC serve as the Debtor's legal counsel.
NL1 ACQUIRE: Cliffwater Marks CAD1.3MM Loan at 27% Off
------------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its CAD1,330,000
loan extended to NL1 Acquire Corp to market at CAD969,431 or 73% of
the outstanding amount, as of September 30, 2023, according to a
disclosure contained in Cliffwater's Form N-CSR report for the
fiscal year ended September 30, 2023, filed with the Securities and
Exchange Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan Revolver to NL1 Acquire Corp. The loan accrues
interest at a rate of 11.01% (CDOR+550) per annum. The loan matures
on May 26, 2026.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019.
NL1 ACQUIRE: Cliffwater Marks CAD1.9MM Loan at 27% Off
------------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its CAD1,929,442
loan extended to NL1 Acquire Corp to market at CAD1,406,347 or 73%
of the outstanding amount, as of September 30, 2023, according to a
disclosure contained in Cliffwater's Form N-CSR report for the
fiscal year ended September 30, 2023, filed with the Securities and
Exchange Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan- Delayed Draw to NL1 Acquire Corp. The loan accrues
interest at a rate of 11.01% (CDOR+550) per annum. The loan matures
on May 26, 2028.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019.
NL1 ACQUIRE: Cliffwater Marks CAD9.5MM Loan at 27% Off
------------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its CAD9,584,400
loan extended to NL1 Acquire Corp to market at CAD6,986,025or 73%
of the outstanding amount, as of September 30, 2023, according to a
disclosure contained in Cliffwater's Form N-CSR for the Fiscal year
ended September 30, 2023, filed with the Securities and Exchange
Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan to NL1 Acquire Corp. The loan accrues interest at a
rate of 11.04% (CDOR+550) per annum. The loan matures on May 26,
2028.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019.
NOVVI LLC: Seeks to Hire BC Burr McCabeLaw as Special Counsel
-------------------------------------------------------------
Novvi, LLC seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to employ BC Burr McCabeLaw as its
special counsel related to general corporate matters.
The firm will provide the Debtor with legal assistance with general
commercial counseling and transactions. The firm will provide
assistance with the negotiation and documentation of commercial
agreements.
The firm will charge $475 per hour for services rendered by the
attorneys.
The firm received a retainer in the amount of $60,000.
As disclosed in the court filings, BC Burr McCabeLaw has no
connection with any of the creditors of the Debtor or any other
party in interest, or its respective attorneys.
The firm can be reached through:
Brian C. Burr, Esq.
BC BURR MCCABELAW
584 Castro Street #882
San Francisco, CA 94114
Phone: (415) 285-8500
Email: bcburr@bcbmlaw.com
About Novvi, LLC
Novvi, LLC, a Delaware limited liability company, was formed in
2011 as a joint venture between Amyris, Inc. and Cosan US, Inc. to
develop, produce, market and sell lubricant base oils from
renewable feedstocks.
Novvi filed Chapter 11 petition (Bankr. S.D. Texas Case No.
23-90906) on Dec. 3, 2023, with $10 million to $50 million in both
assets and liabilities.
Judge Christopher M. Lopez oversees the case.
Okin Adams Bartlett Curry, LLP, is the Debtor's legal counsel.
NUZEE INC: Delays Annual Report for Fiscal Year Ended Sept. 30
--------------------------------------------------------------
NuZee, Inc. filed with the Securities and Exchange Commission a
Notification of Late Filing on Form 12b-25 with respect to its
Annual Report on Form 10-K for the year ended Sept. 30, 2023.
NuZee said it is preparing and reviewing the financial statements
and other information to be included in its Annual Report and does
not expect the Annual Report will be finalized for filing by the
prescribed due date without unreasonable effort or expense.
About NuZee
NuZee, Inc. (d/b/a Coffee Blenders) is a co-packing company for
single serve coffee formats that partners with companies to help
them develop within the single serve and private label coffee
category.
Nuzee reported a net loss of $11.80 million for the year ended
Sept. 30, 2022, a net loss of $18.55 million for the year ended
Sept. 30, 2021, a net loss of $9.52 million for the year ended
Sept. 30, 2020, and a net loss of $12.21 million for the year ended
Sept. 30, 2019.
In its Quarterly Report for the three months ended June 30, 2023,
Nuzee disclosed that the Company has had limited revenues,
recurring losses and an accumulated deficit. These items,
according to the Company, raise substantial doubt as to its ability
to continue as a going concern.
PANDA ACQUISITION: Cliffwater Marks $15.8MM Loan at 18% Off
-----------------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its $15,800,000
loan extended to Panda Acquisition LLCto market at $13,001,854or
82% of the outstanding amount, as of September 30, 2023, according
to a disclosure contained in Cliffwater's Form N-CSR for the Fiscal
year ended September 30, 2023, filed with the Securities and
Exchange Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan to Panda Acquisition LLC. The loan accrues interest
at a rate of 11.74% (SOFR+625%) per annum. The loan matures on
October 18, 2028.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019.
PARTS ID INC: Cleared to Tap $18.3 Million Chapter 11 Financing
---------------------------------------------------------------
Alex Wittenberg of Law360 reports that car parts company Parts ID
Inc. has secured a Delaware bankruptcy judge's approval to borrow a
portion of $18. 3 million in debtor-in-possession financing that
the company will use to pay workers and trim its balance sheet.
About PARTS iD Inc.
PARTS iD Inc. -- https://www.partsidinc.com/ -- headquartered in
Cranbury, New Jersey, the company is a technology-driven, digital
commerce company focused on creating custom infrastructure and
unique user experiences within niche markets. The Company was
founded in 2008 with a vision of creating a one-stop digital
commerce destination for the automotive parts and accessories
market. The Company has since become a market leader and proven
brand-builder, fueled by its commitment to delivering an engaging
shopping experience; comprehensive, accurate and varied product
offerings; and continued digital commerce innovation.
Parts ID went public via a merger with a blank-check firm in 2020.
The company operates websites including CARiD.com, TRUCKiD.com and
CAMPERiD.com.
Parts ID Inc. and subsidiary PARTS iD, LLC, sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No. 23-12098) on Dec. 26, 2023. In the petition filed by CEO Lev
Peker, Parts ID Inc. disclosed $18.7 million in assets against
$55.02 million in debt as of Sept. 30, 2023.
DLA PIPER LLP (US) is the Debtors' bankruptcy counsel. KROLL
RESTRUCTURING ADMINISTRATION LLC is the claims agent.
PDG HOLDINGS: Seeks to Hire Totaro & Shanahan as Legal Counsel
--------------------------------------------------------------
PDG Holdings One, LLC, seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to hire Totaro &
Shanahan, LLP.
The Debtor requires legal counsel to assist in the negotiation and
preparation of a plan of reorganization and provide other legal
services in connection with its Chapter 11 case.
Totaro & Shanahan's attorneys and paralegals will be compensated at
$550 per hour and $150 per hour, respectively.
The firm received $1,500 for its pre-bankruptcy services and $1,738
for the filing fee.
Michael Totaro, Esq., a partner at Totaro & Shanahan, disclosed in
a court filing that he and his firm are "disinterested" pursuant to
Section 101(14) of the Bankruptcy Code.
Totaro & Shanahan can be reached at:
Michael R. Totaro, Esq.
Totaro & Shanahan, LLP
P.O. Box 789
Pacific Palisades, CA 90272
Office: (888) 425-2889
Cell: (310) 804-2157
Email: Ocbkatty@aol.com
About PDG Holdings One
PDG Holdings One, LLC, a company in Pacifica, Calif., filed Chapter
11 petition (Bankr. N.D. Cal. Case No. 23-30844) on Dec. 14, 2023,
with $1,400,000 in assets and $1,026,519 in liabilities. Gina
Klump, Esq., at the Law Office of Gina R. Klump, serves as
Subchapter V trustee.
Judge Dennis Montali oversees the case.
Michael R. Totaro, Esq., at Totaro & Shanahan, LLP, is the Debtor's
legal counsel.
POLYMER EXTRUSION: Seeks to Hire Tripp Scott as Special Counsel
---------------------------------------------------------------
Polymer Extrusion Technology Incorporated seeks approval from the
U.S. Bankruptcy Court for the Southern District of Florida to
employ Tripp Scott, P.A. as special counsel.
The firm will assist the Debtor in a pending legal matter and claim
adverse to Classhape Manufacturing Ltd. The firm will review the
claims and provide strategic advice on the various pending state
and appellate court proceedings.
The firm will be paid at these rates:
Seth Donahoe, Esq. $525 per hour
Director $375 to $650 per hour
Associate $320 to $450 per hour
Paralegals $190 to $250 per hour
Law Clerks $180 per hour
The firm is requesting a $7,500 retainer fee.
Seth Donahoe, Esq., a director at Tripp Scott, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
Tripp Scott can be reached through:
Seth J. Donahoe, Esq.
Tripp Scott, P.A.
110 Southeast Sixth Street, 15th Floor
Fort Lauderdale, FL 33301
Tel: (954) 525-7500
Fax: (954) 761-8475
Email: sjd@trippscott.com
About Polymer Extrusion Technology
Polymer Extrusion Technology Incorporated, doing business as
Glasslam, is engaged in plastic products manufacturing. The company
is based in Pompano Beach, Fla.
Polymer filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-12348) on March
27, 2023, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Violet Howes, director at Polymer, signed
the petition.
Judge Scott M. Grossman presides over the case.
The Debtor tapped David A. Ray, Esq., at David A. Ray, PA as
bankruptcy counsel; John D. Heffling, Esq., at Hall Booth Smith, PC
as special appellate counsel; and Hylton Wynick, CIRA, CRFAC, at
YIP Associates as financial advisor and accountant.
POMONA VALLEY: No Patient Complaints, 4th PCO Report Says
---------------------------------------------------------
Tamar Terzian, the court-appointed patient care ombudsman, filed
with the U.S. Bankruptcy Court for the Central District of
California her fourth report regarding the home health care
facility operated by Pomona Valley Home Care, Inc.
The PCO received no complaints from the patients visited and from
their families regarding the level of care provided by Pomona's
Licensed Vocational Nurse. Through the efforts of the Licensed
Vocational Nurse, patients remain in good condition with the daily
therapy received, the PCO noted in her report, which covers the
period October 21 to December 21.
Pomona has received no complaints from any patient or with respect
to the caregivers. At times, there are minor complaints that the
nurse didn't arrive on time. However, it was usually for traffic.
The PCO has received no complaints from the various patients
visited for this interim report. The families of the patient had no
complaints with the level of care provided by the Licensed
Vocational Nurse, according to the report.
The PCO reported that all care provided to the patients by Pomona
is well within the standard of care.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=eDmhwu from PacerMonitor.com.
The ombudsman may be reached at:
Tamar Terzian
Terzian Law Group, PC
1122 East Green St.
Pasadena, CA 91106
Phone (818) 242-1100
Email: tamar@terzlaw.com
About Pomona Valley
Pomona Valley Home Care, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. C.D. Calif. Case No.
23-12116) on April 7, 2023, with $100,001 to $500,000 in both
assets and liabilities. Susan K. Seflin has been appointed as
Subchapter V trustee.
Judge Sheri Bluebond oversees the case.
The Debtor is represented by Thomas B. Ure, Esq., at Ure Law Firm.
Tamar Terzian is the patient care ombudsman appointed in the
Debtor's Chapter 11 case.
PROTERRA INC: Amends Plan to Include Section 510(b) Claims Details
------------------------------------------------------------------
Proterra Inc. and Proterra Operating Company, Inc., submitted a
First Amended Joint Chapter 11 Plan of Reorganization dated January
2, 2024.
On or before the Effective Date, the Debtors shall establish and
fund, in Cash and in the Self-Insured Reserve Amount, the Self
Insured Reserve Account.
Funds held in the Self-Insured Reserve Account shall be
administered for the benefit of holders of Health Insurance Claims,
with such account to be administered by the Distribution Trustee.
For the avoidance of doubt, amounts held in the Self Insured
Reserve Account shall not be Distribution Trust Assets; provided,
however, that, to the extent any Cash is remaining in the
Self-Insured Reserve Account following irrevocable payment in full
of all Health Insurance Claims, the Distribution Trustee shall
transfer such Cash to the Distribution Trust, with such excess
amounts constituting Distribution Trust Assets to be distributed
pursuant to the terms of this Plan, the Distribution Trust
Agreement, and the Confirmation Order.
Class 4 consists of all Second Lien Convertible Notes Claims. The
Second Lien Convertible Notes Claims shall be deemed to be Allowed
in the amount of the Agreed Second Lien Obligations. If a
Reorganization occurs, the Second Lien Convertible Notes Claims
shall additionally be deemed to be Allowed in the Settled Amounts.
If a Plan Support Agreement Termination occurs, the amount and
validity of any Liquidation Payment Amount Claims and claims for
postpetition interest on the Agreed Second Lien Obligations at the
default rate set forth in the Second Lien Convertible Notes
Purchase Agreement shall be determined by the Bankruptcy Court or
by agreement of the Plan Sponsor, Debtors and the Committee. For
the avoidance of doubt, any amounts determined to be valid and
Allowed pursuant to the immediately preceding sentence shall
constitute Allowed Second Lien Convertible Note Claims.
Except to the extent the holder of an Allowed Second Lien
Convertible Notes Claim agrees to less favorable treatment, on the
Effective Date, or as soon as reasonably practicable thereafter,
each Holder of an Allowed Second Lien Convertible Notes Claim shall
receive:
* If a Reorganization Occurs:
-- on account, and in satisfaction, of such Holder's Pro Rata
portion of $10 million of the Allowed Second Lien Convertible Notes
Claims, its Pro Rata allocation of all of the equity of Reorganized
Proterra (the "Equity Distribution");
-- such Holder's Allowed Second Lien Convertible Notes Claims
shall be reduced Pro Rata by the Reorganized Proterra Retained Cash
(the "Retained Cash Reduction") and the Reorganized Proterra
Retained Cash shall be retained by Reorganized Proterra on the
Effective Date;
-- such Holder's Allowed Second Lien Convertible Notes Claims
shall be reduced Pro Rata by the amount (if any) that the aggregate
Cure Claims payable on account of the Debtors' assumption of
contracts and leases attributable to Proterra Energy exceeds
$6,500,000 (the "Cure Cost Reduction");
-- after giving effect to the Retained Cash Reduction, the
Equity Distribution and the Cure Cost Reduction, if any, cash in an
amount equal to its Pro Rata share of the remaining Allowed Second
Lien Convertible Notes Claims.
* If a Plan Support Agreement Termination Distribution Occurs:
-- Cash in an amount equal to the Allowed Second Lien
Convertible Notes Claims, excluding, for the avoidance of doubt,
any Settled Amounts; provided that the amount and validity of any
Liquidation Payment Amount Claims and claims for postpetition
interest on the Agreed Second Lien Obligations at the default rate
set forth in the Second Lien Convertible Notes Purchase Agreement
shall be determined by the Bankruptcy Court or by agreement of the
Plan Sponsor, Debtors, and Committee and, if Allowed, shall be paid
in cash.
Class 9 consists of all Section 510(b) Claims, if any. On the
Effective Date, Allowed Section 510(b) Claims, if any, shall be
canceled and released without any distribution on account of such
Section 510(b) Claims. Class 9 is Impaired.
Like in the prior iteration of the Plan, each holder of an Allowed
General Unsecured Claim shall receive its Pro Rata share of the
Second Priority Distribution Trust Beneficiaries' interests in the
Distribution Trust.
Sources of Consideration for Plan Distributions:
Reorganization
If a Plan Support Agreement Termination does not occur, all
distributions under the Plan will be (a) made by the Distribution
Trustee from the Distribution Trust Assets, the Distribution Trust
Expense Reserve, the Professional Compensation Escrow Account, or
the Self-Insured Reserve Account, (b) paid in full in Cash on or
before the Effective Date, by the Debtors, pursuant to the terms of
this Plan, or (c) effected through the issuance and distribution of
the New Common Stock.
On the Effective Date, the Debtors shall fund the Distribution
Trust Expense Reserve, the Professional Compensation Escrow
Account, and the Self-Insured Reserve Account in full in Cash, and
transfer the Distribution Trust Assets to the Distribution Trust.
Cash payments to be made on the Effective Date shall be funded by
(a) Cash proceeds of any Sale, and (b) Cash on hand as of the
Effective Date.
Plan Support Agreement Termination
If a Plan Support Agreement Termination occurs, all distributions
under the Plan to effect the Plan Support Agreement Termination
Distribution will be (a) made by the Distribution Trustee from the
Distribution Trust Assets, the Distribution Trust Expense Reserve,
the Professional Compensation Escrow Account, or the Self-Insured
Reserve Account, or (b) paid in full in Cash on or before the
Effective Date, by the Debtors, pursuant to the terms of this
Plan.
On the Effective Date, the Debtors shall fund the Distribution
Trust Expense Reserve, the Professional Compensation Escrow
Account, and the Self-Insured Reserve Account in full in Cash, and
transfer the Distribution Trust Assets to the Distribution Trust.
Cash payments to be made on the Effective Date shall be funded by
(a) Cash proceeds of any Sale, and (b) Cash on hand as of the
Effective Date.
A full-text copy of the First Amended Plan dated January 2, 2024 is
available at https://urlcurt.com/u?l=QqSbDO from Kurtzman Carson
Consultants LLC, claims agent.
Debtors' Co-Counsel:
Pauline K. Morgan, Esq.
Andrew L. Magaziner, Esq.
Shella Borovinskaya, Esq.
YOUNG CONAWAY STARGATT &
TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: pmorgan@ycst.com
amagaziner@ycst.com
sborovinskaya@ycst.com
- and -
Paul M. Basta, Esq.
Robert A. Britton, Esq.
Michael Colarossi, Esq.
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
1285 Avenue of the Americas
New York, New York 10019
Tel: (212) 373-3000
Fax: (212) 757-3990
Email: pbasta@paulweiss.com
rbritton@paulweiss.com
mcolarossi@paulweiss.com
About Proterra Inc.
Proterra Inc.'s business involves designing, manufacturing, and
selling electric transit buses and components, batteries, and
electric drive trains, and providing and selling related products
and services.
Proterra Inc. and Proterra Operating Company, Inc., sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 23-11120) on August 7, 2023. In the petition filed by
Gareth T. Joyce, chief executive officer, the Debtor reported total
assets as of June 30, 2023 amounting to $818,773,679 and total debt
as of June 30, 2023 of $609,498,207.
The Honorable Bankruptcy Judge Brendan Linehan Shannon handles the
cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Paul,
Weiss, Rifkind, Wharton & Garrison LLP, as counsel; FTI Consulting,
Inc., as financial advisor; Moelis & Company, LLC, as investment
banker; and Slaughter and May as special corporate counsel.
Kurtzman Carson Consultants LLC is the claims agent.
QUANTIC ELECTRONICS: Cliffwater Marks $7.3MM Loan at 16% Off
------------------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its $7,301,551
loan extended to Quantic Electronics, LLCto market at $6,167,422or
84% of the outstanding amount, as of September 30, 2023, according
to a disclosure contained in Cliffwater's Form N-CSR for the Fiscal
year ended September 30, 2023, filed with the Securities and
Exchange Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan-Delayed Drawto Quantic Electronics, LLC. The loan
accrues interest at a rate of 11.74% (SOFR+625) per annum. The loan
matures on November 19, 2026.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019.
Quantic is an electronic component company.
QUEST SOFTWARE: Cliffwater Marks $20MM Loan at 31% Off
------------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its $20,000,000
loan extended to Quest Software US Holdings, Inc to market at
$13,855,000or 69% of the outstanding amount, as of September 30,
2023, according to a disclosure contained in Cliffwater's Form
N-CSR for the Fiscal year ended September 30, 2023, filed with the
Securities and Exchange Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan to Quest Software US Holdings, Inc. The loan accrues
interest at a rate of 13.02% (SOFR+750) per annum. The loan matures
on February 1, 2030.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019.
Quest Software provides software solutions. The Company offers
enterprise software that identities, users and data, streamlines IT
operations, and hardens cyber security from the inside out. Quest
Software serves customers in the United States.
RAWHIDE MINING: Hires Stretto Inc. as Claims and Noticing Agent
---------------------------------------------------------------
Rawhide Mining LLC seeks approval from the U.S. Bankruptcy Court
for the District of Nevada to hire Stretto, Inc. as its claims and
noticing agent.
The Debtor requires a claims and noticing agent to serve notices to
creditors, equity security holders and other concerned parties, as
well as provide computerized claims-related services.
Sheryl Betance, a senior managing director at Stretto, disclosed in
a court filing that her firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Sheryl Betance
Stretto, Inc.
410 Exchange, Ste. 100
Irvine, CA 92602
Telephone: (714) 716-1872
Email: sheryl.betance@stretto.com
About Rawhide Mining LLC
Rawhide Mining LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
23-15619) on Dec. 20, 2023. The petition was signed by Marceau
Schlumberger as manager. At the time of filing, the Debtor
estimated $10 million to $50 million in both assets and
liabilities.
Samuel A. Schwartz, Esq. at SCHWARTZ LAW, PLLC represents the
Debtor as counsel.
RAWHIDE MINING: Seeks to Hire Schwartz Law as Bankruptcy Counsel
----------------------------------------------------------------
Rawhide Mining LLC and Rawhide Acquisition Holding LLC seek
approval from the U.S. Bankruptcy Court for the District of Nevada
to hire Schwartz Law, PLLC as their legal counsel.
The firm's services include:
(a) advising the Debtors with respect to their powers and
duties in the continued management and operation of their business
and property;
(b) attending meetings and negotiating with representatives of
creditors and other parties involved in the Debtors' Chapter 11
cases, and advising on the conduct of the bankruptcy cases,
including all of the legal and administrative requirements of
operating in Chapter 11;
(c) taking all necessary actions to protect and preserve the
Debtors' bankruptcy estate, including the prosecution of actions on
the Debtors' behalf, the defense of any actions commenced against
the estate, negotiations concerning all litigation in which the
Debtors may be involved, and objections to claims filed against the
estate;
(d) preparing reports and legal papers;
(e) negotiating and preparing a plan of reorganization,
disclosure statement and all related documents, and taking
necessary actions to obtain confirmation of such plan;
(f) advising the Debtors in connection with any sale of their
assets;
(g) appearing before the bankruptcy court, appellate courts
and the Office of the U.S. Trustee; and
(h) providing other necessary legal services.
The firm will be paid at these rates:
Attorneys $405 to $1,000 per hour
Paraprofessionals $155 to $285 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
Samuel Schwartz, Esq., a principal at Schwartz Law, disclosed in
court filings that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
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
About Rawhide Mining LLC
Rawhide Mining LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
23-15619) on Dec. 20, 2023. The petition was signed by Marceau
Schlumberger as manager. At the time of filing, the Debtor
estimated $10 million to $50 million in both assets and
liabilities.
Samuel A. Schwartz, Esq. at SCHWARTZ LAW, PLLC represents the
Debtor as counsel.
READYMAX INC: Files for Chapter 11 Bankruptcy
---------------------------------------------
Readymax Inc. filed for chapter 11 protection in the District of
Nevada without stating a reason.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Readymax Inc.
Readymax Inc. was founded in 1977. The company's line of business
includes the manufacturing of portland cement concrete.
Readymax Inc. sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 23-50969) on Dec. 22,
2023. In the petition signed by James E. Duffy, as president, the
Debtor reported total assets of $498,913 and total liabilities of
$3,462,957.
The Honorable Bankruptcy Judge Hilary L Barnes oversees the case.
Nathan F. Smith has been appointed as Subchapter V trustee.
The Debtor is represented by:
Kevin A. Darby, Esq.
DARBY LAW PRACTICE
499 W. Plumb Lane, Suite 202
Reno, NV 89509
Tel: 775.322.1237
Fax: 775.996.7290
Email: kevin@darbylawpractice.com
RENALYTIX INC: Gets Two Non-Compliance Notices From Nasdaq
----------------------------------------------------------
Renalytix plc disclosed in a Form 8-K filed with the Securities and
Exchange Commission that it received two written notices from the
Listing Qualifications Department of the Nasdaq Stock Market LLC
notifying the Company that (i) because the closing bid price for
the Company's American Depositary Shares ("ADSs"), each
representing two ordinary shares, nominal value GBP0.0025 per
share, was below $1.00 per ADS for at least 30 consecutive business
days, the Company did not meet the $1.00 per ADS minimum bid price
requirement of Nasdaq Listing Rule 5450(a)(1) and (ii) it is not in
compliance with the requirement to maintain a minimum market value
of listed securities (the "MVLS") of $50,000,000 for continued
listing on The Nasdaq Global Market, as set forth in Nasdaq Listing
Rule 5450(b)(2)(A).
The Notices have no immediate impact on the continued listing or
trading of the Company's ADSs on The Nasdaq Global Market, which
will continue to be listed and traded on The Nasdaq Global Market,
subject to the Company's compliance with the other continued
listing requirements.
Pursuant to Nasdaq Listing Rule 5810(c)(3)(A) and Nasdaq Listing
Rule 5810(c)(3)(C), the Company has a compliance period of 180
calendar days, or until June 19, 2024, to regain compliance with
the Minimum Bid Price Requirement and the MVLS Requirement. To
regain compliance with the Minimum Bid Price Requirement, the
closing bid price of the ADSs must be at least $1.00 per ADS for a
minimum of ten consecutive business days prior to the end of the
Compliance Period. To regain compliance with the MVLS Requirement,
the Company's MVLS must close at $50,000,000 or more for a minimum
of ten consecutive business days prior to the end of the Compliance
Period.
If the Company does not regain compliance with the Minimum Bid
Price Requirement by the end of the Compliance Period, the Company
may be eligible for an additional 180 calendar day period to regain
compliance during which it may transfer to The Nasdaq Capital
Market, provided that it meets the applicable market value of
publicly held shares requirement for continued listing and all
other applicable requirements for initial listing thereon (except
for the bid price requirement) based on the Company's most recent
public filings and market information and notifies Nasdaq of its
intent to cure the minimum bid price deficiency. If the Company
meets the applicable requirements, Nasdaq may inform the Company
that it has been granted an additional 180 calendar days to regain
compliance with the Minimum Bid Price Requirement. If, however, it
appears to Nasdaq that the Company will not be able to cure the
minimum bid price deficiency, or if the Company is otherwise not
eligible for listing on The Nasdaq Capital Market, Nasdaq could
provide notice that the Company's ADSs will become subject to
delisting. In such event, Nasdaq rules would permit the Company to
appeal the delisting determination to a Nasdaq Hearings Panel.
If the Company does not regain compliance with the MVLS Requirement
by the end of the Compliance Period, Nasdaq will notify the Company
that its securities are subject to delisting, at which point the
Company may appeal the delisting determination to a Nasdaq hearings
panel. The Company may also choose to transfer the listing of its
ADSs to The Nasdaq Capital Market. In order to transfer, the
Company must submit an on-line transfer application, pay a $5,000
application fee and meet The Nasdaq Capital Market's continued
listing requirements.
The Company intends to actively monitor its MVLS and the closing
bid price of its ADS and may, if appropriate, implement available
options to regain compliance with the MVLS Requirement and the
Minimum Bid Price Requirement. There can be no assurance that the
Company will be able to regain compliance with the MVLS Requirement
or the Minimum Bid Price Requirement or maintain compliance with
any other listing requirements.
About Renalytix
Headquartered in United Kingdom, Renalytix (LSE: RENX) (NASDAQ:
RNLX) -- www.renalytix.com -- has engineered a new solution that
enables early-stage chronic kidney disease progression risk
assessment. The Company's lead product, KidneyIntelX, has been
granted Breakthrough Designation by the U.S. Food and Drug
Administration and is designed to help make significant
improvements in kidney disease prognosis, transplant management,
clinical care, patient stratification for drug clinical trials, and
drug target discovery.
Renalytix reported a net loss of $45.61 million for the 12 months
ended June 30, 2023, compared to a net loss of $45.28 million for
the 12 months ended June 30, 2022.
Iselin, New Jersey-based Ernst & Young LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated Sept. 28, 2023, citing that the Company has suffered
recurring losses and negative cash flows from operations, expects
to incur additional losses and require substantial additional
capital to fund its operations, and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
RESOLUTE INVESTMENT: Moody's Raises CFR to 'B2', Outlook Stable
---------------------------------------------------------------
Moody's Investors Service has upgraded the corporate family rating
of Resolute Investment Managers, Inc. (RIM) to B2 from Caa2
following completion of its debt restructuring. Moody's also
upgraded RIM's probability of default rating to B2-PD from Caa2-PD
and senior secured first lien bank credit facilities to B2 from
Caa2. Moody's appended a limited default "/LD" designation to RIM's
B2-PD Probability of Default Rating. The rating agency assigned a
B2 rating on RIM's $350 million senior secured first lien term loan
due April 2027 and a B2 rating on its $40 million senior secured
first lien revolving credit facility due January 2027. The outlook
on the ratings was changed to stable from negative.
The ratings assignments reflect the closing of RIM's debt
restructuring which resulted in reducing debt by $264 million or
42% and a change in its private equity ownership. The company is
now owned and controlled by its lenders post the transaction.
RATINGS RATIONALE
The B2 CFR reflects RIM's modest assets under management (AUM) and
revenue scale, persistent organic AUM decay and high leverage. The
rating is also supported by RIM's diversified product offerings and
solid distribution capabilities in the US wealth market.
Post the debt reduction, the company's leverage will be 4.5x
(debt-to-EBITDA including Moody's standard adjustments) as of the
last twelve months ended September 30, 2023. The debt reduction
notably improves the company's financial flexibility by reducing
its interest burden and cash generation capacity will help it fund
its growth strategy of broadening its suite of collective
investment trusts and thematic ETFs.
New mandate wins and increasing fee contribution from the company's
investment affiliates are also positive signals for the company's
revenue growth. However, a return to consistently positive net
investor flows is likely to remain elusive as the competitive
environment for traditional active managers, particularly smaller
managers, remains very challenging. The company's AUM resiliency,
which is currently consistent with Caa-rated asset managers, has
been negatively impacted by asset decay attributable to the
company's core legacy business. A key upgrade rating trigger for
RIM is sustained asset inflows that drive meaningful organic AUM
growth.
Under the new ownership structure, RIM is expected to adopt more
conservative financial policies, including financial covenants
meant to provide greater creditor protections than the existing
credit facility. The stable outlook reflects the notable
improvement in the company's financial credit metrics following the
debt reduction and Moody's expectation that the company will
maintain more conservative financial policies under its new
ownership.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
RIM's ratings could be upgraded if: 1) financial leverage, as
computed by Moody's, is sustained below 4.0x; 2) net asset inflows
drive organic growth and align AUM resiliency scores with the
company's rating profile or better; or 3) consolidated revenue and
profit margins expand beyond Moody's expectations for B-rated asset
managers.
Conversely, RIM's ratings could be downgraded if: 1) the company's
liquidity profile deteriorates; 2) financial leverage is sustained
above 5.5x debt-to-EBITDA; or 3) persistent client redemptions
result in asset decay in excess of 5% of managed assets annually.
RIM is a multi-affiliate asset manager that provides investment
strategies and services to institutions, retirement plans and
retail investors. As of September 30, 2023, the company had $75
billion of consolidated assets under management.
The principal methodology used in these ratings was Asset Managers
Methodology published in November 2019.
RETAILING ENTERPRISES: Seeks to Extend Plan Exclusivity to March 25
-------------------------------------------------------------------
Retailing Enterprises, LLC asked the U.S. Bankruptcy Court for
the Southern District of Florida to extend its exclusive right to
file a plan of reorganization and to solicit acceptances thereof
to March 25, 2024 and May 28, 2024, respectively.
Unless extended, the plan exclusivity deadline is December 26,
2023 and the solicitation exclusivity deadline is February 26,
2024.
The Debtor stated that it has an upcoming Judicial Settlement
Conference with the Simon Property Group on January 4, 2024,
which may have a material effect on the Debtor's plan. The
Debtor also added that it is still in ongoing negotiations with
several of its creditors, particularly its landlords, which may
affect its plan.
The Debtor pointed out that it has been diligent in its efforts
at proposing a plan, as it has already filed its plan 6 days
before the initial exclusivity deadline. The Debtor explained
that though it is possible that the current plan on file may be
confirmed as is, with at most slight modifications to be
addressed in a proposed Confirmation Order, in the abundance of
caution, the Debtor seeks extended exclusivity in order that
it may propose further amended plan(s) and solicit acceptances
accordingly, on an exclusive basis.
Retailing Enterprises, LLC is represented by:
Aaron A. Wernick, Esq.
WERNICK LAW, PLLC
2255 Glades Road, Suite 324A
Boca Raton, FL 33431
Tel: (561)961-0922
Email: awernick@wernicklaw.com
About Retailing Enterprises
Retailing Enterprises, LLC, is an official reseller and
distributor
of Invicta watches online and in 18 physical retail locations
across the United States with its main business premises located
at
405 SW 148th Avenue, Suite 1, Davie, Florida 33325.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-14169) on May 30,
2023. In the petition signed by Mauricio Krantzberg, president,
the Debtor disclosed up to $50 million in assets and up to $100
million in liabilities.
Judge Scott M. Grossman oversees the case.
Aaron A. Wernick, Esq., at Wernick Law, PLLC, is the Debtor's
legal
counsel.
RIALTO BIOENERGY: Exclusivity Period Extended to January 19
-----------------------------------------------------------
Judge Christopher B. Latham of the U.S. Bankruptcy Court for the
Southern District of California extended Rialto Bioenergy
Facility, LLC's exclusivity periods to file a plan and to obtain
acceptance thereof to January 19, 2024 and March 19, 2024,
respectively.
Rialto Bioenergy Facility, LLC is represented by:
Ron Bender, Esq.
Krikor J. Meshefejian, Esq.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P.
2818 La Cienega Avenue
Los Angeles, CA 90034
Tel: (310) 229-1234
Email: RB@LNBYG.COM
KJM@LNBYG.COM
About Rialto Bioenergy Facility, LLC
Rialto Bioenergy Facility, LLC owns and operates a multi-feedstock
bioenergy facility in Rialto, Calif., which converts organic
waste,
such as food waste, yard waste, and biosolids into carbon-negative
renewable natural gas, with capability to also generate renewable
electricity and soil amendment/fertilizer. The facility, the
largest in North America and valued at $196.6 million, utilizes
anaerobic digestion technology to convert the organic waste
received from waste haulers into renewable natural gas.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Calif. Case No. 23-01467) on May 25,
2023, with $100 million to $500 million in both assets and
liabilities. Yaniv Scherson, vice president, signed the petition.
Judge Christopher B. Latham oversees the case.
The Debtor tapped Ron Bender, Esq., at Levene, Neale, Bender, Yoo
and Golubchik, LLP as bankruptcy counsel; B. Riley Securities,
Inc.
as financial advisor; and GlassRatner Advisory & Capital Group,
LLC
as valuation consultant.
UMB Bank, N.A. as Indenture Trustee is represented by Nahal
Zarnighian, Esq., at Ballard Spahr, LLP.
The U.S. Trustee for Region 15 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee is represented by Brinkman Law Group, PC.
RISKONNECT PARENT: 99% Markdown for Cliffwater $30.8MM Loan
-----------------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its $30,882,250
loan extended to Riskonnect Parent, LLC to market at $1,352,092 or
9% of the outstanding amount, as of September 30, 2023, according
to a disclosure contained in Cliffwater's Form N-CSR for the Fiscal
year ended September 30, 2023, filed with the Securities and
Exchange Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan-Delayed Draw to Riskonnect Parent, LLC. The loan
accrues interest at a rate of 1.00%per annum. The loan matures on
December 7, 2028.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019.
Riskonnect, Inc. develops cloud-based risk management software. The
Company provides project management, data integration, and training
services focusing on cloud computing, risk management, and business
intelligence. Riskonnect serves customers globally.
RITE AID: Committee Taps AlixPartners LLP as Financial Advisor
--------------------------------------------------------------
The official committee of unsecured creditors of Rite Aid
Corporation and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to employ
AlixPartners, LLP as its financial advisor.
The firm will render these services:
a. review and evaluate the Debtors' current financial
condition, business plans and cash and financial forecasts, and
periodically report to the Committee regarding the same;
b. review the Debtors' cash management, tax sharing and
intercompany accounting systems, practices and procedures;
c. support the Committee's investment banker and counsel in
evaluating any proposed sale process and related bids, and
participate in any meetings with bidders or auction, as required;
d. review and investigate: (i) related party transactions,
including those between the Debtors and non-debtor subsidiaries and
affiliates (including, but not limited to, shared services expenses
and tax allocations) and (ii) select other prepetition
transactions;
e. identify and/or review potential preference payments,
fraudulent conveyances and other causes of action that the various
Debtors' estates may hold against third parties, including each
other;
f. analyze the Debtors' assets and claims and assess potential
recoveries to the various creditor constituencies under different
scenarios, in coordination with the Committee's investment banker;
g. assist in the development and/or review of the Debtors'
restructuring support agreement, plan of reorganization and
disclosure statement;
h. review and evaluate court motions filed or to be filed by
the Debtors or any other parties-in-interest, as appropriate;
i. render expert testimony and litigation support services,
including e-discovery services, as requested from time to time by
the Committee and its counsel, regarding any of the matters to
which AlixPartners is providing services;
j. attend Committee meetings and court hearings as may be
required in the role of advisors to the Committee;
k. conduct eDiscovery, document review and forensic data
services required in conjunction with any document requests or
other discovery; and
l. assist with such other matters as may be requested that
fall within AlixPartners' expertise and that are mutually
agreeable.
AlixPartners' current standard hourly rates for 2023 are as
follows:
Partner & Managing Director $1,140 to $1,400
Partner $1,115
Director $880 to $1,070
Senior Vice President $735 to $860
Vice President $585 to $725
Consultant $215 to $565
AlixPartners' standard hourly rates for 2024, subject to periodic
adjustments, will be as follows:
Partner & Managing Director $1,225 to $1,495
Partner $1,200
Director $960 to $1,125
Senior Vice President $800 to $910
Vice President $640 to $790
Consultant $230 to $625
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David MacGreevey, a managing director at AlixPartners, disclosed in
court filings 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:
David MacGreevey, CPA
ALIXPARTNERS, LLP
909 Third Avenue
New York, NY 10022
Tel: (212) 490-2500
Fax: (212) 490-1344
Email: dmacgreevey@alixpartners.com
About Rite Aid
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years.
Rite Aid employs more than 6,100 pharmacists and operates more than
2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on October
15, 2023. In the petition signed by Jeffrey S. Stein, chief
executive officer and chief restructuring officer, the Debtor
disclosed $7,650,418,000 in total assets and $8,597,866,000 in
total liabilities.
Judge Michael B. Kaplan oversees the case.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
Kramer Levin Naftalis & Frankel LLP, serves as counsel to the
Official Committee of Unsecured Creditors. Kelley Drye & Warren LLP
serves as co-counsel to the Committee.
A Tort Claimants Committee is represented by Akin Gump Strauss
Hauer & Feld LLP as lead counsel and Sherman, Silverstein, Kohl,
Rose & Podolsky, P.A as local counsel.
The Dann Law Firm, P.C.; Martzell, Bickford & Centola; Creadore Law
Firm PC; and Thompson Barney advise an Ad Hoc Committee comprised
of parents and guardians advocating on behalf of children born with
Neonatal Abstinence Syndrome, and who assert general unsecured
claims on account of the children's fetal opioid exposure.
DLA Piper LLP (US) serves as counsel to Medimpact Healthcare
Systems, Inc., the buyer of the Elixir pharmacy benefits management
business.
Greenberg Traurig, LLP, and Choate Hall & Stewart LLP serve as
co-counsel to Bank of America, N.A., the administrative agent for
the prepetition first lien lenders and the DIP lenders.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fox Rothschild LLP
represent the Ad Hoc Group of Secured Noteholders. FTI Consulting
and Evercore is serving or served as financial advisors to the
Bondholders.
RITE AID: Committee Taps Kramer Levin Naftalis as Co-Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Rite Aid
Corporation and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to employ Kramer
Levin Naftalis & Frankel LLP as its co-counsel.
The firm will render these services:
(a) advise the Committee with respect to its rights, duties
and powers in these cases;
(b) assist and advise the Committee in its consultations with
the Debtors in connection with the administration of these cases;
(c) assist the Committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors;
(d) assist the Committee in connection with evaluating any
plans of reorganization nor liquidation proposed by the Debtors;
(e) assist the Committee in evaluating any sale or financing
proposed by the Debtors;
(f) assist the Committee in analyzing the claims of the
Debtors' creditors;
(g) advise and represent the Committee in connection with
matters generally arising in these cases;
(h) appear before this Court, and any other federal, state or
appellate court on behalf of the Committee;
(i) prepare, on behalf of the Committee, any pleadings,
including motions, memoranda, complaints, objections, and responses
to any of the foregoing; and
(j) perform such other legal services as may be required or
are otherwise deemed to be in the interests of the Committee in
accordance with the Committee's powers and duties as set forth in
the Bankruptcy Code, Bankruptcy Rules, or other applicable law.
The firm will be paid at these rates:
Partners $1,300 to $1,800 per hour
Counsel $1,300 to $1,775 per hour
Special Counsel $1,155 to $1,435 per hour
Associates $720 to $1,280 per hour
Paraprofessionals $365 to $555 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
The following is provided in response to the request for additional
information set forth in Paragraph D.1. of the U.S. Trustee
Guidelines.
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the twelve (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 post petition, explain
the difference and the reasons for the difference.
Response: Kramer Levin did not represent the Committee before
being selected as its counsel on Nov. 3, 2023. Kramer Levin's
billing rates have not changed since the Petition Date.
Rachael Ringer, Esq., a partner at Kramer, disclosed in a court
filing that the firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Rachael L. Ringer, Esq.
Kramer Levin Naftalis & Frankel, LLP
1177 Avenue of the Americas
New York, New York 10036
Telephone: (212) 715-9285
Facsimile: (212) 715-8265
Email: rringer@kramerlevin.com
About Rite Aid
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years.
Rite Aid employs more than 6,100 pharmacists and operates more than
2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on October
15, 2023. In the petition signed by Jeffrey S. Stein, chief
executive officer and chief restructuring officer, the Debtor
disclosed $7,650,418,000 in total assets and $8,597,866,000 in
total liabilities.
Judge Michael B. Kaplan oversees the case.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
Kramer Levin Naftalis & Frankel LLP, serves as counsel to the
Official Committee of Unsecured Creditors. Kelley Drye & Warren LLP
serves as co-counsel to the Committee.
A Tort Claimants Committee is represented by Akin Gump Strauss
Hauer & Feld LLP as lead counsel and Sherman, Silverstein, Kohl,
Rose & Podolsky, P.A as local counsel.
The Dann Law Firm, P.C.; Martzell, Bickford & Centola; Creadore Law
Firm PC; and Thompson Barney advise an Ad Hoc Committee comprised
of parents and guardians advocating on behalf of children born with
Neonatal Abstinence Syndrome, and who assert general unsecured
claims on account of the children's fetal opioid exposure.
DLA Piper LLP (US) serves as counsel to Medimpact Healthcare
Systems, Inc., the buyer of the Elixir pharmacy benefits management
business.
Greenberg Traurig, LLP, and Choate Hall & Stewart LLP serve as
co-counsel to Bank of America, N.A., the administrative agent for
the prepetition first lien lenders and the DIP lenders.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fox Rothschild LLP
represent the Ad Hoc Group of Secured Noteholders. FTI Consulting
and Evercore is serving or served as financial advisors to the
Bondholders.
RITE AID: Tort Claimants Tap Akin Gump Strauss as Lead Counsel
--------------------------------------------------------------
The official committee of tort claimants appointed in the Chapter
11 cases of Rite Aid Corporation and its affiliates seeks approval
from the U.S. Bankruptcy Court for the District of New Jersey to
employ Akin Gump Strauss Hauer & Feld LLP as its lead counsel.
The firm will render these services:
(a) advise the TCC with respect to its rights, duties and
powers in the Chapter 11 Cases;
(b) assist and advise the TCC in its consultations and
negotiations with the Debtors and other parties in interest
relative to the administration of the Chapter 11 Cases;
(c) assist the TCC in analyzing the claims of the Debtors'
creditors and the Debtors' capital structure and in negotiating
with stakeholders;
(d) assist the TCC in its investigation of the acts, conduct,
assets, liabilities and financial condition of the Debtors and of
the operation of the Debtors' businesses by the Debtors' board and
management;
(e) assist the TCC in connection with the Debtors'
monetization of their assets and the negotiations with the Debtors
and third parties concerning matters related thereto including,
without limitation, the terms of the sales of assets, sale
agreements and other transaction documents;
(f) assist the TCC in its analysis of, and negotiations with,
the Debtors or any third party concerning matters related to, among
other things, the Debtors' monetization of their assets (including,
without limitation, the terms of any sales of assets, sale
agreements and other transaction documents), the assumption or
rejection of certain leases of non-residential real property and
executory contracts, financing transactions, other transactions and
the terms of one or more chapter 11 plans of reorganization and/or
liquidation for the Debtors and accompanying disclosure statements
and related plan documents;
(g) assist and advise the TCC as to its communications to Tort
Claimants regarding significant matters in the Chapter 11 Cases;
(h) represent the TCC at all hearings and other proceedings
before this Court;
(i) review and analyze applications, orders, statements of
operations and schedules filed with the Court and advise the TCC as
to their propriety, and to the extent deemed appropriate by the
TCC, support, join or object thereto;
(j) advise and assist the TCC with respect to any legislative,
regulatory or governmental activities;
(k) assist the TCC in its review and analysis of all of the
Debtors' various agreements;
(l) prepare, on behalf of the TCC, any pleadings, including
without limitation, motions, memoranda, complaints, adversary
complaints, objections, statements, reservations of rights or
comments in connection with any matter related to the Debtors or
the Chapter 11 Cases;
(m) investigate and analyze any claims belonging to the
Debtors' estates; and
(n) perform such other legal services as may be required or
are otherwise deemed to be in the interests of the TCC in
accordance with the TCC's powers and duties as set forth in the
Bankruptcy Code, Bankruptcy Rules or other applicable law.
The firm will be paid at these hourly rates:
2023 2024
Partners $1,300 to $2,145 $1,440 to $2,195
Senior Counsel $940 to $1,550 $1,055 to $1,800
Counsel $1,120 to $1,500 $1,295 to $1,825
Associates $735 to $1,125 $840 to $1,350
Paraprofessionals $215 to $510 $255 to $530
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Akin
disclosed the following:
(a) Akin did not agree to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement; the hourly rates set forth in the Application and this
Declaration are consistent with (i) market rates for comparable
services and (ii) the rates that Akin charges and will charge other
comparable chapter 11 clients, regardless of the location of the
chapter 11 case.
(b) No rate for any of the professionals included in this
engagement varies based on the geographic location of the Chapter
11 Cases.
(c) Akin did not represent any member of the TCC in connection
with the Chapter 11 Cases prior to its retention by the TCC.
(d) Akin expects to develop a prospective budget and staffing
plan to reasonably comply with the U.S. Trustee's request for
information and additional disclosures, as to which Akin reserves
all rights.
(e) The TCC has approved Akin's proposed hourly billing rates.
Arik Preis, Esq., a partner at Akin, 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:
James R. Savin, Esq.
Akin Gump Strauss Hauer & Feld, LLP
One Bryant Park
New York, NY 10036-6745
Tel: (212) 872-7418
Fax: (212) 872-1002
Email: apreis@akingump.com
About Rite Aid
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years.
Rite Aid employs more than 6,100 pharmacists and operates more than
2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on October
15, 2023. In the petition signed by Jeffrey S. Stein, chief
executive officer and chief restructuring officer, the Debtor
disclosed $7,650,418,000 in total assets and $8,597,866,000 in
total liabilities.
Judge Michael B. Kaplan oversees the case.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
Kramer Levin Naftalis & Frankel LLP, serves as counsel to the
Official Committee of Unsecured Creditors. Kelley Drye & Warren LLP
serves as co-counsel to the Committee.
A Tort Claimants Committee is represented by Akin Gump Strauss
Hauer & Feld LLP as lead counsel and Sherman, Silverstein, Kohl,
Rose & Podolsky, P.A as local counsel.
The Dann Law Firm, P.C.; Martzell, Bickford & Centola; Creadore Law
Firm PC; and Thompson Barney advise an Ad Hoc Committee comprised
of parents and guardians advocating on behalf of children born with
Neonatal Abstinence Syndrome, and who assert general unsecured
claims on account of the children's fetal opioid exposure.
DLA Piper LLP (US) serves as counsel to Medimpact Healthcare
Systems, Inc., the buyer of the Elixir pharmacy benefits management
business.
Greenberg Traurig, LLP, and Choate Hall & Stewart LLP serve as
co-counsel to Bank of America, N.A., the administrative agent for
the prepetition first lien lenders and the DIP lenders.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fox Rothschild LLP
represent the Ad Hoc Group of Secured Noteholders. FTI Consulting
and Evercore is serving or served as financial advisors to the
Bondholders.
RITE AID: Tort Claimants Tap Jefferies LLC as Investment Banker
---------------------------------------------------------------
The official committee of tort claimants appointed in the Chapter
11 cases of Rite Aid Corporation and its affiliates seeks approval
from the U.S. Bankruptcy Court for the District of New Jersey to
employ Jefferies LLC as its investment banker.
The firm will render these services:
(a) become familiar with, to the extent Jefferies deems
appropriate, and analyze the business, operations, properties,
financial condition and prospects of the Debtors;
(b) advise the TCC on the current state of the "restructuring
market";
(c) assist and advise the TCC in developing a general strategy
for accomplishing a Transaction;
(d) assist and advise the TCC in implementing a Transaction
involving the Debtors;
(e) assist and advise the TCC in evaluating and analyzing any
Transaction, including any securities or debt instruments that may
be issued in any such Transaction;
(f) assist and advise the TCC in connection with negotiations
with other stakeholders;
(g) assist and advise the TCC in evaluation and negotiating
any restructuring and/or settlement proposals and/or alternatives
and evaluating the impact on recoveries;
(h) provide testimony, as necessary and appropriate, with
respect to matters on which Jefferies has been engaged to advise
the TCC;
(i) attend meetings of the TCC with respect to matters on
which Jefferies has been engaged to advise the TCC in the
Engagement Letter; and
(j) render such other investment banking services as may from
time to time be agreed upon by the TCC and Jefferies and reasonably
appropriate.
The firm will be compensated as follows:
-- Monthly Fee. A monthly fee equal to $175,000 per month until
the termination of the Engagement Letter. The first Monthly Fee
shall be payable immediately upon Court approval of the Engagement
Letter (with, for the avoidance of doubt, the first Monthly Fee
being deemed to have accrued beginning on Nov. 6, 2023) and each
subsequent Monthly Fee shall be payable in advance on each monthly
anniversary of such date. Additionally, fifty percent of the
Monthly Fees in excess of $1,050,000 (6 Monthly Fees) actually paid
to Jefferies under the Engagement Letter shall be credited once,
without duplication, against any Transaction Fee subsequently
payable to Jefferies.
-- Transaction Fee. Upon the consummation of a Transaction, a
transaction fee in an amount equal to $4,500,000. For the avoidance
of doubt, only one Transaction Fee may be payable to Jefferies
under the Engagement Letter.
-- Reimbursement of Expenses. In addition to any fees that may be
paid to Jefferies, the Debtors shall reimburse Jefferies for all
actual and necessary expenses (including reasonable fees and
expenses of its counsel) incurred in connection with its engagement
by the TCC.
Leon Szlezinger, a managing director at Jefferies 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:
Leon Szlezinger
JEFFERIES LLC
520 Madison Avenue
New York, NY 10022
Telephone: (212) 284-2300
About Rite Aid
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years.
Rite Aid employs more than 6,100 pharmacists and operates more than
2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on October
15, 2023. In the petition signed by Jeffrey S. Stein, chief
executive officer and chief restructuring officer, the Debtor
disclosed $7,650,418,000 in total assets and $8,597,866,000 in
total liabilities.
Judge Michael B. Kaplan oversees the case.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
Kramer Levin Naftalis & Frankel LLP, serves as counsel to the
Official Committee of Unsecured Creditors. Kelley Drye & Warren LLP
serves as co-counsel to the Committee.
A Tort Claimants Committee is represented by Akin Gump Strauss
Hauer & Feld LLP as lead counsel and Sherman, Silverstein, Kohl,
Rose & Podolsky, P.A as local counsel.
The Dann Law Firm, P.C.; Martzell, Bickford & Centola; Creadore Law
Firm PC; and Thompson Barney advise an Ad Hoc Committee comprised
of parents and guardians advocating on behalf of children born with
Neonatal Abstinence Syndrome, and who assert general unsecured
claims on account of the children's fetal opioid exposure.
DLA Piper LLP (US) serves as counsel to Medimpact Healthcare
Systems, Inc., the buyer of the Elixir pharmacy benefits management
business.
Greenberg Traurig, LLP, and Choate Hall & Stewart LLP serve as
co-counsel to Bank of America, N.A., the administrative agent for
the prepetition first lien lenders and the DIP lenders.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fox Rothschild LLP
represent the Ad Hoc Group of Secured Noteholders. FTI Consulting
and Evercore is serving or served as financial advisors to the
Bondholders.
RITE AID: Tort Claimants Tap Province LLC as Financial Advisor
--------------------------------------------------------------
The official committee of tort claimants appointed in the Chapter
11 cases of Rite Aid Corporation and its affiliates seeks approval
from the U.S. Bankruptcy Court for the District of New Jersey to
employ Province, LLC as its financial advisor.
The firm's services include:
a. becoming familiar with and analyzing the Debtors' assets
and liabilities, and overall financial condition and liquidity
during the Chapter 11 Cases;
b. reviewing financial and operational information furnished
by the Debtors;
c. review of other operational data and agreements related to
the interaction of the Debtors;
d. scrutinizing the economic terms of various agreements,
including, but not limited to, various professional retentions;
e. analyzing the Debtors' proposed business plans and
developing alternative scenarios, if necessary;
f. analyzing the various types of claims against the Debtors;
g. assessing the Debtors' various pleadings and proposed
treatment of creditor claims therefrom;
h. preparing, or reviewing as applicable, avoidance action and
claim analyses;
i. assisting the TCC in reviewing the Debtors' financial
reports, including, but not limited to, SOFAs, Schedules, budgets,
and Monthly Operating Reports;
j. advising the TCC on the current state of the Chapter 11
Cases;
k. advising the TCC in negotiations with the Debtors and third
parties as necessary;
l. if necessary, participating as a witness in hearings before
the bankruptcy court with respect to matters upon which Province
has provided advice; and
m. other activities as are approved by the TCC, the TCC's
counsel, and as agreed to by Province.
The firm will be paid at these rates:
Managing Directors/Principals $860 to $1,350 per hour
Vice Presidents/Directors/
Senior Directors $580 to $950 per hour
Analysts/Associates/Senior Associates $300 to $650 per hour
Other/Para-Professionals $220 to $300 per hour
Effective as of Jan. 1, 2024, the firm is raising its market rates
as follows:
Managing Directors and Principals $870 to $1,450 per hour
Vice Presidents, Directors
and Senior Directors $690 to $950 per hour
Analysts, Associates
and Senior Associates $370 to $700 per hour
Other / Para-Professional $270 to $410 per hour
Michael Atkinson, a principal of Province, disclosed in a court
filing that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael Atkinson
Province, LLC
2360 Corporate Circle, Suite 340
Henderson, NV 89074
Tel: (702) 685-5555
Email: pnavid@provincefirm.com
About Rite Aid
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years.
Rite Aid employs more than 6,100 pharmacists and operates more than
2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on October
15, 2023. In the petition signed by Jeffrey S. Stein, chief
executive officer and chief restructuring officer, the Debtor
disclosed $7,650,418,000 in total assets and $8,597,866,000 in
total liabilities.
Judge Michael B. Kaplan oversees the case.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
Kramer Levin Naftalis & Frankel LLP, serves as counsel to the
Official Committee of Unsecured Creditors. Kelley Drye & Warren LLP
serves as co-counsel to the Committee.
A Tort Claimants Committee is represented by Akin Gump Strauss
Hauer & Feld LLP as lead counsel and Sherman, Silverstein, Kohl,
Rose & Podolsky, P.A as local counsel.
The Dann Law Firm, P.C.; Martzell, Bickford & Centola; Creadore Law
Firm PC; and Thompson Barney advise an Ad Hoc Committee comprised
of parents and guardians advocating on behalf of children born with
Neonatal Abstinence Syndrome, and who assert general unsecured
claims on account of the children's fetal opioid exposure.
DLA Piper LLP (US) serves as counsel to Medimpact Healthcare
Systems, Inc., the buyer of the Elixir pharmacy benefits management
business.
Greenberg Traurig, LLP, and Choate Hall & Stewart LLP serve as
co-counsel to Bank of America, N.A., the administrative agent for
the prepetition first lien lenders and the DIP lenders.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fox Rothschild LLP
represent the Ad Hoc Group of Secured Noteholders. FTI Consulting
and Evercore is serving or served as financial advisors to the
Bondholders.
RITE AID: Tort Claimants Taps Sherman Silverstein as Local Counsel
------------------------------------------------------------------
The official committee of tort claimants appointed in the Chapter
11 cases of Rite Aid Corporation and its affiliates seeks approval
from the U.S. Bankruptcy Court for the District of New Jersey to
employ Sherman, Silverstein, Kohl, Rose & Podolsky, P.A. as its
local counsel.
The firm's services include:
a. advising the Debtors with respect to its rights, duties and
powers under the Bankruptcy Code;
b. reviewing and preparing applications, motions, pleadings,
objections, briefs, memoranda and other documents and reports as
may be required and requested by Akin and the TCC;
c. providing legal advice and services regarding local rules,
practices and procedures including Third Circuit law, including
reviewing and commenting on drafts of documents to ensure
compliance with local rules practices and procedures;
d. representing the Debtors in Court as local counsel;
e. representing the Debtors in its dealings with all parties
in interest in the within the Chapter 11 Cases;
f. performing any and all such other services as may be
necessary or appropriate.
The firm's hourly rates for 2023 are as follows:
Shareholders $600 to $825
Of Counsel $550 to $725
Associates $400 to $525
Paralegals $250
Sherman Silverstein customarily adjusts its rates on January 1 of
each year. Subject to Court approval, as of January 1, 2024,
Sherman Silverstein’s applicable rates will be as follows:
Shareholders $600 to $950
Of Counsel $575 to $825
Associates $425 to $550
Paralegals $250 to $300
Arthur Abramowitz, Esq., a member of Sherman Silverstein, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Sherman Silverstein can be reached at:
Arthur J. Abramowitz, Esq.
SHERMAN, SILVERSTEIN, KOHL, ROSE & PODOLSKY
308 Harper Drive, Suite 200
Moorestown, NJ 08057
Tel: (856) 662-0700
About Rite Aid
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years.
Rite Aid employs more than 6,100 pharmacists and operates more than
2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on October
15, 2023. In the petition signed by Jeffrey S. Stein, chief
executive officer and chief restructuring officer, the Debtor
disclosed $7,650,418,000 in total assets and $8,597,866,000 in
total liabilities.
Judge Michael B. Kaplan oversees the case.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
Kramer Levin Naftalis & Frankel LLP, serves as counsel to the
Official Committee of Unsecured Creditors. Kelley Drye & Warren LLP
serves as co-counsel to the Committee.
A Tort Claimants Committee is represented by Akin Gump Strauss
Hauer & Feld LLP as lead counsel and Sherman, Silverstein, Kohl,
Rose & Podolsky, P.A as local counsel.
The Dann Law Firm, P.C.; Martzell, Bickford & Centola; Creadore Law
Firm PC; and Thompson Barney advise an Ad Hoc Committee comprised
of parents and guardians advocating on behalf of children born with
Neonatal Abstinence Syndrome, and who assert general unsecured
claims on account of the children's fetal opioid exposure.
DLA Piper LLP (US) serves as counsel to Medimpact Healthcare
Systems, Inc., the buyer of the Elixir pharmacy benefits management
business.
Greenberg Traurig, LLP, and Choate Hall & Stewart LLP serve as
co-counsel to Bank of America, N.A., the administrative agent for
the prepetition first lien lenders and the DIP lenders.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fox Rothschild LLP
represent the Ad Hoc Group of Secured Noteholders. FTI Consulting
and Evercore is serving or served as financial advisors to the
Bondholders.
RITE AID: Wins Final Court Approval for Bankruptcy Loans
--------------------------------------------------------
Rite Aid Corporation disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the U.S. Bankruptcy
Court for the District of New Jersey approved the
debtor-in-possession credit agreements on a final basis.
As previously disclosed in the October 2023 8-K, the Company as
borrower and certain of its direct and indirect
debtor-subsidiaries, as guarantors, entered into the DIP Facilities
with the lenders from time to time party thereto and Bank of
America, N.A., as administrative agent and collateral agent, on the
terms and conditions set forth therein.
Pursuant to the DIP ABL Credit Agreement, the DIP ABL Lenders have
agreed, upon the terms and conditions set forth therein, to make
available to the Borrower a super priority senior secured
debtor-in-possession asset-based credit facility in the aggregate
principal amount of $3.25 billion, consisting of (x) a $2.85
billion revolving credit facility, and (y) a $400 million first-in
last-out term loan facility. Additionally, concurrently therewith,
the Borrower and certain of its direct and indirect
debtor-subsidiaries, as guarantors, entered into a
debtor-in-possession term loan agreement with the lenders from time
to time party thereto and Bank of America, N.A., as administrative
agent and collateral agent, on the terms and conditions set forth
therein.
Pursuant to the DIP Term Loan Credit Agreement, the DIP Term Loan
Lenders have agreed, upon the terms and conditions set forth
therein to make available to the Borrower a senior secured
debtor-in-possession term loan credit facility in the aggregate
principal amount of $200 million. On October 17, 2023, the
Bankruptcy Court entered an order approving the DIP Facilities on
an interim basis.
Full-text copies of the amended DIP Credit Agreements are available
at:
https://www.sec.gov/Archives/edgar/data/84129/000110465923129388/tm2333722d1_ex10-2.htm
https://www.sec.gov/Archives/edgar/data/84129/000110465923129388/tm2333722d1_ex10-3.htm
About Rite Aid Corp.
Rite Aid -- http://www.riteaid.com/-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years. Rite Aid employs more than 6,100 pharmacists and operates
more than 2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 23-18993) on Oct. 15, 2023. In
the petition signed by Jeffrey S. Stein, chief executive officer
and chief restructuring officer, Rite Aid disclosed $7,650,418,000
in total assets and $8,597,866,000 in total liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.,
as local bankruptcy counsel, Guggenheim Partners as investment
banker, and Alvarez & Marsal North America, LLC, as financial, tax
and restructuring advisor. Kroll Restructuring Administration is
the claims and noticing agent.
SALEM MEDIA: Voluntarily Delists From Nasdaq Global Market
----------------------------------------------------------
Salem Media Group, Inc. announced that it has given formal notice
to the Nasdaq Stock Market of its intention to voluntarily delist
its Class A Common Stock from the Nasdaq Global Market and to
deregister its Class A Common Stock under Section 12(b) of the
Securities Exchange Act of 1934.
The Company currently anticipates that it will file with the
Securities and Exchange Commission a Form 25 (Notification of
Removal of Listing) on or about Jan. 8, 2024, with the delisting of
its Class A Common Stock taking effect no earlier than ten days
thereafter. As a result, the Company expects that the last trading
day of its common stock on the Nasdaq Global Market will be on or
about Jan. 18, 2024. Further, prior to March 29, 2024, the Company
intends to file a Form 15 with the SEC to suspend the Company's
reporting obligations under Sections 12(g) and 15(d) of the
Exchange Act.
The Company anticipates significant financial savings as a result
of this decision. In addition, delisting and deregistration
provide several benefits to the Company and its stockholders
including lower operating costs and reduced management time
commitment for compliance and reporting activities.
The Corporation anticipates that its Class A Common Stock will be
quoted on the OTCQX or other market operated by OTC Markets Group
Inc., and it intends to take such actions to enable its Class A
Common Stock to be quoted on the OTCQX or on another OTC market so
that a trading market may continue to exist for its Class A Common
Stock. The Corporation expects its Class A Common Stock to be
quoted on the OTCQX Market beginning on or around Jan. 19, 2024,
pending approval by the OTC.
About Salem Media
Headquartered in Texas, Salem -- www.salemmedia.com -- is a
domestic multimedia company specializing in Christian and
conservative content, with media properties comprising radio
broadcasting, digital media, and publishing. Its content is
intended for audiences interested in Christian and family-themed
programming and conservative news talk.
As of Sept. 30, 2023, the Company had $471.30 million in total
assets, $339.15 million in total liabilities, and $132.15 million
in total stockholders' equity.
* * *
As reported by the TCR on Sept. 25, 2023, Moody's Investors Service
downgraded Salem Media Group, Inc.'s Corporate Family Rating to
Caa3 from Caa1. Moody's said the downgrade of the CFR to Caa3
reflects Salem's weak operating performance pressured by subdued
radio advertising demand, high financial leverage, a deteriorating
liquidity profile and the uncertainty around the company's ability
to refinance its $25 million ABL revolving facility before its
expiration in March 2024.
Also in September 2023, S&P Global Ratings lowered its issuer
credit rating on Salem Media Group Inc.to 'CCC-' from 'CCC'. The
negative outlook reflects the potential for a default or debt
restructuring over the next six months.
SB PROPERTY: Seeks to Hire Slocum Law as Bankruptcy Counsel
-----------------------------------------------------------
SB Property Group, LLC, seeks approval from the U.S. Bankruptcy
Court for the Middle District of Tennessee to hire Slocum Law to
handle its Chapter 11 case.
The firm's services include the preparation of a Chapter 11 plan
for the Debtor and other legal services in connection with the
bankruptcy case.
Keith Slocum, Esq., is the firm's attorney who will be representing
the Debtor.
Mr. Slocum will be compensated at $425 per hour for time spent out
of court and $475 per hour for time spent in court. Meanwhile,
paralegals will be paid an hourly fee of $150.
Slocum Law received an initial retainer fee of $10,762, plus $1,738
for court costs.
As disclosed in court filings, Slocum Law is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Keith D. Slocum, Esq.
Slocum Law
370 Mallory Station Road, Suite 504
Franklin, TN 37067
Phone: (615) 656-3344
Fax: (615) 647-0651
Email: keith@keithslocum.com
noDce@keithslocum.com
About SB Property Group
SB Property Group, LLC, is the owner of six properties located in
Nashville and Franklin, Tenn., having a total current value of
$5.47 million.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 23-04528) on Dec. 11,
2023, with $5,475,000 in assets and $1,100,015 in liabilities.
Glen Watson, Esq., at Watson Law Group, PLLC serves as Subchapter V
trustee.
Judge Marian F. Harrison oversees the case.
Keith D. Slocum, Esq., at Slocum Law, is the Debtor's bankruptcy
counsel.
SHORTEN INC: Christopher Simpson Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 14 appointed Christopher Simpson, Esq.,
at Osborn Maledon P.A. as Subchapter V trustee for Shorten, Inc.
Mr. Simpson will be paid an hourly fee of $495 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Simpson declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Christopher C. Simpson
Osborn Maledon, P.A.
2929 N. Central Avenue, 21st Fl.
Phoenix, AZ 85012
Phone: (602) 640-9349
Fax: (602) 640-9050
Email: csimpson@omlaw.com
About Shorten Inc.
Shorten, Inc. is a provider of home health care services in Peoria,
Ariz.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 23-09246) on December 26,
2023, with $500,000 to $1 million in assets and $1 million to $10
million in liabilities. Todd Shorten, owner, signed the petition.
James Gaudiosi, Esq., at Jim Gaudiosi, Attorney At Law, PLLC
represents the Debtor as legal counsel.
SPITFIRE ENERGY: Exclusivity Period Extended to March 8
-------------------------------------------------------
Judge Robert L. Jones of the U.S. Bankruptcy Court for the
Northern District of Texas extended Spitfire Energy Group, LLC's
exclusive periods to file a chapter 11 plan and solicit
acceptances thereof to March 8, 2024 and May 6, 2024,
respectively.
Spitfire Energy Group, LLC is represented by:
Clayton D. Ketter, Esq.
PHILLIPS MURRAH P.C.
3710 Rawlins Street, Suite 900
Dallas, TX 75219
Tel: (405) 235-4100
Email: cdketter@phillipsmurrah.com
- and -
Jason A. Sansone, Esq.
PHILLIPS MURRAH P.C.
101 North Robinson Ave., Suite 1300
Oklahoma City, OK 73102
Tel: (405) 235-4100
Email: jasansone@phillipsmurrah.com
About Spitfire Energy Group
Spitfire Energy Group, LLC is a strategic midstream and water
management provider and currently operates commercial saltwater
disposal facilities in the Texas panhandle with over 165 miles of
pipeline gathering and a disposal capacity of over 100,000 barrels
per day. Such facilities are primarily located in Hemphill County
and Wheeler County, Texas.
Spitfire Energy Group filed Chapter 11 petition (Bankr. N.D. Texas
Case No. 23-20186) on Sept. 1, 2023, with $10 million to $50
million in both assets and liabilities. David D. Le Norman,
manager, signed the petition.
Judge Robert L. Jones oversees the case.
The Debtor tapped Clayton D. Ketter, Esq., at Phillips Murrah PC
as
legal counsel; Energy Capital Solutions, LLC as investment banker;
and Watts Guerra LLP, Lovell, Isern & Farabough, LLP and Lovell
Hoffman Law, PLLC as special litigation counsel.
STATEN ISLAND JEWISH: Exclusivity Period Extended to February 20
----------------------------------------------------------------
Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York extended Staten Island Jewish
Heritage Network Inc.'s exclusivity period to file a plan of
reorganization and disclosure statement from January 17, 2024 to
February 20, 2024.
About Staten Island Jewish Heritage Network
Staten Island Jewish Heritage Network Inc. owns real property
located at 3495 Richmond Rd, Staten Island NY valued at $1.7
million.
Staten Island Jewish Heritage Network Inc. filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code
(Bankr.
E.D. N.Y. Case No. 23-42581) on July 21, 2023. The petition was
signed by Steven Uzhansky as president. At the time of filing, the
Debtor estimated $1,700,088 in assets and $2,902,436 in
liabilities.
Judge Elizabeth S. Stong presides over the case.
Alla Kachan, Esq. at LAW OFFICES OF ALLA KACHAN, P.C. represents
the Debtor as counsel.
STEM HOLDINGS: Delays Annual Report for Year Ended Sept. 30
-----------------------------------------------------------
Stem Holdings, Inc. filed with the Securities and Exchange
Commission a Form 12b-25 notifying the delay in the filing of its
Annual Report on Form 10-K for the year ended Sept. 30, 2023.
Stem Holdings said it was unable to file its Form 10-K within the
prescribed time period without unreasonable effort or expense. The
Company anticipates that it will file its Form 10-K within the
grace period provided by Exchange Act Rule 12b-25.
About Stem Holdings
Headquartered in Boca Raton, Florida, Stem Holdings, Inc. --
http://www.stemholdings.com-- is a Nevada corporation incorporated
on June 7, 2016, and is an omnichannel, vertically-integrated
cannabis branded products and technology company with
state-of-the-art cultivation, processing, extraction, retail,
distribution, and delivery-as-a-service (DaaS) operations
throughout the United States. Stem's family of brands includes
TJ's Gardens, TravisxJames, and Yerba Buena flower and extracts;
Cannavore edible confections; and e-commerce delivery platforms
provide direct-to consumer proprietary logistics and an omnichannel
UX (user experience)/CX (customer experience).
Stem Holdings reported a net loss of $17.53 million for the year
ended Sept. 30, 2022, a net loss of $64.6 million for the year
ended Sept. 30, 2021, and a net loss of $11.5 million for the year
ended Sept. 30, 2020.
Stem Holdings' management believes that the Company has access to
capital resources through potential public or private issuances of
debt or equity securities. However, if the Company is unable to
raise additional capital, it may be required to curtail operations
and take additional measures to reduce costs, including reducing
its workforce, eliminating outside consultants, and
reducing legal fees to conserve its cash in amounts sufficient to
sustain operations and meet its obligations, according to the
Company's Quarterly Report for the three months ended June 30,
2023. The Company is also in the process of seeking business
combinations by entities directly in the production and sale of
cannabis. These matters raise substantial doubt about the
Company's ability to continue as a going concern, the Report said.
STRATEGIC MATERIALS: Kane Russell Advises VFS, Volvo & Williams
---------------------------------------------------------------
Michael P. Ridulfo and the law firm of Kane Russell Coleman Logan
PC (collectively, "KRCL") filed a verified statement pursuant to
Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose
that in the Chapter 11 case of Strategic Materials, Inc., and
affiliates, the firm represents the VFS Leasing Co., Volvo
Financial Services, a division of VFS US LLC and Williams Fire
Sprinkler Company, Inc. (collectively, the "Creditors").
Each of the Creditors assert claims against one or more of the
Debtors.
Each of the Creditors retained KRCL as their counsel to assert and
prosecute claims and/or causes of action against one or more of the
Debtors, and KRCL shall serve as counsel to the Creditors in these
bankruptcy cases. KRCL is authorized to represent the Creditors
pursuant to KRCL's standard engagement letters used in the ordinary
course of business. The Creditors have been advised of, and have
consented to, KRCL's representation of each Creditor in these
bankruptcy cases.
The general nature and approximate amount of each Creditors' claim
are as follows:
1. VFS Leasing
* Equipment leases ($887,000.00)
2. Volvo Financial
* Secured equipment finance ($123,000.00)
3. Williams Fire
* Mechanic's lien ($45,402.19)
Attorney for Volvo Financial:
KANE RUSSELL COLEMAN LOGAN PC
Michael P. Ridulfo, Esq.
5151 San Felipe, Suite 800
Houston, Texas 77056
Ph: (713) 425-7400
Fax: (713) 425-7700
Email: mridulfo@krcl.com
About Strategic Materials
With over a 125-year history, Strategic Materials, Inc. --
http://www.smi.com/-- is North America's most comprehensive glass
recycler, with nearly 50 locations in the United States, Canada,
and Mexico. The company continues to be focused on passionate
advocacy, operational excellence, and collaborative partnership.
SMI is a trusted partner to cleaner, more efficient glass
production, providing customers and suppliers with economical and
environmentally viable products and solutions for reuse of waste
streams.
Strategic Materials and 15 affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 23-90907) on Dec. 4, 2023.
SMI estimated assets of $100 million to $500 million and debt of
$500 million to $1 billion as of the bankruptcy filing.
The Hon. Christopher M. Lopez is the case judge.
Strategic Materials is being advised by Moelis & Company, LLC as
investment banker, Alvarez & Marsal, as restructuring advisor, and
Vinson & Elkins LLP and Wachtell, Lipton, Rosen & Katz as legal
counsel. Kroll is the claims agent.
STRATEGIC MATERIALS: Seeks to Hire Ordinary Course Professionals
----------------------------------------------------------------
Strategic Materials, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire professionals
utilized in the ordinary course of business.
The OCPs include:
Group A
MSG Consulting, Inc. Risk Consulting Services
RYAN, LLC Tax Advisory Services
Jesse Ray Attorney at Law, P.A. Legal Counsel
Greathouse Holloway
McFadden Trachtenberg PLLC Legal Counsel
Mark A Oathout Legal Counsel
Bufete Robles Miaja, S.C. Legal Counsel
Group B
Marcum LLP Tax Advisory Services
Carlson, Caspers,
Vandenburgh & Lindquist P.A. Legal Counsel
Taft Stettinius and Hollister LLP Legal Counsel
Nelson Mullins Riley &
Scarborough LLP Legal Counsel
Johnsen Law PLLC Legal Counsel
Group C
PricewaterhouseCoopers LLP Audit Services
Fox Rothschild Legal Counsel
Beveridge and Diamond, P.C. Legal Counsel
Constangy, Brooks,
Smith and Prophete, LLP Legal Counsel
Norton Rose Fullbright Legal Counsel
About Strategic Materials
With over a 125-year history, Strategic Materials, Inc. --
http://www.smi.com/-- is North America's most comprehensive glass
recycler, with nearly 50 locations in the United States, Canada,
and Mexico. The company continues to be focused on passionate
advocacy, operational excellence, and collaborative partnership.
SMI is a trusted partner to cleaner, more efficient glass
production, providing customers and suppliers with economical and
environmentally viable products and solutions for reuse of waste
streams.
Strategic Materials and 15 affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 23-90907) on Dec. 4, 2023.
SMI estimated assets of $100 million to $500 million and debt of
$500 million to $1 billion as of the bankruptcy filing.
The Hon. Christopher M. Lopez is the case judge.
Strategic Materials is being advised by Moelis & Company, LLC as
investment banker, Alvarez & Marsal, as restructuring advisor, and
Vinson & Elkins LLP and Wachtell, Lipton, Rosen & Katz as legal
counsel. Kroll is the claims agent.
STUDIOKAZA MOBILI: Aleida Molina Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 21 appointed Aleida Martinez Molina,
Esq., as Subchapter V trustee for StudioKaza Mobili, LLC.
Ms. Molina 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. Molina declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Aleida Martinez Molina, Esq.
2121 NW 2nd Avenue, Suite 201
Miami, FL 33127
Telephone: (305) 297-1878
Email: Martinez@subv-trustee.com
About StudioKaza Mobili
StudioKaza Mobili, LLC offers exclusive and luxury furniture,
high-end furnishings, custom-made woodworking, marbles and
granites, residential automation, and unique-designed accessories
from global partners.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-20746) on December
27, 2023, with $1 million to $10 million in both assets and
liabilities. Marco Andrade, operations vice president, signed the
petition.
Morgan Edelboim, Esq., at Edelboim Lieberman Revah, PLLC represents
the Debtor as legal counsel.
TEHUM CARE: Hires Tort Claimants Taps Brown Rudnick as Co-Counsel
-----------------------------------------------------------------
The official tort claimants' committee of Tehum Care Services Inc.
seeks approval from the U.S. Bankruptcy Court for the Southern
District of Texas to employ Brown Rudnick LLP as its co-counsel.
The firm will render these services:
a. assisting and advising the TCC in its discussions with the
Debtor and other parties-in-interest regarding the overall
administration of this case;
b. representing the TCC at hearings to be held before this
Court and communicating with the TCC regarding the matters heard
and the issues raised as well as the decisions and considerations
of this Court;
c. assisting and advising the TCC in its examination and
analysis of the conduct of the Debtor's affairs;
d. reviewing and analyzing pleadings, orders, schedules, and
other documents filed and to be filed with this Court by interested
parties in this case; advising the TCC as to the necessity,
propriety, and impact of the foregoing upon this case; and
consenting or objecting to pleadings or orders on behalf of the
TCC, as appropriate;
e. assisting the TCC in preparing such applications, motions,
memoranda, proposed orders, and other pleadings as may be required
in support of positions taken by the TCC, including all trial
preparation as may be necessary;
f. conferring with the professionals retained by the Debtor
and other parties-in-interest, as well as with such other
professionals as may be selected and employed by the TCC;
g. coordinating the receipt and dissemination of information
prepared by and received from the Debtor's professionals, as well
as such information as may be received from professionals engaged
by the TCC or other parties-in-interest in this case;
h. participating in such examinations of the Debtor and other
witnesses as may be necessary in order to analyze and determine,
among other things, the Debtor's assets and financial condition,
whether the Debtor has made any avoidable transfers of property, or
whether causes of action exist on behalf of the Debtor's estates;
i. negotiating and, if necessary or advisable, formulating a
plan of reorganization for the Debtor;
j. analyzing and advising the TCC on potential strategies for
the Debtor and its creditors to exit Chapter 11; and
k. assisting the TCC generally in performing such other
services as may be desirable or required for the discharge of the
TCC's duties pursuant to Bankruptcy Code Section 1103.
The firm will be paid at these hourly rates:
2023 2024
Attorneys $420 to $2,250 $300 to $2,575
Paraprofessional $425 to $530 $385 to $545
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in the court filings, Brown Rudnick is a
"disinterested person" within the meaning of Bankruptcy Code
Section 101(14).
The firm can be reached through:
Eric Goodman, Esq.
Brown Rudnick LLP
601 Thirteenth Street NW Suite 600
Washington, D.C. 20005
Telephone: (202) 536-1700
Facsimile: (202) 536-1701
Email: egoodman@brownrudnick.com
About Tehum Care Services
Tehum Care Services Inc., doing business as Corizon Health Services
Inc., is a privately held prison healthcare contractor in the
United States. It is based in Brentwood, Tenn.
Tehum Care Services filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-90086) on Feb.
13, 2023. In the petition filed by Russell A. Perry, as chief
restructuring officer, the Debtor reported assets between $1
million and $10 million and liabilities between $10 million and $50
million.
Judge Christopher M. Lopez oversees the case.
The Debtor tapped Gray Reed & McGraw, LLP as bankruptcy counsel;
Bradley Arant Boult Cummings, LLP, as special litigation counsel;
and Ankura Consulting Group, LLC, as financial advisor. Russell A.
Perry, senior managing director at Ankura, serves as the Debtor's
chief restructuring officer. Kurtzman Carson Consultants, LLC, is
the claims, noticing and solicitation agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
Stinson, LLP and Dundon Advisers, LLC, serve as the committee's
legal counsel and financial advisor, respectively.
TG NATURAL: Fitch Assigns First-Time 'BB-' LongTerm IDR
-------------------------------------------------------
Fitch Ratings has assigned a first-time 'BB-' Long-Term Issuer
Default Rating (IDR) to TG Natural Resources LLC (TGNR), and has
upgraded Rockcliff Energy II LLC's rating (Rockcliff) to 'BB-' from
'B+'. Fitch has also assigned 'BB+'/'RR1' ratings to Rockcliff's
new senior secured reserve-based lending (RBL) credit facility and
affirmed the 'BB-'/'RR4' ratings for Rockcliff's current senior
unsecured notes.
In addition, Fitch has affirmed and withdrawn the 'BB+'/'RR1'
ratings for Rockcliff's $900 million senior secured RBL credit
facility following repayment at closing. The Rating Outlook is
Stable.
TGNR's rating, following the closing of the Rockcliff acquisition
on Dec. 28, 2023, reflects the company's strong strategic owner
with $1.35 billion equity injection, sizeable proforma production
of approximately 1.3 BCFE/d in 2024 and 5.1 TCFe of proved reserves
in the Haynesville basin. The ratings also reflect Fitch's forecast
positive FCF, over 12 years of drilling inventory at Fitch's
mid-cycle price, and projected debt reduction to maintain sub-2.0x
EBITDA leverage profile. Offsetting factors include TGNR's size and
scale, and the need to further de-risk its East Texas acreage.
Fitch has withdrawn the rating on Rockcliff's senior secured
reserve-based lending credit facility following its termination at
the close of the acquisition.
KEY RATING DRIVERS
Strong Strategic Owner: Under Fitch's parent-subsidiary linkage
criteria, TGNR's IDR receives a one-notch uplift due to the
moderate linkage between the company and its parent Tokyo Gas. The
linkage reflects the lack of strong legal ties (debt guarantees,
cross defaults), moderate strategic ties given TGNR's overall
financial contribution and weak operational ties since the
companies have integrated management personnel; however,
operational benefits to Tokyo Gas are weaker.
While Fitch does not rate Tokyo Gas, the company has a solid
investment grade credit profile. The investment in TGNR is of
moderate strategic importance to Tokyo Gas, as a notable component
of its Compass 2030 to backward integrate through the LNG value
chain. Tokyo Gas's investment in TGNR is long term, strategic, and
not focused on equity distributions.
Strong Haynesville Focus: Proforma TGNR will be the second largest
private producer in the Haynesville Shale Basin, and is well
positioned for the expected growth of LNG capacity on the Gulf
Coast. The Haynesville basin is located close to the Henry Hub and
other major natural gas buyers, which provides for lower
differentials and higher realized gas prices. Proforma, TGNR's core
acreage in East Texas and North Louisiana portion of the
Haynesville basin totals 384,000 net acres, which equates to
approximately 12 years of drilling inventory, based on drilling
inventory at Fitch's mid-cycle price.
While the East Texas portion of the basin has less operating
history, reservoir characteristics lead to lower development costs
and decline rates. Offset operator Comstock Resources Inc.'s
(B+/Stable) production results at wells in East Texas are generally
consistent with the average IP of its recent Louisiana wells,
somewhat mitigating geological and volumetric risk in the region.
Positive FCF and Improved Liquidity: Fitch believes proforma TGNR
can generate positive FCF throughout the base case given its low
operating cost structure and no current expectations for the
initiation of a dividend. Fitch assumes no dividend program with a
focus on debt reduction through the forecast. The RBL maturity is
not until December 2027 and the Rockcliff bond maturity is not
until 2029, providing the company with extensive runway. Given
Fitch expects Rockcliff to generate material positive FCF over the
forecast period, this should further bolster liquidity.
Continued Absolute Debt Reduction: Under Fitch's current Base Case
pricing, Fitch expects TGNR to use its positive FCF for absolute
debt reduction in the near term following the Rockcliff
acquisition. This includes repaying the RBL facility given the
company's high absolute debt levels following the Rockcliff
acquisition. Under Fitch's model, EBITDA leverage is expected to be
1.9x by year-end 2024, before declining towards 1.0x in the outer
years of the forecast.
Hedging Strategy Reduces Price Risk: TGNR has implemented a
multiyear hedging strategy to limit downside commodity price risk
on completion of the acquisition. Under the RBL facility, TGNR has
to hedge a minimum of 60% of gas PDP volumes for months 1-12 and
40% for months 13-24, which is tested quarterly. Fitch expects the
company to maintain its hedging program to de-risk cash flows and
reduce pricing volatility.
DERIVATION SUMMARY
Following the Rockcliff acquisition, TGNR's production will rise to
just under 1.3 BCFE/d in 2024, which is below Comstock Resources
(B+/Stable; 1,420 mmcfe/d), Chesapeake (BB+/Positive; 3,495
mmcfe/d) and CNX Resources (BB+/Stable, 1,559 mmcfe/d). The
proforma company has proved reserves of 5.1 TCFE which is lower
than Comstock (6.7 TCFE at YE 22) and CNX (9.8 TCFE at YE 22).
Proforma, the company is expected to continue to achieve favorable
netbacks due to its low operating cost profile and proximity to
Henry Hub and Gulf Coast demand centers. Additionally, Fitch
expects the TGNR's EBITDA leverage to be approximately 1.9x at YE
24 proforma the Rockcliff acquisition, which is higher than the
peer group, expected to reduce over the forecast.
KEY ASSUMPTIONS
- WTI oil price of $75/bbl in 2024, $65/bbl in 2026, $60/bbl in
2027 and $57/bbl thereafter;
- Henry Hub natural gas price of $3.25/mcf in 2024, $3/mcf in 2025
and $2.75/mcf thereafter;
- Production increased above 1.25 bcfe/d in 2024 following the
closing of the acquisition and mid-to-low single digit decline from
2025 as TGNR focusses on RBL reduction following the acquisition;
- Capex of $650 million in 2024 and reduces to approximately $500
million in the outer years of the forecast;
- Assumed no dividend payment;
- No material M&A activity following the Rockcliff acquisition.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Material increase in size and scale with an emphasis on
diversification;
- Commitment to its stated financial policy, resulting in
consistent positive free cash flow generation;
- Mid-cycle EBITDA leverage consistently below 2.0x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Inability to generate FCF and failure to reduce the RBL
borrowings that materially erodes the liquidity profile;
- Loss of operational momentum resulting in production consistently
below 1.0 BCFE/d;
- Change in financial policy that results materially weaker credit
metrics;
- Mid-cycle EBITDA leverage consistently at or above 2.5x.
LIQUIDITY AND DEBT STRUCTURE
Proforma the Rockcliff acquisition, TGNR's debt will be under
Rockcliff and consist of approximately $971 million first-lien RBL
($1,350 million elected commitment) due 2027 (four-year extension
from closing), and senior unsecured bonds ($700 million) due 2029.
As a result of the transaction, TGNR's liquidity position at close
is expected to be approximately $35 million of cash on the balance
sheet and $378 million available under the RBL to support negative
FCF. Fitch believes TGNR's liquidity position is comfortable
following the transaction, and considering the forecast positive
FCF generation in the ratings case.
ISSUER PROFILE
TG Natural Resources LLC is a private U.S.-based independent
exploration and production (E&P) company focused on the development
of natural gas properties in the Haynesville shale formation in
East Texas and North Louisiana.
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Rockcliff
Energy II LLC LT IDR BB- Upgrade B+
senior secured LT BB+ New Rating RR1
senior
unsecured LT BB- Affirmed RR4 BB-
senior secured LT BB+ Affirmed RR1 BB+
senior secured LT WD Withdrawn BB+
TG Natural
Resources LLC LT IDR BB- New Rating
THOMAS ORTHODONTICS: Seeks to Hire DM Accounting as Accountant
--------------------------------------------------------------
Thomas Orthodontics SC and Jess T. Thomas and Brooke A. Thomas seek
approval from the U.S. Bankruptcy Court for the Eastern District of
Wisconsin to employ DM Accounting & Consulting Services LLC as
their accountant.
The firm will assist the Debtors with preparing the monthly
operating reports required of debtors-in-possession, prepare tax
returns, and to provide projections, and other accounting and
bookkeeping assistance.
DM will charge an ongoing flat fee of $600 per month for the
monthly services. For tax preparation, DM charges $300 to $600 for
personal tax returns and approximately $1,000 for business
returns.
As disclosed in the court filings, DM is a "disinterested person"
within the meaning of Sec. 101(14) of the Code and as required by
Sec. 327(a) of the Code, and does not hold or represent an interest
adverse to the Debtors' estate.
The firm can be reached through:
Kaitlyn Kurudza
N96 W18221 County Line Rd
Hwy Q (across from Fleet Farm)
Menomonee Falls, WI 53051
Telephone: (262) 253-9955
Facsimile: (262) 253-9953
Email: kaitlyn@dmaccounting.com
About Thomas Orthodontics
Thomas Orthodontics SC is primarily engaged in the independent
practice of general or specialized dentistry or dental surgery.
Thomas Orthodontics filed Chapter 11 petition (Bankr. E.D. Wis.
Case No. 23-25432) on Nov. 27, 2023, with up to $500,000 in assets
and up to $10 million in liabilities. Jess Thomas, owner, signed
the petition.
Judge Rachel M. Blise oversees the case.
Evan P. Schmit, Esq., at Kerkman & Dunn serves as the Debtor's
legal counsel.
TREES CORPORATION: Financial Difficulties Cue CCAA Proceedings
--------------------------------------------------------------
Trees Corporation, Ontario Cannabis Holdings Corp., Miraculo Inc.,
2707461 Ontario Ltd., OCH Ontario Consulting Corp., and 11819496
Canada Inc. commenced court-supervised restructuring proceedings
("CCAA Proceedings") under the CCAA. Ernst & Young Inc. was
appointed as monitor of the Companies pursuant to the Order of the
Ontario Superior Court of Justice (Commercial List) ("Court") dated
Dec. 22, 2023 ("Initial Order").
The Initial Order grants, among other things, a stay of proceedings
up to and including January 2, 2024 ("Stay Period") which may be
extended by further order of the Court from time-to-time.
According to court filings, over the last three years, the
Companies have suffered significant losses in the tens of millions
of dollars. The Companies' financial difficulties have been driven
by, among other things, the following factors: (a) fierce
competition; (b) increased operating costs; and (c) strict
regulation of the cannabis industry imposed by the federal and
provincial governments. In addition, the Companies have incurred
significant legal costs in the pursuit of raising working capital.
Collectively, these factors have limited revenue and increased
costs, leading to the current liquidity crisis.
The Companies said they have received demand letters and Notices of
Intention to Enforce Security on Dec. 15, 2023 and Dec. 21, 2023,
from several secured creditors. Without the protection offered by a
stay of proceedings, secured creditors would be in a position to
enforce upon their security and possibly disrupt business
operations as early as De. 27, 2023.
The Companies stated that they require debtor-in-possession
financing to fund its operations in the next ten days. The
Applicants have entered into a debtor-in-possession term sheet with
the DIP Lender, (as defined below) which provides the Applicants
with an initial advance of $350,000 if the Initial Order is
granted.
During the Stay Period, all parties are prohibited from commencing
or continuing any legal proceedings against or in respect of the
Companies, and all rights and remedies of all persons against or in
respect of Companies, their assets, business or current officers
and directors are stayed and suspended, except with the written
consent of the Companies and the Monitor or with leave of the
Court.
No claims procedure has yet been submitted to, or approved by, the
Court and creditors are therefore not required to file proofs of
claim at this time.
Copies of the Initial Order and other related documents in
connection with these CCAA Proceedings have been posted on the
Monitor's Website at https://www.ey.com/ca/trees.
The Monitor's contact details for additional information relating
to these CCAA proceedings are:
Ernst & Young Inc.
The Court-Appointed Monitor of the Trees and affiliates
100 Adelaide Street West, P.O. Box 1
Toronto, ON, M5H 0B3
Tel: 416-943-8046
1-833-453-2983
Email: Trees.Monitor@ca.ey.com
Alex Morrison
Tel: (416) 941-7743
Email: Alex.F.Morrison@parthenon.ey.com
Karen Fung
Tel: (416) 943-2501
Email: Karen.K.Fung@parthenon.ey.com
Allen Yao
Tel: (416) 943-3470
Email: allen.yao@parthenon.ey.com
Counsel for the Companies:
Thornton Grout Finnigan LLP
TD West Tower, Toronto-Dominion Centre
100 Wellington Street West, Suite 3200
Toronto, ON M5K 1K7
Fax: (416) 304-1313
Robert I. Thornton
Tel: (416) 304-0560
Email: rthornton@tgf.ca
Mitchell Grossell
Tel: (416) 304-7978
Email: mgrossell@tgf.ca
Derek Harland
Tel: (416) 304-1127
Email: dharland@tgf.ca
Rudrakshi Chakrabarti
Tel: (416) 307-2425
Email: rchakrabarti@tgf.ca
Lawyers for the Monitor:
Torys LLP
79 Wellington St. West
30th Floor
Box 270, TD South Tower
Toronto, ON M5K 1N2
David Bish
Tel: (416) 865-7353
Email: dbish@torys.com
Mike Noel
Tel: (416) 865-7378
Email: mnoel@torys.com
Lawyers for the DIP Lender One Plant Retail Corp.:
Fasken LLP
Bay-Adelaide Centre
333 Bay Street, Suite 2400
Toronto, ON M5H 2T6
Dylan Chochla
Tel: (416) 868-3425
Email: dchochla@fasken.com
Daniel Richer
Tel: (416) 865-4445
Email: dricher@fasken.com
Trees Corporation sells cannabis through retail channels and
operate 13 cannabis retail stores operating in Ontario and British
Columbia.
TRIGGER TIME: Exclusivity Period Extended to December 1
-------------------------------------------------------
Judge Jason D. Woodard of the U.S. Bankruptcy Court for the
Northern District of Mississippi extended Trigger Time Indoor
Shooting Range, Inc.'s period of exclusivity within which to file
its plan of reorganization to December 1, 2023.
Trigger Time Indoor Shooting Range, Inc. is represented by:
Craig M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Tel: (601) 427-0048
Email: cmgeno@cmgenolaw.com
About Trigger Time
Trigger Time Indoor Shooting Range, Inc., is a family owned and
operated gun store and indoor shooting range in Tupelo, Miss.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Miss. Case No. 23-12642) on Aug. 28,
2023, with $1 million to $10 million in both assets and
liabilities. Greg Grissom, president, signed the petition.
Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC, is
the Debtor's bankruptcy counsel.
TRUE ENTERPRISE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: True Enterprise, LLC
2250 S.W. 208th Ave.
Hollywood FL 33029
Business Description: The Debtor offers soil preparation services.
Chapter 11 Petition Date: January 4, 2024
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 24-10062
Judge: Hon. Scott M. Grossman
Debtor's Counsel: Bart Houston, Esq.
HOUSTON RODERMAN PLLC
633 S. Andrews Avenue Suite 500
Ft. Lauderdale, FL 33301
Tel: 954-900-2615
Email: bhouston@thehoustonfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Ronald Nigro as trustee of The Ron Nigro
Living Trust.
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/OCIIIPY/True_Enterprise_LLC__flsbke-24-10062__0001.0.pdf?mcid=tGE4TAMA
TURBO BUYER: Cliffwater Marks $8.3MM Loan at 32% Off
----------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its $8,387,953
loan extended to Turbo Buyer, Inc.to market at $5,719,340 or 68% of
the outstanding amount, as of September 30, 2023, according to a
disclosure contained in Cliffwater's Form N-CSR for the fiscal year
ended September 30, 2023, filed with the Securities and Exchange
Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan-Delayed Draw to Turbo Buyer, Inc. The loan accrues
interest at a rate of 11.59% (SOFR+600) per annum. The loan matures
on December 2, 2025.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019
VALLEY PORK: Seeks to Extend Plan Exclusivity to February 26
------------------------------------------------------------
Valley Pork, LLC asked the U.S. Bankruptcy Court for the Southern
District of Iowa to extend its exclusive period to file a plan
of reorganization and disclosure statement to February 26, 2024.
The Debtor explained that no parties in interest would be
prejudiced, in granting the extension or providing for a more
meaningful and concise plan given the timeline for the sales of
the Debtor's primary assets, to include real estate & general
intangibles.
Unless extended, the Debtor’s exclusivity period expires on
December 28, 2023.
Valley Pork, LLC is represented by:
Robert Gainer, Esq.
CUTLER LAW FIRM, P.C.
1307 50th Street
West Des Moines, IA 50266
Tel: 515-223-6600
Email: rgainer@cutlerfirm.com
About Valley Pork
Valley Pork, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Iowa Case No. 23-01125) on Aug. 30,
2023. In the petition signed by Casey Westphalen, managing
director
of Business Solution, Valley Pork disclosed $10 million to $50
million in both assets and liabilities.
Judge Lee M. Jackwig oversees the case.
Robert C. Gainer, Esq., at Cutler Law Firm, represents the Debtor
as bankruptcy counsel.
VALUE PRICE AUTO: Gets OK to Hire Jim Gaudiosi as Legal Counsel
---------------------------------------------------------------
Value Price Auto, LLC, received approval from the U.S. Bankruptcy
Court for the District of Arizona to hire Jim Gaudiosi, Attorney at
Law PLLC.
The firm's services include:
a. taking necessary actions to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, the negotiation of disputes in which the Debtor is
involved, and the preparation of objections to claims filed against
the estate;
b. advising the Debtor regarding its powers and duties in the
continued operation of its business and management of its
property;
c. preparing legal papers;
d. appearing in court;
e. preparing and pursuing confirmation of a Chapter 11 plan
and approval of a disclosure statement, and taking further actions
required in connection with the administration of the estate;
f. performing other legal services in connection with the
Debtor's Chapter 11 case; and
g. acting as general litigation counsel for the Debtor in
matters related to or arising under its bankruptcy case.
The hourly rates charged by the firm for the services of its
attorney and paralegals are as follows:
James Gaudiosi, Esq. $350 per hour
Paralegal $125 per hour
In addition, the firm will seek reimbursement for work-related
expenses incurred.
As disclosed in court filings, Jim Gaudiosi is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Jim Gaudiosi, Esq.
Jim Gaudiosi, Attorney at Law PLLC
17505 N. 79th Ave., Suite 207
Glendale, AZ 85308
Phone: (623)-777-4760
Fax: (602) 388-8250
Email: jim@gaudiosilaw.com
About Value Price Auto
Value Price Auto, LLC, filed a Chapter 11 petition (Bankr. D. Ariz.
Case No. 23-09215) on Dec. 22, 2023, with $100,001 to $500,000 in
assets and $500,001 to $1 million in liabilities.
Jim Gaudiosi, Esq., at Jim Gaudiosi, Attorney at Law PLLC, is the
Debtor's legal counsel.
VALUE PRICE AUTO: Starts Subchapter V Bankruptcy Case
-----------------------------------------------------
Value Price Auto LLC filed for chapter 11 protection in the
District of Arizona.
According to court filings, the Debtor reported between $500,000
and $1 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated
for
January 23, 2023, at 9:00 AM at UST-LA3, TELEPHONIC MEETING.
About Value Price Auto
Value Price Auto LLC -- https://www.valuepriceauto.com/ -- is a
limited liability company in Arizona.
Value Price Auto sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 23-09215) on
Dec. 23, 2023. In the petition filed by Jennifer Wood, as owner,
the Debtor reports estimated assets between $100,000 and $500,000
and estimated liabilities between $500,000 and $1 million.
Dawn Maguire has been appointed as Subchapter v trustee.
The Debtor is represented by:
James R. Gaudiosi, Esq.
Jim Gaudiosi, Attorney at Law PLLC
21836 N. 23RD AVE
PHOENIX, AZ 85027
VALUE PRICE: Dawn Maguire of Guttilla Named Subchapter V Trustee
----------------------------------------------------------------
The U.S. Trustee for Region 14 appointed Dawn Maguire, Esq., at
Guttilla Murphy Anderson, as Subchapter V trustee for Value Price
Auto, LLC.
Ms. Maguire will be paid an hourly fee of $350 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Maguire declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Dawn Maguire, Esq.
Guttilla Murphy Anderson
5415 East High Street, Suite 200
Phoenix, AZ 85054
Telephone: (480) 304-8300
Fax: (480) 304-8301
Email: TrusteeMaguire@gamlaw.com
About Value Price Auto
Value Price Auto, LLC filed Chapter 11 petition (Bankr. D. Ariz.
Case No. 23-09215) on Dec. 22, 2023, with $100,001 to $500,000 in
assets and $500,001 to $1 million in liabilities.
Jim Gaudiosi, Esq., at Jim Gaudiosi, Attorney at Law PLLC is the
Debtor's legal counsel.
VERMONT AUS PTY: Cliffwater Marks AUD10.7MM Loan at 37% Off
-----------------------------------------------------------
The Cliffwater Corporate Lending Fund has marked its AUD10,754,004
loan extended to Vermont Aus Pty Ltd to market at AUD6,780,784 or
63% of the outstanding amount, as of September 30, 2023, according
to a disclosure contained in Cliffwater's Form N-CSR for the fiscal
year ended September 30, 2023, filed with the Securities and
Exchange Commission.
The Cliffwater Corporate Lending Fund is a participant in a First
Lien Term Loan to Vermont Aus Pty Ltd. The loan accrues interest at
a rate of 9.95% (BBSY+575%) per annum. The loan matures on March
23, 2028.
The Cliffwater Corporate Lending Fund is a Delaware statutory trust
registered under the Investment Company Act of 1940, as amended, as
a closed-end management investment company operating as a
diversified interval fund. The Fund operates under an Agreement and
Declaration of Trust, as most recently amended and restated on
September 15, 2021. Cliffwater LLC serves as the investment adviser
of the Fund. The Investment Manager is an investment adviser
registered with the Securities and Exchange Commission under the
Investment Advisers Act of 1940, as amended. The Fund intends to
continue to qualify and has elected to be treated as a regulated
investment company under the Internal Revenue Code of 1986, as
amended). The Fund commenced operations on March 6, 2019.
Vermont Aus Pty Ltd operates as an investment company. The Company
provides investment services.
WEWORK INC: Committee Hires Moelis & Company as Investment Banker
-----------------------------------------------------------------
The official committee of unsecured creditors of WeWork Inc. and
its affiliates seeks approval from the U.S. Bankruptcy Court for
the District of New Jersey to employ Moelis & Company LLC as its
investment banker.
The firm will render these services:
(a) assist the Committee in reviewing and analyzing the
Debtor's results of operations, financial condition, projections,
assets and liabilities, liquidity, debt capacity, and business
plan;
(b) attend meetings with the Committee related to the Debtor
as well as due diligence meetings with the Debtor or other third
parties as appropriate;
(c) assist the Committee in reviewing and analyzing a
potential Restructuring;
(d) assist the Committee in negotiating a Restructuring;
(e) assist the Committee in analyzing the capital structure of
the Debtor and regarding securities the Debtor offers in potential
Restructuring;
(f) assist the Committee in reviewing any alternatives to a
Restructuring proposed by the Debtor, the Committee or other
creditors of the Debtor or parties in interest;
(g) provide expert witness testimony concerning any of the
subjects encompassed by the other investment banking services
hereunder (including production of documents or attending
depositions); and
(h) provide such other investment banking services in
connection with a potential Restructuring as Moelis and the
Committee may mutually agree upon in writing.
The firm will be compensated as follows:
i. Monthly Fee. During the term of this agreement, a fee of
$175,000 per month, payable in advance of each month. The first
Monthly Fee shall be due immediately upon the entry of an order of
the Bankruptcy Court approving Moelis’ retention, with the first
Monthly Fee earned effective as of the execution of the Engagement
Letter, and all subsequent Monthly Fees prior to each monthly
anniversary of the date of the Engagement Letter. Whether or not a
Restructuring occurs, Moelis shall earn and be paid the Monthly Fee
every month during the term of the Engagement Letter. After six (6)
full Monthly Fees have been paid to Moelis, fifty (50) percent of
any subsequent Monthly Fees actually paid to and retained by Moelis
shall be credited on a one-time basis (up to an aggregate credit
cap amount of $1,000,000) against any Restructuring Fee
subsequently payable to Moelis.
ii. Restructuring Fee. At the closing of a Restructuring, a
fee of $5,000,000.
William Derrough, managing director at Moelis, 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.
Moelis can be reached through:
William Q. Derrough
MOELIS & COMPANY, LLC
399 Park Avenue, 4th Floor
New York, NY 10022
Email: bassam.latif@moelis.com
Tel: (212) 883-3800
Fax: (212) 880-4260
Email: william.derrough@moelis.com
About WeWork Inc.
New York, NY-based WeWork Inc. is a global flexible workspace
provider, serving a membership base of businesses large and small
through its network of 779 Systemwide Locations, including 622
Consolidated Locations as of December 2022.
WeWork Inc. and its affiliates sought relief under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 23-19865) on Nov. 6,
2023. In its petition, WeWork Inc. reported $19 billion of
liabilities and $15 billion of assets.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, Cole Schotz PC, and Munger, Tolles & Olson LLP
as counsel; Alvarez & Marsal North America LLC and Province, LLC as
financial advisors; and PJT Partners LP as investment banker.
Softbank is represented by Weil Gotshal & Manges LLP and Wollmuth
Maher & Deutsch LLP as legal counsel and Houlihan Lokey Capital as
financial advisor.
The Ad Hoc Group of First Lien and Second Lien Lenders is
represented by Davis Polk & Wardwell LLP (Eli Vonnegut, Elliot
Moskowitz, Natasha Tsiouris, Jonah Peppiatt) and Greenberg Traurig
LLP (Alan Brody) as legal counsel and Ducera Partners LLC as
financial advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' Chapter
11 cases.
WILLOWS AT THE LAKES: Seeks 90-Day Extension to Plan Exclusivity
----------------------------------------------------------------
Willows at the Lakes - Townhomes, LLC asked the U.S. Bankruptcy
Court for the Western District of Tennessee to extend its period
of exclusivity within which to file its disclosure statement and
plan for an additional 90 days from the date of the entry of an
order granting its Motion. The Debtor also requested for a
concomitant extension within which to obtain confirmation of any
plan that may be filed.
Unless extended, the Debtor is required to file its disclosure
statement and plan of reorganization on or before December 26,
2023. The Debtor stated that it has diligently attempted to
gather the information necessary to complete these documents and
file them in a timely manner. The Debtor disclosed, however,
that they have not been able to do so because of the extent of
the information involved. The Debtor also stated that it has
entered into an agreement with its major secured creditor to pay
that creditor, in full, within 120 days from the entry of the
Agreed Order, so that a disclosure statement and plan filing at
this juncture is premature. The Debtor explained that it is
continuing to seek financing to comply with the Agreed Order but
does not yet have it in place.
Willows at the Lakes - Townhomes, LLC is represented by:
Craig M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Tel: (601) 427-0048
Email: cmgeno@cmgenolaw.com
- and -
Jerome C. Payne, Esq.
PAYNE LAW FIRM
3525 Ridge Meadow Parkway, Suite 100
Memphis, TN 38115
Tel: (901) 794-0884
Email: jerpaynelaw@gmail.com
About Willows at the Lakes - Townhomes
Willows at the Lakes - Townhomes, LLC, a company in Woodland
Hills, Cal., filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No.
23-22385) on May 16, 2023, with $1 million to $10 million in both
assets and liabilities. Yehuda Netanel, managing member, signed
the petition.
Judge M. Ruthie Hagan presides over the case.
The Debtor tapped Craig M. Geno, Esq., at the Law Offices of
Craig M. Geno, PLLC and Jerome C. Payne, Esq., at Payne Law Firm
as counsel.
WINDSOR TERRACE: Seeks to Extend Plan Exclusivity to April 19
-------------------------------------------------------------
Windsor Terrace Healthcare, LLC and its affiliates asked the U.S.
Bankruptcy Court for the Central District of California to
further extend their exclusivity periods to file a plan of
reorganization and obtain acceptance thereof to April 19, 2024 and
July 19, 2024, respectively.
The Debtors claim that they have diligently and successfully
worked toward transitioning into chapter 11 and achieving their
restructuring goals in these cases. The Debtors stated that they
have engaged and continue to engage in discussions with the
Official Committee of Unsecured Creditors and other parties
regarding the potential terms of a plan of reorganization.
The Debtors explained, however, that given the large number of
cases, the large number of creditors and other constituents in
the cases, and the complexities of negotiating and formulating a
comprehensive plan that addresses the large number of cases and
creditor claims (many of which will be disputed and unliquidated)
and to finalize the complicated analysis regarding substantive
consolidation, they require additional time to develop the
structure and terms of a plan in conjunction with their secured
creditors, the Committee and other parties in interest in these
cases, and then to prepare the actual plan of reorganization, the
related disclosure statement and accompanying documents.
The Debtors anticipate formulating and filing a plan of
reorganization towards the end of the first quarter of 2024.
This is the Debtors' second request for extension.
Unless extended, the Debtors' exclusive period to file a plan
expires on January 20, 2024 and their exclusive period to obtain
acceptances expires on March 20, 2024.
Windsor Terrace Healthcare, LLC and its affiliates are
represented by:
Ron Bender, Esq.
Monica Y. Kim, Esq.
Juliet Y. Oh, Esq.
Robert M. Carrasco, Esq.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P.
2818 La Cienega Avenue
Los Angeles, CA 90034
Tel: (310) 229-1234
Email: rb@lnbyg.com
myk@lnbyg.com
jyo@lnbyg.com
rmc@lnbyg.com
About Windsor Terrace Healthcare, LLC
Windsor Terrace Healthcare, LLC and its affiliates 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, seven 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.
Windsor Terrace Healthcare and 18 affiliates filed Chapter 11
petitions (Bankr. C.D. Calif. Lead Case No. 23-11200) on Aug. 23,
2023. Two more affiliates, Windsor Sacramento Estates, LLC and
Windsor Hayward Estates, LLC, filed Chapter 11 petitions on Sept.
29.
At the time of the filing, Windsor Terrace Healthcare disclosed up
to $10 million in both assets and liabilities.
Judge Victoria S. Kaufman oversees the cases.
The Debtors tapped Levene, Neale, Bender, Yoo, and Golubchik, LLP
as bankruptcy counsel; Hooper, Lundy & Bookman, P.C. and Hanson
Bridgett, LLP as special counsels; and Province, LLC as financial
advisor. Stretto, Inc. is the Debtor's claims, noticing and
solicitation agent.
The U.S. Trustee for Region 16 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Troutman Pepper Hamilton Sanders, LLP is the Debtors' legal
counsel.
Jacob Nathan Rubin, the patient care ombudsman, is represented by
RHM Law, LLP.
YIWAN TRADING: Seeks to Extend Plan Exclusivity to February 26
--------------------------------------------------------------
Yiwan Trading Company Limited asked the U.S. Bankruptcy Court for
the Central District of California to further extend its time to
exclusively file a plan to February 26, 2024 and its time to
exclusively solicit acceptances of the plan to May 6, 2024.
This is the Debtor's second request to extend exclusivity. The
Court had granted the Debtor's prior request to extend its
exclusive filing period to December 24, 2023 and its exclusive
solicitation period to March 3, 2024.
The Debtor stated that it continues to be engaged in serious
discussions with Sotheby's Financial Services of California, Inc.
("SFS") to reach a consensus on a plan to address the treatment
of its secured claim and to exit bankruptcy. The Debtor
explained that until the plan is agreed-to and approved by the
Court, it seeks to extend the exclusive period to file a plan
solicit acceptances thereto. The Debtor pointed out that SFS
consents to the requested extension.
Yiwan Trading Company Limited is represented by:
Anthony R. Bisconti, Esq.
BIENERT KATZMAN LITTRELL WILLIAMS LLP
360 E. 2nd Street, Ste. 625
Los Angeles, CA 90012
Tel: (213) 528-3400
Email: tbisconti@bklwlaw.com
- and -
Eric Snyder, Esq.
WILK AUSLANDER LLP
825 Eighth Avenue, Ste. 2900
New York, NY 10019
Tel: (212) 981-2300
Email: esnyder@wilkauslander.com
About Yiwan Trading Company Limited
Yiwan Trading Company Limited is a Los Angeles-based company,
which
operates in the manufacturing industry.
Yiwan Trading Company Limited sought relief under Chapter 11 of
the
U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-13978) on
June
27, 2023, with $10 million to $50 million in both assets and
liabilities. Jiayuan Li, co-president and director, signed the
petition.
Judge Vincent P. Zurzolo oversees the case.
The Debtor tapped Eric Snyder, Esq., at Wilk Auslander, LLP as
bankruptcy counsel and Anthony R. Bisconti, Esq., at Bienert
Katzman Littrell Williams, LLP as local counsel.
ZELIS HOLDINGS: S&P Upgrades ICR to 'B+', Outlook Stable
--------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Zelis
Holdings L.P. and its subsidiary to 'B+' from 'B'. The outlook is
stable. S&P also raised its debt ratings on Zelis' $200 million
revolver due 2026 and $2.05 billion first-lien term loan due 2026
to 'B+' from 'B', with recovery ratings of '3', indicating its
expectation of a meaningful recovery (50%-70%; rounded estimate:
50%).
S&P said, "We expect total revenue to grow by 23%-24% in 2023 and
debt to EBITDA and EBITDA interest coverage to be approximately
4.5x and 3.5x, respectively. These results would reflect
performance at or above our expectation for 2023 and represent a
meaningful reduction in leverage following the company's 2019
combination with RedCard, which we viewed as transformational. That
deal, combined with Zelis' more recent but meaningfully smaller
acquisitions through 2022, improved its market share across its
reportable segments and diversified its business lines.
"We believe Zelis is strengthening its competitive position by
building scale while expanding and deepening its presence across
its product segments. However, we believe its competitive position
remains constrained by the still-developing nature of its
operations within a fragmented market and key customer
concentrations.
"We expect debt to EBITDA and EBITDA interest coverage to remain
relatively conservative for the rating category (in part due to an
effective interest rate hedging program) through 2024, as the
company benefits from sustained top-line growth and its intent and
capacity to support its strategic development and underlying
operations with internally generated cash flow. As a result, we
expect key credit metrics to strengthen.
"The stable outlook reflects our view that Zelis will sustain its
robust growth and steady operating performance through 2024, with
continued cash flow (EBITDA) growth contributing to lower leverage
and limited financing needs. This will increase liquidity sources,
providing growing on-balance-sheet capacity to fund growth and
related operational initiatives. We estimate Zelis' financial
leverage and EBITDA interest coverage will be 3.5x–4.0x and 4.0x,
respectively, through 2024.
"We could lower the ratings in the next 12 months if the company
changes its deleveraging strategy, keeping credit metrics weaker
and using more short-term financing. Moreover, weaker operating and
financial performance could also prompt us to lower the ratings.
Finally, we could lower the ratings on the company if gross debt to
EBITDA reverts to 5x or above on a consistent basis while EBITDA
interest coverage falls to less than 3.0x.
"While unlikely through 2024, we could raise the ratings if we see
a sustained improvement in Zelis' competitive position (including
improved scale, scope, and diversity) and improving credit
protection metrics with financial leverage and EBITDA interest
coverage migrating to about 3.0x and 4.0x, respectively."
Environmental, Social, And Governance
S&P said, "Governance is a moderately negative consideration in our
rating of Zelis, as it is for most rated entities owned by
private-equity sponsors. We believe the company's high leverage
points to corporate decision-making that prioritizes the interests
of the controlling owners. This also reflects private-equity
sponsors' generally finite holding periods and focus on maximizing
shareholder returns."
ZELIS PAYMENTS: Moody's Raises CFR to B1 & Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Investors Service upgraded Zelis Payments Buyer, Inc.'s
Corporate Family Rating to B1 from B2, Probability of Default
Rating to B1-PD from B2-PD, and the ratings on the backed senior
secured first lien term loans B and backed senior secured first
lien revolving credit facility to B1 from B2. Concurrently, Moody's
assigned B1 ratings to the proposed $1.984 billion backed senior
secured first lien term loan B due 2029 and proposed $200 million
backed senior secured first lien revolving credit facility due
2029. The ratings on the existing backed senior secured first lien
term loans B and backed senior secured first lien revolving credit
facility due 2026 will be withdrawn at the close of the
transactions. The outlook was revised to stable from positive.
The ratings upgrade reflects significant deleveraging in recent
quarters and Moody's expectation that momentum will continue based
on the company's current pipeline. Moody's expects debt to EBITDA,
which was 4.5x at September 30, 2023, to end 2023 at approximately
4.0x and trend into the mid 3.0x range over the next 12 to 18
months. Moody's expects that liquidity will remain very good, with
continued strong free cash flow generation. Additionally, at the
close of the proposed term loan and revolving credit facility
transactions, there will be no material debt maturities until
2029.
The stable outlook reflects Moody's view that Zelis will continue
to grow earnings, sustain leverage below 5.0x and that the company
will continue to generate strong positive free cash flow.
RATINGS RATIONALE
Zelis' B1 CFR reflects moderate financial leverage, with Moody's
adjusted debt/EBITDA of 4.5x as of September 30, 2023. Moody's
expects the company's robust pipeline of new business, measured by
new bookings, will support continued deleveraging with debt to
EBITDA approaching 4.0x at the end of 2023 and into the mid 3.0x
range over the next 12 to 18 months. Further deployment of the
company's large cash balance into tuck in acquisitions could be an
additional tailwind on this front. Moody's believes that
demographic trends, medical cost inflation, and an increasingly
complex U.S. healthcare system will support continued demand for
the company's services. The rating is also supported by the
company's very good liquidity. While recent acquisitions have been
funded solely with internally generated cash, Moody's believes
Zelis may continue to pursue larger debt-funded acquisitions if the
opportunity arises, which could lead to temporary increases in
leverage. The rating is also constrained by the company's modest
scale and niche business offerings.
Moody's anticipates that Zelis will maintain very good liquidity
over the next 12 to 18 months. This reflects cash on hand of $444
million, full availability on the company's $200 million revolver
at September 30, 2023, and Moody's expectation for more than $225
million of annual free cash flow over the next 12-18 months. At the
close of the proposed backed senior secured first lien term loan
and backed senior secured first lien revolving credit facility
transactions, there will be no material debt maturities until
2029.
Zelis' backed senior secured first-lien debt (term loans and
revolver) is rated B1, the same as the CFR, as it represents the
preponderance of debt in the company's capital structure. The
co-borrowers under the credit facilities are Zelis Payments Buyer,
Inc. and Zelis Cost Management Buyer, Inc. Guarantors include
operating subsidiaries of both entities, as well as the
intermediate holding companies Zelis Payments Intermediate II, Inc.
and Zelis Cost Management Intermediate II, Inc. Security consists
of a first priority lien on all assets and pledge of the stock of
the borrowers and their subsidiaries.
Zelis' CIS-4 indicates the rating is lower than it would have been
if ESG risk exposure did not exist. Zelis has exposure to both
social risks (S-4) and governance considerations (G-4). The social
risk largely reflects the risk of potential legislative changes
that would reduce the demand for some of Zelis' services as a cost
and payment services manager. Zelis' exposure to governance
considerations reflects the company's aggressive financial policy
under private equity ownership evidenced by the company's history
of debt funded acquisitions. This is partly mitigated by
management's track record of consistently exceeding budget.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if Zelis successfully increases scale and
diversity of its service offerings, while maintaining very good
liquidity, including strong free cash flow generation. Ratings
could also be upgraded if Zelis demonstrates conservative financial
policies, including continued leverage reduction. Quantitatively,
the ratings could be upgraded if adjusted debt to EBITDA is
sustained below 4.0x.
Ratings could be downgraded if the company's operating performance
suffers due to customer losses, new competitive entrants, or
failure to effectively manage its rapid growth, including
integration-related setbacks. The ratings could also be downgraded
if the company undertakes significant debt-financed dividends or
acquisitions that materially increase leverage. Quantitatively, the
ratings could be downgraded if adjusted debt to EBITDA is sustained
over 5.0x or if liquidity were to erode.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Zelis Payments Buyer, Inc. provides health care cost management and
payment services via contract arrangements between health insurance
companies, national and regional health plans and third party
administrators. The company offers cost management, pricing
guidelines and payment services. Zelis Payments Buyer, Inc. is
owned by Parthenon Capital, Bain Capital, founders and management.
Zelis Payments Buyer, Inc. generated approximately $1.4 billion of
revenues over the twelve months ended September 30, 2023.
[] Claims Trading Report – December 2023
------------------------------------------
There were at least 400 claims that changed hands in Chapter 11
corporate cases in December 2023:
No. of Claims
Debtor Transferred
------ -----------
FTX Trading Ltd. 232
Yellow Corporation 34
Madera Community Hospital 18
Alpha Entertainment LLC 15
Lehman Brothers Holdings Inc. 15
Proterra Inc 11
151 Milbank, LL 9
Core Scientific, Inc. 9
Flexible Funding, Ltd. Liability Co. 8
Hartman SPE, LLC 8
Allied Healthcare Products, Inc 6
Golden Seahorse LLC 6
FedNat Holding Company 4
Ivy Capital Group, LLC 4
Lordstown Motors Corp. 4
PG&E Corporation 4
Surge Transportation, Inc. 4
Anderby Brewing, LLC 3
Structurlam Mass Timber U.S., Inc. 3
VALCAL INC. 3
Anagram Holdings, LLC 2
Eagle Properties and Investments LLC 2
Electronic Service Products Corporation 2
FHC Holdings Corporation 2
Lucira Health, Inc 2
NVN Liquidation, Inc. 2
R.B. Dwyer Co., Inc. 2
Radical Bunny, LLC 2
Talen Energy Supply, LLC 2
Watsonville Hospital Corporation 2
Amyris, Inc. 1
Ara Macao Holdings, L.P. 1
Bed Bath & Beyond Inc. 1
CJ Holding Co. 1
Color Craft Flexible Printing, LLC 1
Envistacom, LLC 1
Fred's, Inc. 1
Genesis Global Holdco, LLC 1
GGI Holdings, LLC 1
Gilbert, Barbee, Moore & McIlvoy, P.S.C. 1
Heller Ehrman LLP 1
Ideal Sleeves International, LLC 1
Illinois Jack, LLC 1
Klausner Lumber Two LLC 1
Miller Bell LLC 1
Missouri Jack, LLC 1
NEWTON CONSTRUCTION LLC 1
Olympia Sports Acquisitions, LLC 1
Orbital Infrastructure Group, Inc. 1
Palm Beach Finance Partners, L.P. 1
Party City Holdco Inc 1
Prime Core Technologies Inc. 1
Schulte Properties LLC 1
Surgalign Holdings, Inc. 1
Synthesis Industrial Holdings 1 LLC 1
TopPop LLC 1
Winc, Inc. 1
Notable claim purchasers for the month of December 2023 are:
Argo Partners
Attn: Paul Berg
12 West 37th Street, Ste. 900
New York, NY 10018
Phone: (212) 643-5442
Boway Holdings, LLC
1301 Avenue of the Americas, 34th Floor
New York, NY 10019
Attention: Colin McLafferty
E-mail: cmclafferty@oaktreecapital.co
Bradford Capital Holdings, LP
Attn: Brian L. Brager
P.O. Box 4353
Clifton, NJ 07012
E-mail: bbrager@bradforcapitalmgmt.com
Canyon Capital Advisors LLC
Attn: James Pagnam
E-mail: legal@canyonpartners.com
2000 Avenue of the Stars, 11th Floor
Los Angeles, CA 90067
Ceratosaurus Investors, L.L.C.
c/o Farallon Capital Management, L.L.C.
One Maritme Plaza, Suite 2100
San Francisco, CA 94111
Attention: Michael Linn
E-mail: MLinn@FarallonCapital.com
Cherokee Debt Acquisition, LLC
Attn: Vladimir Jelisavcic
E-mail: vjel@cherokeeacq.com
1384 Broadway, Suite 906
New York, NY 10018
Contrarian Funds, LLC
Attn: Keith McCormack
411 West Putnam Ave., Suite 425
Greenwich, CT 06830
Tel: 203-862-8259
Fax: 203-485-5910
E-mail: tradeclaimsgroup@contrariancapital.com
Fair Harbor Capital, LLC
Ansonia Finance Station
PO Box 237037
New York, NY 10023
Tel: (212) 967-4035
FTX Claims SPV LLC
Attn: Anh Le
E-mail: ale@crcm.com
475 Sansome St, Suite 730
San Francisco, CA 94111
Olympus Peak Trade Claims Opportunities
Fund I Non-ECI Master LP
c/o Olympus Peak Asset Management
Attn: Leah Silverman
Email: finops@opeaklp.com
177 West Putnam Ave Suite 2622-S1
Greenwich, CT 06831
SP Multi Claims Holdings, LLC
2 Greenwich Plaza, First Floor
Greenwich, CT 06830
E-mail: rbeacher@pryorcashman.com
TRC Master Fund LLC
TR Capital Management LLC
Attn: Terrel Ross
PO Box 633
Woodmere, NY 11598
Tel: (516) 255-18017
Wireless Mouse I, LLC
Lingtong Sun
2120 University Avenue
Berkeley, CA - 94704
E-mail: contact@transformerlabs.xyz
[^] BOOK REVIEW: The Heroic Enterprise
--------------------------------------
The Heroic Enterprise: Business and the Common Good
Author: John Hood
Publisher: Beard Books (reprint of book published by The Free
Press/Division of Simon and Schuster in 1996).
Paperback: 266 pages
List Price: $34.95
Order your copy at https://bit.ly/3awLUV3
Hood writes as a counterbalance to ideas that business should be
expected to contribute to the common good along the lines of
charities, say, or public health. He writes too against the highly
partisan, pernicious perspective that business activity is
antisocial and disruptive which at times gains some degree of
credibility.
Critiques of business have been around as long as commerce and
business have been around. These come usually from religious or
political zealots seeking dictatorial hold over all significant
kinds of human activity and enterprise. In this work, Hood aims to
counterbalance latter-day versions of such critiques arising in
American society. The counterculture, antiestablishment 1960s was
a time when such critiques were particularly strong. They have
moderated since, yet remain a persistent chorus which influences
politics and imagery and public affairs of business.
Hood does not aim to stifle or eliminate debate about the effects
of business on society or how business should engage in business.
What he aims for is dismissing once and for all myopic and almost
utopian conceptions about business and related erroneous purposes
and values of it. Such conceptions are worrisome to
businesspersons not because they believe they have any foundation,
but because they waste resources and energy in having to
continually correct them so business can function properly. And to
the extent such myopic conceptions are believed or entertained by
the public, they hamper the public and politicians in working out
policies by which the greatest benefits of business can be reaped
by society.
The author clarifies the place and role of business by contrasting
business with other parts of society. A standard, self-evident
tenet of sociologists going back to the time of Plato is that
society is made up of different parts fulfilling different roles
for the varied needs of society and so that a society will function
smoothly and survive. Business is distinguished from government
and philanthropy. "Businesses exist to make and sell things,
whereas by contrast "governments exist to take and protect things
[and] charities exist to give things away." The social
responsibility for each category of institution is inherent in its
purposes and activities. For example, businesses alone cannot
solve environmental problems. Whatever problems which can be
attached to business are related to government policies and
business's operations to satisfy consumer interests. Hence,
business alone cannot solve environmental problems, and should not
be expected to. Critics requiring that business solve
environmental problems without similarly requiring changes in
government policies and consumer interests are shortsightedly and
unreasonably tarnishing business while not making any relevant or
productive arguments for dealing with environmental problems.
In elucidating business's proper place in and contributions to
society, Hood is not unmindful that some businesses fail to fulfill
their role in good faith and beneficially. But instead of
criticizing business fundamentally, he proffers questions critics
can ask before targeting particular businesses. Two of these are
"Are corporations obtaining their profits through force or fraud?"
and "Are corporations putting investments at their disposal to the
most economically productive use?" Hood's perspective in support
of business against unfair and irrelevant criticisms is based on
the acknowledgment that business is operating productively, for the
common good, and is open to cooperative activities with other parts
of society in trying to resolve common problems.
"The Heroic Enterprise" is not an argument for business -- for as a
fundamental aspect of any society, business does not need an
argument to justify it. The book mostly takes the approach of
reviewing why business is necessary and therefore must be
naturally, easily accepted -- namely, because of the manifold
benefits business provides for society and because it along with
good government and respectable morals has been a primary engine
for the betterment of human life.
John Hood has much experience in the media and communication as a
syndicated columnist, TV commentator, and radio host. Author of
seven nonfiction books on subjects as business, advertising, public
policy, and political history, and many articles for national
publications such as the Wall Street Journal, Hood is President of
the John William Pope Foundation, a Raleigh, N.C.-based grantmaker
that supports public policy organizations, educational
institutions, arts and cultural programs, and humanitarian relief
in North Carolina and beyond. Hood also serves on the board of the
John Locke Foundation, the state policy think tank he helped found
in 1989 and led as its president for more than two decades. He
teaches at Duke University's Sanford School of Public Policy.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
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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
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*********
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