/raid1/www/Hosts/bankrupt/TCR_Public/240424.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, April 24, 2024, Vol. 28, No. 114
Headlines
11 PACIFIC STREET: Voluntary Chapter 11 Case Summary
194-8 SCHENK AVENUE: Case Summary & One Unsecured Creditor
365 E STREET: Voluntary Chapter 11 Case Summary
594 EAST 7TH STREET: Voluntary Chapter 11 Case Summary
596 EAST 7TH STREET: Voluntary Chapter 11 Case Summary
603 DOT AVE: Voluntary Chapter 11 Case Summary
614 EAST 7TH STREET: Voluntary Chapter 11 Case Summary
655 EAST FIFTH: Voluntary Chapter 11 Case Summary
729 EAST FIFTH STREET: Voluntary Chapter 11 Case Summary
746 EAST 4TH STREET: Voluntary Chapter 11 Case Summary
ALLERGY ASSOCIATES: Soneet Kapila Named Subchapter V Trustee
ALLIED CORP: Incurs $866K Net Loss in Second Quarter
ALTERYX INC: Moody's Cuts Rating on $450MM Unsecured Bond to Caa2
ALTERYX INC: S&P Lowers Senior Unsecured Notes Rating to 'B-'
AMK TIKI: Yann Geron Named Subchapter V Trustee
ANTIBE THERAPEUTICS: Wants Court to Extend Stay of CCAA Proceedings
AULT ALLIANCE: Declares Monthly Cash Dividend of $0.2708333 Apiece
B3 ELECTRIC: Seeks to Hire Puryear Law Group as Co-Counsel
BACCI OF BENSENVILLE: Court OKs Cash Collateral Access Thru May 3
BALDWIN RISK: Moody's Affirms 'B2' CFR, Outlook Remains Negative
BENDED PAGE: Seeks Cash Collateral Access Thru May 31
BENEVOLENT HOME: Case Summary & Seven Unsecured Creditors
BLACKSTONE MORTGAGE: Fitch Alters Outlook on BB LongTerm IDR to Neg
BOWFLEX INC: Committee Taps Kelley Drye as Bankruptcy Counsel
BOWFLEX INC: Committee Taps Province LLC as Financial Advisor
BRIGHTLINE EAST: S&P Assigns Prelim 'B' Rating to Sr. Secured Debt
CALIFORNIA QSR: Case Summary & 20 Largest Unsecured Creditors
CAROLINA SLEEP: Taps Moon Wright & Houston as Legal Counsel
CASA SYSTEMS: Seeks to Hire Alvarez & Marsal as Financial Advisor
CASA SYSTEMS: Seeks to Hire Ducera Partners as Investment Banker
CASA SYSTEMS: Seeks to Hire Epiq as Administrative Advisor
CASA SYSTEMS: Seeks to Hire Sidley Austin LLP as Attorney
CASA SYSTEMS: Seeks to Hire Young Conaway Stargatt as Co-Counsel
CENTERSTONE REALTY: Hires Dentons Bingham Greenebaum as Counsel
CHARLIE'S HOLDINGS: Mazars USA Resigns as Auditor
CHATEAU CREOLE: Wins Interim Cash Collateral Access
CHICKEN SOUP: Widens Net Loss to $636.6 Million in 2023
CHILDREN'S PLACE: Delays Annual Filing Amid Lenders' Forbearance
CIRTRAN CORP: Fruci & Associates II Raises Going Concern Doubt
CITADEL OF PRAISE: Seeks to Hire Jacobs P.C. as Attorney
COMMERCIAL VEHICLE: S&P Affirms 'B' ICR, Outlook Stable
CONVERGEONE HOLDINGS: Hires AlixPartners as Financial Advisor
CONVERGEONE HOLDINGS: Hires Evercore Group as Investment Banker
CONVERGEONE HOLDINGS: Hires Grant Thornton as Tax Consultant
CONVERGEONE HOLDINGS: Seeks to Hire Ordinary Course Professionals
CONVERGEONE HOLDINGS: Taps White & Case LLP as Bankruptcy Counsel
D'RIA GROUP: Files Amendment to Disclosure Statement
DERMTECH INC: Falls Short of Nasdaq Bid Price Requirement
DIAMOND P LLC: Gerard Luckman Named Subchapter V Trustee
DIGITAL MEDIA: Amends Credit Facility for $22M New Loan
DIOCESE OF SACRAMENTO: Seeks to Tap Sheppard Mullin as Co-Counsel
EBET INC: Termination Event Under Forbearance Agreement Extended
EDISON INTERNATIONAL:S&P Affirms 'BB+' Rating on Hybrid Instrument
EXTERIOR CONSTRUCTION: Taps W.E. Stevens, PC as Accountant
FCA CONSTRUCTION: Greta Brouphy Named Subchapter V Trustee
HAGA-MOF: Seeks Cash Collateral Access
HARVEST MIDSTREAM I: Moody's Affirms 'Ba3' CFR, Outlook Stable
HERITAGE CANNABIS: Commences SISP of Business, Assets Under CCAA
HUBBARD RADIO: S&P Upgrades ICR to 'B-' on Maturity Extension
HUMANIGEN INC: Seeks to Hire Epiq as Administrative Advisor
INFOBLOX: Moody's Affirms 'B3' CFR, Outlook Remains Stable
INNERLINE ENGINEERING: Updates Unsecured Claims Pay Details
ION CORPORATE: S&P Assigns 'B' Rating on Senior Secured Notes
JACON LLC: Unsecureds Will Get 5% of Claims over 3 Years
JOHN KNOX VILLAGE: Fitch Gives BB+ Rating on 2024A, B-1, B-2 Bonds
JVK OPERATIONS: Wins Interim Cash Collateral Access
K3B ENTERPRISES: Hires Orantes Law Firm PC as Bankruptcy Counsel
KATY ABA: Seeks to Hire Desroches Partners as Accountant
LAREDO OIL: Reports $336,409 Net Loss in Third Quarter
LINCOLN HOLDINGS: Seeks Approval to Hire Sobers Law as Counsel
LIVEONE INC: Has 98.6M Common Stock Outstanding as of April 17
MARYMOUNT UNIVERSITY: Moody's Downgrades Issuer Rating to Caa1
MCA NAPLES: Seeks Approval to Hire GrayRobinson as Legal Counsel
MCAFEE CORP: Moody's Ups CFR to B2 & Secured First Lien Debt to B1
MEDICI URGENT: Gary Murphey Named Subchapter V Trustee
MEDPLUS URGENT: Voluntary Chapter 11 Case Summary
MEGA SUNSET: Voluntary Chapter 11 Case Summary
MEXCALITO TACO-BAR: Wins Cash Collateral Access Thru May 7
MFG PRESTIGE: Seeks Approval to Hire Vestcorp LLC as Accountant
MOXY RESTAURANT: Seeks Cash Collateral Access
MUFASA MEMPHIS: Seeks to Hire Toni Campbell Parker as Counsel
N.E.L. TRUCKING: George Oliver Named Subchapter V Trustee
NOVABAY PHARMACEUTICALS: Gets NYSE Notice of Noncompliance
NUO THERAPEUTICS: Marcum LLP Raises Going Concern Doubt
ON SEMICONDUCTOR: Moody's Alters Outlook on 'Ba1' CFR to Positive
PATRIOT LINEN: Hires Prosperous Law Group as Bankruptcy Counsel
PINK BASKET: Voluntary Chapter 11 Case Summary
PINNACLE FOODS: Case Summary & 13 Unsecured Creditors
RESIDEO TECHNOLOGIES: S&P Alters Outlook to Neg, Affirms 'BB+' ICR
SIENTRA INC: Unsecureds to Get Share of Distributable Assets
SIX FLAGS: Moody's Rates New $850MM Senior Secured Notes 'Ba2'
SKYBELL TECH: Star Mountain Marks $4.6MM Loan at 50% Off
SPRINGFIELD MEDICAL: Unsecureds Will Get 3% via Quarterly Payments
SRPC PROPERTIES: Seeks to Hire Keller Williams as Broker
STALWART PLASTICS: Seeks to Hire Stone & Baxter, LLP as Counsel
SUMMIT PUBLIC SCHOOLS: Moody's Affirms 'Ba3' Revenue Bond Rating
SUNMEADOWS LLC: Case Summary & 20 Largest Unsecured Creditors
SYSTEM ENERGY: S&P Alters Outlook to Positive, Affirms 'BB' ICR
TAYLOR MORRISON: Moody's Hikes CFR & Senior Unsecured Notes to Ba1
TCP 595 E 7TH: Voluntary Chapter 11 Case Summary
THREE SISTERS: Seeks to Hire Manier & Herod as Legal Counsel
TKC HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B-' ICR
TOOLOTS INC: Unsecureds Will Get 34.63% of Claims over 5 Years
TRADITION FRANCAISE: Seeks to Hire Tamarez CPA as Accountant
TRAVIS BRADFORD: Court OKs Cash Collateral Access Thru May 7
TST BEVERAGES: Case Summary & 20 Largest Unsecured Creditors
TWENTY FOUR HOUR: Case Summary & 15 Unsecured Creditors
TWO JACKS: Hires Law Offices of Craig M. Geno PLLC as Counsel
TYCO GROUP: Case Summary & 11 Unsecured Creditors
UNRIVALED BRANDS: Lowers Net Loss to $14.1 Million in 2023
VENUS CONCEPT: Falls Short of Nasdaq Bid Price Requirement
VESTTOO LTD: Committee Hires Chipman Brown as Conflicts Counsel
VIEW INC: Seeks to Hire Ordinary Course Professionals
VINTAGE WINE: Extends Forbearance Until May 15
WILDBRAIN LTD: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
WYTHE BERRY: Seeks Cash Collateral Access
ZHANG MEDICAL: Seeks to Hire Root Partner as Valuation Advisor
*********
11 PACIFIC STREET: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: 11 Pacific Street LLC
c/o Steven Meyer
84 State Street
Boston, MA 02108
Case No.: 24-10754
Business Description: 11 Pacific Street is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Judge: Hon. Janet E. Bostwick
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
Email: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven Meyer as manager.
The Debtor stated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/55W5ZOQ/11_Pacific_Street_LLC__mabke-24-10754__0001.0.pdf?mcid=tGE4TAMA
194-8 SCHENK AVENUE: Case Summary & One Unsecured Creditor
----------------------------------------------------------
Debtor: 194-8 Schenk Avenue Corp
194 Schenck Ave
Brooklyn, NY 11207
Business Description: 194-8 Schenk Avenue is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)). The Debtor owns a
commercial warehouse and office located at
198-4 Schenck Avenue , Brooklyn, NY
having an appraised value of $1.1 million.
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 24-41722
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Todd S. Cushner, Esq.
CUSHNER & ASSOCIATES, P.C.
399 Knollwood Road
Suite 205
White Plains, NY 10603
Tel: (914) 600-5502
Fax: (914) 600-5544
Email: todd@cushnerlegal.com
Total Assets: $1,100,000
Total Liabilities: $712,252
The petition was signed by Matthew Moore as president.
The Debtor listed NYC Department of Tax located 210 Joralemon
Street Brooklyn, NY 11201 as its sole unsecured creditor holding a
claim of $55,000 for unpaid real estate taxes.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/YREPFXA/194-8_Schenk_Avenue_Corp__nyebke-24-41722__0001.0.pdf?mcid=tGE4TAMA
365 E STREET: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: 365 E Street, LLC
558 East Fifth Street
Boston, MA 02127
Business Description: 365 E Street is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10751
Judge: Hon. Janet E. Bostwick
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
E-mail: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Amanda McCarthy as manager.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/5GYLDKY/365_E_Street_LLC__mabke-24-10751__0001.0.pdf?mcid=tGE4TAMA
594 EAST 7TH STREET: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: 594 East 7th Street, LLC
c/o Steven Meyer
84 State Street
Boston, MA 02109
Business Description: 594 East 7th Street is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10755
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
E-mail: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven Meyer as manager.
The Debtor stated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/CI4ABGQ/594_East_7th_Street_LLC__mabke-24-10755__0001.0.pdf?mcid=tGE4TAMA
596 EAST 7TH STREET: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: 596 East 7th Street, LLC
c/o Steven Meyer
84 State Street
Boston, MA 02109
Business Description: 596 East 7th Street is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10756
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
E-mail: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven Meyer as manager.
The Debtor stated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/CU3PT7Y/596_East_7th_Street_LLC__mabke-24-10756__0001.0.pdf?mcid=tGE4TAMA
603 DOT AVE: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: 603 Dot Ave, LLC
c/o Steven Meyer
84 State Street
Boston, MA 02109
Business Description: 603 Dot Ave, LLC is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10759
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
Email: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven Meyer as manager.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/C33JFDA/603_Dot_Ave_LLC__mabke-24-10759__0001.0.pdf?mcid=tGE4TAMA
614 EAST 7TH STREET: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: 614 East 7th Street, LLC
c/o Steven Meyer
84 State Street
Boston, MA 02109
Business Description: 614 East 7th Street is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10757
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
Email: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven Meyer as manager.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/CSH7D7Y/614_East_7th_Street_LLC__mabke-24-10757__0001.0.pdf?mcid=tGE4TAMA
655 EAST FIFTH: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: 655 East Fifth Street, LLC
c/o Steven Meyer
84 State Street
Boston, MA 02109
Business Description: 655 East Fifth is a Single Asset Real Estate
Debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10752
Judge: Hon. Janet E. Bostwick
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
Email: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven Meyer as manager.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/5PHPKFI/655_East_Fifth_Street_LLC__mabke-24-10752__0001.0.pdf?mcid=tGE4TAMA
729 EAST FIFTH STREET: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: 729 East Fifth Street, LLC
c/o Steven Meyer
84 State Street
Boston, MA 02109
Business Description: 729 East Fifth Street is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10753
Judge: Hon. Janet E. Bostwick
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
Email: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven Meyer as manager.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/5U7E43A/729_East_Fifth_Street_LLC__mabke-24-10753__0001.0.pdf?mcid=tGE4TAMA
746 EAST 4TH STREET: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: 746 East 4th Street, LLC
245 Emerson Street
Boston, MA 02127
Business Description: 746 East 4th Street is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10758
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
Email: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Charles McCarthy as manager.
The Debtor stated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/C5CG2RA/746_East_4th_Street_LLC__mabke-24-10758__0001.0.pdf?mcid=tGE4TAMA
ALLERGY ASSOCIATES: Soneet Kapila Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Soneet Kapila of Kapila
Mukamal as Subchapter V trustee for Allergy Associates of the Palm
Beaches, PA.
Mr. Kapila will be paid an hourly fee of $450 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Kapila declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Soneet R. Kapila
Kapila Mukamal
1000 South Federal Highway, Suite 200
Fort Lauderdale, FL 33316
Tel: (954) 761-1011
Email: skapila@kapilamukamal.com
About Allergy Associates
Allergy Associates of the Palm Beaches, PA provides evidence based,
comprehensive care in the diagnosis and management of the full
spectrum of allergic and immunologic diseases. All of its doctors
are highly trained and specialize in both the areas of
adult/pediatric allergy and immunology.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-13485) on April 11,
2024, with $391,140 in assets and $3,428,073 in liabilities. Alan
Koterba, member, signed the petition.
Malinda Hayes, Esq. at the LAW OFFICES OF MALINDA L HAYES
represents the Debtor as legal counsel.
ALLIED CORP: Incurs $866K Net Loss in Second Quarter
----------------------------------------------------
Allied Corp. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $865,826 on
$0 of sales revenues for the three months ended Feb. 29, 2024,
compared to a net loss of $2.06 million on $0 of sales revenues for
the three months ended Feb. 28, 2023.
For the six months ended Feb. 29, 2024, the Company reported a net
loss of $1.70 million on $19,039 of sales revenues, compared to a
net loss of $3.37 million on $69,625 of sales revenues for the six
months ended Feb. 28, 2023.
As of Feb. 29, 2024, the Company had $2.29 million in total assets,
$9.82 million in total liabilities, and a total stockholders'
deficit of $7.53 million.
The Company incurred a net loss for the six months ended Feb. 29,
2024, has generated minimal revenue and as at Feb. 29, 2024 has a
working capital deficit of $8,953,089. The Company said these
factors raise substantial doubt regarding its ability to continue
as a going concern.
Allied Corp said, "The Company's ability to continue as a going
concern is dependent upon the Company's ability to raise sufficient
financing to acquire or develop a profitable business. Management
intends on financing its operations and future development
activities largely from the sale of equity securities with some
additional funding from other traditional financing sources,
including related party loans until such time that funds provided
by future planned operations are sufficient to fund working capital
requirements."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001575295/000147793224002257/alid_10q.htm
About Allied Corp
Headquartered in Kelowna, BC Canada, Allied Corp. is an
international cannabis company with its main production center in
Colombia and is one of the few companies that has exported from
Colombia internationally and was the first company to export
commercial cannabis flower from Colombia.
ALTERYX INC: Moody's Cuts Rating on $450MM Unsecured Bond to Caa2
-----------------------------------------------------------------
Moody's Ratings downgraded Alteryx, Inc.'s rating of the $450
million Senior Unsecured Bond due 2028 to Caa2 from B3 in
connection with the company's issuance of $550 million privately
placed secured debt and an additional $1,250 million in privately
placed secured delayed draw term loan. Moody's is also withdrawing
the SGL-3 Speculative Grade Liquidity Rating. All other ratings
remain unchanged. The outlook is unchanged at stable.
To the extent that Alteryx repays or repurchases all of the Senior
Unsecured Bond due 2028, Moody's would withdraw its ratings of
Alteryx and its rated debt.
The downgrade of the Senior Unsecured Bond reflects the debt's
junior position in the capital structure following the issuance of
senior secured debt. The Senior Unsecured Bond's Caa2 rating also
reflects the B3-PD Probability of Default Rating.
RATINGS RATIONALE
The B3 Corporate Family Rating reflects the company's modest scale
in a very competitive industry, high debt leverage, and execution
risk of producing high revenue growth of double digits primarily
through the expansion of business with the current customer base.
Leverage (Moody's adjusted debt/cash EBITDA) was approximately 6.4x
in 2023, as the company's earnings benefitted from significant
growth investments made in the past few years. Moody's expects that
Alteryx's earnings will continue to improve driven by business
expansion with customers, contributions from cloud offerings, and
the reduction of certain operating expenses. There remains
uncertainty around the company's capital structure, including total
debt after the issuance of $1.8 billion of secured debt to fund the
LBO by Clearlake and Insight as well as expected outstanding
amounts and potential repayment timing of existing debt.
Alteryx benefits from a solid and growing position with its
analytics automation software platform as well as strong customer
relationships. Alteryx has a recurring subscription revenue model
that provides predictability and visibility. Liquidity is supported
by Alteryx's variable cost structure, which can provide some
flexibility through times of significant investment and economic
uncertainty.
Alteryx's good liquidity profile reflects sizable cash and short
term investments of approximately $725 million as of December 31,
2023 ($530 million of which was cash). Liquidity is constrained by
large investments impeding the generation of free cash flow and
outstanding balances on the convertible senior notes maturing in
August 2024.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Alteryx's ratings could be upgraded if growth continues and profits
expand such that Moody's adjusted debt / EBITDA leverage is
expected to be maintained below 6x with FCF/debt of at least
mid-single digit. The company would also need to address upcoming
debt maturities and demonstrate a commitment to conservative
financial policies.
The ratings could be downgraded if Alteryx's growth slows.
Continued cash burn, the inability to generate positive free cash
flow through 2024, more aggressive financial policies resulting
from debt funded distributions or acquisitions, or the inability to
resolve approaching debt maturities could also lead to a downgrade.
Ratings pressure could also arise if Moody's determines the
evolving capital structure is unsustainable or the business and
financial profile under newly controlled ownership has materially
deteriorated.
The principal methodology used in this rating was Software
published in June 2022.
Alteryx provides an analytics automation software platform that
delivers automation of data engineering, analytics, reporting,
machine learning, and data science processes. This platform is
designed to make advanced analytics accessible to any data worker
across multiple departments of an enterprise. Alteryx has a diverse
customer base of over 8,000 customers across various industries
such as retail, food services, consumer products, telecom, media,
and financial services. The company generated $970 million of
revenue for the year ended December 2023.
ALTERYX INC: S&P Lowers Senior Unsecured Notes Rating to 'B-'
-------------------------------------------------------------
S&P Global Ratings lowered its rating on Alteryx Inc.'s senior
unsecured notes to 'B-' from 'B' with a recovery prospect of '4'
(rounded estimate: 30%) as a result of the addition of senior
secured debt in the capital structure following the acquisition of
Alteryx by private equity sponsors Clearlake Capital Group L.P. and
Insight Partners for $4.4 billion on March 19, 2024. The senior
secured debt (not rated) consists of a $550 million secured term
loan and a $200 million revolving credit facility.
At this time, S&P's issuer credit rating on Alteryx remains 'B-',
with a stable outlook.
S&P is also in the process of withdrawing all ratings on Alteryx,
including its 'B-' issuer credit rating and 'B-' issue-level rating
on its unsecured notes, at the issuer's request.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's analysis considered the company's capital structure
comprising a $200 million senior revolving credit facility (not
rated), a $550 million senior secured term loan (not rated), a $450
million senior unsecured note due 2028 (rated) and $400 million
each of 2024 and 2026 convertible notes (not rated).
-- S&P lowered the rating on the company's senior unsecured notes
to 'B-' from 'B' with a recovery prospect of '4' (rounded estimate:
30%)
-- S&P's hypothetical simulated default contemplates a default in
2026 due to severely recessed economic conditions and customer
attrition due to new entrants in the business analytics space or
existing blue-chip software vendors such as Microsoft Corp. and
Oracle Corp. expanding the breadth of their activities and taking
market share from Alteryx. Given these events, S&P would expect
operating expenses to outpace revenue growth, forcing the company
to fund cash outflows with cash on hand or investment sales,
ultimately resulting in the inability to meet fixed charge
obligations.
-- S&P's recovery analysis for Alteryx assumes that in a
bankruptcy scenario, a chapter 11 reorganization would maximize
recoveries for creditors instead of liquidating.
-- S&P has valued Alteryx on a going-concern basis, applying a
6.5x multiple EBITDA multiple to its estimated emergence EBITDA of
approximately $145 million. This multiple reflects the company's
unique value proposition and strong growth prospects comparable to
similarly rated peers.
Simulated default assumptions
-- Simulated year of default: 2026
-- Implied enterprise value multiple: 6.5x
-- EBITDA at emergence: Approximately $145 million
The revolving credit facility is 85% drawn at default.
Simplified waterfall
-- Net enterprise value (after 5% administrative costs):
-- Approximately $950 million
-- Estimated secured debt claims: $751 million
-- Estimated unsecured claims: Approximately $470 million
--Recovery expectations: 30%-50%; rounded estimate: 30%
-- Estimated unsecured convertible note claims: Approximately $803
million
--Recovery expectations: Nil.
AMK TIKI: Yann Geron Named Subchapter V Trustee
-----------------------------------------------
The U.S. Trustee for Region 2 appointed Yann Geron, Esq., at Geron
Legal Advisors, LLC as Subchapter V trustee for AMK Tiki, LLC d/b/a
Jet Set.
Mr. Geron will be paid an hourly fee of $850 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Geron declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Yann Geron, Esq.
Geron Legal Advisors, LLC
370 Lexington Avenue, Suite 1101
New York, NY 10017
Phone: (646) 560-3224
Email: ygeron@geronlegaladvisors.com
About AMK Tiki
AMK Tiki, LLC d/b/a Jet Set filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.
24-35358) on April 10, 2024, with $100,001 to $500,000 in assets
and $500,001 to $1 million in liabilities.
Michelle L. Trier at Genova, Malin & Trier, LLP represents the
Debtor as legal counsel.
ANTIBE THERAPEUTICS: Wants Court to Extend Stay of CCAA Proceedings
-------------------------------------------------------------------
Antibe Therapeutics Inc. on April 19, 2024, disclosed that the
Company sought an extension of its previously announced stay of
proceedings under the Companies' Creditors Arrangement Act at a
hearing before the Ontario Superior Court of Justice (Commercial
List) on April 18, 2024.
The Court has reserved its decision and extended the Stay pending
release of the decision. The Company is requesting to extend the
Stay until May 24, 2024 in order to be able to continue engaging
with the U.S. Food and Drug Administration with respect to the
previously announced hold on the Company's planned Phase II trial
and to determine appropriate next steps.
About Antibe Therapeutics Inc.
Antibe (TSX: ATE) -- http://www.antibethera.com-- is a
clinical-stage biotechnology company leveraging its proprietary
hydrogen sulfide platform to develop next-generation therapies to
target pain and inflammation arising from a wide range of medical
conditions. The Company's current pipeline includes assets that
seek to overcome the gastrointestinal ulcers and bleeding
associated with nonsteroidal anti-inflammatory drugs ("NSAIDs").
Antibe's lead drug, otenaproxesul, is intended as a safer
alternative to opioids and today's NSAIDs for acute pain. Antibe's
second pipeline drug, ATB-352, is being developed for a specialized
pain indication. The Company's next target is inflammatory bowel
disease ("IBD"), a condition long in need of safer, more effective
therapies.
AULT ALLIANCE: Declares Monthly Cash Dividend of $0.2708333 Apiece
------------------------------------------------------------------
Ault Alliance, Inc. announced that its Board of Directors has
declared a monthly cash dividend of $0.2708333 per share of the
Company's outstanding 13.00% Series D Cumulative Redeemable
Perpetual Preferred Stock. The record date for this dividend is
April 30, 2024, and the payment date is Friday, May 10, 2024.
Link to NYSE quote for the Company's 13.00% Series D Cumulative
Redeemable Perpetual Preferred Stock:
https://www.nyse.com/quote/XASE:AULTpD
For more information on Ault Alliance and its subsidiaries, Ault
Alliance recommends that stockholders, investors, and any other
interested parties read Ault Alliance's public filings and press
releases available under the Investor Relations section at
www.Ault.com or available at www.sec.gov.
About Ault Alliance Inc.
Ault Alliance, Inc. (formerly, BitNile Holdings, Inc.) is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through its wholly- and majority-owned subsidiaries and
strategic investments, the Company owns and operates a data center
at which the Company mines Bitcoin and provides mission-critical
products that support a diverse range of industries, including
crane services, oil exploration, defense/aerospace, industrial,
automotive, medical/biopharma, consumer electronics, hotel
operations and textiles. In addition, the Company extends credit
to select entrepreneurial businesses through a licensed lending
subsidiary.
New York, New York-based Marcum LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has a working capital
deficiency, has incurred net losses and needs to raise additional
funds to meet its obligations and sustain its operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
B3 ELECTRIC: Seeks to Hire Puryear Law Group as Co-Counsel
----------------------------------------------------------
B3 Electric, LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of Kentucky to employ Puryear Law Group, PLLC
as co-counsel.
The firm will render these services:
a. give legal advice with respect to the Debtor's powers and
duties as debtor in possession in the continued operation of the
estate's business and management of its assets;
b. take all necessary action to protect and preserve the
Debtor's estate;
c. prepare on behalf of the Debtor all necessary motions,
answers, orders, reports, and other legal papers in connection with
the administration of the Debtor's estate; and
d. perform any and all other legal services for the Debtor in
connection with this Chapter 11 case and the formulation
implementation of the Debtor's Chapter 11 Plan.
The firm will be paid $450 per hour for its services.
As disclosed in the court filings, Puryear Law Group is a
"disinterested person" as defined by Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Charles W. Cook, III, Esq.
PURYEAR LAW GROUP PLLC
Woodmont Centre
104 Woodmont Boulevard, Suite 201
Nashville, TN 37205
Tel: (615) 630-6586
Email: ccook@puryearlawgroup.com
About B3 Electric, LLC
B3 Electric is a commercial and industrial electrical contractor.
B3 Electric LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No.
23-10766) on OCt. 12, 2023. The petition was signed by John Baker
as member. At the time of filing, the Debtor estimated $1 million
to $10 million in both assets and liabilities.
Judge Joan A Lloyd presides over the case.
Robert C. Chaudoin, Esq. at the HARLIN PARKER represents the Debtor
as legal counsel.
BACCI OF BENSENVILLE: Court OKs Cash Collateral Access Thru May 3
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized Bacci of Bensenville Inc. to use cash
collateral on an interim basis, effective December 20, 2023.
The said motion is needed to pay operating expenses for to the
extent, pursuant to the Statement of Income and Expenses is granted
and allowed; provided, however, that no professional payments are
permitted without prior court approval of retention of the
professional and approval of fees and expenses through May 3,
2024.
Smart Business/Triton Recovery Group and Reliant Funding will each
receive adequate protection payments in the amount of $1,500 and,
as additional adequate protection, are granted a lien on the
proceeds of the cash collateral subsequent to the filing of the
Chapter 11 petition subject to the extent and validity of the
lien.
A continued hearing on the matter is set for May 1 at 10:30 a.m.
A copy of the order is available at https://urlcurt.com/u?l=nNWifq
from PacerMonitor.com.
The Debtor projects $120,784 in net income and $113,850 in total
expenses for April 2024.
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.
BALDWIN RISK: Moody's Affirms 'B2' CFR, Outlook Remains Negative
----------------------------------------------------------------
Moody's Ratings has affirmed the B2 corporate family rating and
B2-PD probability of default rating of Baldwin Risk Partners, LLC
(BRP), the operating subsidiary of publicly traded BRP Group, Inc.
(NASDAQ: BRP). Moody's also affirmed the B2 ratings on BRP's senior
secured term loan and revolving credit facility. The rating outlook
for BRP remains negative.
RATINGS RATIONALE
According to Moody's, the rating affirmation reflects BRP's growing
market presence in distributing commercial and personal property &
casualty insurance, employee benefits, and Medicare related
products and services to middle market businesses and individuals
mainly in the US. BRP sells its products through distinct channels
across three business segments including Insurance Advisory
Solutions; Underwriting, Capacity & Technology Solutions; and
Mainstreet Insurance Solutions. The company has grown rapidly in
recent years through a combination of strong organic growth and
strategic acquisitions. Since acquiring the homeowners-oriented
Westwood Insurance Agency (Westwood) in 2022, BRP's largest
acquisition to date, the company has shifted its focus toward
improving operational efficiency and effectiveness including the
integration of Westwood.
These strengths are offset by BRP's elevated financial leverage and
low interest coverage given its historically aggressive acquisition
strategy as well as lower profitability in recent years as it works
to integrate prior acquisitions. These acquisitions have given rise
to contingent earnout liabilities that will consume a substantial
portion of free cash flow in the year ahead. BRP also faces
potential liabilities from errors and omissions, a risk inherent in
professional services.
For 2023, BRP reported $1.2 billion of revenue, up from $981
million in 2022, largely driven by strong organic growth. BRP's
EBITDA margin (per Moody's calculations) declined in recent years
as a result of its changing business mix along with investments in
personnel, technology and process improvements. BRP's free cash
flow improved in 2023, but remained weak for its rating category.
Moody's expects free cash flow to rise further as the company
completes its integration initiatives and settles contingent
earnout obligations.
As of year-end 2023, BRP's pro forma financial leverage (per
Moody's calculations) remained well above 7x, with low interest
coverage and free cash flow metrics. Moody's expects that BRP will
reduce its pro forma debt-to-EBITDA ratio below 6.5x, with (EBITDA
- capex) interest coverage above 2x and a free-cash-flow-to-debt
ratio in the mid-single digits over the next few quarters. These
pro forma metrics include Moody's adjustments for operating leases
and certain non-recurring items.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The following factors could lead to a stable rating outlook for
BRP: (i) profitable growth with further geographic diversification,
(ii) debt-to-EBITDA ratio below 6.5x, (iii) (EBITDA - capex)
coverage of interest above 1.5x, and (iv) free-cash-flow-to-debt
ratio above 3%.
The following factors could lead to a downgrade of BRP's ratings:
(i) disruptions to existing or newly acquired operations given the
company's rapid growth, (ii) debt-to-EBITDA ratio remaining above
6.5x, (iii) (EBITDA - capex) coverage of interest below 1.5x, or
(iv) free-cash-flow-to-debt ratio below 3%.
The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in February 2024.
Based in Tampa, Florida, BRP provides a range of commercial and
personal property & casualty insurance, employee benefits, and
Medicare related products and services to middle market businesses
and individuals mainly in the US. BRP generated revenue of $1.2
billion in 2023.
BENDED PAGE: Seeks Cash Collateral Access Thru May 31
-----------------------------------------------------
Bended Page, LLC asks the U.S. Bankruptcy Court for the District of
Colorado for authority to use cash collateral and provide adequate
protection through May 31, 2024.
All parties with an interest in cash collateral have consented to
the Debtor's use of cash collateral pursuant to the budget, on the
same terms as provided in the Second Interim Period. Those parties
are Read Colorado LLC (post-petition financing), Ingram Book Group
LLC, and B.S.D. Capital, Inc., dba Lendistry.
The proposed fifth interim order is essentially a continuation of
the Second Interim Order and contains the same terms for
replacement liens and reporting.
A copy of the motion is available at https://urlcurt.com/u?l=psqaOZ
from PacerMonitor.com.
About Bended Page, LLC
Bended Page, LLC is a book store owner in Denver, Colorado.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 23-14679) on October 16,
2023. In the petition signed by Bradford Dempsey, chief executive
officer, the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Michael E. Romero oversees the case.
Andrew D. Johnson, Esq., at Onsager Fletcher Johnson Palmer LLC,
represents the Debtor as legal counsel.
BENEVOLENT HOME: Case Summary & Seven Unsecured Creditors
---------------------------------------------------------
Debtor: Benevolent Home Health Care Inc.
1099 Winterson Road
Suite 105
Linthicum Heights MD 21090
Business Description: Benevolent Home Health Care is a family-
owned home care agency.
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Maryland
Case No.: 24-13410
Debtor's Counsel: Daniel Staeven, Esq.
FROST LAW
839 Bestgate Drive Suite 400
Annapolis MD 21401
Tel: 410-497-5947
Email: daniel.staeven@frosttaxlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Seth Jones as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/BVHIUNY/Benevolent_Home_Health_Care_Inc__mdbke-24-13410__0001.0.pdf?mcid=tGE4TAMA
BLACKSTONE MORTGAGE: Fitch Alters Outlook on BB LongTerm IDR to Neg
-------------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) of Blackstone Mortgage Trust, Inc. (BXMT) at 'BB'. The Rating
Outlook has been revised to Negative from Stable. Fitch has also
affirmed BXMT's secured debt and senior unsecured debt ratings at
'BB' and 'BB-', respectively.
KEY RATING DRIVERS
The revision of the Outlook reflects BXMT's ongoing credit quality
deterioration, which Fitch expects to continue given the firm's
elevated exposure to office commercial real estate (CRE). The
Negative Outlook also reflects earnings pressure from the rise in
credit provisions and non-accrual loans and the expectation that
cash earnings will likely be adversely impacted by realized credit
losses during 2024 as the firm resolves problem loans. Finally, the
Outlook revision considers BXMT's relatively weaker funding profile
and Fitch's view that this could persist over time.
BXMT's rating could be downgraded if it experiences further credit
quality weakening such that the ratio of impaired loans to gross
loans remains elevated compared to that of peers, especially if
meaningful credit losses are realized. Further, the rating could be
downgraded if the firm is unable to address funding needs in a
cost-effective manner over the rating time horizon.
BXMT's ratings remain supported by its affiliation with Blackstone
Inc. (Blackstone; A+/Stable) and its affiliate manager, BXMT
Advisors L.L.C., which provide the firm with investment and asset
management resources, risk management tools, and bank relationships
as part of one of the largest global real estate platforms. The
rating also reflects BXMT's solid liquidity profile in the context
of its near-term corporate debt maturities.
Rating constraints include BXMT's narrow focus on the commercial
real estate (CRE) market, with concentrated exposures to office
against the backdrop of challenging real estate trends; a
predominantly secured funding profile and the distribution
requirements associated with being a mortgage real estate
investment trust (mREIT).
BXMT's ratio of impaired loans to gross loans (based on book value)
was 7.9% at Dec. 31, 2023 (4Q23) up from 3.7% the year prior due to
the internal downgrade of multiple loans, primarily tied to the
office portfolio. Another 11.5% of loans were risk-rated '4' (on a
scale of 1 to 5 with 1 having the lowest risk and 5 the highest
risk) at 4Q23. These are loans that the firm believes have a
potential risk of loss of principal due to challenged collateral
values.
While a portion of the '4' rated loans may be resolved over the
near-term, Fitch believes BXMT's elevated exposure to office
properties, representing 36% of net loans at YE 2023, will remain a
headwind to asset quality metrics and earnings for some time,
especially with the continuation of elevated interest rates.
Partially mitigating these concerns is the firm's meaningful
reserve against existing impaired loans, its historical focus on
higher-quality buildings in locations with solid demographics, and
its asset management capabilities through the broader Blackstone
platform.
BXMT's GAAP profitability declined modestly during 2023 reflecting
elevated credit provisioning offset by stronger spread revenue from
higher rates. BXMT's pre-tax ROA was 1.0% in 2023 compared with a
four-year average (2019-2022) of 1.3%, which was within Fitch's
'bb' category earnings benchmark range of 1.0%-2.5% for balance
sheet heavy finance and leasing companies with a sector risk
operating environment (SROE) score in the 'bbb' category. Fitch
believes further migration of '4'-rated loans to impaired
('5'-rated) could keep provisioning levels elevated throughout
2024, pressuring returns while net interest income could be
adversely impacted by higher levels of non-accruing loans.
BXMT's leverage (gross debt-to-tangible equity including,
non-recourse funding comprised of CLO liabilities) was 4.4x at
4Q23; higher than rated peers and within Fitch's 'bb' category
benchmark range of 4x-7x for balance sheet heavy finance and
leasing companies with a SROE score in the 'bbb' category. BXMT
targets net leverage below 4.0x, excluding non-recourse and
off-balance sheet debt net of unrestricted cash. On this basis,
leverage was 3.7x at 4Q23. Fitch expects leverage to remain
elevated compared to peers but below the firm's target throughout
2024, although a continued muted lending environment could allow
for modest de-leveraging as assets are resolved.
BXMT's unsecured funding profile is weak relative to peers,
representing less than 2% of on-balance-sheet debt at 4Q23, which
was within Fitch's 'b' category benchmark range of 0%-10% for
balance sheet heavy finance and leasing companies. The firm has
historically relied on secured bank financing facilities,
non-recourse securitizations and the secured Term Loan B market for
funding, which it accessed multiple times during 2022. Given the
sectoral challenges BXMT is experiencing, Fitch doesn't expect it
to be able to enhance its funding flexibility over the near term
through access to the unsecured debt markets.
As a REIT, BXMT is required to distribute at least 90% of its
annual net taxable income to shareholders, which constrains the
firm's ability to build equity and Fitch's assessment of its
liquidity. At 4Q23, the company had $350 million of cash and
equivalents and $1.3 billion of borrowing capacity on its funding
lines, which Fitch believes is sufficient to address funding needs,
including loan funding commitments in the near term.
Fitch also notes that BXMT's debt facilities have no capital
markets mark-to-market attributes, are match -funded and are
over-collateralized with commitments from lenders such that the
$1.3 billion of borrowing capacity at 4Q23 is readily available.
Still, while the firm does not have any corporate debt maturities
until 2026 when $1.3 billion of its Term Loan B comes due, sector
headwinds could put pressure on its ability to cost-effectively
refinance this debt.
As the firm did not realize any losses during 2023, distributable
earnings remained sufficient to cover its dividend. However, given
high levels of problem credits, Fitch expects BXMT to realize
losses during 2024 which would weigh on dividend coverage. Should
realized losses persist and weaken cash earnings coverage of the
dividend, Fitch would expect management to cut the dividend in
order to preserve on-balance-sheet liquidity.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Further deterioration in credit performance whereby impaired and
nonperforming loans remain elevated compared to peers even as
problem loans are resolved and meaningful credit losses are
realized, adversely impacting cash earnings;
- An Inability to maintain sufficient liquidity relative debt
maturities, unfunded commitments and margin call potential
associated with collateral loan nonperformance or material credit
deterioration;
- A sustained increase in Fitch-calculated leverage above 5.0x
and/or a sustained increase in company-calculated leverage above
4.0x; and/or
- A sustained reduction in pre-tax ROA at or below 1.0%;
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Given current macroeconomic conditions as well as sector headwinds
related to commercial real estate, near-term positive rating action
is considered unlikely. The Negative Outlook could be revised to
Stable if BXMT is able to resolve problem loans without a
meaningful impact to cash earnings such that pre-tax ROA and/or
distributable earnings ROA remain in-line with historical
performance. Over the longer-term, the following could lead to
positive rating actions:
- Sustained increase in the proportion of unsecured debt at or
above 25% of total debt;
- Measured and appropriately risk-adjusted diversification into
other CRE asset classes or expansion of business model; and/or
- Sustained decrease in Fitch-calculated leverage at-or-below
4.0x.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
The rating on the secured debt is equalized with the Long-Term IDR,
indicating Fitch's expectation for average recovery prospects. The
rating on the unsecured debt is notched down from BXMT's Long-Term
IDR, and reflects the predominantly secured funding mix and the
limited size of the unencumbered asset pool, which suggests below
average recovery prospects in a stressed scenario.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The secured and unsecured debt ratings are primarily linked to
changes in the Long-Term IDR and would be expected to move in
tandem. However, a material change in the funding mix or collateral
pool for each class of debt could result in the ratings being
notched up or down from the IDR depending on how recovery prospects
are impacted.
ADJUSTMENTS
The Standalone Credit Profile (SCP) has been assigned in line with
the implied SCP.
The Business Profile score has been assigned below the implied
score due to the following adjustment reason: Business model
(negative).
The Asset Quality score has been assigned below the implied score
due to the following adjustment reason: Historical and Future
Metrics (negative).
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Blackstone Mortgage
Trust, Inc. LT IDR BB Affirmed BB
senior unsecured LT BB- Affirmed BB-
senior secured LT BB Affirmed BB
BOWFLEX INC: Committee Taps Kelley Drye as Bankruptcy Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of BowFlex Inc. and
BowFlex New Jersey LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to retain Kelley Drye & Warren
LLP as its counsel.
The firm will render these services:
(a) advise the Committee with respect to its rights, duties
and powers in these Cases;
(b) advise and represent the Committee in connection with
matters generally arising in these cases;
(c) assist and advise the Committee in its consultations with
the Debtors and in connection with the administration of these
Cases, the investigation into historic conduct and transactions
that may provide value for creditors, the sale process, proposed
plan, and the ultimate restructuring of the Debtors' estates;
(d) assist the Committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors;
(e) appear before this Court, and any other federal or state
court;
(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; and
(h) perform such other legal services.
Kelley Drye's current standard hourly rates are:
Partners $800 to $1,375
Special Counsel $665 to $975
Associates $530 to $870
Paraprofessionals $290 to $375
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The following is provided in response to the request for additional
information set forth in Parapgraph D.1 of the Appendix B
Guidelines.
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Answer: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Answer: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments 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.
Answer: Kelley Drye did not represent the Committee in the 12
months prepetition. Kelley Drye has represented committees in the
12 months prepetition in other bankruptcy cases.
Question: Has your client approved your prospective budget and
staffing plan and, if so, for what budget period.
Answer: Yes, for the period of March 19, 2024 through June 30,
2024.
James Carr, Esq., a partner at Kelley Drye & Warren 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:
James S. Carr, Esq.
Kelley Drye & Warren LLP
One Jefferson Road, 2nd Floor
Parsippany, NJ 07054
Tel: (973) 503-5900
Email: jcarr@KelleyDrye.com
About Bowflex Inc.
Headquartered in Vancouver, Washington, BowFlex Inc. (NYSE:BFX) is
a global leader in digitally connected home fitness solutions.
BowFlex Inc. and BowFlex New Jersey LLC concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 24-12364) on March 4, 2024. In
the petition signed by Jim Barr as chief executive officer, the
Debtor disclosed $140,117,000 in total assets and $125,956,000 in
total liabilities.
Judge Andrew B Altenburg Jr. presides over the case.
Joseph J. DiPasquale, Esq. at Fox Rothschild, LLP represents the
Debtor as counsel.
BOWFLEX INC: Committee Taps Province LLC as Financial Advisor
-------------------------------------------------------------
The official committee of unsecured creditors of BowFlex Inc. and
BowFlex New Jersey LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to retain Province, LLC as its
financial advisor.
The firm's services include:
a. 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. reviewing 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 Committee in reviewing the Debtors' financial
reports, including, but not limited to, SOFAs, Schedules, budgets,
and Monthly Operating Reports;
j. advising the Committee on the current state of the Chapter
11 Cases;
k. advising the Committee 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. providing other activities as are approved by the
Committee, the Committee's counsel, and as agreed to by Province.
Province's current hourly rates are:
Managing Directors and Principals $870 to $1,450
Vice Presidents, Directors,
and Senior Directors $690 to $950
Analysts, Associates,
and Senior Associates $370 to $700
Other / Para-Professional $270 to $410
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David Dunn, a principal at Province, LLC, disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
David Dunn
Province, LLC
2360 Corporate Circle, Suite 340
Henderson, NV 89074
Tel: (702) 685-5555
Email: ddunn@provincefirm.com
About Bowflex Inc.
Headquartered in Vancouver, Washington, BowFlex Inc. (NYSE:BFX) is
a global leader in digitally connected home fitness solutions.
BowFlex Inc. and BowFlex New Jersey LLC concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 24-12364) on March 4, 2024. In
the petition signed by Jim Barr as chief executive officer, the
Debtor disclosed $140,117,000 in total assets and $125,956,000 in
total liabilities.
Judge Andrew B Altenburg Jr. presides over the case.
Joseph J. DiPasquale, Esq. at Fox Rothschild, LLP represents the
Debtor as counsel.
BRIGHTLINE EAST: S&P Assigns Prelim 'B' Rating to Sr. Secured Debt
------------------------------------------------------------------
S&P Global Ratings assigned a preliminary 'B' rating to Brightline
East LLC's (Parent) $1.25 billion of 144A notes.
Brightline is issuing $1.25 billion of 144A notes with a bullet
maturity on Jan. 1, 2030. The transaction will close in escrow
initially and funds deposited into an escrow account and
transferred to the trustee when financings at Brightline Trains
Florida LLC (OpCo), Brightline East, and AAF Holdings all close.
Proceeds will be used to repay debt at OpCo and fund reserves at
Parent.
S&P bases the stable outlook on the outlook of operating subsidiary
Brightline Trains Florida because Parent's sole source of revenue
is distributions up-streamed from OpCo.
Brightline is a first-of-its-kind privately owned rail system,
fully exposed to ridership and operational risks. S&P said, "We
previously assigned a preliminary 'BBB-' rating and stable outlook
to OpCo's senior debt. Because Parent relies on distributions from
OpCo to repay its debt, we view the risk to Parent as being a
derivative of the risk to OpCo, and we use the same base-case and
downside-case forecasts for both." To temper the risks associated
with cash flow based solely on distributions subject to lock-up if
OpCo breaches the restricted payment tests, the issuer will fund
significant reserves from notes proceeds including a prefunded
interest reserve of $31.25 million; ramp-up reserve of $265
million; debt service reserve account (DSRA) sized to three months
of debt service and initially funded to approximately $31.25
million; and cash reserve of $5 million to be used to pay
administrative costs and debt service should a lock-up at OpCo
prevent dividends from being up-streamed.
S&P Global Ratings assigned its preliminary 'B' rating to the
proposed $1.25 billion of senior secured notes to be issued by
Brightline East, the indirect parent of Brightline Trains Florida.
The final ratings will depend on receipt and satisfactory review of
all final transaction documentation, legal opinions, and final
financial model. Accordingly, the preliminary ratings should not be
construed as evidence of a final rating. If S&P Global Ratings does
not receive the final documentation and model within a reasonable
period or the final documentation and model depart from the
materials reviewed, we reserve the right to withdraw or change the
rating.
Brightline, a first-of-its-kind privately owned rail system, is
fully exposed to ridership and operational risks. S&P said, "We
previously assigned a preliminary 'BBB-' rating and stable outlook
to OpCo's senior debt. Because Parent primarily relies on
distributions from OpCo to repay its debt we view the risk to
Parent as being a derivative of the risk to OpCo. We use the same
base case and downside case forecasts for both entities." Long-term
adoption rates of rail travel in the U.S. are somewhat uncertain.
For the target population, car travel has historically been the
preferred mode for medium-distance travel. As such, ramp-up risk at
Opco and Parent is high, somewhat mitigated by substantial
liquidity in both cases.
S&P said, "We rate Parent's debt in two phases as we do Opco's.
During phase 1 (ramp-up), which we rate to the downside, the
minimum debt service coverage ratio (DSCR) is 0.13x, the lower of
the senior DSCR divided by the senior distribution test and the
consolidated DSCR. However, Parent has liquidity ($332.5 million)
to cover just over two years of its interest-only obligations. In
2024, it meets the interest obligation through the release from the
prefunded interest reserve and, in 2025, releases from a ramp-up
reserve. Parent depletes its reserves early in year three (2026),
leading to a resiliency assessment of low. Hence, we determined a
'b+' preliminary operations phase stand-alone credit profile
(SACP). There are no modifiers. This results in a 'b+' operations
phase SACP .
"Following five years of ramp-up, the second phase considers both
our base-case and downside assumptions. We use the same operations
phase business assessment (OPBA) of 10 as we do for the OpCo debt.
In phase 2 (starting 2029), the minimum DSCR is 1.37x (2030), which
maps to a 'b' preliminary operations phase SACP. Under the
downside, Parent depletes its liquidity in the second year (2030)
leading to low resiliency, which results in no adjustments to the
preliminary operations phase SACP at 'b'. While Parent benefits
from an asset tail of at least 10 years and conservative
assumptions at the OpCo level that could have warranted a holistic
one-notch increase, these factors are offset by a three-month DSRA
and high leverage. This results in a 'b' operations phase SACP. The
project SACP is the lower of the two or 'b'.
"The issuer will fund significant reserves to temper the risks
associated with cash flow based solely on distributions subject to
lock-up if the OpCo breaches restricted payment tests.
Distributions to Parent from Opco are subject to both cash flow
sufficiency and satisfaction of senior and subordinate restricted
payment tests at OpCo. We note that subordinate debt at OpCo is not
currently permitted under the Parent finance documents, but the
transaction documents are set up to accommodate it in the future.
Additionally, cash flow sufficiency may be affected if additional
debt is issued at the OpCo. However, transaction documents limit
such issuance to no more than $50 million--comprising revolving
credit facilities and a basket of debt--without rating agency
confirmation."
As such, reserves will be funded at financial close from notes
proceeds and include a prefunded interest reserve of $31.25
million; ramp-up reserve of $265 million; DSRA sized to three
months of debt service and initially funded to $31.25 million; and
cash reserve of $5 million to be used to pay administrative costs
and debt service should a lock-up at OpCo prevent dividends from
being up-streamed.
S&P said, "Limited performance data from October 2023 to March 2024
is roughly in line with our base-case assumptions. Since the
beginning of long-distance service, Brightline's daily bookings
have increased month over month, driven primarily by an expanding
repeat customer base. For the first quarter of 2024, long-distance
ridership was about 6% above our base-case forecast as management
continues to build this database. Moreover, the average
long-distance fare of $78.40 for this period was about 2% higher
than our forecast and in line with management's strategy to attract
repeat customers by keeping these fares lower during the first half
of 2024. Long-distance ridership revenue, which we expect to
account for approximately 71% of ticket revenue in the first full
year of operations under our base case, was 7.9% higher in the
quarter than our base-case forecast.
"Short-distance ridership revenue was about 10% lower than our
base-case forecast. Ridership was 25% lower, partially offset by
higher fares. The project's ancillary revenue outperformed our
forecast by about 9%. Total expenses were moderately higher by
about 3%. Compared to our downside-case forecast, the project is
outperforming for ridership and fares.
"A supportive regulatory and legal framework at OpCo benefit the
debt. The U.S. Federal Railroad Administration and Surface
Transportation Board (STB) both have oversight of the nation's rail
network. While Brightline is not subject to STB oversight because
it does not provide interstate service, it shares infrastructure
with Florida East Coast Railway (FECR), which does. We view this as
substantially mitigating the risk of FECR ceasing to exist.
Additionally, the bankruptcy code related to railroads would permit
Brightline to continue to benefit from the shared infrastructure
without FECR.
"The stable outlook is supported by our conservative view of key
assumptions that drive our forecast of ridership and revenue for
Brightline Trains Florida. Our base-case revenue forecast is
38%-54% lower than the management case (with the 54% difference
toward the end of the debt). We expect a ramp-up of five years
under our base case and six years under our downside case, compared
with management's three-year expectation. The first full year of
ramp-up and start of debt service (interest only) is 2024. We
believe that Parent has liquidity in place to cushion just over two
years of ramp-up under our downside. After that, liquidity is
adequate to support the rating. We expect OpCo to generate a
base-case minimum senior DSCR of 2.68x in 2030 (excluding the
ramp-up period) and a base-case minimum consolidated (OpCo and
Parent) DSCR of 1.37x in 2030.
"We would lower the rating one notch if during phase 1 we expect
the project to deplete its reserves during year 1 of ramp-up (2024)
under our downside. We would also downgrade the debt if during
phase 2 the minimum consolidated DSCR under the base case drops
significantly below 1.5x or under the downside the project depletes
its liquidity in 2029.
"While unlikely in the near term, we would raise the rating one
notch if there is no deterioration to phase 1 relative to our
base-case and downside-case forecasts (note that we rate phase 1 to
the downside), during phase 2 the base case consolidated (OpCo and
Parent) DSCR exceeds 1.5x, and under the downside project liquidity
lasts into third year (2031)."
CALIFORNIA QSR: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: California QSR Management, Inc.
764 P. St., Ste 105
Fresno, CA 93721
Case No.: 24-11017
Chapter 11 Petition Date: April 22, 2024
Court: United States Bankruptcy Court
Eastern District of California
Judge: Hon. Jennifer E. Niemann
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
Total Assets: $168,469
Total Liabilities: $5,086,596
The petition was signed by Imran Damani as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/Q36SQNQ/California_QSR_Management_Inc__caebke-24-11017__0001.0.pdf?mcid=tGE4TAMA
CAROLINA SLEEP: Taps Moon Wright & Houston as Legal Counsel
-----------------------------------------------------------
Carolina Sleep Shoppe, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Northern Carolina to hire Moon
Wright & Houston, PLLC as its bankruptcy counsel.
The firm will render these legal services:
(a) advise the Debtor regarding its powers and duties in the
continued operation of its business affairs and management of its
properties;
(b) negotiate, prepare, and pursue confirmation of a Chapter
11 plan and approval of a disclosure statement (if applicable), and
all related reorganization agreements and/or documents;
(c) prepare legal papers;
(d) represent the Debtor in litigation arising from or
relating to the bankruptcy estate;
(e) appear in court to protect the interests of the Debtor;
and
(f) perform all other legal services for the Debtor that may
be necessary and proper in the Chapter 11 proceeding.
The hourly rates of the firm's counsel and staff are as follows:
Richard S. Wright $575
Andrew T. Houston $550
Caleb Brown $375
Shannon L. Myers, Paralegal $185
Jaime Schaedler, Assistant $150
In addition, the firm will seek reimbursement for expenses
incurred.
Richard Wright, Esq., an attorney at Moon Wright & Houston,
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:
Richard S. Wright, Esq.
Moon Wright & Houston, PLLC
212 N. McDowell Street, Suite 200
Charlotte, NC 28204
Telephone: (704) 944-6560
Facsimile: (704) 944-0380
Email: rwright@mwhattorneys.com
About Carolina Sleep Shoppe
Carolina Sleep Shoppe is an online seller of mattresses, adjustable
beds, bed frames, pillows, sheets and protectors.
Carolina Sleep Shoppe, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankrutpcy Code (Bankr. W.D.N.C. Case No.
24-40057) on April 8, 2024, listing $560,006 in assets and
$1,538,661 in liabilities. The petition was signed by Jeffrey
Trivette as member-manager.
Judge J. Craig Whitley presides over the case.
Richard S. Wright, Esq. at MOON WRIGHT & HOUSTON, PLLC represents
the Debtor as counsel.
CASA SYSTEMS: Seeks to Hire Alvarez & Marsal as Financial Advisor
-----------------------------------------------------------------
Casa Systems, Inc. and affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Alvarez &
Marsal North America, LLC as financial advisor.
The firm's services include:
a. assisting with the preparation of filings and reports
required by the Bankruptcy Code and Bankruptcy Rules, including,
first day motions, statements of financial affairs, schedules of
assets and liabilities, and monthly operating reports;
b. assisting the Debtors with the identification and
implementation of shortterm cash management procedures;
c. providing advisory assistance to the Debtors in connection
with the development and implementation of key employee
compensation and other critical employee benefit programs;
d. assisting with the identification executory contracts and
leases and performance of cost/benefit evaluations with respect to
the assumption or rejection of such contracts and leases;
e. assisting the Debtors' management and legal advisors with
preparations for potential sale transactions;
f. assisting in the preparation of financial information for
distribution to creditors and other stakeholders, including, but
not limited to, cash flow projections and budgets, cash receipts
and disbursement analysis, analysis of various asset and liability
accounts, and analysis of proposed transactions for which Court
approval is sought;
g. attending meetings and assisting in discussions with
potential investors, banks, and other secured lenders, any official
committee(s) appointed in these Chapter 11 Cases, the U.S. Trustee,
other parties in interest and their retained professionals, as
requested;
h. analyzing creditor claims by type, entity, and individual
claim, including assisting with the development of databases, as
necessary, to track such claims;
i. assisting in the preparation and and analysis of
information necessary for the confirmation of a plan in these
Chapter 11 Cases, including information contained in the disclosure
statement;
j. assisting in the evaluation and analysis of avoidance
actions, including fraudulent conveyances and preferential
transfers;
k. assisting in the analysis and preparation of information
necessary to assess the tax attributes related to the confirmation
of a plan of liquidation in these Chapter 11 Cases, including the
development of the related tax consequences contained in the
disclosure statement;
l. providing litigation advisory services with respect to
accounting and tax matters, along with expert witness testimony on
case related issues as required by the Debtors; and
m. rendering such other general business consulting or such
other assistance as the Debtors' management or legal advisors may
deem necessary consistent with the role of a financial advisor to
the extent that it would not be duplicative of services provided by
other professionals in these proceedings.
The firm will be paid at these rates:
Managing Directors $1,075 to $1,525 per hour
Directors $825 to $1,075 per hour
Associates $625 to $825 per hour
Analysts $425 to $625 per hour
A&M received $350,000 as a retainer in connection with preparing
for and conducting the filing of these Chapter 11 Cases.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Brian Whittman, a managing director at Alvarez & Marsal, disclosed
in court filings that the firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Brian Whittman
Alvarez & Marsal Holdings, LLC
540 West Madison Street, Suite 1800
Chicago, IL 60661
Tel: +1 312 601 4227
Email: bwhittman@alvarezandmarsal.com
About Casa Systems
Casa Systems, Inc. (Nasdaq: CASA) is a next-gen technology leader
that supports mobile, cable, and wireline communications services
providers with market leading solutions. Casa's virtualized and
cloud-native software solutions modernize operators' network
architectures, expand the range of services they can offer their
consumer and commercial customers, accelerate time to revenue and
reduce the TCO of their network infrastructure and operations.
Casa's suite of open, cloud-native network solutions unlocks new
ways for service providers to quickly build flexible networks and
service offerings that maximize revenue-generating capabilities.
Commercially deployed in more than 70 countries, Casa Systems
serves over 475 Tier 1 and regional service providers worldwide. On
the Web: http://www.casasystems.com/
On April 3, 2024, Casa Systems, Inc., and two of its affiliates
each filed petitions seeking relief under chapter 11 of the United
States Bankruptcy Code (Bankr. D. Del. Lead Csae No. 24-10695).
In the petition filed by CFO Edward Durkin, Casa Systems estimated
assets and liabilities between $100 million and $500 million each.
The Debtors' cases have been assigned to the Honorable Karen B.
Owens.
Casa has engaged Sidley Austin LLP as legal counsel, Ducera
Partners LLC as financial advisor, and Alvarez & Marsal North
America, LLC as restructuring advisor. Epiq is the claims agent.
CASA SYSTEMS: Seeks to Hire Ducera Partners as Investment Banker
----------------------------------------------------------------
Casa Systems, Inc. and affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Ducera
Partners LLC and its affiliates, Ducera Securities LLC, as their
investment banker.
The Debtors require an investment banker to:
I. General Financial Advisory and Investment Banking Services.
(a) familiarize itself with the business, operations,
financial condition, financial statements, business plans,
forecasts, and capital structure of the Debtors;
(b) assist with the evaluation of the Debtors' debt capacity
and alternative capital structures in light of its projected
financial performance; and
(c) provide such other advisory services.
II. Restructuring Services.
(a) if requested by the Debtors, analyze various Restructuring
scenarios and the potential impact of those scenarios on the value
of the Debtors and the recoveries of those stakeholders impacted by
the Restructuring;
(b) provide strategic advice with regard to restructuring or
refinancing the Debtors' Existing
Obligations;
(c) provide financial advice and assistance to the Debtors in
developing a Restructuring;
(d) in connection therewith, provide financial advice and
assistance to the Debtors in structuring any new securities to be
issued under a Restructuring; and
(e) assist the Debtors and/or participate in negotiations with
entities or groups affected by the Restructuring.
III. Financing Services.
(a) if requested by the Debtors, provide financial advice to
the Debtors in structuring, evaluating and effectuating a
Financing, identify potential Investors and, at the Debtors'
request, contact and solicit such Investors; and
(b) assist with the arrangement of a Financing, including
identifying potential sources of capital, assisting in the due
diligence process, and negotiating the terms of any proposed
Financing.
IV. Transaction Services.
(a) if requested by the Debtors, provide financial advice to
the Debtors in structuring, evaluating and effectuating a
Transaction, identify potential counterparties and, if requested,
contact and solicit potential counterparties;
(b) analyze various Transaction scenarios and the potential
impact of these scenarios on the value of the Debtors and the
recoveries of potential stakeholders impacted by the Transaction;
(c) assist with the arrangement and execution of a
Transaction, including identifying potential counterparties or
parties in interest, assisting in the diligence process, and
negotiating the terms of any proposed Transaction; and
(d) provide strategic advice to the Debtors in connection with
the evaluation of, and responses to, activist shareholder action.
V. Opinion Services
(a) if requested by the Debtors or the Board, provide an
opinion regarding the fairness to the Debtors from a financial
point of the consideration to be paid by or to the Debtors in
connection with a sale or, in the case of a sale structured as a
stock-for-stock merger.
The firm will be paid as follows:
(a) Monthly Advisory Fee: a nonrefundable monthly cash fee of
$175,000, due and payable by the Debtors on the first day of each
month.
(b) Restructuring Fee: shall be calculated as follows:
(1) Where consummation of a Restructuring requires consent
from holders of 50.1 percent or less of the Existing Obligations
(or does not require the consent of any of the holders of Existing
Obligations), the Restructuring Fee shall be $1,500,000; and
(2) Where consummation of a Restructuring requires consent
form holders of more than 50.1 percent of the Existing Obligations,
the Restructuring Fee shall be $2,750,000.
(3) Notwithstanding anything else contained in the
Engagement Letter, the Debtors shall receive a discount of $87,500
against the fees.
(c) Financing Fee: shall be calculated as follows:
(1) 1.5 percent of the face amount of senior secured debt
raised;
(2) 3.0 percent of the face amount of any unsecured or
junior secured debt raised; and
(3) 5.0 percent of any equity capital, convertible equity,
or hybrid capital, including warrants, or similar contingent equity
securities raised.
(d) Transaction Fee: shall be calculated by multiplying the
Transaction Value gainst the applicable
fee percentage:
Transaction Value
less than $200 million 2 percent
$200 million and $300 million 1.65 percent
$300 million and $400 million 1.5 percent
$400 million and $500 million 1.4 percent
greater than $500 million 1.3 percent
(e) Opinion Fee: In the event the Debtors request Ducera to
provide an Opinion concerning a Transaction, a nonrefundable fee
equal to $750,000. The Opinion Fee shall be earned, due, and
payable in cash upon delivery of the Opinion to the Debtor.
(f) Expenses and Payments: in addition, the Debtors agree upon
request to promptly reimburse Ducera at cost for its reasonable and
documented out-of-pocket expenses.
David Zubricki, a managing director at Ducera Partners, disclosed
in a court filing that the firm is a "disinterested person" as
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
David S. Zubricki
Ducera Partners LLC
11 Times Square, Floor 36
New York, NY 10036
Telephone: (212) 671-9700
About Casa Systems
Casa Systems, Inc. (Nasdaq: CASA) is a next-gen technology leader
that supports mobile, cable, and wireline communications services
providers with market leading solutions. Casa's virtualized and
cloud-native software solutions modernize operators' network
architectures, expand the range of services they can offer their
consumer and commercial customers, accelerate time to revenue and
reduce the TCO of their network infrastructure and operations.
Casa's suite of open, cloud-native network solutions unlocks new
ways for service providers to quickly build flexible networks and
service offerings that maximize revenue-generating capabilities.
Commercially deployed in more than 70 countries, Casa Systems
serves over 475 Tier 1 and regional service providers worldwide. On
the Web: http://www.casasystems.com/
On April 3, 2024, Casa Systems, Inc., and two of its affiliates
each filed petitions seeking relief under chapter 11 of the United
States Bankruptcy Code (Bankr. D. Del. Lead Csae No. 24-10695).
In the petition filed by CFO Edward Durkin, Casa Systems estimated
assets and liabilities between $100 million and $500 million each.
The Debtors' cases have been assigned to the Honorable Karen B.
Owens.
Casa has engaged Sidley Austin LLP as legal counsel, Ducera
Partners LLC as financial advisor, and Alvarez & Marsal North
America, LLC as restructuring advisor. Epiq is the claims agent.
CASA SYSTEMS: Seeks to Hire Epiq as Administrative Advisor
----------------------------------------------------------
Casa Systems, Inc. and affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Epiq
Corporate Restructuring, LLC as its administrative advisor.
The firm will render these services:
a. assist with, among other things, solicitation, balloting,
tabulation, and calculation of votes, as well as prepare any
appropriate reports, as required in furtherance of confirmation of
plan(s) of reorganization, and in connection with such services,
process requests for documents from parties in interest;
b. generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results;
c. assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction;
d. provide a confidential data room, if requested;
e. manage and coordinate any distributions pursuant to a
chapter 11 plan; and
f. provide such other processing, solicitation, balloting and
other administrative services.
The firm will be paid at these rates:
IT / Programming $65 - $85
Case Managers $85 - $165
Project Managers/
Consultants/ Directors $170 - $190
Solicitation Consultant $190
Executive Vice President, Solicitation $195
Executives No Charge
Prior to the Petition Date, the Debtors paid the firm a retainer in
the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Alexander Warso, consulting director at Epiq, disclosed in a court
filing that she is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Alexander Warso
Epiq Corporate Restructuring, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Phone: (917) 359-4553
About Casa Systems
Casa Systems, Inc. (Nasdaq: CASA) is a next-gen technology leader
that supports mobile, cable, and wireline communications services
providers with market leading solutions. Casa's virtualized and
cloud-native software solutions modernize operators' network
architectures, expand the range of services they can offer their
consumer and commercial customers, accelerate time to revenue and
reduce the TCO of their network infrastructure and operations.
Casa's suite of open, cloud-native network solutions unlocks new
ways for service providers to quickly build flexible networks and
service offerings that maximize revenue-generating capabilities.
Commercially deployed in more than 70 countries, Casa Systems
serves over 475 Tier 1 and regional service providers worldwide. On
the Web: http://www.casasystems.com/
On April 3, 2024, Casa Systems, Inc., and two of its affiliates
each filed petitions seeking relief under chapter 11 of the United
States Bankruptcy Code (Bankr. D. Del. Lead Csae No. 24-10695).
In the petition filed by CFO Edward Durkin, Casa Systems estimated
assets and liabilities between $100 million and $500 million each.
The Debtors' cases have been assigned to the Honorable Karen B.
Owens.
Casa has engaged Sidley Austin LLP as legal counsel, Ducera
Partners LLC as financial advisor, and Alvarez & Marsal North
America, LLC as restructuring advisor. Epiq is the claims agent.
CASA SYSTEMS: Seeks to Hire Sidley Austin LLP as Attorney
---------------------------------------------------------
Casa Systems, Inc. and affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Sidley Austin
LLP as attorneys.
The firm will render these services:
(a) provide legal advice with respect to the Debtors' powers
and duties as debtors in possession in the continued operation of
the Debtors' business;
(b) take all necessary action to protect and preserve the
Debtors' estates;
(c) prepare on behalf of the Debtors, as debtors in
possession, all necessary motions, applications, answers, orders,
reports, and other court filings and papers in connection with the
administration of the Debtors' estates;
(d) advise the Debtors concerning, and prepare responses to,
applications, motions, other pleadings, notices, and other papers
that may be filed by other parties in these Chapter 11 Cases;
(e) attend meetings and negotiate with representatives of
creditors and other parties in interest, attend court hearings, and
advise the Debtors on the conduct of their Chapter 11 cases;
(f) advise, negotiate, and assist with any sale or other
disposition of the Debtors' assets;
(g) prepare and refine on behalf of the Debtors a Chapter 11
plan, disclosure statement, and/or all related agreements and
documents necessary to facilitate an exit from these Chapter 11
Cases, take appropriate action on behalf of the Debtors to obtain
confirmation of such plan, and take such further actions as may be
required in connection with the implementation of such plan;
(h) provide legal advice and perform legal services with
respect to matters relating to corporate governance, the
interpretation, application or amendment of the Debtors'
organizational documents, material contracts, and matters involving
the Debtors with their officers, directors and managers;
(i) provide legal advice and legal services with respect to
litigation, tax, and other general legal issues for the Debtors to
the extent requested by the Debtors; and
(j) perform all other necessary legal services in connection
with the prosecution of these Chapter 11 Cases.
The firm will be paid at these rates:
Stephen E. Hessler $2,250
Patrick Venter $1,370
Julia Philips Roth $1,280
Margaret R. Alden $1,230
Ryan Fink $1,150
Veronica Courtney $895
Chelsea McManus $895
Jake Landreth $895
Daniela Rakowski $760
Josh Lee $760
Paraprofessional $570 to $590
In addition, the firm will be reimbursed for out-of-pocket expenses
incurred.
Prior to the petition date, the firm received $350,000 from the
Debtor as a retainer.
Stephen Hessler, Esq., a partner at Sidley Austin, 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.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Sidley
Austin disclosed the following:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: The billing rates and material financial terms of
Sidley Austin's pre-bankruptcy engagement by the Debtor are set
forth in the application. Such billing rates are subject to
periodic increases but other material financial terms have not
changed postpetition compared to services provided to the Debtor
prepetition.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: Sidley, in conjunction with the Debtors and A&M, is
developing a prospective budget and staffing plan for these Chapter
11 Cases for the period from the Petition Date to and including
June 30, 2024.
The firm can be reached at:
Stephen E. Hessler, Esq.
Sidley Austin, LLP
787 Seventh Avenue
New York, NY 10019
Telephone: (212) 839-5300
Facsimile: (212) 839-5599
Email: shessler@sidley.com
About Casa Systems
Casa Systems, Inc. (Nasdaq: CASA) is a next-gen technology leader
that supports mobile, cable, and wireline communications services
providers with market leading solutions. Casa's virtualized and
cloud-native software solutions modernize operators' network
architectures, expand the range of services they can offer their
consumer and commercial customers, accelerate time to revenue and
reduce the TCO of their network infrastructure and operations.
Casa's suite of open, cloud-native network solutions unlocks new
ways for service providers to quickly build flexible networks and
service offerings that maximize revenue-generating capabilities.
Commercially deployed in more than 70 countries, Casa Systems
serves over 475 Tier 1 and regional service providers worldwide. On
the Web: http://www.casasystems.com/
On April 3, 2024, Casa Systems, Inc., and two of its affiliates
each filed petitions seeking relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. Del. Lead Csae No. 24-10695).
In the petition filed by CFO Edward Durkin, Casa Systems estimated
assets and liabilities between $100 million and $500 million each.
The Debtors' cases have been assigned to the Honorable Karen B.
Owens.
Casa has engaged Sidley Austin LLP as legal counsel, Ducera
Partners LLC as financial advisor, and Alvarez & Marsal North
America, LLC as restructuring advisor. Epiq is the claims agent.
CASA SYSTEMS: Seeks to Hire Young Conaway Stargatt as Co-Counsel
----------------------------------------------------------------
Casa Systems, Inc. and affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Young Conaway
Stargatt & Taylor, LLP as co-counsel.
The firm's services include:
a. providing legal advice and services with respect to the
Debtors' powers and duties as debtors in possession in the
continued operation of their business, management of their
property, the Local Rules, practices, and procedures, and providing
substantive and strategic advice on how to accomplish the Debtors'
goals in connection with the prosecution of these Chapter 11
cases;
b. pursuing the sale of the Debtors' assets and approval of
bid procedures related thereto;
c. preparing, on behalf of the Debtors, necessary
applications, motions, answers, orders, reports, and other legal
papers;
d. pursuing confirmation of a Chapter 11 plan;
e. appearing in Court and protecting the interests of the
Debtors before the Court; and
f. performing all other legal services for the Debtors that
may be necessary and proper in these proceedings as co-counsel to
the Debtors in these Chapter 11 cases.
The firm will be paid as follows:
Joseph Barry, Partner $1,155
Joseph M. Mulvihill, Associate $780
Timothy R. Powell, Associate $630
Pam R. Schools, Associate $475
Beth Olivere, Paralegal $375
The firm received a retainer in the amount of $125,000.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
a. Young Conaway has not agreed to a variation of its standard
or customary billing arrangements for this engagement;
b. none of the firm's professionals included in this
engagement have varied their rate based on the geographic location
of these Chapter 11 Cases;
c. Young Conaway was retained by the Debtors for restructuring
work pursuant to an engagement agreement dated Feb. 22, 2024. The
billing rates and material terms of the pre-petition engagement are
the same as the rates and terms described in the Application; and
d. the Debtors have approved or will be approving a
prospective budget and staffing plan for Young Conaway's engagement
for the post-petition period as appropriate. In accordance with the
U.S. Trustee Guidelines, the budget may be amended as necessary to
reflect changed or unanticipated developments.
Joseph Barry, Esq., a partner at Young Conaway Stargatt & Taylor,
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:
Joseph Barry, Esq.
Young Conaway Stargatt & Taylor, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Email: jbarry@ycst.com
About Casa Systems
Casa Systems, Inc. (Nasdaq: CASA) is a next-gen technology leader
that supports mobile, cable, and wireline communications services
providers with market leading solutions. Casa's virtualized and
cloud-native software solutions modernize operators' network
architectures, expand the range of services they can offer their
consumer and commercial customers, accelerate time to revenue and
reduce the TCO of their network infrastructure and operations.
Casa's suite of open, cloud-native network solutions unlocks new
ways for service providers to quickly build flexible networks and
service offerings that maximize revenue-generating capabilities.
Commercially deployed in more than 70 countries, Casa Systems
serves over 475 Tier 1 and regional service providers worldwide. On
the Web: http://www.casasystems.com/
On April 3, 2024, Casa Systems, Inc., and two of its affiliates
each filed petitions seeking relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D. Del. Lead Csae No. 24-10695).
In the petition filed by CFO Edward Durkin, Casa Systems estimated
assets and liabilities between $100 million and $500 million each.
The Debtors' cases have been assigned to the Honorable Karen B.
Owens.
Casa has engaged Sidley Austin LLP as legal counsel, Ducera
Partners LLC as financial advisor, and Alvarez & Marsal North
America, LLC as restructuring advisor. Epiq is the claims agent.
CENTERSTONE REALTY: Hires Dentons Bingham Greenebaum as Counsel
---------------------------------------------------------------
Centerstone Realty Group, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Indiana to hire
Dentons Bingham Greenebaum LLP as counsel.
The firm's services include:
a. preparing motions, pleadings, and applications, and
conducting examinations incidental to administration;
b. giving advice regarding its rights, duties, and obligations
as debtor and debtor-in-possession;
c. performing legal services incidental and necessary to the
day-to-day operations of the business, including, but not limited
to, institution and prosecution of necessary legal proceedings,
debt restructuring, and general business and corporate legal advice
and assistance, all of which are necessary to the proper
preservation and administration of the estate;
d. negotiating, preparing, confirming, and completing of a
plan of reorganization or other means of resolving the issues in
this case; and
e. taking any and all other necessary action incident to the
proper preservation and administration of the estate in the conduct
of the Debtor's business.
The firm's hourly rates are:
Thomas C. Scherer $400
Whitney L. Mosby $400
The firm received a retainer in the amount of $20,000.
Thomas Scherer, Esq., a partner at Dentons, 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:
Thomas C. Scherer, Esq.
DENTONS BINGHAM GREENEBAUM LLP
10 West Market Street, Suite 2700
Indianapolis, IN 46204
Telephone: (317) 635-8900
Email: Thomas.scherer@dentons.com
About Centerstone Realty Group, Inc.
Centerstone Realty Group, Inc. is a real estate service company and
a R/E Max franchisee with over 30 affiliated licensed brokers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-01846-JMC-11) on
April 12, 2024. In the petition signed by Lance Rhoades, president,
the Debtor disclosed up to $50,000 in assets and up to $500,000 in
liabilities.
Thomas C. Scherer, Esq., at Dentons Bingham Greenebaum, represents
the Debtor as legal counsel.
CHARLIE'S HOLDINGS: Mazars USA Resigns as Auditor
-------------------------------------------------
Charlie's Holdings, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that the Audit
Committee of the Board of Directors of the "Company accepted the
resignation of Mazars USA LLP, the Company's current independent
registered public accounting firm. Mazars made the decision to
cease its services to the Company effective with the filing of the
Company's Form 10-Q for the quarter ended March 31, 2024 in
connection with related client engagement continuance procedures
resulting from the transaction Mazars is entering into with FORVIS,
LLP effective June 1, 2024.
The audit report of Mazars on the Company's consolidated financial
statements as of December 31, 2023 and for the year ended December
31, 2023 did not contain any adverse opinion or disclaimer of
opinion, nor were they qualified or modified as to uncertainty,
audit scope or accounting principles. However, Mazars's report on
the financial statements included an emphasis paragraph regarding
substantial doubt about the Company's ability to continue as a
going concern and a critical audit matter regarding the reserve for
excess and slow-moving inventory.
From their appointment on June 29, 2023 through April 17, 2024,
there were no (i) disagreements within the meaning of Item
304(a)(1)(iv) of Regulation S-K between the Company and Mazars on
any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to Mazars's satisfaction, would have
caused Mazars to make reference to the subject matter of the
disagreements in connection with its reports on the Company's
consolidated financial statements for such years or (ii) reportable
events within the meaning of Item 304(a)(1)(v) of Regulation S-K
and the related instructions thereto.
About Charlie's Holdings Inc.
Charlie's Holdings, Inc. (OTCQB: CHUC) is an industry leader in the
premium, nicotine-based, vapor products space. The Company's
products are sold around the world to select distributors,
specialty retailers, and third-party online resellers through
subsidiary companies Charlie's Chalk Dust, LLC and Don Polly, LLC.
Charlie's Chalk Dust, LLC has developed an extensive portfolio of
brand styles, flavor profiles, and innovative product formats. Don
Polly, LLC creates innovative hemp-derived products and brands.
Fort Washington, PA-based Mazars USA LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated April 15, 2024, citing that the Company has incurred
significant operating losses, has negative cash flows from
operations, and has an accumulated deficit. The Company is
dependent on its ability to increase revenues and obtain financing
to execute its development plans and continue operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
CHATEAU CREOLE: Wins Interim Cash Collateral Access
---------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Louisiana
authorized Chateau Creole Apartments, LLC to use cash collateral,
on an interim basis, in accordance with the budget, with a 10%
variance.
As adequate protection, Federal National Mortgage Association d/b/a
Fannie Mae is granted replacement security interests in and liens
upon all post-petition personal assets of the Debtor and its estate
and all proceeds and products of that personal property, and
post-petition accounts and cash to the extent that Fannie Mae
prepetition possessed a valid and perfected security interest and
lien in any such assets, accounts and/or cash as of Friday March
29, 2024, and all proceeds, rents, and products of all of the
foregoing and all distributions thereon.
The respective Adequate Protection Liens granted to Fannie Mae will
be subject only to valid, perfected, enforceable, and unavoidable
liens and security interests granted by the respective Debtor or
operation of law to any person or entity that were superior in
priority to the prepetition security interests and liens held by
Fannie Mae and only to the extent such prepetition liens are not
otherwise subject to avoidance or subordination.
The Debtor will: (a) continue to keep Fannie Mae's collateral fully
insured against all loss, peril, and hazard; and (b) pay any and
all post-petition taxes, assessments and governmental charges with
respect to the collateral that serves as security for the Fannie
Mae debt that are billed after the Petition Date.
As adequate protection under 11 U.S.C. Section 361, the Debtor
will:
a. pay Fannie Mae $6,250 per month;
b. Fannie Mae or its designee may inspect the Debtor's apartment
complex upon three days written notice; and
c. Fannie Mae or its designee may inspect the Debtor's books and
records upon three days written notice.
A final hearing on the matter is set for May 22, 2024 at 1 p.m.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=fusZGM from PacerMonitor.com.
The Debtor projects $137,694 in total income and $136,718 in total
expenses for April to June 2024.
About Chateau Creole Apartments, LLC
Chateau Creole Apartments, LLC is primarily engaged in renting and
leasing real estate properties.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. La. Case No. 24-10608) on March 29,
2024. In the petition signed by Damon J. Baldone, manager, the
Debtor disclosed up to $10 million in assets and up to $50 million
in liabilities.
Judge Meredith S Grabill oversees the case.
Ryan J. Richmond, Esq., at STERNBERG, NACCARI & WHITE, LLC,
represents the Debtor as legal counsel.
CHICKEN SOUP: Widens Net Loss to $636.6 Million in 2023
-------------------------------------------------------
Chicken Soup for the Soul Entertainment, Inc. filed with the
Securities and Exchange Commission its Annual Report on Form 10-K
disclosing a net loss available to common stockholders of $636.55
million on $294.41 million of net revenues for the year ended Dec.
31, 2023, compared to a net loss available to common stockholders
of $111.29 million on $252.81 million of net revenues for the year
ended Dec. 31, 2022.
As of Dec. 31, 2023, the Company had $422.30 million in total
assets, $925.86 million in total liabilities, and a total deficit
of $503.56 million.
New York, New York-based Rosenfield and Company, PLLC, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated April 19, 2024, citing that the
Company has suffered significant losses from operations and has a
net capital deficiency that raise substantial doubt about its
ability to continue as a going concern.
"The current cash position and available capital resources as
compared to current obligations will require the Company to raise
significant additional capital through one or more financing
transactions in the near term. Such financing transactions could
include accounts receivable financing, asset sales, or sales of
equity or debt, or a combination of the foregoing transactions.
The Company believes that such transactions are available on
commercially reasonable terms, and it is in active negotiations
with respect to one or more such transactions. There can be no
assurance, however, that the Company will be successful in
consummating any such transaction for the net proceeds required or
at all. Additionally, the Company has been actively involved in
cost reduction initiatives to reduce forward operating expenses and
to improve operational cash flow. Further, the parent company,
CSS, has agreed that upon request of the board of directors, it
will defer payment of any and all cash portions of the fees payable
by us to CSS under the CSS Management Agreement and CSS License
Agreement for up to 12 months. The Company is also exploring
strategic initiatives including certain asset sales or a strategic
sale of the Company and the board of directors will form a
strategic initiatives committee as appropriate and necessary to
evaluate any potential transactions. There can be no assurance
that the efforts to reduce operating costs and other obligations,
together with the capital raising and debt initiatives, will prove
successful overall. If the Company is not successful, it may need
to curtail growth initiatives or certain or all operations, could
suffer loss of certain content vendor and distribution
relationships and other adverse consequences, or seek relief under
applicable bankruptcy laws," Chicken Soup said.
"Based on the Company's financial position at December 31, 2023,
history of recurring losses and negative operational cash flows,
along with debt maturities and interest payments in the next 12
months, we reviewed the Company's ability to continue as a going
concern and have concluded that there is not sufficient cash flows
and substantial doubt exists about the ability of the Company to
continue as a going concern," the Company said.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1679063/000155837024005371/csse-20231231x10k.htm
About Chicken Soup
Chicken Soup for the Soul Entertainment, Inc. provides premium
content to value-conscious consumers . The Company is one of the
largest advertising-supported video-on-demand (AVOD) companies in
the US, with three flagship AVOD streaming services: Redbox,
Crackle and Chicken Soup for the Soul. In addition, the Company
operates Redbox Free Live TV, a free ad-supported streaming
television (FAST) service with nearly 170 channels as well as a
transactional video-on-demand (TVOD) service, and a network of
approximately 27,800 kiosks across the U.S. for DVD rentals. To
provide original and exclusive content to its viewers, the Company
creates, acquires, and distributes films and TV series through its
Screen Media and Chicken Soup for the Soul TV Group subsidiaries.
The Company's best-in-class ad sales organization is known to
advertisers as Crackle Connex, a sales platform of unique scale and
differentiated reach. Across Redbox, Crackle, Chicken Soup for the
Soul and Screen Media, the Company has access to over 50,000
content assets, with over 60,000 programming hours. Chicken Soup
for the Soul Entertainment is a subsidiary of Chicken Soup for the
Soul, LLC, which publishes the famous books series and produces
super-premium pet food under the Chicken Soup for the Soul brand
name.
CHILDREN'S PLACE: Delays Annual Filing Amid Lenders' Forbearance
----------------------------------------------------------------
The Children's Place, Inc. filed a Notification of Late Filing on
Form 12b-25 with the U.S. Securities and Exchange Commission with
respect to its Annual Report on Form 10-K for its fiscal year ended
February 3, 2024, stating that the Company has determined that it
is unable to file its Form 10-K within the prescribed time period
without unreasonable effort or expense.
The Company is party to an Amended and Restated Credit Agreement
dated May 9, 2019 (as amended from time to time, the "Credit
Agreement"), with Wells Fargo, National Association, Bank of
America, N.A., HSBC Bank (USA), N.A., JPMorgan Chase Bank, N.A.,
Truist Bank and PNC Bank, National Association, as lenders
(collectively, the "Credit Agreement Lenders"), and Wells Fargo, as
Administrative Agent, Collateral Agent and Swing Line Lender.
As previously disclosed, the Company has been seeking to improve
its liquidity position and strengthen its balance sheet to best
position the Company for the future and the Company has been
working with its advisors to identify potential lenders to obtain
new financing necessary to support ongoing operations and to amend
certain provisions of the Credit Agreement. Also, as previously
disclosed, on February 15, 2024, the Company entered into a
non-binding term sheet with 1903P Loan Agent, LLC ("Gordon
Brothers"), as Lender, Administrative Agent and Collateral Agent,
for a $130 million term loan (the "Gordon Brothers Term Loan").
Also, as previously disclosed, Mithaq Capital SPC, a Cayman
segregated portfolio company, acquired more than 50% of the
Company's outstanding shares of common stock as of February 12,
2024. Mithaq's acquisition of the Company's common stock resulted
in a change of control of the Company, thereby triggering an event
of default under the Credit Agreement.
On February 29, 2024, the Company and the Credit Agreement Lenders
entered into a forbearance agreement, pursuant to which, among
other things, the Credit Agreement Lenders agreed to forbear from
enforcing certain rights and remedies under the Credit Agreement
during a limited forbearance period, and which contemplated a
permanent waiver of the change of control default upon the
satisfaction of certain conditions. Also, as previously disclosed,
on February 29, 2024, the Company and certain of its subsidiaries
entered into an interest-free unsecured subordinated promissory
note with Mithaq, providing for up to $78.6 million in term loans,
to be funded in two different tranches. The Company received the
first tranche of $30 million on February 29, 2024 and the second
tranche of $48.6 million on March 8, 2024.
Moreover, the Company and Mithaq entered into a letter agreement
for purposes of, among other things, ensuring an orderly transition
of the governance of the Company following the change of control.
As of the date of filing of this Form 12b-25, the size of the board
of directors of the Company has been reduced from ten to six, and
other than the Chief Executive Officer of the Company, all other
then members of the Board have resigned and have been replaced by
designees of Mithaq.
Meanwhile, negotiations on the Gordon Brothers Term Loan continued
throughout March 2024 into April 2024. On April 16, 2024, the
Company and certain of its subsidiaries entered into a new
financing agreement with Mithaq for another unsecured $90 million
term loan and withdrew from further negotiations with Gordon
Brothers. Upon the funding of the new financing agreement with
Mithaq on or prior to April 19, 2024, an amendment to the Credit
Agreement will become effective, which among other things, will
permit entering into the new financing agreement with Mithaq and
waive the event of default resulting from the previously disclosed
change in control.
The Company's change of control and the various financing
transactions described above all impact the Company's business
management, the assessment of its financial position and liquidity,
and corresponding disclosures in its Form 10-K. The Company cannot
complete the necessary accounting required to compile the financial
statements and disclosures for the filing of its Form 10-K within
the prescribed time period, which delay cannot be eliminated by the
Company without unreasonable effort and expense.
The Company currently anticipates filing its Form 10-K within the
grace period of 15 calendar days following April 18, 2024, as
provided under Rule 12b-25 under the Securities Exchange Act of
1934, as amended.
About The Children's Place Inc.
The Children's Place Inc. is an American specialty retailer of
children's apparel and accessories headquartered in Secaucus, New
Jersey. It also markets apparel under the Children's Place, Place,
Baby Place, and Gymboree brand names.
The Children's Place, Inc. (NASDAQ: PLCE)'s working capital deficit
was US$108.4 million at October 28, 2023. The deficit was US$86.5
million at January 28, 2023.
At October 28, 2023, the Company had total current assets of
US$597.3 million and total current liabilities of US$705.7 million.
At January 28, 2023, the Company had total current assets of
US$561.9 million and total current liabilities of US$648.4 million.
CIRTRAN CORP: Fruci & Associates II Raises Going Concern Doubt
--------------------------------------------------------------
CirTran Corporation disclosed in a Form 10-K Report filed with the
U.S. Securities and Exchange Commission for the fiscal year ended
December 31, 2023, that its auditor expressed that there is
substantial doubt about the Company's ability to continue as a
going concern.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2020, issued a "going concern"
qualification in its report dated April 19, 2024, citing that the
Company has an accumulated deficit, net losses, and negative cash
flows from operations. These factors, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.
According to the Company, it had a working capital deficiency of
$19,329,094 as of December 31, 2023, and a net loss from continuing
operations of $551,699 for the year ended December 31, 2023, as
compared to $1,297,737 in the prior year. As of December 31, 2023,
the Company had an accumulated deficit of $59,017,191. These
conditions raise substantial doubt about our ability to continue as
a going concern.
"Our ability to continue as a going concern is dependent upon our
ability to successfully accomplish our business plan and eventually
attain profitable operations. In the coming year, our foreseeable
cash requirements will relate to development of business operations
and associated expenses. We may experience a cash shortfall and be
required to raise additional capital," CirTran said.
"Historically, we have mainly relied upon shareholder loans and
advances to finance operations and growth. Management may raise
additional capital by retaining net earnings, if any, or through
future public or private offerings of our stock or loans from
private investors, although we cannot assure that we will be able
to obtain such financing. Our failure to do so could have a
material and adverse effect upon our shareholders and us," the
Company said.
As of December 31, 2023, the Company had $1,848,562 in total
assets, $23,627,247 in total liabilities, $21,778,685 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-K is available at
https://tinyurl.com/y4h2tx6h
About CirTran Corp.
CirTran Corporation specializes in manufacturing, marketing,
distribution, and technology services in a wide variety of consumer
products, including tobacco products, medical devices, and
beverages, around the world, it has an innovative and
consumer-focused approach to brand portfolio management, resting on
a strong understanding of consumers domestically, and have
established a footprint in more than 50 key, international markets.
CITADEL OF PRAISE: Seeks to Hire Jacobs P.C. as Attorney
--------------------------------------------------------
Citadel of Praise & Worship, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of New York to hire
Jacobs P.C., as its attorneys.
The Debtor requires legal counsel to:
a. assist in administering the Debtor's Chapter 11 case;
b. make such motions or take such action as may be appropriate
or necessary under the Bankruptcy Code;
c. take such steps as may be necessary for the Debtor to
marshal and protect the estate's assets;
d. negotiate with the Debtor's creditors in formulating a
planof reorganization;
e. draft and prosecute the confirmation of the Debtor's plan
of reorganization; and
f. render such additional services as the Debtor may require
in its bankruptcy case.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Partners and Counsel $865
Associates $575 to $715
Paralegals $210 to $300
In addition, the firm will seek reimbursement for work-related
expenses incurred.
The initial retainer fee is $9,000.
As disclosed in court filings, Jacobs neither holds nor represents
an adverse interest to the estate.
The firm can be reached through:
Leo Jacobs, Esq.
Jacobs P.C.
595 Madison Avenue, Floor 39
New York, NY 10022
Tel: (718) 772-8704
(212) 229-0476
Email: leo@jacobspc.com
Abour Citadel of Praise & Worship
Citadel of Praise & Worship is a religious organization in
Brooklyn, New York.
Citadel of Praise & Worship, Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y.
Case No. 24-40218) on Jan. 17, 2024. In the petition signed by
Kevin Bond as pastor, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities.
Judge Jil Mazer-Marino presides over the case.
Leo Jacobs, Esq. at JACOBS PC represents the Debtor as counsel.
COMMERCIAL VEHICLE: S&P Affirms 'B' ICR, Outlook Stable
-------------------------------------------------------
S&P Global Ratings affirmed its 'B' rating on Commercial Vehicle
Group Inc. (CVG) because it expects leverage will remain below 4x
with ample liquidity through 2024.
The stable outlook reflects S&P's expectation that CVG will
maintain lower leverage, though its reported free operating cash
flow (FOCF) will not be significantly above debt amortization,
which it views as necessary for a higher rating.
CVG is facing decreased demand for its products and services this
year due to declining class 8 vehicle production.
S&P said, "We expect CVG's leverage to remain in the 2x area in
2024, while cash generation after debt amortization will be
negative. CVG's S&P Global Ratings-adjusted debt to EBITDA was 2.3x
as of Dec. 31, 2023 (in line with our expectation of 2x-2.5x). We
now forecast leverage of 2.3x in 2024 (we expected 1.75x-2.25x
previously). As such, our assessment of CVG's financial risk
profile improved one category to significant from aggressive. The
company's reported FOCF was around $19 million in 2023; however,
its relatively large mandatory debt amortization payments led to
minimal total cash generation for the year. Due to anticipated
declines in North American commercial vehicle production, we
believe CVG will generate reported FOCF around $9 million-$13
million in 2024 ($20 million less than previously expected). This
is below the required debt amortization of $15 million on the
first-lien term loan A for 2024. Required debt amortization will
step up to around $20 million in 2025, which is about the same
amount of reported FOCF expected for the year ($20 million lower
than previously expected). We believe there is some uncertainty
that CVG will be able to sustain FOCF above debt amortization the
next few years, given the potential for weaker commercial vehicle
demand to continue beyond 2024 due to the ongoing freight
recession. As a result, we apply a negative one-notch comparable
rating analysis modifier. Additionally, the company is investing in
capital expenditures (capex) to continue developing production
facilities to meet increased demand in its vehicle solutions (VS)
and electrical systems segments over the next few years. Our capex
assumption of $25 million-$30 million is above of our previous
forecast of $20 million.
"The stable outlook on CVG reflects our expectation that credit
metrics will remain relatively stable despite commercial vehicle
production moderating year over year. Although we expect revenue to
decline and EBITDA margin contraction in 2024, we expect the
company will maintain leverage in the low-2x area."
S&P could lower its ratings on CVG within the next year if:
-- The company's adjusted debt leverage exceeded 4x; or
-- The company was unable to generate and sustain reported FOCF to
meet its mandatory debt amortization.
S&P could raise its ratings on CVG within the next year if:
-- The company sustained its adjusted debt leverage at less than
4x; and
-- The company generated positive FOCF comfortably above its
mandatory debt amortization.
ESG factors are an overall neutral consideration in S&P's credit
rating analysis of Commercial Vehicle Group Inc.
CONVERGEONE HOLDINGS: Hires AlixPartners as Financial Advisor
-------------------------------------------------------------
ConvergeOne Holdings, Inc. and its debtor affiliates filed with the
U.S. Bankruptcy Court for the Southern District of Texas to hire
AlixPartners, LLP as financial advisor.
The firm will provide these services:
a. assist the Debtors in development of a short and long-term
liquidity outlook and funding needs analysis, subject to each of
the various strategic alternatives being evaluated;
b. as necessary, work with the Debtors to identify, implement,
and monitor both short-term and long-term liquidity generating
initiatives;
c. assist the Debtors with development of their business plan,
and such other related forecasts and support as may be required by
lenders/creditors in connection with negotiations or by the Debtors
for other corporate purposes;
d. assist the Debtors with communications and/or negotiations
with outside parties including the Debtors' stakeholders, banks and
other third parties, as requested and as may be necessary;
e. prepare for and file a bankruptcy petition, coordinating
and providing administrative support for the proceeding and
developing the Debtors' plan of reorganization or other appropriate
case resolution, if necessary;
f. in connection with a bankruptcy, prepare (i) a disclosure
statement and plan of reorganization, (ii) a liquidation analysis,
(iii) statements of financial affairs and schedules of assets and
liabilities, (iv) a potential preference analysis, (v) a claims
analysis, and (vi) monthly operating reports and other regular
reporting required by the Court, as necessary;
g. assist the Debtors with providing diligence, finance and
analytical support to the finance organization;
h. assist the Debtors in the development and implementation of
a restructuring strategy designed to maximize enterprise value,
while taking into account the unique interests of all
constituencies;
i. assist the Debtors with contingency planning, if
applicable; and
j. assist with such other matters as may be requested that
fall within AlixPartners' expertise and that are mutually
agreeable.
The firm will be paid at these hourly rates:
Partner & Managing Director $1,225 - $1,495
Partner $1,200
Director $960 - $1,125
Senior Vice President $800 - $910
Vice President $640 - $790
Consultant $230 - $625
In addition, the firm will be reimbursed for reasonable
out-of-pocket expenses incurred.
The firm received a retainer in the amount of $500,000 from the
Debtors.
Stephen Spitzer, a partner and managing director at AlixPartners,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Stephen Spitzer
AlixPartners, LLP
909 Third Avenue, Floor 30
New York, NY 10022
Telephone: (212) 490-2500
Facsimile: (212) 490-1344
Email: sspitzer@alixpartners.com
About ConvergeOne Holdings
ConvergeOne Holdings, Inc., operates as a holding company. The
Company, through its subsidiaries, provides managed cloud, cyber
security, enterprises networking, data center, application and
software development, security infrastructure, and hosted
collaboration solutions.
ConvergeOne Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90194) on April 4, 2024, with $1 billion to $10 billion in
assets and liabilities.
Judge Christopher M. Lopez presides over the cases.
White & Case LLP is the Debtors' legal counsel. Evercore Group LLC
is the Debtors' investment banker, and AlixPartners, LLP, is
therestructuring advisor. EPIQ Bankruptcy Solutions is the claims
agent.
Porter Hedges LLP, and Gibson, Dunn & Crutcher LLP advise the first
lien lenders.
CONVERGEONE HOLDINGS: Hires Evercore Group as Investment Banker
---------------------------------------------------------------
ConvergeOne Holdings, Inc. and its debtor affiliates filed with the
U.S. Bankruptcy Court for the Southern District of Texas to hire
Evercore Group LLC as investment banker.
The firm's services include:
a. reviewing and analyzing the Debtors' business, operations,
and financial projections;
b. analyzing the Debtors' debt documents, liquidity, covenant,
and maturity profile, and risks and opportunities with respect to
its overall capital structure;
c. assisting in crafting and facilitating lender and other
stakeholder communication and engagement strategy, including
reviewing, analyzing and helping to prepare investor communication
materials and presentations to the Debtors' boards of directors;
d. assessing the financial, strategic and capital structure
alternatives available to the Debtors and presenting, alongside the
management team, to the Debtors' boards of directors;
e. advising and assisting the Debtors in developing,
evaluating, structuring and executing any Transaction, if the
Debtors determine to undertake such Transaction, including, without
limitation, coordination of the overall process with all
participants with respect to the potential Transaction;
f. evaluating tactics and strategies for negotiating with
creditors and/or stakeholders regarding any Transaction and, at the
direction of the Debtors, participating in such negotiations on
behalf of the Debtors;
g. providing financial advice in developing and implementing a
Restructuring, which would include:
i. assisting the Debtors in developing and seeking approval
of a restructuring plan or plan of reorganization, including a plan
of reorganization pursuant to the Bankruptcy Code;
ii. advising the Debtors on tactics and strategies for
negotiating with various stakeholders regarding the Plan and/or
participating in such negotiations;
iii. analyzing the potential financial impact of various
Restructuring scenarios on the value of the Debtors and the
recoveries of those stakeholders impacted by a Restructuring;
iv. providing testimony, as necessary, with respect to
matters on which Evercore has been engaged to advise the Debtors in
any proceedings under the Bankruptcy Code that are pending before
the Court; and
v. providing the Debtors with other financial restructuring
advice and/or financial advisory services as Evercore and the
Debtors may deem appropriate.
h. If the Debtors pursue a Financing, assisting the Debtors
in:
i. Structuring and effecting a Financing;
ii. Identifying potential Investors and, at the Debtors'
request, contacting such Investors; and
iii. Working with the Debtors in negotiating with potential
Investors, including helping the Debtors to prepare materials for
and facilitating due diligence with such potential Investors.
The firm will be paid as follows:
a. A monthly fee of $175,000, payable on the 1st day of each
month commencing December 1, 2023 until the earlier of the
consummation of a Restructuring or the termination of Evercore's
engagement. So long as Monthly Fees for months one through six have
actually been earned and paid, 50 percent of each Monthly Fee
(i.e., $87,500) actually paid for months one through six shall be
credited (without duplication) against any Restructuring Fee or
Liability Management Transaction Fee that is payable pursuant to
the Engagement Letter; provided, that any such credit of fees
contemplated by this sentence shall only apply to the extent that
all such Monthly Fees and the Restructuring Fee are approved in
their entirety by the Court pursuant to a final order not subject
to appeal and which order is acceptable to Evercore.
b. A fee (a "Liability Management Transaction Fee"), payable
upon the consummation of any Liability Management Transaction,
equal to 1 percent of the principal face amount of the Debtors'
outstanding indebtedness (including paid-in-kind interest)
participating in any Liability Management Transaction, including
the principal face amount of any of the Debtors' outstanding
indebtedness repurchased contemporaneously as part of such
transaction; provided, however, that the Liability Management
Transaction Fee shall not exceed $11,250,000.
c. A fee of $11,250,000 (a "Restructuring Fee"), payable upon
the earlier of (i) confirmation of a Plan or (ii) consummation of
any Restructuring.
d. A fee (a "Sale Fee"), payable upon consummation of any Sale
and from the gross proceeds of any such Sale, in an amount to be
mutually agreed upon good faith negotiations between the Debtors
and Evercore, consistent with the compensation customarily paid to
Evercore and other investment banks of similar standing acting in
similar situations, subject to further Court order.
e. A fee (a "Financing Fee"), incremental to any Restructuring
Fee, Liability Management Transaction Fee or Sale Fee, equal to the
applicable percentage(s) of the Gross Proceeds set forth in the
table below. 50 percent of the Financing Fee shall be payable upon
execution of a commitment letter or other similar document with
respect to such Financing (if applicable) and the remaining amount
payable upon consummation of such Financing.
For purposes of calculating each Financing Fee, "Gross Proceeds"
shall equal the aggregate amount of new capital committed, whether
or not drawn or funded, but excluding any portion of DIP Financing
or DIP-to-Exit Financing that consists of "rolled-up" prepetition
debt.
Notwithstanding anything to the contrary, any Financing Fee earned
in connection with any debtor-in-possession financing ("DIP
Financing"), whether on a standalone basis or convertible into an
exit facility ("DIP-to-Exit Financing") offered to the Debtors,
shall be payable in full upon (i) the execution of a commitment
letter or other similar document in respect of such financing or
(ii) consummation of any DIP Financing or DIP-to-Exit Financing, at
Evercore's sole discretion.
50 percent of any Financing Fee shall be credited (without
duplication) against any Restructuring Fee or Liability Management
Transaction Fee actually paid after giving effect to any credit for
Monthly Fees as described in paragraph 16(a) above; provided, that
any such credit shall only apply to the extent that any applicable
Sale Fees, Financing Fees, Monthly Fees, and Restructuring Fee are
approved in their entirety by the Court pursuant to a final order
not subject to appeal which order is acceptable to Evercore.
Notwithstanding anything herein to the contrary, in no event shall
the net Restructuring Fee actually paid as a result of such
aggregate crediting under paragraphs 16(a) and this 16(e) be less
than $5,625,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Avinash D'Souza, senior managing director of Evercore Group L.L.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 through:
Avinash D'Souza
EVERCORE GROUP LLC
55 East 52nd Street
New York, NY 10055
Tel: (212) 857-3100
About ConvergeOne Holdings
ConvergeOne Holdings, Inc., operates as a holding company. The
Company, through its subsidiaries, provides managed cloud, cyber
security, enterprises networking, data center, application and
software development, security infrastructure, and hosted
collaboration solutions.
ConvergeOne Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90194) on April 4, 2024, with $1 billion to $10 billion in
assets and liabilities.
Judge Christopher M. Lopez presides over the cases.
White & Case LLP is the Debtors' legal counsel. Evercore Group LLC
is the Debtors' investment banker, and AlixPartners, LLP, is
therestructuring advisor. EPIQ Bankruptcy Solutions is the claims
agent.
Porter Hedges LLP, and Gibson, Dunn & Crutcher LLP advise the first
lien lenders.
CONVERGEONE HOLDINGS: Hires Grant Thornton as Tax Consultant
------------------------------------------------------------
ConvergeOne Holdings, Inc. and its debtor affiliates filed with the
U.S. Bankruptcy Court for the Southern District of Texas to hire
Grant Thornton LLP as tax and software implementation consultant.
The firm will render these services:
Tax Services:
a) assist in analyzing transaction structures proposed by
the Debtors or legal counsel including a taxable asset sale;
b) evaluate future proposed transactions for CODI and impact
on attributes and cash taxes of the Debtors;
c) analyze certain transaction costs incurred by the Debtors
to determine nature of the expense and timing of recovery in
connection with the Debtors' 2021 debt modification and pending
bankruptcy;
d) analyze the Debtors' sales/use tax history, specifically
focused on applicability of interstate commerce exception on
vessels that are temporarily removed from service;
e) analyze the Debtors' historic sales and use tax positions
and application of all potential exemptions;
f) provide modeling, analysis, and consulting regarding the
impact of potential transactions on other taxes, including state
income tax, sales tax, excise tax, and transfer taxes; and
g) provide consultation regarding other matters related to
debt restructuring.
Project Nova related services:
a) implement designs in NetSuite and the testing thereof;
b) create process and training documentation; and
c) Ccreate use/test cases and design processes.
Grant Thornton's hourly rates for Tax Services are:
Partner $980
Managing Director $935
Senior Manager $860
Manager $750
Senior Associate $600
Associate $370
Grant Thornton's hourly rates for Project Nova range from $250 per
hour to $445 per hour.
Grant Thornton received a retainer in the amount of $150,000 on
March 23, 2023 for software implementation consulting services and
$50,000 on Jan. 8, 2024 for tax consulting services.
As disclosed in the court filings, Grant Thornton is a
"disinterested person" within the meaning of section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Russell A. Daniel
Grant Thornton LLP
1415 Vantage Park Drive, Suite 500
Charlotte, NC 28203
Tel: (704) 632-6809
Email: russ.daniel@us.gt.com
About ConvergeOne Holdings
ConvergeOne Holdings, Inc., operates as a holding company. The
Company, through its subsidiaries, provides managed cloud, cyber
security, enterprises networking, data center, application and
software development, security infrastructure, and hosted
collaboration solutions.
ConvergeOne Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90194) on April 4, 2024, with $1 billion to $10 billion in
assets and liabilities.
Judge Christopher M. Lopez presides over the cases.
White & Case LLP is the Debtors' legal counsel. Evercore Group LLC
is the Debtors' investment banker, and AlixPartners, LLP, is the
restructuring advisor. EPIQ Bankruptcy Solutions is the claims
agent.
Porter Hedges LLP, and Gibson, Dunn & Crutcher LLP advise the first
lien lenders.
CONVERGEONE HOLDINGS: Seeks to Hire Ordinary Course Professionals
-----------------------------------------------------------------
ConvergeOne Holdings, Inc. and its debtor affiliates filed with the
U.S. Bankruptcy Court for the Southern District of Texas to retain
professionals utilized in the ordinary course of business.
The Debtor needs ordinary course professionals to perform services
for matters unrelated to this Chapter 11 case.
The Debtor seeks to pay OCPs 100 percent of the fees and expenses
incurred.
The Debtor does not believe that any of the ordinary course
professionals have an interest materially adverse to it, its
estates, creditors, or other parties in interest in connection with
the matter upon which they are to be engaged.
The OCPs include:
American Arbitration Association
2200 Century Parkway, Suite 300
Atlanta, GA 30345
-- Corporate Litigation
OCP Cap: $10,000
Anselmi & Carvelli, LLP
56 Headquarters Plaza
West Tower, Fifth Floor
Morristown, NJ 07960
-- Corporate Litigation
OCP Cap: $36,000
Aprio LLP
PO Box 117310
Atlanta, GA 30368-7310
-- Audit and Tax Services
OCP Cap: $12,000
Bracewell LLP
2001 M Street NW, Suite 900
Washington, D.C. 20036-3310
-- General Corporate Matters
OCP Cap: $16,000
CliftonLarsonAllen LLP
PO BOX 740863
Atlanta, GA 30374-0863
-- Accounting and Tax Compliance
OCP Cap: $15,000
Cooley LLP
3 Embarcadero Center, 20th Floor
San Francisco, CA 94111-4004
-- General Corporate Matters
OCP Cap: $10,000
Cushman & Wakefield
300 Santana Row, Fifth Floor
San Jose, CA 95128
-- General Corporate Matters
OCP Cap: $10,000
EY Law LLP
EY Tower
100 Adelaide Street West
Toronto, Ontario M5H0B3 Canada
-- Employment and Tax Matters
OCP Cap: $10,000
Faegre Drinker Biddle & Reath LLP
NW 6139
Po Box 1450
Minneapolis, MN 55485-6139
-- Corporate Litigation
OCP Cap: $55,000
Feldman & Associates
11030 Santa Monica Boulevard, Suite 109
Los Angeles, CA 90025
-- Corporate Litigation
OCP Cap: $15,000
Fisher & Phillips LLP
1075 Peachtree Street, NE
Suite 3500
Atlanta, GA 30309
-- Employment Matters
OCP Cap: $25,000
Gray, Plant, Mooty, Mooty & Bennett PA
500 Ids Center
80 South Eight Street
Minneapolis, MN 55402
-- General Corporate Matters
OCP Cap: $10,000
Hunton Andrews Kurth LLP
PO Box 405759
Atlanta, GA 30384-5759
-- Corporate Litigation
OCP Cap: $35,000
Jones Day
51 Louisiana Avenue, N.W.
Washington, D.C. 20001-2113
-- Corporate Litigation
OCP Cap: $10,000
Khaitan & Co.
One World Center, 10th & 13th Floors,
Tower 1C, 841 Senapati
Bapat Marg
Mumbai 400 013, India
-- General Corporate Matters
OCP Cap: $16,000
Minden Gross LLP
145 King St W Suite 2200,
Toronto
OH M5H 4G2, Canada
-- General Corporate Matters
OCP Cap: $10,000
Morgan, Lewis & Bocklus LLP
PO Box 8500 S-6050
Philadelphia, PA 19178-6050
-- Regulatory Matters
OCP Cap: $10,000
Morris Nichols Arsht & Tunnell LLP
1201 North Market Street, 16th Floor
Wilmington, DE 19899-1347
-- General Corporate Matters
OCP Cap: $10,000
Munsch Hardt Kopf & Harr, P.C.
500 North Akard, Suite 4000
Dallas, TX 75201-6659
-- Union and Employment Matters
OCP Cap: $10,000
Nilan Johnson Lewis
120 South Sixth Street Suite 400
Minneapolis, MN 55402
-- Corporate Litigation
OCP Cap: $10,000
RSM US LLP
5155 Paysphere Circle
Chicago, IL 60674-0051
-- Audit and Tax Services
OCP Cap: $70,000
Ryan, LLC
P.O. Box 848351
Dallas, TX 75284
-- Tax Services
OCP Cap: $20,000
Saul Ewing Arnstein & Lehr LLP
1500 Market Street Floor 38
Philadelphia, PA 19102-2186
-- General Corporate Matters
OCP Cap: $10,000
Sidley Austin LLP
One South Dearborn Street
Chicago, IL 60603
-- Regulatory Matters
OCP Cap: $50,000
About ConvergeOne Holdings
ConvergeOne Holdings, Inc., operates as a holding company. The
Company, through its subsidiaries, provides managed cloud, cyber
security, enterprises networking, data center, application and
software development, security infrastructure, and hosted
collaboration solutions.
ConvergeOne Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90194) on April 4, 2024, with $1 billion to $10 billion in
assets and liabilities.
Judge Christopher M. Lopez presides over the cases.
White & Case LLP is the Debtors' legal counsel. Evercore Group LLC
is the Debtors' investment banker, and AlixPartners, LLP, is the
restructuring advisor. EPIQ Bankruptcy Solutions is the claims
agent.
Porter Hedges LLP, and Gibson, Dunn & Crutcher LLP advise the first
lien lenders.
CONVERGEONE HOLDINGS: Taps White & Case LLP as Bankruptcy Counsel
-----------------------------------------------------------------
ConvergeOne Holdings, Inc. and its debtor affiliates filed with the
U.S. Bankruptcy Court for the Southern District of Texas to hire
White & Case LLP as their bankruptcy counsel.
The firm's services include:
a. advising the Debtors with respect to their powers and
duties as debtors in possession in the continued management and
operation of their businesses and properties;
b. advising and consulting on the conduct of these Chapter 11
Cases, including all of the legal requirements of operating in
chapter 11;
c. advising the Debtors in connection with corporate
transactions and corporate governance, credit agreements,
negotiations with creditors, other agreements with creditors and
equity holders, the review and preparation of documents and
agreements, and related actions;
d. advising the Debtors in connection with any disputes or
litigation that may arise in connection with the Chapter 11 Cases,
including with respect to the automatic stay, claims matters, the
pursuit of claims by the Debtors against third parties, and
otherwise;
e. reviewing and preparing pleadings in connection with these
Chapter 11 Cases, including motions, applications, answers, orders,
reports, and papers necessary or otherwise beneficial to the
administration of the Debtors' estates, and appearing in court, and
taking other actions with respect to the foregoing;
f. attending meetings and negotiating with representatives of
creditors and other parties in interest;
g. advising the Debtors with legal issues related to the
Debtors' financial circumstances, including with respect to
restructuring, financing, corporate, tax, litigation, mergers and
acquisition, and employment issues, in each case as may be
necessary or appropriate;
h. performing all other ancillary necessary legal services for
the Debtors in connection with the prosecution of these Chapter 11
Cases, including assisting the Debtors in: (i) analyzing the legal
aspects of the Debtors' leases and contracts and the assumption and
assignment or rejection thereof; (ii) analyzing the validity of
liens against the Debtors (if any); and (iii) advising the Debtors
on corporate and litigation matters;
i. taking all necessary legal actions to protect and preserve
the Debtors' estates as the Debtors request, including prosecuting
actions on the Debtors' behalf, defending any action commenced
against the Debtors, and representing the Debtors in negotiations
concerning litigation in which the Debtors are involved, including
objections to claims filed against the Debtors' estates;
j. taking any necessary action on behalf of the Debtors as the
Debtors request to obtain approval of a disclosure statement and
confirmation of a chapter 11 plan, and all documents related
thereto; and
k. performing all other necessary legal services for the
Debtors in connection with the Chapter 11 Cases.
The firm will be paid at these rates:
Partners $1,510 to $2,300 per hour
Counsel $1,470 per hour
Associates $795 to $1,430 per hour
Paraprofessionals $345 to $650 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
White & Case received advances in the aggregate amount of
$11,700,000 for services to be performed and expenses to be
incurred, including in connection with the preparation of these
Chapter 11 Cases.
Bojan Guzina, Esq., a partner at White & Case, 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:
Bojan Guzina, Esq.
White & Case, LLP
111 South Wacker Drive, Suite 5100
Chicago, IL 60606
Tel: (312) 881-5400
Email: bojan.guzina@whitecase.com
About ConvergeOne Holdings
ConvergeOne Holdings, Inc., operates as a holding company. The
Company, through its subsidiaries, provides managed cloud, cyber
security, enterprises networking, data center, application and
software development, security infrastructure, and hosted
collaboration solutions.
ConvergeOne Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90194) on April 4, 2024, with $1 billion to $10 billion in
assets and liabilities.
Judge Christopher M. Lopez presides over the cases.
White & Case LLP is the Debtors' legal counsel. Evercore Group LLC
is the Debtors' investment banker, and AlixPartners, LLP, is
therestructuring advisor. EPIQ Bankruptcy Solutions is the claims
agent.
Porter Hedges LLP, and Gibson, Dunn & Crutcher LLP advise the first
lien lenders.
D'RIA GROUP: Files Amendment to Disclosure Statement
----------------------------------------------------
D'ria Group submitted an Amended Disclosure Statement describing
Amended Plan of Reorganization dated April 15, 2024.
This is a reorganizing plan that provides for payment to holders of
allowed claims over time. The timing of Plan payments to particular
creditor groups will depend upon their classification under the
Plan.
The Debtor's business is the Debtor's primary asset. The asset is
well managed and is generating positive cash flow.
Like in the prior iteration of the Plan, Holders of General
Unsecured Claims in Class 2a will receive a 100% repayment of their
claims in one installment on the Effective Date.
Class 2b include the Contingent Claimants who do not assert any
claim against the Debtor or the property of the Debtor. Their
recovery is limited only to any applicable insurance policies.
Holders of General Unsecured Claims in Class 2b will not
participate in Debtor's Plan because they do not assert a claim
against the Debtor or property of the Debtor and only intend to
pursue recovery against any available insurance policy. On April
15, 2024, Holders of General Unsecured Claims in Class 2b filed
Withdrawals of all of their claims #5 to #53. This Class is
unimpaired.
The Debtor's interest holders are Ani Vartabedian, Dror Zollelhyan,
Itzhak Firouzrnan, and Rachamin Zolelhayan. All four interest
holders are creditors of the Debtor, and each loaned the sum of
$177,250.00 to the Debtor. The interest holders agree to forego
repayment by the Debtor of their pre-petition loan obligations.
The Debtor will fund the Plan from the continued operation of its
business.
The hearing where the Court will determine whether or not to
confirm the Plan 10 will take place on June 6, 2024 at 1:00 p.m. in
Courtroom 301 of the United States Bankruptcy Court located at
21041 Burbank Blvd., 3rd Floor, Woodland Hills, CA 91367.
Objections to the Disclosure Statement and Plan must be filed with
the Court and served so that any objections are actually received
by counsel for the Debtor by May 13, 2024.
A full-text copy of the Amended Disclosure Statement dated April
15, 2024 is available at https://urlcurt.com/u?l=DtaXpQ from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Michael Jay Berger, Esq.
Sofya Davtyan, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Blvd. 6" Fl.
Beverly Hills, CA 90212-2929
Tel: (310) 271-6223
Fax: (310) 271-9805
E-mail: Michael.Berger@bankruptcypower.com
Sofya.Davtyan@bankruptcypower.com
About D'RIA Group Inc.
D'RIA Group Inc. DBA QortstoneQortstone is a supplier of engineered
quartz surfaces for residential & commercial properties.
D'RIA Group Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
23-11148). The petition was signed by Ani Vartabetian as chief
executive officer. At the time of filing, the Debtor estimated
$100,000 to $500,000 in assets and $10 million to $50 million in
liabilities.
Michael Jay Berger, Esq. at the LAW OFFICES OF MICHAEL JAY BERGER
represents the Debtor as counsel.
DERMTECH INC: Falls Short of Nasdaq Bid Price Requirement
---------------------------------------------------------
DermTech, Inc. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that it received written notice from the
Listing Qualifications Department of the Nasdaq Stock Market
notifying the Company that for the 30 consecutive business days
prior to April 15, 2024, the bid price of the Company's common
stock, par value $0.0001 per share, closed below the minimum $1.00
per share requirement for continued inclusion under Nasdaq Listing
Rule 5550(a)(2).
In accordance with Nasdaq rules, the Company has been provided a
180-calendar day compliance period, or until Oct. 14, 2024, to
regain compliance with the Minimum Bid Price Requirement. To
regain compliance with the Minimum Bid Price Requirement, the
closing bid price of the Common Stock must meet or exceed $1.00 per
share for a minimum of ten consecutive business days during the
180-calendar day compliance period. Pursuant to Nasdaq Listing
Rule 5810(c)(3)(A)(iii), if the price of the Common Stock is less
than $0.10 during a compliance period, the Staff will issue a
delisting determination for the Common Stock.
If the Company is not in compliance with the Minimum Bid Price
Requirement by the Compliance Date, the Company may qualify for a
second 180-calendar day compliance period. To qualify for this
additional compliance period, the Company will be required to meet
the continued listed requirement for market value of publicly held
shares and all other initial listing standards for the Nasdaq
Capital Market, with the exception of the Minimum Bid Price
Requirement, and must notify Nasdaq in writing of its intention to
cure the deficiency during the second compliance period.
If the Company does not regain compliance with the Minimum Bid
Price Requirement by the Compliance Date and is not eligible for an
additional compliance period at that time, the Staff will provide
written notification to the Company that its Common Stock will be
subject to delisting. At that time, the Company may appeal the
delisting determination to a Nasdaq Hearing Panel. There can be no
assurance that the Company will regain compliance or otherwise
maintain compliance with any of the other listing requirements.
The Notice has no immediate effect on the Company's continued
listing on the Nasdaq Capital Market, subject to the Company's
compliance with the other continued listing requirements. The
Notice also does not affect the Company's business operations or
its Securities and Exchange Commission reporting requirements.
The Company intends to actively monitor the closing bid price of
its Common Stock and may, if appropriate, consider implementing
available options to regain compliance with the Minimum Bid Price
Requirement.
About DermTech
Headquartered in San Diego, CA, DermTech, Inc. is a molecular
diagnostic company developing and marketing novel non-invasive
genomics tests to aid in the diagnosis and management of melanoma.
The Company's technology enhances evaluation of lesions suspicious
for melanoma using non-invasive sample collection and detecting
genomic markers associated with melanoma to identify higher risk
lesions or rule out melanoma with a 99% or higher negative
predictive value ("NPV").
San Diego, California-based KPMG LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
Feb. 29, 2024, citing that the Company has suffered recurring
losses from operations and has an accumulated deficit that raise
substantial doubt about its ability to continue as a going concern.
DIAMOND P LLC: Gerard Luckman Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Region 2 appointed Gerard Luckman, Esq., at
Forchelli Deegan Terrana, LLP as Subchapter V trustee for Diamond P
LLC.
Mr. Luckman will be paid an hourly fee of $695 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Luckman declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Gerard R. Luckman, Esq.
Forchelli Deegan Terrana, LLP
333 Earle Ovington Blvd., Suite 1010
Uniondale, NY 11553
Tel: (516) 812-6291
Email: gluckman@ForchelliLaw.com
About Diamond P LLC
Diamond P LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 24-71423) on April 11,
2024, with up to $50,000 in assets and up to $500,000 in
liabilities.
Judge Robert E. Grossman presides over the case.
Richard S. Feinsilver, Esq. represents the Debtor as legal counsel.
DIGITAL MEDIA: Amends Credit Facility for $22M New Loan
-------------------------------------------------------
As disclosed on Digital Media Solutions, Inc.'s Annual Report on
Form 10-K filed with the Securities and Exchange Commission, on
April 17, 2024, DMS, LLC, DMSH LLC and certain of the Company's
subsidiaries entered into a second amendment and waiver to its
existing Credit Facility with a syndicate of lenders, arranged by
Truist Bank and Fifth Third Bank, as joint lead arrangers, and
Truist Bank, as administrative agent and collateral agent.
The Second Amendment introduced new Tranche A term loan commitments
in the amount of $22 million with a maturity date of Feb. 25, 2026,
increasing the Company's total borrowing capacity under the Credit
Facility from $275 million to $297 million. The Second Amendment
allows the Company to PIK the quarterly interest payments due and
payable for the quarter ended March 31, 2024 and each of the
following quarters up to and including the quarter ending on March
31, 2025; and waives compliance with the net leverage ratio
covenant through June 30, 2025.
The Second Amendment also includes certain limited waivers related
to prior defaults and events of default under the Credit Facility,
amends certain negative and affirmative covenants applicable to the
Company and adds certain additional covenants. In accordance with
the Second Amendment, the Company is required to maintain a minimum
aggregate amount of unrestricted and uncommitted cash and cash
equivalents held in U.S. dollars during the period of time from and
after the Second Amendment effective date of at least $5 million.
Further, the Company has agreed to a variance test in which (i) the
Company disbursements during a variance testing period shall not be
more than 15% in excess of the amount reflected in the
corresponding period in the Credit Facility's loan parties'
projected cash flows prepared in consultation with a financial
advisor or (ii) the Company's aggregate net cash receipts, (a)
during the two week period after the Second Amendment effective
date, will not be less than 80%, for the trailing two week period,
of the aggregate cash receipts forecasted in the Cash Flow Forecast
applicable during such testing period, (b) during the three week
period after the Second Amendment effective date, will not be less
than 82.5%, for the trailing three week period of the aggregate
cash receipts forecasted in the Cash Flow Forecast applicable
during such testing period and (c) during the four week period
after the Second Amendment effective date and thereafter, will not
be less than 85% for the trailing four week period of the aggregate
cash receipts forecasted in the Cash Flow Forecast applicable
during such testing period.
In connection with the Second Amendment, the Company must pay a
8.0% commitment fee, which shall be fully earned on the initial
funding disbursement date and payable as PIK interest on the Second
Amendment effective date. Further, under the terms of the Second
Amendment, the Company has agreed to promptly commence a strategic
review and marketing process for a sale of all or substantially all
of its assets, which is subject to certain milestones.
About Digital Media
Headquartered in Clearwater, Fla., Digital Media Solutions Inc.
(NYSE: DMS) -- @digitalmediasolutions.com -- is a provider of
data-driven, technology-enabled digital performance advertising
solutions connecting consumers and advertisers within the auto,
home, health, and life insurance, plus a long list of top consumer
verticals. The DMS first-party data asset, proprietary advertising
technology, significant proprietary media distribution, and
data-driven processes help digital advertising clients de-risk
their advertising spend while scaling their customer bases.
Digital Media incurred a net loss of $122.69 million in 2023, and a
net loss of $52.5 million in 2022. As of Dec. 31, 2023, the
Company had $147.28 million in total assets, $345.30 million in
total liabilities, $16.65 million in preferred stock, and a total
stockholders' deficit of $214.66 million.
* * *
As reported by the TCR on Sept. 1, 2023, S&P Global Ratings raised
its issuer credit rating on U.S.-based digital advertising
solutions provider Digital Media Solutions Inc. (DMS) to 'CCC' from
'SD' (selective default). S&P said, "In our view, DMS will be
dependent on favorable economic and business conditions over the
next 12 months to meet its financial obligations."
DIOCESE OF SACRAMENTO: Seeks to Tap Sheppard Mullin as Co-Counsel
-----------------------------------------------------------------
The Roman Catholic Bishop of Sacramento seeks approval from the
U.S. Bankruptcy Court for the Eastern District of California to
hire Sheppard, Mullin, Richter & Hampton LLP as its bankruptcy
co-counsel.
The firm will render these services:
(a) advise and assist the Debtor with respect to compliance
with the requirements of the United States Trustee;
(b) advise the Debtor with respect to its powers and duties;
(c) advise the Debtor on the conduct of its bankruptcy case;
(d) attend meetings and negotiate with the representatives of
creditors and other parties in interest;
(e) take all necessary actions to protect and preserve the
Debtor's estate;
(f) prepare legal papers;
(g) make court appearances on behalf of the Debtor;
(h) assist the Debtor in the formulation, negotiation,
confirmation, and implementation of a Chapter 11 plan and any
auction, sale, or other disposition of assets; and
(i) take such other action and perform such other services as
the Debtor may require in connection with the bankruptcy case and
any related proceedings.
The firm agrees to offer 20 percent discount from its normal hourly
rates as follows:
Ori Katz, Partner $1,172 per hour
Alan H. Martin, Partner $1,032 per hour
Jeannie Kim, Associate $804 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
Sheppard Mullin received payments and advances in the aggregate
amount of $50,000.
The following constitutes the statement of Sheppard Mullin required
by section 1103 of the Bankruptcy Code and Bankruptcy Rule 2014(a)
and the U.S. Trustee's Guidelines for Employment Applications in
larger Chapter 11 cases and to answer the specific questions posed
in section D.1 of the UST Large Case Fee Guidelines:
a. Sheppard Mullin has agreed to discount its standard hourly
attorney rates by 20 percent. Neither Sheppard Mullin nor any
attorneys at Sheppard Mullin have otherwise altered their standard
billing rates for this engagement, or made any adjustments based
upon the geographic location of this Bankruptcy Case.
b. Sheppard Mullin's representation of the Debtor prior to the
Petition Date was on the same terms and rates as set forth in this
application.
c. Any increase in applicable rates that may occur during the
pendency of the case will be disclosed in accordance with the UST
Large Case Fee Guidelines.
Ori Katz, Esq., a partner at Sheppard, Mullin, Richter & Hampton,
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:
Ori Katz, Esq.
Alan H. Martin, Esq.
Sheppard, Mullin, Richter & Hampton LLP
Four Embarcadero Center, 17th Floor
San Francisco, CA 94111-4109
Telephone: (415) 434-9100
Facsimile: (415) 434-3947
Email: okatz@sheppardmullin.com
amartin@sheppardmullin.com
About Diocese of Sacramento
The Diocese of Sacramento is a Latin Church ecclesiastical
territory or diocese of the Catholic Church in the northern
California region of the United States.
Facing hundreds of lawsuits after California paused for three years
its statute of limitation on claims for child sexual abuse, the
Roman Catholic Bishop of Sacramento filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 24-bk-21326) on April 1, 2024.
In its petition, the Diocese listing estimated liabilities between
$100 million and $500 million in its petition. It listed assets
also between $100 million and $500 million.
The Honorable Christopher M Klein is the case judge.
Felderstein Fitzgerald Willoughby Pascuzzi & Rios LLP and Sheppard,
Mullin, Richter & Hampton LLP are the Debtor's attorneys. The
Debtor tapped Weinstein & Numbers, LLP, as special insurance
counsel; B. Riley as financial advisor; and Greene & Roberts, LLP,
as special litigation counsel and general corporate counsel.
EBET INC: Termination Event Under Forbearance Agreement Extended
----------------------------------------------------------------
EBET, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on June 30, 2023, the
Company, its subsidiaries, and CP BF Lending, LLC, entered into a
forbearance agreement. In connection with the Forbearance
Agreement, the Lender agreed to provide the Company with a
revolving line of credit in the amount of $2 million (the
"Revolving Note"), with any advances under the Revolving Note to be
made in the sole discretion of the Lender. On September 29, 2023,
the Lender agreed to increase the maximum available amount of the
Revolving Loan to $4 million. On January 9, 2024, the Lender agreed
to increase the maximum available amount of the Revolving Loan from
$4 million to $6.5 million. On April 12, 2024, the parties entered
into a Fourth Amendment to Credit Agreement pursuant to which,
among other items, the maximum available amount of the Revolving
Loan was increased to $11 million.
Pursuant to the Forbearance Agreement, the Company acknowledged,
among other items, that, as of June 30, 2023, it was in default
under the credit agreement with the Lender. Pursuant to the
Forbearance Agreement, the Lender agreed to forbear from exercising
its rights and remedies against the Company and the guarantors
under the Credit Documents until the earlier of September 15, 2023
or the occurrence of a termination event, which date was later
extended to June 30, 2025. Pursuant to the Amendment, the Company
acknowledged that due to the issuance of an arbitration award
against the Company on or about January 5, 2024, a termination
event had occurred under the Forbearance Agreement. However, the
Lender has agreed in the Amendment that such termination event
would not take effect until the earlier of June 17, 2024 or the
date of another termination event unless otherwise waived or
modified by mutual agreement.
About EBET
EBET, Inc., operate platforms to provide a real money online
gambling experience focused on i-gaming including casino,
sportsbook and esports events. The Company operates under a
Curacao gaming sublicense and under a strategic partnership with
Aspire Global plc allowing EBET to provide online betting services
to various countries around the world. The company was formerly
known as Esports Technologies, Inc. and changed its name to EBET,
Inc. in May 2022. EBET, Inc. was incorporated in 2020 and is based
in Las Vegas, Nevada.
The Company disclosed in its Form 10-Q Report for the quarterly
period ended December 31, 2023, that substantial doubt exists about
its ability to continue as a going concern. According to the
Company, it has a history of and expects to continue to report
negative cash flows from operations and a net loss. The Company's
forecasts for 2024 and beyond indicate that it will need additional
funding in order to have sufficient financial resources to continue
to settle its debts as they fall due. The Company has taken
significant measures in an attempt to increase the profitability of
its business in the short term. These actions include optimizing
the efficiency of marketing campaigns, reducing the total number of
employees and contractors, terminating software and other
immaterial contracts as well as generally reducing the operating
costs of the business. These efforts have also resulted in an
increased focus on the Company's i-gaming business and a
significant reduction in the investment of the Company's esports
products and technologies, which resulted in the recognition of an
impairment losses on certain goodwill, intangible assets and fixed
assets in prior periods. As a result of the Company's actions as
referenced above, it does not expect to launch its esports products
in the foreseeable future. These factors raise substantial doubt
regarding the Company's ability to continue as a going concern.
EDISON INTERNATIONAL:S&P Affirms 'BB+' Rating on Hybrid Instrument
------------------------------------------------------------------
S&P Global Ratings affirmed its ratings on Rosemead, Calif.-based
Edison International (Edison), including its 'BBB' issuer credit
rating, 'A-2' commercial paper rating, 'BBB-' senior unsecured debt
issue-level ratings, and 'BB+' ratings for the company's hybrid
instruments. S&P also affirmed our 'BBB' issuer credit and
issue-level ratings for Southern California Edison's senior
unsecured debt, 'A-2' commercial paper ratings, 'A-' senior secured
ratings and 1+ recovery rating, and 'BB+' ratings for the company's
hybrid instruments.
The stable outlooks on Edison and main subsidiary Southern
California Edison (SCE) reflect its expectations for steady
improvement to consolidated financial measures, effective
regulatory risk management, continuous progress in the company's
wildfire mitigation practices, and the wildfire fund to remain
substantially undrawn. S&P's base-case forecast for Edison assumes
consolidated funds from operations (FFO) to debt of 15%-17%.
Edison, through SCE has made significant investments and progress
on its wildfire mitigation plan (WMP), decreasing its wildfire
exposure, despite our expectations for continued severe wildfire
conditions within SCE's service territory because of climate
change. Furthermore, the company has maintained a valid safety
certification and has not yet accessed California's approximate $21
billion wildfire fund, which we also assess as supportive of credit
quality.
S&P said, "We lowered our FFO to debt downgrade and upgrade
thresholds for Edison to reflect the company's decreasing business
risk. While Edison's service territory experienced several
wildfires in recent years, they were not nearly as devastating as
the 2017-2018 wildfires. More recent wildfires include the Saddle
Ridge Fire (2019) that damaged 107 structures, the Bobcat Fire
(2020) that damaged 217 structures, the Coastal Fire (2022) that
damaged 31 structures, and the Fairview Fire (2022) that damaged 44
structures. We believe the lower level of damage from these
wildfires is partially attributable to improvements at Edison and
at California's fire-related state agencies, decreasing the
company's wildfire risk. As such, we lowered our FFO to debt
downgrade threshold on Edison to 14% from 15% and our FFO to debt
upgrade threshold to 20% from 25%."
Looking forward, Edison remains focused on decreasing its wildfire
risks, including grid hardening, vegetation management, and
situational awareness. The company has continued its progress on
its grid hardening program that centers around covered conductors.
By the end of 2025, SCE expects to have replaced more than 7,200
circuit miles--or the vast majority of its overhead distribution
lines--with covered conductors in its high-risk fire areas. In
severe risk areas, SCE plans to place 100 miles of lines
underground by 2025.
S&P said, "In addition, we expect SCE will continue to update its
risk modeling capabilities largely through machine-learning models,
weather and fuels information, and forward-looking climate
scenarios. We also expect the company to continue its vegetation
management program, which includes maintaining appropriate tree
clearances, and ongoing inspections to identify and mitigate
at-risk trees in its highest risk areas."
Furthermore, the company plans to advance its fire spread modeling,
weather modeling, and situational awareness capabilities, and
incorporate the use of newer technologies such as Early Fault
Detection and Rapid Earth Fault Current Limiter, technologies
designed to detect fault abnormalities on the distribution system
and reduce energy release from certain faults on its distribution
system, respectively. S&P also expects Edison to maintain its
proactive surveillance of its service territory. This includes
reliance on its 1,700 weather stations, 190 high-definition
cameras, and drone and infrared sensors, with plans to install 150
more weather stations to cover about 90% of its high-risk fire
areas.
The ratings affirmation reflects S&P's expectation that Edison will
continue to improve its wildfire mitigation efforts and maintain
full access to California's substantially undrawn wildfire fund
while effectively managing regulatory risk. In October 2023, the
Office of Energy Infrastructure Safety of the California Natural
Resources Agency approved SCE's 2023-2025 WMP, which was further
adopted by the California Public Utilities Commission (CPUC) in
November 2023, resulting in the issuance of SCE's safety
certification, a key component to maintaining Edison's access to
the wildfire fund. In addition, the company continues to maintain
steady effective regulatory risk management given recent
constructive regulatory outcomes. These include the November 2023
approval of Track 4 of SCE's rate request, providing approximately
$758 million of rate relief, and the recent increase of SCE's
authorized return on equity (ROE) to 10.75% from 10.05%, providing
an approximate $200 million increase in revenues, both effective
January 2024.
There is risk that California's wildfire fund could eventually be
depleted. Edison has consistently maintained access to the wildfire
fund since its inception. That said, the fund is also fully
available to other participating California investor-owned
utilities, including Pacific Gas & Electric and San Diego Gas &
Electric. Larger wildfires fires such as the Kincade Fire (2019)
and the Dixie Fire (2021) that occurred in northern California, may
materially draw on funds from California's wildfire fund. The fund
does not have an automatic replenishing mechanism, and as the fund
depletes, it constrains the credit quality of California's investor
utilities, including Edison.
S&P said, "Our business risk profile of Edison remains unchanged at
strong. Our assessment of Edison's business risk profile reflects
the company's larger size, lower-risk, rate-regulated electric
utility business, and effective regulatory risk management,
incorporating several constructive cost recovery mechanisms." These
include the use of a forward-looking test year during rate-setting,
attrition rates, decoupling, and various balancing accounts that
support cash flow recovery. Partially offsetting Edison's business
risk is its physical risk exposure due to climate risk, including
wildfires, and California courts' interpretation of the legal
doctrine of inverse condemnation, which is partially mitigated by
the passage of AB 1054, Edison's approximately $1 billion
wildfire-specific insurance coverage, and continued progress on the
company's wildfire mitigation efforts.
SCE filed for its 2025 general rate case (GRC) in May 2023 with the
CPUC, requesting a rate increase of approximately $1.9 billion
effective Jan. 1, 2025. As part of this GRC, the company also
requested increases of approximately $600 million for 2026, $700
million for 2027, and $700 million for 2028. S&P expects the CPUC
to issue a decision by year-end 2024.
S&P said, "We continue to assess Edison's financial risk profile as
significant. We assess Edison's financial risk profile using our
medial volatility financial benchmark table, reflecting the
company's lower-risk, regulated utility business and effective
regulatory risk management. Edison's financial performance was weak
in 2023, with FFO to debt of 14.3%, primary due to higher leverage
it used to partially fund payment of wildfire claims and related
expenses. We expect the company's FFO to debt to improve beginning
in 2024, from increased cash collections from several balancing
accounts, new rate increases in 2024, and our expectation of
constructive regulatory decisions on SCE's 2025 rate request.
"Under our base-case scenario, we expect annual capital
expenditures to average just under $7 billion annually over our
forecast period. Our base case also assumes constructive regulatory
outcomes, manageable operating expense levels, continued Federal
Energy Regulatory Commission formula rate increases, manageable
litigation risk exposure on its legacy wildfires, and dividends
averaging about $1.4 billion over our forecast period. Furthermore,
our base case assumes negative discretionary cash flow, reflecting
the company's capital spending and dividend payments. Overall, we
anticipate Edison's financial measures will reflect the middle of
the range for its financial risk profile category, including FFO to
debt of 15%-17% for our projected period.
"The stable outlooks on Edison and SCE reflect our expectation for
steady improvement to consolidated financial measures, effective
regulatory risk management, and ongoing progress in the company's
wildfire mitigation practices, and the wildfire fund to remain
substantially undrawn. Our base-case forecast assumes consolidated
FFO to debt of 15%-17%."
S&P could lower its ratings over the next 12-24 months if Edison's
consolidated financial measures weaken, reflecting FFO to debt of
less than 14%. S&P could also lower ratings if:
-- The company does not effectively manage regulatory risk or
cannot maintain a valid safety certificate;
-- It does not fund its capital spending in a credit-supportive
manner;
-- Subsidiary SCE is found to be the cause of a material wildfire
without sufficient countermeasures;
-- Litigation risk does not recede due to legacy wildfires; or
-- California's wildfire fund depletes at an accelerated pace.
S&P could raise the ratings over the next 12-24 months if Edison
maintains FFO to debt consistently above 20% without any material
increase in business risk.
S&P said, "Environmental factors are a negative consideration in
our credit rating analysis of Edison, reflecting above-average
physical risk compared with peers due to its exposure to California
wildfires, including 27% of its service territory designated as
high-risk fire area. Catastrophic wildfires caused by Edison's
equipment in 2017 and 2018 have constrained credit quality. That
said, we believe the company's ongoing focus on its wildfire
mitigation practices, which include grid hardening, vegetation
management, use of technology, and proactive surveillance,
maintenance of a valid safety certificate, and continued access to
the wildfire funds partially mitigates this risk."
Furthermore, while communities' susceptibility to wildfires is
relevant, Edison has implemented public safety power shut-off
measures to proactively deenergize power lines that may be at risk
of causing a wildfire.
EXTERIOR CONSTRUCTION: Taps W.E. Stevens, PC as Accountant
----------------------------------------------------------
Exterior Construction Services, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Nebraska to employ W.E.
Stevens, PC as its accountant.
The firm will assist the Debtor in completing monthly operating
reports and prepare year end taxes for the Debtors.
The firm will bill a flat rate fee of $2,500 for its services.
As disclosed in the court filings, W.E. Stevens, PC has no
connection with any of the creditors of the Debtor or any other
party in interest, or its respective attorneys.
The accountant can be reached through:
William Stevens
W. E. Stevens, P.C.
16850 Frances St #100, Omaha, NE 68130
Telephone: (402) 932-8815
Facsimile: (402) 932-9185
Email: webinfo@westevens.com
About Exterior Construction
Exterior Construction Services, Inc. is a gutter, roofing, and
siding Company in Omaha, Neb.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Neb. Case No. 24-80090) on February 14,
2024, with $249,892 in assets and $1,800,145 in liabilities.
Brandt
R. Karstens, president, signed the petition.
Judge Brian S. Kruse oversees the case.
Patrick Patino, Esq., at Patino King and Yost, L.L.C. represents
the Debtor as legal counsel.
FCA CONSTRUCTION: Greta Brouphy Named Subchapter V Trustee
----------------------------------------------------------
The Acting U.S. Trustee for Region 5 appointed Greta Brouphy, Esq.,
at Heller Draper & Horn, LLC as Subchapter V trustee for FCA
Construction LLC.
Ms. Brouphy will be paid an hourly fee of $400 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Brouphy declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Greta M. Brouphy
Heller Draper & Horn, LLC
650 Poydras St., Ste. 2500
New Orleans, LA 70130-6175
Telephone: 504-299-3300-; Fax 504-299-33
Email: gbrouphy@hellerdraper.com
About FCA Construction
FCA Construction LLC is a general contractor specializing in
residential construction and roofing, commercial construction and
roofing, disaster recovery, disaster roof replacement, and
electrical and mechanical services.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. E.D. La. Case No. 24-10702) on April 11,
2024, with $3,417,686 in assets as of March 31, 2024 and $7,768,774
in liabilities as of March 31, 2024. Albert Courcelle, III, member,
signed the petition.
Judge Meredith S. Grabill presides over the case.
Tristan Manthey, Esq. at Fishman Haygood, L.L.P. represents the
Debtor as legal counsel.
HAGA-MOF: Seeks Cash Collateral Access
--------------------------------------
HAGA-MOF, LLC asks the U.S. Bankruptcy Court for the Eastern
District of Missouri, Southeastern Division, for authority to use
cash collateral.
The motion covers from April 8, 2024 through the earlier of (x) the
day that is 60 days after entry of the Second Interim Order, with
such date extendable with the Internal Revenue Service and the
Missouri Department of Revenue consent, which consent will not be
unreasonable withheld or (y) entry of the Final Order.
The Debtor requires use of the cash collateral to continue the
windup and administration of the bankruptcy estate.
The parties that assert an interest in the Debtor's cash collateral
are the Internal Revenue Service and the Missouri Department of
Revenue.
The IRS and MDOR's interest in cash collateral is adequately
protected. The Debtor's cash position has increased during the
post-petition period. Adequate protection will be provided to IRS
and MDOR by granting a replacement lien to the same extent and
priority IRS and MDOR held a pre-petition lien.
The Debtor proposes use of cash collateral for the months of April
and May 2024 in the total amount of $35,000 for the following
categories:
i. Vacating, deimaging and storage of equipment at Rolla and
Cape -$15,000
ii. Accounting and legal fees - $15,000
iii. Misc. wind-up costs - $5,000
A hearing on the matter is set for May 6, 2024 at 2 p.m.
A copy of the motion is available at https://urlcurt.com/u?l=JmWJVO
from PacerMonitor.com.
About HAGA-MOF, LLC
HAGA-MOF, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mo. Case No. 24-10077) on February 27,
2024. In the petition signed by Hector Gomez, manager, the Debtor
disclosed up to $50,000 in assets and up to $10 million in
liabilities.
Spencer Desai, Esq., The Desai Law Firm, represents the Debtor as
legal counsel.
HARVEST MIDSTREAM I: Moody's Affirms 'Ba3' CFR, Outlook Stable
--------------------------------------------------------------
Moody's Ratings affirmed Harvest Midstream I, L.P.'s (Harvest
Midstream or the partnership) ratings, including its Ba3 Corporate
Family Rating, Ba3-PD Probability of Default Rating and B1 senior
unsecured notes rating, and maintained the stable outlook.
"Harvest Midstream has solid leverage metrics and generates a
stable, contract-based revenue stream, over 85% of which are
fixed-fee and cost of service revenues, providing a degree of
certainty to cash flow available for debt service," commented Amol
Joshi, Moody's Vice President and Senior Credit Officer.
RATINGS RATIONALE
Harvest Midstream's Ba3 CFR reflects its moderate scale and
diversified asset portfolio, including its established midstream
operating platform in the San Juan Basin of New Mexico and
Colorado, gathering and transportation operations in Alaska as well
as midstream assets in Louisiana, Texas and North Dakota. The
company generates a largely stable earnings stream, with over 85%
fixed-fee and cost of service revenues, providing a high degree of
certainty to cash flow available for debt service. Harvest
Midstream is expected to fund its capital spending requirements and
distribution payouts through 2024 with operating cash flow. The
company has elevated debt balances since debt-funding its Paradigm
Midstream, LLC acquisition in the second quarter of 2023. However
the company has solid leverage metrics and is expected to gradually
reduce debt with free cash flow over time.
Harvest Midstream is owned and controlled by Hildebrand Enterprises
LP (Hildebrand, unrated). The singular control Mr. Jeffery
Hildebrand has over Hildebrand, including Harvest Midstream, is
also considered in the partnership's credit profile. However,
Harvest Midstream has prospered under Hildebrand's control and
leadership, limiting its use of excessive debt financing. Under the
common ownership of Hildebrand, Harvest Midstream has a strategic
relationship with its affiliate Hilcorp Energy I, L.P. (Hilcorp,
Ba1 stable) for whom it provides midstream services primarily in
support of its Alaska and Four Corners production.
Moody's regards Harvest Midstream as having good liquidity. Harvest
Midstream is expected to continue to generate significant operating
cash flow in 2024 to fully fund its capital expenditures and
distributions. Its $700 million secured revolving credit facility
matures in September 2027 and had $460 million of outstanding
borrowings at December 31. Moody's expects the partnership to
refinance a portion of its outstanding revolver borrowings and
utilize a portion of its free cash flow to gradually reduce debt
balances over time. The next debt maturity is in September 2026
when its $237.5 million outstanding term loan matures.
Harvest Midstream's senior unsecured notes are rated B1, one-notch
below the Ba3 CFR reflecting their junior position in the capital
structure to the unrated secured revolving credit facility and term
loan.
The outlook is stable reflecting Moody's expectation that Harvest
Midstream will maintain solid leverage metrics and at least
adequate liquidity while growing its earnings.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Harvest Midstream could be upgraded if debt/EBITDA is sustained
below 3.5x and EBITDA exceeds $500 million with no additional
exposure to commodity price or volume risk. Harvest Midstream could
be downgraded if debt/EBITDA exceeds 4.5x, contract structure
erodes materially or Hilcorp is downgraded below Ba3 CFR.
The principal methodology used in these ratings was Midstream
Energy published in February 2022.
Harvest Midstream I, L.P. is engaged in the business of gathering,
processing, treating, transporting, purchasing and selling natural
gas, crude oil and natural gas liquids, whose assets are operated
by its general partner, Harvest Midstream Company, headquartered in
Houston, Texas.
HERITAGE CANNABIS: Commences SISP of Business, Assets Under CCAA
----------------------------------------------------------------
Heritage Cannabis Holdings Corp. on April 15, 2024, announced the
commencement of a sale and investment solicitation process in
respect of the business and assets of the Company, 1005477 B.C.
Ltd., Heritage Cannabis West Corporation, Mainstrain Market Ltd.,
Heritage Cannabis East Corporation, Purefarma Solutions Inc., 333
Jarvis Realty Inc., 5450 Realty Inc., Heritage Cannabis Exchange
Corp. and Premium 5 Ltd. (collectively, the "Heritage Group"). The
SISP will be conducted in the Heritage Group's ongoing proceedings
under the Companies' Creditors Arrangement Act.
On April 2, 2024, the Heritage Group obtained an initial order from
the Ontario Superior Court of Justice (Commercial List) granting
the Heritage Group protection under the CCAA. The Initial Order
appointed KPMG Inc. as the Court-appointed monitor of the Heritage
Group. The Initial Order also extended certain protections to,
among others, the Heritage Group's subsidiaries in the United
States of America.
On April 11, 2024, an order approving the SISP was granted by the
Court, authorizing the Monitor to undertake the SISP for the sale
of the Heritage Group's (i) property, assets and undertaking or
shares in the capital of one or more of the Heritage Group entities
(collectively, the "Property"), and (ii) business operations. In
addition, the SISP Order approved a stalking horse subscription
agreement among the Company and Heritage West, as vendors, BJK
Holdings Ltd. (the Heritage Group's senior secured lender), and HAB
Cann Holdings Ltd. (in such capacity, the "Stalking Horse Bidder"),
for the purpose of serving as the stalking horse bidder in the
context of the SISP, in order to establish the baseline
consideration for the Company's business and assets. A copy of the
SISP is attached to the SISP Order. The SISP Order is available on
the Monitor's Website.
The SISP will be administered by KPMG Inc., in its capacity as the
Monitor of the Heritage Group, with the assistance of the Heritage
Group's management team. The SISP is intended to solicit interest
in and opportunities for a sale of, or investment in, all or part
of the Heritage Group's Property and Business. This may include one
or more of a restructuring, refinancing, recapitalization or other
form of reorganization of the Business and affairs of one or more
entities comprising the Heritage Group as a going concern, or a
sale of all, substantially all, or one or more components of the
Heritage Group's Property and Business as a going concern or
otherwise.
All qualified interested parties will be provided with an
opportunity to participate in the SISP, including receipt of a
process summary describing the opportunity and access to a virtual
data-room, which will be made available upon the execution of a
non-disclosure agreement acceptable to the Heritage Group and the
Monitor. The deadline to submit a Sale Proposal, Partial Sale
Proposal, or an Investment Proposal (as such terms are defined in
the SISP), as the case may be, to the Monitor in accordance with
the terms of the SISP is set for 5:00 p.m. EST on May 10, 2024.
Additional information regarding the SISP and the Heritage Group's
CCAA proceedings (including copies of the Initial Order, the
Amended and Restated Initial Order, and the SISP Order) can be
found on the Monitor's website (the "Monitor's Website") at
https://kpmg.com/ca/heritage.
Any party interested in participating in the SISP should contact
the Monitor to receive additional information at:
KPMG Inc.
333 Bay Street, Suite 4600
Toronto, ON M5H 2S5
Attention: Heritage Group Monitor
Email: heritage@kpmg.ca
About Heritage Cannabis
Heritage (CSE: CANN) (OTCQX: HERTF) is a cannabis company offering
innovative products to both the medical and recreational legal
cannabis markets in Canada and the U.S., operating two licensed
manufacturing facilities in Canada. The company has an extensive
portfolio of high-quality cannabis products under the brands
Purefarma, Pura Vida, RAD, Adults Only, Juicy Hoots, Premium 5,
Thrifty, feelgood., the CB4 suite of medical products in Canada and
ArthroCBD in the U.S.
HUBBARD RADIO: S&P Upgrades ICR to 'B-' on Maturity Extension
-------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S.-based
Hubbard Radio LLC to 'B-' from 'CCC+' because it no longer believes
its capital structure is unsustainable. At the same time, S&P
assigned its 'B-' issue-level rating and '3' recovery rating to the
proposed $207 million senior secured term loan.
S&P said, "The stable outlook reflects our expectation that Hubbard
will maintain adequate liquidity and use its positive FOCF to
continue reducing its outstanding debt. This is despite our
forecast that the company's S&P Global Ratings-adjusted gross
leverage will remain elevated at 5.8x in 2024 because the rise in
its digital advertising will be largely offset by secular declines
in broadcast radio advertising. The 'B-' rating reflects our view
that Hubbard's capital structure will be sustainable following its
refinancing."
Hubbard Radio is issuing a new $207 million senior secured term
loan maturing in September 2027, which it will use, along with $30
million of cash from its parent Hubbard Broadcasting Inc. (HBI), to
refinance its existing term loan maturing March 2025.
The refinancing will extend the company's debt maturity profile by
2.5 years to September 2027 from March 2025. S&P said, "We expect
Hubbard will generate between $10 million and $15 million of
positive FOCF annually over the next two years. The reduction in
the company's overall debt following the refinancing transaction
will reduce its annual interest expense by about $5 million in
2025. We expect Hubbard will primarily use its FOCF for debt
repayment, given its previous track record and because the new
credit agreement includes an excess cash flow sweep. Therefore, we
estimate the company's S&P Global Ratings-adjusted gross leverage
will decline to about 5.8x in 2024, from the mid-7x area in 2023,
before modestly improving to about 5.7x in 2025. We expect this
improvement in the company's leverage will primarily stem from its
debt repayment, given our expectation for relatively flat EBITDA
over the next two years."
The pace and magnitude of the recovery in radio advertising remains
uncertain.
S&P Global economists project a weaker U.S. economy in the second
half of 2024 than in the first half, which could cause advertising
trends to remain weak throughout the year. Radio advertising
continues to have some of the shortest lead times in media, which
provides us with very little insight into its future performance.
Radio advertising also faces secular challenges due to the shift
toward other forms of advertising (primarily online advertising).
This leads us to expect that the industry will likely never recover
to 2019 (pre-pandemic) levels. Therefore, S&P expects Hubbard's
broadcast radio revenue (about 80% of total revenue) will be
relatively flat in 2024, compared with 2023, before declining by
the low single-digit percent area annually.
The company's future growth is dependent on its ability to expand
its digital products.
Hubbard has been steadily investing in its digital businesses,
including its 2060 digital product. S&P said, "We believe there is
a significant addressable market for this product. We view the
expansion of the company's digital business as vital for its
ability to offset the long-term secular pressures in its broadcast
radio business. We expect that Hubbard will expand the proportion
of its revenue it derives from its digital business (currently
about 20% of revenue) to about 25% over the next couple of years."
However, the company's digital business is not yet at scale and
will require additional investment over the near term.
The stable outlook reflects S&P's expectation that Hubbard will
maintain adequate liquidity and use its positive FOCF to continue
reducing its outstanding debt. This is despite its forecast that
the company's S&P Global Ratings-adjusted gross leverage will
remain elevated at 5.8x in 2024 because the rise in its digital
advertising will be largely offset by secular declines in broadcast
radio advertising.
S&P could lower its rating on Hubbard if S&P views its capital
structure as unsustainable. This could occur if:
-- The company's broadcast radio revenue declines by more than the
low-single-digit percent area, causing its FOCF to deteriorate to
breakeven levels; or
-- S&P expects its S&P Global Ratings-adjusted gross leverage will
exceed 6x ahead of the maturity of its 2027 term loan.
While unlikely over the next year, S&P could raise its rating on
Hubbard if:
-- The company reduces its S&P Global Ratings-adjusted gross
leverage below 5x and we expect it to remain there;
-- It consistently generates FOCF to debt of more than 5%; and
-- S&P believes its revenue and EBITDA will remain stable as it
offsets the expected declines in its broadcast radio advertising
revenue with the expansion of its digital advertising business.
HUMANIGEN INC: Seeks to Hire Epiq as Administrative Advisor
-----------------------------------------------------------
Humanigen, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to employ Epiq Corporate Restructuring,
LLC as administrative advisor.
The firm will render these services:
a. assist with, among other things, solicitation, balloting,
tabulation, and calculation of votes, as well as prepare any
appropriate reports, as required in furtherance of confirmation of
plan(s) of reorganization, and in connection with such services,
process requests for documents from parties in interest;
b. generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results;
c. assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction;
d. provide a confidential data room, if requested;
e. manage and coordinate any distributions pursuant to a
chapter 11 plan; and
f. provide such other processing, solicitation, balloting and
other administrative services.
The firm will be paid at these rates:
Clerical/Administrative Support WAIVED
IT / Programming $65 - $85 per hour
Project Managers/Consultants/ Directors $85 - $185 per hour
Solicitation Consultant $185 per hour
Executive Vice President, Solicitation $195 per hour
Executives No Charge
Prior to the Petition Date, the Debtors paid the firm a retainer in
the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Kathryn Mailloux, senior director at Epiq, disclosed in a court
filing that she is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Kathryn Mailloux
Epiq Corporate Restructuring, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Phone: (646) 282-2532
Email: kmailloux@epiqglobal.com
About Humanigen Inc.
Based in Brisbane, Calif., Humanigen, Inc. (OTCQB: HGEN) --
www.humanigen.com -- is a clinical stage biopharmaceutical company,
developing its portfolio of proprietary Humaneered
anti-inflammatory immunology and immuno-oncology monoclonal
antibodies. Formerly known as KaloBios Pharmaceuticals, Inc.,
Humanigen's proprietary, patented Humaneered technology platform is
a method for converting existing antibodies (typically murine) into
engineered, high-affinity human antibodies designed for therapeutic
use, particularly with acute and chronic conditions. The company
has developed or in-licensed targets or research antibodies,
typically from academic institutions, and then applied its
Humaneered technology to optimize them. Its lead product candidate,
lenzilumab, and its other product candidate, ifabotuzumab ("iFab"),
are Humaneered monoclonal antibodies.
Humanigen filed Chapter 11 petition (Bankr. D. Del. Case No.
24-10003) on Jan. 3, 2024, with assets of $521,000 and liabilities
of $44,131,000. Ronald Barliant, independent director, signed the
petition.
Judge Brendan Linehan Shannon oversees the case.
Potter Anderson & Corroon, LLP and SC&H Group, Inc. serve as the
Debtor's bankruptcy counsel and investment banker, respectively.
Epiq Corporate Restructuring, LLC is the claims and noticing
agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Kilpatrick Townsend & Stockton, LLP and Womble
Bond Dickinson (US), LLP as legal counsels, and Dundon Advisers,
LLC as financial advisor.
INFOBLOX: Moody's Affirms 'B3' CFR, Outlook Remains Stable
----------------------------------------------------------
Moody's Ratings affirmed the ratings of Delta Topco, Inc.
(Infoblox), including its B3 Corporate Family Rating, B3-PD
Probability of Default Rating, B2 Senior Secured First Lien Bank
Credit Facility (Term Loan and Revolving Credit Facility), and the
Caa2 Senior Secured Second Lien Bank Credit Facility. The outlook
remains stable.
Concurrently, Moody's assigned a B2 rating to the proposed Senior
Secured First Lien Term Loan (comprised of a new $1,255 million
term loan B due 2029 and a new $435 million fungible incremental
term loan B due 2029) and a Caa2 rating to the proposed $455
million Senior Secured Second Lien Term Loan due 2030.
The proceeds, along with about $10 million of balance sheet cash,
will be used to make an approximately $454 million distribution to
shareholders, repay the existing credit facilities, including the
$1,290 million Senior Secured First Lien Term Loan (with about
$1,255 million outstanding) and the $455 million Senior Secured
Second Lien Term Loan, and cover about $10 million in fees and
expenses. The ratings on the existing Senior Secured Bank Credit
Facilities will be withdrawn at transaction close. Terms,
conditions, and covenants are expected to mirror the documentation
of the existing debt facilities.
The stable outlook reflects expectations of revenue growth
exceeding 20% in FY 2024 and expectations for pro forma
cash-adjusted financial leverage to settle at about 7.6x.
RATINGS RATIONALE
The B3 CFR reflects the company's elevated LTM cash-adjusted
leverage of about 8.1x (Moody's adjusted) pro forma for the
approximately $435 million in incremental first lien debt,
aggressive financial policies, and cash flows that have been thin
at times given timing of collections, balanced by very robust
growth dynamics and expectations for upcoming strong cash flow
periods as a large cohort of contracts comes up for renewal and
further market penetration opportunities lead to new business wins.
Such dynamics should lead cash-adjusted leverage to about 7.6x in
FY 2024 (ending July 31) and closer to 6x in FY 2025.
Governance considerations are a key driver of the rating action and
are mainly driven by financial policies that have tolerated
elevated leverage going back to the 2016 leverage buyout by Vista
Equity Partners and continuing with Warburg Pincus' investment in
2020, which besides an equity injunction also included a
significant increase in debt. This increase in debt particularly
impacted leverage metrics in FY 2022 and FY 2023 as the company's
revenue declined relative to FY 2021, when the company benefitted
from a large amount of new business with a high proportion of 3-5
year contract lengths, which were largely recognized upfront and
therefore resulted in lower revenue realization in subsequent
years. Additionally, the company's decision to lower the contract
length of new bookings starting in FY 2022 further impacted revenue
realization. These factors also led to negative free cash flow in
FY 2022 and FY 2023, given upfront collection dynamics.
FY 2024 and FY 2025, however, benefit from the expected renewal of
the large amount of new 3-5 year contracts booked in the FY
2020-2021 timeframe, as well as the shorter-duration contracts
booked in more recent years. More generally, the shorter-duration
contracts mean smoother revenue and cash flow performance going
forward. Additionally, an estimated 60% of large companies (more
than 5,000 employees) lack an enterprise-grade DDI solution, which
provides ample opportunities for new logo wins, especially since
Infoblox is the market leader, with approximately 50% market share
in the enterprise-grade DDI market, which integrates domain name
services (DNS), Dynamic Host Configuration Protocol (DHCP), and IP
Address Management (IPAM) into one offering. Still, the risk
remains that credit metrics could be negatively impacted by a
shortfall in new and expansion bookings, as Infoblox relies on such
bookings for a solid portion of forecasted revenue and cash flows
each year.
Liquidity is good and is comprised of an approximately $80 million
cash balance (at January 31, 2024, pro forma for the transaction)
and an undrawn $200 million revolving credit facility. Moody's
expects the company to generate about $30 million of pro forma free
cash flow in FY 2024, with a stronger amount in FY 2025. The
revolver has a springing financial covenant of 9.25x net first lien
leverage with at least 40% utilization.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded with strong and sustained revenue
growth such that cash adjusted leverage is maintained below 6.5x
while free cash flow to debt is sustained at around the
mid-single-digit range, and with more conservative financial
policies.
The ratings could be downgraded if competitive or execution
challenges result in revenue and EBITDA declining such that cash
adjusted leverage is sustained above 8x. Aggressive financial
policies could also lead to a downgrade.
Infoblox's provides core network services including DNS, DHCP and
IPAM along with related security and network automation products.
The company, headquartered in Santa Clara, CA, is owned by funds
affiliated with Warburg Pincus and Vista Equity Partners. Infoblox
generated total revenues of about $700 million and annual recurring
revenue of about $681 million in the LTM ended January 31, 2024.
The principal methodology used in these ratings was Software
published in June 2022.
INNERLINE ENGINEERING: Updates Unsecured Claims Pay Details
-----------------------------------------------------------
Innerline Engineering, Inc., submitted a Second Amended Disclosure
Statement describing Fourth Amended Plan dated April 15, 2024.
The Plan provides for payment to holders of allowed claims. The
timing of Plan payments to particular creditor groups will depend
upon their classification under the Plan.
As of February 29, 2024, the Debtor had receivables of $630,786
within 90 days (73.58% of the total receivables). The Debtor had
receivables of $226,514.40 greater than 90 days. However, PG&E
consisted of $184,500.90 of those receivables and the Debtor
believes that PG&E will eventually pay all outstanding amounts in
full.
The Debtor has drastically increased its efforts on collection,
including but not limited to contacting customers daily for the
delinquent invoices; offering payment through ACH; and providing a
2% discount for early payments. The Debtor has also been in regular
contact with PG&E regarding its outstanding invoices. As such, the
Debtor believes that all those invoices will be paid in full prior
to confirmation.
With the addition of the contract with California Steel Industries
("Cal Steel"), starting March 6, 2024, the Debtor has seen an
increased average of $30,000 per week in revenue increase. Cal
Steel is a subsidiary of NUCOR Corporation, which is America's
largest steel manufacturer with 2023 revenue of $33.71 billion.
Starting in May 2024, the Debtor anticipates that the purchase
orders from Cal Steel will increase the gross revenue to an average
of $60,000 per week. The Cal Steel contract goes through 2029, and
the Debtor believes that the gross revenue totals more than
$2,000,000 in 2024 and more than $3,000,000 from 2025 to 2029. Cal
Steel will become the largest revenue generator for the Debtor in
the next 5 years with the newly signed 5-year master service
agreement.
Class 5 consists of the Secured Claim of Ford Motor Credit Company
LLC ("FMCC"). The Debtor previously entered into a stipulation with
FMCC pursuant to the Stipulation Re: Treatment of Secured Claim
Under Debtor's Subchapter V Chapter 11 Plan of Reorganization
executed by the parties. The claim was paid off postpetition per
the contract.
Class 8 consists of the Secured Claim of JPMorgan Chase Bank, N.A.
The Debtor previously entered into a stipulation with Chase
pursuant to the Stipulation Re: Adequate Protection and Treatment
of Claim Under Debtor's Subchapter V Chapter 11 Plan of
Reorganization executed by the parties. The loan is current, and
the claim is expected to be paid off preconfirmation per the
contract.
Class 15 consists of General Unsecured Claims. In the present case,
the Debtor estimates that general unsecured debts total
approximately $3,317,274.
This Class will be paid as follows:
* $3,000 every quarter for 5 years
* $5,000 annually for 5 years in December of each year
This equals $85,000 which is estimated to pay approximately 2.56%
of each claim. In addition, the Debtor shall make annual
disbursements from its actual net profits. Actual net profits mean
annual gross revenue minus the funds that must be allocated for
working capital of no less than $25,000 and regular/ongoing
business expenditures.
The annual disbursements will be paid by May 15 of the following
calendar year for the calendar years of 2025 through 2029 to
correspond and coordinate with the preparation and filing of the
Debtor's parent company's tax returns, as a lump sum pursuant to
the claimants' pro rata share. The last annual disbursement is
estimated as May 15, 2030. Because the disbursements are based on
the actual net profits for future calendar years, the Debtor cannot
and will not make any representations or predictions as to the
disbursement amounts.
This class includes: the claims of Inner Assets, APS Environmental,
Dig Vac, Herc Rentals, Midwest/MECC and Translease, which are all
rendered unsecured due to the value of the Debtor's assets and the
amounts owed to senior lienholders.
The Debtor will fund the Plan from the operation of its business
and the funds that it has/will have accumulated in its DIP bank
accounts.
A full-text copy of the Second Amended Disclosure Statement dated
April 15, 2024 is available at https://urlcurt.com/u?l=nmK1TV from
PacerMonitor.com at no charge.
The Debtor's Counsel:
Roksana D. Moradi-Brovia, Esq.
W. Sloan Youkstetter, Esq.
RHM LAW LLP
17609 Ventura Blvd., Suite 314
Encino, CA 91316
Telephone: (818) 285-0100
Facsimile: (818) 855-7013
Email: roksana@RHMFirm.com
sloan@RHMFirm.com
About Innerline Engineering
Corona, Cal.-based Innerline Engineering, Inc. --
http://www.innerlineengineering.com/-- offers a variety of
services to municipalities, utility owners, industrial facilities
and commercial property owners for the maintenance of their
underground utilities.
Innerline Engineering filed a petition for Chapter 11 protection
(Bankr. C.D. Cal. Case No. 21-14305) on Aug. 9, 2021, listing as
much as $10 million in both assets and liabilities. Thomas J.C.
Yeh, chief financial officer, signed the petition. Judge Wayne E.
Johnson oversees the case.
Resnik Hayes Moradi LLP serves as the Debtor's bankruptcy counsel.
ION CORPORATE: S&P Assigns 'B' Rating on Senior Secured Notes
-------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '4'
recovery rating to debt-issuing subsidiaries ION Corporate
Solutions Finance Sarl (euro notes issuer) and Helios Software
Holdings Inc.'s (dollar notes issuer) proposed euro- and
dollar-denominated senior secured notes. All of S&P's existing
ratings on the subsidiaries, including its 'B' issuer credit rating
on their parent ION Corporate Solutions Finance Ltd. (ION), are
unchanged.
S&P said, "We expect ION will use the net proceeds from these notes
to repay a portion of its outstanding senior secured term loans, as
well as for general corporate purposes. As such, we view this
issuance as largely leverage neutral. In 2024, we expect ION will
increase its revenue by the mid-single-digit percent area while
steadily improving its EBITDA margins--primarily through the
realization of cost reductions--which will reduce its debt to
EBITDA to about 7.6x over the next 12-18 months (from about 8.1x as
of Dec. 31, 2023). However, this level of leverage still exceeds
our 7.5x downgrade trigger for the current rating. Therefore, we
could lower our rating on ION if it fails to improve leverage or
its free operating cash flow (FOCF) to debt falls below 3% on a
sustained basis. Given the interdependency of the group's entities,
we could lower our rating on ION if its overall group credit
profile weakens.
"Our rating on ION reflects its high recurring software and
maintenance revenue base (82%) and strong customer retention, which
provide it with good business visibility. In addition, the company
generates strong profitability relative to comparable software
companies, as evidenced by its S&P Global Ratings-adjusted EBITDA
margin of about 49%, which support its good historical FOCF
conversion of more than 90%. These factors are offset by ION's
complex corporate structure and debt-funded group distributions,
which have led to rising funded debt levels over the past couple of
years. We believe the company will continue to undertake
debt-funded distributions, which will prevent it from deleveraging
on a sustained basis over the long term."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario for ION contemplates a default
in 2027 as it faces increased competition in the financial software
market because of a lack of cross-selling capabilities, a poorly
executed sales strategies, or service disruptions. This could lead
to rapid contract losses or cancellations that would severely
reduce its EBITDA.
-- S&P values the company as a going concern by applying a 6x
EBITDA multiple to its assumed distressed emergence EBITDA level,
which it bases on its niche competitive position.
-- The 6x valuation multiple is consistent with the multiples S&P
uses for similar software companies.
-- Obligor and nonobligor split is based on ION's domestic and
non-domestic revenue profile.
Simulated default assumptions
-- Simulated year of default: 2027
-- EBITDA at emergence: $227 million
-- EBITDA multiple: 6x
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $1,292.2
million
-- Valuation split (obligors/nonobligors): 50%/50%
-- First-lien debt: $2,881.0 million
--Recovery expectations: 30%-50% (rounded estimate: 40%)
Note: All debt amounts include six months of prepetition interest.
JACON LLC: Unsecureds Will Get 5% of Claims over 3 Years
--------------------------------------------------------
Jacon, LLC, filed with the U.S. Bankruptcy Court for the District
of Minnesota a Disclosure Statement describing Chapter 11 Plan
dated April 15, 2024.
The Debtor is a Minnesota limited liability company operating in
Minnesota and it provides excavating, demolition, and sewer and
water utility services. The principal of the Debtor, Jason Jacobsen
is the owner/operator, and has been since the Debtor was formed in
January 2013.
Due to the financial issues of the Debtor, in early 2023 the Debtor
lost its surety bond which allowed the Debtor to bid on public jobs
(e.g., government work). The loss of these public jobs was
devastating to the Debtor's revenue. The Debtor struggled mightily
in 2023 due to the drop in revenue, and the drop in revenue caused
it to default with many key creditors, such as Platinum Bank, the
bonding companies, and the unions in which it owed dues.
In mid-2023, the Debtor defaulted with its main creditor Platinum
Bank, and such defaults caused Platinum Bank to exercise its rights
to levy upon the Debtor's accounts receivables. The Debtor was sued
in U.S. Federal District Court and judgments were entered against
it for unpaid union dues and obligations. The Debtor filed a
chapter 11 petition on September 12, 2023, to deal with these
defaults and attempt to reorganize its business.
The Debtor agreed to sell certain assets that were not being fully
utilized after the filing date. The first auction netted $581,810
in proceeds that paid down the secured claim of Platinum Bank. The
Debtor also has a pending an auction of additional assets that it
hopes will net over $800,000, along with the pending sale of its
real estate which should net another approximately $700,000. The
net proceeds of these two sales will pay down the secured liens
(Platinum Bank and/or U.S. Small Business Administration) of the
Debtor.
Class 10 consists of Allowed General Unsecured Claims. As of the
date hereof, the Debtor estimates the total pool of allowed general
unsecured claims to be $3,616,388.49. In full satisfaction of such
claims, each Holder of a Class 10 claim shall receive its pro rata
share of $60,000.00 per year, with the first payment being on the
one year anniversary of the Effective Date, and 2 more payments on
the second and third year anniversaries of the Effective Date, for
a total of three payments equaling $180,000.00. The percentage
payment to each Class 10 creditor is approximately 5.0%. Class 10
is impaired.
Class 11 consists of Equity Security Holders of the Debtor. The
Equity Security Holder (Jason Jacobsen) will retain his membership
interests in the Debtor subsequent to confirmation of the Plan for
a cash contribution of $5,000.00, plus Mr. Jacobsen agrees to
operate the Debtor for his yearly compensation which he feels is a
below market wage give the amount of time he works for the Debtor
each week. This cash payment to the Debtor is due 10 days after the
Effective Date. This is an Unimpaired Class.
The Debtor is pursuing this Plan to continue its business
operations subsequent to approval of this Plan of Reorganization.
The Debtor will make payments due under the Plan from business
operations. The Debtor does not require any capital infusion or
additional loans. The Debtor anticipates no adverse tax
consequences to it as a result of the Court confirming the Debtor's
Plan of Reorganization. Creditors or Equity Security Holders that
are concerned with the Plan may effect their tax liability should
consult with their own accountants, attorneys and/or business
advisors.
A full-text copy of the Disclosure Statement dated April 15, 2024
is available at https://urlcurt.com/u?l=nCFTn5 from
PacerMonitor.com at no charge.
The Debtor's Counsel:
John D. Lamey III, Esq.
LAMEY LAW FIRM, P.A.
980 Inwood Ave N
Oakdale,MN 55128-7094
Tel: 651-209-3550
Email: jlamey@lameylaw.com
About Jacon LLC
Jacon LLC is a demolition, excavating, and utilities contractor in
the St. Paul/Minneapolis area. The Debtor sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No.
23-31873) on September 12, 2023. In the petition signed by Jason
Jacobsen, president, the Debtor disclosed up to $10 million in both
assets and liabilities.
William J. Fisher oversees the case.
John D. Lamey III, Esq., at Lamey Law Firm, P.A., represents the
Debtor as legal counsel.
JOHN KNOX VILLAGE: Fitch Gives BB+ Rating on 2024A, B-1, B-2 Bonds
------------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to John Knox Village's
(JKV of the community) tax-exempt revenue bonds series 2024A,
2024B-1 and 2024B-2 issued by The Industrial Development Authority
of the City of Lee's Summit, Missouri on behalf of JKV.
Fitch has also affirmed JKV's Issuer Default Rating (IDR) and
revenue bond ratings at 'BB+' on JKV's outstanding parity debt
issued on behalf of JKV by The Industrial Development Authority of
the City of Lee's Summit, Missouri.
The Rating Outlook is Stable.
The proceeds from the series 2024-A bonds ($31.025 million) will be
used to refinance the series 2014A bonds ($19.92 million) and fund
a portion of an expansion project (Courtyard E) ($11.1 million),
which will replace an existing 35-unit building with a new 52-unit
building. The series 2024B-1 ($5.525 million) and the series
2024B-2 ($7.9 million) will be issued as temporary debt that Fitch
expects will be repaid with initial entrance fees.
Entity/Debt Rating Prior
----------- ------ -----
John Knox
Village (MO) LT IDR BB+ Affirmed BB+
John Knox
Village (MO)
/General
Revenues/1 LT LT BB+ Affirmed BB+
The 'BB+' rating and Stable Outlook reflects Fitch's view that the
planned debt issuance to fund the construction of JKV's new
independent living units (ILU) should be manageable and produce
cash flow that will be accretive to the community's financial
profile. Given the solid demand for the project, as evidenced by
67% of units being presold as of April 15, 2024, Fitch expects
cash-to-adjusted debt and MADS coverage to remain consistent with
the rating in the forward-looking analysis, even in a stress
scenario. Moreover, JKV has demonstrated a solid track record of
executing expansion projects with the completion of earlier phases
that were a part of the community's larger repositioning plans.
The affirmation of the rating and Outlook also reflects improved
census levels for the independent living units (ILUs) and assisted
living units (ALUs) in FY 2024, which has contributed to better
operating performance. While operating results have improved, with
JKV generating a positive NOM (2.6%) through Dec. 31, 2023,
salaries and benefits remain a pressure point. Despite continued
headwinds, Fitch expects JKV will still produce favorable operating
results for the full fiscal year as management continues to focus
on cost controls, improving occupancy and growing key service
lines.
SECURITY
Debt payments are secured by a pledge of the unrestricted gross
revenues of the obligated group, a first mortgage lien on all the
real property constituting JKV's core campus (excluding property
south of NW O'Brien Road), and a debt service reserve fund.
KEY RATING DRIVERS
Revenue Defensibility - 'bbb'
Independent Living Occupancy and Market Position are Stable
In FY23, JKV averaged an ILU occupancy of 92%, AL occupancy of 86%,
and a SNF occupancy of 70%. As of 3Q FY24, ILU and ALU occupancy
was stable while SNF occupancy increased to 93%. JKV continues to
execute its campus redevelopment plan, a primary goal of which is
to increase the number of entrance fee contracts.
The increasing number of entrance fee contracts is expected to be
accretive to both profitability and liquidity metrics over the
longer-term. Additionally, management has removed smaller ILUs from
inventory and converted them to either larger square-foot units or
to high-demand ALUs and dementia units over the past 10 years.
JKV's most recent project, the Meadows Phase II opened in December
2022 and included 52 new units with all units occupied as of Feb
2024. The Villa Initiative, which consists of multiple phases,
seeks to incrementally reposition older cottages using entrance fee
proceeds so as to not incur additional debt. Phases VIII and Phase
IX were fully occupied as of Dec. 31, 2023 and March 31, 2024,
respectively.
Phase X, which included the demolition of nine older units will be
replaced with seven new units and is expected to start construction
this month. Units are expected to be sold and moved in prior to the
end of FY25. Site work for Phase XI has been included in the FY 25
capital budget and is expected to be completed before the fiscal
year end.
The community remains highly affordable with the average entrance
fee of about $214,000 and average resident net worth of $1.8
million. JKV implemented a 4% increase in ILU entrance fees and a
5.4% increase in ILU/ALU monthly service fees for FY25. As of 3Q24,
JKV's revenue mix was comprised of ILU at 49%, ALU at 18%, SNF at
20%, and Home and Community based services at 13%.
Operating Risk - 'bb'
Core Operations Remain Sufficient
JKV is a predominantly type B contract life plan community (LPC).
The community's operating performance aligns with a 'weak'
assessment but is adequate at the current rating level.
JKV's four-year averages plus the most recent nine months figures
for operating ratio, NOM and NOMA are 108.2%, -0.9%, and 15.1%,
respectively. Through Q3 FY24, operating performance has improved,
driven by strong occupancy, successful fill-up of the Meadows II
project and retroactive reimbursement from the Missouri's Medicaid
program. Similar to other communities, JKV continues to face cost
pressures related largely due to labor and benefits, which has
diluted earnings; however, management expects to end FY24 favorable
to FY23.
Over the longer-term, operating performance is expected to improve
as JKV continues to replace smaller units with larger units, which
should help the villages marketability and the higher level of
entrance fees contracts should slow attrition and help stabilize
unit turnover.
JKV's recent strategic capital plans were funded with a combination
of operating cash flow and debt. Five-year average
capex-to-depreciation through 3Q23 has been approximately 100%. As
of December 2023, average age of plant is somewhat elevated at 15
years, which management is addressing through various initiatives
such as the Meadows and Villas projects and the 52-unit ILU
expansion.
JKV posted pro forma revenue-only MADS of 0.3x as of 3Q23, which is
consistent with its prior five-year average. Pro forma MADS as a
percentage of revenue and debt-to-net available are 11.2% and 9.7x
respectively.
Financial Profile - 'bb'
Stable Operations and New Project Support Adequate Liquidity
JKV's unrestricted cash and investments totaled a modest $43.3
million as of Dec. 31, 2023, representing pro forma
cash-to-adjusted debt of 35.1% and days cash on hand of 215. Pro
Forma MADS coverage, including entrance fees was 1.6x at Dec. 31,
2023, which is sufficient for the current rating and consistent
with historical results. The light liquidity represents JKV's high
capital spending on the campus repositioning project, which has
been ongoing for several years.
Fitch's standard portfolio stress results in a -10.9-investment
loss in year one of the scenario, generating weak cash-to-adjusted
debt of 30% and low days cash on hand of 155 days. The forward look
assumes that initial entrance fees totaling $13.4 million will pay
down temporary debt in 2027. This amount is based on move-ins
through 85% occupancy. Liquidity is expected to recover in the
outer years of the scenario with cash-to-adjusted debt improving to
33% in year five. The scenario also incorporates an average of $7
million in routine capital spending.
Asymmetric Additional Risk Considerations
No asymmetric risk considerations are relevant to the rating.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Fill-up and construction of the new projects fall short of
Fitch's expectations, causing an increase in operating expenses and
deferral of cash flow generation to satisfy pro forma aggregate
debt service.
- Deterioration in operating performance resulting in decreased
operating ratios, capital related metrics or sustained DCOH below
200 days.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- As JKV continues with its' repositioning projects, Fitch does not
expect positive movement on the rating over the Outlook period.
PROFILE
JKV is located in Lee's Summit, MO, with 951 ILU's, 182 ALU (106
non-memory care with 76 memory care) and 122 available SNF beds.
Additional operations include a home health agency, hospice
services, a 24-hour ambulance and paramedic service and a
foundation. JKV is one of the largest single-site LPCs in the
country by both acreage and number of units. JKV offers both rental
and type B entrance fee contracts. JKV had total operating revenues
of $65,283 in FY22.
Fitch's analysis is based on JKV's obligated group (OG).
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from Lumesis.
ESG CONSIDERATIONS
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.
JVK OPERATIONS: Wins Interim Cash Collateral Access
---------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
authorized JVK Operations Limited and JVK Operations Ltd. of NJ to
use cash collateral, on an interim basis, in accordance with the
budget, with a 10% variance.
Both Debtors have secured creditors who are secured by virtue of
security agreements and UCC filings with the Secretary of State in
New York and the New Jersey Department of The Treasury Division of
Revenue.
The secured creditors of JVK Operations are BNB Bank/Dime Comm,
Santander Bank, Small Business Administration, Corporation Service
Co. (As Representative), CIT Leasing, Pawnee Leasing, Navitas,
Ascentium Bank, and American Capital.
The secured creditors of JVK Operations of NJ are Santander Bank
NA, TD Bank NA, and BNB Bank.
The Debtors acknowledge and admit that as of the Petition Date, NY
JVK owed Dime Bank an aggregate principal amount of not less than
$1.228 million under several loan documents.
The Debtors acknowledge and admit that as of the Petition Date, JVK
NJ owed Dime Bank an aggregate principal amount of not less than
$923,987 under several loan documents.
The Debtors acknowledge and admit that as of the Petition Date,
Debtors owed Santander aggregate principal, interest and late
charges in an amount of not less than $216,854 under several loan
documents.
The court said all cash Collateral will only be used for: (i)
working capital; (ii) other general corporate purposes of the
Debtors; (iii) the satisfaction of the costs and expenses of
administering the Chapter 11 Cases, including, without limitation,
payment of any prepetition obligations that are necessary to
preserve the value of the Debtor's estates to the extent approved
by the Court; and (iv) Adequate Protection Obligations, and for no
other purpose, and will only be used and/or applied in accordance
with the terms and conditions of the Interim Order, including,
without limitation, the Budget.
As adequate protection for the use of cash collateral, Prepetition
Lenders are granted valid, binding, enforceable, and automatically
perfected post-petition liens that are co-extensive with
Prepetition Lender's prepetition liens and security interests in:
(i) all currently owned or hereafter acquired property and assets
of JVK NY and JVK NJ to the extent that such property and assets
constitute Prepetition Lender's collateral under the Loan
Documents.
To the extent the Replacement Liens granted to Prepetition Lenders
do not provide prepetition Lenders with adequate protection of its
interests in the cash collateral, Prepetition Lenders are granted
an allowed administrative expense claim in the Chapter 11 Cases
ahead and senior to any and all other administrative expense claims
in the Chapter 11 Cases to the extent of any postpetition
diminution in value of Prepetition Lenders interests in the
Prepetition Lender's Prepetition Collateral, including the cash
collateral.
As partial adequate protection to Dime Bank, JVK NY will make
payment of $12,000 on or before May 1, 2024.
As partial adequate protection to Santander under the Interim Order
the Debtors will make a payment of $4,000 on or before May 1,
2024.
Unless extended further with the written consent of the Prepetition
Lenders, the authorization granted to the Debtors to use cash
collateral under the Interim Order will terminate immediately upon
the earliest to occur of the following:
(i) May 20, 2024 at 11:59 p.m. (Eastern Time), or the date of
any consensually adjourned hearing on the Motion, whichever is
later (note that uncashed checks written and dated on or before the
foregoing date, may still be cleared by the Debtors' banks after
the foregoing date);
(ii) the entry of an order dismissing any Chapter 11 Case;
(iii) the entry of an order converting any Chapter 11 Case to a
case under Chapter 7;
(iv) the entry of an order appointing a trustee or an examiner
with expanded powers with respect to any Debtors' estates;
(v) entry of an order reversing, vacating, or otherwise
amending, supplementing, or modifying the Interim Order (unless
such modification was on consent of the Debtors and the Prepetition
Lenders);
(vi) entry of an order granting relief from the automatic stay
to any creditor (other than the Prepetition Lenders ) holding or
asserting a lien in the Prepetition Collateral (unless such relief
is specific to certain equipment of the Debtors and on consent of
Prepetition Lenders, which consent is not to be unreasonably
withheld or delayed); or
(viii) the Debtors' breach or failure to comply with any term or
provision of the Interim Order, after written notice to the
Debtor(s) and their counsel and two business days right to cure.
A final hearing on the matter is set for May 20, 2024 at 9:30 a.m.
A copy of the order is available at https://urlcurt.com/u?l=6rUQb5
from PacerMonitor.com.
About JVK Operations Ltd.
JVK Operations Ltd. is a provider of linen and garments laundry
services for healthcare facilities on the East Coast. JVK was
founded in 2004 and has been servicing hospitals, nursing homes and
healthcare institutions. The Company's processing services include
sorting of the soiled linen, washing, drying, ironing packing and
delivery according to customer specifications.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 24-70800) on March 1,
2024. In the petition signed by Vinod Samuel, president, the Debtor
disclosed up to $10 million in both assets and liabilities.
Judge Robert E. Grossman oversees the case.
Robert J. Spence, Esq., at SPENCE LAW OFFICE, P.C., represents the
Debtor as legal counsel.
K3B ENTERPRISES: Hires Orantes Law Firm PC as Bankruptcy Counsel
----------------------------------------------------------------
K3B Enterprises, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Orantes Law Firm,
P.C. as its general insolvency counsel.
The firm's services include:
a. bring forward a plan of reorganization expeditiously,
provide the Debtor general services, and advise the Debtor with
respect to compliance with the requirements of the U.S. Trustee;
b. advise the Debtor regarding matters of bankruptcy law,
including its rights and remedies in regard to its assets and
claims of creditors;
c. represent the Debtor in any proceedings or hearings in the
Bankruptcy Court and in any action in any other court where the
Debtor's rights under the Bankruptcy Code may be litigated or
affected, subject to the firm's specific agreement;
d. conduct examinations of witnesses, claimants, or adverse
parties and to prepare and assist in the preparation of reports,
accounts, and pleadings related to the Chapter 11 case including
reviewing, not drafting, monthly operating reports;
e. advise the Debtor concerning the requirements of the
Bankruptcy Court and applicable rules as the same effect the Debtor
in the bankruptcy proceedings;
f. assist the Debtor in the negotiation, formulation,
confirmation, and implementation of a Chapter 11 plan; and
g. take such other action and perform such other services as
the Debtor may require of the firm in connection with the Chapter
11 case.
The firm will be paid at these rates:
Partners $695 per hour
Associates $250 to $695 per hour
Paralegals $160 per hour
The firm will be paid a retainer in the amount of $21,738,
inclusive of the $1,738 filing fee.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Giovanni Orantes, Esq., an attorney at the Orantes Law Firm,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Giovanni Orantes, Esq.
The Orantes Law Firm, PC
3435 Wilshire Blvd., Suite 2920
Los Angeles, CA 90010
Tel: (213) 389-4362
Fax: (877) 789-5776
Email: go@gobklaw.com
About K3b Enterprises
K3B Enterprises, LLC, a company in Encino, Calif., filed its
voluntary petition for Chapter 11 protection (Bankr. C.D. Calif.
Case No. 24-10406) on March 14, 2024, with $10 million to $50
million in assets and $1 million to $10 million in liabilities.
Kaysan Ghasseminejad, managing member, signed the petition.
Judge Victoria S. Kaufman oversees the case.
Giovanni Orantes, Esq. at Orantes Law Firm PC serves as the
Debtor's bankruptcy counsel.
KATY ABA: Seeks to Hire Desroches Partners as Accountant
--------------------------------------------------------
Katy ABA Center of Texas, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Desroches Partners, LLP as its accountant to prepare federal and
applicable state tax returns and other filings.
The firm will perform the services at its standard hourly billing
rates.
As disclosed in the court filings, Desroches Partners is a
disinterested person within the meaning of 11 U.S.C. Sec. 101(14).
The firm can be reached through:
Chrissy Wilson, CPA
Desroches Partners LLP
840 Gessner Rd #350
Houston, TX 77024
Telephone: (713) 360-0800
About Katy ABA Center of Texas, LLC
Katy ABA Center of Texas, LLC is a medical clinic whose mission is
to assist children who struggle with challenges including Autism
Spectrum Disorder to reach their highest potential by using the
principles of Applied Behavior Analysis.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-30407) on February 1,
2024. In the petition signed by Laura K. Gore, president, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Jeffrey P. Norman oversees the case.
Susan Tran Adams, Esq., at TRAN SINGH, LLP, represents the Debtor
as legal counsel.
LAREDO OIL: Reports $336,409 Net Loss in Third Quarter
------------------------------------------------------
Laredo Oil, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of $336,409
for the three months ended February 29, 2024, compared to a net
loss of $699,016 for the three months ended February 28, 2023.
For the nine months ended February 29, 2024, the Company reported a
net loss of $2,140,964 compared to a net loss of $2,323,409 nine
months ended February 28, 2023.
As of February 29, 2024, the Company had $7,262,949 in total
assets, $13,161,822 in total liabilities, and $5,898,873 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at
https://tinyurl.com/28v895tw
About Laredo Oil Inc.
Austin, TX-based Laredo Oil, Inc. is an oil exploration and
production company, primarily engaged in acquisition and
exploration efforts to find mineral reserves on various
properties.
Laredo Oil, Inc. disclosed in a Form 10-Q Report filed with the
U.S. Securities and Exchange Commission for the quarterly period
ended November 30, 2023, that substantial doubt exists about its
ability to continue as a going concern within the next 12 months.
According to the Company, it has routinely incurred losses since
inception, resulting in an accumulated deficit, and historically
was dependent on one customer for its revenue. There is no
assurance that in the future any financing will be available to
meet the Company's needs. This situation raises substantial doubt
about the Company's ability to continue as a going concern.
LINCOLN HOLDINGS: Seeks Approval to Hire Sobers Law as Counsel
--------------------------------------------------------------
Lincoln Holdings NY LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire Sobers Law, PLLC
as its counsel.
The firm's services include:
a. attending meetings and negotiating with representatives of
creditors and other parties-in- interest;
b. preparing and prosecuting on behalf of the Debtor all
motions, applications, answers, orders, reports and papers
necessary for the administration of the estates;
c. negotiating and preparing on the Debtors' behalf chapter 11
plan(s), disclosure statement(s) and all related agreements and/or
documents;
d. advising the Debtor with respect to any sale of assets and
negotiating and preparing on the Debtors' behalf all agreements
related thereto;
e. appearing before the Court, and protecting the interests of
the Debtors' estate before such courts; and performing all other
legal services in connection with the Chapter 11 case as requested
by the Debtor and without duplication of other professionals'
services.
Sobers received $6,263 pre-petition from the Debtor.
The firm will be paid at the rate of $450 per hour.
Vivian Sobers, Esq., an attorney at Sobers Law, 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:
Vivian Sobers, Esq.
SOBERS LAW, PLLC
11 Broadway, Suite 615
New York, NY 10004
Telephone: (917) 225-4501
Email: vsobers@soberslaw.com
About Lincoln Holdings NY LLC
Lincoln Holdings NY LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
In the petition signed by Abe Green as authorized signer, the
Debtor disclosed up to$10 million in both assets and liabilities.
Vivian Sobers, Esq. of SOBERS LAW PLLC, represents the Debtor as
legal counsel.
LIVEONE INC: Has 98.6M Common Stock Outstanding as of April 17
--------------------------------------------------------------
LiveOne, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that as a result of the conversion of the
Company's Series A Perpetual Convertible Preferred Stock into
shares of the Company's common stock, as previously reported, as of
April 17, 2024, the Company had 98,592,898 shares of its common
stock issued and outstanding.
About LiveOne
Headquartered in Los Angeles, California, LiveOne, Inc. (NASDAQ:
LVO) (formerly known as LiveXLive Media, Inc.) is a creator-first,
music, entertainment and technology platform focused on delivering
premium experiences and content worldwide through memberships and
live and virtual events.
LiveOne reported a net loss of $10.02 million for the year ended
March 31, 2023, compared to a net loss of $43.91 million for the
year ended March 31, 2022. As of Dec. 31, 2023, the Company had
$65.83 million in total assets, $56.64 million in total
liabilities, $4.93 million in mezzanine equity, and $4.25 million
in total equity.
The Company has a history of losses and incurred a net loss of
$10.7 million for the nine months ended December 31, 2023, and cash
provided by operating activities of $3.8 million for the nine
months ended December 31, 2023, and had a working capital
deficiency of $21.5 million as of December 31, 2023. These factors,
among others, raise substantial doubt about the Company's ability
to continue as a going concern, according to the Company's 10-Q
Report for the quarterly period ended December 31, 2023.
MARYMOUNT UNIVERSITY: Moody's Downgrades Issuer Rating to Caa1
--------------------------------------------------------------
Moody's Ratings has downgraded Marymount University, VA's issuer
rating to Caa1 from B1 and revenue bond rating to Caa1 from Ba3. As
of June 30, 2023, under the Moody's methodology the university had
approximately $265 million in total adjusted debt. The outlook is
stable.
The downgrade reflects significant operating deficits, reductions
in liquidity and a high reliance on large supplemental endowment
draws in fiscal 2023. Additionally, the downgrade reflects
declining headroom above its debt service coverage covenant.
RATINGS RATIONALE
The downgrade reflects the substantial deterioration in fiscal 2023
operating performance, with a severe reduction of liquidity, as
well as a drawdown of one-third of endowment assets to fund capital
infrastructure renewal. With almost no unrestricted liquidity, the
university has limited flexibility to address its material
operating challenges, absent draws from restricted assets or
additional borrowing. Supporting the downgrade is the university's
very high financial leverage and debt structure risks inclusive of
a project financing currently subsidized by the university. The
rating further incorporates modest headroom to the debt service
ratio at 1.55x compared to a covenant of 1.15x, a decline from
prior year at 1.84x. Additionally, governance considerations are a
key driver of this rating action, including financial strategy and
risk management as well as management credibility and track record.
These challenges are balanced by the university's strategic
positioning as a faith-based private institution with an attractive
Northern Virginia location and good program diversity.
The Caa1 revenue bond ratings incorporate the issuer rating and
general obligation characteristics of the bond. While the bonds
have a lien on unrestricted gross revenues, this provides limited
additional security due to the university's fundamental operating
difficulties.
RATING OUTLOOK
The stable outlook incorporates expectations that the university
will continue to face operational and liquidity challenges.
However, recent enrollment stabilization, a fully funded debt
service reserve fund and potential availability of land and real
assets for sale provide some potential strategic options.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Substantial rebuild of liquidity and wealth that is durable
-- Material and sustained improvement in operating performance
resulting in multi-year trends of positive cash flow
-- Widening and stabilization of headroom to financial covenants
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Event of default resulting in acceleration of bonded debt
-- Lack of sustainable progress to improve operating performance
and greater intrinsic liquidity
-- Additional debt
LEGAL SECURITY
The Series 2015A and 2015B bonds are general obligations of the
university with a secured interest in gross receipts. The bonds are
further enhanced by a deed of trust on certain campus properties
and separate debt service reserve funds for each series.
2019 United Bank taxable term loan is on parity with the Series
2015A and 2015B bonds. While the term loan is not additionally
secured by a debt service reserve fund, the loan agreement includes
a Material Adverse Effect clause which would enable the bank to
accelerate debt, a liquidity risk.
The university has a debt service coverage financial covenant of
1.15x, which is measured at the end of each fiscal year. Failure to
maintain at least 1x coverage for any fiscal year: (i) is an event
of default if unrestricted liquidity at the time of failure is less
than or equal to $25 million; (ii) is an event of default at the
next annual testing date if unrestricted liquidity at the time of
failure is greater than $25 million and at the next testing date
coverage is not 1.15x or greater; and (iii) is not an event of
default if unrestricted liquidity at the time of failure is greater
than $25 million and coverage is 1.15x or greater at the next
annual testing date.
There is an additional obligations test, which requires an
Officer's Certificate concluding that the long-term debt service
coverage for the two most recent fiscal years was not less than
1.15x. Further, the test requires a management consultant report
stating that the forecasted long-term debt service coverage,
including the new debt, is not less than 1.15x each of the two full
fiscal years inmediately succeeding the year in which the new debt
is incurred.
PROFILE
Marymount University is a private coeducational Catholic
institution located in Arlington, Virginia and founded in 1950 by
the Religious of the Sacred Heart of Mary, an international
congregation of Catholic sisters. The university currently has
three locations in Arlington. In fiscal 2023, the university
recorded Moody's adjusted operating revenue of $92 million and in
fall 2023, enrolled 3,145 full-time equivalent (FTE) students.
METHODOLOGY
The principal methodology used in these ratings was Higher
Education Methodology published in August 2021.
MCA NAPLES: Seeks Approval to Hire GrayRobinson as Legal Counsel
----------------------------------------------------------------
MCA Naples, LLC seeks approval from the U.S. Bankruptcy Court for
the Middle District of Florida to hire GrayRobinson, P.A. as its
counsel.
The firm will render these services:
(a) advising the Debtor with respect to its powers and duties
as debtor in possession and the continued management of its
business operations;
(b) advising the Debtor with respect to its responsibilities
in complying with the United States Trustee's Operating Guidelines
and Reporting Requirements and with the rules of the Court;
(c) preparing motions, pleadings, orders, applications,
adversary proceedings, and other legal documents necessary in the
administration of this chapter 11 case;
(d) representing and protecting the interests of the Debtor in
all matters pending before the Court;
(e) assisting the Debtor in negotiations with their creditors
and in the preparation of a plan; and
(f) preforming all other legal services that may be necessary
for the proper preservation and administration of this chapter 11
case.
Luis E Rivera, II, Esq., managing shareholder at GrayRobinson,
disclosed in a court filing that his firm is "disinterested" as
that term is defined in Section 101(14) of the Bankruptcy Code.
Mr. Rivera's current hourly rate is $595. Other attorneys within
the law firm may assist the Debtor at hourly fees ranging from $275
to $1,500.
The firm can be reached through:
Luis E Rivera, II, Esq.
GrayRobinson, P.A.
1404 Dean StreetSuite 300
Fort Myers, Florida 33901
Phone: (239) 340-7979
Email: luis.rivera@gray-robinson.com
About MCA Naples
MCA Naples, LLC is primarily engaged in renting and leasing real
estate properties.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00458) on April 3,
2024, with $1 million to $10 million in both assets and
liabilities. B.J. Parrish, chief operating officer, signed the
petition.
Judge Caryl E. Delano presides over the case.
Luis E. Rivera II, Esq., at GrayRobinson, P.A. represents the
Debtor as legal counsel.
MCAFEE CORP: Moody's Ups CFR to B2 & Secured First Lien Debt to B1
------------------------------------------------------------------
Moody's Ratings upgraded McAfee Corp.'s Corporate Family Rating to
B2 from B3 and Probability of Default Rating to B2-PD from B3-PD.
Moody's also upgraded the senior secured first lien bank credit
facility to B1 from B2 and the senior unsecured debt rating to Caa1
from Caa2. The outlook is stable.
The upgrade reflects McAfee's significant scale, leading position
in the consumer security business, and Moody's anticipation for
continued growth in revenue and EBITDA, strong cash generating
capabilities and improving credit metrics. Debt to EBITDA (before
non-cash stock related compensation and certain other adjustments)
is just below 8x as of December 2023 and should trend towards 7x
over the next 12-18 months in the absence of debt financed
acquisitions or distributions. Free cash flow to debt was slightly
below 6% for the same period and should grow to over 6% over the
next 12-18 months. McAfee's extensive hedging program has limited
the impact of rising interest rates on cash flow. While leverage
could increase if McAfee refinances the preferred stock with debt,
the impact should be modest if the company uses a significant part
of its cash on hand to fund the refinancing. McAfee had $1.04
billion of cash and marketable securities as of December 31, 2023.
RATINGS RATIONALE
McAfee's B2 CFR reflects the company's high leverage offset by a
strong growth profile, strong free cash flow generating
capabilities, and significant scale and leading position in the
consumer security software industry. Moody's expects that McAfee
will de-lever towards 7x over the next 12-18 months based on
continued revenue growth and margin improvements as non-recurring
costs wind down.
Moody's expects mid to high single digit growth over the next 12
– 18 months driven by consumer concerns over digital security and
the ongoing shift of consumers to a digital world. The consumer
security business is however less "sticky" than traditional
enterprise software and more susceptible to free alternatives and
changes in the popularity of PC's. Still, before the pandemic,
McAfee was able to grow revenues despite declining PC sales through
bundling of new products and services as well as a successful
multi-channel sales strategy. McAfee has often outpaced subscriber
growth and revenue growth compared to its competitors partly driven
by its diverse multi-channel sales approach. McAfee's solid
performance is also driven by branding strategies as well as
constant development and investment of new non-PC centric products,
all of which are critical to sustained growth in the consumer
security industry. While there is some potential for sizable
acquisitions, the company has historically relied on internal
development of products for growth.
Liquidity is very good supported by $1,038 million of cash and $1
billion in undrawn revolver capacity as of December 30, 2023. Free
cash flow in 2023 was over $500 million and is expected to remain
at similar or better levels over the next 12-18 months.
The stable outlook for McAfee reflects the likelihood of mid to
high single organic revenue growth, EBITDA margin expansion as
temporary charges wind down, and leverage trending to 7x and free
cash flow to debt exceeding 6% over the next 12-18 months. The
stable outlook accommodates a refinancing of the preferred provided
in most scenarios.
FACTORS THAT COULD CHANGE THE RATINGS UP OR DOWN
McAfee's ratings could be downgraded if performance significantly
weakens; market position deteriorates; the company pursues a large
debt funded acquisition or equity distribution; debt to EBITDA
(excluding cash and non-cash stock comp) is sustained above 7.5x or
free cash flow to debt falls below 2% for an extended period. The
ratings could be upgraded if revenue and EBITDA growth continue at
solid levels; debt to EBITDA (excluding cash and non-cash stock
comp) is maintained below 5.5x or free cash flow to debt exceeds
10%.
McAfee is a leading provider of consumer security software. The
company is headquartered in San Jose, CA. The company is owned by a
group of private equity investors including Advent, Permira and
Crosspoint. The company was acquired in March 2022. McAfee had
revenues of $2.4 billion in 2023.
The principal methodology used in these ratings was Software
published in June 2022.
MEDICI URGENT: Gary Murphey Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 21 appointed Gary Murphey as Subchapter
V trustee for Medici Urgent Care and Wellness Center, LLC.
Mr. Murphey will be paid an hourly fee of $400 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Murphey declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Gary Murphey
3330 Cumberland Blvd., Suite 500
Atlanta, GA 30330
Tel: 770-933-6855
Email: Murphey@RFSLimited.com
About Medici Urgent Care and Wellness Center
Medici Urgent Care and Wellness Center, LLC filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga.
Case No. 24-52950) on March 21, 2024, with $100,001 to $500,000 in
assets and $500,001 to $1 million in liabilities.
Michael D. Robl, Esq., at Robl Law Group, LLC represents the Debtor
as legal counsel.
MEDPLUS URGENT: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: MedPlus Urgent Clinic, LLC
d/b/a MedPlus
d/b/a Covenant Health
d/b/a MedPlus Family & Urgent Care
874 Barnes Crossing
Tupelo, MS 38804
Business Description: MedPlus Urgent offers urgent care and
wellness services with the convenience of
walk-in hours until 7 pm, 7 days a week.
The Company's family medical providers are
experienced in treating many acute illnesses
and minor injuries.
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Mississippi
Case No.: 24-11163
Debtor's Counsel: Craig, M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Tel: 601-427-0048
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Samantha Logan as managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/V7PZ5UA/MedPlus_Urgent_Clinic_LLC__msnbke-24-11163__0001.0.pdf?mcid=tGE4TAMA
MEGA SUNSET: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Mega Sunset, LLC
1313 Lavetta Terrace
Los Angeles, CA 90026
Business Description: Mega Sunset is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section 101
(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-13152
Judge: Hon. Neil W. Bason
Debtor's Counsel: Raymond H. Aver, Esq.
LAW OFFICES OF RAYMOND H. AVER, A PROFESSIONAL
CORPORATION
10801 National Boulevard, Suite 100
Los Angeles, CA 90064
Tel: (310) 571-3511
Email: ray@averlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ted Hsu as manager.
A copy of the Debtor's list of 20 largest unsecured creditors is
now available for download. Follow this link to get a copy today
https://www.pacermonitor.com.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/WAZOAHY/Mega_Sunset_LLC__cacbke-24-13152__0001.0.pdf?mcid=tGE4TAMA
MEXCALITO TACO-BAR: Wins Cash Collateral Access Thru May 7
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
authorized Mexcalito Taco-Bar, Inc. to use cash collateral, on an
interim basis, in accordance with the budget, through May 7, 2024.
The Debtor needs to use its cash collateral assets generated by the
restaurant in order to operate the day-to-day functions of a busy
restaurant, including but not limited to payment of utilities,
employee wages, and food inventory that are all crucial to the
restaurant business.
The Debtor proceeded with the Chapter 11 filing in order to invoke
the automatic stay and attempt to reorganize its debt and continue
its operations in light of (i) the decline and eventual closing of
the Debtor's Amherst, MA location; and (ii) certain short-term
business loans and Merchant Cash Advance agreements with daily and
weekly repayment terms that were overly burdensome to the Debtor
(and potentially in violation of Massachusetts usury laws).
The Debtor was impacted by COVID and rising costs, and the
profitability of the Amherst location decreased significantly in
2023 leading to reduced hours of operation. At the same time, the
Debtor opened its Northampton location in 2023, which was more
successful. However, both locations were part of the Debtor's
operations, and the Northampton location was forced to carry the
Amherst location financially. Much of the debt listed on the
Debtor's schedules was a result of the Amherst location trying to
stay financially afloat. At the end of 2023, the Amherst location
was closed.
Webbank/Toast Financial and Amsterdam Capital Group assert an
interest in the Debtor's cash collateral.
The Debtor estimates there is approximately $115,445 in other
unsecured debt outstanding as of the date of filing.
The Debtor estimates that, as of the Petition Date, the total value
of its primary assets (excluding goodwill or value as a going
concern), is approximately $73,075, which primarily includes: (i)
equipment and food inventory: (ii) cash on hand: (iii) accounts
receivable.
The Debtor's revenues at the Northampton location have remained
largely consistent throughout the past year, however the
difficulties of the Amherst location caused the Debtor to look at
alternative options for working capital. Starting in the summer of
2023, the Debtor entered into several Merchant Cash Advance
agreements, which are essentially short-term loans similar to
factoring contracts.
Furthermore, the Debtor had entered into several loan agreements
with Webbank Toast Capital that were tied to the Debtor's
point-of-sale systems and paid out of the Debtor's credit card
sales. The effective interest rates of these loans appear to be
usurious under Massachusetts law.
As adequate protection, the Debtor proposed that the most Senior
secured creditor, believed to be Webbank Toast Financial, receive a
continuing lien on all the Debtor's assets, including cash
collateral and post-petition accounts receivables, but only
recognized to the same extent and amount, and in the same priority,
that they were perfected and valid prepetition pursuant to 11
U.S.C. 361(2). Said replacement liens will also be recognized
only to the extent of diminution in the value of the Lienholders'
prepetition collateral constituting Cash Collateral resulting from
the Debtor's use thereof.
A further hearing on the matter is set for May 7 at 11 a.m.
A copy of the motion is available at https://urlcurt.com/u?l=4akyI6
from PacerMonitor.com.
A copy of the order is available at https://urlcurt.com/u?l=WjTaX6
from PacerMonitor.com.
About Mexcalito Taco-Bar, Inc.
Mexcalito Taco-Bar, Inc. operates a Mexican restaurant located at
271 Main Street, Northampton, MA known as Mexcalito Taco Bar, which
is open for lunch and dinner.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 24-30170) on April 16,
2024. In the petition signed by Antonio Marquez Diaz, president,
the Debtor disclosed up to $100,000 in assets and $500,000 in
liabilities.
Judge Elizabeth D. Katz oversees the case.
Robert E. Girvan III, Esq., at Weiner Law Firm, P.C., represents
the Debtor as legal counsel.
MFG PRESTIGE: Seeks Approval to Hire Vestcorp LLC as Accountant
---------------------------------------------------------------
MFG Prestige Auto Group seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Vestcorp, LLC as
accountant.
The firm's services include:
a. assisting the Debtor in connection with preparing and
filing of monthly operating reports; and
b. performing such other financial services for the Debtor, as
may be necessary and appropriate herein, including but not limited
to, filing tax returns, financial statements and other financial
reports.
The firm's current hourly billing rates are:
Managing Director $400
Principal $350
Accountant $250
Associate $195
As disclosed in a court filing, Vestcorp is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Irv Schwarzbaum, CPA
Vestcorp, LLC
623 Eagle Rock Avenue, Suite 364
West Orange, NJ 07052
Tel: (973) 787-0123
Email: ischwarzbaum@vestcorp.net
About MFG Prestige Auto Group
MFG Prestige Auto Group filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No.
24-11727) on Feb 23, 2024, listing $100,001 to $500,000 in assets
and $500,001 to $1 million in liabilities. Anthony Sodono, III,
Esq. at Mcmanimon, Scotland & Baumann, LLC represents the Debtor as
counsel.
MOXY RESTAURANT: Seeks Cash Collateral Access
---------------------------------------------
Moxy Restaurant Associates, Inc. asks the U.S. Bankruptcy Court for
the Southern District of New York for authority to use cash
collateral and provide adequate protection.
JPMorgan Chase Bank and U.S. Small Business Administration assert
an interest in the Debtor's cash collateral.
The Debtor entered into a Credit Agreement with JPMorgan Chase on
February 10, 2020 for a line of credit in the principal amount of
$50,000.
The Debtor entered into a security agreement in connection with
this credit agreement, which provided JPMorgan Chase with a
security interest in, inter alia, accounts and proceeds thereof.
JPMorgan Chase filed a UCC-1 with the NY Secretary of State with
respect to this security agreement on February 13, 2020, File
Number 202002135196560.
The Debtor entered into a second Credit Agreement with JPMorgan
Chase on December 27, 2023 for a line of credit in the principal
amount of $200,000. The Debtor entered into a security agreement
with this credit agreement, which provided JPMorgan Chase with a
security interest in, inter alia, accounts and proceeds thereof.
JPMorgan Chase filed a UCC-1 with the NY Secretary of State respect
to this security agreement on January 9, 2024, File Number
202401095046762.
The Debtor obtained two Paycheck Protection Program loans from the
U.S. Small Business Administration. The U.S. SBA filed a UCC-1 with
the NY Secretary of State on September 5, 2020, File Number
202009057527776, asserting a security interest in, inter alia,
accounts and proceeds thereof.
As of the Petition Date, JPMorgan Chase is owed $ 143,979 and the
U.S. SBA is owed $104,474.
As adequate protection for the Debtor's use of cash collateral, the
Debtor will grant replacement liens in all of its prepetition and
post-petition assets and proceeds, to the extent that the Lenders
have valid security interests in said pre-petition assets on the
Petition Date and in the continuing order of priority that existed
as of the Petition Date.
The Replacement Liens will be subject and subordinate only to: (i)
the claims of Chapter 11 professionals duly retained in the Chapter
11 cases and to the extent awarded pursuant to Sections 330 or 331
of the Code; (ii) United States Trustee fees pursuant to 28 U.S.C.
Section 1930 and 31 U.S.C. Section 3717 and any Clerk's filing
fees; (iii) fees and expenses incurred in connection with any
investigation of the nature, extent and validity of Lenders' liens
and security interests in an amount not to exceed $10,000; and (iv)
the fees and commissions of a hypothetical Chapter 7 trustee in an
amount not to exceed $10,000.
A copy of the motion is available at https://urlcurt.com/u?l=xW94lI
from PacerMonitor.com.
About Moxy Restaurant Associates Inc.
Moxy Restaurant Associates, Inc. operates as a full-service
restaurant in New York.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. N.Y. Case No. 24-10449) on March 19,
2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Thomas McCarthy, director, signed the
petition.
Judge Michael E. Wiles oversees the case.
Vincent Roldan, Esq., at Mandelbaum Barrett, PC represents the
Debtor as legal counsel.
MUFASA MEMPHIS: Seeks to Hire Toni Campbell Parker as Counsel
-------------------------------------------------------------
Mufasa Memphis Jewel, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Tennessee to hire the Law Offices
of Toni Campbell Parker to handle its Chapter 11 case.
Toni Campbell Parker, Esq., an attorney with Law Offices of Toni
Campbell Parker, will bill her hourly rate of $350 and paralegal
will bill $100 per hour, plus reimbursement for expenses incurred.
The attorney has received a retainer of $4,500 of which the counsel
paid the filing fee of $1,738 leaving retainer of $2,762.
Ms. Parker disclosed in a court filing that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The attorney can be reached at:
Toni Campbell Parker, Esq.
Law Offices of Toni Campbell Parker
45 North Third Ave., Ste. 201
Memphis, TN 38103
Telephone: (901) 483-1020
Email: Tparker002@att.net
About Mufasa Memphis Jewel
Mufasa Memphis Jewel, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. W.D. Tenn. Case No.
24-20921) on February 29, 2024, with $50,001 to $100,000 in assets
and $500,001 to $1 million in liabilities.
Judge Denise E. Barnett presides over the case.
Toni Campbell Parker, Esq., at the Law Office of Toni Campbell
Parker represents the Debtor as bankruptcy counsel.
N.E.L. TRUCKING: George Oliver Named Subchapter V Trustee
---------------------------------------------------------
Brian Behr, the U.S. Bankruptcy Administrator for the Eastern
District of North Carolina, appointed George Oliver as Subchapter V
trustee for N.E.L. Trucking, Inc.
About N.E.L. Trucking
N.E.L. Trucking, Inc. operates in the general freight trucking
industry.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-01205) on April 11,
2024, with $330,000 in assets and $1,019,517 in liabilities.
Michael W. Miller, president and owner, signed the petition.
Judge Pamela W. Mcafee presides over the case.
C. Scott Kirk, Esq. at Scott Kirk represents the Debtor as legal
counsel.
NOVABAY PHARMACEUTICALS: Gets NYSE Notice of Noncompliance
----------------------------------------------------------
NovaBay Pharmaceuticals, Inc. announced that it received a notice
from the NYSE American LLC stating that the Company is below
compliance with the NYSE American continued listing standards set
forth in Sections 1003(a)(ii) and (iii) of the NYSE American
Company Guide pursuant to stockholders equity. The Company must
submit a plan by May 18, 2024 advising of actions it has taken or
will take to regain compliance with the continued listing standards
by Oct. 18, 2025 in order to continue its listing on the NYSE
American.
The Company intends to submit a plan to regain compliance to the
NYSE American within the prescribed timeframe. The notice from the
NYSE American has no immediate effect on the listing or trading of
the Company's common stock, and the common stock will continue to
trade on the NYSE American. The notice does not affect the
Company's ongoing business operations or its reporting requirements
with the Securities and Exchange Commission.
About Novabay
Headquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com-- develops and sells scientifically
created and clinically proven eyecare and skincare products. The
Company's leading product, Avenova Antimicrobial Lid and Lash
Solution, or Avenova Spray, is proven in laboratory testing to have
broad antimicrobial properties as it removes foreign material
including microorganisms and debris from the skin around the eye,
including the eyelid.
San Francisco, California-based WithumSmith+Brown, PC, the
Company's auditor since 2010, issued a "going concern"
qualification in its report dated March 26, 2024, citing that the
Company has sustained operating losses for the majority of its
corporate history and expects that its 2024 expenses will exceed
its 2024 revenues, as the Company continues to invest in its
commercialization efforts. Additionally, the Company expects to
continue incurring operating losses and negative cash flows until
revenues reach a level sufficient to support ongoing growth and
operations. Accordingly, the Company has determined that its
planned operations raise substantial doubt about its ability to
continue as a going concern.
NUO THERAPEUTICS: Marcum LLP Raises Going Concern Doubt
-------------------------------------------------------
Nuo Therapeutics, Inc. disclosed in a Form 10-K Report filed with
the U.S. Securities and Exchange Commission for the fiscal year
ended December 31, 2023, that its auditor expressed that there is
substantial doubt about the Company's ability to continue as a
going concern.
Houston, Texas-based Marcum LLP, the Company's auditor since 2017,
issued a "going concern" qualification in its report dated April
19, 2024, citing that the Company has incurred significant losses
and needs to raise additional funds to meet its obligations and
sustain its operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
According to the Company, it has incurred, and continues to incur,
recurring losses and negative cash flows. For the years ended
December 31, 2023 and 2022, the Company had a net loss of
approximately $3.2 million in each year . As of December 31, 2023,
the Company had an accumulated deficit of approximately $29.9
million and cash and cash equivalents on hand of approximately $0.9
million.
"We believe based on the operating cash requirements and capital
expenditures expected for the next twelve months that our current
resources and projected revenue from sales of Aurix products are
insufficient to support our operations for the next 12 months. As
such, we believe that substantial doubt about our ability to
continue as a going concern exists," the Company said.
"Even assuming we succeed in raising sufficient additional funds in
the near future to avoid a cessation of business operations, we
require additional capital and will seek to continue financing our
operations with external capital for the foreseeable future. Any
equity financings may cause further substantial dilution to our
stockholders and could involve the issuance of securities with
rights senior to the common stock. Any debt financings may require
us to comply with additional onerous financial covenants and
restrict our business operations. Our ability to complete
additional financings is dependent on, among other things, market
reception of the Company and perceived likelihood of success of our
business model, the state of the capital markets at the time of any
proposed equity or debt offering, state of the credit markets at
the time of any proposed loan financing, and on the relevant
transaction terms, among other things. We may not be able to obtain
additional capital as required to finance our efforts, through
equity or debt financing, other transactions, or any combination
thereof, on satisfactory terms or at all. Additionally, any such
financing, if at all obtained, may not be adequate to meet our
capital needs and to support our operations," the Company said.
As of December 31, 2023, the Company had $1.9 million in total
assets, $838,732 in total liabilities, and $1.04 million in total
stockholders' equity.
A full-text copy of the Company's Form 10-K is available at
https://tinyurl.com/3nw59z2m
About Nuo Therapeutics Inc.
Nuo Therapeutics, Inc. is a regenerative therapies company focused
on developing and marketing products for chronic wound care
primarily within the U.S. It commercializes innovative cell-based
technologies that harness the regenerative capacity of the human
body to trigger natural healing.
ON SEMICONDUCTOR: Moody's Alters Outlook on 'Ba1' CFR to Positive
-----------------------------------------------------------------
Moody's Ratings affirmed ON Semiconductor Corporation's (ON Semi)
Ba1 Corporate Family Rating, Ba1-PD Probability of Default Rating,
and Ba2 rating on the senior unsecured notes. Moody's SGL-1
Speculative Grade Liquidity (SGL) rating is unchanged. The outlook
was revised to positive from stable.
The revision of the outlook to positive reflects Moody's
expectation that despite sharply lower revenues and profitability
during 2024 financial leverage will remain modest. Moreover, due to
the completion of capacity addition projects, capital expenditures
will decline from 19% of revenue in 2023 to the low teens percent
of revenues for the next several years. This reduction in capital
intensity will improve free cash flow (FCF) to over $700 million
annually over the next 12 to 18 months. This improved FCF, along
with ON Semi's robust liquidity, should provide a cushion should
the end market downturn be more severe than Moody's currently
anticipates.
A sharp decline in revenues across segments during the first half
of 2024 will only be partially offset by a modest recovery in
demand in the second half. Customers in all of ON Semi's end
markets are adjusting chip inventory to levels appropriate for the
soft demand they are facing for their products. Despite the lower
revenues and profitability, the company's financial leverage will
remain modest at less than 1.5x debt to EBITDA (Moody's adjusted)
and cash of at least $750 million over the next 12 to 18 months.
With the reduction in capital intensity, FCF to debt (Moody's
adjusted) will exceed the upper teens percent level over the
period.
RATINGS RATIONALE
ON Semi's Ba1 CFR reflects the company's strong market position,
with the second largest market share in the Power Discretes &
Modules semiconductor segment behind industry leader, Infineon
Technologies AG. ON Semi's strategy focuses on increasing exposure
to relatively high margin analog end markets (automotive and
industrial) that benefit from strong intermediate term secular
drivers. This approach, while reducing exposure to lower margin
markets, has produced higher sustainable profitability. Over the
past several years, ON Semi has increased internal capacity to
produce silicon carbide (SiC) substrates, packaged SiC chips, and
complete modules. This investment enhances ON Semi's product
offerings serving the electric vehicle (EV) and alternative energy
infrastructure market. These two end markets should continue to
benefit from strong secular drivers over the next few years. The
automotive market is undergoing a shift from internal combustion
engine (ICE) vehicles to EVs and alternative energy infrastructure,
including the quantity of green energy generation and EV charging
stations. Compared to ICE vehicles, EVs incorporate both increased
semiconductor content and greater demand for semiconductors based
on SiC substrates. ON Semi's strategy of focusing its image sensor
portfolio toward the automotive and industrial end markets has
provided the company with increased exposure to the intermediate
term secular drivers of advanced drivers assistance systems (ADAS)
and industrial automation. Moody's believes that ON Semi's strategy
of exiting subscale fabs and limiting the set of production process
nodes used at each remaining fab has enhanced operating efficiency,
leading to sustainably higher profit margins over time.
The CFR also considers the volatility of end market demand and the
resulting negative operating leverage resulting from ON Semi's
largely vertically-integrated manufacturing model. Demand from most
of ON Semi's end markets will decline sharply in the first half of
2024 due to customer inventory rebalancing. Given the weak
macroeconomy environment, the demand recovery in the second half
will be subdued. As a result, revenues will decline for both the
full year 2024 and over the next 12 to 18 months. Moody's expects
pressure on profit margins in 2024 due to the negative operating
leverage on the lower base of revenues and underabsorption of costs
due to underutilization of production capacity. The ramping of
image sensor capacity at ON Semi's East Fishkill fab will also
pressure profitability over the near term.
The positive outlook incorporates Moody's expectation that despite
ON Semi's revenues declining in the upper single digits percent
during 2024, due to the expected recovery in 2025, revenues will
only be down in the lower single digits over the next 12 to 18
months. Despite the lower revenues and profitability, Moody's
expects that adjusted debt to EBITDA will remain below 1.5x
(Moody's adjusted) through 2024. Given the reduced capital
intensity following the elevated spending in 2023, FCF will be
strong, with FCF to debt exceeding the upper teens percent level
(Moody's adjusted) over the next 12 to 18 months.
The Ba2 rating on the senior unsecured notes considers the absence
of collateral and the effective subordination to the $1.5 billion
senior secured revolver maturing 2028 (Revolver), which benefits
from collateral, including a first priority lien on all assets. The
Revolver has a collateral release provision triggered if two of
Standard & Poor's Rating Service, Fitch Ratings Inc., or Moody's
has assigned an investment grade rating to any class of senior
unsecured debt.
The Speculative Grade Liquidity (SGL) rating of SGL-1 reflects ON
Semi's very good liquidity. Moody's expects that ON Semi will keep
at least $750 million of cash and generate annual FCF of over $700
million over the next year. Liquidity is further supported by the
$1.5 billion Revolver, which had $375 million drawn as of December
31, 2023. The Revolver contains one financial maintenance covenant
as defined in the credit agreement: maximum total net debt to
EBITDA of 4x. Moody's expects that ON Semi will maintain compliance
with the financial maintenance covenant over the next year.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if:
-- EBITDA margins (Moody's adjusted) are sustained at least in the
upper twenties percent
-- Debt to EBITDA (Moody's adjusted) is maintained below 2x with
the expectation of ongoing conservative financial policies, and
-- ON Semi maintains a very good liquidity profile
The ratings could be downgraded if:
-- ON Semi loses market share, or
-- EBITDA margin is less than 20% (Moody's adjusted), or
-- ON Semi engages in debt funded share repurchases or
distributions, or highly-leveraging acquisitions, such that debt to
EBITDA (Moody's adjusted) is sustained above 3x
ON Semiconductor Corp. manufactures a broad array of discrete and
integrated circuit analog, mixed-signal, and logic semiconductors
and sensors, serving the automotive, industrial, mobile telephony,
and consumer electronics markets.
The principal methodology used in these ratings was Semiconductors
published in October 2023.
PATRIOT LINEN: Hires Prosperous Law Group as Bankruptcy Counsel
---------------------------------------------------------------
Patriot Linen Services, LLC asks the U.S. Bankruptcy Court for the
Central District of California to hire Prosperous Law Group, PC as
its general bankruptcy counsel.
The firm will render these services:
a. prepare the schedules and statement of financial affairs;
b. prepare the U.S. Trustee compliance;
c. work with the utilities with respect to any deposits that
may be necessary;
d. bring objections to proofs of claim as may be necessary;
e. assist the Debtor with respect to ongoing non-bankruptcy
actions including pending employment litigation claims against
Debtor in California Superior Court; and
f. provide all legal services required to assist the Debtor in
fulfilling its duties under 11 U.S.C. Sec. 1106 and 1107, including
all contested matters but excluding tax and securities related
services.
The firm will be paid at these rates:
David T. Tran $500 per hour
Principal $500 per hour
Associate $350 per hour
Paralegal $150 per hour
Taft Cleaners, LP provided a pre-petition retainer of $25,000.
As disclosed in the court filings, Prosperous Law and its attorneys
are disinterested persons and hold no interest adverse to the
Debtor, creditors, or the estate.
The firm can be reached through:
David T. Tran, Esq.
PROSPEROUS LAW GROUP, PC
3692 Katella Avenue, Suite B
Los Alamitos, CA 90720
Telephone: (562) 296-8750
Facsimile: (562) 296-8676
Email: dtran@prosperous-law.com
Email: admin@prosperous-law.com
About Patriot Linen Services
Patriot Linen Services LLC offers linen cleaning services in
Compton, Calif.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12114) on March 19,
2024, with $3,219,381 in assets and $2,343,094 in liabilities.
Mehrad Golshani, the Debtor's member and manager, signed the
petition.
Judge Neil W. Bason presides over the case.
David Tran, Esq., at Prosperous Law Group represents the Debtor as
bankruptcy counsel.
PINK BASKET: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Pink Basket, LLC
5800 Corporate Drive C14
Houston, TX 77036
Business Description: The Debtor is a children apparel wholesaler
and retail distributor.
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-31803
Judge: Hon. Jeffrey P. Norman
Debtor's Counsel: Anabel King, Esq.
WAUSON|KING
52 Sugar Creek Center Blvd Suite 325
Sugar Land TX 77478
Tel: (281) 242-0303
Email: aking@w-klaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Amit Singh 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/GIRTVPI/Pink_Basket_LLC__txsbke-24-31803__0001.0.pdf?mcid=tGE4TAMA
PINNACLE FOODS: Case Summary & 13 Unsecured Creditors
-----------------------------------------------------
Debtor: Pinnacle Foods of California LLC
764 P. St., Ste 105
Fresno, CA 93721
Business Description: The Debtor owns a commercial property
located at 3004 N. Blackstone Avenue,
Fresno, CA valued at $780,000 and a
commercial property located at 5227 E.
Kings Canyon Road, Fresno, CA valued at
$770,000.
Chapter 11 Petition Date: April 22, 2024
Court: United States Bankruptcy Court
Eastern District of California
Case No.: 24-11015
Judge: Hon. Rene Lastreto II
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
Total Assets: $2,077,748
Total Liabilities: $4,509,986
The petition was signed by Imran Damani as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 13 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/Y5ZALMA/Pinnacle_Foods_of_California_LLC__caebke-24-11015__0001.0.pdf?mcid=tGE4TAMA
RESIDEO TECHNOLOGIES: S&P Alters Outlook to Neg, Affirms 'BB+' ICR
------------------------------------------------------------------
S&P Global Ratings revised our outlook on Resideo Technologies Inc.
to negative from stable. At the same time, S&P affirmed all ratings
including its 'BB+' issuer credit rating.
S&P said, "We assigned our 'BB+' issue-level rating to Resideo's
$600 million term loan B. The recovery rating is '4', indicating
our expectation for average (30%-50%; rounded estimate 30%)
recovery for lenders in a payment default.
"The negative outlook reflects our forecast for acquisition spend
to drive S&P Global Ratings-adjusted leverage to the mid-3x area in
2024, well above our 3x downside threshold, and that it may remain
above 3x through 2025.
"S&P Global Ratings-adjusted leverage will remain above our 3x
downside threshold through 2025 under our forecast. While we
previously forecast Resideo's S&P Global Ratings-adjusted leverage
to be about 2.5x at the end of 2024, the proposed acquisition will
be leveraging for Resideo given it will be funded largely with
debt--a new $600 million term loan and $500 million in Series A
cumulative convertible preferred equity (issued to CD&R Channel
Holdings L.P.), which we consider as debt in our adjusted credit
measures. Further, Snap One's S&P Global Ratings-adjusted EBITDA
base is relatively small--we estimate around $125 million in 2023.
Resideo also plans to use around $300 million in balance sheet cash
to fund the acquisition.
"We now forecast 2024 S&P Global Ratings-adjusted leverage, pro
forma to include a full year of Snap One's EBITDA, to be in the
mid-3x area, well above our 3x downgrade threshold for Resideo at
the current rating, translating to heightened financial risk at the
current rating. We also forecast the company's S&P Global
Ratings-adjusted leverage to remain above 3x, albeit closer to the
mid to low-3x area, through 2025. We also include in our adjusted
debt amount our calculation of the present value of expected future
payments under the company's reimbursement agreement with
Honeywell, the present value of which reduces over time.
"Our forecast incorporates our assumption that moderate growth in
residential investment and GDP will support demand through 2025,
and that volumes will remain stable through 2025, particularly as
we expect the negative impacts from destocking in product channels
to wind down.
"We forecast Resideo's stand-alone revenue to be flat to down in
the low-single-digit percent area in 2024, incorporating Resideo's
business divestitures and the wind down of the company's ADT
contract, partially offset by moderating customer inventory
destocking across the industry. We assume Snap One's revenue is
relatively flat in 2024.
"We assume Resideo's S&P Global Ratings-adjusted EBITDA margin, pro
forma to include a full year of Snap One's operations, will benefit
from cost-out actions taken in 2022 and 2023, and the divestiture
of lower margin businesses in 2023. However, we believe costs to
achieve synergies from the Snap One acquisition will be higher than
synergies realized in the first year or so post-acquisition close
(anticipated in the second half of 2024). We assume that over time,
the company will achieve some of its anticipated $75 million in
cost synergies--particularly in areas of duplicative corporate
costs in the near term, and over time, in footprint consolidation.
"We forecast Resideo will continue to generate good levels of free
operating cash flow (FOCF) and will prioritize deleveraging over
the next 12-18 months. We forecast unadjusted FOCF to decline to
about $220 million in 2024, from $335 million in 2023. The decrease
is due to our assumption that working capital will be a modest use
of cash in 2024, compared to a $41 million source of cash in 2023,
and we also assume moderately higher capital expenditures (capex)
in 2024 to account for additional capex related to Snap One, which
modestly increases in 2025. We forecast FOCF generation will
improve in 2025 after absorbing a full year of Snap One's
operations and assuming working capital uses moderate. Under our
forecast, in 2025 Resideo will generate sufficient FOCF to fund
share repurchases and bolt-on acquisitions without increasing
leverage. That being said, our forecast assumes the company will
refrain from any meaningful discretionary spending until it reduces
its leverage toward 2023 levels, the high-2x area under our
adjusted leverage measures."
The acquisition moderately enhances Resideo's scale and product
breadth, but the company remains vulnerable to cyclicality and
generates lower EBITDA margin than similarly rated companies. Pro
forma for the completion of the acquisition of Snap One, Resideo's
revenue base under our forecast will grow by about 15%, to about
$7.2 billion. The acquisition will enhance Resideo's product
breadth, particularly within audiovisual product categories in the
company's ADI distribution segment, which is anticipated to absorb
the Snap One business. Further, Snap One's focus on residential end
markets will broaden ADI's reach since about two-third's of ADI's
current revenue is sold to commercial end markets.
Resideo's ADI distribution business is a leading global distributor
of low-voltage security products operating in a large (over $14
billion) global market. S&P believes ADI's good scale in terms of
its global footprint and wide selection of brands, along with its
customer service offerings for system design and product selection,
support its good position in its market. Nevertheless, Resideo's
consolidated S&P Global Ratings-adjusted EBITDA margin, around 12%,
is lower than many similarly rated companies, whose adjusted EBITDA
margins are generally at least in the mid-teens percent area.
Resideo's lower EBITDA margin is due in part to its distribution
business because distributors generally capture lower EBITDA
margins. Further, Resideo remains vulnerable to demand cyclicality
given the company's reliance on residential and commercial
construction and consumer spending.
S&P said, "The negative outlook reflects our forecast for
acquisition spend to drive S&P Global Ratings-adjusted leverage to
the mid- to high-3x area in 2024, well above our 3x downside
threshold, and that it may remain above 3x through 2025.
"We could lower ratings if S&P Global Ratings-adjusted leverage
does not improve toward 3x or better in 2025. This would likely
occur if the company were unable to achieve margin improvement from
cost-out actions taken in prior periods, if costs to achieve
synergies are materially higher than we assume, if discretionary
spending is higher than we assume, or if the macroeconomic
environment is weaker than we expect and leads to lower demand
levels.
"We may consider revising the outlook to stable if we expect
Resideo's S&P Global Ratings-adjusted leverage to remain under 3x,
including returns to shareholders and acquisitions."
ESG credit factors have no material influence on S&P's credit
rating analysis for Resideo.
SIENTRA INC: Unsecureds to Get Share of Distributable Assets
------------------------------------------------------------
Sientra Inc. and its Affiliated Debtors filed with the U.S.
Bankruptcy Court for the District of Delaware a Combined Disclosure
Statement and Joint Chapter 11 Plan dated April 15, 2024.
Founded in 2003, and headquartered in Irvine, California, the
Company is a surgical aesthetics company focused on empowering
people, with the Company's products, to change their lives through
increased self-confidence and self-respect, and providing greater
choices to plastic surgeons and patients in need of surgical
aesthetics products.
In accordance with the Bid Procedure Order, on March 28, 2024, the
Debtors held an inperson auction at the offices of Kirkland & Ellis
LLP in New York City. After multiple rounds of bidding and
revisions to proposals that benefitted the estate, at the
conclusion of the auction and following consultation with the
Consultation Parties, the Debtors determined that Tiger Aesthetics
Medical, LLC was the successful bidder for substantially all of the
Assets, except for the Assets relating to the Biocorneum business,
as to which Nuance Intermediary, LLC was declared the successful
bidder.
Together, the Nuance Sale Transaction and the Tiger Sale
Transaction provide for a sale of substantially all of the Debtors'
assets for an aggregate purchase price of $50.5 million. On April
10, 2024, the Bankruptcy Court approved the Sale Transactions
following notice and a hearing.
The Plan is a joint chapter 11 plan providing for a Plan
Administrator to liquidate or otherwise dispose of the remaining
assets of the Debtors and Estates in accordance with the Plan (to
the extent such assets were not previously monetized to Cash or
otherwise transferred by the Debtors prior to the Effective Date),
with the agreement of the Prepetition First Lien Lenders to fund
the Plan in part through use of cash collateral and other
concessions and consideration. The Plan Administrator shall attempt
to liquidate, diligently and for the highest value reasonably
possible, the remaining Distributable Assets. The Debtors or the
Plan Administrator may liquidate or abandon the Distributable
Assets, including Causes of Action, based on the Debtors' or the
Plan Administrator's business judgment, without the need for
further order of the Bankruptcy Court.
The Debtors or the Plan Administrator will distribute all net
proceeds to creditors, including payment on behalf of all Allowed
DIP Facility Claims, Prepetition First Lien Secured Claims,
Administrative Expense Claims, Priority Tax Claims, Other Priority
Claims (Class 1), and Other Secured Claims (Class 2) (subject to
the Debtors' election of alternative treatments under the Plan and
solely to extent of the value of the collateral which secured such
Claims), generally in accordance with the priority scheme under the
Bankruptcy Code, subject to the terms of the Plan (including the
Prepetition First Lien Lenders' agreement to use their collateral
as provided for in the Plan). There will be no distributions to
Holders of Interests, and Interests in Sientra, including common
stock thereof, will be cancelled and extinguished.
In these Chapter 11 Cases, the Debtors have already liquidated
substantially all of their respective assets, excluding Causes of
Action that have not been waived or settled in accordance with or
pursuant to the Plan, in connection with the Sale Orders, which
effectuated a sale of substantially all of the Debtors' assets to
Tiger and Nuance. The net proceeds remaining from such prior
liquidations, together with the net proceeds from the sale or other
disposition of the remaining assets of the Estates after the
Effective Date, will be used to fund recoveries under the Plan to
creditors. As of the Effective Date, the Debtors and Plan
Administrator will be funded with all the remaining assets of the
Debtors (except for certain carveouts including the Professional
Fee Reserve) in accordance with the Wind-Down Budget.
Holders of Prepetition First Lien Secured Claims (Class 3) shall be
entitled to Prepetition First Lien Deficiency Claims.
Holders of General Unsecured Claims (Class 4), including
Prepetition First Lien Deficiency Claims and DIP Facility
Deficiency Claims, shall receive their Pro Rata share of the
Distributable Assets after the Effective Date, if any, pursuant to
the Waterfall Recovery.
The Plan does not contemplate substantive consolidation of the
Debtors. In a Chapter 7 proceeding, absent such consent, Holders of
General Unsecured Claims would likely receive no distribution on
account of their Claims.
Lastly, the Holders of Intercompany Claims (Class 5), Intercompany
Interests (Class 6), Interests in Sientra (Class 7), and Section
510(b) Claims (Class 8) will not receive any distributions or
property under the Plan.
Cash on hand, borrowings under the DIP Facility, the Distributable
Assets, if any, the Wind-Down Amount, the Tiger Note, the Debtors'
rights under the Sale Transaction Documentation, payments made
directly by the Purchasers on account of any assumed liabilities
under the Sale Transaction Documentation, payments of Cure Costs
made by the Purchasers pursuant to sections 365 or 1123 of the
Bankruptcy Code, the return of any utility deposits as set forth in
orders of the Bankruptcy Court, and all Causes of Action not
previously settled, released, or exculpated under the Plan, if any,
shall be used to fund the distributions to Holders of Allowed
Claims against the Debtors in accordance with the treatment of such
Claims and subject to the terms provided herein.
Unless otherwise agreed in writing by the Debtors, the DIP Lenders,
the Prepetition First Lien Secured Parties, and the applicable
Purchaser, distributions required by this Plan on account of
Allowed Claims that are assumed liabilities by the Purchasers
pursuant to the terms of the applicable Sale Orders shall be the
sole responsibility of the Purchasers to the extent such Claim is
Allowed against the Debtors.
A full-text copy of the Combined Disclosure Statement and Plan
dated April 15, 2024 is available at https://urlcurt.com/u?l=LxhWwu
from Epiq Corporate Restructuring, LLC, claims agent.
Co-Counsel to the Debtors:
Laura Davis Jones, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
Wilmington, DE 19801
Tel: (302) 652-4100
Fax: (302) 652-4400
Email: ljones@pszjlaw.com
Nicole L. Greenblatt, Esq.
Kirkland & Ellis LLP
Kirkland & Ellis International, LLP
601 Lexington Avenue
New York, NY 10022
Telephone: (212) 446-4800
Facsimile: (212) 446-4900
Email: nicole.greenblatt@kirkland.com
About Sientra Inc.
Sientra Inc. is a surgical aesthetics company in Irvine, Calif.
Sientra and its affiliates filed Chapter 11 petitions (Bankr. D.
Del. Lead Case No. 24-10245) on Feb. 12, 2024. Ronald Menezes,
president and chief executive officer, signed the petitions.
As of Sept. 30, 2023, Sientra reported $139,933,000 in assets and
$171,978,000 in liabilities.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Kirkland & Ellis and Pachulski Stang Ziehl &
Jones, LLP as legal counsels; Berkeley Research Group, LLP as
restructuring advisor; and Miller Buckfire and unit Stifel as
investment banker. Epiq Corporate Restructuring, LLC is the claims
and noticing agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
SIX FLAGS: Moody's Rates New $850MM Senior Secured Notes 'Ba2'
--------------------------------------------------------------
Moody's Ratings assigns a Ba2 rating to Six Flags Theme Parks
Inc.'s new $850 million senior secured notes due 2032 with Six
Flags Entertainment Corporation ("Six Flags") as a co-borrower. The
net proceeds from the notes will be used to fully refinance the
existing backed senior secured bank credit facility (both the
Revolver and Term Loan B) and partially refinance the existing
backed senior secured notes due 2025 issued by Six Flags Theme
Parks Inc. The transaction is leverage neutral so pro forma
leverage for Six Flags Entertainment Corporation will remain at
6.6x (including Moody's Ratings standard adjustments) as of FYE
2023. The new notes were also placed on review for upgrade. All
other credit ratings including the existing B2 Corporate Family
Rating and B2-PD probability of default rating, which remain on
review for upgrade, are unchanged. The review for upgrade reflects
the potential for an improvement in the credit profile in
connection with the pending merger with Cedar Fair, L.P. ("Cedar
Fair", B1 CFR on review for upgrade) which Moody's expect to close
in late Q2.
RATINGS RATIONALE
The combined company is expected to benefit from greater scale as
it will become the largest regional theme park operator in the US,
with a geographically more diversified portfolio of 27 amusement
parks, 15 water parks and 9 resort properties across 17 states in
the U.S., Canada, and Mexico. This diversification will partially
mitigate the impact of seasonality and volatility. Management also
anticipates that it will be able to achieve $120 million in cost
synergies over two years and $80 million in new revenue synergies
within three years, resulting in greater financial flexibility. The
result along with increasing free cash flow for park investment and
debt reduction should lead to deleveraging, a stated management
goal.
"Moody's believe that merging two of the US's largest regional
theme park owners into a leading industry provider of out of home
entertainment will enable the combined company to capitalize on the
new found scale, and optimize revenue strategies and cost
efficiencies," stated Neil Begley, Moody's Ratings Senior Vice
President.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Given that the company is on review for upgrade, it is unlikely
that the ratings would face a downgrade. The review will focus on
the benefits of greater scale, improved diversification and
seasonal and weather risk mitigation, cost and revenue synergy
opportunities, and financial policies in connection with
management's goal of reducing net debt to EBITDA leverage to around
3.0x (before Moody's Ratings adjustments). The review will also
focus on meeting the regulatory hurdles for completion of the
acquisition and the specific plans and structure for each of the
two companies current outstanding debt which could impact notching.
Should the debt be structured such that the two silos are pari
passu with respect to the combined company's assets and cash flows
which Moody's expect, Moody's Ratings would expect to equalize the
ratings across each class. As Cedar Fair's CFR is B1 and on review
for upgrade, an upgrade of Six Flags's CFR of one or two notches is
possible upon closing of the transaction.
Six Flags Entertainment Corporation, with its headquarters in
Arlington, TX, is a regional amusement park company that currently
operates 27 North American theme and waterparks. The park portfolio
includes 24 wholly-owned facilities (including parks near New York
City, Chicago and Los Angeles) - as well as three consolidated
partnership parks - Six Flags over Texas (SFOT), Six Flags over
Georgia (SFOG), and White Water Atlanta. Six Flags currently owns
54.1% of SFOT and 31.5% of SFOG/White Water Atlanta. In addition,
the company has international licensing agreements in Saudi Arabia.
Revenue including full consolidation of the partnership parks was
approximately $1.43 billion as of FYE 2023.
The principal methodology used in this rating was Business and
Consumer Services published in November 2021.
SKYBELL TECH: Star Mountain Marks $4.6MM Loan at 50% Off
--------------------------------------------------------
Star Mountain Lower Middle-Market Capital Corp has marked its
$4,683,036 loan extended to SkyBell Technologies, Inc to market at
$2,341,518 or 50% of the outstanding amount, as of December 31,
2023, according to a disclosure contained in Star Mountain's Form
10-K for the Fiscal year ended December 31, 2023, filed with the
Securities and Exchange Commission.
Star Mountain is a participant in a First Lien Senior Secured Term
Loan to SkyBell Technologies, Inc. The loan matures on December
13, 2024.
Star Mountain is an externally managed, closed-end management
investment company and has elected to be regulated as a business
development company under the Investment Company Act of 1940, as
amended.
Star Mountain is led by Brett A. Hickey, Chief Executive Officer
and President; and Christopher J. Gimbert, Chief Financial Officer.
The fund can be reach through:
Star Mountain Lower Middle-Market Capital Corp
140 E. 45th Street, 37th Floor
New York, NY 10017
Tel: (212) 810-9044
SkyBell is a manufacturer of Wi-Fi video doorbells with video
camera, speaker, microphone and motion sensor, allowing users to
see, hear and speak with visitors from their iOS and Android
devices.
SPRINGFIELD MEDICAL: Unsecureds Will Get 3% via Quarterly Payments
------------------------------------------------------------------
Springfield Medical Aesthetic PC filed with the U.S. Bankruptcy
Court for the Eastern District of New York a Disclosure Statement
for Plan of Reorganization dated April 15, 2024.
The Debtor is a professional corporation organized under the laws
of the State of New York. The principal of the corporation is Dr.
Emmanuel O. Asare.
The Debtor is in the business of cosmetic surgery with a specialty
in SmartLipo and gynecomastia. The Debtor performs the procedures
at its Long Island and New York City offices.
On August 31, 2023, the Debtor filed its small business Chapter 11
proceeding to be afforded an opportunity to work out its debts and
claims stemming from problems that arose as of a result of a
contempt proceeding filed by the Department of Justice.
The Debtor has continued to operate its business and has operated
profitably during the Chapter 11 Case. As a result of the Debtor's
improvement in operations, the Debtor is now in a position to
successfully emerge from Chapter 11 and effectuate the Plan.
Class 3 consists of 13 holders of Allowed General Unsecured Claims.
This Class totals approximately $1,125,092.00. This Class includes
the partially unsecured claim of the Small Business Administration
in the amount of $780,731.47. This class also consists of the
undersecured claims of Merc Funding and the United States
Department of Justice.
This class will be paid $56,258.00 or 3% of its Allowed Claims with
quarterly payments commencing within 30 days of the effective date
of the Plan. This class will receive a total of $56,258.00 payable
in twenty equal, consecutive, quarterly payments of $2,812.90 each
commencing 30 days after the effective date of the Plan. This class
is impaired.
Emmanuel O. Asare, the sole member of the Debtor's P.C. has
contributed $10,000 of new value to the Debtor. In exchange for
this capital contribution he shall retain his 100% interest in the
Debtor.
The Plan shall be effectuated from a new value contribution of
$10,000.00 from Emmanuel O. Asare. The balance of the payments are
to be funded from ongoing business operations. The payments to be
paid under the Plan to Class 1 will be $5,713.50 a month and the
payments for Class 2 will be $800.00. The payments to be paid under
the Plan to Class 3 will be $2,812.90 per quarter for twenty
consecutive quarters (equal to $937.63 per month). Accordingly, the
combined monthly payments will be $7,451.13.
A full-text copy of the Disclosure Statement dated April 15, 2024
is available at https://urlcurt.com/u?l=6Ayplh from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Heath S. Berger, Esq.
BERGER FISCHOFF SHUMER WEXLER & GOODMAN LLP
6901 Jericho Turnpike #230
Syosset, NY 1179
Phone: (800) 806-1136
Email: hberger@bfslawfirm.com
About Springfield Medical Aesthetic
Springfield Medical Aesthetic P.C. operates a general medical and
surgical hospital.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 23-73221) on August 31,
2023. In the petition signed by Emmanuel O. Asare, president, the
Debtor disclosed $13,448 in total assets and $1,421,650 in total
liabilities.
Judge Robert E. Grossman oversees the case.
Heath S. Berger, Esq., at Berger, Fischoff, Shumer, Wexler &
Goodman, LLP, represents the Debtor as legal counsel.
SRPC PROPERTIES: Seeks to Hire Keller Williams as Broker
--------------------------------------------------------
SRPC Properties, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Wyoming to employ Keller Williams Coastal Bend
as its broker.
The broker will assist the Debtor with the preparation, marketing,
and sale of its property located at 10638 Kingwood Dr., Corpus
Christi, TX.
Keller Williams' compensation for services is set at 5 percent as a
broker's commission.
Robert Ellis, a partner at Keller Williams Coastal Bend, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Robert Ellis
Keller Williams Coastal Bend
4518 Everhart Rd Ste. 101
Corpus Christi, TX 78411
Tel: (361) 225-7900
About SRPC Properties, LLC
SRPC Properties, LLC is in the business of purchasing investment
properties. The company is based in Cheyenne, Wyo.SRPC filed
Chapter 11 petition (Bankr. D. Wyo. Case No. 23-20180) on May 25,
2023, with $2,694,635 in assets and $1,725,437 in liabilities.
Shirley Carson, member, signed the petition.
Judge Cathleen D. Parker oversees the case.
Bradley T. Hunsicker, Esq., at Markus Williams Young and Hunsicker,
represents the Debtor as legal counsel.
STALWART PLASTICS: Seeks to Hire Stone & Baxter, LLP as Counsel
---------------------------------------------------------------
Stalwart Plastics, Inc. seeks approval from the U.S. Bankruptcy
Court for the Middle District of Georgia to hire to employ Stone &
Baxter, LLP as its counsel.
The Debtor requires legal counsel to:
(a) give advice regarding the powers and duties of the Debtor
in the continued operation of the business and management of the
Debtor;
(b) prepare legal papers;
(c) continue existing litigation, if any, to which the Debtor
may be a party and conduct examinations incidental to the
administration of its estate;
(d) take any and all necessary actions for the proper
preservation and administration of the Debtor's estate;
(e) assist the Debtor with the preparation and filing of its
statement of financial affairs and schedules and lists as are
appropriate;
(f) take whatever actions are necessary with reference to the
use by the Debtor of its property pledged as collateral and to
preserve the same for the benefit of the Debtor and secured
creditors;
(g) assert, as directed by the Debtor, all claims the Debtor
has against others;
(h) assist the Debtor in connection with claims for taxes made
by governmental units;
(i) assist the Debtor in preparation of its Plan of
Reorganization and confirmation thereto; and
(j) perform all other legal services for the Debtor as it may
deem necessary.
The hourly rates of the firm's counsel and staff are as follows:
Attorneys $220-$450
Paralegals/Research Assistants $135
In addition, the firm will seek reimbursement for expenses.
David Bury, Jr., Esq., a partner at Stone & Baxter, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
David L. Bury, Jr., Esq.
G. Daniel Taylor, Esq.
STONE & BAXTER, LLP
577 Mulberry Street, Suite 800
Macon, GA 31201
Telephone: (478) 750-9898
Facsimile: (478) 750-9899
Email: dbury@stoneandbaxter.com
dtaylor@stoneandbaxter.com
About Stalwart Plastics, Inc.
Stalwart Plastics, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Ga. Case No. 24-40194) on March
29, 2024. In the petition signed by Angelina Valero, chief
financial officer, the Debtor disclosed up to $50 million in both
assets and liabilities.
David L. Bury, Jr., Esq., at STONE & BAXTER, LLP, represents the
Debtor as legal counsel.
SUMMIT PUBLIC SCHOOLS: Moody's Affirms 'Ba3' Revenue Bond Rating
----------------------------------------------------------------
Moody's Ratings has revised the outlook of Summit Public Schools
Obligated Group, CA to positive from negative. Concurrently, the
obligated group's Ba3 revenue bond rating has been affirmed. The
Ba3 rating and positive outlook affect roughly $10.4 million
outstanding charter school revenue bonds.
The revised positive outlook is driven by recent actions taken by
the charter network to shed credit risk associated with closure of
the Summit Denali High School. The high school was originally a
part of the Obligated Group whose revenue was pledged to the
repayment of bonds issued in 2017. The subsequent Denali closure,
sale and partial defeasement of outstanding related revenue bonds
will relieve financial pressure on the Home Office and result in a
strengthening annual debt service coverage.
RATINGS RATIONALE
The Ba3 rating reflects a balance between the charter school
network's solid operating liquidity and stable enrollment trends at
Summit Shasta, the lone remaining school in the Obligated Group,
against the total charter network's stagnant overall demand and
relatively high historical reliance on philanthropic donations to
sustain network operations and capital costs. Additionally factored
is the relatively low charter renewal risk of Summit Shasta, along
with the expectation of healthy annual debt service coverage of
outstanding revenue bonds.
RATING OUTLOOK
The positive outlook reflects the potential of further credit
strengthening over the next year should the Obligated Group and
total charter school network meet near term financial targets. The
offloading of the underperforming Summit Denali high school and
middle school (which was not a part of the Obligated Group) is
expected to relieve financial pressure on the Home Office and
significantly improve operating margins.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING
-- Sustained strengthening of the Obligated Group and network's
competitive profile as demonstrated by increased enrollment,
waitlist demand, and/or academic performance
-- Durable improvement in operating performance including debt
service coverage at both the Obligated Group and total network
-- Maintenance of healthy available operating cash reserves across
the Obligated Group and total network
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING
-- Weakened competitive profile across the Obligated Group and
network as demonstrated by decreased enrollment, reduced waitlist
demand, and/or falling academic performance
-- Inability to improve on the Obligated Group and network's
operating margins
-- Material narrowing of available operating cash reserves or debt
service coverage
LEGAL SECURITY
Lease payments from Obligated Group members to the Community High
School Foundation (CHFS), a California nonprofit corporation,
represent the source of repayment under the Loan Agreement. The
Obligated Group consists of the Summit Public Schools (SPS) Home
Office, along with Summit Shasta, a high school serving grades
9-12. The Home Office revenue is derived from the management fee
SPS charges its member schools (obligated and non-obligated
schools), which equals a percentage of state apportionment
revenue.
Serving as a credit strength, payment obligations under separate
leases with each member of the Obligated Group are
cross-collateralized, and the Trustee is authorized to charge
additional rents to Obligated Group members, if required.
Additionally, pledged gross management revenue of all obligated and
non-obligated schools and state aid apportionment of the obligated
schools is intercepted directly to the Trustee.
PROFILE
Summit Public Schools operates nine charter schools serving grades
6-12, six in the San Francisco Bay Area and three in Washington
State. Each of the schools pays a management fee to the Summit
Public Schools Home Office equal to a percentage of projected state
education apportionment revenues prior to the beginning of each
school year. Systemwide enrollment is approximately 3,700 students
for the 2023-2024 school year.
The Summit Public Schools Obligated Group, for which the Series
2017 bonds were issued, currently consists of the Summit Public
Schools Home Office, along with Summit Shasta, a high school
located in Daly City, CA serving grades 9-12. Jefferson Union High
School District serves as Summit Shasta's authorizer. The obligated
group had previously included Summit Denali High School, but that
school was closed following the 2022-2023 school year, and the
facility and site were sold in August 2023. Obligated Group
enrollment is approximately 450 students for fiscal 2024.
METHODOLOGY
The principal methodology used in this rating was US Charter
Schools published in April 2024.
SUNMEADOWS LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Sunmeadows, LLC
655 Avenida Sevilla
Unit C
Laguna Woods, CA 92637-4000
Chapter 11 Petition Date: April 22, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-11012
Debtor's Counsel: Robert P. Goe, Esq.
GOE FORSYTHE & HODGES LLP
17701 Cowan
Building D, Suite 210
Irvine, CA 92614
Tel: (949) 798-2460
Email: rgoe@goeforlaw.com
Estimated Assets: $50 million to $100 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by William Lo as manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/SHVRAJA/Sunmeadows_LLC__cacbke-24-11012__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. RR1050, LLC $36,103,510
c/o National
Registered Agents, Inc
1209 Orange Street
Wilmington, DE 19801
William Southworth, Manager
Email: bill@builder.capital
Phone: (443) 949-7120
2. Ambient Communites LIC Project $1,000,000
179 Calle Magdalena Management
#201 Fee
Encinitas, CA 91024
Robert Anselmo
Email: ranselmo@ambient.email
Phone: (6190 890-2349
3. James R Pickett Member Loan $965,059
36875 Pauba Road
Temecula, CA 92592
Email: jmspickett@gmail.com
Phone: (951) 326-0280
4. DPFG, Inc. Accounting/CFD $300,000
26840 Aliso Viejo Consulting Fees
Parkway #110
Aliso Viejo, CA
92656
Brett Foreman
Email: brettforeman15@gmail.com
Phone: (949) 573-8805
5. Lake Cadena Investments Ltd. Settlement $300,000
c/o Jeffrey A. Kaplan Agreement
10877 Wilshire Blvd,
Ste 1520
Los Angeles, CA 90024
Jeffrey A. Kaplan
Email: jeffrey.kaplan@tatumkaplan.com
Phone: (310) 208-0075-019
6. K&A Engineering, Inc. Vendor $293,200
357 N. Sheridan,
Suite 117
Corona, CA 92880
Amir Fallahi
Email: amirF@kaengineering.com
Phone: (951) 279-1800-112
7. Schoff Enterprises Preferred $174,166
9557 Hildreth Lane Member Loan
Fenandina Beach, FL
32034
Jim Schoff
Email: jshoff@shoffent.com
8. Colton Unified $50,000
School District
1212 Valencia Drive
Colton, CA|92324-1798
Tell: (909) 580-5000 (or 6642)
9. Bryan Avilla Promissory $38,958
14271 Jeffrey Road Note
#370
Irvine, CA 92620
Email: bavilla@newbridgehomes.com
Phone: (619) 723-5485
10. Ambient Pacific LLC Loan $22,635
- Wade Hall
179 Calle Magdalena
#201
Encinitas, CA 91024
11. Rich Valdez Promissory Note $18,736
31805 Temecula Parkway
#129
Temecula, CA 92592
Email: vslengineering@gmail.com
Phone: (951) 660-5860
12. John Foreman Loan From $10,547
Family Trust Member
26895 Aliso Creek Road
#B-533
Aliso Viejo, CA
92656
Brett Foreman
Email: brettforeman15@gmail.com
Phone: (949) 573-8805
13. Hua Liu Member Loan $10,000
110 Livingston Place
Ladera Ranch, CA 92694
Hus Liu
Email: hualiu2004@gmail.com
Phone: (949) 419-5265
14. Huilite, LLC Loan From $6,302
110 Livingston Pl Member
Ladera Ranch, CA
92694
15. Mike Roquet K-Rail Rental $6,240
P.O. Box 539
Highland, CA 92346
Email: mike@mrci-const.com
Phone: (949) 428-1400 -221
16. Utility Specialists Vendor $5,000
4429 Moreno Blvd.
San Diego, CA 92117
Tobi K. Kunz
Email: tkk@utilitySpecialists.com
Phone: (858) 866-8516
17. Helix Environmental Vendor $4,000
Planning
7578 El Cajon Blvd.
Suite 200
La Mesa, CA 91942
Amir Morales
Email: amirm@helixepi.com
Phone: (949) 573-9450
18. Joyce Lee Loan From $3,013
26895 Aliso Creek Road Member
#B533
Aliso Viejo, CA
92656
Email: bjoycela@yahoo.com
Phone: (949) 741-4274
19. DAM-RCE, Inc. Vendor $2,537
986 Peppervilla Court
El Cajon, CA 92021
Don Mitchell
Email: dmitchell@damrce.com
Phone: (619) 244-8481
20. Judy Nguyen Loan From $1,190
25639 Pacific Circle Member
Mission Viejo, CA
92692
Email: judyng1@yahoo.com
SYSTEM ENERGY: S&P Alters Outlook to Positive, Affirms 'BB' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on System Energy Resources
Inc. (SERI) to positive from negative and affirmed all its ratings
on SERI, including its 'BB' issuer credit rating.
The positive outlook reflects the company's recent settlements
regarding the multiple proceeding pending before FERC. These
settlements support the company's future cash flow stability and
predictability.
The announced settlement reduces the uncertainty of potential
future claims.
SERI has faced multiple complaints from the Mississippi Public
Service Commission (MPSC), the Arkansas Public Service
Commission(APSC), the NOCC, and the Louisiana Public Service
Commission (LPSC). The complaints included a high authorized return
on equity and equity capital structure as well as capital spending
for a nuclear uprate and the calculation of rate base. The MPSC and
the APSC settled all claims with the company in November 2022 and
March 2024, respectively. Following the FERC's approval of the NOCC
settlement, only the LPSC complaint would remain outstanding. The
MPSC complaint accounted for about 40% of the total claims, the
APSC's complaint accounted for about 25%, the NOCC's complaint
accounted for about 20%, and the LPSC's complaint accounts for
about 15%. Accordingly, if the FERC approves the NOCC settlement,
total claims against SERI would be reduced by about 85%.
The terms of the NOCC settlement are similar to those of the MPSC
and APSC agreements. The NOCC settlement provides for a refund of
about $116 million to Entergy New Orleans' (ENO) ratepayers. Also,
beginning in June 2024, ENO customers rates will reflect a lower
authorized return on equity (ROE) of 9.65%, and an equity capital
structure of 52%. Previously, the authorized ROE was set at 10.94%
and based on actual equity capital structure which ranged from 60%
to 63%.
S&P continues to assess SERI's business risk profile as
satisfactory.
This is based on the company's good operating record and off-take
agreement with Entergy's affiliates. The company's rates are
subject to FERC regulation and are set using a formulaic approach.
S&P said, "We view FERC as one of the most credit-supportive
regulatory constructs. However, we assess the company at the lower
end of the range for its business risk profile category, relative
to peers, reflecting the multiple proceedings pending before the
FERC, which in our view weakens SERI's effective management of its
regulatory risk. Further increasing business risk is the company's
operating risks associated with nuclear power and the significant
resource concentration in a single nuclear asset, the Grand Gulf
Nuclear Plant. The degree of resource concentration is unusual
among its peers and, in our view, involves significantly greater
risk compared to peers."
The positive outlook reflects SERI's recent settlements regarding
the multiple proceeding pending before FERC. These settlements
support the company's future cash flow stability and
predictability. Under S&P's base case we expect SERI's stand-alone
funds from operations (FFO) to debt will reflect about 25% through
2026.
S&P could affirm the rating and revise the outlook to stable over
the next 12 months if the NOCC settlement is not approved by the
FERC.
S&P could raise its ratings on SERI by one notch over the next 12
months if the NOCC settlement is approved by the FERC, reducing the
company's future cash flow uncertainty.
TAYLOR MORRISON: Moody's Hikes CFR & Senior Unsecured Notes to Ba1
------------------------------------------------------------------
Moody's Ratings upgraded the corporate family rating of Taylor
Morrison Communities, Inc. to Ba1 from Ba2, its probability of
default rating to Ba1-PD from Ba2-PD and the senior unsecured notes
rating to Ba1 from Ba2. The ratings outlook is maintained at
stable.
"The upgrade considers further deleveraging in 2024 due to higher
expected retained earnings, which will provide Taylor Morrison with
enhanced financial flexibility and resiliency in an inherently
volatile sector," says Griselda Bisono, Moody's Ratings' Vice
President-Senior Analyst. Moody's Ratings expects the company's
gross debt-to-book capitalization to decline to around 26% by the
end of 2024. Moody's Ratings also expects the homebuilding sector
to experience solid demand in 2024 as the inventory of existing
homes remains low amid a higher interest rate environment. "The
stable outlook reflects Moody's expectation that Taylor Morrison
will maintain a conservative financial policy, which includes
operating within the company's stated leverage target of net
debt-to-book capitalization between 15-20% through business
cycles," adds Bisono. The stable outlook also takes into account
Moody's Ratings' expectation that the company will maintain very
strong liquidity.
RATINGS RATIONALE
Taylor Morrison's Ba1 CFR continues to be supported by meaningful
scale and strong market position within existing markets, a diverse
product platform of entry level, move up and active adult
single-family homes, and a balanced land strategy. The rating is
constrained by reduced affordability, particularly for entry level
buyers, due to higher mortgage interest rates relative to two years
ago, resulting in the need for builders to offer higher incentives
to drive sales. Therefore Moody's expect Taylor Morrison's Moody's
adjusted gross margins to decline to about 24% over the next 12-18
months, from about 26% at the end of 2023, as pricing power for
homebuilders diminishes.
The speculative grade liquidity rating of SGL-1 reflects Moody's
Ratings' expectation of very strong liquidity for Taylor Morrison
over the next 12-18 months. Moody's Ratings' assessment of the
company's liquidity incorporates robust free cash flow generation
despite higher expected land spend in 2024 to support future
growth. Other positive factors include a large and mostly untapped
revolver, plenty of cushion on financial covenants and a sizable
pool of unencumbered land.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A ratings upgrade would require consistent growth in scale while
maintaining strong credit metrics, including debt to book
capitalization below 35% and homebuilding EBIT to interest coverage
in the high single digits. An upgrade would also require
maintenance of conservative financial policies, including strong
cash flow generation and liquidity. Finally, an upgrade would
require a demonstrated commitment to attaining and maintaining an
investment grade rating, both to Moody's Ratings and to the debt
capital markets.
The ratings could be downgraded if the company begins generating
net losses, recognizes major impairment charges, experiences
meaningful gross margin compression, or sees liquidity weaken.
Specifically, the ratings could be downgraded if homebuilding debt
to book capitalization approaches 45% or if homebuilding EBIT to
interest coverage declines below 5.0x. Other factors that could
lead to a downgrade include aggressive financial policies with
respect to shareholder-friendly actions or land investments.
The principal methodology used in these ratings was Homebuilding
and Property Development published in October 2022.
Taylor Morrison Communities, Inc., the wholly owned and debt
issuing subsidiary of Taylor Morrison Home Corporation ("TMHC"), is
a national homebuilder and developer based in Scottsdale, Arizona
and operates under three brands, Taylor Morrison, Darling Homes and
William Lyon Signature. The company serves a wide array of consumer
groups from coast to coast, including first-time, move-up, luxury,
and 55 plus buyers.
TCP 595 E 7TH: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: TCP 595 E 7th LLC
c/o Steven Meyer
84 State Street
Boston, MA 02109
Business Description: TCP 595 E 7th is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-10760
Debtor's Counsel: Michael Van Dam, Esq.
VAN DAM LAW LLP
233 Needham Street
Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
Email: mvandam@vandamlawllp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven Meyer as manager.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/6I5PDTY/TCP_595_E_7th_LLC__mabke-24-10760__0001.0.pdf?mcid=tGE4TAMA
THREE SISTERS: Seeks to Hire Manier & Herod as Legal Counsel
------------------------------------------------------------
Three Sisters Transport, LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of Tennessee to hire
Manier & Herod, P.C. as counsel.
The firm's services include:
a. preparing and filing appropriate pleadings, including
without limitation, reports, applications, complaints, answers,
motions, orders, plans, disclosure statements and other documents;
b. representing the Debtor at hearings, proceedings, meetings
and other appearances in court and before other tribunals and
administrative agencies on behalf of the Debtor;
c. negotiations with creditors and parties in interest; and
d. providing such other services as are necessary in
representation of the Debtor.
Michael E. Collins, who is the lead attorney, will charge for legal
services at an hourly rate of $525 per hour.
The hourly rates for other individuals who may perform services in
the case are as follows:
Principals $375 to $525 per hour
Associates $300 to $350 per hour
Paralegals 125 per hour
Manier & Herod holds a retainer in the amount of $15,000.
Michael E. Collins, Esq., a principal of Manier & Herod, 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.
Manier & Herod can be reached at:
Michael E. Collins, Esq.
MANIER & HEROD, P.C.
1201 Demonbreun St., Ste 900
Nashville, TN 37203
Tel: (615) 742-9350
Fax: (615) 242-4203
E-mail: MCollins@ManierHerod.com
About Three Sisters Transport, LLC
Three Sisters Transport, LLC has been operating in the truck
business since 2010 hauling freight throughout the US and Canada.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-01133) on April 2,
2024. In the petition signed by Mihail "Mike" Vasilev, as
authorized representative of the Debtor, the Debtor disclosed up to
$10 million in both assets and liabilities.
Judge Charles M. Walker oversees the case.
Marc Buchman, Esq., at MANIER & HEROD PC, represents the Debtor as
legal counsel.
TKC HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B-' ICR
------------------------------------------------------------
S&P Global Ratings revised its rating outlook on St. Louis-based
TKC Holdings Inc. to stable from negative. S&P also affirmed all
its ratings on TKC, including its 'B-' issuer credit rating on the
company.
S&P said, "The stable outlook reflects our view that TKC will
modestly increase its revenue and profitability over the next 12
months while maintaining leverage in the low-9x area. We expect
sustained improvement in operating cash flows notwithstanding a
planned increase in growth capital investments.
The outlook revision reflects sustained margin and liquidity
improvement because inflation has cooled considerably. Due to
supply chain issues over the past few years, TKC experienced
double-digit increases in costs from vendors, along with wage
inflation. However, inflation growth has slowed meaningfully in
recent months. Most of TKC's input costs are tied to the Producer
Price Index (PPI) for food. The U.S. Department of Agriculture's
(USDA) mid-range forecast is for PPI to be slightly negative in
2024, meaning TKC's input costs could drop despite headline
Consumer Price Index (CPI) inflation remaining stubbornly above the
Federal Reserve's target. This could benefit TKC because the
company's pricing escalators in customer contracts are generally
tied to the CPI food away from home category, which remains
somewhat elevated at about 4.1% as of April 2024. S&P said, "This
gap between the PPI and CPI, and TKC's ability to pass on
additional costs at the time of contract renewal, should support
our expectation for margin stability or even expansion. As such, we
expect leverage will decline to the low-9x area in 2024 and further
decline to the high-8x area in 2025, from 9.8x in 2023."
TKC's improved operating momentum and business investments support
revenue growth in 2024. S&P said, "TKC modestly outperformed our
previous earnings forecast for 2023 as pricing initiatives and cost
containment and procurement efficiencies drove S&P Global
Ratings-adjusted EBITDA margins higher by 240 basis points to 11.4%
from 9.0% in 2022. Under our updated base case forecast, we expect
TKC will continue to increase revenue in the low-single-digit
percentage area as it converts recent new business bookings,
benefits from a modest increase in prison populations, and
continues to implement price increases." In addition, TKC also
plans to invest incremental capital because of a margin accretive
expansion of the Florida Department of Corrections contract. This
will expand product offerings, further supporting revenue growth
and margin expansion over the next few years.
Liquidity will remain adequate despite temporary negative cash
flow. S&P said, "We expect the company will continue to focus on
negotiating payment terms with suppliers and other working capital
improvements, leading to better cash flow from operations (CFO). In
addition, TKC will pay in kind (PIK) the interest payments on its
$320 million PIK toggle notes in 2024. While we expect CFO to
meaningfully increase over the next 12 months, capital expenditures
(capex) will increase by $10 million-$15 million to support new
contracted business, resulting in modest cash flow deficits in
2024. Nevertheless, we believe TKC will maintain at least $40
million in total liquidity throughout 2024 before generating about
$30 million in unadjusted free operating cash flow (FOCF) in 2025
when capex normalizes."
S&P said, "The stable outlook reflects our view that TKC will
modestly increase its revenue and profitability over the next 12
months while maintaining leverage below 10x. We expect sustained
improvement in operating cash flows, notwithstanding a planned
increase in growth capital investments."
TOOLOTS INC: Unsecureds Will Get 34.63% of Claims over 5 Years
--------------------------------------------------------------
Toolots, Inc., filed with the U.S. Bankruptcy Court for the Central
District of California an Original Disclosure Statement describing
Original Chapter 11 Plan dated April 15, 2024.
Toolots Inc. was founded in 2015 with a vision to revolutionize the
online retail space, based in Cerritos, California, and operating a
warehouse and distribution center in Moreno Valley. The Debtor
operates an e-commerce marketplace and distribution channel for
factory-direct industrial tools, machinery, and technology.
Jason Fu is the President of the Debtor. Prior to bankruptcy, the
Debtor had multiple affiliates and wholly owned subsidiaries set up
in China for the purposes of entering into direct contracts with
supplies such as "Toolots Ningbo, China" "Toolots Shanghai, China";
"Toolots Taizhong, Taiwan"; "Toolots Qingdao, China"; "Toolots
Shenzhen, China"; however by the time of the bankruptcy filing
those entities had either been closed or had ceased operating.
With the initiation of the Chapter 11 bankruptcy proceedings,
Toolots has embarked on a path towards financial restructuring and
recovery. The company's decision to file for bankruptcy has
provided a crucial opportunity to reevaluate its financial
position, renegotiate lease agreements, and streamline operations.
Significantly, Toolots' ability to generate $498,788 in gross
revenue within the first month of the bankruptcy case underscores
its resilience and potential for future growth. This achievement
serves as a testament to the company's commitment to overcoming
challenges and achieving financial success.
This is a reorganizing plan. The Proponent seeks to accomplish
payments under the Plan by restructuring the debt owed to creditors
and paying creditors a percentage of their debts through the
operating revenue of the Debtor. The Effective Date of the proposed
Plan is 30 days after entry of an order confirming the Plan.
Class 5 consists of General unsecured claims (including merchant
capital advance lenders Clearco and Cobalt Funding Solutions that
are deemed unsecured). This Class shall receive $50,000 per month
with payment increasing to $70,000 in April 2026 in 5 years after
Effective Date. This Class shall receive a total estimated payout
of $4,000,000. The allowed unsecured claims total $11,548,619.85.
This Class will receive a distribution of 34.63% of their allowed
claims.
The primary source of funding for the plan will stem from Toolots'
ongoing operations, leveraging its revenue streams to support
strategic initiatives aimed at achieving financial stability and
operational efficiency.
In addition to revenue generated through operational activities,
Toolots intends to seek court approval for a shareholder loan from
Jason Fu, the company's shareholder. This loan is proposed to
provide supplemental funding aimed at covering administrative
expenses on the effective date of the restructuring plan.
A full-text copy of the Disclosure Statement dated April 15, 2024
is available at https://urlcurt.com/u?l=LmlUeF from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Christopher J. Langley, Esq.
SHIODA LANGLEY & CHANG LLP
1063 E. Las Tunas Ave.
San Gabriel, CA 91776
Tel: (626) 281-1232
About Toolots Inc.
Toolots Inc. operates an online marketplace and distribution
channel for factory-direct industrial tools, machinery and
technology.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10893) on February 6,
2024. In the petition signed by Jason Fu, CEO, the Debtor disclosed
$2,308,249 in assets and $7,026,470 in liabilities.
Christopher J. Langley, Esq., at SHIODA LANGLEY & CHANG LLP, is the
Debtor's legal counsel.
TRADITION FRANCAISE: Seeks to Hire Tamarez CPA as Accountant
------------------------------------------------------------
Tradition Francaise Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ Tamarez CPA, LLC as
its accountant.
The firm will render these services:
a) reconcile financial information to assist Debtor in the
preparation of monthly operating reports;
b) assist in the reconciliation and clarification of proof of
claims filed and amount due to creditors;
c) provide general accounting and tax services to prepare
year-end reports and income tax preparation, if necessary; and
d) assist Debtor and Debtor's counsel in the preparation of
the supporting documents for the Chapter 11 Reorganization Plan.
The firm will be paid at these rates:
Albert Tamarez-Vasquez, CPA CIRA $165 per hour
CPA Supervisor $110 per hour
Senior Accountant $90 per hour
Staff Accountant $70 per hour
The firm will receive a post-petition retainer in the total amount
of $5,000.
Albert Tamarez Vasquez, CPA, owner of Tamarez CPA, disclosed in
acourt 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:
Albert Tamarez Vasquez, CPA
Tamarez CPA, LLC
1519 Ave. Ponce De Leon, Suite 412
San Juan, PR 00909
Telephone: (787) 795-2855
Facsimile: (787) 200-7912
Email: atamarez@tamarezcpa.com
About Tradition Francaise Inc.
Tradition Francaise Inc. d/b/a LA Boulangerie filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D.P.R. Case No. 24-00841) on March 1, 2024. The petition was signed
by Fernando Perez as president. At the time of filing, the Debtor
estimated $100,000 to $500,000 in assets and $1 million to $10
million in liabilities.
Javier Vilarino, Esq. at Vilarino & Associates LLC represents the
Debtor as counsel.
TRAVIS BRADFORD: Court OKs Cash Collateral Access Thru May 7
------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee
authorized Travis Bradford Seals to use cash collateral on an
interim basis in accordance with the budget, through the date of
the further interim hearing set for May 7, 2024 at 9:30 a.m.
The Debtor requires the use of cash collateral to pay ordinary
operating expenses to preserve and protect the business.
Farm Credit Mid-America, FLCA/PCA and Citizens Tri-County Bank
assert a lien against the Debtor's cash collateral.
The United States Department of Agriculture Packers & Stockyard
Division is a party-in-interest in the Chapter 11 proceeding as a
result of certain claim(s) potentially arising from unpaid sellers
of livestock, which the Debtor purchased pre-petition. The USDA
contends that said trust claims and assets involved in said claims
are part of a statutory trust.
As adequate protection, Farm Credit Mid-America, FCLA/PCA, and
Citizens Tri-County Bank are granted a post-petition lien on cash
collateral of the same kind, extent, validity, and priority as
their respective pre-petition.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=oIuFOL from PacerMonitor.com.
The Debtor projects total expenses, on a weekly basis, as follows:
$4,234 for Week 1;
$4,159 for Week 2;
$4,159 for Week 3; and
$4,159 for Week 4.
About Travis Bradford Seals
Travis Bradford Seals sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 2:23-bk-03344) on
September 14, 2023. In the petition signed by Travis Bradford
Seals, the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Randal S. Mashburn oversees the case.
Steven L. Lefkovitz, Esq., at Lefkovitz and Lefkovitz, represents
the Debtor as legal counsel.
TST BEVERAGES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: TST Beverages, LLC
d/b/a Bottles by Sickles
200 Monmouth Street
Red Bank, NJ 07739
Business Description: The Debtor owns and operates a liquor store.
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-14130
Debtor's Counsel: Andrew J. Kelly, Esq.
THE KELLEY FIRM, P.C.
1011 Highway 71
Suite 200
Spring Lake, NJ 07762
Tel: 732-449-0525
Fax: 732-449-0592
Email: akelly@kbtlaw.com
Total Assets: $549,388
Total Liabilities: $5,261,746
The petition was signed by Robert H. Sickles as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/CI6JKSQ/TST_Beverages_LLC__njbke-24-14130__0001.0.pdf?mcid=tGE4TAMA
TWENTY FOUR HOUR: Case Summary & 15 Unsecured Creditors
-------------------------------------------------------
Debtor: Twenty Four Hour Dependable Medical Supplies, LLC
1371 Brass Mill Road
Suite N
Belcamp MD 21017
Business Description: The Debtor offers home medical equipment and
supplies.
Chapter 11 Petition Date: April 23, 2024
Court: United States Bankruptcy Court
District of Maryland
Case No.: 24-13383
Debtor's Counsel: Daniel Staeven, Esq.
FROST LAW
839 Bestgate Drive Suite 400
Annapolis MD 21401
Tel: 410-497-5947
E-mail: daniel.staeven@frosttaxlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Cherylette Henderson as managing
member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 15 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/LHRXYZQ/Twenty_Four_Hour_Dependable_Medical__mdbke-24-13383__0001.0.pdf?mcid=tGE4TAMA
TWO JACKS: Hires Law Offices of Craig M. Geno PLLC as Counsel
-------------------------------------------------------------
Two Jacks Farms Partnership seeks approval from the U.S. Bankruptcy
Court for the Northern District of Mississippi to hire the Law
Offices of Craig M. Geno, PLLC as its counsel.
The firm will provide these services:
a. advise and consult with the Debtor-in-Possession regarding
questions arising from certain contract negotiations which will
occur during the operation of business by the
Debtor-in-Possession;
b. evaluate and attack claims of various creditors who may
assert security interests in the assets and who may seek to disturb
the continued operation of the business;
c. appear in, prosecute, or defend suits and proceedings, and
to take all necessary and proper steps and other matters and things
involved in or connected with the affairs of the estate of the
Debtor;
d. represent the Debtor in court hearings and to assist in the
preparation of contracts, reports, accounts, petitions,
applications, orders and other papers and documents as may be
necessary in this proceeding;
e. advise and consult with Debtor in connection with any
reorganization plan which may be proposed in this proceeding and
any matters concerning Debtor which arise out of or follow the
acceptance or consummation of such reorganization or its rejection;
and
f. perform such other legal services on behalf of Debtor as
they become necessary in this proceeding.
The firm will be paid at these rates:
Craig M. Geno $475 per hour
Associates $275 per hour
Paralegals $225 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm received a retainer in the amount of $14,300.
Craig M. Geno, Esq., a partner at Law Offices of Craig M. Geno,
PLLC, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Craig M. Geno, Esq.
Law Offices of Craig M. Geno, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Telephone: (601) 427-0048
Email: cmgeno@cmgenolaw.com
About Two Jacks Farms Partnership
Two Jacks Farms Partnership filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Miss. Case No.
24-10932) on March 29, 2024, with $1 million to $10 million in both
assets and liabilities.
Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC
represents the Debtor as bankruptcy counsel.
TYCO GROUP: Case Summary & 11 Unsecured Creditors
-------------------------------------------------
Debtor: Tyco Group
764 P. St. Ste 105
Fresno, CA 93721
Chapter 11 Petition Date: April 22, 2024
Court: United States Bankruptcy Court
Eastern District of California
Case No.: 24-11016
Judge: Hon. Rene Lastreto II
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
Total Assets: $40,000
Total Liabilities: $3,432,075
The petition was signed by Imran Damani as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/ZDR2ZBQ/Tyco_Group__caebke-24-11016__0001.0.pdf?mcid=tGE4TAMA
UNRIVALED BRANDS: Lowers Net Loss to $14.1 Million in 2023
----------------------------------------------------------
Unrivaled Brands, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$14.13 million on $33.23 million of revenue for the year ended Dec.
31, 2023, compared to a net loss of $188.66 million on $52.02
million of revenue for the year ended Dec. 31, 2022.
As of Dec. 31, 2023, the Company had $32.07 million in total
assets, $77.77 million in total liabilities, and a total
stockholders' deficit of $45.69 million.
Costa Mesa, California-based Marcum LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated April 15, 2024, citing that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1996210/000143774924012085/unrv20231231_10k.htm
About Unrivaled Brands
Unrivaled Brands is a company focused on the cannabis sector with
operations in California. Unrivaled Brands operates four
dispensaries and direct-to-consumer delivery, and several leading
company-owned brands. Korova, an Unrivaled brand, is known for its
high potency products across multiple product categories, including
the legendary 1000 mg THC Black Bar.
On Jan. 12, 2024, Blum Holdings completed its previously announced
reorganization merger pursuant to the Reorganization Agreement, by
and among the Company, Blum Holdings, Inc., and Blum Merger Sub,
Inc. The Reorganization Agreement provided for the merger of
Unrivaled and Merger Sub, with Unrivaled surviving the merger as a
wholly-owned subsidiary of Blum Holdings, Inc. The Reorganization
Agreement was approved and adopted by the stockholders of UNRV at
its annual meeting of stockholders held on Dec. 5, 2023.
VENUS CONCEPT: Falls Short of Nasdaq Bid Price Requirement
----------------------------------------------------------
Venus Concept Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that it received a notice from
the Listing Qualifications Department of the Nasdaq Stock Market
stating that for 32 consecutive business days prior to April 11,
2024, the Company's common stock did not maintain a minimum closing
bid price of $1.00 per share as required for continued listing
under Listing Rule 5550(a)(2).
The Notice has no immediate effect on the listing of the Common
Stock. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the
Company has 180 calendar days, or until Oct. 8, 2024, to regain
compliance with the Minimum Bid Price Requirement. To regain
compliance, the closing bid price of the Common Stock must be at
least $1.00 per share for a minimum of ten consecutive business
days before Oct. 8, 2024, at which time the Staff will provide
written notification to the Company that it complies with the
Minimum Bid Requirement, unless the Staff exercises its discretion
to extend this ten-day period pursuant to Nasdaq Listing Rule
5810(c)(3)(H).
If the Common Stock does not achieve compliance by Oct. 8, 2024,
the Company may be eligible for an additional 180-day period to
regain compliance, provided that it meets the continued listing
requirement for market value of publicly held shares and all other
initial listing standards of the Nasdaq Capital Market, with the
exception of the Minimum Bid Price Requirement, and provides
written notice to Nasdaq of its intention to cure the deficiency
during the second compliance period, for example, by effecting a
reverse stock split, if necessary.
The Company intends to actively monitor the closing bid price of
the Common Stock and may, if appropriate, consider implementing
available options to regain compliance with the Minimum Bid Price
Requirement under the Nasdaq Listing Rules.
About Venus Concept
Toronto, Ontario-based Venus Concept Inc. is an innovative global
medical technology company that develops, commercializes, and
delivers minimally invasive and non-invasive medical aesthetic and
hair restoration technologies and related practice enhancement
services. The Company's aesthetic systems have been designed on a
cost-effective, proprietary and flexible platform that enables the
Company to expand beyond the aesthetic industry's traditional
markets of dermatology and plastic surgery, and into
non-traditional markets, including family and general practitioners
and aesthetic medical spas.
Toronto, Canada-based MNP LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has reported recurring net losses and
negative cash flows from operations, that raise substantial doubt
about its ability to continue as a going concern.
VESTTOO LTD: Committee Hires Chipman Brown as Conflicts Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of Vesttoo Ltd and
its affiliates seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to employ Chipman Brown Cicero & Cole, LLP
its as conflicts counsel.
The firm will render these services:
(a) advise the Committee with respect to its rights, duties,
and powers in the Chapter 11 Cases;
(b) assist and advise the Committee in its consultations and
negotiations with the Debtors and other parties-in-interest
relative to the administration of these Chapter 11 Cases;
(c) solicit information from and provide information to the
general creditor body;
(d) assist the Committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors and their insiders and of the operation of the Debtors’
businesses;
(e) as needed, represent the Committee at hearings and other
proceedings before the Court;
(f) prepare, on behalf of the Committee, any pleadings,
including, without limitation, motions, memoranda, complaints,
adversary complaints, objections, or comments in connection with
any matter related to the Debtors or these Chapter 11 Cases; and
(g) 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 hourly rates:
Partners $525 to $850
Associates $395 to $475
Paralegals $250 to $300
William Chipman Jr., Esq., a partner at Chipman, attests that his
firm is a "disinterested person" as defined in Section 101(14) of
the Bankruptcy Code.
The counsel can be reached through:
William E. Chipman, Jr., Esq.
Chipman Brown Cicero & Cole, LLP
Hercules Plaza
1313 N. Market Street, Suite 5400
Wilmington, DE 19801
Telephone: (302) 295-0193
Facsimile: (302) 295-0199
E-mail: chipman@chipmanbrown.com
About Vesttoo Ltd
Vesttoo Ltd. is a technology-driven collateralized reinsurance
provider in Tel Aviv, Israel. It connects the insurance industry
with the capital markets by combining AI-powered technology with
expertise in data science, insurance and finance.
Vesttoo and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. (Lead Case No. 23-11160) on
August 14 and 15, 2023.
The Honorable Bankruptcy Judge Mary F. Walrath oversees the case.
The Debtors tapped DLA Piper, LLP (US) as legal counsel and Kroll,
LLC as financial advisor. Epiq Corporate Restructuring, LLC is the
claims and administrative agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Greenberg Traurig, LLP as legal counsel and
Alvarez & Marsal North America, LLC as financial advisor.
VIEW INC: Seeks to Hire Ordinary Course Professionals
-----------------------------------------------------
View Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Delaware to retain professionals utilized in the
ordinary course of business.
The Debtor needs ordinary course professionals to perform services
for matters unrelated to this Chapter 11 case.
The Debtor seeks to pay OCPs 100 percent of the fees and expenses
incurred.
The Debtor does not believe that any of the ordinary course
professionals have an interest materially adverse to it, its
estates, creditors, or other parties in interest in connection with
the matter upon which they are to be engaged.
The OCPs include:
B. Riley Advisory Services
30870 Russell Ranch Road, Suite 250
Westlake Village, CA 91362
-- Consulting (Asset Valuation)
Barthet Construction Law Firm
200 S Biscayne Blvd, Ste 1650
Miami, FL 33131
-- Legal (Commercial Litigation)
Capitol Tax Partners, LLP
101 Constitution Avenue, N.W. -- Suite 675-East
Washington, D.C. 20001
-- Consulting (Tax & Advisory)
Farella Braun + Martel LLP
One Bush Street, Suite 900
San Francisco, CA 94104
-- Legal (Commercial)
Osler, Hoskin & Harcourt LLP
1 First Canadian Place
PO BOX 50
Toronto ON M5X 1B8
Canada
-- Legal (Commercial & Employment)
Munger, Tolles & Olson, LLP
350 South Grand Avenue, 50th Floor
Los Angeles, CA 90071-3426
-- Legal (Litigation)
Peckar & Abramson, P.C.
351 SW 136th Avenue, Suite 207
Davie, Florida 33325
-- Legal (Commercial)
PricewaterhouseCoopers LLP
4040 W Boy Scout Blvd
Tampa, FL 33607
-- Accounting (Audit Services)
Skadden Arps Slate Meagher and Flom LLP
PO BOX 1764
White Plains, NY 10602
360 Hamilton Ave # 300
White Plains, NY 10601
-- Legal (Corporate)
Weaver Austin Villeneuve & Sampson LLP
555 - 12th Street, Suite 1450
Oakland, CA 94607
-- Legal (Patent)
About View, Inc
View Inc. provides smart building technologies that transform
buildings to improve human health and experience, reduce energy
consumption, and generate additional revenue for building owners.
View Smart Windows automatically adjust in response to the sun,
eliminating the need for blinds and increasing access to natural
light. View Smart Windows are installed and designed into 50
million square feet of buildings including offices, hospitals,
airports, educational facilities, hotels, and multifamily
residences. View Smart Building Cloud connects, manages and
optimizes a portfolio of smart buildings with cybersecurity
solutions. View Smart Building Cloud enables digitalization of over
100 million square feet of real estate. On the Web:
http://www.view.com/
View Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 24-10692) on April 2, 2024. In the
petition signed by William T. Krause, as chief legal officer, the
Debtor reports estimated assets and liabilities between $100
million and $500 million.
The Company disclosed total assets of $291,438,000 against total
debt of $359,376,000 as of Sept. 30, 2023.
Cole Schotz, P.C. serves as legal advisor and SOLIC Capital serves
as financial advisor to View. Kroll Restructuring Administration
LLC is the claims and balloting agent.
Sidley Austin LLP serves as legal advisor to Cantor Fitzgerald.
Gibson, Dunn & Crutcher LLP serves as legal advisor to RXR.
VINTAGE WINE: Extends Forbearance Until May 15
----------------------------------------------
Vintage Wine Estates, Inc. announced that the Company and its
lender group have amended the forbearance agreement dated February
28, 2024 to extend the forbearance period to May 15, 2024. The
lenders have also agreed to the deferral of the $10 million
principal payment previously due at March 31, 2024 to May 15,
2024.
Kristina Johnston, Chief Financial Officer, commented, "We are
continuing productive discussions with our lenders as we work to
advance potential asset sales, the monetization of inventory and
cost reductions. We believe we have presented a viable business
plan that transforms VWE into a much simpler business focused on a
sustainable core of Super Premium+ priority brands which,
importantly, can generate cash. The extension of the forbearance
agreement provides additional time for further discussions with the
lenders regarding an amended lending agreement as we execute on our
plans."
Under the amended forbearance agreement, the lender group has
agreed to not exercise any rights and remedies until May 15, 2024,
so long as the Company complies with the terms of the forbearance
agreement as amended and otherwise remains in compliance with the
Second A&R Loan and Security Agreement.
About Vintage Wine Estates
Vintage Wine Estates, Inc. (NASDAQ: VWE) produces and sells wines
and craft spirits in the United States, Canada, and
internationally. The company offers its products under the Layer
Cake, Cameron Hughes, Clos Pegase, B.R. Cohn, Firesteed, Bar Dog,
Kunde, Cherry Pie, and others. It also owns and operates
hospitality facilities; and provides bottling, fulfillment, and
storage services to other companies on a contract basis. The
company was founded in 2019 and is headquartered in Incline
Village, Nevada.
The Company disclosed in its Form 10-Q Report for the quarterly
period ended December 31, 2023 that substantial doubt exists about
its ability to continue as a going concern. According to the
Company, it did not meet certain financial debt covenants as
required per our Second Amended and Restated Loan and Security
Agreement beginning with the quarter ended December 31, 2023, which
constitutes an event of default. If the event of default is not
cured or waived, the payment of the Company's outstanding debt
under the Second A&R Loan and Security Agreement may be
accelerated. However, on February 28, 2024, the Company entered
into a forbearance agreement with respect to the Second A&R Loan
and Security Agreement under which the Agent and Lenders have
agreed to forbear from enforcing their respective rights and
remedies in respect to certain events of default under the
agreement, subject to the terms and conditions set forth in the
agreement, through March 31, 2024. If the Company does not meet the
terms of the Forbearance Agreement or if the events of default
continue past the term of the Forbearance Agreement, and if the
Agent and Lenders accelerate the maturity of the debt thereunder,
the Company does not have sufficient cash to repay the outstanding
debt.
In response to these conditions, management is actively engaged in
conversations with the lender under the Second A&R Loan and
Security Agreement regarding potential amendments and waivers to
the related financial covenants, however, whether an amendment or
waiver is obtained is not within the Company's control, and
therefore cannot be deemed probable.
As a result of these uncertainties, management has concluded that
there is substantial doubt about the Company's ability to continue
as a going concern within the next 12 months of the date the
financial statements are issued.
WILDBRAIN LTD: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings changed the outlook for WildBrain Ltd. to stable
from positive. At the same time, Moody's Ratings affirmed the B3
corporate family rating, B3-PD probability of default rating, and
B2 rating on the senior secured bank credit facilities. Moody's
Ratings also downgraded WildBrain's speculative grade liquidity
rating to SGL-4 from SGL-2.
"The outlook change to stable from positive reflects the reduction
in WildBrain's 2024 guidance due to delays in greenlighting of
projects" said Mikhil Mahore, an analyst at Moody's Ratings.
RATINGS RATIONALE
WildBrain Ltd.'s B3 CFR is constrained by: (1) weak liquidity due
to convertible debentures maturing in September 2024 and the
revolver expiring in June 2024 if the debentures are not repaid;
(2) Moody's Ratings expectations of interest coverage below 2x and
debt to EBITDA above 6x in 2024; and (3) small scale, which limits
the company's ability to absorb rapid shifts in streamers' content
spend, viewing trends or regulation changes and leaves limited
capacity to absorb unforeseen costs. The rating benefits from: (1)
the company's good track record of producing children's content and
its extensive portfolio of intellectual property (IP) that includes
several high profile brands such as Peanuts and Strawberry
Shortcake; and (2) good demand for original content and a renewed
focus on developing its owned IP that should support further
revenue and EBITDA growth.
WildBrain has weak liquidity (SGL-4), with sources of around C$110
million through to Q2 2025 compared to uses of around C$145
million. Sources are comprised of C$63 million of cash at December
31, 2023 and Moody's Ratings estimated free cash flow of about C$10
million (after minority dividends) through March 2025. The company
has about C$40 million availability under its US$40 million
(approximately C$54 million) revolving credit facility expiring in
March 2026, but the maturity could be expedited to June 2024 if
convertible debentures are not converted. Moody's Ratings is not
giving the company any credit for the availability given the
potential near term expiry date. The liquidity uses are comprised
of C$5 million debt amortization payment and the C$140 million
convertible debentures maturity. The company's revolving credit
facility contains a springing financial leverage covenant of 6.75x
to be tested if the revolving credit facility is drawn, and Moody's
Ratings expects WildBrain would be in compliance if it were to be
tested (leverage ratio was 4.45x on December 31, 2023). The company
has stated they are pursuing non-core asset sales and the proceeds
would be used to repay debt.
WildBrain's C$140 million convertible debentures (unrated) mature
in September 2024. While the company has publicly stated it is
working on plans to refinance or repay them, no plans have been
announced. Even though the convertible debentures are deep out of
the money, the company has an option to repay them using shares.
However, such a transaction would significantly dilute the
company's equity and is unlikely to be the method of repayment.
WildBrain's senior secured credit facilities are rated B2, one
notch above the company's CFR. The one notch differential is the
result of the loss absorption cushion provided by the company's
C$140 million convertible subordinated debenture, which ranks below
the credit facilities in the company's debt capital structure.
However, if the convertible instruments were converted to equity or
repaid, loss absorption would be greatly reduced and the credit
facilities would be rated the same as Wildbrain's CFR because they
would make up bulk of the debt.
The stable outlook reflects Moody's Ratings expectation that the
company shortly addresses the convertible debentures maturity and
that the delays in project greenlighting are temporary and will not
undermine WildBrain's fiscal 2025 results.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company's debt/EBITDA is
sustained below 6.5x while sustaining EBITA/interest above 2x.
The ratings could be downgraded if the convertible debentures are
not repaid or refinanced in a timely way, EBITA/interest was
sustained below 1x or if the company experienced a deterioration in
liquidity likely driven by sequential negative free cash flow
generation and deterioration of industry fundamentals.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
WildBrain Ltd. is a public company headquartered in Toronto,
Canada, that produces children's content for internet streaming
platforms as well as broadcast TV. It owns brands such as Peanuts,
Inspector Gadget, Teletubbies and Strawberry Shortcake.
WYTHE BERRY: Seeks Cash Collateral Access
-----------------------------------------
Wythe Berry Fee Owner LLC asks the U.S. Bankruptcy Court for the
Southern District of New York for authority to use cash collateral
and provide adequate protection.
The Debtor executed the Amended and Restated Promissory Note, dated
February 28, 2017, in favor of All Year Holdings Limited in the
principal amount of $166.320 million.
The Note is secured, inter alia, by that certain Agreement of
Modification of Mortgage, Security Agreement, Assignment of Rents
and Fixture Filing, dated as of February 28, 2017, between the
Debtor, as borrower, and AYH, as lender.
AYH assigned all of its rights under the Mortgage to Mishmeret
Trust Co., Ltd., as Trustee, pursuant to the Assignment of
Consolidated Leasehold Mortgage, Assignment of Leases and Rents,
Security Agreement and Fixture Filing, dated as of March 16, 2021,
between AYH, as assignor, and Mishmeret, as assignee.
Pursuant to the Assignment of Loan Documents, dated as of March 16,
2021, between AYH, as assignor, and Mishmeret, as assignee, AYH
assigned all of its rights under the Note, Mortgage and the Loan
Documents.
In connection with the Debtor's proposed sale of the WV Complex as
part of its proposed plan of reorganization, the Debtor, WB Hotel
LLC, WB Operations LLC, WB FNB LLC, YG WV LLC, Wythe Berry Member
LLC, AYH Wind Down LLC, Wythe Berry LLC, The William Vale Hotel
LLC, The William Vale FNB LLC, North 12 Parking LLC, The William
Vale Staffing LLC, Espresso Hospitality Management LLC, Zelig
Weiss, and Mishmeret have entered into a Settlement Agreement
providing for the settlement of certain claims among the parties
and the payment of certain amounts in satisfaction of such claims.
The Settlement provides for the modification of the Cash Collateral
Documents to permit the payment of the amounts contemplated
thereby.
On April 19, 2024, the parties to the Settlement signed the
Stipulation, Agreement and Order Regarding the Use of Cash
Collateral.
As adequate protection, the Debtor will pay to Mishmeret an amount
equal to $4.3 million, which payment will be applied by Trustee in
accordance with the terms of the Mortgage, reducing the amounts due
thereunder, subject to Mishmeret's rights under the Cash Collateral
Documents.
The Stipulation further provides that on the Effective Date as
defined in the Settlement, FNB Sub and Hotel Sub shall transfer
Revenue necessary for operations to accounts owned by WV FNB and
The William Vale Hotel LLC at Flagstar Bank for regulatory
purposes. Each of the Deposit Accounts will be subject to a deposit
account control agreement in form and substance satisfactory to the
Debtor and the Trustee which will give the Debtor control over the
funds therein.
The Stipulation further provides that the Debtor's rights in the
DACA Funds will constitute Mishmeret's cash collateral and will
become part of Mishmeret's Adequate Protection Claim and subject to
Mishmeret's Adequate Protection Liens.
A copy of the motion is available at https://urlcurt.com/u?l=qO6Bmi
from PacerMonitor.com.
About Wythe Berry Fee Owner LLC
Wythe Berry Fee Owner LLC is the titular owner of a commercial real
property complex located in Brooklyn, New York, that includes The
William Vale Hotel, one of Brooklyn's few luxury hotels. Wythe
Berry Fee Owner is co-owned, indirectly, by Zelig Weiss and YGWV
LLC, a wholly owned, direct subsidiary of All Year Holdings
Limited, which is a debtor in a chapter 11 case also pending before
Judge Martin Glenn.
Weiss and YGWV each hold 50% of the membership interests in Member
LLC, which, in turn, is the direct parent, and sole member, of
Wythe Berry Fee Owner. YGWV purports to be the designated managing
member of Member LLC and, thus, purports to control Wythe Berry Fee
Owner.
A group of noteholders, Mishmeret Trust Company Ltd., solely in its
capacity as Trustee for the Series C Notes; Yelin Lapidot Provident
Funds Management Ltd.; The Phoenix Insurance Company Limited; and
Klirmark Opportunity Fund III L.P., filed an involuntary Chapter 11
bankruptcy petition against Wythe Berry Fee Owner LLC (Bankr.
S.D.N.Y. Case No. 22-11340) on Oct. 6, 2022. The creditors are
represented by Michael Friedman, Esq., at Chapman and Cutler LLP.
Bankruptcy Judge Martin Glenn, who presides over the case, entered
an Order for Relief in January 2023, allowing the bankruptcy
proceedings against Wythe Berry Fee Owner LLC to proceed. Judge
Glenn denied a request by hotel operator Zelig Weiss to dismiss the
involuntary petition.
Wythe Berry Fee Owner LLC is represented by law firm Herrick,
Feinstein LLP.
All Year Holdings Limited filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 21-12051) on Dec. 14, 2021,
and is represented by Matthew Paul Goren, Esq., at Weil, Gotshal &
Manges LLP.
Weiss is represented by lawyers at Paul Hastings LLP.
ZHANG MEDICAL: Seeks to Hire Root Partner as Valuation Advisor
--------------------------------------------------------------
Zhang Medical P.C. d/b/a New Hope Fertility Clinic seeks approval
from the U.S. Bankruptcy Court for the Southern District of New
York to employ Root Partner, LLC d/b/a Root Valuation as its
valuation advisor.
The firm will assist the chief restructuring officer on behalf of
the Debtor with respect to evaluating financial projections and
valuing the Debtor and its business operations in connection with
drafting, negotiating, and proposing a plan of reorganization.
The firm will provide:
a. assistance with the development of proforma projections,
which may include multiple scenarios;
b. determination the fair market value of the Debtor as a
going concern enterprise as of a specified date;
c. determination of the value of personal goodwill, if any,
associated with John Zhang, MD, MSC, PhD and its impact on the
enterprise valuation of Debtor under a "with and without" analysis;
and
d. assistance with other diligence or financial analyses at
the discretion of the CRO.
Root's current hourly rates are:
Partners $625
Blended Staff Rate $375
Admin $85
Root is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Jason Ruchaber
Root Partner, LLC
d/b/a Root Valuation
300 S. Jackson Street, Suite 330
Denver, CO 80210
Tel: (720) 458-3777
Email: jruchaber@rootvaluation.com
About Zhang Medical P.C.
d/b/a New Hope Fertility Clinic
New York-based Zhang Medical P.C. specializes in low and no-drug
infertility solutions that help women conceive with minimal
invasiveness. It conducts business under the name New Hope
Fertility Clinic.
Zhang Medical filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10678) on April
30, 2023, with $1 million to $10 million in both assets and
liabilities. Eric Huebscher has been appointed as Subchapter V
trustee.
Judge Philip Bentley oversees the case.
Joseph D. Nohavicka, Esq., at Pardalis & Nohavicka, LLP is the
Debtor's counsel.
*********
Monday's edition of the TCR delivers a list of indicative prices
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*********
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