/raid1/www/Hosts/bankrupt/TCR_Public/240808.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, August 8, 2024, Vol. 28, No. 220
Headlines
0 JONES ROAD: Voluntary Chapter 11 Case Summary
2844 N. STILES: Seeks to Hire Jeffrey A. Rockman as Legal Counsel
2U INC: Faces Nasdaq Delisting Following Chapter 11 Filing
2U INC: Secures $64 Million DIP Financing
903 LAKE FRONT: Creditors to Get Proceeds From Liquidation
ABIDE BRANDS: Asset Sale Proceeds to Fund Plan Payments
ALANIZ & HERNANDEZ: Case Summary & One Unsecured Creditor
ALCOVY TRUCKING: Case Summary & Five Unsecured Creditors
ALTICE USA: Posts $21.7 Million Net Income in Fiscal Q2
AMC ENTERTAINMENT: S&P Upgrades ICR to 'CCC+', Outlook Negative
AMERICAN TIRE: Fitch Affirms & Withdraws 'CCC+' LongTerm IDR
APPLIED DNA: Adjourns Special Meeting Due to Lack of Quorum
AQUA POOL: Case Summary & 20 Largest Unsecured Creditors
ARCOSA INC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
ARGO HARDWARE: Kicks Off Subchapter V Bankruptcy Process
ARTIFICIAL INTELLIGENCE: Forecasts 300% Revenue Growth for FY 2025
ASENSUS SURGICAL: Updates Proxy Statement Amid Merger Disputes
ASPIRA WOMEN'S: Director John Ragard Reports Stake
BAIS YAAKOV: Lendterra Lawsuit Goes to Trial
BAUSCH HEALTH: Reports Net Loss of $1 Million in Fiscal Q2
BLACK DIAMOND: Seeks to Hire Quinn Logue as Special Counsel
BLACKBERRY LTD: Restructures Finance Team; Tim Foote Named New CFO
BLACKJEWEL LLC: E.D. Ky. Court Tosses Bluegrass' Adversary Case
BLUE RIBBON: S&P Downgrades ICR to 'CCC-' on Liquidity Risk
BODY DETAILS: Sec. 341(a) Meeting of Creditors on Aug. 29
CALAMP CORP: Completes Restructuring With Lynrock as New Owner
CHAMPION HEALTHCARE: Case Summary & 20 Top Unsecured Creditors
CINEMOI NORTH: Case Summary & 20 Largest Unsecured Creditors
COMMERCIAL OFFICE: Hires Keery McCue as Bankruptcy Counsel
COMMSCOPE HOLDING: Expects $1.39 Billion Net Sales in Fiscal Q2
CONN'S INC: U.S. Trustee Appoints Creditors' Committee
CPV FAIRVIEW: S&P Assigns Prelim 'BB-' Rating on, Outlook Stable
CYTOSORBENTS CORP: Regains Compliance With Nasdaq Bid Price Rule
D&D ELECTRICAL: Case Summary & 20 Largest Unsecured Creditors
DIGITAL ANCHORS: Seeks to Hire Gerry Law Firm as Legal Counsel
DITECH HOLDINGS: $19,100 Anderson Claim Disallowed
DITECH HOLDINGS: $250,000 Smith Claim Disallowed
DITECH HOLDINGS: $71,350 Jackson Claim Disallowed
DITECH HOLDINGS: Court Disallows Wrobel Claim
EBET INC: Completes Foreclosure Auction, Ceases Business Operations
EEI GLOBAL: Seeks to Hire Strobl PLLC as Bankruptcy Counsel
EIGER BIOPHARMA: Equity Comm. Taps Porzio Bromberg as Co-Counsel
EIGER BIOPHARMA: Equity Committee Taps McKool Smith as Co-Counsel
ERIN ENERGY: Not Liable for Subsidiary's Claim, Court Says
EVANGELICAL RETIREMENT: UMB Bank Files Liquidating Plan
EVERGREEN HOMES: Seeks Approval to Hire KSDT CPA as Accountant
FASTLINE CARGO: Starts Subchapter V Bankruptcy Process
FITZGERALD HILL: Case Summary & Nine Unsecured Creditors
GENIE INVESTMENTS: Taps Spiegel and Ultera as Special Counsel
HISTORIC JOHN P. FURBER: U.S. Trustee Unable to Appoint Committee
ICON COLLECTIVE: Case Summary & Nine Unsecured Creditors
INTERNATIONAL HOLDINGS: Meeting of Creditors on Aug. 26
JOVI ENTERPRISES: Sec. 341(a) Meeting of Creditors on Aug. 27
KERLEY SIGNS: Sec. 341(a) Meeting of Creditors Aug. 19
LODGING ENTERPRISES: Seeks to Hire 12588391 Canada as CRO
LP PROPERTIES: Rental Income to Fund Plan Payments
LTC TRANSPORTATION: Commences Subchapter V Bankruptcy Process
LV OPPORTUNITY: Case Summary & Two Unsecured Creditors
MICHAEL BROWN: Order Allowing $206,230 Hayden Claim Affirmed
MP BUILD: Case Summary & 12 Unsecured Creditors
NANTASKET MANAGEMENT: Breach of Contract Suit vs. Lender Tossed
NEPHRITE FUND: Hires Anderson & Associates as Special Counsel
NETCAPITAL INC: Effects 1-for-70 Reverse Stock Split
NEW CENTURY: Case Summary & 20 Largest Unsecured Creditors
NEW MIDLAND: Hires Curley Law Associates as Bankruptcy Counsel
NORTHWEST RENEWABLE: Taps Bush Kornfeld as Bankruptcy Counsel
OCEAN POWER: Expands in Costa Rica With Geos Telecom Deal
OMNIQ CORP: Uplists to OTCQB Venture Market
PANOS FITNESS: Unsecureds Will Get 0.23% of Claims over 60 Months
PARK VIEW APT: Case Summary & Three Largest Unsecured Creditors
PARKER HEATING: Case Summary & 20 Largest Unsecured Creditors
PINE TREE: Seeks to Hire Jones & Walden as Bankruptcy Counsel
RED DOOR: Unsecureds Will Get 20.76% of Claims over 5 Years
RR DONNELLEY: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
RRG INC: Seeks Approval to Hire Rhoden CPA as Accountant
SCILEX HOLDING: Estimates Sales Growth of Up to 85% for July 2024
SILVERROCK DEVELOPMENT: Case Summary & Top Unsecured Creditors
SIX RIVERS: Case Summary & 20 Largest Unsecured Creditors
SKILLZ INC: Posts $26 Million Net Income in Fiscal Q2
SPIRIT AIRLINES: Reports Net Loss of $192.9 Million in Fiscal Q2
STANDARD BUILDING: Fitch Gives BB Rating to $500MM Unsec. Notes
STUDIO PB: Seeks to Hire De Leo Law Firm LLC as Attorney
SUNNY ENERGY: Seeks to Hire Engelman Berger as Legal Counsel
TWINLAB CONSOLIDATED: Incurs $1.57 Million Total Net Loss in Q2
U.S. CREDIT: Trustee Taps Garnet Capital Advisors as Broker
UPTOWN 240: Updates Unsecured Claims Pay Details
VERITAS US: Lenders Submit New Debt Restructuring Proposal
VIVAKOR INC: Signs $5 Million Purchase Agreement With ClearThink
W&T OFFSHORE: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
WARFIELD HISTORIC: Taps Hoffman Comfort Scott as Land Use Counsel
WARFIELD HISTORIC: Taps Joseph Greenwald as Litigation Counsel
WHITESTONE INDUSTRIAL-OFFICE: Taps Weitzman Management as Broker
WHOLE EARTH: S&P Withdraws 'B-' ICR Following Sale to Ozark
WILLIAM INSULATION: Amends Priority Wage & Priority Tax Claims
WINCHESTER REAL: Fine-Tunes Plan Documents
WINDSCAPE APARTMENTS: Case Summary & 20 Top Unsecured Creditors
WW INTERNATIONAL: Plans Global Restructuring, Expects 15MM in Costs
WW INTERNATIONAL: Posts $23.3 Million Net Income in Fiscal Q2
WYTEC INTL: Amends Exchange Agreement With CEO William Gray
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
0 JONES ROAD: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: 0 Jones Road Development LLC
c/o Romy Solanji
5633 Southwest Fwy
Houston, TX 77057-7505
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-33631
Debtor's Counsel: Thomas F. Jones, III, Esq.
LAW OFFICE OF THOMAS F. JONES III
PO Box 570783
Houston TX 77257-0783
E-mail: tfjonesiii@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Romy Solanji 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/YYSQY5A/0_Jones_Road_Development_LLC__txsbke-24-33631__0001.0.pdf?mcid=tGE4TAMA
2844 N. STILES: Seeks to Hire Jeffrey A. Rockman as Legal Counsel
-----------------------------------------------------------------
2844 N. Stiles Realty LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire Jeffrey A.
Rockman, Esq., an attorney practicing in Kingston, Pennsylvania, as
its counsel.
The firm will render these services:
a. advise and represent the Debtor with respect to all matters
and proceedings, and prepare necessary applications, motions,
answers, orders, reports, and other legal papers;
b. assist the Debtor in all bankruptcy issues;
c. assist the Debtor with the preparation of and confirmation
of a plan of reorganization;
d. assist the Debtor in the evaluation and prosecution of
claims and litigation, including claims against the sole secured
creditor in this matter; and
e. perform all other necessary legal services.
The firm was paid at a discounted rate of $2,500 for its services.
Mr. Rockman assured the court that he is a "disinterested person"
as the term is defined in 11 U.S.C. 101(14).
Mr. Rockman can be reached at:
Jeffrey A. Rockman
515 Gibson Avenue
Kingston, PA 18704
Phone: (570) 479-3113
Email: jeffrocklaw@icloud.com
About 2844 N. Stiles Realty LLC
2844 N. Stiles Realty LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.
24-22282) on April 1, 2024, listing $100,001 to $500,000 in both
assets and liabilities.
Judge Sean H Lane presides over the case.
Jeffrey A. Rockman, Esq. represents the Debtor as counsel.
2U INC: Faces Nasdaq Delisting Following Chapter 11 Filing
----------------------------------------------------------
2U, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on July 29, 2024, the
Company was notified by the Listing Qualifications Department of
The Nasdaq Stock Market LLC that Nasdaq had determined to delist
the Company's common stock, par value $0.001 per share.
Nasdaq reached its decision that the Company is no longer suitable
for listing pursuant to Nasdaq Listing Rules 5101, 5110(b), and
IM-5101-1 as a result of the Debtors' commencement of the Chapter
11 Cases on the Petition Date. The Company does not intend to
appeal this determination.
A Form 25-NSE will be filed with the U.S. Securities and Exchange
Commission, which will remove the Common Stock from listing and
registration on Nasdaq.
About 2U, Inc.
Headquartered in Lanham, Maryland, 2U is an online education
platform company. The Company's mission is to expand access to
high-quality education and unlock human potential. As a trusted
partner to top-ranked nonprofit universities and other leading
organizations, the Company delivers technology and services that
enable its clients to bring their educational offerings online at
scale.
2U Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. S.D. N.Y. Case No. 24-11279) on July 25, 2024. In its
petition, the Debtor reports estimated assets and liabilities
between $1 billion and $10 billion each.
The Debtor is represented by:
George A. Davis, Esq.
Latham & Watkins LLP
1271 Avenue of the Americas
New York, NY 10020
Telephone: (212) 906-1200
Email: george.davis@lw.com
2U INC: Secures $64 Million DIP Financing
-----------------------------------------
As previously disclosed, on July 25, 2024, 2U, Inc. and certain of
its subsidiaries commenced voluntary cases under chapter 11 of
title 11 of the United States Code in the United States Bankruptcy
Court for the Southern District of New York providing for a
court-administered reorganization pursuant to its prepackaged joint
plan of reorganization. The Chapter 11 Cases are being jointly
administered under the caption "In re: 2U, Inc., et al."
In connection with the Chapter 11 Cases and the entry by the
Bankruptcy Court of the interim order authorizing and approving the
DIP Facility, on July 29, 2024, the Debtors entered into that
certain Debtor-In-Possession Credit and Guaranty Agreement, by and
among the Debtors, the lenders party thereto and Wilmington Savings
Fund Society, FSB, as administrative agent and collateral agent.
Pursuant to the DIP Credit Agreement, the DIP Lenders agreed to
provide a secured, multi-draw, junior lien debtor-in-possession
financing facility in an aggregate principal amount of up to $64
million, with an initial draw of $60 million that occurred on July
29, 2024 following entry of the Interim Order and a subsequent draw
in an amount not to exceed $4 million permitted following entry of
the final order related to the DIP Facility (in the case of the
second draw, subject to the consent of the Required Lenders and the
satisfaction of certain other draw conditions as set forth in the
DIP Credit Agreement.
About 2U, Inc.
Headquartered in Lanham, Maryland, 2U is an online education
platform company. The Company's mission is to expand access to
high-quality education and unlock human potential. As a trusted
partner to top-ranked nonprofit universities and other leading
organizations, the Company delivers technology and services that
enable its clients to bring their educational offerings online at
scale.
2U Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. S.D. N.Y. Case No. 24-11279) on July 25, 2024. In its
petition, the Debtor reports estimated assets and liabilities
between $1 billion and $10 billion each.
The Debtor is represented by:
George A. Davis, Esq.
Latham & Watkins LLP
1271 Avenue of the Americas
New York, NY 10020
Telephone: (212) 906-1200
Email: george.davis@lw.com
903 LAKE FRONT: Creditors to Get Proceeds From Liquidation
----------------------------------------------------------
WCP Fund I LLC as Servicer for Pacific RBLF Funding Trust filed
with the U.S. Bankruptcy Court for the District of Maryland a
Disclosure Statement describing Chapter 11 Plan for 903 Lake Front
Drive, LLC dated July 18, 2024.
The Debtor was formed as a Maryland limited liability company on
October 27, 2021. The Debtor acquired the Real Estate on or about
November 3, 2021, with a deed thereto being recorded on or about
January 28, 2022.
The Real Estate is believed to be a four bedroom, three-and-one
half bathroom single family home, with approximately 4,152 square
feet of living space. The Debtor acquired the Real Estate for
$589,900.00 through what is believed to have been an arm's length
sale from an unrelated third party.
The Debtor has scheduled the Real Estate asset as being worth
$654,700.00. The parcel and improvements are tax assessed at
$644,500.00. Insofar as the Debtor's schedules indicate an
obligation to WCP in a sum greater than the value of the Real
Estate indicated therein (and, by extension, also greater than the
tax-assessed value of the Real Estate and the sum paid for the Real
Estate), it is not reasonably believed that the Debtor holds any
equity in the Real Estate.
The Plan provides for the Real Estate to be auctioned on the
courthouse steps, with a starting bid of $400,000.00. The required
deposit to bid is $150,000.00, though WCP is not required to post a
deposit and is permitted to credit bid its claim.
The Plan further provides for cash raised through the auction (if
any – a successful credit bid by WCP would result in no
additional cash entering the Debtor's estate), coupled with the
Debtor's cash on hand, to be distributed to creditors in accord
with the governing priority scheme. The Successful Bidder at the
Auction will also be required to deposit $10,000.00 into the
Reserve Fund, with those funds being used to pay administrative
expenses. Even if WCP is the Successful Bidder, and the Successful
Bid is purely a credit bid, WCP will be required to finance the
Reserve Fund.
The Plan is one that calls for liquidation and dissolution of the
Debtor. The Plan also calls for the payment, in full, of priority
tax creditors of the Estate, and payment of all allowed
administrative expense claims of the Estate. Insofar as the only
obligations disclosed in the Debtor's schedules and/or in the
claims register are of a secured variety, and insofar as the Plan
contemplates the payment of all administrative expense claims, the
Plan will pay, in full, all allowed Claims, with the possible
exception of the Claim of the Plan Proponent.
Class 3 consists of Allowed Unsecured Claims. It is not believed
that there exist any general unsecured Claims in this case. To the
extent any such Claims are subsequently recognized, they will be
placed in Class 3. It is not reasonably believed Class 3 will take
anything under the Plan.
The Plan is strictly liquidating in nature and is thusly feasible.
The Plan provides for the Real Estate to be auctioned, with a
closing to occur within three Business Days of the auction. WCP is
permitted to credit bid its Claim at the auction; any other bidder
would need to post a deposit of $150,000.00. The opening bid shall
be $400,000.00.
A full-text copy of the Disclosure Statement dated July 18, 2024 is
available at https://urlcurt.com/u?l=ir0Z8w from PacerMonitor.com
at no charge.
Counsel for WCP Fund I LLC:
Maurice B. VerStandig, Esq.
The VerStandig Law Firm, LLC
1452 W. Horizon Ridge Pkwy, #665
Henderson, Nevada 89012
Phone: (301) 444-4600
Facsimile: (301) 444-4600
Email: mac@mbvesq.com
About 903 Lake Front Drive
903 Lake Front Drive, LLC was formed as a Maryland limited
liability company on October 27, 2021.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 24-11815) on March 4, 2024,
with $500,001 to $1 million in assets and liabilities.
Judge Maria Ellena Chavez-Ruark presides over the case.
Charles Earl Walton, Esq., at Walton Law Group, Llc, is the
Debtor's legal counsel.
ABIDE BRANDS: Asset Sale Proceeds to Fund Plan Payments
-------------------------------------------------------
Abide Brands, Inc. and Paykickstart, LLC filed with the U.S.
Bankruptcy Court for the Middle District of Florida a Joint Plan of
Reorganization dated July 17, 2024.
Abide is a Delaware company formed on May 10, 2022, which maintains
its principal business address and place of business is located at:
508 Lake Cove Point Circle, Winter Garden, Florida 34787.
Abide is managed and controlled by its sole-shareholder, Mr. Jared
Schneider, and operates as an acquisition, management and holding
company for software assets. Abide currently holds and manages its
interests in PayKickstart, LLC.
PayKickstart is Indiana company organized on April 13, 2015. Which
maintains its principal business address and place of business is
located at: 508 Lake Cove Pointe Circle, Winter Garden, Florida
34787. PayKickstart is a software development company which
provides e-commerce payment solutions for a wide variety of
clientele.
During the First Quarter of 2024, the Debtors engaged in
discussions to sell their assets to an interested party with the
hope of generating sufficient funds to satisfy their respective
secured and unsecured loan obligations. Sale negotiations were
complicated in May and June 2024 when Debtors began to receive
creditor and investor demands regarding missed note payments.
On June 11, 2024, PayKickstart received a demand letter from Boopos
Warehouse, LLC alleging a default on a $1.8 million promissory
note. The Boopos demand complicated sale discussions and with a
potential lawsuit looming which would complicate matters further,
Debtors elected to utilize the Chapter 11 process to consolidate
their respective operations, finalize an asset sale, and satisfy
creditor obligations for the benefit of their respective estates.
On July 11, 2024, the Bankruptcy Court approved bid and sale
procedures for the sale or auction of substantially all of the
Debtors’ assets. The Plan contemplates a sale of the Debtors'
respective assets and the distribution of sale proceeds to holders
of Allowed Claims.
Class 2 consists of all Allowed General Unsecured Claims against
Abide Brands, Inc. In full satisfaction of their Allowed Class 2
Claims, on the Effective Date Holders of Allowed General Unsecured
Claims against Abide shall receive a pro rata share of the Sale
Proceeds after Payment in full of all Allowed Administrative
Claims, Allowed Priority Tax Claims, Allowed Priority Claims, and
Allowed Class 1 Claims. To the extent the Sale Proceeds are payable
over time, Debtors will facilitate all Distributions to the Class 2
Claimholders until the Sale Proceeds have been exhausted. Class 2
is Impaired.
Class 3 consists of all Allowed General Unsecured Claims against
Paykickstart, LLC. In full satisfaction of their Allowed Class 3
Claims, on the Effective Date Holders of Allowed General Unsecured
Claims against Abide shall receive a pro rata share of the Sale
Proceeds after Payment in full of all Allowed Administrative
Claims, Allowed Priority Tax Claims, Allowed Priority Claims, and
Allowed Class 1 Claims. To the extent the Sale Proceeds are payable
over time, Debtors will facilitate all Distributions to the Class 3
Claimholders until the Sale Proceeds have been exhausted. Class 3
is Impaired.
Class 4 consists of all equity interests in Abide Brands, Inc. All
Class 4 Interests in Abide Brands, Inc. shall be cancelled
following distribution of the Sale Proceeds in full, and following
the full and final resolution of any Causes of Action or objections
to Claims. Class 4 is Impaired.
Class 5 consists of all equity interests in Paykickstart, LLC. All
Class 5 Interests in Paykickstart, LLC shall be cancelled following
distribution of the Sale Proceeds in full, and following the full
and final resolution of any Causes of Action or objections to
Claims. Class 5 is Impaired.
The Debtors shall operate their respective businesses until the
closing of the Sale. To fund Plan Distributions, Debtors shall sell
their respective Personal Property to a buyer for a minimum of
$4,500,000.00 pursuant to approved bid and sale procedures which
will be circulated to all parties contemporaneously with the Plan.
Funds generated from Debtors' respective operations through the
Effective Date will be used for Plan Payments; however, cash on
hand of the Debtors as of date of the Confirmation Order will be
available for payment of Administrative Expenses.
A full-text copy of the Joint Plan dated July 17, 2024 is available
at https://urlcurt.com/u?l=H3AVvR from PacerMonitor.com at no
charge.
Counsel to the Debtors:
Justin M. Luna, Esq.
Daniel A. Velasquez, Esq.
Latham Luna Eden & Beaudine, LLP
201 S. Orange Ave., Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: jluna@lathamluna.com
About Abide Brands Inc.
Abide Brands Inc. provides environmental contracting and
restoration firm. The Company offers abatement, lead paint,
vermiculite, and PCB removal services. Abide serves customers in
the States of Connecticut and Massachusetts.
Abide Brands Inc. sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03075) on
June 19, 2024. In the petition filed by Jared Schneider, as
president and sole shareholder, the Debtor reports estimated assets
up to $50,000 and estimated liabilities between $1 million and $10
million.
Judge Lori V. Vaughan handles the case.
The Debtor is represented by Daniel A. Velasquez, Esq., at Latham
Luna Eden & Beaudine, LLP.
ALANIZ & HERNANDEZ: Case Summary & One Unsecured Creditor
---------------------------------------------------------
Debtor: Alaniz & Hernandez, LLC
125 Thompson Road
Alvin, TX 77511
Business Description: The Debtor owns and operates RV
(Recreational Vehicle) Park and
Recreational Camp.
Chapter 11 Petition Date: August 5, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-80224
Debtor's Counsel: Gabe Perez, Esq.
ZENDEH DEL & ASSOCIATES, PLLC
1813 61st Street 101
Galveston TX 77551
Tel: (409) 740-1111
E-mail: gabe@zendehdel.com
Total Assets: $0
Total Debt: $1,596,519
The petition was signed by Dean Alaniz as managing member.
The Debtor listed Independent Bank located at 6025 Crenshaw Road,
Suite 100, Pasadena, TX 77505 as its sole unsecured creditor
holding a claim of $1,596,519.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/LUISDLA/Alaniz__Hernandez_LLC__txsbke-24-80224__0001.0.pdf?mcid=tGE4TAMA
ALCOVY TRUCKING: Case Summary & Five Unsecured Creditors
--------------------------------------------------------
Debtor: Alcovy Trucking, LLC
395 Paines Crossing Road
Social Circle, GA 30025
Business Description: The Debtor is part of the general freight
trucking industry.
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 24-58210
Debtor's Counsel: Natalyn Archibong, Esq.
LAW OFFICES OF NATALYN ARCHIBONG
374 Maynard Terrace SE
Suite 206
Atlanta, GA 30316
Tel: (404) 626-9142
Email: nmarchibong@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Edward Watkins as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/6LSPXSI/Alcovy_Trucking_LLC__ganbke-24-58210__0001.0.pdf?mcid=tGE4TAMA
ALTICE USA: Posts $21.7 Million Net Income in Fiscal Q2
-------------------------------------------------------
Altice USA, Inc. has filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q, disclosing a net
income of $21.7 million on $2.2 billion of revenues for the three
months ended June 30, 2024, compared to a net income of $86.1
million on $2.3 billion of revenues for the three months ended June
30, 2023.
For the six months ended June 30, 2024, the Company reported a net
income of $8.8 million on $4.5 billion of revenues, compared to a
net income of $117.3 million on $4.6 billion of revenues for the
same period in 2023.
Dennis Mathew, Altice USA Chairman and Chief Executive Officer,
said: "In the second quarter our company achieved significant
improvements in operational metrics and customer satisfaction,
growth in our fiber, mobile, and B2B businesses, and continued
stabilization of ARPU across our base. We elevated product and
network quality, introduced refreshed go-to-market strategies,
which are starting to gain traction, and launched Entertainment TV,
Optimum's new low-cost internet TV package available exclusively on
Optimum Stream, providing more choice and flexibility for
customers. Looking ahead, we have an innovative roadmap of future
product and experience enhancements that we are eager to bring to
current and prospective customers this year and beyond, and we
remain focused on advancing network and service quality, driving
profitable customer relationships, and maintaining financial
discipline."
As of June 30, 2024, the Company had $32 billion in total assets,
$32.4 billion in total liabilities, and $396.7 million in total
stockholders' deficiency.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/y3rj542j
About Altice USA Inc.
Altice USA, Inc. is an American cable television provider.
* * *
As reported by the TCR on May 17, 2024, S&P Global Ratings lowered
all its ratings on Altice USA Inc. one notch, including the issuer
credit rating to 'CCC+', and removed them from Credit Watch, where
it placed them with negative implications on May 2, 2024. The
negative outlook reflects that S&P\ could lower its ratings if the
company opts to pursue a debt restructuring over the next year.
S&P said, "We believe Altice USA's capital structure is
unsustainable. We believe the company is vulnerable to nonpayment
long term and depends on favorable business, financial, and
economic conditions to meet its financial obligations as they come
due in 2027 and beyond. We believe it is more likely than not that
Altice USA will enter into a distressed debt restructuring that we
consider tantamount to default, or it could face bankruptcy long
term."
AMC ENTERTAINMENT: S&P Upgrades ICR to 'CCC+', Outlook Negative
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on AMC
Entertainment Holdings Inc. to 'CCC+' from 'SD' (selective
default).
S&P said, "At the same time, we raised the issue-level ratings on
the company's secured notes due 2029 to 'CCC+' from 'D' and raised
the issue-level rating on the its subordinated notes due 2026 to
'CCC-' from 'D'.
"We also assigned a 'B' issue-level rating to the new term loan due
2029 and 'CCC-' issue-level rating to the exchangeable notes due
2030.
"Additionally, we lowered the issue-level rating on the company's
12.75% secured notes issued at Odeon Finco PLC to 'B-' from 'B'.
The negative outlook reflects our expectation that AMC's revenue
will decline by 5%-7% in 2024 due to a limited theatrical release
slate, resulting in negative free operating cash flow (FOCF) and
leverage in the mid-7x area."
AMC Entertainment, the world's largest motion picture exhibitor,
completed the issuance of its new $2.0 billion term loan due 2029
and $414 million exchangeable notes due 2030.
S&P said, "While AMC has extended most of its near-term maturities,
we continue to view its capital structure as unsustainable due to
its substantial debt burden. Through the transaction, AMC reduces
2026 debt maturities to about $386 million from over $2.7 billion.
The transaction includes a new $2.0 billion term loan due in 2029
as well as $414 million of exchangeable notes due in 2030. We
expect the company will convert the exchangeable notes within the
next 12 months, which will help support leverage reduction.
However, the interest savings from this conversion will be more
than offset by the 400 basis point increase in pricing for the new
term loan compared to the company's prior term loan.
"We expect box office performance will improve toward the end of
2024, but we think that full-year performance will be materially
worse than 2023. The domestic box office reached about $8.9 billion
in 2023, driven by tent-pole films' strong performance prior to the
onset of the writers' and actors' strikes. Through the first half
of 2024, the box office has faced significant disruption from the
strikes, especially in the second quarter. We now forecast total
domestic box office revenue of around $8.25 billion for 2024, a
decline of about 7% compared to 2023."
Ongoing macroeconomic risks could also affect AMC's performance
over the next 12 months. The uncertain economic outlook poses a
potential risk to theatrical revenue. Historically, cinema
attendance has been relatively resilient during economic downturns
due to the relative affordability of this out-of-home entertainment
option.
S&P said, "While we expect this trend to hold in general, the
current state of the industry represents a unique set of
challenges: average ticket prices are at an all-time high and
consumers have never had more options for how to consume video
content in the home. In the event of an economic recession,
consumers will likely be increasingly sensitive to discretionary
spending and may choose lower-cost, in-home viewing options.
Consequently, it may prompt exhibitors to adjust their pricing
tactics for tickets and concessions such that total revenue is less
than currently planned.
"The negative outlook reflects our expectation that AMC's revenue
will decline by 5%-7% in 2024 due to a limited theatrical release
slate, resulting in negative FOCF and leverage in the mid-7x area.
The outlook also reflects the risk that AMC could pursue additional
subpar debt exchanges within the next 12 months."
S&P could lower the rating if it expects AMC would default within
the next 12 months. This could occur if:
-- The industry experienced further headwinds such that AMC's cash
burn worsened and its liquidity position weakened; or
-- The company pursued further subpar debt exchanges or any other
notable for of debt restructuring.
S&P could revise the outlook to stable if:
-- S&P expects the release slate to stabilize in the second half
of 2024; and
-- S&P no longer believes there is a risk that AMC would pursue
additional subpar debt exchanges.
AMERICAN TIRE: Fitch Affirms & Withdraws 'CCC+' LongTerm IDR
------------------------------------------------------------
Fitch Ratings has affirmed and subsequently withdrawn ATD New
Holdings, Inc. and American Tire Distributors, Inc.'s (collectively
ATD) 'CCC+' Long-Term Issuer Default Ratings (IDRs) and 'B+'/'RR1'
senior secured revolving and FILO ABL facility ratings. Fitch has
also affirmed and withdrawn ATD's 'CCC'/'RR5' senior secured term
loan ratings.
The ratings have been withdrawn for commercial reasons. Fitch will
therefore no longer provide rating or analytical coverage on ATD.
Key Rating Drivers
Pressured Near-Term Liquidity Position: At 1Q24, ATD had $211
million of liquidity, which Fitch believes provides limited
headroom in the near term. The historical first half inventory
stocking and second half destocking cash conversion cycle helps
moderate risk and is expected to support cash flows in the second
half of 2024.
However, revolver availability is at risk of declining further as
ATD may draw through seasonal inventory purchases, utilize debt
service and be subject to availability limitations introduced by
its fixed charge coverage incurrence covenant. While ATD's revolver
availability is above the threshold to trigger the measurement of
the incurrence covenant, a fixed charge coverage ratio of under
1.0x would effectively reduce availability in order to avoid
covenant measurement. Fitch calculated EBITDAR coverage is expected
to be below 1.0x in 2024, compared to 0.9x in 2023.
Turnaround Supports FCF Improvement: Fitch forecasts
breakeven-to-negative FCF in fiscal 2024, following two years of
Fitch-calculated breakeven-to-negative FCF generation. Fitch
expects working capital to be a source of cash in fiscal 2024, with
improving inventory management and supply chain efficiencies.
However, this is below the company's average margins, and together
with higher interest rates, limit the company's ability to generate
meaningful FCF. Further sustained FCF improvements are linked to
cost-reduction actions, working capital management enhancements,
and overall recovery in the tire replacement aftermarket.
Unfavorable Product/Channel Mix Pressures Margins: Customers have
shifted away from premium tires to lower-tier, lower margin value
brand tires. In addition, ATD's channel mix has shifted away from
more profitable independent dealers, and towards commissions-based
secondary supply contracts for manufacturers, which has pressured
margins. ATD has also been impacted by supply chain inflation, as
manufacturers are not passing through raw material benefits to
their distributors.
These challenges have reduced Fitch-adjusted EBITDA margins from a
high of 4.9% in fiscal 2021 to a low of 1.9% in fiscal 2023, and
has increased cash flow volatility. ATD has made progress in
renegotiating secondary supply contracts and is positioned well to
meet lower-tier demand with higher margin in-house brands
(Hercules, Ironman). Fitch forecasts EBITDA margins will improve
but remain below historical levels at between 2.5%-3.5% for most of
the rating horizon.
Elevated, but Improving Leverage Profile: EBITDAR leverage is
expected to be above 10x in fiscal 2024, consistent with 'CCC'
rated peers. Fitch forecasts margin and cash flow improvement
initiatives will support positive FCF and gross debt reduction over
the forecast period. Fitch's rating case projects EBITDAR leverage
closer to 7.0x in 2026-2027.
Tire Fundamentals Signal Pent-Up Demand: The consumable,
non-discretionary nature of tires and the correlation of tire
shipments to vehicle miles travelled support ATD's demand prospects
and earnings profile. However, the sensitivity to product mix and
weaker consumer confidence has recently pushed purchasing trends
toward value-oriented products, and can create a need to shift
inventory mix. Fitch anticipates a slight recovery in volumes in
2H24 given tire fundamentals, upside potential for ATD could be
limited given the shift in product/channel mix and limited
flexibility for additional inventory investment.
Inherent Business Model Risks: As a distributor, ATD is in a
relatively weak position in the value chain that limits
profitability to relatively low levels. The company has a
concentrated supplier base that exposes the business to disruptions
or aggressive actions in the product category that could pressure
cash flows. The risk is highlighted by the 2018 debt restructuring
that resulted from large vendors setting up a competing platform.
This ongoing risk is partially mitigated by ATD's large network
scale, which makes it attractive for national distribution, and
solid presence with smaller regional and local customers that are
more difficult to reach. ATD has also invested in developing
logistics and digital services to offer further value to
customers.
Derivation Summary
Fitch compares ATD to other high yield industrial distributors as
well as larger alternative automotive parts distributor LKQ
Corporation (BBB-/Positive). Conditions have been challenging
recently for many high yield distributors as a result of consumers
trading down for lower tier products, increased competition from
tire manufacturers and weakened tire replacement demand, despite
both increasing vehicle miles traveled and average car parc age.
Similar to high yield distribution peers, ATD's ratings reflect the
competitiveness of the distribution market that limits
profitability, although it has a decent degree of customer and
vendor diversification for the rating category.
Fitch expects ATD's EBITDAR coverage to be below 1.0x in fiscal
2024, before potentially improving to the low-1.0x range in fiscal
2025. Leverage is expected to remain elevated through the forecast,
staying above 10x in fiscal 2024, and but trend closer to 7.0x in
2026-2027. The IG LKQ's ratings reflect its solid and consistently
positive FCF generation, modest EBITDAR leverage expected to be
around the low-3.0x range over the long term, and strong market
position within the automotive aftermarket distribution business.
Key Assumptions
- Growth of about 1% in 2024 considers a slight pick-up in volumes
in 2H24 through the SureDrive partnership, secondary supply
agreements, and lower-tier tire replacement. Organic revenue growth
is in the low-to-mid single digits in 2025 and thereafter;
- Fitch calculated EBITDA margin improves to about 2.5% for fiscal
2024, with a slight improvement in 2H24. Thereafter EBITDA margin
is between 3.5%-4.0%, slightly below 2021 and 2022 levels;
- Working capital unwinds in 2H24, supporting an inflow of cash
flow. FCF remains breakeven to negative in fiscal 2024 with
improving medium-term trends;
- ATD prioritizes deleveraging in the near-to-medium term;
- Debt is assumed to be refinanced prior to maturity at rates based
on a SOFR curve of 5.2% in 2024, 4.0% in 2025, and 3.6% in
2026-2027.
Recovery Analysis
The recovery analysis assumes ATD would be considered a going
concern in bankruptcy and would be reorganized rather than
liquidated. Fitch has assumed a 10% administrative claim in the
recovery analysis.
A going-concern (GC) EBITDA estimate of approximately $215 million
reflects Fitch's view of a sustainable post-reorganization EBITDA.
Fitch considers a bankruptcy scenario that could be caused by a
combination of one or more the following: heightened competitive
intensity leading to sustained pressures on profitability and cash
flows or a liquidity event potentially driven by working capital
challenges or large corporate actions.
An enterprise value multiple of 5.5x is used to calculate the
post-reorganization valuation. The multiple considers ATD's prior
reorganization at around 9.0x and the median multiple of 5.1x
observed across 23 bankruptcies within Fitch's "Automotive
Bankruptcy Enterprise Values and Creditor Recoveries" report
published in April 2024.
Fitch's recovery analysis assumes an approximately 75% draw on
ATD's $1.1 billion revolving ABL facility and $175 million of ABL
FILO tranche borrowings. Fitch's assumptions reflect the potential
that the ABL facility's borrowing base falls slightly below current
levels, given current stresses and financial performance.
The analysis results in a 'B+'/'RR1' rating for the asset-based
revolving and FILO tranche. The two share the same collateral pool,
and while the FILO loan would be "last-out", any shortfall in its
borrowing base during a time of distress would result in lower
borrowing capacity for the revolving ABL. The first lien term loan
is considered lower priority than the ABL and FILO loan, leading to
a 'CCC'/'RR5' rating.
RATING SENSITIVITIES
Rating sensitivities do not apply, as the ratings have been
withdrawn.
Liquidity and Debt Structure
Limited Near-Term Liquidity: As of March 31, 2024, ATD had
liquidity of $211 million, consisting of $24.5 million of cash and
$185.7 million of availability under its ABL facility, which has a
total borrowing capacity of up to $1.2 billion, including the $100
million FILO loan. Fitch views ATD's liquidity position as limited
in the near term, but anticipates the company could face increased
pressure in the medium term if execution falls short of
expectations.
Capital Structure: As of March 31, 2024, ATD's capital structure
consisted of approximately $1.8 billion in total debt outstanding,
comprised of a $980 million senior secured first lien term loan due
2028, $743.8 million outstanding on its ABL facility due 2026, and
$100 million outstanding on its US FILO facility due 2026. In July
2024, ATD added a new $75 million FILO tranche to its ABL
facility.
Issuer Profile
ATD is a leading distributor of passenger vehicle and light truck
replacement tires in the U.S. The company supplies its customers
with eight of the top 10 leading passenger vehicle and light truck
tire brands. ATD also markets tires under its proprietary Hercules
and IronMan brands.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
ATD New Holdings, Inc. LT IDR CCC+ Affirmed CCC+
LT IDR WD Withdrawn CCC+
American Tire
Distributors, Inc. LT IDR CCC+ Affirmed CCC+
LT IDR WD Withdrawn CCC+
senior secured LT B+ Affirmed RR1 B+
senior secured LT WD Withdrawn B+
senior secured LT CCC Affirmed RR5 CCC
senior secured LT WD Withdrawn CCC
APPLIED DNA: Adjourns Special Meeting Due to Lack of Quorum
-----------------------------------------------------------
Applied DNA Sciences, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that it held a special meeting
of stockholders on Aug. 2, 2024. At the Special Meeting, an
aggregate of 4,056,202 shares of the Company's common stock were
present in person or by proxy and entitled to vote, which did not
constitute a quorum determined in accordance with the Company's
By-Laws, which requires a majority of the Company's issued and
outstanding shares of Common Stock. Accordingly, no action was
taken with respect to the proposal presented at the Special
Meeting, and the Special Meeting was adjourned.
As previously reported on its Form 8-K filed on May 29, 2024, the
Company closed on such date a public offering of common stock and
series A and B common stock purchase warrants. The Series Warrants
will only be exercisable upon receipt of such stockholder approval
as may be required by the applicable rules and regulations of the
Nasdaq Capital Market. Further, pursuant to the terms of the
Series Warrants, since the Company did not obtain Warrant
Stockholder Approval at the Special Meeting, it is obligated to
call a subsequent stockholder meeting to seek to obtain Warrant
Stockholder Approval.
About Applied DNA
Applied DNA Sciences, Inc. -- http//www.adnas.com/ -- is a
biotechnology company developing and commercializing technologies
to produce and detect deoxyribonucleic acid ("DNA") and ribonucleic
acid ("RNA"). Using polymerase chain reaction ("PCR") to enable the
production and detection of DNA and RNA, the Company currently
operates in three primary business markets: (i) the enzymatic
manufacture of synthetic DNA for use in the production of nucleic
acid-based therapeutics (including biologics and drugs) and,
through our recent acquisition of Spindle, the development and sale
of a proprietary RNA polymerase ("RNAP") for use in the production
of mRNA therapeutics; (ii) the detection of DNA and RNA in
molecular diagnostics and genetic testing services; and (iii) the
manufacture and detection of synthetic DNA for industrial supply
chain security services.
Melville, NY-based Marcum LLP, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated Dec. 7,
2023, 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.
The Company has recurring net losses. The Company incurred a net
loss of $5,624,064 and generated negative operating cash flow of
$6,967,672 for the six-month period ended March 31, 2024. At March
31, 2024, the Company had cash and cash equivalents of $3,149,640.
These factors raise substantial doubt about the Company's ability
to continue as a going concern for one year from the date of
issuance of these financial statements, according to the Company's
Quarterly Report for the period ended March 31, 2024.
AQUA POOL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Aqua Pool Care, Inc.
1609 East Main Street
Easley, SC 29640
Business Description: Aqua Pool specializes in building custom
inground swimming pools, swimming pool
repair, vinyl liner replacement, swimming
pool renovation, including deck and tile
work, and weekly & bi-weekly swimming pool
cleaning service.
Chapter 11 Petition Date: August 5, 2024
Court: United States Bankruptcy Court
District of South Carolina
Case No.: 24-02858
Judge: Hon. Helen E Burris
Debtor's Counsel: W. Harrison Penn, Esq.
PENN LAW FIRM LLC
1517 Laurel Street
Columbia, SC 29201
Tel: (803) 771-8836
Fax: (803) 451-2270
Email: hpenn@pennlawsc.com
Total Assets: $796,612
Total Liabilities: $1,215,376
The petition was signed by Richard K. Bishop 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/SJL2LAY/Aqua_Pool_Care_Inc__scbke-24-02858__0001.0.pdf?mcid=tGE4TAMA
ARCOSA INC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issuer credit rating on
U.S.-based infrastructure products provider Arcosa Inc., while
revising the outlook to negative. At the same time, S&P lowered its
issue-level rating on the company's existing 4.375% senior
unsecured notes to 'B+' from 'BB' due to the increase in secured
obligations reducing recovery prospects for the unsecured debt.
S&P also assigned its 'BBB-' issue-level rating to the company's
proposed senior secured debt.
The negative outlook indicates minimal cushion against downside
risks including earnings softness or the failure to reduce debt as
expected.
The proposed transaction substantially increases the company's debt
load such that S&P Global Ratings-adjusted leverage would be above
S&P's previously forecasted 2x-3x range for the next 12 months.
Arcosa plans to issue a total of $1.3 billion in debt comprised
primarily of a senior secured term loan due 2031, and new unsecured
debt. The company will use these proceeds to fund its acquisition
of Stavola Holdings and pay down about $100 million of its existing
revolving credit facility borrowings. The company is also amending
its revolving credit facility to be secured and is upsizing it to
$700 million from $600 million, with $200 million remaining
outstanding at transaction close.
The proposed transaction results in S&P Global Ratings-adjusted
debt of about $1.9 billion, three times of adjusted debt levels at
year-end 2023. Pro forma for the transaction, S&P expects S&P
Global Ratings-adjusted leverage of 3.8x and expect it will start
trending toward 3x over the next 12 months as earnings grow and
excess free cash flow is used toward debt paydown. These metrics
are well above its 2x-3x expectation for the rating.
S&P said, "Pro forma for the transaction, we expect Arcosa's
revenues to be $2.9 billion-$3.1 billion in 2024-2025 and S&P
Global Ratings-adjusted EBITDA to be $500 million-$575 million. We
believe the higher margin profile of Stavola would benefit Arcosa's
overall profitability levels, such that S&P Global Ratings-adjusted
EBITDA margins are 18%-20% compared to historical levels of
14%-16%. Further, we believe this acquisition improves the
company's geographic footprint by expanding its network into the
northeast, somewhat reducing its concentration in Texas and the
Gulf Coast region.
"We expect longer-term growth prospects for Arcosa's products to
remain favorable, backed by tailwinds from infrastructure
investment. We expect continued public spending on infrastructure
projects around highways and bridges--as well as grid hardening,
green energy, and telecommunications network buildouts--will drive
demand for Arcosa's products over the next few years. We also
believe the company's current backlogs on wind towers and the
inland barges will support sales volumes over the next 12-24
months. Further, as the company's business mix continues to skew
toward the construction products segment, we expect the benefits
from these tailwinds to be more profound.
"We expect the company to prioritize debt reduction ahead of growth
initiatives and shareholder returns in the near term, with its
business mix evolving over time as it continues to optimize its
portfolio. We expect the company's free cash generation to improve,
helped by earnings growth and reduced growth capital expenditures,
particularly in 2025. As such, we expect free cash flow of over
$200 million annually in 2025 and after. Further, other than
regular dividend payouts of about $10 million annually, we believe
the company will use excess free cash toward debt reduction instead
of reinvesting in new acquisitions or distributing it as share
buybacks. If this occurs, we expect credit metrics could improve to
be more in line with our 2x-3x tolerance for the rating over the
next 12-24 months.
"Nonetheless, in the longer term, as the company executes on its
publicly stated strategic initiatives of reducing the cyclicality
and complexity of its portfolio, we believe its business mix may
continue to evolve. We expect Arcosa will remain opportunistic
about pursuing growth initiatives geared toward expanding its
presence in its core businesses while potentially considering
divestures of some of its individual businesses that are cyclical
and non-core. For instance, over the last few years, the company
has made several small to mid-sized deals in the construction
products and engineered structures segments, including this
proposed transaction as well as the Ameron acquisition in March
2024, while divesting the storage tank business in 2022 and the
rail components business very recently in 2024."
The negative outlook on Arcosa indicates the substantial increase
in debt that initially elevates S&P Global Ratings-adjusted
leverage to well above 3x, with minimal cushion against downside
risks if excess free cash flow is not allocated toward debt
reduction over the next 12 months.
S&P would lower the rating over the next 12 months if:
-- S&P Global Ratings-adjusted leverage fails to improve toward
3x. This could occur if S&P Global Ratings-adjusted EBITDA is more
than 10% below our base-case scenario, caused by a severe downturn
that drastically reduces demand in the company's growing businesses
and reverses improvements in demand for its cyclical products or
weakens profitability; or
-- The company continues to undertake debt-financed acquisitions
or pursues shareholder-friendly actions that keeps leverage above
3x.
S&P could revise the outlook back to stable over the next 12 months
if:
-- S&P Global Ratings-adjusted leverage improves to under 3x,
driven by higher-than-expected earnings growth or the company's
deleveraging efforts; and
-- S&P views these levels to be sustainable through most
reasonable market conditions.
ARGO HARDWARE: Kicks Off Subchapter V Bankruptcy Process
--------------------------------------------------------
Argo Hardware Inc. filed Chapter 11 protection in the Northern
District of Alabama. According to court filing, the Debtor reports
$1,008,965 in debt owed to 1 and 49 creditors. The petition states
that funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
August 27, 2024 at 9:00 a.m. at Creditor Meeting Room Birmingham.
About Argo Hardware Inc.
Argo Hardware Inc. is a hardware store in Alabama.
Argo Hardware Inc. sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-40873) on
July 29, 2024. In the petition filed by Glen Waldrop, as
president, the Debtor reports total assets of $175,746 and total
liabilities of $1,008,965.
The Honorable Bankruptcy Judge James J. Robinson oversees the
case.
The Debtor is represented by:
Steven D. Altmann, Esq.
ALTMAN LAW FIRM, LLC
Nomberg Law Firm
3940 Montclair Rd, Ste 401
Birmingham, AL 35213
Tel: (205) 930-6900
Fax: (205) 855-4262
Email: steve@nomberglaw.com
ARTIFICIAL INTELLIGENCE: Forecasts 300% Revenue Growth for FY 2025
------------------------------------------------------------------
Artificial Intelligence Technology Solutions, Inc. announced its
forecast for the fiscal year ending February 28, 2025, with
projections for the current fiscal year.
For fiscal year 2025, which will close February 28, 2025, the
Company anticipates a significant increase in total revenues,
projecting between $5.5 million and $6.5 million, excluding
contributions from RADCam (TM). RADCam, a product from subsidiary
RAD Residential Inc., is forecasted to contribute an additional
$200,000 to $800,000 in gross revenues in FY 2025.
As of August 1, 2024, AITX has grown to approximately $625,000 in
recurring monthly revenue (RMR), which includes units that are
deployed and invoicing, units deployed but not yet invoicing, and
units that are contracted, but not yet deployed. This includes
backlog of devices to be built, equating to an additional $150,000
in expected RMR once deployed. When this backlog is cleared and
deployed, the Company expects to generate approximately an
additional $85,000 per month from remote monitoring service
contracts.
Steve Reinharz, CEO/CTO of AITX, commented, "I am pleased with
AITX's financial trajectory. Our revenue growth and increasing
recurring monthly revenue demonstrate improving market acceptance
of our solutions. This solid foundation allows us to continue
investing in innovative technologies and expanding our product
offerings, keeping us at the forefront of the security industry."
Robotic Assistance Devices, Inc. (RAD), a key subsidiary, is
projected to achieve cash flow break-even at an RMR between
$700,000 and $800,000. This adjustment reflects an increase in
selling, general, and administrative (SG&A) expenses due to
staffing needs associated with ROAMEO and the resources required to
support the expanding product line. Assuming that all projected
units are deployed and generating RMR, a full year's revenue run
rate would approach $10 million, given today's low attrition rate.
RAD forecasts an increase in RMR by March 1, 2025, to between
$900,000 and $1.1 million.
Reinharz added, "We're excited to see RAD achieve operational
positive cash flow this fiscal year as we continue to spend and
develop new solutions, including the further development of ROAMEO,
RADDOG, RADPack, RAM, and RADCam."
The Company identifies four major revenue streams:
1. RAD stationary security solutions, including RIO(TM),
ROSA(TM) and AVA(TM)
2. Mobile security and surveillance solutions including
ROAMEO(TM) and RADDOG(TM)
3. RADCam for residential and small business security
applications
4. Remote monitoring contracts in support of all Company
security solutions
RAD's stationary solutions continue to be the primary revenue
drivers for the Company, while the mobile solutions and RADCam show
significant potential for future growth, justifying their continued
R&D investments. Remote monitoring revenue, despite being largely a
pass-through to third party partners, is expected to reach a $1
million annual recurring revenue (ARR) run rate this fiscal year,
contributing a significant gross profit margin.
Reinharz concluded, "We are only five months into the fiscal year
with seven months to go, and I am excited about the progress we are
making. I look forward to providing further updates as we continue
to execute our strategy and drive growth for the Company."
RMR is money earned from customers who pay for a subscription to a
service or product. RAD's solutions are generally offered as a
recurring monthly subscription, typically with a minimum 12-month
subscription contract.
AITX, through its primary subsidiary, Robotic Assistance Devices,
Inc. (RAD), is redefining the $25 billion (US) security and
guarding services industry through its broad lineup of innovative,
AI-driven Solutions-as-a-Service business model. RAD solutions are
specifically designed to provide cost savings to businesses of
between 35%-80% when compared to the industry's existing and costly
manned security guarding and monitoring model. RAD delivers these
tremendous cost savings via a suite of stationary and mobile
robotic solutions that complement, and at times, directly replace
the need for human personnel in environments better suited for
machines. All RAD technologies, AI-based analytics and software
platforms are developed in-house.
RAD has a prospective sales pipeline of over 35 Fortune 500
companies and numerous other client opportunities. RAD expects to
continue to attract new business as it converts its existing sales
opportunities into deployed clients generating a recurring revenue
stream. Each Fortune 500 client has the potential of making
numerous reorders over time.
About Artificial Intelligence Technology
Headquartered in Ferndale, Mich., Artificial Intelligence
Technology Solutions Inc. is an innovator in the delivery of
artificial intelligence-based solutions that empower organizations
to gain new insight, solve complex challenges, and fuel new
business ideas. Through its next-generation robotic product
offerings, AITX's RAD, RAD-R, RAD-M, and RAD-G companies help
organizations streamline operations, increase ROI, and strengthen
business. AITX technology improves the simplicity and economics of
patrolling and guard services, allowing experienced personnel to
focus on more strategic tasks. Customers augment the capabilities
of existing staff and gain higher levels of situational awareness,
all at drastically reduced costs. AITX solutions are well-suited
for use in multiple industries such as enterprises, government,
transportation, critical infrastructure, education, and
healthcare.
Artificial Intelligence reported a net loss of $20.71 million for
the year ended Feb. 29, 2024, compared to a net loss of $18.11
million for the year ended Feb. 28, 2023. As of May 31, 2024, the
Company had $7.93 million in total assets, $53.58 million in total
liabilities, $257,712 in redeemable preferred stock, and a total
stockholders' deficit of $45.91 million.
Deer Park, Illinois-based L J Soldinger Associates, LLC, the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated May 9, 2024, citing that the
Company had a net loss of approximately $20.7 million, an
accumulated deficit of approximately $133.0 million, and
stockholders' deficit of approximately $40.2 million as of and for
the year ended Feb. 29, 2024, which raise substantial doubt about
its ability to continue as a going concern.
ASENSUS SURGICAL: Updates Proxy Statement Amid Merger Disputes
--------------------------------------------------------------
Asensus Surgical, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that on June 6, 2024,
the Company entered into an Agreement and Plan of Merger, with KARL
STORZ Endoscopy-America, Inc., a California corporation, and Karl
Storz California Inc., a California corporation and a wholly owned
subsidiary of Parent. In connection with the Merger Agreement and
the transactions contemplated by the Merger Agreement, on July 5,
2024, the Company filed a definitive proxy statement for a Special
Meeting of Stockholders.
Following the filing of the Proxy Statement, the Company has
received a number of demand letters from purported Company
stockholders raising alleged disclosure deficiencies in the Proxy
Statement. The Company denies that it has violated any laws or
breached any duties to the Company's stockholders, denies all
allegations in the Demand Letters, and believes no supplemental
disclosures to the Proxy Statement were or are required under any
applicable law, rule or regulation. However, solely to eliminate
the burden and expense of potential litigation, to moot claims
under the Demand Letters, to avoid potential delay or disruption
for the Merger and to provide additional information to the
Company's stockholders, the Company has determined to voluntarily
supplement the Proxy Statement with disclosures. The Company
believes that the disclosures set forth in the Proxy Statement
comply fully with applicable law and nothing in the supplemental
disclosures shall be deemed an admission of the legal necessity or
materiality under applicable law of any of the disclosures.
To the extent that information in the supplemental disclosures
below differs from, or updates information contained in, the Proxy
Statement, the information below shall supersede or supplement the
information in the Proxy Statement. Except as otherwise described
in the following supplemental disclosures, the Proxy Statement the
annexes to the Proxy Statement and the documents referred to,
contained in or incorporated by reference in the Proxy Statement
are not otherwise modified, supplemented or amended.
A full-text copy of the Company's report filed on Form 8-K with the
Securities and Exchange Commission is available at:
https://tinyurl.com/2tts97jv
About Asensus Surgical
Durham, N.C.-based Asensus Surgical, Inc. is a medical device
company that is digitizing the interface between the surgeon and
patient to pioneer a new era of surgery, which it refers to as
Performance-Guided Surgery, or PGS, by unlocking clinical
intelligence to enable surgeons to deliver consistently superior
outcomes to patients.
As of March 31, 2024, the Company had $40.8 million in total
assets, $27.8 million in total liabilities, and a total
stockholders' equity of $13 million.
Raleigh, N.C.-based BDO USA PC, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated March
21, 2024, citing that the Company has suffered recurring losses
from operations and has not generated positive cash flows from
operations, which raises substantial doubt about its ability to
continue as a going concern.
ASPIRA WOMEN'S: Director John Ragard Reports Stake
--------------------------------------------------
John Phillip Ragard, a director at Aspira Women's Health Inc.,
filed a Form 3 Report with the U.S. Securities and Exchange
Commission, disclosing direct beneficial ownership of 115,359
shares of Aspira Women's Health Inc.'s common stock and a warrant
to purchase an additional 65,359 shares of common stock at $2.25
per share, exercisable from July 9, 2024, to July 9, 2027
A full-text copy of Mr. Ragard's SEC Report is available at:
https://tinyurl.com/yfr3rc9y
About Aspira Women's Health
Formerly known as Vermillion, Inc., Aspira Women's Health Inc. --
http://www.aspirawh.com-- is dedicated to the discovery,
development, and commercialization of noninvasive, AI-powered tests
to aid in the diagnosis of gynecologic diseases. OvaWatch and
Ova1Plus are offered to clinicians as OvaSuiteSM.
Together, they provide a comprehensive portfolio of blood tests to
aid in the detection of ovarian cancer for the 1.2+ million
American women diagnosed with an adnexal mass each year. OvaWatch
provides a negative predictive value of 99% and is used to assess
ovarian cancer risk for women where initial clinical assessment
indicates the mass is indeterminate or benign, and thus surgery may
be premature or unnecessary. Ova1Plus is a reflex process of two
FDA-cleared tests, Ova1 and Overa, to assess the risk of ovarian
malignancy in women planned for surgery.
Boston, Massachusetts-based BDO USA, P.C., the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated March 29, 2024, citing that the Company has suffered
recurring losses from operations and expects to continue to incur
substantial losses in the future, which raises substantial doubt
about its ability to continue as a going concern.
BAIS YAAKOV: Lendterra Lawsuit Goes to Trial
--------------------------------------------
Judge James R. Cho of the United States District Court for the
Eastern District of New York denied the motion for summary judgment
filed by Lendterra, Inc., seeking to foreclose on the mortgage Bais
Yaakov of Brooklyn, Inc. executed upon real property located at
3025 Avenue L, Brooklyn, New York 11210.
On February 15, 2019, Bais Yaakov executed and delivered a note to
Lendtuit LLC in the amount of $1,250,000 with interest. The Note
provided for repayment in monthly installments. On the same day, to
secure repayment of the Note, Bais Yaakov executed a mortgage to
Lendtuit LLC encumbering the Property. The Note and Mortgage were
assigned to Lendterra. On August 11, 2020, Bais Yaakov executed a
forbearance agreement in favor of Lendterra, which modified the
unpaid principal to $1,448,000. Bais Yaakov breached its
obligations under the Note by failing to make a payment due April
1, 2021, and has not made subsequent payments.
Lendterra commenced an action against Bais Yaakov on August 18,
2021, seeking to foreclose on the Mortgage. The complaint names
the lessee of the Property, Yeshiva Torah Vodaath Inc.; and New
York City Environmental Control Board as necessary-party defendants
due to their claimed interest in or liens upon the Property. On
December 9, 2022, plaintiff filed its motion for summary judgment.
Bais Yaakov submitted a brief in opposition, which YTV joined in
full. Despite raising seven affirmative defenses in its Answer,
Bais Yaakov has since admitted to the execution of the Note and
Mortgage and to its failure to make payments. Bais Yaakov asserts,
as its singular affirmative defense to foreclosure, that the
Mortgage is void because Bais Yaakov is a religious corporation
and, as such, cannot encumber its property without approval from a
court or the New York Attorney General pursuant to the New York
Religious Corporations Law.
Plaintiff does not dispute that the Mortgage does not comply with
the application and approval procedures set out in the RCL. There
is no dispute that the parties failed to obtain court or attorney
general approval of the Mortgage. Instead, plaintiff asserts three
arguments in response. First, plaintiff disputes whether Bais
Yaakov is a "religious corporation" covered by the provisions of
the RCL. Second, plaintiff raises various estoppel arguments,
contending that it "was entitled to, and did, rely on documents
provided by an authorized representative of [Bais Yaakov]." Third,
upon the Court's request for further briefing, plaintiff posits
that even if the Court were to assume Bais Yaakov is a "religious
corporation," the mortgage should be ratified nunc pro tunc by the
Court.
In order to find that the RCL provides a defense to foreclosure,
the Court must first determine that Bais Yaakov is a "religious
corporation" as contemplated under the statute. The Court concludes
that there is a disputed issue of fact as to whether Bais Yaakov
constitutes a "religious corporation."
Without more evidence regarding Bais Yaakov's current purpose, and
its alleged future plans to resume its religious educational
programming, based on the current record, the Court cannot conclude
that Bais Yaakov is not a religious corporation. Plaintiff's motion
is denied on this ground.
Because the Court denies summary judgment based on the issue of
Bais Yaakov's religious status, the Court must deny summary
judgment on plaintiff's equitable arguments as well. If the Court
determines that the RCL applies to the Mortgage, the equitable
arguments must fail. Because the success of plaintiff's equitable
arguments depends on whether Bais Yaakov is a religious
corporation, they cannot be resolved at this time on summary
judgment.
The Court granted plaintiff leave to submit further briefing on the
question of whether the Court should ratify the Mortgage nunc pro
tunc.
The Court finds that it cannot consider the issue of whether to
approve the Mortgage nunc pro tunc at this juncture. The
ratification inquiry is premature without first determining the
threshold issue of Bais Yaakov's status as a religious corporation.
The Court also is unable to conclude, based on the current record,
that "the consideration and the terms of the transaction [were]
fair and reasonable to the corporation." Further, given the
existing dispute regarding Bais Yaakov's plans to resume its
religious schooling, the Court cannot properly assess, based on the
current record, whether "the purposes of the corporation or the
interests of the members will be promoted."
The Court denies plaintiff's motion for summary judgment without
prejudice to renew after an evidentiary hearing and determination
on the issue of whether Bais Yaakov constitutes a "religious
corporation."
A copy of the Court's decision dated July 30, 2024, is available at
https://urlcurt.com/u?l=7V3ttj
About Bais Yaakov of Brooklyn
Bais Yaakov of Brooklyn, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. E.D.N.Y. Case No. 22-43167) on Dec. 21, 2022, with
as much as $1 million in both assets and liabilities.
Judge Jil Mazer-Marino oversees the case.
Solomon Rosengarten, Esq., a practicing attorney in Brooklyn, N.Y.,
is the Debtor's bankruptcy counsel.
BAUSCH HEALTH: Reports Net Loss of $1 Million in Fiscal Q2
----------------------------------------------------------
Bausch Health Companies Inc. has filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q, disclosing a
net loss of $1 million on $2.4 billion of revenues for the three
months ended June 30, 2024, compared to a net income of $27 million
on $2.2 billion of revenues for the three months ended June 30,
2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $78 million on $4.6 billion of revenues, compared to a net
loss of $182 million on $4.1 billion of revenues for the same
period in 2023.
"We continued our momentum in the second quarter, delivering our
fifth consecutive quarter of year-over-year growth in revenues and
adjusted EBITDA, underscoring the strength of our product and
geographic footprint and reinforcing our strategy. We remain
focused on advancing our R&D pipeline, strengthening our balance
sheet and executing on our commercial strategies to drive growth
globally. I'm proud of the hard work and accomplishments of our
team, who work tirelessly to improve the health of patients
worldwide," said Thomas J. Appio, Chief Executive Officer, Bausch
Health.
As of June 30, 2024, the Company had $26.5 billion in total assets,
$26.7 billion in total liabilities, and $227 million in total
deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/yc7erv2t
About Bausch Health Companies Inc.
Bausch Health Companies Inc. develops drugs for unmet medical needs
in central nervous system disorders, eye health, and
gastrointestinal diseases, as well as contact lenses, intraocular
lenses, ophthalmic surgical equipment, and aesthetic devices.
As of March 31, 2024, the Company had $26.91 billion in total
assets, $27.09 billion in total liabilities, and $174 million in
total deficit.
* * *
In April 22, 2024, S&P Global Ratings raised its issuer credit
rating on Bausch Health Cos. Inc. to 'CCC+' from 'CCC'. S&P also
raised its issue-level ratings on the senior secured debt to 'B-'
from 'CCC+', and its ratings on the second-lien notes and unsecured
notes to 'CCC' from 'CCC-'.
The negative outlook reflects the risk that Bausch Health could
pursue distressed exchanges as it approaches its sizable debt
maturities.
S&P said, "Our upgrade reflects Bausch Health's recent favorable
outcome in the patent challenge to Xifaxan. On April 11, 2024, the
U.S. Court of Appeals for the Federal Circuit upheld a previous
court decision that bars the Food and Drug Administration from
approving the abbreviated new drug application (ANDA) submitted by
Alvogen Pharma US Inc. subsidiary Norwich Pharmaceuticals. We view
this as significantly credit positive for Bausch because we do not
believe there are sufficient candidates in the development pipeline
to cover the material loss of Xifaxan sales from a near-term
generic launch. Our base-case scenario no longer assumes an at-risk
launch of a generic in 2024 or 2025. However, Xifaxan faces other
patent challenges that could result in a generic launch ahead of
the latest patent expiry in 2029, including a recently submitted
ANDA by Amneal. We believe any new ANDA filings would be subject to
a 30-month stay and that the earliest possible launch of a generic
would be in late 2026."
"Furthermore, we believe that this court decision makes the
separation of subsidiary Bausch + Lomb Corp. (B+L) more likely. The
company appears committed to completing the spin-off as soon as
possible, which we view as a credit negative given our expectation
for a pro forma increase in leverage and reduction in scale and
diversity. We continue to believe Bausch Health could have trouble
refinancing its sizable debt maturities as they come due,
especially if it completes the spin-off. Management has indicated
that Bausch Health will do so once leverage for remaining entities
(remainco) hits 6.7x, which we estimate it will reach and sustain
during 2024. We expect remainco adjusted leverage to remain high at
above 5x through 2027, giving Bausch insufficient flexibility to
rebuild its pipeline ahead of Xifaxan's eventual loss of
exclusivity."
"The decision lowers the likelihood of a below-par debt exchange,
but not entirely removed due to distressed trading levels. The
longer-dated unsecured notes continue to trade at 40-70 cents on
the dollar (yielding 18%-26%), which we view as highly distressed.
We think Bausch Health still could look to capture this significant
discount ahead of its upcoming maturities, especially if the
spin-off is completed. We would likely view any debt repurchases or
exchanges on the distressed debt as tantamount to a default."
Despite its challenges, the company performed well in 2023. All
segments of the consolidated company expanded on a reported and
organic basis in the fourth quarter of 2023. Full-year revenue
growth was approximately 8%, exceeding the high point of
management's previously provided guidance. On a consolidated basis,
adjusted debt to EBITDA was 7.5x as of Dec. 31, 2023, up slightly
from 7.2x in 2022, driven by B+L's debt-funded acquisition of
Xiidra in the third quarter. S&P said, "Excluding B+L, we estimate
adjusted debt to EBITDA of approximately 7.6x. In 2024, we expect
consolidated debt to EBITDA to decline to 6.5x, driven by the
full-year impact of Xiidra and moderate cash accumulation."
S&P said, "Our negative outlook reflects the risk of distressed
exchanges as Bausch Health approaches sizable debt maturities over
the coming years."
BLACK DIAMOND: Seeks to Hire Quinn Logue as Special Counsel
-----------------------------------------------------------
Black Diamond Energy of Delaware, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to hire
Quinn Logue LLC as its special counsel for the action against Wold
Oil Properties, LLC and its successor Chipcore, LLC.
The firm will receive 35 percent of any monies or value obtained on
behalf of the Debtor.
Matthew Logue, Esq., a partner at Quinn Logue, disclosed in a court
filing that her firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Matthew T. Logue, Esq.
Quinn Logue LLC
200 First Avenue, Third Floor
Pittsburgh, PA 15222
Telephone: (412) 765-3800
Facsimile: (866) 480-4630
Email: matt@quinnlogue.com
About Black Diamond Energy of Delaware
Black Diamond Energy of Delaware, Inc. --
https://www.blackdiamondenergy.com/ -- is a company based in
Greensburg, Pa., which provides natural gas drilling programs for
investor partners. It specializes in coalbed methane play in the
Powder River Basin.
Black Diamond sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 22-21448) on July 26,
2022, with up to $50,000 in assets and $10 million to $50 million
in liabilities. Eric Koval, president of Black Diamond, signed the
petition.
Donald R. Calaiaro, Esq., at Calaiaro Valencik and Eric Rossi CPA,
LLC serve as the Debtor's legal counsel and accountant,
respectively.
BLACKBERRY LTD: Restructures Finance Team; Tim Foote Named New CFO
------------------------------------------------------------------
BlackBerry Limited announced a series of leadership changes
designed to streamline its finance organization as it executes on
its strategy to establish two distinct divisions (Cybersecurity and
IoT).
Tim Foote has been appointed as the Company's Chief Financial
Officer. Foote will report to BlackBerry CEO, John J. Giamatteo.
Foote joined the Company following BlackBerry's acquisition of Good
Technology in 2015 and brings more than 20 years of experience
across a number of senior finance leadership positions. While at
BlackBerry, Foote's roles have included managing the Company's
international finance operations, Vice President of Investor
Relations and, most recently, CFO for the Cybersecurity division.
Foote holds an MBA from Imperial College Business School, London
and is a Chartered Accountant.
Foote will succeed Steve Rai, who has decided to pursue other
opportunities outside of the Company. Giamatteo, and the rest of
the BlackBerry Board, thank Steve for his contributions to the
Company since 2014 and wish him well in his future endeavors. Rai
will remain with BlackBerry until September in a consulting role in
order to help facilitate a smooth transition.
"We are pleased to appoint Tim as our new CFO," said Giamatteo.
"Tim is a strong, respected and trusted leader within our finance
organization, and he brings a wide range of experience from over
two decades of senior finance roles in both public and private
multinational companies. Tim's deep knowledge of BlackBerry's
business, strong relationship with the investment community, and
demonstrated leadership made him an ideal choice for the task
ahead."
"I am proud to be given the opportunity to lead the BlackBerry
finance team at this pivotal time," said Foote. "BlackBerry has
made tremendous progress in establishing two standalone divisions
and driving towards profitability, and I'm excited about partnering
with the executive team to deliver greater shareholder value."
In addition, BlackBerry has appointed Jay Chai as the Company's
Chief Accounting Officer. Chai has been Vice President and
Corporate Controller at BlackBerry since May 2019 and will leverage
his deep expertise in financial reporting and operations for this
new, expanded role and responsibilities.
Fraser Deziel has been promoted to the role of Corporate
Controller. Deziel has been with BlackBerry since November 2009 and
was most recently Senior Director of Financial Reporting and
Treasury.
About BlackBerry
Headquartered in Waterloo, Ontario, BlackBerry Limited (NYSE: BB;
TSX: BB) provides intelligent security software and services to
enterprises and governments around the world.
As of Feb. 29 2024, the Company had $1.4 billion in total assets,
$619 million in total liabilities, and $776 million in total
stockholders' equity.
In September 2023, Egan-Jones Ratings Company maintained its 'CCC'
foreign currency and local currency senior unsecured ratings on
debt issued by BlackBerry Limited.
BLACKJEWEL LLC: E.D. Ky. Court Tosses Bluegrass' Adversary Case
---------------------------------------------------------------
Judge Gregory R. Schaaf of the United States Bankruptcy Court for
the Eastern District of Kentucky granted the motion filed by David
J. Beckman, as Trustee of the Blackjewel Liquidation Trust, LLC, to
dismiss Bluegrass Natural Resources, LLC's adversary complaint for
lack of subject matter jurisdiction Civil Rule 12(b)(1). The case
is dismissed without prejudice.
Bluegrass seeks a declaration that it acquired real property in Lee
County, Kentucky, from INMET Mining, LLC, a bankrupt entity whose
parent purchased substantially all assets of Blackjewel during
Blackjewel's own bankruptcy. Bluegrass also seeks to bar the
Bluegrass trustee from asserting or pursuing any interest in the
property and for contempt sanctions for Beckman's current attempts
to market and sell the Lee County Assets.
INMET, as an affiliate and designee of Kopper Glo Mining, LLC,
acquired some of Blackjewel's mining permits, real property
interests, and other assets in a Sec. 363 sale approved in
September 2019. On March 22, 2021, Blackjewel confirmed a
liquidating plan that created the Blackjewel Liquidation Trust.
On April 5, 2023, INMET filed a chapter 11 petition in the Eastern
District of Kentucky Bankruptcy Court. See In re INMET Mining, LLC,
Case No. 23-70113 (Bankr. E.D. Ky.). Bluegrass, as designee of
Black Mountain Marketing and Sales LP, acquired some of INMET's
assets in a Sec. 363 sale approved on July 13, 2023. INMET
subsequently confirmed a liquidating plan that created the INMET
Liquidating Trust on December 13, 2023. Evan Blum is the
liquidating trustee for the INMET Liquidating Trust.
The sale papers in the INMET bankruptcy case include the Lee County
Assets acquired from Blackjewel. Beckham is attempting to sell the
Lee County Assets because he believes the Lee County Assets were
excluded from the 2019 sale to INMET.
To resolve the dispute, Bluegrass filed this action. Shortly
thereafter, the Blackjewel Liquidation Trust filed a similar
complaint in the Southern District of West Virginia Bankruptcy
Court against Bluegrass and the INMET Liquidating Trust, seeking a
declaration that the Blackjewel Liquidation Trust owns the Lee
County Assets and asks for damages from both Bluegrass and the
INMET Liquidating Trust. A motion to dismiss the West Virginia
adversary proceeding based on the prior filing of the Kentucky
lawsuit is currently pending in that court.
On May 2, 2024, Beckham moved to stay this adversary proceeding
pending resolution of the West Virginia adversary proceeding,
arguing Bluegrass improperly commenced this adversary proceeding in
a "race to the courthouse" and the West Virginia Bankruptcy Court
is the better forum to resolve the dispute. The stay request was
denied on May 29, 2024. Beckham now moves to dismiss the adversary
proceeding for lack of subject matter jurisdiction based on the
Barton Doctrine.
Beckham argues Bluegrass violated the Barton Doctrine because it
has not asked for permission from the Southern District of West
Virginia Bankruptcy Court, where Bluegrass' bankruptcy was pending,
to file this action. The matter is fully briefed, and a hearing
was held on July 18, 2024.
According to Judge Schaaf, the Barton Doctrine is directly
implicated in this adversary proceeding. The doctrine's protection
extends to a trustee's collection, preservation, and holding of
assets, or any other acts required to administer and liquidate the
estate. The Barton Doctrine applies to all types of litigation
against a trustee, including declaratory and injunctive relief and
a claim for damages.
Further, Beckham has the duty and authority to liquidate the
Blackjewel Liquidation Trust assets so he can disburse funds to the
beneficiaries.
The Court finds Bluegrass has not alleged any facts or offered any
argument that would suggest that Beckham was acting outside of his
capacity as trustee of the Blackjewel Liquidation Trust. Bluegrass
must seek permission from the West Virginia Bankruptcy Court before
it can sue Beckham and the Blackjewel Liquidation Trust. Dismissal
for lack of subject matter jurisdiction is required, the Court
states.
A copy of the Court's decision dated July 30, 2024, is available at
https://urlcurt.com/u?l=TN6tOT
About Blackjewel LLC
Blackjewel LLC's core business was mining and processing
metallurgical, thermal and other specialty and industrial coals.
Blackjewel operated 32 properties, including surface and
underground coal mines, preparation or wash plants, and loadouts or
tipples. Combined, Blackjewel and its affiliates held more than 500
mining permits. Operations were located in the Central Appalachian
Basin in Virginia, Kentucky and West Virginia and the Powder River
Basin in Wyoming.
Blackjewel L.L.C. and four affiliates filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
W.Va. Lead Case No. 19-30289) on July 1, 2019. Blackjewel was
estimated to have $100 million to $500 million in asset and $500
million to $1 billion in liabilities as of the bankruptcy filing.
On July 24, 2019, six additional debtors each filed a voluntary
petition for relief under Chapter 11 of the U.S. Bankruptcy Court
for the Southern District of West Virginia.
The Hon. Frank W. Volk was the case judge.
The Debtors tapped Squire Patton Boggs (US) LLP as bankruptcy
counsel; Supple Law Office, PLLC as local bankruptcy counsel; FTI
Consulting Inc. as financial advisor; Jefferies LLC as investment
banker; and Prime Clerk LLC as the claims agent.
The Office of the U.S. Trustee on July 3, 2019, appointed five
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Blackjewel LLC. Whiteford Taylor &
Preston LLP is the Committee's counsel.
In August 2019, the Bankruptcy Court approved the sale of a
substantial portion of Blackjewel LLC's coal mines to Kopper Glo
Mining, LLC. On March 22, 2021, the Bankruptcy Court entered an
order confirming the First Amended Joint Chapter 11 Plan of
Liquidation for the Debtors. On April 1, 2021, the Effective Date
of the Plan occurred, and the Plan was consummated. David J.
Beckman is the liquidating trustee of the Blackjewel Liquidation
Trust.
BLUE RIBBON: S&P Downgrades ICR to 'CCC-' on Liquidity Risk
-----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S. beer
marketer Blue Ribbon LLC (Pabst) to 'CCC-' from 'CCC+'. S&P also
lowered its issue-level ratings on the company's senior secured
debt to 'CCC' from 'B-', with an unchanged recovery rating of '2'
(75% rounded estimate recovery in the event of a payment default).
The negative outlook reflects the increasing likelihood of a
default or restructuring, absent more favorable operating or
liquidity developments.
The downgrade of Pabst reflects its weaker-than-expected operating
performance, tightening liquidity position, and heightened risk of
a default. S&P said, "Pabst's results have been well below our
previous expectations due to unexpected supply chain disruptions
that we believe will continue to persist in the second half of the
year. As a result of weakening profitability and cash flow, Pabst's
liquidity is being heavily pressured and we are uncertain whether
it will have sufficient cash and revolver availability to cover its
high debt service requirements. The company's $68 million revolving
credit facility is subject to springing maximum first-lien leverage
covenant of 6x that triggers when borrowings exceed 15% of
aggregate revolving commitments (or $10.2 million). As of March 31,
2024, the covenant was not effective, as the company had no
borrowings under the revolver. However, the leverage ratio exceeded
the maximum threshold, limiting borrowing capacity to $10.2
million. We expect the potential for violating the springing
leverage covenant will remain a constraint on the company's
borrowing capacity for the next 12 months."
S&P said, "We believed the company had largely alleviated its
liquidity pressures after selling its brand rights in China to a
third party for $75 million. However, the cash has been largely
depleted because of the profit deterioration (mostly due to supply
chain challenges), principal and interest payments, and unfavorable
working capital. While we expect operating conditions will improve
in the last half of the year, the company may not generate
sufficient cash flow to cover its onerous debt service
requirements, which we expect will include about $9 million in
principal amortization and about $18 million in interest expense
over the next six months. We believe the company could burn through
its remaining cash and revolver availability if profitability and
cash flow do not significantly improve. Absent alternate financing
sources or covenant relief from its lenders, the company may face a
liquidity crisis."
The company has been challenged by unexpected supply chain
disruptions. Pabst has been managing a gradual transition in its
contract brewing relationship from Molson Coors to affiliate City
Brewing over the past couple of years. The transition has
accelerated in 2024 and must be completed by the end of the year.
S&P said, "While we were aware there were would be elevated
transition costs, the company has faced some unexpected
difficulties. This included a three-month long strike at Molson
Coors' Fort Worth brewery, and operational issues at some City
Brewing facilities. In response, Pabst diverted some production to
other City breweries that were fully operational but geographically
distant from their shipping destinations, resulting in
higher-than-expected distribution costs. The company also lost some
product sales due to out of stocks. The strike has been resolved
and we believe the underlying health of the Pabst brand has not
been substantially hurt by the event. Nevertheless, we project a
material year-over-year EBITDA decline in 2024 because of the
supplier transition costs, higher input costs, and lost royalty
payments from China. We now forecast credit measures at Blue
Ribbon's core Pabst operating business (which excludes mortgage
debt and associated interest consolidated in its audited financial
statements that is issued at an unrestricted subsidiary, and which
does not have a claim to the company's cash flow and pledged
collateral) will be weaker than previously expected, with leverage
increasing to well over 10x (from 7x previously expected).
Moreover, we project EBITDA cash interest coverage to decline to
less than 1x, making us view the company's capital structure as
unsustainable."
The Irwindale property remains a lever the company can use to repay
debt, though the likelihood of a sale within the next year is low.
S&P said, "We expect Blue Ribbon LLC's unrestricted subsidiary, IBY
Property Owner LLC, will eventually sell all or a portion of the
150-acre property upon receipt of regulatory approvals for land
entitlement. After repaying IBY's $125 million mortgage, Pabst
could improve its credit measures by using the excess proceeds from
the property sale to repay its term loan. However, the timing and
materiality of any sale are uncertain. In addition, the entitlement
and development process will likely take several years to complete,
and the property's value will depend, in part, on future economic
factors. As such, our forecast does not incorporate any debt
paydown using the proceeds from a property sale."
The negative outlook reflects Blue Ribbon's tightening liquidity
position and heightened risk of a default over the next six
months.
S&P could lower the rating if it believes a default is a virtual
certainty.
This could occur if the company:
-- Announces a debt restructuring, distressed exchange, or
bankruptcy; or
-- Misses a principal or interest payment.
S&P could take a positive rating action if Pabst stabilizes
operating performance and improves its liquidity position, such
that it no longer believes a restructuring is likely.
This could occur if Pabst:
-- Successfully completes the transition of its contract brewing
relationship to City Brewing as bottlenecks ease, resulting in
lower distribution and materials costs;
-- Continues to enhance profitability through stable volume and
price growth of the core Pabst brand and continued expansion of its
strategic growth portfolio; or
-- Applies proceeds from additional property sales to pay down
debt, reducing its leverage and debt service requirements.
BODY DETAILS: Sec. 341(a) Meeting of Creditors on Aug. 29
---------------------------------------------------------
Body Details LLC filed Chapter 11 protection in the Southern
District of Florida. According to court documents, the Debtor
reports $3,916,734 in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
August 29, 2024 at 9:00 a.m. in Room Telephonically.
About Body Details LLC
Body Details LLC is a laser treatment provider offering hair
removal, tattoo removal and skin rejuvenation services.
Body Details LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-17571) on July 26,
2024. In the petition filed by Claudio Sorrentino, as chief
executive officer, the Debtor reports total assets of $8,755,768
and total liabilities of $3,916,734.
The Debtor is represented by:
Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
500 NE 4th Street, Suite 200
Fort Lauderdale, FL 33301
Tel: (954) 765-3166
Email: chad@cvhlawgroup.com
CALAMP CORP: Completes Restructuring With Lynrock as New Owner
--------------------------------------------------------------
CalAmp, Inc. announced that it is now a private company owned by
Lynrock Lake Master Fund LP, a fund managed by Lynrock Lake LP.
This significant milestone marks a new beginning for CalAmp and
reflects the company's robust commitment to innovation and
sustainable profitable growth.
CalAmp announced on June 3rd that to most efficiently complete the
go-private transaction, the company had voluntarily initiated
Chapter 11 proceedings. The plan was confirmed by the court on July
11th. During the restructuring process, CalAmp remained steadfast
in its mission to deliver leading solutions that empower businesses
and improve lives through differentiated telematics offerings. The
restructuring process enabled CalAmp to fortify its balance sheet
by eliminating $230 million of debt, enhance its cash flow
generation, and strengthen its operational efficiency. The company
achieved positive quarter-over-quarter revenue growth and improved
profitability in its most recently completed fiscal quarter, prior
to realizing the benefits of the restructuring. CalAmp is
positioned to be a strong, long-term partner with the resources to
invest in strategic initiatives that drive technological
advancements and expand its market presence.
Under the new leadership of CEO Chris Adams and the dedicated
executive team, CalAmp navigated the restructuring process without
disrupting its operations. "We are excited to emerge from
restructuring with renewed vigor and a clear path forward," said
Adams. "This restructuring provides us with the financial
flexibility to pursue new opportunities, invest in profitable
growth, enhance our product offerings, and deliver even greater
value to our customers."
"I would like to thank CalAmp's employees, customers, partners, and
stakeholders for facilitating a swift and successful restructuring
process," said Cynthia Paul, the Chief Executive Officer and Chief
Investment Officer of Lynrock Lake LP and Chairperson of the new
board of directors of CalAmp. "When I look at CalAmp, I see the
ingredients required for long-term success: critical technology
that enables IoT, a compelling product portfolio, differentiated
solutions, a strong customer base, a talented team, and exposure to
growing markets. Lynrock has been invested in CalAmp for nearly six
years. I am excited to partner with management on this next chapter
of the company's evolution in order to capitalize on the large and
growing opportunity ahead of the company."
CalAmp remains committed to its core values of innovation, customer
focus, and operational excellence. The company will continue to
leverage its expertise in telematics devices and solutions to
develop innovative offerings that address the evolving needs of its
global customer base across various industries, including
transportation, government, education, and industrial markets. As
CalAmp embarks on this new stage, it will continue to foster strong
relationships and deliver exceptional value to all its customers.
About CalAmp Corp.
CalAmp (Nasdaq: CAMP) provides flexible solutions to help
organizations worldwide monitor, track, and protect their vital
assets. Its unique device-enabled software and cloud platform
enable commercial and government organizations worldwide to improve
efficiency, safety, visibility, and compliance while accommodating
the unique ways they do business. With over 10 million active edge
devices and 275+ approved or pending patents, CalAmp is the
telematics leader organizations turn to for innovation and
dependability. On the Web: http://www.calamp.com/
On June 3, 2024, CalAmp Corp. and three affiliated debtors, namely
CalAmp Wireless Network Corporation, LoJack Global LLC, and Synovia
Solutions, LLC (Bankr. D. Del. Lead Case No. 24-11136), filed for
bankruptcy. The Honorable Laurie Selber Silverstein is the case
judge. CalAmp reports $281 million in assets and $355 million in
liabilities as of the bankruptcy filing. The Debtors have $275
million of funded debt obligations, specifically $45 million in
term loans and $230 million in secured notes.
Potter Anderson & Corroon is serving as lead counsel. Bradley Arant
Boult Cummings serves as special counsel for the Company.
Oppenheimer & Co. Inc. is the financial advisor, and Stretto is the
claims agent.
CHAMPION HEALTHCARE: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Champion Healthcare, LLC
324 N Maple St
Lebanon, TN 37087
Business Description: Champion Healthcare specializes in office-
based mental health and addiction clinic
dedicated to offering comprehensive
treatment services for individuals dealing
with mental health disorders and substance
abuse challenges. Its facility provides
evidence-based therapies and interventions
to support clients on their path to recovery
and improved mental well-being.
Chapter 11 Petition Date: August 5, 2024
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 24-02956
Judge: Hon. Charles M Walker
Debtor's Counsel: Jay R. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ
908 Harpeth Valley Place
Nashville, TN 37221
Tel: 615-256-8300
Fax: 615-255-4516
Email: jlefkovitz@lefkovitz.com
Total Assets: $189,231
Total Liabilities: $1,197,758
The petition was signed by Darryl Champion 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/FZKH3PQ/Champion_Healthcare_LLC__tnmbke-24-02956__0001.0.pdf?mcid=tGE4TAMA
CINEMOI NORTH: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Cinemoi North America, LLC
5737 Kanan Road # 555
Agoura Hills, CA 91301
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-11290
Judge: Hon. Martin R Barash
Debtor's Counsel: Sandford L. Frey, Esq.
LEECH TISHMAN FUSCALDO LAMPL, INC.
1100 Glendon Avenue, 15th Floor
Los Angeles, CA 90024
Tel: 424-738-4400
Fax: 424-738-5080
Email: sfrey@leechtishman.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Daphna E. Ziman as manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/V4CHDXI/Cinemoi_North_America_LLC__cacbke-24-11290__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. ABC Australian Broadcasting Trade Debt $47,900
Corporation
700 Harris Street
Ultimo New South Wales
2007 Australia
2. AMDZ, LLC Trade Debt $1,379,089
1006 N. Rexford Dr
Beverly Hills
Beverly Hills, CA 90210
3. Baker & Hostetler LLP Trade Debt $56,285
PO Box 70189
Cleveland, OH
44190-0189
4. BroadView Software, Inc. Trade Debt $68,302
110 Adelaide St East
3ed floor
Toronto Ontario,
Canada
M5C 1K9 Canada
5. Edna Levy Services $139,906
5605 Sienna Way
Thousand Oaks, CA
91362
6. Encompass Digital Media, Inc. Trade Debt $178,363
Attn: Accounts Receivable
P.O BOX 117087
Atlanta, GA 30340
7. FilmRise Fisher Trade Debt $79,005
Klingenstein, LLC
220 36th St, 4th floor
unite 78
Brooklyn, NY 11232
8. Gonzalo Valdivia III Wages $36,889
2644 Northbrook Dr
Oxnard, CA 93036
9. ITV Global Entertainment, Inc. Trade Debt $36,494
15303 Ventura Blvd
Building C, Suite 800
Sherman Oaks, CA 91403
10. Jade Mountain Media, LLC Trade Debt $42,586
50 Trillium Center
Cashiers, NC 28717
11. Jessica Michault CKL Trade Debt $50,000
FX LLE
PO BOX 4422
Fujairah United Arab
Emirates
12. Jessica Torres Wages $97,178
604 E. 103rd St
Los Angeles, CA 90002
13. Nicole Zhang Wages $37,079
2215 N Beachwood
Dr #203
Los Angeles, CA
90068
14. Nils Lafon Wages $54,899
8787 Skyline Dr
Los Angeles, CA
90046
15. Quiver Entertainment Inc Trade Debt $43,333
318 Millwood Road
Toronto Ontario
M4S1K1 Canada
16. Roy J Liebrecht Trade Debt $40,000
20903 Martinez St.
Woodland Hills, CA
91364
17. Trinity Wizards SDN BHD Trade Debt $62,910
47400 Petaling
Jaya Selangor
Malaysia
18. Wenner Media LLC Landlord $300,157
475 5th Avenue
New York, NY 10017
19. Zixi LLC Trade Debt $55,855
230 Third Ave
Suite 3203
Waltham, MA 02451
20. Zype , Inc. Trade Debt $68,920
115 Broadway
5th floor
New York, NY 10006
COMMERCIAL OFFICE: Hires Keery McCue as Bankruptcy Counsel
----------------------------------------------------------
Commercial Office Resource Environments, LLC seeks approval from
the U.S. Bankruptcy Court for the District of Arizona to employ
Keery McCue, PLLC as counsel.
The professional legal services the counsel shall render include
preparation of pleadings and applications, conducting examinations
incidental to administration, advising the Debtor of its rights,
duties, and obligations under Chapter 11 of the Bankruptcy Code,
taking any and all other necessary action incident to the proper
preservation and administration of this Chapter 11 estate, and
advising the Debtor in the formulation and presentation of a plan
pursuant to Chapter 11 of the Bankruptcy Code, and concerning any
and all matters relating thereto.
The firm's hourly rate range from $145 to $475.
Patrick F Keery, Esq., a partner at Keery McCue, 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:
Martin J. Mccue, Esq.
Patrick F. Keery, Esq.
KEERY MCCUE, PLLC
6803 East Main Street, Suite 1116
Scottsdale, Az 85251
Tel. (480) 478-0709
Fax. (480) 478-0787
Email: mjm@keerymccue.com
Email: pfk@keerymccue.com
About Commercial Office Resource Environments, LLC
Commercial Office Resource Environments, LLC d/b/a Core, LLC is a
full-service corporate procurement & commercial furniture dealer.
It serves corporate businesses, federal government, and an array of
industries including education, healthcare, hospitality, and
non-profit.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 24-05551) on July 10,
2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Mercedes Flores, manager, signed the
petition.
Judge Scott H. Gan presides over the case.
JoAnn Falgout, Esq. at GUIDANT LAW, PLC represents the Debtor as
legal counsel.
COMMSCOPE HOLDING: Expects $1.39 Billion Net Sales in Fiscal Q2
---------------------------------------------------------------
CommScope Holding Company, Inc. reported its preliminarily results
for the quarter ended June 30, 2024.
According to the Company, second quarter 2024 CommScope Net Sales
are expected to be $1.39 billion, with Core Net Sales of $1.05
billion. Net sales were positively supported by
stronger-than-expected Connectivity and Cable Solutions (CCS) and
OWN segment performance, partially offset by significantly weaker
NICS and Access Network Solutions (ANS) sales. Our CCS and OWN
segments benefited from customers normalizing inventory levels in
the quarter and increased demand for our products in several key
business units. GAAP income from continuing operations for the
quarter is expected to be $75 million. Non-GAAP adjusted EBITDA is
expected to be $302 million and Core Non-GAAP adjusted EBITDA for
the quarter is expected to be $201 million. Second quarter 2024
Non-GAAP adjusted Free Cash Flow(1)is expected to be $69 million,
and Cash and Cash Equivalents at the end of the quarter are
expected to be $346 million. On a twelve-month trailing basis,
Non-GAAP adjusted EBITDA was $888 million on Net Sales of $5.1
billion, while Core Non-GAAP adjusted EBITDA was $603 million on
Core Net Sales of $3.9 billion. Trailing-twelve-month Core Non-GAAP
adjusted EBITDA and Core Net Sales exclude the results and
performance of our OWN segment and DAS business unit of our NICS
segment of $285 million of Non-GAAP adjusted EBITDA and $1.16
billion of Net Sales.
"Throughout the first half of this year, we navigated uncertainty
and depressed market conditions in many of our business units.
However, we saw improvement in our second quarter Core performance
driven by strength in our CCS segment, specifically our datacenter
and cloud business. Additionally, customer inventory levels have
continued to show signs of stability. Despite these positive
trends, visibility remains limited as we move into the second half
of the year," said Chuck Treadway, President and CEO of CommScope.
"CommScope continues to explore alternatives to address its capital
structure, leveraging the flexibility available to us in our credit
documents," Treadway continued. "We expect to engage with our
lenders and bondholders in the third quarter to discuss options to
deleverage our balance sheet and address our upcoming maturities."
Earlier this month, CommScope entered into a definitive agreement
to sell its OWN segment as well as the DAS business unit of the
NICS segment to Amphenol Corporation (NYSE: APH). Upon closing,
CommScope will receive $2.1 billion in cash and is expected to
complete the transaction in the first half of 2025.
About CommScope Holding
Headquartered in Hickory, North Carolina, CommScope Holding
Company, Inc. -- https://www.commscope.com/ -- is a global provider
of infrastructure solutions for communication, data center and
entertainment networks. The Company's solutions for wired and
wireless networks enable service providers, including cable,
telephone and digital broadcast satellite operators and media
programmers to deliver media, voice, Internet Protocol (IP) data
services and Wi-Fi to their subscribers and allow enterprises to
experience constant wireless and wired connectivity across complex
and varied networking environments.
CommScope reported a net loss of $1.45 billion in 2023, a net loss
of $1.28 billion in 2022, a net loss of $462.6 million in 2021, and
net loss of $573.4 million in 2020. As of March 31, 2024, the
Company had $8.7 billion in total assets, $10.8 billion in total
liabilities, $3.3 billion in total stockholders' deficit.
* * *
As reported by the TCR on Nov. 22, 2023, S&P Global Ratings lowered
its issuer credit rating on CommScope to 'CCC' from 'B-' and
removed the ratings from CreditWatch with negative implications,
where they were placed on Oct. 31, 2023. S&P revised the outlook
to negative. The negative outlook reflects S&P's view that
CommScope's expected weak financial performance of leverage above
the 10x area and low FOCF generation in 2023 and 2024 will increase
the risk of a distressed exchange or buyback within the next 12
months to address upcoming maturities.
As reported by the TCR on March 15, 2024, Moody's Ratings
downgraded CommScope ratings including the corporate family rating
to Caa2 from B3. The ratings downgrade primarily reflects the
increasing risk of a capital restructuring including a distressed
exchange of some or all of the company's debt, with maturities
approaching including the company's senior notes in June 2025 and
secured debt in March and April of 2026.
CONN'S INC: U.S. Trustee Appoints Creditors' Committee
------------------------------------------------------
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Conn's,
Inc. and its affiliates.
The committee members are:
1. Samsung Electronics America, Inc.
Gregory Taylor, VP Finance&Operations
85 Challenger Road
Ridgefield Park, NJ 07660
(201) 334-6221
gregoryt@sea.samsung.co
2. Haier US Appliance Solutions, Inc.
d/b/a GE Appliances
Ben Kolb, Director of Finance
307 N. Hurstbourne Lane
Louisville, KY 40222
(502) 339-3170
Ben.kolb@geappliances.com
3. NNN Reit, LP
David G. Byrnes, Jr., SVP, Deputy GC
450 South Orange Ave., Ste 900
Orlando, FL 32801
(407) 650-1103
David.Byrnes@NNNReit.com
4. Store Master Funding III, LLC
Daniel Rosenberg, SVP
8377 E. Hartford Drive, Ste. 100
Scottsdale, AZ 85255
(480) 256-1100
drosenberg@storecapital.com
5. Instant Web, LLC
Tom Zambelli, CFO
7951 Powers Boulevard
Chanhassen, MN 55317
(952) 470-5612
tom.zambelli@iwco.com
6. Man Wah Macao Commercial
Attn: Gabriele Natale
RM J&K 19/F, Praca Wong Chiu 411-417,
Alamada Dr Corlos D’Assumpcao Macau
(336) 210-0636
gn@mynatale.com
7. Albany Industries, LLC
Robby Tucker, CFO
504 N. Glenfield Rd.
New Albany, MS 38652
(662) 534-8900
rtucker@albanyfurniture.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Conn's Inc.
Conn's, Inc. is a retailer of home goods and furniture in The
Woodlands, Texas.
Conn's and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 24-33357) on
July 23, 2024. In its petition, Conn's reported $1 billion to $10
billion in both assets and liabilities.
Judge Jeffrey P. Norman oversees the cases.
The Debtors tapped Duston K. McFaul, Esq., at Sidley Austin, LLP as
legal counsel; Houlihan Lokey, Inc. as investment banker; and BRG
Capital Advisors, LLC as interim management services provider. Epiq
Corporate Restructuring, LLC is the Debtors' notice and claims
agent.
CPV FAIRVIEW: S&P Assigns Prelim 'BB-' Rating on, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'BB-' issue ratings and
'1' recovery ratings to CPV Fairview LLC's proposed $550 million
term loan B and $75 million revolving credit facility.
The preliminary '1' recovery rating indicates its expectation of
very high (90%-100%; rounded estimate: 90%) recovery in a default
scenario.
CPV Fairview Energy Center (Fairview) is a 1,050 megawatt (MW)
combined cycle gas turbine (CCGT) power plant that achieved
commercial operation (COD) in December 2019. The plant is located
at Cambria County, Pennsylvania and falls under the
PJM-Mid-Atlantic Area Council (MAAC) capacity zone due to its
interconnection to the 500-kilovolt (kV) Pennsylvania Electric Co.
("Penelec") transmission system. The project sells power at
AEP-Dayton Hub price with gas priced at TETCO M2. Fairview is
jointly owned by Osaka Gas USA (50%), Competitive Power Ventures
(25%), and DL Energy (25%). Osaka Gas Asset Management, LLC is the
project's Asset Manager and CPV is the project's Energy Manager.
S&P expects strong power demand growth in the coming years, which
should result in robust cash flows combined with the recently
cleared 2025-2026 capacity auction.
CPV Fairview is raising a credit facility consisting of a $550
million senior secured term loan B maturing in 2031 and a senior
secured revolving facility with a capacity of $75 million, expiring
2030. Along with cash on hand, the term loan B will to repay its
senior secured debt (~$300mm) term loan A ($208 million) and fixed
rate note ($92 million), pay a one-time distribution (approximately
$2504 million), as well as pay transaction-related fees and
expenses ($18 million). The proposed issuance will consist of a
$550 million senior secured term loan B maturing in 2031 and a
senior secured revolving facility with a capacity of $75 million,
expiring 2030
Power sector's tailwind is credit positive for the proposed
financing. The increasing supply of renewable (intermittent) power,
retirement of coal, and less efficient gas generators, and the
rapid growth in power demand from data center and industrials are
all factors supporting higher power prices and capacity prices in
PJM. While battery storage projects can aid the grid that is
becoming more volatile due to the increasing renewable buildout,
the average current four-hour storage duration technology alone
cannot help maintain a healthy power grid. Dispatchable power
generators benefits from this dynamic by being a part of the
solution. On July 30, 2024, PJM announced its 2025-2026 base
residual auction (BRA) result of $269.92/MW per day for most
capacity zones, including CPV Fairview's capacity zone MAAC. The
cleared 2025-2026 capacity price is more than five times the
2024-2025 cleared price of $49.49/MW per day and more than doubles
the average cleared price between 2018 and 2022, which echoes with
the tightening supply and demand dynamic for firm power.
S&P said, "We expect spark spreads to be in the high teens for the
next several years, converging to a long-term average between $14
and 15/MWh. We forecast a DSCR generally above 2x during the term
loan B seven-year period, and a minimum DSCR of around 1.8x during
the post refinancing period whereby we model a fully amortizing
loan with a sculpted repayment profile and assume CPV Fairview will
fully repay its debt by 2043. We note the sponsor could choose an
alternative refinancing structure. Under our base case assumptions,
we forecast about $265 million debt outstanding upon the term loan
B's maturity."
CPV Fairview's highly efficient dispatchable power generation is
well positioned to navigate through changing market conditions.
The project is equipped with General Electric's industry-leading
H-class turbine, which has proven performance worldwide. The
turbines have short start-up times and high operational flexibility
to help achieve sustained run-times. Since commercial operation in
December 2019, Fairview achieved strong operation with a low heat
rate around 6,500 Btu/kWh, low effective forced outage rate (EFOR)
around 1.5%, high capacity factor of 84%, and high availability of
89%. The almost around-the-clock operation was possible due to
Fairview's favorable position in the dispatch curve as well as
locational advantage of proximity to Appalachian gas production
region.
S&P views the flexibility in both operation and cost structure as a
credit positive because it provides CPV Fairview the tools to
navigate through changing market conditions, benefiting from stable
capacity revenues in periods where power prices can be low.
Debt paydown is key for the single-asset project to maintain our
credit rating.
Apart from maintaining high DSCRs, it is critical for projects with
term loan B structures to apply excess cash flows for debt
repayments via the cash flow sweep mechanism. If the aforementioned
tailwinds materialize, it can lead to lower leverage metrics
(debt/EBITDA) and lower cash flow sweeps in the later years of the
term loan period, making the deleveraging front-loaded in the next
three years. This is because the cash flow mechanism requires 75%
of excess cash flow to be swept if the trailing 12-month leverage
is greater than 4.0x; 50% if leverage is less than 4.0x but greater
than 2.5x, and 25% otherwise. S&P estimates annual $35 million-$45
million in cash flow sweeps over the next three years, which
depends on the project's ability to materialize our expected
generation and spark spreads. CPV Fairview plans to hedge 50% of
energy margins on a go forward basis has a two-year hedging program
that locks in favorable spark spread on a part of the generation to
protect the downside. This should help to result in sizable cash
flow sweeps within the next two years that is critical for
deleveraging.
S&P said, "The stable outlook reflects our expectation of strong
debt service coverage during the term loan B period given our
expectations of power demand growth in the upcoming years, and the
recently cleared 2025- 2026 high capacity prices. During the term
loan B period, we expect DSCRs above 2.0x, and a minimum DSCR of
around 1.8x during the post-refinancing period whereby we assume a
fully amortizing debt structure. We expect the spark spread to be
in the high teens for the next several years, converging to a
long-term average between $14/MWh and $15/MWh."
S&P will consider a negative rating action if minimum DSCR falls
below 1.35x on a sustained basis.
This could occur if:
-- CPV Fairview realizes weaker spark spreads and lower PJM
capacity prices,
-- Unplanned outages occur that significantly reduces generation;
-- Economic factors cause the power plants to dispatch
significantly less than our base-case expectation; or
-- Debt paydown substantially lower than S&P's expectation,
leading to a higher-than-expected debt balance at maturity.
While unlikely within the next year or so due to the single-asset
nature of the project, S&P could raise the rating if:
-- S&P expects the project will maintain a minimum base-case DSCR
greater than 1.8x in all years, including the post-refinancing
period; and
-- S&P has a qualitative view the project can be rated within the
'BB' rating parameters given the project's single-asset nature and
exposure to inherent power price volatility, operational risk, and
refinancing risk.
S&P would expect such outcomes to materialize if the project's
financial performance and debt repayment well exceed our forecast
on a sustained basis. This could be due to factors such as improved
energy margins, higher dispatch, and substantially improved
capacity pricing, leading to lower-than-expected debt outstanding
at term loan B maturity, as well as a track record of decreasing
debt/kW.
CYTOSORBENTS CORP: Regains Compliance With Nasdaq Bid Price Rule
----------------------------------------------------------------
CytoSorbents Corporation announced on August 1, 2024, that it has
regained compliance with the Nasdaq Stock Market's minimum bid
price requirement of $1.00 per share.
On July 26, 2024, CytoSorbents received notification from the
Listing Qualifications Department of the Nasdaq Stock Market that
it has regained compliance with the minimum bid price requirement
in Nasdaq Listing Rule 5550(a)(2) as a result of the closing bid
price of CytoSorbents' common stock being $1.00 per share or
greater for 10 consecutive trading sessions ending July 25, 2024.
Accordingly, Nasdaq has determined that this matter is now closed.
Dr. Phillip Chan, Chief Executive Officer of CytoSorbents stated,
"We are pleased to confirm that CytoSorbents is now back in full
compliance with Nasdaq's listing requirements, strengthening our
market position as we approach our expected regulatory submissions
for DrugSorb-ATR marketing approval to U.S. FDA and Health Canada
in the next several months. With recent operational progress on the
clinical, regulatory, commercial, manufacturing, and financing
fronts, coupled with continued aggressive cost cutting, we have
been systematically putting into place the foundation of what we
believe will be an exciting new phase of our business."
About CytoSorbents
Based in Monmouth Junction, N.J., CytoSorbents Corporation is
engaged in critical care immunotherapy, specializing in blood
purification. Its flagship product, CytoSorb, is approved in the
European Union with distribution in more than 75 countries around
the world as an extracorporeal cytokine adsorber designed to reduce
the "cytokine storm" or "cytokine release syndrome" seen in common
critical illnesses that may result in massive inflammation, organ
failure, and patient death.
East Brunswick, New Jersey-based WithumSmith+Brown, PC, the
Company's auditor since 2004, issued a "going concern"
qualification in its report dated March 14, 2024, citing that the
Company has suffered recurring losses from operations, has
experienced cash used from operations, and has an accumulated
deficit, which raises substantial doubt about its ability to
continue as a going concern.
D&D ELECTRICAL: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: D&D Electrical Construction Company Inc.
230 South 5th Avenue
Mount Vernon, NY 10550
Business Description: The Debtor is a full service electrical
contracting firm.
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 24-22694
Judge: Hon. Sean H. Lane
Debtor's Counsel: Julie Curley, Esq.
KIRBY AISNER & CURLEY LLP
700 Post Road, Suite 237
Scarsdale, NY 10583
Tel: (914) 401-9503
E-mail: jcurley@kacllp.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Stephen Buckley as president.
https://www.pacermonitor.com/view/TUCD5TY/DD_Electrical_Construction_Company__nysbke-24-22694__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Ace Wire & Cable Vendor $170,364
Co., Inc.
P.O Box 770707 51st
Avenue
Woodside, NY 11377
2. Aura Electric & Vendor $86,348
Lighting Supply
1315 60th St
Brooklyn, NY 11219
3. Benfield Electric Supply Vendor $2,509,189
240 Washington Street
Mount Vernon, NY 10550
4. Colonial Electric Supply Vendor $608,853
326 Rockaway Avenue
Brooklyn, NY 11212
5. Conserve Electrical Vendor $44,586
Supply Corp.
P.O. Box 279
Nesconset, NY 11767
6. Cooper Electric Vendor $317,333
Supply Company
29 West 38th Street
2nd Floor
New York, NY 10018
7. Expressive Lighting Vendor $904,972
266 47th St.
Brooklyn, NY 11220
8. FCS Metro Vendor $56,310
121 Newark Ave
Floor 4
Jersey City, NJ 07302
9. Firecom Inc. Vendor $110,823
39-27 59th St
Woodside, NY 11377
10. Imperial Electric Supplies Vendor $112,045
130 Lee Ave #234
New York, NY 10025
11. Kinsley Power Systems Vendor $434,378
Department 2150 PO
Box 986500
Boston, MA 02298
12. Lakeland Bank $1,625,000
25 Oak Ridge Road
Oak Ridge, NJ 07438
13. LEDPAX USA, LLC Vendor $110,891
1083 Main St
Champlain, NY 12919
14. Long Island Electrical Vendor $1,058,635
Distributing
230 49th Street
Brooklyn, NY 11220
15. Louis Shiffman Electric Vendor $67,766
542 Wortman Ave
Brooklyn, NY 11208
16. Luz LLC Vendor $365,309
194 Dix Hills Road
Huntington Station, NY 11746
17. Midtown Electric Vendor $118,566
Supply Corp
48-56 34th Street
Long Island City, NY 11101
18. RF Solutions Vendor $47,574
68 Wesley Street
South Hackensack,
NJ 07606
19. Spartan Electrical of Vendor $93,926
NY Inc
2612 Borough Place
WHSE 2
Woodside, NY 11377
20. ULE Group Vendor $359,337
60 Hoffman Avenue
Hauppauge, NY 11788
DIGITAL ANCHORS: Seeks to Hire Gerry Law Firm as Legal Counsel
--------------------------------------------------------------
Digital Anchors, LLC seeks approval from the U.S. Bankruptcy Court
for the District of South Dakota to hire Gerry Law Firm, Prof. LLC
as its attorneys.
The professional services to be rendered include filing such
schedules and other documents as the Court may require, initiating
or defending adversary proceedings and contested motions,
negotiating with priority, secured and unsecured creditors,
formulation of a plan, and such other duties as may be necessary to
attempt a successful reorganization under Chapter 11, along with
related legal services during the pendency of this action.
The law firm will bill for services of Attorney Clair R. Gerry at
the rate of $360 per hour, plus sales tax; and for the services of
paralegal Julie M. Anacker at the rate of $140 per hour, plus sales
tax; and actual necessary expenses are to be reimbursed.
The firm received a retainer in the amount of $7,000.
Gerry Law Firm is a "disinterested person" within the meaning of 11
U.S.C. 101(14), according to court filings.
The firm can be reached through:
Clair R. Gerry, Esq.
GERRY LAW FIRM, PROF. LLC
507 West 10th Street
P.O. Box 966
Sioux Falls, SD 57101-0966
Tel: (605) 336-6400
Fax: (605) 336-6842
Email: gerry@sgsllc.com
About Digital Anchors, LLC
Digital Anchors, LLC sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. D.S.D. Case No. 24-40242) on July
26, 2024, listing $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Judge Shon Hastings presides over the case.
Clair R. Gerry, Esq. at Gerry Law Firm, Prof. LLC represents the
Debtor as counsel.
DITECH HOLDINGS: $19,100 Anderson Claim Disallowed
--------------------------------------------------
The Honorable James L. Garrity, Jr. of the United States Bankruptcy
Court for the Southern District of New York entered a Memorandum
Decision and Order sustaining the objection of the Consumer Claims
Trustee in the bankruptcy case of Ditech Holding Corporation with
respect to the proof of claim filed by Jessica J. Anderson. The
Court disallows the Claim.
On April 25, 2019, Ms. Anderson filed Proof of Claim No. 21430 as
an unsecured claim in the amount of $19,100.11 against Ditech
Holding Corporation f/k/a Walter Investment Management Corporation.
On December 15, 2020, the Consumer Claims Trustee filed her
Thirty-Ninth Omnibus Objection. Claimant indicates that her claim
is based on "Rejection Damages." In the narrative included with her
Claim, Claimant contends Ditech mishandled and improperly denied
her loan modification application. She states "Ditech literally
forced [her] to file bankruptcy in order to keep [her] home."
Claimant also complains she received inconsistent information: she
alleges that the underwriting department claimed they did not
timely receive Claimant's application documents, yet ostensibly
different Ditech representatives told her that her application was
complete and timely.
In the Objection, the Consumer Claims Trustee seeks to disallow
certain proofs of claim, including the Claim, which she asserts
fail to state a legal basis sufficient to establish the Debtors'
wrongdoing or liability. Specifically, the Consumer Claims Trustee
maintains the basis of the Claim -- improper loan modification
review -- fails because "Claimant had received three prior
modifications and so was not eligible for a fourth loan
modification."
Claimant does not identify any legal theory or statutory scheme
under which she seeks relief, but the Claim complains of Ditech's
mishandling of her loss mitigation application. The Consumer Claims
Trustee construes these allegations to assert a claim for breach of
the implied covenant of good faith and fair dealing under the Deed
of Trust and a violation of the Real Estate Settlement Procedures
Act.
RESPA's implementing regulation, known as "Regulation X," is
codified at 12 C.F.R. pt. 1024. Under Regulation X, a loan
servicer, such as Ditech, is not required to provide a borrower
with any particular loss mitigation option, but upon receiving a
loss mitigation application, a servicer must follow certain
procedures. Failure to follow the prescribed procedures gives rise
to a borrower's private right of action against the servicer, the
Court notes.
Claimant has not shown that Ditech's actions throughout the loss
mitigation process were inconsistent with the requirements of RESPA
and Regulation X, the Court finds. Therefore, to the extent the
Claim is based on alleged RESPA violation, it does not state a
plausible claim for relief, the Court holds.
A copy of the Court's decision dated July 26, 2024, is available at
https://urlcurt.com/u?l=cZXX89
Attorneys for the Consumer Claims Trustee:
Richard Levin, Esq.
JENNER & BLOCK, LLP
1155 Avenue of the Americas
New York, NY 10036
E-mail: rlevin@jenner.com
About Ditech Holding Corporation
Fort Washington, Pennsylvania-based Ditech Holding Corporation and
its subsidiaries -- http://www.ditechholding.com/-- are
independent servicer and originator of mortgage loans.
Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor. Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.
Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.
On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors. The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.
On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later.
DITECH HOLDINGS: $250,000 Smith Claim Disallowed
------------------------------------------------
The Honorable James L. Garrity, Jr. of the United States Bankruptcy
Court for the Southern District of New York entered a Memorandum
Decision and Order sustaining the objection of the Consumer Claims
Trustee in the bankruptcy case of Ditech Holding Corporation with
respect to the proof of claim filed by Myron and Sandra Smith. The
Court disallows the Claim.
On May 28, 2019, Myron and Sandra Smith filed Proof of Claim No.
1893 as an unsecured claim in the amount of $250,000 against Ditech
Holding Corporation (f/k/a Walter Investment Management Corp.).
Claimants base their claim on "[f]raud in collection and infliction
of mental and emotional distress." They also contend that the
Claim is subject to a right of setoff.
On March 13, 2020, the Consumer Claims Trustee filed her Sixth
Omnibus Objection to claims. In the Objection, the Consumer Claims
Trustee seeks to disallow the Claim and other proofs of claim that
lack sufficient information or documentation to establish their
underlying merits.
The Court finds that Claimants fail to state a claim for negligent
or intentional infliction of emotional distress.
A copy of the Court's decision dated July 26, 2024, is available at
https://urlcurt.com/u?l=N8RS9q
About Ditech Holding Corporation
Fort Washington, Pennsylvania-based Ditech Holding Corporation and
its subsidiaries -- http://www.ditechholding.com/-- are
independent servicer and originator of mortgage loans.
Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor. Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.
Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.
On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors. The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.
On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later. A
Consumer Claims Trustee has been appointed in the case and is
represented by Richard Levin, Esq., at Jenner & Block, LLP.
DITECH HOLDINGS: $71,350 Jackson Claim Disallowed
-------------------------------------------------
The Honorable James L. Garrity, Jr. of the United States Bankruptcy
Court for the Southern District of New York entered a Memorandum
Decision and Order sustaining the objections of the Plan
Administrator and Consumer Claims Trustee in the bankruptcy case of
Ditech Holding Corporation with respect to the proofs of claim
filed by Tommy D. Jackson. The Court disallows and expunges the
Claims.
On March 18, 2019, Mr. Jackson filed Proof of Claim No. 20134 in
the amount of $37,000.00 against Ditech Holding Corporation (f/k/a
Walter Investment Management Corporation). He asserts that the
claim is based on "insurance." As support for the claim, he annexes
a $42,000 check from Wright National Flood Insurance Company dated
October 30, 2017, payable to Claimant and Ditech Financial.
On November 8, 2019, Claimant filed Proof of Claim No. 60069,
against Ditech Financial LLC as an administrative expense claim in
the amount of $34,350.00. He asserts that the basis for the claim
is "Borrower." There are no documents attached to the
Administrative Claim. Claimant is acting pro se in this contested
matter.
On January 17, 2020, the Consumer Claims Trustee and Plan
Administrator filed the Thirteenth Objection seeking to disallow
the Consumer Claim on the basis that it did not contain sufficient
evidence to support the validity of the claim. They also filed the
Twenty-Eighth Objection to the Administrative Claim on the grounds
that it lacks sufficient supporting documentation and should be
disallowed and expunged.
A copy of the Court’s decision dated July 26, 2024, is available
at https://urlcurt.com/u?l=sGruTO
About Ditech Holding Corporation
Fort Washington, Pennsylvania-based Ditech Holding Corporation and
its subsidiaries -- http://www.ditechholding.com/-- are
independent servicer and originator of mortgage loans.
Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor. Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.
Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.
On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors. The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.
On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later. A
Consumer Claims Trustee has been appointed in the case and is
represented by Richard Levin, Esq., at Jenner & Block, LLP.
DITECH HOLDINGS: Court Disallows Wrobel Claim
---------------------------------------------
The Honorable James L. Garrity, Jr. of the United States Bankruptcy
Court for the Southern District of New York entered a Memorandum
Decision and Order sustaining the objection of the Consumer Claims
Trustee in the bankruptcy case of Ditech Holding Corporation with
respect to the proof of claim filed by Leo and Sharon Wrobel. The
Court disallows the Claim.
On July 28, 2021, Leo and Sharon Wrobel filed Proof of Claim No.
24721 as an unsecured, unliquidated claim in an undetermined amount
against Ditech Holding Corporation. They assert that the basis for
the claim is "Borrower." The Claim was filed over two years after
the Consumer Creditor Bar Date of June 3, 2019.
Claimants acknowledge that the Claim was filed after the Consumer
Creditor Bar Date, but say that their claims "were pending with
regulatory agencies prior to the agreements in the Ditech
bankruptcy." Claimants state that "[i]t may not have been
appropriate for [them] to file a Proof of Claim in 2019 at all"
because the regulatory matters were "technically unadjudicated."
On October 18, 2021, the Consumer Claims Trustee filed her
Forty-Ninth Omnibus Objection. In the Objection, the Consumer
Claims Trustee seeks to disallow the Claim, among others, asserting
it does not state a sufficient legal basis to establish liability
on the part of Ditech and was not filed timely.
Claimants may well have believed, albeit wrongly, that the filing
of claims with regulatory agencies precluded them from seeking
relief through the bankruptcy process. They may also have genuinely
hoped to resolve their dispute by working with their
successor-servicer. Nonetheless, Claimants' hesitation to file
based upon their own uncertainty of the law does not amount to
excusable neglect, the Court holds.
A copy of the Court's decision dated July 26, 2024, is available at
https://urlcurt.com/u?l=YOLDWt
About Ditech Holding Corporation
Fort Washington, Pennsylvania-based Ditech Holding Corporation and
its subsidiaries -- http://www.ditechholding.com/-- are
independent servicer and originator of mortgage loans.
Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor. Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.
Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.
On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors. The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.
On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later. A
Consumer Claims Trustee has been appointed in the case and is
represented by Richard Levin, Esq., at Jenner & Block, LLP.
EBET INC: Completes Foreclosure Auction, Ceases Business Operations
-------------------------------------------------------------------
EBET, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on August 1, 2024, the
foreclosure sale pursuant to the auction was completed, and the
Sites and other assets and certain of EBET subsidiary equity
holdings were sold.
As previously reported, on June 30, 2023, EBET, Inc., the
subsidiaries of the Company and CP BF Lending, LLC, entered into a
forbearance agreement with respect to the credit agreement between
the Company and the Lender. 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. 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 Agreement. On April 12, 2024, the parties entered
into a fourth amendment to Credit Agreement pursuant to which 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 Credit Agreement and
Forbearance Agreement and whereon the Lender agreed that that the
effective date of such Termination Event date would not take effect
until June 17, 2024.
On May 2, 2024, the Company, the subsidiaries of the Company and
the Lender entered into Forbearance Agreement Amendment No. 3
whereby among other items, the parties confirmed the date of
effectiveness of the Termination Event to be the earlier to occur
of June 17, 2024, or the occurrence of another event of default.
On June 17, 2024, the Termination Event took effect and the
Lender's agreement to forbear from exercising its rights and
remedies under the Credit Agreement ceased. As of June 17, 2024,
the Company's total obligations to the Lender were $37,117,573.56,
consisting of principal (inclusive of PIK interest) and any and all
other accrued but unpaid interest to date, but not including fees,
costs and expenses now or in the future due either directly or by
way of reimbursement, all of which is immediately due and payable.
The Company does not have sufficient funds to repay the Lender and
does not have any commitments for additional funds. On June 18,
2024, the Lender sent the Company and its subsidiaries that
guaranteed the debt obligations notice of termination and
reservation of all rights under the Credit Agreement.
On July 15, 2024, the Company received a notice of public
foreclosure auction sale under Section 9-610 and 9-611 of the
Uniform Commercial Code from the Lender. In accordance with the
Notice, a public auction of certain Company assets occurred on
August 1, 2024. The assets included the equity and business
operations contained in EBET's subsidiary Karamba Limited, which
materially includes the Company's websites www.karamba.com,
www.generationvip.com, www.hopa.com, www.scratch2cash.com,
www.griffoncasino.com, www.bettarget.com, and www.dansk777.com and
other assets of EBET (including any and all litigation claims) and
equity of certain other of EBET subsidiaries. The sale of the
assets was effected via a statutory procedure under Article 9 of
the Uniform Commercial Code, which permits a creditor to exercise
its right of foreclosure subsequent to a borrower's loan default,
take control of collateral assets of a borrower and sell them while
reserving rights to credit bid.
Effective as of the consummation of the sale, the EBET, Inc. entity
itself has ceased to have any further business operations.
Following the consummation of the sale, Aaron Speach, Christopher
Downs, Dennis Neilander and Michael Nicklas resigned from the
Company's Board of Directors. Aaron Speach resigned as the
Company's Chief Executive Officer and President, and Matthew Lourie
resigned as the Company's Chief Financial Officer. The resignations
were not due to any disagreement with management.
About EBET
EBET, Inc., headquartered in Las Vegas, Nev., operates 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
operator service agreements with Aspire Global plc, allowing EBET
to provide online betting services to various countries around the
world.
As of March 31, 2024, the Company had $14.55 million in total
assets, $70.73 million in total liabilities, and a total
stockholders' deficit of $56.18 million.
Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated Jan. 12, 2024, citing that the Company's operating losses
raise substantial doubt about its ability to continue as a going
concern.
On May 9, 2024, the Audit Committee of the Board of Directors of
the Company dismissed BF Borgers CPA PC as its independent
registered public accounting firm, effective as of that date. This
decision followed charges by the Securities and Exchange Commission
against the firm and its owner, Benjamin F. Borgers, for deliberate
and systemic failures to comply with Public Company Accounting
Oversight Board (PCAOB) standards in its audits and reviews
incorporated in more than 1,500 SEC filings from January 2021
through June 2023. The charges included falsely representing
compliance with PCAOB standards, fabricating audit documentation,
and falsely stating in audit reports that the firm's work complied
with PCAOB standards. Borgers agreed to pay a $14 million civil
penalty and is permanently suspended from appearing and practicing
before the Commission as an accountant, effective immediately.
On May 12, 2024, the Audit Committee approved the appointment of
Astra Audit & Advisory, LLC (formerly known as Coastal Accounting &
Consulting, LLC, PCAOB ID #6920) as the Company's independent
registered public accounting firm for the fiscal years ended
September 30, 2024, and 2023.
EEI GLOBAL: Seeks to Hire Strobl PLLC as Bankruptcy Counsel
-----------------------------------------------------------
EEI Global Inc. seeks approval from the U.S. Bankruptcy Court of
the Eastern District of Michigan to hire Strobl PLLC as its
bankruptcy counsel.
The firm will provide these services:
a. represent the Debtor before the Bankruptcy Court;
b. advise the Debtor with respect to its powers and duties as
Debtor in bankruptcy in the continued management and operation of
its business;
c. attend meetings and negotiate with representatives of its
creditors and other parties-in-interest;
d. take all necessary action to protect and preserve the
Debtor's estate;
e. prepare on behalf of the Debtor all motions, application,
answers, orders, reports, and papers necessary to the
administration of the estate;
f. negotiate and prepare on the Debtor's behalf a plan of
reorganization, and all related agreements and documents, and take
any necessary action on behalf of the Debtor to obtain confirmation
of such plan;
g. represent the Debtor in connection with obtaining
post-petition financing, in the event financing becomes necessary
during the pendency of the proceeding;
h. advise the Debtor in connection with any potential sale of
assets, restructuring or recapitalization;
i. appear before the Court, appellate courts, taxing
authorities and the U.S. Trustee, regulatory agencies of the State
of Michigan and protect the interests of the Debtor's estates
before such Courts, Agencies and the U.S. Trustee; and
j. perform all other necessary legal services and all other
necessary legal advice to the Debtor in connection with the Chapter
11 case.
The firm will be paid at these rates:
Lynn Brimer, Esq. $500 per hour
Pamela Ritter, Esq. $400 per hour
Associates $185 - $300 per hour
The firm will receive reimbursement for out-of-pocket expenses
incurred.
Lynn Brimer, Esq., a partner at Strobl Sharp, disclosed in a court
filing that her firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Lynn M. Brimer, Esq.
Pamela S. Ritter, Esq.
Strobl Sharp PLLC
300 East Long Lake Road, Suite 200
Bloomfield Hills, MI 48304-2376
Tel: (248) 540-2300
Fax: (248) 205-2786
Email: lbrimer@strobllaw.com
pritter@strobllaw.com
About EEI Global Inc.
EEI Global Inc. provides marketing services. The Company offers
graphic and event production, brand strategy, content marketing,
site hosting, and digital signage, as well as provides consulting
services. EEI Global serves clients in the state of Michigan. [BN]
EEI Global Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-46093) on June 20,
2024. In the petition signed by Derek M. Gentile, as president and
CEO, the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
The Honorable Bankruptcy Judge Maria L. Oxholm oversees the case.
The Debtor is represented by Lynn M. Brimer, Esq. at Strobl PLLC.
EIGER BIOPHARMA: Equity Comm. Taps Porzio Bromberg as Co-Counsel
----------------------------------------------------------------
The Official Committee of Equity Security Holders of Eiger
BioPharmaceuticals, Inc., and its affiliates seeks approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
hire Porzio, Bromberg & Newman, P.C., as co-counsel.
The firm will render these services:
(a) advise the Equity Committee with respect to the Equity
Committee's power and duties under Bankruptcy Code section 1103;
(b) assist the Equity Committee in its investigation of the
acts, conduct, assets, liabilities, and financial condition of the
Debtors;
(c) assist the Equity Committee in connection with the
Debtors' proposed sale of their assets;
(d) assist the Equity Committee in connection with any
proposed chapter 11 plan or other disposition of these cases;
(e) assist the Equity Committee in analyzing the claims of the
Debtors' creditors and the Debtors' capital structure and in
negotiating with holders of claims;
(f) review and analyze all applications, motions, orders,
statements of operations and schedules filed with the Court by the
Debtors or third parties, advising the Equity Committee as to their
propriety, and, after consultation with the Equity Committee,
taking appropriate action;
(g) prepare necessary applications, motions, answers, orders,
reports and other legal papers on behalf of the Equity Committee;
(h) represent the Equity Committee at hearings held before the
Court and communicate with the Equity Committee regarding the
issues raised, as well as the decisions of the Court; and
(i) perform such other legal services as may be required or
are otherwise deemed to be in the interests of the Equity Committee
in accordance with the Equity Committee's powers and duties as set
forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable
law.
The present hourly rates for attorneys range from $400 to $1,200
per hour and $315 to $370 per hour for paraprofessionals.
Porzio has agreed to the following fee structure:
i. To the extent that holders of Allowed Existing Equity
Interests receive a $10 or less per share recovery, Porzio shall
receive 80 percent of its Allowed fees;
ii. To the extent that holders of Allowed Existing Equity
Interests receive a per share recovery from $10.01 to $12.50,
Porzio shall receive 90 percent of its Allowed fees;
iii. To the extent that holders of Allowed Existing Equity
Interests receive a per share recovery between $12.51-$15, Porzio
shall receive 100 percent of its Allowed fees;
iv. To the extent that holders of Allowed Existing Equity
Interests receive a per share recovery between $15.01-$18 by no
later than March 31, 2025, Porzio shall receive 125 percent of its
Allowed fees;
v. To the extent that holders of Allowed Existing Equity
Interests receive a per share recovery greater than $18 by no later
than March 31, 2025, Porzio shall receive 150 percent of its
Allowed fees.
The following information is provided pursuant to paragraph D.1 of
the U.S. Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Answer: Yes. Porzio's hourly rates proposed herein are standard
and customary. However, at the request of the client, Porzio has
also included a proposed contingency variation, linking Porzio's
fees to the value and timing of distributions made to equity
holders.
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 twelve (12)
months prepetition, disclose your billing rates and material
financial terms for the prepetition engagement, including any
adjustments during the twelve (12) months prepetition. If your
billing rates and material financial terms have changed
postpetition, explain the difference and the reasons for the
difference.
Answer: Porzio did not represent the Equity Committee
prepetition.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Answer: Upon request, Porzio will formulate a budget and
staffing plan, which it will review with the Equity Committee.
Porzio will file its budgets and staffing plans in connection with
any and all applications for interim and final compensation they
file these Cases if requested.
Porzio is "disinterested" as defined in Section 101(14) of the
Bankruptcy Code, according to court filings.
The firm can be reached through:
Warren J. Martin Jr., Esq.
Rachel A. Parisi, Esq.
David E. Sklar, Esq.
PORZIO, BROMBERG & NEWMAN, P.C.
100 Southgate Parkway
P.O. Box 1997
Morristown, NJ 07962-1997
Telephone: (973) 538-4006
Facsimile: (973) 538-5146
Email: WJMartin@pbnlaw.com
RMSchechter@pbnlaw.com
DESklar@pbnlaw.com
About Eiger BioPharmaceuticals
Palo Alto, California-based Eiger BioPharmaceuticals, Inc., is a
commercial-stage biopharmaceutical company focused on the
development of innovative therapies for rare metabolic diseases.
The company's shares traded on Nasdaq under the symbol "EIGR".
Eiger Biopharmaceuticals Inc. and its subsidiaries sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas
Lead Case No. 24-80040) on April 1, 2024. In its petition, Eiger
listed $38.8 million in assets and $53.1 million in liabilities as
of the bankruptcy filing.
Judge Stacey G. Jernigan oversees the cases.
The Debtors are represented by Sidley Austin LLP as legal counsel,
Alvarez & Marsal as financial advisor and SSG Capital Advisors, LLC
as restructuring investment banker. Kurtzman Carson Consultants LLC
is the claims agent.
EIGER BIOPHARMA: Equity Committee Taps McKool Smith as Co-Counsel
-----------------------------------------------------------------
The Official Committee of Equity Security Holders of Eiger
BioPharmaceuticals, Inc., and its affiliates seeks approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
hire McKool Smith, PC as co-counsel.
The firm's services include:
a. assisting, advising, and representing the Committee in its
consultations with the Debtors regarding the administration of
these cases;
b. assisting, advising, and representing the Committee in
analyzing the Debtors' assets and liabilities, including
investigating the extent and validity of liens and participating in
and reviewing any proposed asset sales, any asset dispositions,
financing arrangements, cash collateral stipulations or related
proceedings;
c. assisting, advising, and representing the Committee in
reviewing and determining the Debtors' rights and obligations under
leases and other executory contracts;
d. assisting, advising, and representing the Committee in
investigating the acts, conduct, assets, liabilities, and financial
condition of the Debtors, the Debtors' operations and the
desirability of the continuance of any portion of those operations,
and any other matters relevant to those cases or to the formulation
of a plan;
e. assisting, advising, and representing the Committee in its
participation in the negotiation of a plan of liquidation or
reorganization;
f. advising the Committee on the issues concerning the
appointment of a trustee or examiner under section 1104 of the
Bankruptcy Code;
g. assisting, advising, and representing the Committee in
understanding its powers and its duties under the Bankruptcy Code
and the Bankruptcy Rules and in performing other services as are in
the interests of those represented by the Committee;
h. assisting, advising, and representing the Committee in the
analysis and evaluation of claims and liens; and
i. providing such other services to the Committee as may be
necessary or appropriate in these cases.
McKool Smith's standard hourly rates are:
Principals $975 to $2,200 per hour
Of Counsel/Senior Counsel $810 to $1,135 per hour
Associates $595 to $1,075 per hour
Paraprofessionals $120 to $595 per hour
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, McKool
Smith disclosed that:
-- it has not agreed to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement;
-- none of the professionals included in the engagement vary
their rate based on the geographic location of the bankruptcy
case;
-- the firm has not represented the Committee in the 12 months
prepetition; and
-- the Committee has not submitted a budget and staffing
plan.
As disclosed in the court filing, McKool Smith is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
John J. Sparacino, Esq.
McKool Smith, PC
600 Travis Street, Suite 7000
Houston, TX 77002
Tel: (713) 485-7300
Fax: (713) 485-7344
About Eiger BioPharmaceuticals
Palo Alto, California-based Eiger BioPharmaceuticals, Inc., is a
commercial-stage biopharmaceutical company focused on the
development of innovative therapies for rare metabolic diseases.
The company's shares traded on Nasdaq under the symbol "EIGR".
Eiger Biopharmaceuticals Inc. and its subsidiaries sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas
Lead Case No. 24-80040) on April 1, 2024. In its petition, Eiger
listed $38.8 million in assets and $53.1 million in liabilities as
of the bankruptcy filing.
Judge Stacey G. Jernigan oversees the cases.
The Debtors are represented by Sidley Austin LLP as legal counsel,
Alvarez & Marsal as financial advisor and SSG Capital Advisors, LLC
as restructuring investment banker. Kurtzman Carson Consultants LLC
is the claims agent.
ERIN ENERGY: Not Liable for Subsidiary's Claim, Court Says
----------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas denied Bumi Armada (Singapore) Pte Ltd's
application for an administrative expense claim against Erin Energy
Corporation.
Armada Oyo Limited and Bumi Armada (Singapore) Pte Ltd are
international offshore energy facilities and service providers.
Armada was the owner of a floating production and storage
offloading vessel, a vessel used for crude oil exploration and
production operations.
On February 17, 2014, Armada entered into a Contract of Bareboat
Charterparty with Oceanic Consultants Nigeria Limited, where Armada
agreed to charter the FPSO to Oceanic. On the same day, BASPL
entered into a Contract of Provision of Operational and Maintenance
Serves for FPSO Armada Perdana in the Oyo Field Development with
Oceanic, where BASPL agreed to provide operational maintenance
services to Oceanic in connection with its operations on the FPSO.
On March 25, 2014, Oceanic novated its interest under the Contracts
to Erin Petroleum Nigeria Limited (f/k/a CAMAC Petroleum Limited)
by an individual Deed of Novation for each contract dated March 25,
2014. That same day, EEC (f/k/a Camac Energy Inc.), the 100% parent
of EPNL, executed parent company guarantees and indemnities in
favor of Armada with respect to EPNL's payment and performance
obligations under the Contracts.
On July 12, 2018, the Court converted the Chapter 11 cases to cases
under Chapter 7 of the Bankruptcy Code. On
July 17, 2018, the Court ruled that the Contracts were rejected.
The Court also issued a final order granting stay relief to Bumi to
take all necessary actions to demobilize the FPSO.
Following the petition date, Bumi delivered to the Erin Group
invoices for the payment of certain fees and expenses provided for
in the Contracts. On October 18, 2018, Bumi filed proofs of claim
against both EPNL and EEC, asserting claims arising under the
Contracts and EEC's guarantees. On that date, the Court entered the
Order (I) Approving Abandonment of Property and (II) Lifting the
Automatic Stay on Such Abandoned Property, which authorized the
Chapter 7 trustee to abandon all interests in about 380,000 barrels
of crude oil contained on the FPSO. The order established a
waterfall of distribution for the sale proceeds among the parties.
Bumi filed its application for an administrative expense claim on
January 30, 2024. The application asserts administrative expense
claims against both EEC and EPNL.
Bumi contends the Debtor is jointly liable on their $11,435,956.86
administrative expense claim against EPNL. It argues that EEC
should be held jointly liable on the claim because it expended
costs reimbursable against EEC under Sec. 503(b)(1)(A) of the
Bankruptcy Code as "the actual, necessary costs and expenses of
preserving the estate." It also claims entitlement to an
administrative expense claim because of the Erin Group's failure to
perform lease obligations under Sec. 365(d)(5) of the Bankruptcy
Code.
The Court holds the application for administrative expenses against
EEC is denied as the Contracts, which provide the basis for the
administrative expense claim, are with EPNL. The Court explains
Bumi's post-petition services under those Contracts provided no
actual benefit to the EEC estate. According to Judge Isgur, any
post-petition costs expended by Bumi were necessary only to the
preservation of EPNL's estate. The Court says EEC also did not
fail to perform any lease obligations under Sec. 365(d)(5) of the
Bankruptcy Code. While the EEC and EPNL bankruptcy cases are
jointly administered, the order granting joint administration
indicated in clear terms that it did not effectuate a substantive
consolidation, Judge Isgur notes. The claims against EEC and EPNL
have been kept separate, and EEC cannot be held liable for any
claims against EPNL, the Court states.
A copy of the Court's decision dated July 31, 2024, is available at
https://urlcurt.com/u?l=Omz1xa
About Erin Energy
Houston, Texas-based Erin Energy Corporation (NYSE American:ERN)
(JSE:ERN) -- http://www.erinenergy.com/-- was an independent oil
and gas exploration and production company focused on energy
resources in sub-Saharan Africa. Its asset portfolio consisted of
five licenses across three countries covering an area of 6,100
square kilometers, including current production and other
exploration projects offshore Nigeria, as well as exploration
licenses offshore Ghana and The Gambia.
As of March 31, 2018, the Debtors disclosed $247.5 million in
assets and $628.7 million.
Erin Energy Corporation and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
18-32106) on April 25, 2018. Judge Marvin Isgur presided over the
cases.
The Debtors tapped Okin & Adams LLP as their legal counsel, and The
Loev Law Firm, PC, as their securities law counsel.
The case was converted to a Chapter 7 liquidation on July 13, 2018.
Ronald J. Sommers was named the Chapter 7 trustee. The Trustee
first hired Kyung S. Lee PLLC as general counsel, but later
replaced the firm with Parkins Lee & Rubio LLP.
EVANGELICAL RETIREMENT: UMB Bank Files Liquidating Plan
-------------------------------------------------------
UMB Bank, N.A., in its capacity as bond trustee, filed with the
U.S. Bankruptcy Court for the Northern District of Illinois a
Disclosure Statement describing Chapter 11 Plan of Liquidation for
Evangelical Retirement Homes of Greater Chicago, Incorporated d/b/a
Friendship Village of Schaumburg dated July 18, 2024.
Evangelical Retirement Homes of Greater Chicago is a private
Illinois not-for-profit corporation that, as of the Petition Date,
owned and operated a continuing care retirement community ("CCRC")
in Schaumburg, Illinois.
As a result of liquidity constraints, the Debtor commenced the
Chapter 11 Case on June 9, 2023. Following the Petition Date, the
Debtor undertook a process to sell substantially all of its assets.
Following an auction, the Debtor entered into an asset purchase
agreement with IL CCRC LLC pursuant to which the Debtor received,
among other things, more than $35,500,000 in Cash consideration.
The Sale Transaction was approved by the Bankruptcy Court (the
"Sale Order"), and, since the Sale Closing, the Estate has held all
Net Sale Proceeds to be distributed as set forth in the Trustee
Plan.
The Trustee Plan will distribute all of the Debtor's Cash,
including the Net Sale Proceeds, on the Effective Date in
accordance with the priorities established in the Bankruptcy Code.
Amounts necessary to pay Allowed Administrative Expenses Claims,
including the DIP Facility Claims, and Professional Fee Claims will
be placed into separate escrow accounts. Once an Administrative
Expenses Claim and a Professional Fee Claim become an Allowed
claim, it will be paid from the escrow account, as applicable.
Additionally, on the Effective Date, (i) the Bond Trustee, on
account of its Allowed Secured Bond Claim, will receive all Cash
subject to its Lien, including the Net Sale Proceeds, less the
amounts required to fund the costs and expenses of the Trustee
Plan, and (ii) the Former Residents will receive their Pro Rata
share of the Buyer Former Resident Contribution, i.e. $2,000,000.
The Trustee Plan also maximizes the value of all assets remaining
in the Estate after the initial distributions on the Effective Date
by, among other things, (i) retaining all Causes of Action,
including all Causes of Action against FSO and the Board, and (ii)
establishing a Litigation Trust to prosecute and liquidate such
claims. The Trustee Plan also provides that the Bond Trustee will
advance $2,000,000 from the proceeds it will receive under the
Trustee Plan to finance the costs and expenses of the Litigation
Trust.
In accordance with the terms of the Trustee Plan and the Litigation
Trust Agreement, Holders of Allowed General Unsecured Claims and
Allowed Former Resident Claims will receive their respective Pro
Rata share of any proceeds received from the liquidation of the
Litigation Trust Assets (after reimbursement of the costs and
expenses of pursuing such Causes of Action and reimbursing the Bond
Trustee for advancing the initial $2.0 million to the Litigation
Trust).
The Trustee Plan provides for the liquidation of substantially all
of the Debtor's Assets and for the distribution of all Assets.
Accordingly, all obligations under the Trustee Plan will be
satisfied without the need for further reorganization of the
Debtor.
Class 4 consists of all Deficiency Claims and Non-Resident General
Unsecured Claims. Holders of Allowed General Unsecured Claims shall
be paid a Pro Rata share of any net recoveries by the Litigation
Trust pursuant to the terms of the Litigation Trust Agreement.
Class 4 is Impaired. Holders of Class 4 Claims are entitled to vote
to accept or reject the Trustee Plan.
Class 7 consists of FSO's Interests in the Debtor. Holders of
Interests in the Debtor, which are held by FSO as the sole member
of the Debtor, shall not receive any Distribution on account of
such Interests, and such Interests shall be terminated on the
Effective Date.
Consistent with the Community APA, and pursuant to the Sale Order,
substantially all the Assets have been sold to the Purchaser, free
and clear of all Liens, Claims, Encumbrances, and Interests, with
all such Liens, Claims, Encumbrances and Interests attaching
automatically to the Net Sale Proceeds in the same manner, extent,
validity and priority as existed on the Closing Date. Net Sale
Proceeds will be distributed pursuant to the Trustee Plan.
On the Effective Date, or as soon as practicable thereafter, the
Bond Trustee shall receive on account of its Allowed Secured Claim
all Cash held in the Debtor's name, including the Net Sale
Proceeds, less the amounts required to fund the costs and expenses
of the Trustee Plan, subject to its Lien. All Distributions made on
account of the Allowed Bond Claims shall be paid to the Bond
Trustee, and the Bond Trustee shall make further distributions to
the Holders of the Bonds in accordance with the Original Bond
Documents or such other documents controlling the distribution of
payments on the Bonds.
A full-text copy of the Disclosure Statement dated July 18, 2024 is
available at https://urlcurt.com/u?l=HDfoJK from PacerMonitor.com
at no charge.
Counsel for UMB Bank, N.A.:
Megan Preusker, Esq.
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
919 Third Avenue
New York, New York 10022
Telephone: (212) 935-3000
Email: MPreusker@mintz.com
- and -
Daniel S. Bleck, Esq.
Laurence A. Schoen, Esq.
Timothy J. McKeon, Esq.
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
One Financial Center
Boston, Massachusetts 02111
Telephone: (617) 542-6000
Email: DSBleck@mintz.com
LASchoen@mintz.com
TJMcKeon@mintz.com
About Evangelical Retirement Homes
of Greater Chicago
Evangelical Retirement Homes of Greater Chicago, Incorporated,
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. N.D. Ill. Case No. 23-07541) on June 9, 2023. In the
petition signed by its chief executive officer, Michael Flynn, the
Debtor disclosed $10 million to $50 million in assets and $100
million to $500 million in liabilities.
Judge Timothy A. Barnes oversees the case.
The Debtor tapped Bruce C. Dopke, Esq., at Dopkelaw, LLC and
Polsinelli, PC as legal counsels, and WYSE Advisors, LLC as
financial advisor.
The U.S. Trustee for Region 11 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee is represented by Crane, Simon, Clar & Goodman.
EVERGREEN HOMES: Seeks Approval to Hire KSDT CPA as Accountant
--------------------------------------------------------------
Evergreen Homes of Florida, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
KSDT CPA as accountant.
The firm will assist the Debtor in financial advisory matters.
The firm will be paid at these rates:
Rich Shavell $475 per hour
Keith Luu $400 per hour
Support staff $318 per hour
As disclosed in the court filings, KSDT CPA does not represent or
hold any interest adverse to the Debtor and is a disinterested
party, as defined by the Bankruptcy Code.
The firm can be reached through:
Keith Luu, CPA
KSDT CPA
951 Yamato Road, Suite 210
Boca Raton, FL 33431
Tel: (561) 997-7242
Fax: (561) 997-7262
Email: keith@shavell.net
About Evergreen Homes of Florida, Inc.
Evergreen Homes Of Florida, Inc. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-13583) on
April 15, 2024, with $100,001 to $500,000 in assets and $500,001 to
$1 million in liabilities.
Judge Mindy A. Mora presides over the case.
Philip J. Landau at Landau Law, PLLC represents the Debtor as legal
counsel.
FASTLINE CARGO: Starts Subchapter V Bankruptcy Process
------------------------------------------------------
Fastline Cargo LLC filed Chapter 11 protection in the District of
New Jersey. According to court filings, the Debtor reports
$4,566,107 in debt owed to 40 and 99 creditors. The petition
states funds will be available to unsecured creditors.
About Fastline Cargo LLC
Fastline Cargo LLC, doing business as FLC, is a general freight
transportation company.
Fastline Cargo LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 24-17484) on
July 29, 2024. In the petition filed by Amanjot Kaur, as CEO, the
Debtor reports total assets of $2,722,053 and total liabilities of
$4,566,107.
The Debtor is represented by:
Ellen M. McDowell, Esq.
MCDOWELL LAW, PC
46 West Main St.
Maple Shade, NJ 08052
Tel: 856-482-5544
Fax: 856-482-5511
E-mail: emcdowell@mcdowelllegal.com
FITZGERALD HILL: Case Summary & Nine Unsecured Creditors
--------------------------------------------------------
Debtor: Fitzgerald Hill LLC
70 Main Street
Wellfleet, MA 02667
Chapter 11 Petition Date: August 5, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-11583
Debtor's Counsel: Peter M. Daigle, Esq.
DAIGLE LAW OFFICE
1550 Falmouth Road
Suite 10
Centerville, MA 02632
Tel: (508) 771-7444
Fax: (508) 771-8286
E-mail: pmdaigleesq@yahoo.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by John O'Toole & Grant Hester as
managers.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/5A7CJZI/Fitzgerald_Hill_LLC__mabke-24-11583__0001.0.pdf?mcid=tGE4TAMA
GENIE INVESTMENTS: Taps Spiegel and Ultera as Special Counsel
-------------------------------------------------------------
Genie Investments NV, Inc. seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Spiegel and
Ultera, P.A. as special counsel.
The professional services which this attorney is to render include
legal pleadings, conferences, trial work and other advice to assist
the Chapter 11 attorney and the Debtor.
The firm will bill $400 per hour for its services.
The firm received a retainer in the amount of $7,500.
Michael Fargalla, Esq., and attorney with Spiegel and Ultera,
assured the court that his firm has no interest adverse to the
Debtor or the estate, and is disinterested.
The firm can be reached through:
Michael Fargalla, Esq.
Spiegel and Ultera, P.A.
1840 Coral Way $th Fl.
Miami, FL 33145
About Genie Investments NV
Genie Investments NV Inc. filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 24-00496) on Feb. 21, 2024, disclosing
under $1 million in both assets and liabilities.
Judge Jason A. Burgess oversees the case.
The Debtor tapped the Law Offices of Mickler & Mickler, LLP as
counsel, Susan Ray as accountant/bookkeeper, and Jimmy D. Chambers
as certified public accountant.
HISTORIC JOHN P. FURBER: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The U.S. Trustee for Region 12 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Historic John P. Furber Farm, LLC.
About Historic John P. Furber Farm
Historic John P. Furber Farm, LLC filed Chapter 11 petition (Bankr.
D. Minn. Case No. 24-31652) on June 25, 2024, with up to $50,000 in
assets and up to $500,000 in liabilities.
Judge Kesha L. Tanabe oversees the case.
John D. Lamey III, Esq., at Lamey Law Firm, P.A. is the Debtor's
bankruptcy counsel.
ICON COLLECTIVE: Case Summary & Nine Unsecured Creditors
--------------------------------------------------------
Debtor: Icon Collective, LLC
100 E. Tujunga Avenue, #100
Burbank, CA 91502
Business Description: The Debtor is a music production school in
Los Angeles, California.
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-16266
Judge: Hon. Deborah J Saltzman
Debtor's Counsel: David B. Shemano, Esq.
SHEMANOLAW
1801 Century Park East, Suite 2500
Los Angeles, CA 90067
Tel: (310) 492-5033
Email: dshemano@shemanolaw.com
Total Assets as of August 2, 2024: $9,378,313
Total Liabilities as of August 2, 2024: $11,461,435
The petition was signed by David Alexander Valencia as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/HUYSVLY/Icon_Collective_LLC__cacbke-24-16266__0001.0.pdf?mcid=tGE4TAMA
INTERNATIONAL HOLDINGS: Meeting of Creditors on Aug. 26
-------------------------------------------------------
International Holdings LLC filed Chapter 11 protection in in the
Middle District of Florida. According to court filing, the Debtor
reports up to $50,000 in debt owed to 1 and 49 creditors. The
petition states that funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
August 26, 2024 at 1:00 p.m. in Room Telephonically on telephone
conference line: 877-801-2055. participant access code: 8940738#.
About International Holdings
International Holdings LLC is a limited liability company.
International Holdings LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code {Bankr. M.D. Fla. Case No. 24-03878) on July
27, 2024. In the petition signed by Darrell Kelley, as manager,
the Debtor estimated assets between $1 million and $10 million and
estimated liabilities up to $50,000.
The Honorable Bankruptcy Judge Lori V. Vaughan oversees the case.
The Debtor is represented by:
Mark S. Roher, Esq.
LAW OFFICE OF MARK S. ROHER, P.A.
1806 N. Flamingo Rd.
Ste 300
Pembroke Pines, FL 33028
Tel: 954-353-2200
E-mail: mroher@markroherlaw.com
JOVI ENTERPRISES: Sec. 341(a) Meeting of Creditors on Aug. 27
-------------------------------------------------------------
Jovi Enterprises Inc. filed Chapter 11 protection in the Southern
District of New York. The Debtor reports between $1 million and
$10 million in debt owed to 1 and 49 creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
August 27, 2024 at 2:00 p.m. at Office of UST (TELECONFERENCE
ONLY).
About Jovi Enterprises
Jovi Enterprises Inc. is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Jovi Enterprises Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11306) on July 29,
2024. In the petition filed by Clara Correa, as president, the
Debtor reports estimated assets up to $50,000 and estimated
liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge David S. Jones oversees the case.
The Debtor is represented by:
Julio E. Portilla, Esq.
JULIO E. PORTILLA
380 Lexington Ave. 4th Floor
New York, NY 10168
Tel: (212) 365-0292
Fax: (212) 365-4417
E-mail: jp@julioportillalaw.com
KERLEY SIGNS: Sec. 341(a) Meeting of Creditors Aug. 19
------------------------------------------------------
Kerley Signs Inc. filed Chapter 11 protection in the District of
Maryland. According to court documents, the Debtor reports
$2,164,172 in debt owed to 1 and 49 creditors. The petition states
that funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
August 19, 2024 at 9:00 a.m. via Conference Call on telephone
conference line: 1-866-917-2025. participant access code:
2926743#.
About Kerley Signs Inc.
Kerley Signs Inc. manufactures and installs signs including
electric LED, electronic and custom neon signs, and programmable
electronic message centers.
Kerley Signs Inc. sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 24-16143) on July
23, 2024. In the petition filed by Thomas Kerley, as president, the
Debtor reports total assets of $591,301 and total liabilities of
$2,164,172.
The Debtor is represented by:
Daniel Staeven, Esq.
FROST LAW
839 Bestgate Drive Suite 400
Annapolis MD 21401
Tel: 410-497-5947
Email: daniel.staeven@frosttaxlaw.com
LODGING ENTERPRISES: Seeks to Hire 12588391 Canada as CRO
---------------------------------------------------------
Lodging Enterprises, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Kansas to hire 12588391 Canada Inc. as
chief restructuring officer.
The firm will render these services:
a. assist the Debtor with respect to resolving and settling
issues with its creditors;
b. oversee and supervise the professionals retained by the
Debtor;
c. review and, on behalf of the Debtor, approve the
preparation and filing of documents and pleadings necessary for the
Chapter 11 Case;
d. with the assistance and advise of the professionals
retained by the Debtor, ensure that the Debtor complies with the
requirements of the Bankruptcy Code, orders of the Court, and any
other applicable requirements during the pendency of the Chapter 11
Case;
e. attend meetings with the representative of the Debtor;
f. support and assist with the production of information
requests; and
g. assist with providing testimony on matters with respect to
the Debtor, as required.
The firm will receive a monthly fee of $25,000 per month.
Canada Inc. received a retainer of $50,000 in connection with its
retention as CRO.
Canada Inc. is a "disinterested person" within the meaning of 11
U.S.C. Sec. 101(14), as disclosed in the court filings.
The firm can be reached through:
Tom Wenner
12588391 Canada Inc.
1919-3230 Yonge St
Toronto, ON, M4N 3P6
About Lodging Enterprises
Founded in 1984, Lodging Enterprises, LLC, a company in Wichita,
Kansas, offers a full suite of crew accommodations, specializing in
24-hour food, lodging and hospitality services. A large segment of
the company's clientele are composed of railroad, and other
transportation-industry workers for whom it is essential that
lodging is available. The company owns and operates 44
Wyndham-branded hotels and 27 restaurants located in 23 states
across the country.
Lodging Enterprises filed Chapter 11 petition (Bankr. D. Kansas
Case No. 24-40423) on June 26, 2024, with $100 million to $500
million in both assets and liabilities.
The Debtor tapped Seigfreid & Bingham, P.C. and Hunton Andrews
Kurth, LLP as legal counsels; Ankura Consulting Group, LLC as
financial advisor; and Kroll Restructuring Administration, LLC as
noticing and claims administrator.
LP PROPERTIES: Rental Income to Fund Plan Payments
--------------------------------------------------
LP Properties LLC filed with the U.S. Bankruptcy Court for the
District of Maryland a Subchapter V Plan of Reorganization dated
July 17, 2024.
LP Properties was specifically organized and created by its
principal member, Kamose Tao to purchase and hold the real property
114 S. Stricker Street, Baltimore, Maryland 21223.
The property was purchased on March 28th, 2002 by Special Warranty
Deed financed by Centex Home Equity Corporation for $6,000.00.
Kamose Tao, held the property in his own name and was responsible
for maintenance of the single asset from 2006 onwards. In the
interim, the loan was acquired by The Bank of New York ("the
Lender") and serviced by Specialized Loan Service. The current
balance owed on the loan to Bank of New York is $501,080.63.
In the 3 years prior to the filing of this Chapter 11 Bankruptcy
Mr. Tao believed that he was the proper titled owner of the proper
and treated the asset accordingly. The charter for LP Properties
LLC lapsed and no taxes were filed in its name.
Since Mr. Tao learned conclusively through these Chapter 11
proceedings that the property 114 S. Stricker Street, Baltimore
Maryland 21223 is titled to LP Properties, LLC and not to him
individually he has sought to revive the corporation. He has made
efforts to handle the real property 114 S. Stricker Street,
Baltimore Maryland 21223 as an asset of LP Properties, LLC and not
as his personal asset. His efforts are often frustrated yet he
persists in his endeavors.
The debtor assumes it will continue to manage the property and
secure tenants and after payment of all expenses will have funds
available. The managing member Kamose Tao will contribute funds
were necessary.
The value of the property to be distributed under the Plan during
the term of the Plan is not less than the Debtor's projected
disposable income for that same period. Unsecured creditors holding
allowed claims will receive distributions, which the Debtor has
valued at approximately .01 cents on the dollar. The Plan also
provides for the payment of secured, administrative, and priority
claims in accordance with the Bankruptcy Code.
The Debtor anticipates the sole source of income will be rental
income and contributions from managing member Kamose Tao.
During the term of this Plan the Debtor shall pay all available net
income in accordance with the terms of this Plan directly to the
Creditors.
The term of this Plan begins on the date of confirmation of this
Plan and ends on the 60th month after that date.
Unless otherwise provided in this Plan or indicated on Appendix B,
funds received by the Trustee or otherwise included in this Plan
but not specifically disbursed to a secured creditor under this
Plan, shall be used to pay the following claims in the priority
indicated:
* Except as provided in Section 1191(e) of the Bankruptcy
Code, all claims entitled to priority under Section 507 of the
Bankruptcy Code shall be paid in accordance with Section 1129(a)(9)
of the Bankruptcy Code.
* Pursuant to Section 1191(e) of the Bankruptcy Code, the
payment of claims entitled to priority under Section 507(a)(2) and
Section 507(a)(3) of the Bankruptcy Code shall be paid under the
Plan.
* All secured claims shall be paid in accordance with Section
1129(b)(2)(A), Section 1191(b), and Section 1191(c) of the
Bankruptcy Code.
* After payment of the foregoing claims, sums received by the
Trustee shall be paid, on a pro-rata basis, to allowed general
unsecured claims.
* In accordance with Section 1191 of the Bankruptcy Code and
the terms of this Plan, the Debtor's equity security holders shall
retain their interests in the Debtor.
A full-text copy of the Subchapter V Plan dated July 17, 2024 is
available at https://urlcurt.com/u?l=dsVA58 from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Kim Parker, Esq.
Law Offices Of Kim Parker, P.A.
2123 Maryland Avenue
Baltimore, MD 21218
Tel: (410) 234-2621
Fax: (443) 486-1691
Email: kp@kimparkerlaw.com
About LP Properties LLC
LP Properties, LLC, was specifically organized and created by its
principal member, Kamose Tao to purchase and hold the real property
114 S. Stricker Street, Baltimore, Maryland 21223.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D. Md.
Case No. 24-13256) on April 18, 2024, disclosing under $1 million
in both assets and liabilities. The Debtor is represented by LAW
OFFICES OF KIM PARKER, PA.
LTC TRANSPORTATION: Commences Subchapter V Bankruptcy Process
-------------------------------------------------------------
LTC Transportation LLC filed Chapter 11 protection in the Northern
District of Ohio. According to court documents, the Debtor reports
$1,381,244 in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About LTC Transportation
LTC Transportation LLC is part of the general freight trucking
industry.
LTC Transportation LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 24-31391)
on July 29, 2024. In the petition filed by Tod Chiles, as managing
member, the Debtor reports total assets of $1,173,337 and total
liabilities of $1,381,244.
The Honorable Bankruptcy Judge Mary Ann Whipple handles the case.
The Debtor is represented by:
Eric Neuman, Esq.
DILLER AND RICE, LLC
124 East Main Street
Van Wert, OH 45891
Tel: 419-238-5025
Fax: 419-238-4705
E-mail: Steven@drlawllc.com;
Kim@drlawllc.com;
Eric@drlawllc.com
LV OPPORTUNITY: Case Summary & Two Unsecured Creditors
------------------------------------------------------
Debtor: LV Opportunity Zone LLC, Series 9
11484 Parkersburg Ave
Las Vegas, NV 89138
Business Description: LV Opportunity is primarily engaged in
renting and leasing real estate properties.
The Debtor is the fee simple owner of two
properties located in Los Angeles having a
total appraised value of $3.6 million.
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
District of Nevada
Case No.: 24-14002
Judge: Hon. Natalie M Cox
Debtor's Counsel: Andrew J. Van Ness, Esq.
HUNTER PARKER LLC
3815 S Jones Blvd 1A
Las Vegas, NV 89103
Tel: (702) 686-9297
Email: andrew@hunterparkerlaw.com
Total Assets: $3,600,000
Total Liabilities: $3,900,000
The petition was signed by Christopher Craig as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/YHM2QYQ/LV_Opportunity_Zone_LLC_Series__nvbke-24-14002__0001.0.pdf?mcid=tGE4TAMA
MICHAEL BROWN: Order Allowing $206,230 Hayden Claim Affirmed
------------------------------------------------------------
Judge Fernando L. Aenlle-Rocha of the United States District Court
for the Central District of California affirmed in its entirety the
order of the United States Bankruptcy Court for the Central
District of California dated April 19, 2023, in the case captioned
as MICHAEL STUART BROWN, Appellant-Debtor, v. MATTHEW HAYDEN,
Appellee-Creditor, Case No. 2:23-cv-03360-FLA (D. C.D. Calif.).
Hayden asserted a $178,308.54 secured claim, as of the bankruptcy
filing date plus "interest or other charges." On February 27,
2023, the Debtor filed an objection to the Claim. On March 17,
2023, the Debtor filed an amended objection noticed for hearing on
April 19, 2023. On April 4, 2023, the Creditor filed his Response
to the Debtor's Amended Claim Objection, along with additional
documents that itemized the interest claimed and identified a total
debt of $197,199.10.
After considering the parties' arguments at the April 19, 2023
hearing, the Bankruptcy Court overruled the Amended Claim Objection
and found the Creditor held an allowed secured claim of $206,230.20
-- comprising a principal of $150,000.00 plus $47,199.10 in
interest, and $9,031.10 in attorney's fees.
The Debtor contends the Bankruptcy Court erred in failing to rule
the Amended Claim Objection was mooted by the Amended Proof of
Claim. The Debtor does not cite any legal authority to support his
contention that the Bankruptcy Court was required to deem the
Amended Claim Objection moot, the District Court states. The
Bankruptcy Court acted well within its discretion in proceeding
with the hearing.
The Debtor argues he suffered prejudice and was denied due process
because: (1) the total amount stated in the Amended Proof of Claim
was greater than that stated in the Claim; and (2) "[t]he
Bankruptcy Court further surprised Debtor in its ruling by adding
on an additional $9,031.10 in unsubstantiated attorney fees . . .
". The District Court disagrees. As the Bankruptcy Court noted, the
Claim is based on a Note, which provides for interest at a 16%
annual rate and reasonable attorney's fees. Pursuant to 11 U.S.C.
Sec. 506(b), the Creditor is entitled to post-filing interest and
reasonable attorney's fees on the Claim, the District Court says.
As of the April 19, 2023 hearing, the amount sought under the
original Proof of Claim totaled $246,100.32, with post-filing
interest alone -- not including reasonable attorney's fees. Given
that the Amended Proof of Claim requested only $197,199.10, with
interest calculated at a 10% annual rate, and the Bankruptcy Court
found the Creditor held an allowed secured claim of only
$206,230.20, the Debtor did not suffer any harm or prejudice by the
Bankruptcy Court's consideration of the Amended Proof of Claim, the
District Court states. To the contrary, the Debtor benefitted from
the Creditor's decision to accept the Debtor's arguments regarding
the maximum allowable interest rate, through a reduction of the
amount sought under the Claim, the District Court adds.
In his Amended Claim Objection, the Debtor argued "the credit for
the Brewfirst shares that the Creditor foreclosed upon should be
$100,000, not $30,000." The Bankruptcy Court found "[t]he Brewfirst
shares are illiquid and infrequently traded, making them difficult
to value," and that "[a]scertaining the appropriate value of shares
in a closely-held, non-publicly traded corporation would require a
time-consuming and expensive evidentiary hearing." Accordingly, the
Bankruptcy Court directed the Creditor to cause the Brewfirst
shares to be returned to the Debtor and reversed the $30,000 credit
to the Claim.
The Debtor argues the Bankruptcy Court "erred in not considering
evidence of the stock value proffered by Debtor in the Amended
Claim Objection as a deduction or offset against the Hayden claim
amount." The Debtor does not cite any legal authority to establish
the Bankruptcy Court was required to give the Debtor a further
opportunity to submit evidence or to hold a separate evidentiary
hearing regarding the question of share valuation. The District
Court finds the Bankruptcy Court did not abuse its discretion in
denying the Debtor's request for a separate evidentiary hearing on
this issue.
The Debtor contends the Bankruptcy Court erred by concluding that
the Creditor could obtain the Brewfirst shares from the buyer and
return them to the Debtor. The Debtor does not identify any
evidence in the record to establish the Creditor would not be able
to obtain the Brewfirst shares from his father-in-law, the buyer,
the District Court notes.
A copy of the District Court's decision dated July 31, 2024, is
available at https://urlcurt.com/u?l=8SE1Yr
Michael Stuart Brown filed a voluntary petition under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
20-14485) on May 15, 2020, listing under $1 million in both assets
and liabilities. The Debtor is represented by Michael Chekian,
Esq.
MP BUILD: Case Summary & 12 Unsecured Creditors
-----------------------------------------------
Debtor: MP Build Group LLC
6160 Warren Pkwy, Suite 100
Frisco, TX 75034
Business Description: MP Build Group is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: August 5, 2024
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 24-41841
Judge: Hon. Brenda T Rhoades
Debtor's Counsel: Brandon Tittle, Esq.
TITTLE LAW GROUP, PLLC
5465 Legacy Drive, Ste. 650
Plano TX 75024
Tel: 972-731-2590
E-mail: btittle@tittlelawgroup.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Micaiah Pruitt as sole member.
A copy of the Debtor's list of 12 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/4POMACI/MP_Build_Group_LLC__txebke-24-41841__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/GD77I4Q/MP_Build_Group_LLC__txebke-24-41841__0001.0.pdf?mcid=tGE4TAMA
NANTASKET MANAGEMENT: Breach of Contract Suit vs. Lender Tossed
---------------------------------------------------------------
Judge Myong J. Joun of the United States District Court for the
District of Massachusetts granted Velocity Commercial Capital,
LLC's motion to dismiss the complaint filed by Nantasket
Management, LLC, alleging breach of a refinancing agreement between
the parties. Nantasket's claims against Velocity are dismissed
with prejudice.
The Court also granted Velocity's motion for sanctions against
Nantasket. It denied Nantasket's motion for preliminary injunction
against Velocity.
Nantasket brings this action against Velocity concerning various
commercial loans that relate to real estate properties it owned in
Hull, Massachusetts.
In October 2016, Nantasket bought six real estate properties on
Nantasket Avenue in Hull intending to manage and collect rent on
them. On February 22, 2019, Velocity made six commercial loans to
Nantasket, each for $262,500. Nantasket, through its Managing
Member, Michael Kim, executed a promissory note payable to Velocity
for each of the Loans. Relatedly, Nantasket alleges that Velocity
holds various mortgages on the Properties.
In 2020, Nantasket defaulted on the Loans by failing to make
payments on the Notes when due. Generally, Nantasket relied on
rent from the Properties to make its Loan payments, but many of
Nantasket's tenants stopped paying rent due to eviction moratoriums
during the COVID-19 pandemic. Subsequently, Nantasket and Velocity
entered an agreement to modify Nantasket's repayment in 2020 or
2021.
After making payments on the Notes from April through September
2021, Nantasket again stopped its payments. Struggling to pay
because tenants were still not paying rent under ongoing eviction
moratoriums, Nantasket presented a plan to build and sell new
modular homes on the Properties. By late January 2022, Velocity
conditionally approved an application by Mr. Kim for further
refinancing loans.
On December 6, 2022, Velocity sent Nantasket six "Statement[s] of
Credit Denial, Termination, or Change," stating that Nantasket's
request for the Conditional Refinance loans had been denied. At
the time, Velocity had also scheduled foreclosures on Nantasket's
Properties for December 7, 2022.
Nantasket states that it "was taken by surprise," given its actions
to prepare for closing the Conditional Refinance, and "email and
phone conversations with Velocity's Chief Operating Officer
indicat[ing] that the transaction would proceed."
Velocity noticed foreclosures on the Properties for December 27,
2023. A payoff amount provided by Velocity included at least
$110,000 in charges for late fees, attorneys' fees, and other fees,
which Nantasket disputes. Nantasket seeks to stay Velocity's
foreclosure efforts until the debtor can close on a refinancing
with Velocity, become current on payments to Velocity, or pay off
Velocity through financing with another lender.
On December 11, 2023, Nantasket filed an action in the
Massachusetts Superior Court of Plymouth County, bringing claims
against Velocity for breach of contract (Count I), promissory
estoppel (Count II), breach of implied covenant of good faith and
fair dealing (Count III), and unfair and deceptive business
practices (Count IV). On or about that day, Nantasket also filed a
Motion for Preliminary Injunction in the action. Before the motion
was heard, Velocity removed the case to the District Court on
December 19, 2023. That same day, Velocity filed a Motion to
Dismiss the Complaint in its entirety. On December 20, 2023,
Nantasket filed a Motion for Preliminary Injunction.
On January 22, 2024, Velocity filed a Motion for Sanctions against
Nantasket; and its counsel, Stephen T. David, and the Law Office of
Stephen T. David, P.C.
The Court held a hearing on the Motion to Dismiss, Motion for
Preliminary Injunction, and Motion for Sanctions on February 15,
2024.
Nantasket alleges Velocity breached a purported "Streamline
Refinance" loan agreement by not providing loan funds to the
debtor. Specifically, Nantasket claims that the Conditional
Refinance loans were in fact "approved" loans and loan offers that
Nantasket accepted.
The Court finds the unambiguous language of the Conditional
Refinance documents plainly demonstrates that Velocity did not
agree to lend money to Nantasket or promise to do so, and that the
documents did not grant Mr. Kim final approval for a refinancing
loan. Nantasket fails to raise any meaningful dispute on these
scores, the Court holds. Therefore, the Court will dismiss this
claim.
Nantasket also brings a claim for promissory estoppel. In reliance
on Velocity's purported approval of the Conditional Refinance and
later communications from Velocity relating to it, Nantasket claims
to have prepared for closing the loans -- including by entering a
contract and loan approval process for home building and removing
an attachment to the Properties -- such that Velocity should be
estopped from withholding refinancing funds and foreclosing on the
Properties. Velocity responds that Nantasket has not plausibly
alleged a key ingredient for promissory estoppel: reasonable
reliance on a clear and unambiguous promise. Because the relevant
documents' plain language precludes any promise to lend, Velocity
argues that relying on them for the existence of a contract to lend
would be unreasonable. The Court will also dismiss the promissory
estoppel claim.
Nantasket has claimed that Velocity breached a covenant of good
faith and fair dealing implied in the Conditional Refinance.
Specifically, Velocity allegedly breached such a covenant by first,
not lending certain money to Nantasket; and second, charging
Nantasket excessive fees and expenses in connection with
Nantasket's default on the Loans. In response, Velocity argues that
the first claim fails because no underlying contract ever existed
that could imply a covenant of good faith and fair dealing. As for
the second claim, Velocity disputes that it has held any note or
mortgage on the Loans during a relevant timeframe, so Velocity
could not have charged the disputed fees, they have not been
payable to Velocity, and no contract otherwise exists with Velocity
concerning the Loans such that a covenant of good faith and fair
dealing could be implied -- let alone breached. In addition,
Velocity maintains that the Complaint lacks sufficient factual
details to plausibly allege that the amount of charged fees
violates a relevant contract.
Given that no "Streamlined Refinance" contract ever formed between
the parties, Nantasket's claim for breach of a covenant of good
faith and fair dealing implied in such a contract fails, the Court
concludes. And Nantasket failed to allege sufficient factual
details to plausibly show that any fees were excessive enough to
violate any covenant of good faith and fair dealing. The Court
will dismiss these claims.
Lastly, Nantasket alleges that Velocity engaged in unfair and
deceptive practices under Chapter 93A of the Massachusetts Consumer
Protection Act by charging excessive interest and fees, and
stringing Nantasket along with the purported "Streamline Refinance"
loan before denying it and proceeding to a foreclosure process on
the Loans within a day. The Court points out Velocity neither
contracted to lend to Nantasket, nor promised to do so. This
suffices to dispose of Nantasket's Chapter 93A claim, as the
Complaint simply does not otherwise make out a plausible case that
Velocity strung Nantasket along or that Velocity engaged in
anything like commercial extortion, the Court says. To the extent
Nantasket has rested its claim on fees being excessive, the
Complaint lacks the details needed to plausibly allege this -- much
less that the fees constitute unfair and deceptive practices under
Chapter 93A, the Court finds.
Given the Complaint's failure to state any plausible claim, the
Court will deny Nantasket's Motion for a Preliminary Injunction as
moot.
With respect to Velocity's sanctions request, the lender challenges
the Complaint for bringing frivolous claims premised on the
Conditional Refinance documents constituting a binding loan
approval and agreement to lend. Second, Velocity contends Nantasket
and David made false allegations about when Velocity gave notice
that it had denied the Conditional Refinance. Third, Velocity
argues Nantasket pursued the Complaint to improperly prevent the
foreclosure sales of the Properties. In response, Nantasket stands
by its claims and allegations, denying any impropriety in its
purpose to stop the foreclosure sales.
The Court notes it has already concluded that there was no
agreement for Velocity to make any loans to Nantasket, resulting in
the failure of most all the Complaint's claims. As discussed, in
late January 2022, Velocity had conditionally approved Mr. Kim's
application for refinancing loans. Despite the actual titles of the
Conditional Refinance documents, in a deliberate attempt to
mislead, David repeatedly referred to it as a "Streamlined
Refinance" loan agreement in making out the frivolous legal theory
that Velocity had entered a binding agreement with Nantasket and
then failed to provide the loan funds. David was evidently quite
familiar with the subject matter, including through his direct
involvement in underlying events put at issue by the Complaint. No
issue has been raised about access to relevant information. And
Velocity's Counsel repeatedly warned David over months that the
fairly simple claims based on this legal theory lacked merit.
According to the Court, David at a minimum has chosen to prosecute
and defend these frivolous claims with "culpabl[e] careless[ness]."
His attempts to justify these frivolous claims fail to pass muster,
the Court says. Accordingly, the Court will grant sanctions
against David and his Firm for presenting frivolous claims to the
Court.
Given that the Complaint's claims were almost entirely frivolous, a
fair inference may be drawn that Nantasket had filed the Motion for
Preliminary Injunction, moved to vacate the Complaint's dismissal,
and opposed dismissal of the Complaint to improperly stop
foreclosure auctions of the Properties, the Court states. David
prosecuted and defended the Complaint to improperly delay the
foreclosure auctions, and the Court will sanction Nantasket, David,
and his Firm accordingly.
A copy of the Court's decision dated July 26, 2024, is available at
https://urlcurt.com/u?l=j4oAyP
About Nantasket Management
Nantasket owns six single family homes (all in need of upgrades)
located in Massachusetts valued at $3,047,000 in the aggregate.
Nantasket Management, LLC filed its voluntary petition for Chapter
11 protection (Bankr. D. Mass. Case No. 23-11272) on August 11,
2023. In the petition signed by its manager, Michael Kim, the
Debtor listed up to $10 million in both assets and liabilities.
Judge Janet E. Bostwick oversees the case.
The Law Offices of John F. Sommerstein serves as the Debtor's
bankruptcy counsel.
Nantasket consented to a motion by the Chapter 11 Trustee to
dismiss that bankruptcy, leading to its dismissal on November 17,
2023.
NEPHRITE FUND: Hires Anderson & Associates as Special Counsel
-------------------------------------------------------------
Nephrite Fund 1, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Missouri to employ the law firm of
Anderson & Associates as special counsel.
The firm will provide assistance with pending landlord-tenant
issues. Particularly, Anderson & Associates will provide Debtor
with legal services relating to the eviction of certain tenants of
Debtor's apartment building.
The firm's hourly rates will range up to $150 for paralegals and
$300 for attorneys.
Anderson & Associates does not represent or hold any interest
adverse to the estate and is a "disinterested person" as the phrase
is defined in section 101(14) of the Bankruptcy Code, as modified
by section 1107(b) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Julie Anderson, Esq.
Anderson & Associates
1903 Wyandotte Street, Suite 100
Kansas City, MO 64108
Phone: (816) 931-2207
About Nephrite Fund 1, LLC
Nephrite Fund 1 LLC owns Suncrest Apartments located in Raytown,
Missouri.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 24-40655) on May 14,
2024. In the petition signed by Alan Sheehy, member, the Debtor
disclosed $7,895,492 in assets and $7,194,305 in liabilities.
Judge Cynthia A. Norton oversees the case.
Robert E. Eggmann, Esq., at Carmody MacDonald PC represents the
Debtor as legal counsel.
NETCAPITAL INC: Effects 1-for-70 Reverse Stock Split
----------------------------------------------------
Netcapital Inc. announced July 30, 2024, that the Company's board
of directors approved a reverse stock split of the Company's common
stock, par value $0.001 per share, at a ratio of 1-for-70. The
Reverse Stock Split was expected to become effective immediately
after the close of trading on the Nasdaq Capital Market on Aug. 1,
2024, and the Company's Common Stock was expected to begin trading
on the Nasdaq on a split-adjusted basis at the opening of trading
on Aug. 2, 2024, under the existing ticker symbol "NCPL", new CUSIP
number 64113L202. The Company's publicly traded warrants will
continue to be traded on the Nasdaq under the existing ticker
symbol "NCPLW" and existing CUSIP number.
The Reverse Stock Split was approved by the Company's shareholders
at the Company's Special Meeting of Shareholders, held on July 24,
2024, with the final ratio to be determined by the Board. The
Company has filed an amendment to its Articles of Incorporation to
implement the Reverse Stock Split as of the Effective Time. The
primary goal of the Reverse Stock Split is to increase the per
share market price of the Common Stock to regain compliance with
the minimum $1.00 per share bid price requirement set forth in
Nasdaq's listing rules for continued listing on the Nasdaq.
At the Effective Time, every 70 shares of Common Stock issued and
outstanding or held as treasury stock will be automatically
combined and converted into one share of Common Stock. Once
effective, the Reverse Stock Split will reduce the current number
of issued and outstanding shares of Common Stock from approximately
40.54 million to approximately 0.58 million. The total number of
shares of Common Stock authorized for issuance under the Charter,
and the par value per share of Common Stock will not change.
Equitable adjustments will be made to the number of shares of the
Common Stock issuable upon exercise of the Company's equity awards,
and warrants and the number of shares issuable under the Company's
equity incentive plans, as well as the applicable exercise prices
for such equity awards and warrants, in accordance with their
terms.
No fractional shares will be issued in connection with the Reverse
Stock Split. Any stockholder who would otherwise be entitled to
receive a fractional share will instead be entitled to receive one
whole share of Common Stock in lieu of such fractional share.
Equity Stock Transfer LLC is acting as transfer and exchange agent
for the Reverse Stock Split. Registered shareholders who hold
shares of Common Stock in uncertificated form are not required to
take any action to receive post-reverse split shares and holders of
certificated shares will receive instructions from the Equity Stock
Transfer LLC. Shareholders owning shares through an account at a
brokerage firm, bank, dealer, custodian or other similar
organization acting as nominee will have their positions
automatically adjusted to reflect the Reverse Stock Split, subject
to such broker's particular processes, and will not be required to
take any action in connection with the Reverse Stock Split.
Additional information about the Reverse Stock Split can be found
in the Company's definitive proxy statement filed with the SEC on
June 7, 2024, which is available free of charge at the SEC's
website at www.sec.gov, and on the Company's website Investor
Relations website at netcapitalinc.com/#Investors.
About Netcapital Inc.
Headquartered in Boston, MA, Netcapital Inc. -- www.netcapital.com
-- is a fintech company with a scalable technology platform that
allows private companies to raise capital online from accredited
and non-accredited investors. The Company gives all investors the
opportunity to access investments in private companies. The
Company's model is disruptive to traditional private equity
investing and is based on Title III, Regulation Crowdfunding ("Reg
CF") of the Jumpstart Our Business Startups Act ("JOBS Act"). In
addition, the Company has recently expanded its model to include
Regulation A offerings. The Company generates fees from listing
private companies on its funding portal located at
www.netcapital.com. The Company also generates fees from advising
companies with respect to their Reg A offerings posted on
www.netcapital.com. The Company's consulting group, Netcapital
Advisors Inc., which is a wholly owned subsidiary, provides
marketing and strategic advice to companies in exchange for cash
fees and/or equity positions. The Netcapital funding portal is
registered with the SEC, is a member of the Financial Industry
Regulatory Authority ("FINRA"), a registered national securities
association, and provides investors with opportunities to invest in
private companies.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated July 29, 2024, citing that the
Company has a negative working capital, net operating 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.
NEW CENTURY: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: New Century Food Corporation
d/b/a DIET-TO-GO
d/b/a DietToGoMeals.com
8533-F Terminal Road
Lorton, VA 22079
Business Description: New Century dba Diet-to-Go is a diet meal
delivery service that provides balanced,
freshly prepared, real food for weight loss.
Chapter 11 Petition Date: August 5, 2024
Court: United States Bankruptcy Court
Eastern District of Virginia
Case No.: 24-11434
Judge: Hon. Klinette H Kindred
Debtor's Counsel: Jonathan B. Vivona, Esq.
VIVONA PANDURANGI, PLC
211 Park Avenue
Falls Church, VA 22046
Tel: 703-739-1353
Fax: 703-337-0490
Email: jvivona@vpbklaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Hilton Davis as co-owner.
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/FAB6PPY/New_Century_Food_Corporation__vaebke-24-11434__0001.0.pdf?mcid=tGE4TAMA
NEW MIDLAND: Hires Curley Law Associates as Bankruptcy Counsel
--------------------------------------------------------------
New Midland Farms Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Rhode Island to hire Curley Law
Associates, LLC as its counsel.
The firm will provide these services:
a. give the Debtor advice with respect to its powers and
duties as Debtor-in-Possession in the continued operation of its
business, management of its property, and reorganization;
b. advise the Debtor with respect to any plan proposed by the
Debtor and any other matters relevant to the formulation and
negotiation of a plan of reorganization in this case;
c. represent the Debtor at all hearings and matters pertaining
to its affairs as a Debtor-in-Possession;
d. prepare on behalf of Debtor all necessary motions,
applications, answers, orders, reports, and other legal papers;
e. review and analyze the nature and validity of any liens
asserted against the Debtor's property and advise the Debtor
concerning the enforceability of such liens;
f. advise the Debtor regarding its ability to initiate actions
to collect and recover property for the benefit of the estate;
g. advise and assist the Debtor in connection with any
potential property dispositions;
h. advise the Debtor concerning executory contract and
unexpired lease assumptions, assignments, and rejections, and lease
restructurings and characterizations;
i. review and analyze various claims of the Debtor's
creditors and the treatment of such claims and the preparation,
filing, or prosecution of any objections thereto;
j. commence and conduct any and all litigation necessary or
appropriate to assert rights held by the Debtor, protect assets of
the Debtor's Chapter 11 estate, or otherwise further the goal of
completing the Debtor's successful reorganization other than with
respect to matters to which the Debtor retains special counsel;
and
k. generally perform all other legal services required of the
Debtor as Debtor-in-Possession which may be necessary in the
furtherance of these proceedings.
Melissa Curley, Esq., managing member of Curley Law Associates,
assured the court that her firm is a "disinterested person" as that
term is defined under 11 U.S.C. Sec. 101(14)
The firm can be reached through:
Melissa L. Curley, Esq.
Curley Law Associates LLC
1800 Mendon Raod, Suite E-133
Cumberland, RI 02864
Tel: (401) 529-7975
Email: mcurley@curleylawllc.com
About New Midland Farms Inc.
New Midland Farms Inc. sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. D.R.I. Case No. 24-10410) on June
25, 2024, listing up to $50,000 in assets and $500,001 to $1
million in liabilities.
Melissa Lynn Curley, Esq. at Curley Law Associates LLC represents
the Debtor as counsel.
NORTHWEST RENEWABLE: Taps Bush Kornfeld as Bankruptcy Counsel
-------------------------------------------------------------
Northwest Renewable Energy Group LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Washington to hire
Bush Kornfeld LLP as bankruptcy counsel.
The firm's services include:
a. advising the Debtor of its rights, duties, responsibilities
and powers in the Chapter 11 Case;
b. assisting, advising, and representing the Debtor relative
to the administration of the Chapter 11 Case;
c. attending meetings and conferences and otherwise
communicating and negotiating with representatives of creditors and
other parties in interest as to matters arising in or related to
the Chapter 11 Case;
d. assisting the Debtor in the formulation, preparation,
drafting, negotiating and obtaining approval of a plan of
reorganization and corresponding disclosure statement;
e. assisting the Debtor in the review, analysis, negotiation
and approval of any financing or funding agreements;
f. taking all necessary actions to protect and preserve the
interests of the Debtor, its business operations and its bankruptcy
estate, including, without limitation, the investigation and
prosecution of actions against third parties;
g. reviewing, analyzing, evaluating and (where appropriate)
filing objections to claims filed or asserted against the Debtor in
the Chapter 11 Case;
h. assisting the Debtor in the review, analysis, negotiation
and approval of any transactions as an alternative to confirmation
of plans of reorganization;
i. generally prepare on behalf of the Debtor all appropriate
and necessary motions, applications, responses, replies, answers,
orders, reports, and other papers and pleadings in support and
furtherance of the Chapter 11 Case;
j. appear, as appropriate, before this Court, appellate courts,
and other courts or regulatory bodies in which matters may be heard
and to protect the interests of the Debtor before said courts,
regulatory bodies and the United States Trustee; and
k. perform such other legal services as may be required or
deemed to be in the interests of the Chapter 11 Case, the Debtor
and the bankruptcy estate.
The firm will be paid at these rates:
Attorneys $425 to $695 per hour
Clerks and paralegals $125 to $175 per hour
The firm holds the amount of $20,000 in trust as the balance
remaining of the advance deposit.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Richard B. Keeton, Esq., a partner at Bush Kornfeld 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:
Richard B. Keeton, Esq.
Bush Kornfeld Llp
601 Union Street, Suite 5000
Seattle, WA 98101
Tel: (206) 292-2110
Email: rkeeton@bskd.com
About Northwest Renewable Energy Group LLC
Northwest Renewable Energy Group LLC, doing Arsiero Logging, is
primarily engaged in cutting timber, producing rough, round, hewn,
or riven primary wood, and producing wood chips in the forest.
Northwest Renewable Energy Group LLC sought relief under Subchapter
V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case
No. 24-11520) on June 18, 2024. In the petition signed by B.
Michael Malgarini, as managing member, the Debtor reports total
assets amounting to $3,392,164 and total liabilities of
$5,541,377.
Honorable Bankruptcy Judge Timothy W. Dore handles the case.
The Debtor is represented by Thomas A. Buford, Esq. at BUSH
KORNFELD LLP.
OCEAN POWER: Expands in Costa Rica With Geos Telecom Deal
---------------------------------------------------------
Ocean Power Technologies, Inc. signed a reseller agreement with
Geos Telecom, a prominent provider of maritime communication and
navigation solutions in Costa Rica. This partnership marks a
significant expansion of OPT's presence in the Latin American
market and includes the immediate sale of a WAM-V (Wave Adaptive
Modular Vessel) with anticipated near-term continued growth of
PowerBuoy systems and WAM-V's in support of regional demand.
Philipp Stratmann, CEO of OPT, commented on the new partnership:
"We are excited to collaborate with Geos Telecom as our strategic
reseller in Costa Rica. We believe this agreement not only enhances
our footprint in Latin America but also enables us to deliver
advanced USV capabilities to a new customer base. The immediate
sale of a WAM-V underscores the growing demand for our technology
and supports our mission to provide innovative solutions for safer,
cleaner, and more productive ocean operations."
For additional information about OPT and its services, please visit
our website Ocean Power Technologies. For more details about Geos
Telecom and its offerings, please visit their website Geos
Telecom.
About Ocean Power Technologies
Ocean Power Technologies, Inc. --
http://www.OceanPowerTechnologies.com/-- provides intelligent
maritime solutions and services that enable safer, cleaner, and
more productive ocean operations for the defense and security, oil
and gas, science and research, and offshore wind markets. The
Company's PowerBuoy platforms provide clean and reliable electric
power and real-time data communications for remote maritime and
subsea applications. The Company also offers WAM-V autonomous
surface vessels (ASVs) and marine robotics services. The Company's
headquarters is located in Monroe Township, New Jersey, with an
additional office in Richmond, California.
Ocean Power Technologies reported a net loss of $27.48 million for
the fiscal year ended April 30, 2024, compared to a net loss of
$26.33 million for the year ended April 30, 2023. As of April 30,
2024, the Company had $28.70 million in total assets, $9.36 million
in total liabilities, and $19.34 million in total shareholders'
equity.
Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated July 25, 2024, citing that the Company has recurring net
losses and net cash flow used in operations that raise substantial
doubt about its ability to continue as a going concern.
OMNIQ CORP: Uplists to OTCQB Venture Market
-------------------------------------------
OMNIQ CORP.'s common stock has been approved for uplisting from the
OTC Pink Market to the OTCQB Venture Market, effective
immediately.
The OTCQB Venture Market, operated by OTC Markets Group, is
recognized as a premier marketplace for early-stage and developing
U.S. and international companies. The move to OTCQB reflects
OMNIQ'S commitment to increasing transparency, improving investor
confidence, and attracting a broader base of shareholders. This
significant milestone underscores the Company's sustained growth,
financial stability, and adherence to high standards of corporate
governance and disclosure.
"We are thrilled to announce our uplisting to the OTCQB Venture
Market," said Shai Lustgarten, CEO of omniQ Inc. "This achievement
marks a crucial step in our strategic plan, enhancing our
visibility within the investment community and providing greater
liquidity for our shareholders. The uplisting not only validates
our business model and operational achievements but also sets the
stage for future expansion."
The transition to OTCQB is expected to provide current and
potential investors with better trading conditions, including
improved market depth and reduced spreads. Additionally, it
highlights the Company's ongoing efforts to meet rigorous financial
and operational standards.
OMNIQ continues to leverage its proprietary AI technology to
deliver innovative solutions that optimize supply chain operations,
enhance public safety, and improve healthcare outcomes. The
Company's advancements in machine vision and IoT (Internet of
Things) have positioned it as a leader in the intelligent
technology space, driving efficiency and sustainability across
various industries.
Investors can find real-time Level 2 quotes and market information
for omniQ® at www.otcmarkets.com under the ticker symbol "OMQS."
About Omniq
omniQ Corporation -- www.omniq.com -- is a provider of
state-of-the-art computerized and machine vision image processing
technologies, anchored in its proprietary and patented artificial
intelligence innovations. The Company's extensive range of services
spans advanced data collection systems, real-time surveillance, and
monitoring capabilities catered to various sectors, including
supply chain management, homeland security, public safety, as well
as traffic and parking management. These innovative solutions are
strategically designed to secure and optimize the movement of
individuals, assets, and information across essential
infrastructures such as airports, warehouses, and national borders.
The Company serves a broad spectrum of clients, including
government agencies and esteemed Fortune 500 corporations across
several industries -- manufacturing, retail, healthcare,
distribution, transportation, logistics, food and beverage, and the
oil, gas, and chemical sectors.
Omniq reported a net loss of $29.43 million for the year ended Dec.
31, 2023, compared to a net loss of $13.61 million for the year
ended Dec. 31, 2022. As of March 31, 2024, the Company had $38.86
million in total assets, $75.39 million in total liabilities, and a
total stockholders' deficit of $36.53 million.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company has a deficit in
stockholders' equity and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
PANOS FITNESS: Unsecureds Will Get 0.23% of Claims over 60 Months
-----------------------------------------------------------------
Panos Fitness, LLC, submitted an Amended Plan of Reorganization for
Small Business dated July 17, 2024.
The Debtor owns personal property consisting of cash, accounts
receivable, inventory, fitness equipment, furniture, fixtures, and
other assets (respectively, the "Assets").
As of the Petition Date, the Debtor was indebted to (i) secured
creditor DCC Shamrock, LLC under (a) a term note in the outstanding
principal amount of $210,128.54 and (b) a line of credit in the
outstanding principal amount of $973,455.00; (ii) the United States
Small Business Administration under a COVID19 Economic Injury
Disaster Loan ("EIDL") in the outstanding principal amount of
$60,000.00; (iii) various short-term lenders in amounts aggregating
approximately $265,209.00; (iv) general unsecured creditors in
amounts aggregating approximately $125,000.00; and (v) an unsecured
guaranty claim to Firestone Financial, LLC1 in the amount of
$2,429,761.49.
Repayment of the obligations owed to DCC Shamrock are secured by a
first position lien and security interest covering all the Assets.
As the aggregate value of the Assets is insufficient to fully
secure the obligation owed to DCC Shamrock, the obligations owed by
the Debtor under the EIDL and to the short-term lenders are
unsecured.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of approximately $810,000.00,
which will be used to pay the secured creditor approximately
$800,000.00, the fees and expenses of the Sub-V Trustee in the
approximate amount of $4,000, priority creditors the balance owed
of $0.00, and unsecured creditors $6,000.00.
The fees and expenses of the Debtor's counsel, Bond Schoeneck &
King, PLLC ("BSK") will be paid upon confirmation from funds that
are not property of the Debtor's estate and are from the same
source who paid BSK's initial retainer. A portion of the fees and
expenses of Next Point, LLC, the Debtor's financial advisor, will
be paid upon confirmation from funds that are not property of the
Debtor's estate and are from the same source who paid Next Point's
initial retainer.
The final Plan payment is expected to be paid 60 months after the
effective date of this Plan.
This Plan of Reorganization proposes to pay the Debtor's creditors
from cash flow from operations and future income.
Non-priority unsecured creditors (general unsecured creditors)
holding allowed claims will receive quarterly pro rata
distributions, which the proponent of this Plan has valued at
approximately 0.23% based on estimated total allowed non-priority
unsecured claims (general unsecured creditors) of approximately
$2,661,704.85.
Class 3 consists of Non-priority unsecured creditors. The Debtor
will make 60 monthly payments in the amount of $100.00 per month
commencing on the effective date of this Plan to satisfy allowed
Class 3 Claims. The distributions will be made to holders of
allowed Class 3 Claims on a pro rata basis. The Debtor estimates
that each claim will receive a distribution equal to approximately
0.23% of the allowed claim. For a total amount due all general
unsecured claims of approximately $2,661,704.85. This Class is
impaired.
The Debtor will retain all property of the Estate and will make the
payments specified in the Plan using funds received from the
continued operation of the Fitness Center.
A full-text copy of the Amended Plan of Reorganization dated July
17, 2024 is available at https://urlcurt.com/u?l=snBad0 from
PacerMonitor.com at no charge.
About Panos Fitness, LLC
Panos Fitness, LLC, operates physical fitness facilities.
Panos Fitness sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D.N.Y. Case No. 23-30184) on March 29, 2023. In the
petition signed by Dean S. Panos, managing member, the Debtor
disclosed up to $1 million in assets and up to $10 million in
liabilities.
Judge Wendy A. Kinsella oversees the case.
Stephen A. Donato, Esq., at Bond, Schoeneck & King, PLLC,
represents the Debtor as legal counsel.
PARK VIEW APT: Case Summary & Three Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Park View Apt, LLC
3415 S Sepulveda Blvd Ste 1100
Los Angeles, CA 90034
Business Description: Park View is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
District of Delaware
Case No.: 24-11663
Judge: Hon. Laurie Selber Silverstein
Debtor's Counsel: Ericka F. Johnson, Esq.
Stven D. Adlder, Esq.
BAYARD, P.A.
600 N. King St., Suite 400
Wilmington DE 19801
Tel: (302) 655-5000
Email: ejohnson@bayardlaw.com
sadler@bayardlaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Houshang Neyssani as sole member and
manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/2GBZZ4A/Park_View_Apt_LLC__debke-24-11663__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Three Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. LA DWP Utilities $211,850
PO Box Box 30808
Los Angeles, CA 90030-0808
2. IPFS Insurance Services Trade Debt $11,203
PO Box Box 412086
Kansas City, MO 64141-2086
3. Athens Services Garbage $5,291
PO Box Box 54957
Los Angeles, CA 90054
PARKER HEATING: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Parker Heating & Cooling Inc.
7962 Old Route 13 West
Marion, IL 62959-5849
Business Description: The Debtor provides heating and air
conditioning services.
Chapter 11 Petition Date: August 5, 2024
Court: United States Bankruptcy Court
Southern District of Illinois
Case No.: 24-40304
Judge: Hon. Laura K Grandy
Debtor's Counsel: Robert E. Eggmann, Esq.
CARMODY MACDONALD P.C.
120 S. Central Ave., Suite 1800
Saint Louis, MO 63105
Tel: 314-854-8600
Fax: 314-854-8660
E-mail: ree@carmodymacdonald.com
Total Assets: $329,222
Total Liabilities: $1,456,253
The petition was signed by Jerry Parker 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/6ZBEJ3A/Parker_Heating__Cooling_Inc__ilsbke-24-40304__0001.0.pdf?mcid=tGE4TAMA
PINE TREE: Seeks to Hire Jones & Walden as Bankruptcy Counsel
-------------------------------------------------------------
Pine Tree Condominium Association, Inc. seeks approval from the
U.S. Bankrutpcy Court for the Northern District of Georgia to hire
Jones & Walden, LLC as its attorneys.
The firm will render these services:
(a) prepare pleadings and applications;
(b) conduct of examination;
(c) advise the Debtor of its rights, duties and obligations as
a debtor-in-possession;
(d) consult with the Debtor and represent the Debtor with
respect to a Chapter 11 plan;
(e) perform those legal services incidental and necessary to
the day-to-day operations of Debtor's business;
(f) take any and all other action incident to the proper
preservation and administration of the Debtor's estate and
business.
The firm will be paid at these rates:
Attorneys $300 to $475 per hour
Paralegals and law clerks. $110 to $200 per hour
The firm holds a retainer in the amount $5,787.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mark Gensburg, Esq., a partner at Jones & Walden 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:
Mark D. Gensburg, Esq.
Jones & Walden LLC
699 Piedmont Avenue, NE
Atlanta, GA 30308
Telephone: (404) 564-9300
Email: mgensburg@joneswalden.com
About Pine Tree Condominium Association
Pine Tree Condominium Association, Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No.
24-57695) on July 26, 2024, with $383,876 in assets and $2,263,903
in liabilities. Marion Webb, vice president, signed the petition.
Mark D. Gensburg, Esq., at Jones & Walden, LLC represents the
Debtor as legal counsel.
RED DOOR: Unsecureds Will Get 20.76% of Claims over 5 Years
-----------------------------------------------------------
Red Door Management, Inc., filed with the U.S. Bankruptcy Court for
the Southern District of Texas a Plan of Reorganization dated July
18, 2024.
The Debtor started operations in April 2009. Debtor manages and
operates a home remodeling business.
The Debtor is currently owned 100% by Mark C. Brown. He will remain
the owner and retain his 100% ownership interests going forward.
The Debtor proposed to pay allowed unsecured based on the
liquidation analysis and cash available. The Debtor anticipates
having enough business and cash available to fund the plan and pay
the creditors pursuant to the proposed plan. It is anticipated
that after confirmation, the Debtor will continue in business.
Based upon the projections, the Debtor believes it can service the
debt to the creditors.
The Debtor manages and operates a home remodeling business. The
Debtor's assets include its cash on hand, accounts receivables,
inventory, vehicles, equipment/tools and office furniture. There
are fully secured creditors as to this property based on the
liquidation analysis and UCC filings. Any secured creditor not
treated in this Plan as fully secured are therefore under secured.
The Debtor will continue operating its business. The Debtor's Plan
will break the existing claims into six classes of Claimants. These
claimants will receive cash repayments over a period of time
beginning on or after the Effective Date.
Class 5 consists of Allowed Unsecured Claims. The Debtor will
distribute $92,500.00 to the general allowed unsecured creditor
pool over the 5-year term of the plan, including the under-secured
claim portions. The Debtor's General Allowed Unsecured Claimants
will receive 20.76% of their allowed claims under this plan. Any
potential rejection damage claims from executory contracts that are
rejected in this Plan will be added to the Class 5 unsecured
creditor pool and will be paid on a pro rata basis. The allowed
unsecured claims total $445,359.10.
Class 6 Equity Interest Holders (Current Owners). The current
owners will receive no payments under the Plan; however, they will
be allowed to retain ownership in the Debtor. Class 6 Claimants are
not impaired under the Plan.
The Debtor anticipates the continued operations of the business to
fund the Plan.
A full-text copy of the Plan of Reorganization dated July 18, 2024
is available at https://urlcurt.com/u?l=8wfokq from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Robert C. Lane, Esq.
Joshua D. Gordon, Esq.
The Lane Law Firm, PLLC
6200 Savoy, Suite 1150
Houston, TX 77036
Tel: (713) 595-8200
Fax: (713) 595-8201
Email: notifications@lanelaw.com
Joshua.gordon@lanelaw.com
About Red Door Management
Red Door Management, Inc., manages and operates a home remodeling
business.
Red Door Management sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31750) on April 19,
2024. In the petition signed by Mark C. Brown, president, the
Debtor disclosed up to $500,000 in assets and up to $1 million in
liabilities.
Robert C. Lane, Esq., at The Lane Law Firm, represents the Debtor
as legal counsel.
RR DONNELLEY: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) for R.R. Donnelley & Sons Company (RRD) at 'B'. The Rating
Outlook is Stable. Fitch has downgraded the first lien term loan B
and senior secured notes to 'BB-'/'RR2' from 'BB'/'RR1' based on
RRD's revised capital structure.
Fitch has also affirmed the rating for the ABL facility at
'BB'/'RR1 and the rating for the junior lien secured notes and
unsecured notes at 'B-'/'RR5'.
The ratings and Outlook reflect RRD's leading market position,
scale, client and end-market diversification, and EBITDA expansion
through continued cost rationalization and operational
improvements. The ratings are constrained by secular industry
headwinds in the print segment that limit revenue growth over the
forecast period, execution risk associated with the Valassis
acquisition, and moderately high leverage.
Key Rating Drivers
Execution Risk: Fitch believes there is an elevated execution risk
following the acquisition of the digital and print marketing
business from Vericast Corp. for approximately $1.3 billion. RRD
plans to issue new first lien debt, which will comprise of about
$775 million in private term loan B ($650 million of term loan B
was announced previously), $1,050 million ($1,000 million was
announced previously) in senior secured notes maturing in August
2029 and new junior lien secured notes of $475 million ($650
million was announced previously).
The proceeds from this transaction will be used to repay the $1.85
billion bridge facility that was utilized to fund the acquisition
of Valassis and the repayment of the existing term loan of $973
million, along with the redemption of junior lien notes of about
$312 million.
Fitch believes that secular decline in Valassis' print segment
revenue could impede RRD's growth profile post-acquisition. Low
revenue growth in a relatively low margin business increases the
risk and uncertainty surrounding RRD's capital structure and
operating performance over time, although this is mitigated to some
extent by manageable leverage for the IDR.
Print Pressures: In Fitch's view, RRD's business profile continues
to face moderate secular headwinds limiting revenue growth in the
print segment over the forecast period. RRD's commercial print
accounted for roughly 29% of 2023 revenues, although this has
declined from 34% in 2018. Fitch believes the print industry will
continue to see volume declines as the adoption of digital devices
has curbed demand for printed products. According to a recent IBIS
report, printing revenue has fallen at a CAGR of 1.9% over the past
five years with expected revenues of $87.7 billion.
The pandemic has accelerated the shift to digital media by
catapulting the distribution and hosting of media content through
online channels. Meanwhile, the company's transformation into a
comprehensive provider of marketing solutions, packaging, labels
and supply chain services, along with continued cost
rationalization through facility closures, asset sales, business
dispositions, reorganization, improvements in operational
efficiency, and general SG&A related savings, has driven EBITDA
margin improvements over the last few years. Fitch believes RRD
will continue to rationalize costs over the rating horizon.
Leverage: Fitch estimates RRD's proforma EBITDA leverage at 4.4x,
excluding RRD's parent company's PIK notes. Fitch treats the PIK
notes as a shareholder loan and not debt, in accordance with
Fitch's criteria for rating holdco PIK shareholder loans.
RRD reduced absolute debt by roughly $900 million since 2016 while
also increasing EBITDA margins, resulting in EBITDA leverage of
3.2x at FYE 2023. Fitch believes deleveraging will be manageable
through continued asset sales as well as EBITDA expansion and
expects EBITDA leverage in the high 3.0x range over the forecast
period. Fitch assumes that RRD will be able to successfully
refinance/extend the ABL facility due in 2026. Fitch expects the
company's (CFO-Capex)/Debt (%) to remain in the low
mid-single-digit range over the forecast period versus
approximately 7% as of YE 2023.
Scale in Fragmented Industry: RRD's credit profile is supported by
its scale and diverse product offerings as one of the largest
commercial printers and marketing solutions provider in the U.S.
Fitch believes the company's significant scale and size provides
economies of scale benefits in a highly competitive and fragmented
printing industry. RRD also benefits from longstanding
relationships with its clients with 80% having a tenure of over
seven years, low customer concentration and a high contracted
revenue base.
Diversified Client-Base & Industry-Mix: RRD serves over 18,000
clients including over 75% of the Fortune 500 in over 160 locations
worldwide with about 75% of the revenues generated from the U.S.
RRD provides services across major industry verticals including
retail, health care, financials, services, manufacturing,
publishing and various other end markets.
The company's top 10 customers represent about 20% of total
revenues, but it has strong client retention. Fitch expects that
the diversified customer base across various industry verticals and
geographies reduces distinctive risks associated with individual
industry verticals as well as minimizes revenue volatility given
long-standing customer relationships.
Asset Monetization: RRD continues to optimize parts of its
portfolio, seeking opportunities to monetize asset sales. In
addition to the divestiture of GDS, R&D and Logistics businesses,
Chile & Brazil operations prior to 2021, the company recently sold
a printing facility in Shenzhen, China and disposed of its Canadian
operations in 2023. Fitch believes that continued cost
rationalization and deleveraging through the sale of any non-core
assets could provide RRD with additional financial flexibility.
Derivation Summary
RRD has a relatively strong competitive position based on the scale
and size of its operations compared to Fitch-rated peer,
Quad/Graphics, Inc. (B+/Positive). RRD's ratings reflect its
leading market position in the U.S. commercial printing market,
client and end-market diversification, EBITDA expansion through
continued cost rationalization and operational improvements, along
with debt reduction through asset sales and business dispositions.
Quad/Graphics, which is the second-largest U.S. printing company by
revenue after RRD, has lower EBITDA leverage, FCF margin in low
single-digit range, and higher interest coverage compared to RRD.
Although RRD's scale, revenue growth, and EBITDA margins are better
than those of Quad/Graphics, RRD's rating is constrained by its
moderately high leverage and low FCF.
RRD's ratings are constrained by secular industry headwinds that
limit revenue growth execution risk associated with the Valassis
acquisition, and the lack of commitment to a financial policy due
to private equity ownership, which could prioritize shareholder
returns over deleveraging. Relative to other printing and services
industry peers rated by Fitch, RRD is well positioned at the 'B'
rating level.
Key Assumptions
- Fitch expects 2024 revenue to increase in low single digits due
to secular decline in commercial print, slower demand and overall
economic conditions;
- EBITDA margins are assumed in low double-digit range over the
forecast period based on the recent cost initiatives and plant
closures;
- Fitch projects FCF as a percentage of revenue to be in the low
single-digit range over the next few years, compared to a negative
FCF of 7.8% in 2023 due to the dividend payout;
- Capex of about $115 million-$120 million range annually;
- Cash taxes and working capital remain a modest use of cash flow
in the next few years;
- Fitch expects company to refinance the ABL facility in 2026.
Recovery Analysis
For entities rated 'B+' and below, where default is a higher
possibility and recovery prospects are more meaningful to
investors, Fitch undertakes a tailored, or bespoke, analysis of
recovery upon default for each issuance. The resulting debt
instrument rating includes a Recovery Rating or published 'RR'
(graded from RR1 to RR6) and is notched from the IDR accordingly.
In this analysis, there are three steps: (i) estimating the
distressed enterprise value (EV); (ii) estimating creditor claims;
and (iii) distribution of value.
Key Recovery Rating Assumptions: Fitch assumes that RRD would be
reorganized as a going-concern in bankruptcy rather than
liquidated. Fitch has assumed a 10% administrative claim.
Going-Concern (GC) Approach: Fitch estimates a going concern EBITDA
of $500 million, or meaningfully below the company's proforma
EBITDA including Valassis. The going-concern EBITDA estimate
reflects Fitch's view of a sustainable, post-reorganization EBITDA
level upon which Fitch bases the enterprise valuation. Fitch
contemplates a scenario in which a secular decline in commercial
printing and highly competitive and fragmented nature of the
industry, impairs RRD's debt-servicing facility. Any incremental
first lien debt could result in changes to the Recovery Rating for
the term loan B facility and senior secured notes.
EV Multiple: Fitch assumes a 5.0x multiple, which is validated by
historical public company trading multiples, industry M&A and past
reorganization multiples Fitch has seen across various industries.
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Material improvement in operating profile evidenced by sustained
positive low single-digit revenue growth and continued improvement
in EBITDA margins;
- Consistently positive FCFs with FCF margins at mid-single digits
or higher;
- EBITDA leverage sustained below 4.0x;
- (CFO-Capex)/Debt above 5%.
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Sustained revenue declines or higher than expected deterioration
of EBITDA margins;
- FCFs sustained near zero;
- EBITDA leverage at or above 5.0x;
- (CFO-Capex)/Debt less than 2.5%.
Liquidity and Debt Structure
Sufficient Liquidity: Fitch views RRD's liquidity position as
adequate, supported by the company's cash balances, availability
under its asset-based revolving credit facility of $192.9 million
as of March 31, 2024, adjusted for the borrowing base, outstanding
LOCs and borrowings under the facility. The company had cash
balances of $253.7 million as of March 31, 2024. Fitch also
projects positive FCF over the ratings horizon.
Debt Structure: Pro forma debt capital consists of: (i) a $750
million ABL facility maturing April 2026; (ii) a new $775 million
private term loan B facility maturing 2029; (iii) new $1,050
million five-year senior secured notes; iv) new $475 million
five-year junior lien secured notes and v) less than $90 million of
senior unsecured notes and debentures due 2029 through 2031.
Issuer Profile
R.R. Donnelley and Sons Company is one of the largest global
commercial printers and a provider of marketing, packaging, labels,
print, and supply chain solutions. The company has over 18,000
clients in over 160 locations globally. It is held by investment
funds managed by private investment firm Chatham Asset Management,
LLC.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
R.R. Donnelley &
Sons Company LT IDR B Affirmed B
senior unsecured LT B- Affirmed RR5 B-
senior secured LT BB- Downgrade RR2 BB
senior secured LT BB Affirmed RR1 BB
senior secured LT B- Affirmed RR5 B-
RRG INC: Seeks Approval to Hire Rhoden CPA as Accountant
--------------------------------------------------------
RRG Inc. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Georgia to employ Kristine Glenn and Jennifer
Hobbs of Rhoden CPA as additional accountants.
The firm will examine and maintain the Debtor's books and records
of the accounts, and prepare all necessary forms, reports and
returns.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Kristine Glenn, CPA
Jennifer Hobbs, CPA
Rhoden CPA Firm
808 Greene Street
Augusta, GA 30901
Tel: (706) 724-7979
About RRG Inc.
RRG, Inc. is a company in Cumming, Ga., which is primarily engaged
in providing food services.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Ga. Case No. 24-10075) on January 31,
2024, with up to $50,000 in assets and up to $10 million in
liabilities. Tiffany Caron serves as Subchapter V trustee.
Judge Susan D. Barrett oversees the case.
Bowen Klosinski, Esq., at Klosinski Overstreet, LLP and Rhoden CPA
Firm serve as the Debtor's legal counsel and accountant,
respectively.
SCILEX HOLDING: Estimates Sales Growth of Up to 85% for July 2024
-----------------------------------------------------------------
Scilex Holding Company provided certain preliminary unaudited
financial results for the month ended July 31, 2024. Scilex
generates continuous sales growth in ZTlido going into third
quarter of 2024 with preliminary net sales for ZTlido in the range
of $4.0 million to $5.0 million.
The Company estimates that:
* ZTlido net sales for the month ended July 31, 2024 were in
the range of $4 million to $5 million, compared to $2.7 million for
the same period last year, representing growth in the range of
approximately 48% to 85%.
* Total product net sales for the month ended July 31, 2024
were in the range of $4.3 million to $5.3 million, compared to $2.8
million for the same period last year, representing growth in the
range of approximately 54% to 89%.
About Scilex Holding
Headquartered in Palo Alto, Calif., Scilex Holding Company is
focused on acquiring, developing and commercializing non-opioid
pain management products for the treatment of acute and chronic
pain. Scilex targets indications with high unmet needs and large
market opportunities with non-opioid therapies for the treatment of
patients with acute and chronic pain and are dedicated to advancing
and improving patient outcomes. Scilex's commercial products
include: (i) ZTlido (lidocaine topical system) 1.8%, a prescription
lidocaine topical product approved by the U.S. Food and Drug
Administration for the relief of neuropathic pain associated with
postherpetic neuralgia, which is a form of post-shingles nerve
pain; (ii) ELYXYB, a potential first-line treatment and the only
FDA-approved, ready-to-use oral solution for the acute treatment of
migraine, with or without aura, in adults; and (iii) Gloperba, the
first and only liquid oral version of the anti-gout medicine
colchicine indicated for the prophylaxis of painful gout flares in
adults, expected to launch in the first half of 2024.
Scilex incurred net losses of $114.3 million, $23.4 million, and
$88.4 million for the years ended December 31, 2023, 2022, and
2021, respectively. As of March 31, 2024, the Company had $91.24
million in total assets, $281.03 million in total liabilities, and
a total stockholders' deficit of $189.79 million.
San Diego, California-based Ernst & Young LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 11, 2024, citing that the Company has negative
working capital, has suffered losses from operations, has recurring
negative cash flows from operations, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
SILVERROCK DEVELOPMENT: Case Summary & Top Unsecured Creditors
--------------------------------------------------------------
Lead Debtor: SilverRock Development Company, LLC
343 Fourth Ave
San Diego CA 92101
Business Description: The Debtors are primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: August 5, 2024
Court: United States Bankruptcy Court
District of Delaware
Six affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
SilverRock Development Company, LLC 24-11647
SilverRock Lifestyle Residences, LLC 24-11648
SilverRock Lodging, LLC 24-11650
SilverRock Luxury Residences, LLC 24-11652
SilverRock Phase I, LLC 24-11654
RGC PA 789, LLC 24-11657
Judge: Hon. Mary F. Walrath
Debtors' Counsel: Jonathan M. Stemerman, Esq.
ARMSTRONG TEASDALE
1007 North Market Street
Wilmington DE 19801
Tel: 302-416-9667
Email: jstemerman@atllp.com
Each Debtor's
Estimated Assets: $100 million to $500 million
Each Debtor's
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Robert S. Green, Jr., as chief
executive officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/PURWSNI/SilverRock_Development_Company__debke-24-11647__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/P57HDZA/SilverRock_Lifestyle_Residences__debke-24-11648__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/MOY32LQ/SilverRock_Lodging_LLC__debke-24-11650__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/MQEFRAY/SilverRock_Luxury_Residences_LLC__debke-24-11652__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/NEBZITA/SilverRock_Phase_I_LLC__debke-24-11654__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/NXMXWYA/RGC_PA_789_LLC__debke-24-11657__0001.0.pdf?mcid=tGE4TAMA
Debtors SilverRock Development, SilverRock Lifestyle Residences,
SilverRock Lodging, LLC, and SilverRock Luxury Residences indicated
in their petitions they have no creditors holding unsecured
claims.
List of SilverRock Phase I's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Imperial Irrigation District Accounts Payable $1,457,120
81600 Avenue 58
La Quinta, CA 92253
Tel: (800) 303-7756
Email: customerservice@iid.com
2. City of La Quinta Accounts Payable $1,309,880
78495 Calle Tampico La
Quinta, CA 92253
Jon McMillen
Phone: (760) 777-7030
Email: jmcmillen@laquintaca.gov
3. Manatt, Phelps & Phillips Accounts Payable $452,841
2049 Century Park East, Ste 1700
Los Angeles, CA 90067-3101
Brooke Kestner
Phone: 310-312-4000
Email: BKestner@manatt.com
4. First Insurance Funding Accounts Payable $397,508
PO Box 7000
Carol Stream, IL 60197-7000
Jori O'Dea-Williams
Phone: 847-236-4312
Email: jordana.odea@firstinsurancefunding.com
5. Southern California Gas Company Accounts Payable $335,171
PO Box 2007
Monterey Park, CA 91754-0957
Brandon Slater
Phone: 760-895-9474
Email: bslater@socaenergy.com
6. IOA Insurance Services Accounts Payable $297,248
1855 West State Rd 434
Longwood, FL 92750
Alyssa Lynn, CISR
Phone: (858)754-007
Email: Alyssa.lynn@IOAUSA.com
7. Montage International Accounts Payable $265,490
3 Ada Parkway Suite 100
Irvine, CA 92618
Alan Fuerstman
Phone: (949) 715-6210
Email: alan@montage.com
8. Crosbie Gliner Schiffman Accounts Payable $174,331
Southard & Swans
12750 High Bluff Drive Suite 250
San Diego, CA 92130
Dana Schiffman
Phone: 858.367.7694
Email: dschiffman@cgs3.com
9. Jacobsson Engineering Accounts Payable $129,525
Construction Inc
PO Box 14430
Palm Desert, CA 92255
Phone: 760-345-8700
Email: info@jacobssoninc.com
10. Project Dynamics, Inc Accounts Payable $115,653
26527 Agoura Rd Ste 210
Calabasas, CA 91302
Paul Jones
Phone: 702-365-0400
Email: pjones@projectdynamics.com
11. BAR Architects Accounts Payable $114,448
77 Geary Street Ste 200
San Francisco, CA 94108
Earl Wilson
Phone: 415-293-7156
Email: ewilson@bararch.com
12. Williams Scotsman Accounts Payable $107,706
PO Box 91975
Chicago, IL 60693-1975
Sherri Kellogg
Phone: 951-360-5113
Email: sherri.kellogg@mobilemodula
rcontainers.com
13. Caldarelli Hejmanowski Accounts Payable $102,015
3398 Carmel Mountain Rd Ste 250
San Diego, CA 92121
Maria E. Valentino
Phone: (858) 764-8113
Email: mev@chpllaw.com
14. Mobile Modular Accounts Payable $62,489
PO Box 45043
San Francisco, CA 94145
Sherri Kellogg
Phone: 951-360-5113
Email: sherri.kellogg@mobilemodularcontainers.com
15. BMP Contractors Inc Accounts Payable $91,005
12150 Theodore Street
Moreno Valley, CA 92555
Hugo Soto
Phone: 626-590-3006
Email: blake@123bmp.com
16. Sunrise Golf Construction Accounts Payable $88,300
PO Box 499
Nuevo, CA 92567
Renee
Phone: 760-641-3324
Email: info@sunrisegolf.com
17. SMDM, LLC Accounts Payable $83,098
81740 MacBeth Street
La Quinta, CA 92253
Jeff Yamaguchi
Phone: 702-510-8231
Email: jeff.yamaguchi@therobertgreencompany.com
18. DLA Piper LLP Accounts Payable $82,116
555 Mission Street Ste 2400
San Francisco, CA 94105
Lynn Cadwalader
Phone: 415-615-6050
Email: Lynn.Cadwalader@us.dlapiper.com
19. NV5, Inc Accounts Payable $73,185
PO Box 74008680
Chicago, IL 60674-8680
Jay Fahrion
Phone: 760-404-1970
Email: jay.fahrion@nv5.com
20. Lieef Real Estate Accounts Payable $67,328
Energy Partners
5 Union Square West #1265
New York, NY 10003
Caleb Stokes
Phone: (917) 349-4101
Email: Caleb.Stokes@Lieef.com
List of RGC PA 789, LLC's Three Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Crosbie Gliner Schiffman Accounts Payable $34,070
Southard & Swans
12750 High Bluff Drive Suite 250
San Diego, CA 92130
2. Coachella Valley Accounts Payable $3,651
Water District
PO Box 1058
Coachella, CA 92236
3. Magnus Blue LLP Accounts Payable $1,692
12526 High Bluff Dr. Ste 360
San Diego, CA 92130
SIX RIVERS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Six Rivers Construction, LLC
12 Center Park Rd, Unit 7
Topsham, ME 04086
Business Description: Six Rivers Construction offers construction
services for residential and commercial
projects. Six Rivers Construction is also a
local dealer for Lester Buildings Systems,
specializing in pre-engineered post-frame
buildings that offer a multitude of options
for farm, livestock, equine, hobby, and
commercial purposes.
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
District of Maine
Case No.: 24-20164
Judge: Hon. Peter G Cary
Debtor's Counsel: Tanya Sambatakos, Esq.
MOLLEUR LAW FIRM
190 Main St., 3rd Fl
Saco ME 04072
Tel: (207) 283-3777
Email: tanya@molleurlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Byron Bouchard 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/IFDH76Y/Six_Rivers_Construction_LLC__mebke-24-20164__0001.0.pdf?mcid=tGE4TAMA
SKILLZ INC: Posts $26 Million Net Income in Fiscal Q2
-----------------------------------------------------
Skillz Inc. reported unaudited financial results for the second
quarter ended June 30, 2024.
Second Quarter Financial Update (Unaudited):
* Revenue of $25.3 million.
* Gross profit of $21.9 million.
* Net income of $26 million.
* Adjusted EBITDA1 of $(12.6) million.
* Paying monthly active users (PMAU)2 of 122,000.
* Average Revenue Per Paying Monthly Active User (ARPPU)3 of
$69.4.
* Total operating expenses excluding cost of revenue of $3.6
million.
"Skillz' second quarter results mark continued progress against our
strategic initiatives to position the Company to deliver consistent
revenue growth and positive cash flow," said Andrew Paradise,
Skillz' CEO. "Progress in the second quarter includes our first
quarterly sequential increase in Paying Monthly Average Users
(pMAU) in ten quarters. During the quarter we also extended the
pattern of the last several quarters of customer acquisition
systemwide paybacks trending towards six months. Given the success
of these initiatives we will prudently scale our spend to grow our
paying user base while maintaining our focus on optimizing the
return on our customer acquisition costs and growing long-term
player value. By executing on our strategic initiatives we are
positioning Skillz to generate positive Adjusted EBITDA and unlock
the significant shareholder value inherent in our platform and
business."
Gaetano Franceschi, Skillz CFO, added, "The second quarter
performance demonstrates our disciplined management of the business
as reflected in the year-over-year declines in R&D, SG&A and G&A
costs. Combined with the further optimization of our user
acquisition spend, our fiscal discipline helped drive year over
year and quarterly sequential improvements in our Adjusted EBITDA
loss and quarterly operating cash burn. Our strong balance sheet,
which includes cash and restricted cash of more than $325 million
at the end of the second quarter, provides us with significant
flexibility and optionality to invest in our turnaround initiatives
to enhance shareholder value."
About Skillz Inc.
Las Vegas-based Skillz Inc. -- https://www.skillz.com -- is a
mobile games platform dedicated to fostering competition and
excellence through its technology. The Skillz platform enables
developers to create multi-million dollar franchises by
incorporating social competition into their games. Leveraging its
patented technology, Skillz hosts billions of casual eSports
tournaments for millions of mobile players worldwide, with the goal
of becoming the home of competition for all.
Skillz reported a net loss of $438.87 million in 2022, a net loss
of $187.92 million in 2021, and a net loss of $149.08 million in
2020. As of March 31, 2023, the Company had $612.16 million in
total assets, $357.77 million in total liabilities, and $254.38
million in total stockholders' equity.
* * *
As reported by the TCR on January 2024, S&P Global Ratings retained
its ratings on Skillz Inc., including its 'CCC+' issuer credit
rating, following the assignment of the new management and
governance (M&G) assessment. S&P said, "The negative outlook on
Skillz reflects uncertainty around its ability to turn
substantially negative cash flow positive over the next three years
given ongoing challenges in reducing its operations and its
unproven business model. We could lower the rating if we envision a
specific default scenario over the next 12 months. A conventional
default is unlikely due to the company's substantial cash balance,
but we could lower the rating if it continues to burn cash at a
high annual rate and we believe a conventional default is likely,
because user acquisition costs remain elevated and users churn
faster than expected due to changes in the company's engagement
marketing strategy. This scenario assumes Skillz cannot raise
additional capital; or Seeks to restructure its debt obligations."
On May 2024, Moody's Ratings affirmed Skillz Inc.'s Caa2 Corporate
Family Rating, Caa2-PD Probability of Default Rating and Caa2
rating on the $129.7 million outstanding 10.25% senior secured
first-lien notes due December 2026. The company's Speculative Grade
Liquidity rating was downgraded to SGL-3 from SGL-2. The outlook
was changed to stable from negative.
On July 2024, Moody's Ratings has withdrawn all ratings of Skillz
Inc.'s, including the Caa2 Corporate Family Rating, Caa2-PD
Probability of Default Rating and Caa2 rating on the $129.7 million
outstanding 10.25% senior secured first-lien notes due December
2026. The company's SGL-3 Speculative Grade Liquidity rating was
also withdrawn. The outlook was stable prior to the withdrawal.
SPIRIT AIRLINES: Reports Net Loss of $192.9 Million in Fiscal Q2
----------------------------------------------------------------
Spirit Airlines Inc. has filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q, disclosing a net loss
of $192.9 million on $1.3 billion on operating revenues for the
three months ended June 30, 2024, compared to a net loss of $2.3
million on $1.4 billion of operating revenues for the three months
ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $335.6 million on $2.5 billion of operating revenues,
compared to a net loss of $106.3 million on $2.8 billion of
operating revenues for the same period in 2023.
"Summer demand remains robust and load factors have been strong;
however, significant industry capacity increases together with
ancillary pricing changes in the competitive environment have made
it difficult to increase yields, resulting in disappointing revenue
results for the second quarter of 2024," said Ted Christie,
Spirit's President and Chief Executive Officer. "The continued
intense competitive battle for the price-sensitive leisure traveler
further reinforces our belief that we are on the right path with
our transformation plan to redefine low-fare travel with new,
high-value travel options that will allow Guests to choose an
elevated experience at an affordable price. I want to thank our
entire team for their dedication and patience as we execute on
these initiatives intended to drive improvement in overall revenue
production and put us on the path to profitability."
Second Quarter 2024 Liquidity and Capital Deployment
The Company Ended the quarter with unrestricted cash and cash
equivalents, short-term investment securities and liquidity
available under the Company's revolving credit facility of $1.1
billion.
* Extended the final maturity of its $300 million revolving
credit facility to September 30, 2026, subject to certain
conditions
* Recorded pre-delivery deposit refunds, net of pre-delivery
payments of $162.2 million for the six months ending June 30, 2024,
partially offset by $60.6 million spent on the purchase of property
and equipment
* Recognized $57.1 million1 of AOG credits on the Company's
condensed consolidated statements of Cash Flows, bringing the
year-to-date benefit recognized to $75.0 million
* Estimates AOG credits to be issued in 2024 by Pratt &
Whitney for AOG aircraft will benefit full year 2024 liquidity by
approximately $150 million to $200 million
"The Spirit management team is focused on returning to
profitability, and we believe the transformation plan we recently
announced places us on the path to improved financial performance,"
said Fred Cromer, Spirit's Chief Financial Officer. "We will
continue to aggressively manage our costs to maintain our position
as a low-cost leader in the industry and to make every effort to
maintain adequate liquidity. Earlier this week, we closed on a
Direct Lease and Pre-Delivery Payment Transaction that raised, in
the aggregate, approximately $186 million. We expect to end the
year 2024 with over $1.0 billion of liquidity, including
unrestricted cash and cash equivalents, short-term investment
securities, liquidity available under our revolving credit facility
and additional liquidity initiatives, assuming that we are able to
close those initiatives that are currently in process. Meanwhile,
we remain in active discussions with the advisors to the
noteholders to address the upcoming debt maturities and will
provide updates on our progress when appropriate."
As of June 30, 2024, the Company had $9.6 billion in total assets,
$8.7 billion in total liabilities, and $809.7 million in total
equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/2axd96xu
About Spirit Airlines
Spirit Airlines Inc. is a major United States ultra-low cost
airline headquartered in Miramar, Florida, in the Miami
metropolitan area.
As of March 31, 2024, the Company had $9.5 billion in total assets,
$8.5 billion in total liabilities, and $1 billion in total
stockholders' equity.
* * *
In June 2024, S&P Global Ratings lowered its issuer credit rating
on Spirit Airlines Inc. to 'CCC' from 'CCC+'. S&P also lowered its
ratings on Spirit's enhanced equipment trust certificates (EETCs)
by one notch, in line with the lower issuer credit rating. The
negative outlook reflects the uncertainty around the company's
ability to address its upcoming 2025 maturities, the sustainability
of its capital structure over the longer term, and S&P's view that
a distressed exchange is likely.
In January 2024, Moody's Investors Service downgraded its ratings
of Spirit Airlines, including the corporate family rating to Caa2
from Caa1 and probability of default rating to Caa2-PD from
Caa1-PD. Moody's also downgraded the backed senior secured rating
assigned to Spirit IP Cayman Ltd.'s 8% senior notes, which are
secured by the company's loyalty program and brand IP, to Caa2 from
B2. The speculative grade liquidity rating remains unchanged at
SGL-3 and the rating outlook remains negative. The downgrade of the
corporate family rating to Caa2 reflects Moody's belief that the
potential of a default has increased since Judge William Young
ruled in January that the agreed acquisition by JetBlue Airways
Corp. would be anti-competitive and a violation of the Clayton Act.
The downgrades of the CFR as well as of the senior notes secured by
Spirit's loyalty program IP and brand IP reflect the increased
potential of a default and less than a full recovery, whether in a
formal reorganization or if the senior secured notes are refinanced
or retired for less than face value. The Caa2 instrument rating
incorporates a negative one notch override of the LGD model to
reflect the potential for a more than nominal loss on the
instrument in a restructuring or exchange scenario. Following the
ruling on January 16, the market price of the Notes fell to around
50 from the low to mid-70s since mid-November. The notes price has
increased to the low 60s following the announcement that Spirit and
JetBlue would appeal the District Court's ruling.
Moody's continues to expect Spirit's operations to generate an
operating loss in 2024 and again in 2025 on a reported basis.
Moody's forecasts about breakeven operating cash flow in 2024, an
improvement from its forecast for negative $150 million in 2023.
Moody's projects cash to fall from the $1.1 billion on hand on
September 30, 2023, towards $700 million by the end of 2024.
The company's $300 million revolver expires on September 30, 2025.
Alternate sources of liquidity are very limited.
In September 2023, Egan-Jones Ratings Company maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Spirit Airlines, Inc.
STANDARD BUILDING: Fitch Gives BB Rating to $500MM Unsec. Notes
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB'/'RR4' rating to Standard Building
Solutions Inc.'s offering of $500 million senior unsecured notes
due 2032. The notes will rank pari passu with the company's other
senior unsecured debt. The company intends to use the proceeds from
the notes issuance to repay a portion of its first lien term loan B
(BB+/RR2).
Standard Building Solutions Inc.'s ratings reflect the company's
leading market positions within its business segments, high
exposure to relatively less-cyclical repair and replacement end
markets, robust liquidity position, and strong EBITDA and FCF
generation. Long-term risk factors include high leverage, volatile
raw materials costs, the cyclicality of the company's new
construction end markets and its history of occasionally sizable
distributions to its parent.
Key Rating Drivers
Leadership Position: Standard is the No. 1 manufacturer of
residential roofing products and a leader in commercial roofing
products in North America, as well as the leading manufacturer of
flat and pitched roofing systems in Europe. Fitch believes a
leading market position and meaningful market share often beget
pricing power and provide advantages in terms of shelf space
allocation within distribution channels. This is reflected in
EBITDA margins that are stronger than investment-grade building
products peers and relatively stable margins even during periods of
inflationary input costs.
Stable Demand Environment: Fitch forecasts a stable operating
environment for Standard in 2024 despite subdued residential repair
and replacement activity in the U.S. and Europe. Fitch expects
Standard's revenue to grow 5%-6% in 2024 driven primarily by higher
selling prices. Fitch's rating case forecast assumes 2025 revenue
growth, which incorporates Fitch's expectation of increased
re-roofing activity offset by continued weakness in commercial
construction.
Activity in Europe is expected to remain subdued for longer due to
relatively greater uncertainty surrounding the countries'
economies. U.S. roofing volumes could benefit from the glut of
homes built in the early-2000s approaching the end of a typical
20-year useful life, though there is risk that some of this demand
was pulled forward in the last few years.
Improving Credit Metrics: Standard's Fitch-calculated EBITDA
leverage declined to 3.8x at YE 2023, down from 4.2x in 2022, as a
result of EBITDA growth. Fitch expects EBITDA leverage to trend
lower in 2024 and 2025 to 3.6x and 3.5x, respectively, driven by
modest EBITDA growth. Longer term, Fitch expects the company to
operate with EBITDA leverage situated around 4.0x. Standard
operates with leverage levels that are high for a building products
manufacturer rated 'BB' but appropriate given the company's strong
business profile and ability to generate strong pre-dividend FCF.
Standard Industries Ownership: Standard Industries Inc. is a
privately-held holding company that owns Standard Building
Solutions Inc. and W.R Grace & Co., a specialty chemicals and
materials producer. In September 2021, Standard Industries acquired
Grace, and it funded the acquisition, in part, with a USD3.1
billion cash dividend from Standard Building Solutions. Standard
funded the dividend with balance sheet cash and the issuance of a
USD2.5 billion senior secured term loan due 2028.
Although Fitch does not expect Standard to regularly pay
significant dividends to Standard Industries, uncommon
circumstances, such as additional acquisitions by the parent, may
require the upstream of meaningful dividends from Standard, which
could temporarily weaken its credit profile.
Diverse Sources of Revenues: Fitch views Standard's end-market
exposure as a credit positive, as roofing repair and replacement is
largely nondiscretionary and less volatile than new construction
through the cycle, providing stability to margins and cash flows.
The company's products are sold primarily to the residential and
commercial end markets in the U.S. and Europe, providing Standard
with exposure to sectors that typically have different cycle times.
Fitch estimates that about 75% of Standard's sales are derived from
repair and replacement-driven demand, with the balance from new
construction activity.
Strong Profitability: Fitch projects EBITDA margin to remain in the
21%-22% range in 2024 and 2025 due to modest revenue growth and
flat input costs. Standard's Fitch-calculated EBITDA margin
expanded 200bpss to 21.3% in 2023. The company's EBITDA margin is
strong for its 'BB' Issuer Default Rating and in line with
investment-grade U.S. building products peers.
The company also generates strong FCF (cash flow after capex and
dividends), although FCF can at times be erratic, depending on
dividend payments to its parent, Standard Industries Inc. Standard
generated FCF in 2018, 2020, 2021 and 2023 with large dividends in
2019 and 2022 that resulted in negative FCF. Fitch expects Standard
to generate FCF margin of 0%-3% in 2024 and 2025, which assumes the
company makes modest annual dividend payments.
Balanced Growth Strategy: Fitch views Standard's growth strategy as
a credit positive, as the company has balanced organic and
inorganic growth. Standard has made bolt-on and transformational
acquisitions, as well as significant capital investments to fuel
organic growth. Fitch expects capex to remain elevated in 2024 as
the company continues to invest in increasing its manufacturing
capacity and enhancing its product offering.
Derivation Summary
Standard's ratings reflect the company's leading market positions
within its business segments, high exposure to relatively
less-cyclical repair and replacement end markets, robust liquidity
position, and strong EBITDA and FCF generation. Long-term risk
factors include high leverage, volatile raw materials costs, the
cyclicality of the company's new construction end markets and its
history of occasionally sizable distributions to its parent.
Standard's credit metrics are meaningfully weaker than
low-investment-grade building products peers, including Owens
Corning (BBB/Stable), RPM International Inc. (RPM; BBB-/Positive)
and James Hardie International Group Ltd. (BBB-/Positive). The
company has a less diverse product portfolio than Owens Corning and
RPM but has less exposure to more volatile new construction end
markets than these peers. The company's profitability and cash flow
metrics are in line with Owens Corning's and stronger than RPM's.
Key Assumptions
- Revenue grows 5%-6% in 2024 from higher selling prices and 1%-3%
in 2025;
- EBITDA margin sustains between 21% and 22% in 2024 and 2025;
- FCF margin of 0%-3% in 2024 and 2025 due to modest working
capital investments, still-elevated capex and Fitch's assumption of
modest annual distributions to the parent, Standard Industries
Inc.;
- FCF margin excluding distributions of around 4%-6% in 2024 and
2025;
- EBITDA leverage of 3.6x at YE 2024 and 3.5x at YE 2025.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch's expectation that EBITDA leverage will be sustained below
3.8x;
- (CFO - capex)/net debt sustained above 14%.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Fitch's expectation that EBITDA leverage will be sustained above
4.5x or EBITDA net leverage will be sustained above 4.0x;
- (CFO - capex)/net debt sustained below 10%;
- Shareholder-friendly capital allocation during a construction
downturn or period of economic distress.
Liquidity and Debt Structure
Strong Liquidity Position: Standard's liquidity position is
supported by the company's cash on hand, asset-based lending (ABL)
facility and FCF-generating ability. The company's next maturity is
in November 2026, when EUR800 million of notes come due. As of
March 31, 2024, the company had USD695 million of cash and cash
equivalents and about USD822 million of availability under its
USD850 million ABL due November 2028.
Issuer Profile
Standard is one of the largest manufacturers of residential and
commercial roofing in the U.S. and the leading manufacturer of flat
and pitched roofing systems in Europe. Standard also manufactures
waterproofing products, insulation products, aggregates, specialty
construction and other products.
Date of Relevant Committee
31 January 2024
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery
----------- ------ --------
Standard Building
Solutions Inc.
senior unsecured LT BB New Rating RR4
STUDIO PB: Seeks to Hire De Leo Law Firm LLC as Attorney
--------------------------------------------------------
Studio PB, LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Louisiana to hire The De Leo Law Firm LLC
as its attorney on an interim basis.
The De Leo Law Firm LLC will serve as the Debtor's legal counsel in
its Chapter 11 bankruptcy proceedings.
The firm will be paid at these rates:
Robin De Leo, Esq. $375 per hour
Paralegals $95 per hour
The Debtor paid the firm a retainer in the amount of $15,000.
As disclosed in the court filings, De Leo Law does not represent or
hold any interest adverse to the Debtor and is a disinterested
party, as defined by the Bankruptcy Code.
The firm can be reached through:
Robin R. De Leo, Esq.
The De Leo Law Firm, LLC
800 Ramon St.
Mandeville, LA 70448
Tel: (985) 727-1664
Fax: (985) 727-4388
Email: lisa@northshoreattorney.com
About Studio PB
Studio PB, LLC, doing business as Pure Barre Metairie, is a
physical fitness company in Metairie, La., offering a total body
workout focused on low-impact/high-intensity movements that improve
strength and flexibility.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code ((Bankr. E.D. La. Case No. 24-11449) on July 25,
2024, with $61,906 in assets and $1,658,086 in liabilities. Mark
Conner, managing member, signed the petition.
Judge Meredith S. Grabill presides over the case.
Robin R. De Leo, Esq., at The De Leo Law Firm, LLC represents the
Debtor as bankruptcy counsel.
SUNNY ENERGY: Seeks to Hire Engelman Berger as Legal Counsel
------------------------------------------------------------
Sunny Energy, LLC seeks approval from the U.S. Bankrutpcy Court for
the District of Arizona to hire Engelman Berger, P.C. as its legal
counsel.
The firm will render these services:
(a) advise the Debtor with respect to its powers and duties in
the continued management and operation of its business and
property;
(b) represent the Debtor at all court hearings, adversary
proceedings or contested matters that have been or may be filed;
(c) attend meetings and negotiate with representatives of
creditors and other parties-in-interest and advise and consult on
the conduct of this bankruptcy case;
(d) assist the Debtor with the preparation of any amendments
to its Schedules of Assets and Liabilities and Statement of
Financial Affairs;
(e) advise the Debtor with respect to any contemplated sales
of assets and/or business combinations, formulate and implement
appropriate closing procedures for such transactions, and prepare
and prosecute all motions and/or pleadings necessary to obtain the
court's authorization for such transactions;
(f) advise the Debtor with respect to any post-petition
financing and cash collateral arrangements; negotiate, draft, and
prosecute all documents, motions and pleadings relating thereto;
(g) advise the Debtor on all matters relating to the
assumption, rejection or assignment of unexpired leases and
executory contracts;
(h) advise the Debtor with respect to legal issues arising in
or relating to its ordinary course of business;
(i) take all necessary action to protect and preserve the
Debtor's estate;
(j) prepare, negotiate, and take all actions necessary to
obtain approval and/or confirmation of a disclosure statement, plan
of reorganization, and related agreements and documents; and
(k) perform all other legal services relating to the
administration and conduct of the Debtor's estate in its efforts to
reorganize.
The hourly rates of the firm's counsel and staff are as follows:
Bradley D. Pack $450
Other Shareholders $450 - $800
Associates $300 - $350
Paralegal $200 - $260
In addition, the firm will seek reimbursement for expenses
incurred.
The firm required a retainer in the total amount of $15,000 from
the Debtor.
Bradley Pack, Esq., an attorney at Engelman Berger, 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:
Bradley D. Pack, Esq.
Engelman Berger, PC
2800 North Central Avenue, Suite 1200
Phoenix, AZ 85004
Telephone: (602) 271-9090
Facsimile: (602) 222-4999
Email: bdp@eblawyers.com
About Sunny Energy, LLC
Sunny Energy is a solar energy equipment supplier in Tempe,
Arizona.
Sunny Energy, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
24-06111) on July 26, 2024, listing $1,000,001 to $10 million in
assets and $500,001 to $1 million in liabilities. The petition was
signed by Joseph J. Cunningham as manager.
Judge Brenda K Martin presides over the case.
Bradley D. Pack, Esq. at ENGELMAN BERGER PC represents the Debtor
as counsel.
TWINLAB CONSOLIDATED: Incurs $1.57 Million Total Net Loss in Q2
---------------------------------------------------------------
Twinlab Consolidated Holdings, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
total net loss of $1.57 million on $3.12 million of net sales for
the three months ended June 30, 2024, compared to a total net loss
of $3.99 million on $3.06 million of net sales for the three months
ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a
total net loss of $3.67 million on $5.89 million of net sales,
compared to
a total net loss of $6.80 million on $6.80 million of net sales for
the same period a year ago.
As of June 30, 2024, the Company had $7.29 million in total assets,
$149.98 million in total liabilities, and a total stockholders'
deficit of $142.69 million.
Twinlab stated, "As of June 30, 2024, we had an accumulated deficit
of [$373,807,000]. Historical losses are primarily attributable to
lower than planned sales resulting from low fill rates on demand
due to limitations of our working capital, delayed product
introductions and postponed marketing activities, merger-related
and other restructuring costs as well as the abandonment of
operations of NSL, and interest and refinancing charges associated
with our debt. Losses have been funded primarily through debt.
"Because of our history of operating losses and significant
interest expense on our debt, we have a working capital deficiency
of [$144,003,000] as of June 30, 2024. We also have [$92,895,000]
of debt, presented in current liabilities. These continuing
conditions, among others, raise substantial doubt about our ability
to continue as a going concern.
"Management is addressing operating issues through the following
actions: focusing on growing the core business and brands;
continuing emphasis on major customers and key products; and
continuing to negotiate lower prices from major suppliers. We will
need to raise additional capital through debt, equity or the sale
of assets during the current year. There can be no assurance that
sources of funding will be available when needed on acceptable
terms or at all. If we cannot obtain additional funding when
required, the Company may sell certain assets, enter into
collaborations, strategic alliances, merger and acquisition
activities, and licensing agreements, negotiate with its principal
lenders, wind-up operations of other subsidiaries, or file for
bankruptcy protection."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001590695/000175392624001309/tlcc-20240630.htm
About Twinlab
Headquartered in Boca Raton, Florida, Twinlab Consolidated
Holdings, Inc. is a marketer, distributor, and direct-to-consumer
retailer of branded nutritional supplements and other natural
products sold to and through domestic health and natural food
stores, mass market retailers, specialty store retailers, on-line
retailers, and websites. Internationally, the Company markets and
distributes branded nutritional supplements and other natural
products to and through health and natural product distributors and
retailers.
Salt Lake City, Utah-based Tanner LLC, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
March 19, 2024, citing that the Company has negative working
capital, has incurred operating losses, and has a large accumulated
deficit. These conditions, among others, raise substantial doubt
about the Company's ability to continue as a going concern.
U.S. CREDIT: Trustee Taps Garnet Capital Advisors as Broker
-----------------------------------------------------------
Stephen Darr, the Trustee for U.S. Credit, Inc. seeks approval from
the U.S. Bankruptcy Court for the District of Massachusetts to
employ Garnet Capital Advisors, LLC as his broker.
The Trustee anticipates that Garnet will perform these services:
a. Preparation of Marketing Materials. Garnet will prepare a
one-page announcement that will include a brief description,
timetable, and procedures for the potential sale of the Other Loan
Portfolios. Garnet will also prepare an offering package which will
include an executive summary, portfolio information, offering
procedures, a form of contract, and data files.
b. Marketing. Garnet will conduct a marketing effort for the
Other Loan Portfolios. Garnet will contact a targeted list of
prospective investors, post the information regarding the potential
sale on Garnet's website, and provide follow-up to prospective
investors.
c. Coordination of Legal Documentation. Garnet will assist the
Trustee and counsel in developing terms for the definitive legal
documentation for a sale, including a confidentiality agreement and
a sale contract.
d. Prospective Investor Due Diligence. Garnet shall require
each prospective investor to be bound by a confidentiality
agreement approved by Trustee prior to granting access to offering
materials. Garnet shall post and manage the offering materials in a
secure Virtual Data Room or through other secure means if
necessary. Garnet will act as the primary clearinghouse for
prospective investor inquiries in the sale process.
e. Bids. Garnet will accept bids on behalf of the Trustee and
the Debtor's bankruptcy estate related to any sale procedures
established by order of the Court, prepare, and deliver a summary,
and assist the Trustee in its selection of a winning bidder. The
Trustee will have the right to accept or reject in his discretion
any and all bids.
f. Coordination of Closing. Garnet will work closely with
Trustee and the selected counterparty to complete the sale of the
Other Loan Portfolios. Garnet will coordinate bid acceptance and
assist with the preparation of a settlement statement reflecting
amounts due at closing.
The firm will be compensated as follows:
a. Disposition Fee: A fee equal to the sum of (i) 2 percent of
gross proceeds of the sale of performing loans in the Other Loan
Portfolios and (ii) 6 percent of gross proceeds of the sale of
non-performing loans in the Other Loan Portfolios. The Disposition
Fee shall be payable to Garnet upon consummation of a sale of one
or more of the Other Loan Portfolios.
b. Post-Closing Fee: To the extent that Trustee requires
post-closing services in relation to the sale of the Other Loan
Portfolios, Garnet shall provide 5 hours of services at no
additional charge. Thereafter, post-closing services shall be
billed at the following rates:
Managing Partner $500/hour
Managing Director $400/hour
Senior Vice President $300/hour
Vice President $200/hour
Associate / Analyst $100/hour
Garnet Capital Advisors is a "disinterested person" as that term is
defined in section 101(14) of the Bankruptcy Code, as disclosed in
the court filings.
The firm can be reached through:
Louis DiPalma
Garnet Capital Advisors, LLC
500 Mamaroneck Avenue
Harrison, NY 10528
Phone: (914) 909-1000
About U.S. Credit, Inc.
U.S. Credit, Inc. develops and administers custom lending programs
for large retailers, point-of-sale platforms and educational
institutions.
U.S. Credit filed its Chapter 11 petition (Bankr. D. Mass. Case No.
24-10058) on Jan. 12, 2024. In the petition signed by its chief
executive officer Stephen Galvin, the Debtor reported $10 million
to $50 million in both assets and liabilities.
Judge Janet E. Bostwick presides over the case.
The Debtor tapped Charles R. Bennett, Jr., Esq. at Murphy & King,
PC as legal counsel and Mid-Market Management Group as financial
advisor. The U.S. Trustee for Region 1 appointed an official
committee of unsecured creditors in this Chapter 11 case. The
committee tapped Dentons Bingham Greenebaum, LLP as its legal
counsel.
UPTOWN 240: Updates Unsecured Claims Pay Details
------------------------------------------------
Uptown 240, LLC, submitted an Amended Disclosure Statement to
accompany Plan of Liquidation.
Since the filing of the bankruptcy case, the Debtor has undertaken
significant effort to move forward with its restructuring efforts.
The Debtor engaged Hilco Real Estate, LLC to act a broker with
respect to the Property. An Application to Employ Hilco was filed
on June 28, 2023, and the Court entered an Order approving the
Debtor's employment of Hilco on July 17, 2023. Following Hilco's
engagement, the Debtor ran an extensive sale process and ultimately
selected JGJP Dillon, LLC as the highest and best offer.
On November 23, 2023, the Debtor filed its Motion for Entry of
Order: 1) Approving Contract of Sale By and Between Debtor and JGJP
Dillon, LLC; 2) Authorizing Sale of Assets Free and Clear of Liens,
Claims, and Encumbrances Pursuant to Section 363(b) of the
Bankruptcy Code, (f), and (m); 3) Authorizing the Payment of
Certain Items at Closing; and 4) Granting Related Relief ("Sale
Motion"), which was granted by the Court on February 5, 2024, and
the sale to JGJP closed on February 26, 2024.
As a result of the sale, the secured claims of creditors were
satisfied, and the only remaining claims against the estate are
administrative and professional fee claims and general unsecured
claims.
A majority of the Debtor's assets were sold or released a as a
result of the sale to JGJP. Similarly, the real property was sold
to JGJP in accordance with the Sale Motion, resulting in a carveout
for unsecured creditors and administrative expense claimants. The
remaining assets of the debtor are comprised of funds in its
account in the amount of approximately $60,000 and any litigation
claims it may have against Fairchild or any Avoidance Actions that
may exist. The Debtor is working to identify possible counsel to
evaluate the claims against Fairchild.
Class 1 is generally comprised of the unsecured claims against the
Debtor's estate. The total unsecured claims against the estate are
approximately $10,552,244.28, which amount includes disputed
Claims. The Debtor has identified objections to the claims filed by
Air-Tel, LLC, who filed a proof of claim in the amount of
$4,827,000 based on a lease for the installation of telecom
equipment for which the Debtor was proposed to be the landlord, and
to 323 Dillon, LLC, who filed a proof of claim in the amount of
$768,320 for the total purchase price of a unit despite having only
paid a $33,000 deposit. Assuming the Debtor prevails on two claim
objections it has already identified, the Debtor anticipates the
Class 1 Claims will be reduced by $5,562,320.00, resulting in
unsecured claims in the amount of $4,989,924.28.
On the Effective Date of the Plan, all Class 1 Creditors will
receive a beneficial interest in the Creditor Trust in exchange for
their claims. The Creditor Trust shall be responsible for making
all distributions to allowed claims, including any distributions
from the Unsecured Creditor Carveout and any funds recovered from
Avoidance Actions or Causes of Action. Holders of Class 1 Allowed
Claims shall receive a pro rata distribution of funds from the
Creditor Trust in accordance with their beneficiary interest in the
Creditor Trust.
The Unsecured Creditor Carveout is the sole source of funding for
the Creditor Trust. If no funds are recovered on account of
Avoidance Actions or Causes of Actions, unsecured creditors will
receive approximately 1.5% on account of their allowed claims,
which may vary depending on the final amount of allowed claims and
the costs associated with administering the Creditor Trust.
Class 2 includes the Interests in Uptown 240, LLC. Class 2 is
impaired under the Plan. On the Effective Date of the Plan, all
Class 2 Interests in Uptown shall be canceled.
The Debtor shall be empowered solely to the extent necessary to
take such action as may be necessary to perform its obligations
under the Plan, including making applicable distributions to
Administrative Expense Claim Holders and the Creditor Trust. Danilo
Ottoborgo and Chantelle Ottoborgo shall be empowered to take any
such action necessary on behalf of the Debtor to allowed the Debtor
to complete its obligations under the Plan and make all transfers
required by the Plan.
The Plan also provides for the establishment of the Creditor Trust
for the purpose of receiving funds, making distributions to
creditors, and pursing any Avoidance Actions or Causes of Action.
The Trustee of the Creditor Trust shall be selected by the
Committee prior to confirmation of the Plan of Liquidation.
A full-text copy of the Amended Disclosure Statement dated July 18,
2024 is available at https://urlcurt.com/u?l=okUFu2 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Keri L. Riley, Esq.
KUTNER BRINEN DICKEY RILEY, P.C.
1660 Lincoln St., Suite 1720
Denver, CO 80264
Tel: (303) 832-2400
E-mail: klr@kutnerlaw.com
About Uptown 240
Uptown 240, LLC, owns and operates a condominium complex in Dillon,
Colo. The residences are an exclusive collection of 80-luxury
mountain and lakeview condominiums.
Uptown 240 filed its voluntary petition for relief under Chapter11
of the Bankruptcy Code (Bankr. D. Colo. Case No. 23-10617) on Feb.
23, 2023, with $10 million to $50 million in both assets and
liabilities. Danilo A. Ottoborgo, president of Uptown 240, signed
the petition.
Judge Thomas B. Mcnamara presides over the case.
The Debtor tapped Keri L. Riley, Esq., at Kutner Brinen Dickey
Riley, PC, as legal counsel and Eide Bailly, LLP as accountant.
On April 21, 2023, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors in the Chapter 11 case.
Onsager Fletcher Johnson Palmer, LLC, serves as the committee's
counsel.
VERITAS US: Lenders Submit New Debt Restructuring Proposal
----------------------------------------------------------
Reshmi Basu of Bloomberg News reports that the lenders to Carlyle
Group Inc.-backed Veritas US Inc. have submitted a new debt
restructuring proposal as they attempt to end an impasse over how
the company plans repay the billions it owes next year, according
to people with knowledge of the matter.
A key creditor group recently proposed swapping existing debt into
new first- and second-lien obligations backed by varying
collateral, said the people, who asked not to be identified
discussing a private matter. They also asked for a higher debt
paydown than the company previously offered, the people said.
About Veritas US Inc.
Veritas US, Inc. designs and develops enterprise software
solutions.
VIVAKOR INC: Signs $5 Million Purchase Agreement With ClearThink
----------------------------------------------------------------
Vivakor, Inc., disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on July 26, 2024, the Company entered
into that certain Strata Purchase Agreement with ClearThink Capital
Partners, LLC ("ClearThink ELOC"), pursuant to which ClearThink
agreed to purchase a number of shares of common stock in tranches
as directed by the Company, up to $5,000,000 worth of common stock.
Each tranche request is limited to the lesser of $1,000,000 or
500% of the daily average shares traded value for the 10 days prior
to the date of any Company request to purchase. The minimum
purchase notice allowable is $25,000, and there must be a minimum
of 10 trading days between purchase notices unless the parties
mutually agree otherwise. The Company cannot issue a purchase
notice if it would cause ClearThink to own more than 9.99% of the
Company's outstanding common stock. The Company also executed a
registration rights agreement and stock purchase agreement with
ClearThink under the terms of the ClearThink ELOC.
Sale of Unregistered Equity Securities
On July 26, 2024, the Company entered into a Securities Purchase
Agreement with James K. Granger, under which Granger, or an entity
he controls, purchased 1,600,000 common shares of the Company's
stock for $800,000, at a price of $0.50 per common share. Pursuant
to the SPA, the shares issued to Granger will be subject to Rule
144 restrictions. Granger funded the purchase price in cash to the
Company on July 31, 2024.
About Vivakor Inc.
Coralville, Iowa-based Vivakor, Inc. is a socially responsible
operator, acquirer and developer of technologies and assets in the
oil and gas industry, as well as related environmental solutions.
Currently, the Company's efforts are primarily focused on operating
crude oil gathering, storage and transportation facilities, as well
as contaminated soil remediation services.
Houston, Texas-based Marcum LLP, the Company's auditor since 2022,
issued a "going concern" qualification in its report dated April
16, 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.
W&T OFFSHORE: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed W&T Offshore, Inc. (WTI) Long-Term
Issuer Default Rating (IDR) at 'B-'. Fitch has also affirmed its
first priority lien secured reserve-based lending credit facility
(RBL) at 'BB-'/'RR1' and affirmed its $275 million senior second
lien notes at 'B'/'RR3'. The Rating Outlook is Stable.
WTI's rating reflects its position with low decline Gulf of Mexico
(GoM) assets and leverage under 3.5x over the forecast period.
Offsetting factors include its smaller operational scale with 1Q24
production of 35.1 thousand barrels of oil equivalent per day
(mboepd), more natural gas assets compared to peers, and growing
capex over the forecast period. WTI also has significant
environmental remediation costs relating to higher plugging and
abandonment (P&A) costs and relatively higher operating costs.
Key Rating Drivers
Relatively Limited Scale: WTI has daily production of 35,148 Boe/d
(43.8% oil) in 1Q24, ranking the company as one of the smaller E&P
producers' in Fitch's coverage universe. The limited scale, coupled
with more natural gas assets compared to peers, along with its high
cost of operations, limits negotiating and operating leverage
relative to competitors that are larger in size and can benefit
from economies of scale and diversification between onshore and
offshore assets. Some portions of the GoM present challenges for
operators due to third-party pipelines outages, maintenance, and
weather-related incidents, which impacts costs and production
schedules.
Midcycle Leverage Around 3.5x: Fitch's base case forecasts EBITDA
leverage of 2.0x at YE 2024, which rises to around 3.5x toward
Fitch's $57/bbl midcycle WTI's maturity profile remains manageable
in the near-term. In March 2024, WTI completed a
liquidity-enhancing modification to the term loan that included
deferring principal repayment of $30.1 million due over the four
quarters of 2024 with repayment restarting in 1Q25.
The reserve-based lending facility has been rolling monthly until
June 2024, at which stage it was extended until December 2024
subject to the satisfaction of certain conditions on the last date
of each month. However, WTI has not drawn on this facility in the
recent past. Capital market access risk remains in the medium term
as WTI bonds have a higher coupon and trade at higher yields
compared with other energy issuers, which may limit future access.
Growing Capex, Moderate Leverage: Fitch expects WTI to increase
capex from its 2024 run rate in order to achieve low double-digit
production growth in 2025 before moderating thereafter. Fitch
expects the company to manage its capital allocation policies in a
manner that continues to support positive FCF going forward. The
low decline rate of its wells allows for substantial capital
spending cuts during periods of low oil prices with a relatively
modest impact on production and, historically, the company has
benefitted from this dynamic by slashing capital spending in lower
price environments in order to maintain positive FCF.
Substantial Decommissioning Costs: Due to the company's focus on
mature offshore assets and an active M&A strategy, WTI's
environmental remediation costs for P&A are elevated compared with
onshore peers. Asset retirement obligations (AROs) as of March 31,
2024 totaled $529.8 million. Fitch recognizes that the AROs are
long-dated, WTI expects annual P&A costs of $35 million to $40
million in 2024, which Fitch expects to remain in this range over
the forecasted horizon. Fitch believes there is potential for
reduced outlays to the degree the company is able to extend the
lives of fields through recompletions and workovers.
Offshore GoM E&P: WTI fully operates as an offshore exploration and
production (E&P) company in the GoM. The company's asset base
differs materially from that of an onshore producer. In general,
GoM assets can typically be acquired at relatively lower costs,
experience lower decline rates and benefit from extensive midstream
infrastructure, providing direct access to gulf coast refineries,
which typically brings higher price realizations. These strengths
are offset by significantly higher P&A obligations, exploration
projects that require substantial capital requirements, longer spud
to first oil times, higher environmental remediation costs, and
additional tail risks from hurricane activity and potential oil
spills.
Credit Friendly Acquisition: Fitch believes the recent acquisitions
increase production and will increase reserves while being credit
accretive, given the cash funded nature. WTI has completed a number
of credit friendly acquisitions in the last 12 months. In January
2024, the company funded the acquisition of rights, titles and
interest in and to certain leases, wells and personal property from
Cox Operating L.L.C, in the central shelf region of the Gulf of
Mexico, among other assets, for $77.2 million. The acquisition was
funded using cash on hand and assumed the related AROs associated
with these assets. This acquisition increases 1P reserves by
21.8mmboe.
In September 2023, WTI completed the acquisition from an
undisclosed private seller for net average production of 2.1mboepd
from eight fields located in the GoM. Similarly, the acquisition
was funded with cash on hand.
Limited Hedging Program: WTI excluding the SPV has no hedging
requirements with no oil hedges in place and only natural gas
purchased calls for 2024 and 2025. The natural gas hedges for the
consolidated entity (including the Mobile Bay SPV) are
approximately 60% hedged in 2024 with swaps at $2.39mmbtu. In 2025,
WTI has 63.3mmbtupd of swaps in place at $2.72mmbtu and 62.2mmbtupd
of purchased puts in place at $2.27mmbtu. The hedging (swaps and
purchased puts) at the Mobile Bay SPV are required to cover a
majority of debt servicing. Additional oil and gas hedging would be
positive to the credit profile, as it supports development funding
and reduces cash flow risks.
Derivation Summary
WTI operates on a smaller scale than Fitch-rated E&P peers. With
1Q24 production at 35.1 mboe/d (43.8% oil), the company produces
significantly less than Talos Energy pro-forma the closing of the
QuarterNorth acquisition (B/Positive) with expected 2024 production
range between 89-to-95 mboepd (1Q24: 79.6 mboepd). This is lower
rated than onshore operators at 1Q24, such as HighPeak Energy
(B/Stable) at 49.7 mboepd or 91% liquids and Encino Acquisition
Partners, LLC (B/Stable) at 96.6 mboepd or 43% liquids.
Fitch expects WTI to operate with debt levels at or below negative
EBITDA Leverage sensitivities through the forecast horizon. Fitch
believes the potential challenges to accessing capital markets and
its smaller scale relative to other E&P issuers are near-term
concerns.
WTI has relatively good proved reserves for 'B' rated issuers. Pro
forma the Cox acquisition, the company's 1P reserves excluding ARO
was 144.8mmboe with a PV-10 if $1.3 billion. Pro forma
1P/production was 11.3 years, which is higher than Talos (6.3) and
Baytex (9.2). Additionally, the company's offshore footprint
exposes it to significantly higher remediation (P&A) costs than
onshore shale-based peers. Operational risks are also higher, given
potentially adverse effects of any oil spills or hurricane activity
on a company of WTI's size.
Key Assumptions
- West Texas Intermediate (WTI) prices of $75.00/bbl in 2024,
$65.00/bbl in 2025, $60.00/bbl in 2026 and 2027, and $57.00/bbl
thereafter;
- Henry Hub prices of $2.50/mcf in 2024, $3.00/mcf in 2025 and
2026, and $2.75/mcf thereafter;
- Production increases low-single digits in 2024 before increasing
in the low double digits in 2025 and declines thereafter;
- Capex excluding P&A expense increases in 2025 before dropping
over the forecast period;
- Cash cost of P&A obligations consistent with management guidance
throughout the forecast;
- Assumed successful refinancing of the second-lien notes and RBL
facility extension during the forecast;
- No material M&A throughout the forecast following the completion
of the Cox acquisition in 1Q24.
Recovery Analysis
The recovery analysis assumes WTI would be reorganized as a
going-concern (GC) in bankruptcy rather than liquidated. Fitch
assumed a 10% administrative claim. Fitch assumes no recovery from
the Mobile Bay SPV.
Going-Concern Approach
Fitch assumed a bankruptcy scenario exit EBITDA of $80 million.
This estimate considers a prolonged commodity price downturn
causing liquidity constraints and inability to access capital
markets to refinance debt. The GC EBITDA estimate reflects Fitch's
view of a sustainable, post-reorganization EBITDA level upon which
Fitch bases the enterprise valuation.
An EV multiple of 3.00x is applied to the GC EBITDA to calculate a
post-reorganization enterprise value versus the historical energy
upstream sub-sector multiple of 2.8x-5.6x for recent E&P
bankruptcies, and median EV/EBITDA multiples in observed offshore
transactions in the 2.0x-4.0x range. The lower multiple also
reflects the impact of Asset Retirement Obligations.
These assumptions lead to an EV of $240 million, greater than the
liquidation valuation.
Liquidation Approach
The liquidation estimate reflects Fitch's view of the value of the
company's E&P assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors. Fitch used historical transaction
data for the GoM blocks on a $/bbl, $/1P, $/2P, $/acre and PDP
PV-10 basis to attempt to determine a reasonable sale, based on
Talos' recent M&A transaction, other recent offshore M&A
transactions, and valuations from emerging, offshore bankruptcies
of Fieldwood Energy LLC, Stone Energy Corporation and Arena Energy,
LP.
Fitch assumed a 25% advance rate on A/R given that in a pro-longed
downturn, A/R would likely decrease.
Waterfall Analysis
Fitch assumed the $50 million revolving credit facility was drawn
at 80% to account for downward borrowing base redeterminations as
the company approaches a bankruptcy scenario. The first-priority
lien secured revolver recovers at 'RR1' while the second-lien notes
recover at 'RR3' level.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Increased size and scale evidenced by production trending above
75mboepd;
- Demonstrated ability to manage P&A obligations and reduced AROs
per flowing barrel or proved reserves;
- Midcycle EBITDA leverage maintained below 2.5x.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Impaired liquidity or delay in timely refinancing of the notes;
- Loss of operational momentum, evidenced by production trending
below 30mboepd and/or deteriorating unit economics;
- Midcycle EBITDA leverage above 3.5x and/or EBITDA interest
coverage below 2.0x on a sustained basis;
- Unfavorable regulatory changes or accelerated P&A spending;
- Implementation of a more aggressive growth strategy operating
outside FCF that negatively impacts liquidity or access to the
capital markets.
Liquidity and Debt Structure
Sufficient Liquidity: Fitch does not see material near-term
liquidity needs and believes the company's refinance risk is
moderate given its neutral to negative FCF over the forecast and
material unrestricted cash on the balance sheet. Management stated
capital budgets would be determined by the ability to generate FCF
even in commodity price declines. The company's hedging program
provides limited protection, but an enhanced program would provide
more security.
In 1Q24, WTI has approximately $94.8 million of cash on hand and
$50.0 million of availability under the first-priority lien secured
reserve-based loan (RBL) facility. On March 31, 2024, the company
had $4.4 million outstanding in LOCs that are cash collateralized.
In February 2023, WTI completed a $275 million 11.75% senior
second-lien notes due February 2026.
The credit facility matures in December 2024, but it is subject to
the satisfaction of certain conditions on the last date of each
month and so long as the lender does not deliver a termination
notice, (ii) prohibits the use of loan proceeds to pay other
Indebtedness, and (iii) lower the excess cash balance sweep
threshold. The credit facility is provided by Calculus Lending,
LLC, a company affiliated with and controlled by WTI's chairman and
CEO, Tracy Krohn, who is the sole lender under the credit
agreement.
The Mobile Bay SPV has a $114.2 million 7% term loan outstanding,
which is nonrecourse to WTI and any subsidiaries other than the
subsidiary borrowers (Aquasition LLC, and Aquasition II, LLC). The
term loan is secured by the first-lien security interests in the
equity of the subsidiary borrowers and a first-lien mortgage
security interest and mortgages on certain assets of the subsidiary
borrowers (the Mobile Bay properties). In March 2024, WTI completed
a liquidity-enhancing modification that included deferring
principal repayment of $30.1 million due over the four quarters of
2024. Mandatory principal repayments will begin from 1Q25 but no
obligation to catch up on deferred obligation.
Issuer Profile
WTI is an independent oil and natural gas producer with operations
in the Gulf of Mexico. It holds working interests in approximately
63 producing offshore fields in federal (54 fields) and state
waters (nine fields) and leases approximately 693,900 gross acres
(536,200 net).
ESG Considerations
WTI has an ESG Relevance Score of '4' for Waste & Hazardous
Materials Management; Ecological Impacts due to the enterprise wide
solvency risks that an offshore oil spill poses for an E&P
company.
WTI has an ESG Relevance Score of '4' for Energy Management that
reflects the company's cost competitiveness and financial and
operational flexibility due to scale, business mix and
diversification.
These factors have a negative impact on the credit profile, and are
relevant to the ratings in conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
W&T Offshore, Inc. LT IDR B- Affirmed B-
senior secured LT BB- Affirmed RR1 BB-
Senior Secured
2nd Lien LT B Affirmed RR3 B
WARFIELD HISTORIC: Taps Hoffman Comfort Scott as Land Use Counsel
-----------------------------------------------------------------
Warfield Historic Properties, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Maryland to
employ Hoffman, Comfort, Scott, & Halstad, LLP as special land use
counsel.
The firm will provide legal advice and services as that pertains to
the use, approvals, sale, development and other issues pertaining
to the Debtors’ real property assets.
The firm will be paid at these rates:
David K. Bowersox $350 per hour
Partners $300 per hour
Paraprofessionals $200 per hour
David K. Bowersox, a principal of Hoffman, Comfort, Scott, &
Halstad, 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 K. Bowersox, Esq.
Hoffman, Comfort, Scott, & Halstad, LLP
24 North Court Street
Westminster, MD 21157
Phone: (410) 848-4444
E-mail: dbowersox@hcolaw.com
About Warfield Historic Properties
Warfield Historic Properties, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case
No. 24-12500) on March 26, 2024. In the petition signed by Roger
Conley as president, the Debtor estimated $1 million to $10 million
in both assets and liabilities.
Michael J. Lichtenstein, Esq, at Shulman Rogers, P.A. represents
the Debtor as counsel.
WARFIELD HISTORIC: Taps Joseph Greenwald as Litigation Counsel
--------------------------------------------------------------
Warfield Historic Properties, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Maryland to
employ Joseph Greenwald & Laake, PA as their special litigation
counsel.
The Firm is to file an adversary proceeding against the Town of
Sykesville related to certain properties owned by the Debtor.
The firm will be paid at these rates:
Timothy F. Maloney $600 per hour
Partners $400 per hour
Paraprofessionals $190 per hour
Timothy Maloney, principal at Joseph Greenwald & Laake, 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:
Timothy F. Maloney, Esq.
Joseph Greenwald & Laake, PA
6404 Ivy Lane, Suite 400
Greenbelt, MD 20770-1417
Tel: 301 220 2200
Fax: 301 220 1214
Email: tmaloney@jgllaw.com
About Warfield Historic Properties
Warfield Historic Properties, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case
No. 24-12500) on March 26, 2024. In the petition signed by Roger
Conley as president, the Debtor estimated $1 million to $10 million
in both assets and liabilities.
Michael J. Lichtenstein, Esq, at Shulman Rogers, P.A. represents
the Debtor as counsel.
WHITESTONE INDUSTRIAL-OFFICE: Taps Weitzman Management as Broker
----------------------------------------------------------------
Whitestone Industrial-Office LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Northern District of Texas
to hire a Weitzman Management Corporation as its real estate
broker.
The firm will assist the Debtor in marketing and selling the
property located at 9101 Lyndon B. Johnson Freeway, Dallas, Texas
7520.
The firm's services include:
(a) representing the Debtor as its agent in all aspects of
identifying and communicating with prospective purchasers of the
Property;
(b) participating in meetings with the Debtor and potential
purchasers;
(c) providing necessary information to prospective
purchasers;
(d) negotiating the terms and conditions of sale with any
prospective purchasers of the Property; and
(e) generally taking any reasonable actions and initiatives
necessary to sell the Property.
The broker will receive a commission of 3.5 percent of the sale
price of the Property.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Robert E. Young
Weitzman Management Corporation
3102 Maple Avenue, Suite 500
Dallas, TX 75201
Tel: (214) 954-0600
Fax: (214) 953-0860
Email: byoung@weitzmangroup.com
About Whitestone Industrial-Office LLC
Whitestone Industrial-Office LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex.
Case No. 24-30653) on March 4, 2024, listing $10 million to $50
million in assets and $1 million to $10 million in liabilities. The
petition was signed by Bradford Johnson as authorized
representative.
Judge Scott W. Everett presides over the case.
Joyce W. Lindauer, Esq. at Joyce W. Lindauer Attorney, PLLC
represents the Debtor as counsel.
WHOLE EARTH: S&P Withdraws 'B-' ICR Following Sale to Ozark
-----------------------------------------------------------
S&P Global Ratings withdrew all of its ratings on Whole Earth
Brands Inc., including the 'B-' issuer credit rating and 'B-'
issue-level rating and '3' recovery rating on the company's senior
secured debt following the company's sale to Ozark Holdings LLC.
All rated debt is paid off. The outlook was negative at the time of
the withdrawal.
WILLIAM INSULATION: Amends Priority Wage & Priority Tax Claims
--------------------------------------------------------------
William Insulation Company, Inc., filed with the U.S. Bankruptcy
Court for the District of Wyoming a Subchapter V Self-Liquidating
Plan dated July 18, 2024.
The Debtor filed this case to maximize the value of its assets and
provide an appropriate distribution plan for the benefit of its
creditors in accordance with the priority scheme under the
Bankruptcy Code.
In this Plan, the Debtor proposes to pay existing debts from the
proceeds of sales of its assets, collection of accounts
receivables, disposable income and possible prosecution of causes
of action related thereto. The Debtor believes the terms of this
Plan will maximize distributions to the creditors of the Debtor.
This Plan is proposed under subchapter V of chapter 11 of the
Bankruptcy Code as a liquidating Plan insofar as the Debtor is no
longer operating. As such, the Plan dedicates all of the net
proceeds from the Debtor's liquidation of its assets, disposable
income and causes of action belonging to the Debtor after payment
of costs and expenses associated with the implementation of the
Plan as described herein.
The Plan provides that the assets of the Debtor will vest with the
Reorganized Debtor and be used to pay the holders of Allowed Claims
pursuant to and in accordance with the Plan. In summary, the Assets
include: (a) Cash proceeds from the sale of Debtor's assets, which
is comprised of approximately $673,000 in Cash; (b) accounts
receivable, the collection and proceeds of which will be
distributed to holders of Allowed Claims pursuant to the Plan; and,
(c) the Debtor's disposable income to be received by the Debtor in
the 3-year period beginning on the date that the first payment is
due under the Plan (which the Debtor projects to be $0).
The Plan will be implemented by the Debtor through the Subchapter V
Trustee, Mark Dennis, who shall serve as the disbursing agent and
winddown manager beginning on the Effective Date of the Plan, with
delegated authority to distribute, and who shall be charged with
the distribution of, the assets to holders of Allowed Claims.
Class 1 consists of Allowed Priority Wage Claims and Priority Tax
Claims. Each such holder of an Allowed Priority Wage Claim and
Priority Tax Claim shall be treated as a Class 1 Claim and shall
receive Cash available for distribution by the Reorganized Debtor
up to the full amount of each Allowed Class 1 Claim after
satisfaction in full of all Allowed Administrative Expenses and the
Allowed Secured Claim of the IRS and Kapitus. Initial distributions
on Allowed Priority Wage Claims and Priority Tax Claims shall begin
on 15 days after the Claims Resolution Date.
In accordance with the priority scheme pursuant to section 507(a)
of the Bankruptcy Code, Allowed Priority Wage Claims shall be paid
in full prior to payment of Priority Tax Claims.
In accordance with section 1129(a)(C), Holders of Priority Tax
Claims shall receive regular installment payments in cash: (1) of a
total value, as of the Effective Date of the Plan, equal to the
Allowed amount of such Claim; (2) over a period ending not later
than 5 years after the Petition Date; and, (3) in a manner not less
favorable than the most favored nonpriority unsecured claim
provided for by the Plan.
Class 4 consists of General Unsecured Claims. Each Allowed General
Unsecured Claim, each Holder of an Allowed General Unsecured Claim
shall receive its Pro Rata share of all Cash available for
distribution by the Reorganized Debtor up to the full amount of the
Allowed Class 4 Claim after satisfaction in full of all Allowed
Administrative Claims, Allowed Secured Claims, all Allowed Priority
Wage Claims and all Allowed Priority Tax Claims. Initial
distributions on Allowed General Unsecured Claims shall begin on 15
days after the Claims Resolution Date, but only after satisfaction
in full of all Allowed Administrative Claims, all Allowed Secured
Claims, all Allowed Priority Wage Claims and all Allowed Priority
Tax Claims.
Distributions on Allowed General Unsecured Claims after the initial
distribution shall be made if and only at such time as additional
funds are available for distribution, on a Pro Rata basis, up to
the full amount of the Allowed Class 4 Claims. Class 4 is
impaired.
The Debtor ceased operations prior to the Petition Date.
Accordingly, the funds to be distributed to allowed Claim holders
under the Plan are expected to derive solely from the Sale Proceeds
and collection of any accounts receivable. Notwithstanding the
foregoing, the Debtor's disposable income to be received by the
Debtor in the 3-year period beginning on the date that the first
payment is due under the Plan (which the Debtor projects to be $0)
will be applied to make additional payments under the Plan.
On the Effective Date, Mark Dennis, as Subchapter V Trustee, shall
be the disbursing agent under the Plan and shall control and manage
all assets of the Estate pursuant to Section 1142(b) of the
Bankruptcy Code for the purpose of carrying out the terms of the
Plan, and taking all actions deemed necessary or convenient to
consummating the terms of the Plan, including, but not limited to,
executing documents. Mark Dennis shall be allowed fees of
$400/hour, subject to a monthly maximum of $5,000, plus out of
pocket expenses.
A full-text copy of the Subchapter V Self-Liquidating Plan dated
July 18, 2024 is available at https://urlcurt.com/u?l=cVjfte from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Bradley T. Hunsicker, Esq.
MARKUS WILLIAMS YOUNG & HUNSICKER LLC
2120 Carey Avenue, Suite 101
Cheyenne, WY 82001
Telephone: (307) 778-8178
Facsimile: (303) 830-0809
Email: bhunsicker@MarkusWilliams.com
About William Insulation Company
William Insulation Company, Inc., is an industrial insulation
contractor in Casper, Wyo., serving the industrial insulation and
fire proofing market.
The Debtor filed Chapter 11 petition (Bankr. D. Wyo. Case No.
24-20024) on Feb. 2, 2024, with $5,588,438 in assets and
$10,402,598 in liabilities. Mark Dennis, a certified public
accountant at SL Biggs, serves as Subchapter V trustee.
Judge Cathleen D. Parker oversees the case.
Bradley T. Hunsicker, Esq., at Markus Williams Young & Hunsicker,
LLC, is the Debtor's legal counsel.
WINCHESTER REAL: Fine-Tunes Plan Documents
------------------------------------------
Winchester Real Estate Investment Company, LLC, submitted a
Disclosure Statement for Second Amended Plan of Reorganization
dated July 17, 2024.
The Plan contemplates the reorganization and ongoing business
operations of Debtor and the resolution of the outstanding Claims
against and Interests in Debtor pursuant to Sections 1129(b) and
1123 of the Bankruptcy Code.
Post-Petition, the Debtor closed on a sale of the Property, less
and except the commercial, retail, and office lot number RT-015
(the "Excluded Commercial Lot"), for the purchase price of
$5,400,000.00 as described in Debtor's Emergency Motion to for
Authority to Sell Property Free and Clear of Liens or Interests and
as evidenced by that certain Real Estate Purchase and Sale
Agreement, as amended, between Debtor, HDRMP and Embry Development
Company LLC (the "Sale").
Class 6 consists of general unsecured claims not otherwise
specifically classified in the Plan, including deficiency claims
pursuant to Section 506 of the Bankruptcy Code and any Allowed
rejection damages. James W. Davis, III, the principal of the
Debtor, holds the largest Class 6 General Unsecured Claim. Debtor
will pay the Holders of Class 6 General Unsecured Claims in
accordance with the Plan Payment Procedures set forth in Section
4.10 of the Plan.
"Creditor Payment" means the Lot Net Proceeds) to be received by
Debtor, which will be applied to make payments under the Plan.
The source of funds for the payments pursuant to the Plan is (i)
the sale of the Excluded Commercial Lot or (ii) closing of a loan
for the then appraised value of the Excluded Commercial Lot as
conducted by a MAI designated appraiser.
Notwithstanding anything to the contrary in the Plan or otherwise,
Debtor is authorized to sell the Excluded Commercial Lot, free and
clear of liens, claims, interests and encumbrances with replacement
liens thereafter attaching to the proceeds of the sale of the
Excluded Commercial Lot for distribution in accordance with the
Plan. The Excluded Commercial Lot measures 2.23 acres and will be
subject to a market sale, which will occur on or before the payment
deadline contained in Class 5 of the Plan. The Lot Net Proceeds
shall be used to satisfy and pay in full the outstanding amount of
the Allowed Class 5 Secured Claim and Allowed Class 9 Secured
Claim, if applicable, at the closing of the sale of the Excluded
Commercial Lot ("Lot Closing") or earlier if Debtor is able to
raise sufficient funds to do so.
Creditor Payments will be paid in satisfaction of Debtor's
obligations to holders of Claims. The Class 5 Secured Claim will be
paid in full as set forth in Class 5 of the Plan. The Class 9
Secured Claim will be paid in full, as applicable, as set forth in
Class 9 of the Plan. Debtor has listed the Excluded Commercial Lot
with CBRE and intends to the sell the same.
The Debtor shall pay the Creditor Payments (i.e. the Lot Net
Proceeds) upon Debtor's receipt of net sale or loan proceeds after
payment of customary closing costs, including without limitation
any broker frees, attorneys' fees and loan closing fees, as
applicable, and any estimated income taxes and ad valorem taxes
(the "Lot Net Proceeds"): (i) from the Lot Closing or (ii) from a
closing of a loan for the then appraise value of the Excluded
Commercial Lot as conducted by a MAI designated appraiser; provided
that in the event of a dispute as to the amount of any Allowed
Claim senior or equal in priority to other claims, the Creditor
Payments will be held in the IOLTA of Jones & Walden until the
entry of a final order resolving any claim objection or adversary
proceeding regarding said dispute (the "Final Resolution") and no
distributions will be made which require a determination of the
Allowance of the disputed claim until the occurrence of the Final
Resolution.
A full-text copy of the Disclosure Statement dated July 17, 2024 is
available at https://urlcurt.com/u?l=xDVXsU from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Leslie M. Pineyro, Esq.
Jones & Walden, LLC
699 Piedmont Ave. NE
Atlanta, GA 30308
Phone: (404) 564-9300
Email: lpineyro@joneswalden.com
About Winchester Real Estate Investment Co.
Winchester Real Estate Investment Company, LLC, and HDRMP, LLC, are
single asset real estate (as defined in 11 U.S.C. Section
101(51B)). The companies are based in Villa Rica, Ga.
Winchester and HDRMP filed voluntary Chapter 11 petitions (Bankr.
N.D. Ga. Case Nos. 23-10773 and 23-10775) on June 30, 2023, with $1
million to $10 million in both assets and liabilities. James W.
Davis, III, manager, signed the petitions.
Judge Paul Baisier oversees the cases.
The Debtors tapped Leslie Pineyro, Esq., at Jones & Walden, LLC as
bankruptcy counsel and Victor J. Harrison, Esq., at Harrison Law,
LLC as special counsel.
WINDSCAPE APARTMENTS: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Windscape Apartments, LLC
6359 Auburn Blvd., Suite B
Citrus Heights CA 95621
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: August 6, 2024
Court: United States Bankruptcy Court
Northern District of California
Case No.: 24-10417
Debtor's Counsel: Thomas B. Rupp, Esq.
KELLER BENVENUTTI KIM LLP
425 Market Street, 26th Floor
San Francisco, VA 94105
Tel: (415) 496-6723
Email: trupp@kbkllp.com
Estimated Assets: $50 million to $100 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Timothy LeFever as chief executive
officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/6XMIGKA/Windscape_Apartments_LLC__canbke-24-10417__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Beer and Wine - Singh, LLC Security Deposit $32,428
30312 Hummingbird Hill Rd
Gold Beach, OR 97444
Tel: (916) 918-6290
Email: mangal.singh21311@gmail.com
2. TMobile West Corporation Prepaid Rent $11,753
Attn: Crown Castle
2000 Corporate Drive, Unit 828131
Canonburg, PA 15317
Tel: (866) 482-8890
Email: lohd@crowncastle.com
3. Cal.net Tenant Deposit $6,394
4101 Wild Chaparral
Shingle Springs, CA 95682
Tel: (530) 672-1078x102
Email: AP@corp.cal.net
4. Sky Sushi (Sushi Mon) Tenant Deposit $6,120
7546 Foothills Blvd.
Suite 20
Roseville, CA 95747
Tel: (720) 939-3189
Email: liguangsheng88@yahoo.com
5. Real Care Insurance Tenant Deposit $5,401
430 N. Napa Street
Sonoma, CA 95476-6500
6. Porter's House of Draft Tenant Deposit $5,000
6851 Oak Bay Rd.
Port Ludlow, CA 98365
Email: chriseva@pacbell.net
7. SERVPRO Vacaville Tenant Deposit $4,932
69 Commerce Place
Vacaville, CA 95687
Tel: (707) 454-6804
Email: selvis@servprovacaville.com
8. Urgent Care & Teleheath Inc. Tenant Deposit $4,590
1387 E 2nd Street
Benecia, CA 94510
9. Woodcreek Dentistry Tenant Deposit $4,200
7456 Foothills Blvd.
Suite 14
Roseville, CA 95747
10. Sacred Arrow Studio Tenant Deposit $4,180
Pillado, Ramierr, Hart
7456 Sandalwood Dr. Apt. 1
Citrus Heights, CA 95621
Tel: (916) 432-0796
Email: sacredarrowink@gmail.com
11. Armando Hernandez Tenant Deposit $3,811
Engineering Lease
972 Mimosa Dr.
Vacaville, CA 95687
Tel: (707) 685-7444
Email: armando@hernandezgeneralengineering.com
12. J3C Group, LLC Tenant Deposit $3,700
and Steven Brown
4950 Allison Parkway
Ste BK
Vacaville, CA 95688
Tel: (707) 689-5089
Email: melissa@j3cgroup.com
13. DesigneRx Pharmaceuticals Inc. Tenant Deposit $3,700
4941 Allison Pkwy
Suite B
Vacaville, CA 95688
Tel: (707) 451-0441x111
Email: ap@polarispharma.com
14. Tiger Tile and Stone, Inc. Tenant Deposit $3,171
and Moises Gomez
831 Finch Way
Fairfield, CA 94533
15. Anthony's Tailoring Tenant Deposit $3,039
501 Gibson Dr #1824
Roseville, CA 95678
Tel: (916) 880-6413
Email: rpleshivyy@gmail.com
16. Israel Rojas; Virginia Luna; Tenant Deposit $3,000
Maria Andrea Rojas-Luna
900 E. Napa Street
Sonoma, CA 95476
17. EJ Leon Enterprises, Inc. Tenant Deposit $3,000
d/b/a Duggan's Mission Chapel
525 W. Napa Street
Sonoma, CA 95476
18. JL Tile (John Long) Tenant Deposit $3,000
4970 Allison Pkwy.
Suite F
Vacaville, CA 95688
Tel: (702) 249-7537
Email: keri@jlcustomtile.com
19. Bradley and Nina Jackson Tenant Deposit $2,856
700 O St
Rio Linda, VA 95673
Tel: (916) 880-0897
Email: senpaisanimecafe@gmail.com
20. Cassady Davis; Jake Friske Tenant Deposit $2,600
430 W. Napa Street
Sonoma, CA 95476-6500
Tel: (707) 337-2957
Email: cassadydavis@yahoo.com;
jfriske3@gmail.com
WW INTERNATIONAL: Plans Global Restructuring, Expects 15MM in Costs
-------------------------------------------------------------------
WW International Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on July 27, 2024, in
connection with the strategic streamlining of its operational
structure to optimize its clinical and behavioral product portfolio
and its cost-savings initiative, the Company committed to a plan of
reduction in force that will result in the elimination of certain
positions and the termination of employment for certain employees
worldwide. The Company anticipates recording restructuring charges
that it currently estimates will range between $12.0 million to
$15.0 million in the aggregate with respect to employee termination
benefit costs, which are expected to consist primarily of general
and administrative expenses. These charges are expected to be
recorded in the second half of fiscal 2024. Substantially all of
the costs arising from the Restructuring Plan are expected to
result in cash expenditures related to separation payments and
other employee termination expenses. The Company expects the
Restructuring Plan to be fully executed by the end of fiscal 2025.
In connection with the Restructuring Plan, the Compensation and
Benefits Committee of the Board of Directors of the Company
approved the elimination of the position of Chief Technology
Officer effective August 9, 2024 and the related departure from the
Company of Pierre-Olivier Latour, the Company's current Chief
Technology Officer. Mr. Latour will cease providing services to the
Company on August 9, 2024 and his employment will be terminated
effective October 31, 2024. In connection with his departure from
the Company, on July 31, 2024, Mr. Latour entered into an agreement
with a subsidiary of the Company regarding the termination of his
employment. The material terms of the Agreement are as follows: (i)
during the Leave Period, the continued payment of his base salary
as of the Leave Date, such amount not to exceed $137,9791 in the
aggregate, and the continued provision of his contractual benefits
and (ii) the payment of an aggregate cash amount of up to $427,2892
to be paid in substantially equal installments via salary
continuation over a 9-month period following his Departure Date.
All of Mr. Latour's unvested equity awards as of the Departure Date
will be forfeited. Mr. Latour is subject to covenants with respect
to non-competition and non-solicitation of employees of the Company
for one year following the Departure Date as well as with respect
to confidentiality for perpetuity. In the Agreement, Mr. Latour
released all claims against the Company and all of its affiliates,
related entities, predecessors and successors.
About WW International
Headquartered in New York, WW International Inc. is a technology
company at the forefront of weight health, grounded in nutritional
and behavior change science. The Company is powered by its weight
loss and weight management programs, its award-winning app and its
commitment to tailoring solutions for its members to improve their
weight health, including providing medical weight management
treatment via access to clinician-prescribed weight management
medications and related support through the WeightWatchers Clinic
affiliated practices.
WW International reported a net loss of $112.25 million in 2023
following a net loss of $256.87 million in 2022. As of March 30,
2024, WW International had $654.25 million in total assets, $1.76
billion in total liabilities, and a total deficit of $1.11
million.
* * *
As reported by the TCR on March 13, 2024, S&P Global Ratings
downgraded New York-based WW International Inc.'s ICR to 'CCC+'
from 'B-'. S&P said the negative outlook reflects the possibility
that S&P could lower its rating on WW if it is unable to improve
its performance and it envisions a default occurring in the
subsequent 12 months.
WW INTERNATIONAL: Posts $23.3 Million Net Income in Fiscal Q2
-------------------------------------------------------------
Spirit Airlines Inc. has filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q, disclosing a net
income of $23.3 million on $202.1 million of net revenues for the
three months ended June 29, 2024, compared to a net income of $50.8
million on $226.8 of net revenues for the three months ended July
1, 2023.
For the six months ended June 29, 2024, the Company reported a net
loss of $324.6 million on $408.6 million of net revenues, compared
to a net loss of $67.9 million on $468.7 million of net revenues
for the six months ended July 1, 2023.
"WeightWatchers has the right strategy to return the business to
growth. With a rapidly changing landscape, we are taking decisive
actions to navigate through this environment and completely
reimagining how we operate," said Sima Sistani, the Company's CEO.
"We are executing a significant streamlining of our operational
structure, to focus and execute against our strategic pillars to
expand care, expand access, and expand payment options for our
members. These initiatives enable us to serve a broader population
as the leading digital health provider of weight health, catalyzing
our return to growth and positioning the Company for long-term
success."
"We are refining our operational framework against our product
roadmap, concentrating on high impact initiatives to enhance
efficiency, accountability and speed. These actions are part of a
comprehensive cost reduction plan, targeting $100 million in
annualized savings including $20 million of savings currently
reflected in our 2024 guidance," said Heather Stark, the Company's
CFO. "We are committed to maximizing profitability and making
strategic decisions that will best position the Company for
long-term success."
As of June 29, 2024, the Company had $614.3 million in total
assets, $1.7 billion in total liabilities, and $1.1 billion in
total deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/2aed2fjs
About WW International
Headquartered in New York, WW International Inc. is a technology
company at the forefront of weight health, grounded in nutritional
and behavior change science. The Company is powered by its weight
loss and weight management programs, its award-winning app and its
commitment to tailoring solutions for its members to improve their
weight health, including providing medical weight management
treatment via access to clinician-prescribed weight management
medications and related support through the WeightWatchers Clinic
affiliated practices.
WW International reported a net loss of $112.25 million in 2023
following a net loss of $256.87 million in 2022. As of March 30,
2024, WW International had $654.25 million in total assets, $1.76
billion in total liabilities, and a total deficit of $1.11
million.
* * *
As reported by the TCR on March 13, 2024, S&P Global Ratings
downgraded New York-based WW International Inc.'s ICR to 'CCC+'
from 'B-'. S&P said the negative outlook reflects the possibility
that S&P could lower its rating on WW if it is unable to improve
its performance and it envisions a default occurring in the
subsequent 12 months.
WYTEC INTL: Amends Exchange Agreement With CEO William Gray
-----------------------------------------------------------
Wytec International, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that on or about July
30, 2024, the Company amended that certain exchange agreement with
William H. Gray, the chief executive officer and president of
Wytec, dated October 6, 2022, as amended on November 15, 2022, in
order to adjust the closing date set forth in Section 1(i) of the
Exchange Agreement from the effective date of the initial public
offering of Wytec's common stock on the NASDAQ Capital Markets to
the effective date of the initial public offering of Wytec's common
stock on a public trading market.
A copy of the Amendment is available at:
https://tinyurl.com/yvbm7jd4
About Wytec International
San Antonio, Texas-based Wytec International, Inc., a Nevada
corporation, is a designer and developer of patented small cell
technology, which is called the "LPN-16," and wide area networks
designed to support 5G network deployments across the United
States.
For the year ended December 31, 2023, the Company reported a net
loss of $3,311,013, compared to a net loss of $2,081,655 for the
same period in 2022. As of December 31, 2023, the Company had
$1,221,268 in total assets, $2,097,393 in total liabilities, and
$876,125 in total stockholders' deficit.
Ridgeland, Miss.-based Horne LLP, the Company's auditor since 2023,
issued a "going concern" qualification in its report dated March 8,
2024, citing that the Company has suffered recurring losses from
operations and its total liabilities exceed its total assets. This
raises substantial doubt about the Company's ability to continue as
a going concern.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Anthony Leo Montez, Estate
Bankr. D. Ariz. Case No. 24-05605
Chapter 11 Petition filed July 11, 2024
See
https://www.pacermonitor.com/view/A4XNPAQ/ANTHONY_LEO_MONTEZ_ESTATE__azbke-24-05605__0012.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re WCCM Group, LLC
Bankr. D. Ariz. Case No. 24-05598
Chapter 11 Petition filed July 11, 2024
See
https://www.pacermonitor.com/view/OIE4FNQ/WCCM_GROUP_LLC__azbke-24-05598__0005.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re 425 Jerome St GR LLC
Bankr. E.D.N.Y. Case No. 24-42860
Chapter 11 Petition filed July 11, 2024
represented by: Joshua Bronstein, Esq.
In re Oreo City LLC
Bankr. E.D.N.Y. Case No. 24-43018
Chapter 11 Petition filed July 22, 2024
represented by: Joshua Bronstein, Esq.
E-mail: jbrons@yahoo.com
In re West Alley BBQ Chandler, LLC
Bankr. D. Ariz. Case No. 24-05958
Chapter 11 Petition filed July 23, 2024
Filed Pro Se
In re Eureka Realty Corp
Bankr. E.D.N.Y. Case No. 24-43139
Chapter 11 Petition filed July 29, 2024
See
https://www.pacermonitor.com/view/5FTDDDY/Eureka_Realty_Corp__nyebke-24-43139__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Global Payment Systems, Inc.
Bankr. D. Ariz. Case No. 24-06233
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/PT4JYPQ/GLOBAL_PAYMENT_SYSTEMS_INC__azbke-24-06233__0001.0.pdf?mcid=tGE4TAMA
represented by: Patrick Keery, Esq.
KEERY MCCUE, PLLC
E-mail: pfk@keerymccue.com
In re Valdor LLC
Bankr. E.D. Cal. Case No. 24-12162
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/UBPFPXY/VALDOR_LLC__caebke-24-12162__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Ronald Rebmann
Bankr. N.D. Ill. Case No. 24-11043
Chapter 11 Petition filed July 30, 2024
represented by: Justin Storer, Esq.
In re Exalted Stiletto Nails
Bankr. D. Md. Case No. 24-16364
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/35OR6QQ/Exalted_Stiletto_Nails__mdbke-24-16364__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re GGCM Inc.
Bankr. D. Minn. Case No. 24-41975
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/LGYZZAQ/GGCM_INC__mnbke-24-41975__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Quick Serve, LLC
Bankr. D.N.H. Case No. 24-10518
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/7L3U7AQ/Quick_Serve_LLC__nhbke-24-10518__0001.0.pdf?mcid=tGE4TAMA
represented by: William S. Gannon, Esq.
WILLIAM S. GANNON PLLC
E-mail: bgannon@gannonlawfirm.com
In re Steven L. Hagerman
Bankr. E.D.N.Y. Case No. 24-43155
Chapter 11 Petition filed July 30, 2024
represented by: Rachel Blumenfeld, Esq.
LAW OFFICE OF RACHEL S. BLUMENFELD PLLC
In re United Assets Corporation Manhattan 001
Bankr. E.D.N.Y. Case No. 24-43158
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/L7NI44Q/United_Assets_Corporation_Manhattan__nyebke-24-43158__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Akronym Brewing, LLC
Bankr. N.D. Ohio Case No. 24-51134
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/E4H7LSA/Akronym_Brewing_LLC__ohnbke-24-51134__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael A Steel, Esq.
MICHAEL STEEL
E-mail: msteel@steelcolaw.com
In re Akronym Public House and Pilot Brewing, LLC
Bankr. N.D. Ohio Case No. 24-51135
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/25ZEZPQ/Akronym_Public_House_and_Pilot__ohnbke-24-51135__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael A Steel, Esq.
MICHAEL STEEL
E-mail: msteel@steelcolaw.com
In re Faith Community Development Center LLC
Bankr. E.D. Tex. Case No. 24-10321
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/YYXHZTQ/Faith_Community_Development_Center__txebke-24-10321__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Recom LLC
Bankr. D. Utah Case No. 24-23750
Chapter 11 Petition filed July 30, 2024
See
https://www.pacermonitor.com/view/ZHFXZAA/Recom_LLC__utbke-24-23750__0001.0.pdf?mcid=tGE4TAMA
represented by: George B. Hofmann, Esq.
COHNE KINGHORN, P.C.
E-mail: ghofmann@ck.law
In re R and E Health Care, LLC
Bankr. N.D. Ga. Case No. 24-57861
Chapter 11 Petition filed July 31, 2024
See
https://www.pacermonitor.com/view/RK56RZI/R_and_E_Health_Care_LLC__ganbke-24-57861__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Stephen Claude LaPointe
Bankr. D. Md. Case No. 24-16398
Chapter 11 Petition filed July 31, 2024
represented by: Stephen Metz, Esq.
In re Austin Smith
Bankr. M.D. Tenn. Case No. 24-02898
Chapter 11 Petition filed July 31, 2024
represented by: Justin Campbell, Esq.
THOMPSON BURTON PLLC
In re Texcem LLC
Bankr. N.D. Tex. Case No. 24-42699
Chapter 11 Petition filed July 31, 2024
See
https://www.pacermonitor.com/view/UPXWWOI/Texcem_LLC__txnbke-24-42699__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey T. Hall, Esq.
JEFFREY T. HALL, ATTORNEY AT LAW
E-mail: jthallesq@gmail.com
In re Incline Energy, Inc.
Bankr. W.D. Tex. Case No. 24-70109
Chapter 11 Petition filed July 31, 2024
See
https://www.pacermonitor.com/view/LRJPS7Y/Incline_Energy_Inc__txwbke-24-70109__0001.0.pdf?mcid=tGE4TAMA
represented by: David R. Langston, Esq.
MULLIN HOARD & BROWN, L.L.P.
E-mail: drl@mhba.com
In re David W. McHugh
Bankr. D. Colo. Case No. 24-14454
Chapter 11 Petition filed August 1, 2024
represented by: Jonathan Dickey, Esq.
KUTNER BRINEN DICKEY RILEY, P.C.
In re Zuoquan Lin
Bankr. D. Colo. Case No. 24-14452
Chapter 11 Petition filed August 1, 2024
represented by: Charles Stafford McIntyre, Esq.
In re Cafaro Creations, LLC
Bankr. M.D. Fla. Case No. 24-02284
Chapter 11 Petition filed August 1, 2024
See
https://www.pacermonitor.com/view/CVJTQMQ/Cafaro_Creations_LLC__flmbke-24-02284__0001.0.pdf?mcid=tGE4TAMA
represented by: Bryan K. Mickler, Esq.
LAW OFFICES OF MICKLER & MICKLER, LLP
E-mail: bkmickler@planlaw.com
In re 2193 Park Terrace LLC
Bankr. N.D. Ga. Case No. 24-57925
Chapter 11 Petition filed August 1, 2024
See
https://www.pacermonitor.com/view/A7PUGYI/2193_Park_Terrace_LLC__ganbke-24-57925__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Carlos Enrique Shephard Romero and Alexandra Vargas De Jesus
Bankr. D.P.R. Case No. 24-03240
Chapter 11 Petition filed August 1, 2024
represented by: Jesus Enrique Batista Sanchez, Esq.
In re Ronald B. Jennings, Jr. and Nadyne D. Jennings
Bankr. D.S.C. Case No. 24-02781
Chapter 11 Petition filed August 1, 2024
represented by: William Penn, Esq.
PENN LAW FIRM, LLC
In re James Michael Strickland and Kathryn Elisse Strickland
Bankr. M.D. Tenn. Case No. 24-02901
Chapter 11 Petition filed August 1, 2024
represented by: Keith Edmiston, Esq.
CLARK & WASHINGTON
In re Valiant Fitness LLC
Bankr. N.D. Tex. Case No. 24-42700
Chapter 11 Petition filed August 1, 2024
See
https://www.pacermonitor.com/view/BYJSEDI/Valiant_Fitness_LLC__txnbke-24-42700__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert C Lane, Esq.
THE LANE LAW FIRM
E-mail: notifications@lanelaw.com
In re Yesenia Garcia DMD PLLC
Bankr. S.D. Tex. Case No. 24-33537
Chapter 11 Petition filed August 1, 2024
See
https://www.pacermonitor.com/view/QFFJS6I/Yesenia_Garcia_DMD_PLLC__txsbke-24-33537__0001.0.pdf?mcid=tGE4TAMA
represented by: Larry A. Vick, Esq.
LARRY A. VICK
E-mail: lv@larryvick.com
In re Randall S. Slifer and Lindsey R. Slifer
Bankr. W.D. Ark. Case No. 24-71258
Chapter 11 Petition filed August 2, 2024
represented by: Donald A. Brady Jr., Esq.
In re William Anderson Deem
Bankr. N.D. Cal. Case No. 24-10412
Chapter 11 Petition filed August 2, 2024
represented by: Michael Fallon, Esq.
In re The Gilded Grape Winery, Inc.
Bankr. M.D. Fla. Case No. 24-01149
Chapter 11 Petition filed August 2, 2024
See
https://www.pacermonitor.com/view/3HJ6CKI/The_Gilded_Grape_Winery_Inc__flmbke-24-01149__0001.0.pdf?mcid=tGE4TAMA
represented by: David Lampley, Esq.
F&L LAW GROUP, P.A.
E-mail: DLampley@FLLawGroup.com
In re Joseph Starling and Julia Starling
Bankr. M.D. Fla. Case No. 24-04041
Chapter 11 Petition filed August 2, 2024
represented by: Robert Zipperer, Esq.
In re The Gilded Grape Winery, Inc.
Bankr. M.D. Fla. Case No. 24-01149
Chapter 11 Petition filed August 2, 2024
See
https://www.pacermonitor.com/view/3HJ6CKI/The_Gilded_Grape_Winery_Inc__flmbke-24-01149__0001.0.pdf?mcid=tGE4TAMA
represented by: David Lampley, Esq.
F&L LAW GROUP, P.A.
E-mail: DLampley@FLLawGroup.com
In re Allan Bruno Souza Melo
Bankr. N.D. Ga. Case No. 24-58012
Chapter 11 Petition filed August 2, 2024
represented by: Mark Gensburg, Esq.
In re Aliscia Marie Mazza
Bankr. D. Nev. Case No. 24-13979
Chapter 11 Petition filed August 2, 2024
represented by: Zachariah Larson, Esq.
In re James E. Landy, III
Bankr. D.N.J. Case No. 24-17724
Chapter 11 Petition filed August 2, 2024
represented by: Douglas Tabachnik, Esq.
LAW OFFICES OF DOUGLAS T. TABACHNIK, P.C.
In re Ronald Scott Knaub
Bankr. M.D. Pa. Case No. 24-01933
Chapter 11 Petition filed August 2, 2024
represented by: Craig Diehl, Esq.
In re Red Cloak Wood Designs, Inc.
Bankr. W.D. Pa. Case No. 24-21905
Chapter 11 Petition filed August 2, 2024
See
https://www.pacermonitor.com/view/CKX5MPQ/Red_Cloak_Wood_Designs_Inc__pawbke-24-21905__0001.0.pdf?mcid=tGE4TAMA
represented by: Donald R. Calaiaro, Esq.
CALAIARO VALENCIK
E-mail: dcalaiaro@c-vlaw.com
In re Perfect Property, LLC
Bankr. D.S.C. Case No. 24-02804
Chapter 11 Petition filed August 2, 2024
See
https://www.pacermonitor.com/view/6CHWZZQ/Perfect_Property_LLC__scbke-24-02804__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re HDLV Consolidation, LLC
Bankr. S.D. Tex. Case No. 24-33540
Chapter 11 Petition filed August 2, 2024
See
https://www.pacermonitor.com/view/BOJN6BQ/HDLV_Consolidation_LLC__txsbke-24-33540__0001.0.pdf?mcid=tGE4TAMA
represented by: Aaron J. Power, Esq.
PORTER HEDGES LLP
E-mail: apower@porterhedges.com
In re Highland Salon, LP
Bankr. S.D. Tex. Case No. 24-33557
Chapter 11 Petition filed August 2, 2024
See
https://www.pacermonitor.com/view/NZ7GIKA/Highland_Salon_LP__txsbke-24-33557__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Edward J. Geideman, Jr.
Bankr. S.D.N.Y. Case No. 24-22688
Chapter 11 Petition filed August 3, 2024
represented by: H. Bronson, Esq.
In re Ballistic Fabrication, LLC
Bankr. D. Ariz. Case No. 24-06403
Chapter 11 Petition filed August 4, 2024
See
https://www.pacermonitor.com/view/ISJEYMQ/BALLISTIC_FABRICATION_LLC__azbke-24-06403__0001.0.pdf?mcid=tGE4TAMA
represented by: Charles R. Hyde, Esq.
THE LAW OFFICES OF C.R. HYDE, PLC
E-mail: crhyde@oldpueblobankruptcy.com
In re LeCat Trinh, LLC
Bankr. C.D. Cal. Case No. 24-11956
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/QNNLMZA/LeCat_Trinh_LLC__cacbke-24-11956__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Global Values GA, LLC
Bankr. M.D. Ga. Case No. 24-30387
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/QZN75DY/Global_Values_GA_LLC__gambke-24-30387__0001.0.pdf?mcid=tGE4TAMA
represented by: David L. Bury, Jr., Esq.
STONE & BAXTER, LLP
E-mail: dbury@stoneandbaxter.com
In re Ronald Lynn Pearcey
Bankr. N.D. Ga. Case No. 24-58114
Chapter 11 Petition filed August 5, 2024
represented by: Leon Jones, Esq.
In re Sargent & Son, LLC
Bankr. N.D. Ga. Case No. 24-58115
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/AF6OYMQ/Sargent__Son_LLC__ganbke-24-58115__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re 411 E. Fairview LLC
Bankr. D.N.J. Case No. 24-17757
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/5FXMDAI/411_E_Fairview_LLC__njbke-24-17757__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Barrister and Mann LLC
Bankr. N.D.N.Y. Case No. 24-60635
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/PIUBN5I/Barrister_and_Mann_LLC__nynbke-24-60635__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael Boyle, Esq.
BOYLE LEGAL LLC
E-mail: mike@boylebankruptcy.com
In re Blairmarks LLC
Bankr. S.D.N.Y. Case No. 24-22693
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/FUAAMLI/Blairmarks_LLC__nysbke-24-22693__0001.0.pdf?mcid=tGE4TAMA
represented by: Todd S. Cushner, Esq.
CUSHNER & ASSOCIATES, P.C.
E-mail: todd@cushnerlegal.com
In re George Clifford Blackmon LLC
Bankr. E.D. Pa. Case No. 24-12729
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/NEC4ATA/George_Clifford_Blackmon_LLC__paebke-24-12729__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Eileen Miner Travel, Inc.
Bankr. M.D. Pa. Case No. 24-01943
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/FEYICNA/EILEEN_MINER_TRAVEL_INC__pambke-24-01943__0001.0.pdf?mcid=tGE4TAMA
represented by: John Martin, Esq.
JOHN J. MARTIN
E-mail: jmartin@martin-law.net
In re Dajmo Trucking LLC
Bankr. W.D. Pa. Case No. 24-21923
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/JJUWHVQ/Dajmo_Trucking_LLC__pawbke-24-21923__0001.0.pdf?mcid=tGE4TAMA
represented by: Christopher M. Frye, Esq.
STEIDL & STEINBERG, P.C.
E-mail: chris.frye@steidl-steinberg.com
In re Roser Properties, LLC
Bankr. W.D. Tex. Case No. 24-60444
Chapter 11 Petition filed August 5, 2024
See
https://www.pacermonitor.com/view/YZQ3H4Q/Roser_Properties_LLC__txwbke-24-60444__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert A. Simon, Esq.
WHITAKER CHALK SWINDLE AND SCHWARTZ
E-mail: rsimon@whitakerchalk.com
In re Pamela J Streeter
Bankr. W.D. Tex. Case No. 24-60445
Chapter 11 Petition filed August 5, 2024
represented by: Robert Simon, Esq.
*********
Monday's edition of the TCR delivers a list of indicative prices
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