/raid1/www/Hosts/bankrupt/TCR_Public/240924.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, September 24, 2024, Vol. 28, No. 267
Headlines
105 BAT: Hires Bronson Law Offices as General Bankruptcy Counsel
2004 LAGOON: Christopher Hayes Named Subchapter V Trustee
257 WASHINGTON: Property Sale Proceeds to Fund Plan
AERKOMM INC: Incurs $6.91 Million Net Loss in Second Quarter
AETHON UNITED: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
AIR INDUSTRIES: All Three Proposals Passed at Annual Meeting
AIR STARTER COMPONENTS: Seeks Chapter 11 Bankruptcy in Texas
ALLEN MEDIA GROUP: Plans Deep Cost Cutting as Debt Maturities Looms
AMERICAN AUTO: S&P Alters Outlook to Stable, Affirms 'B-' ICR
AMNEAL PHARMACEUTICALS: S&P Upgrades ICR to 'B+', Outlook Stable
ANASTASIA PARENT: Moody's Cuts CFR & 1st Lien Secured Debt to Caa3
APL CARGO: Seeks to Extend Plan Exclusivity to November 29
APPLIED DNA: Regains Compliance with Nasdaq Minimum Bid Price Rule
ARCADIAN RESOURCES: Hires Tittle Law Group PLLC as Counsel
BAUSCH HEALTH: Hires Jefferies to Explore Debt Refinancing
BCPE PEQUOD: Moody's Cuts Rating on New First Lien Loans to 'B3'
BIG LOTS: Sets to Close San Antonio,Texas Location Amid Bankruptcy
BLACKMARKET BAKERY: David Wood Named Subchapter V Trustee
BRANDYWINE REALTY: S&P Alters Outlook to Stable, Affirms 'BB' ICR
BRICKTON LP: Hires Finestone Hayes LLP as Counsel
BUCA TEXAS: Comm. Taps Oxford Restructuring as Financial Advisor
BUCA TEXAS: Committee Taps Kelley Drye & Warren LLP as Counsel
BURGERFI INT'L: Intends to Close 20 Stores, Delists From Nasdaq
BYJU'S ALPHA: Judge Says Trustee Should Control U.S. Units
CAMBRIDGE RIVERVIEW: Hires Bresset & Santora as Bankruptcy Counsel
CAMBRIDGE RIVERVIEW: Hires PLC Cambridge Management as Manager
CAMPING WORLD: Moody's Alters Outlook on 'B2' CFR to Negative
CARESTREAM DENTAL: S&P Lowers ICR to 'SD' on Distressed Exchange
CCM MERGER: Moody's Affirms 'B1' CFR & Alters Outlook to Stable
CD&R SMOKEY: Moody's Rates New $775MM First Lien Notes 'B3'
CHICAGO BOE: Fitch Affirms 'BB+' IDR, Outlook Stable
CIBUS INC: Expects $11.2 Net Proceeds From Underwritten Offering
COFFEE HOLDING: Posts $626,796 Net Income in Fiscal Q3
COMMERCIAL FLOORING: Hires Jones & Walden LLC as Attorney
COMMERCIAL FLOORING: Hits Chapter 11 Bankruptcy Protection
CONTINENTAL ELECTRIC: Unsecureds Will Get 13.6% over 3 Years
CONVERGINT TECH: Moody's Rates New First Lien Bank Debt 'B2'
CORNERSTONE ONDEMAND: Moody's Affirms 'B3' CFR, Outlook Stable
COWTOWN BUS CHARTERS: Hits Chapter 11 Bankruptcy Protection
CVR ENERGY: Moody's Cuts CFR to B1 & Senior Unsecured Notes to B2
DAVE & BUSTER: Moody's Rates New Secured First Lien Term Loan 'B1'
DEAF STAR: Gary Murphey of Resurgence Named Subchapter V Trustee
DETCO INC: Hires Snow Tax & Business Services as Accountant
DISH NETWORK: Says Negotiations With Bondholders Unsuccessful
DOMINATOR INC: Seeks to Hire David C. Johnston as Attorney
DONELSON CORPORATE: Hires CBRE Inc. as Real Estate Professional
DOVGAL ENTERPRISES: Hires Goldstine Skrodzki as Special Counsel
DOYLE'S TAVERN ON 145: Files for Chapter 11 Bankruptcy
DRAGON BUYER: Fitch Assigns 'B+' LongTerm IDR, Outlook Stable
DUN & BRADSTREET: Fitch Affirms BB- LongTerm IDR, Outlook Positive
EFS COGEN: Moody's Gives 'Ba3/B1' Ratings to New Sec. Loans
EGZIT CORPORATION: Case Summary & 13 Unsecured Creditors
EMX ROYALTY: Appoints Stefan Wenger as CFO
ENVISION ORTHOPEDIC: Hires Southern Health as Special Counsel
ESTUARY OYSTERS: Unsecureds to Get $1,200 over 3 Years
FARADAY FUTURE: Interim CFO Quits; Koti Meka Appointed as CFO
FLEX INTERMODAL: Seeks Chapter 7 Bankruptcy After Shut Down
FOCUS UNIVERSAL: Raises $1.29 Million Through Private Placement
FOFCEE SPC: Gets Interim OK to Use Cash Collateral
FOUNDEVER GROUP: S&P Downgrades ICR to 'B+', Outlook Negative
FOX PROPERTY: Sec. 341(a) Meeting of Creditors on Sept. 30
FULCRUM BIOENERGY: Initiates Assets Sale; Auction Set for November
GARNET HEALTH: S&P Lowers Bond Rating To 'BB-' on Thin Reserves
GC PROPERTIES: Starts Subchapter V Bankruptcy Process
GEORGIA EARTH & PIPE: Files for Bankruptcy Protection
GEX MANAGEMENT: Hires Astra to Replace Fruci as Auditors
GLASS MANAGEMENT: Case Summary & 20 Largest Unsecured Creditors
GLENSIDE PIZZA: Holly Smith Miller Named Subchapter V Trustee
GRESHAM WORLDWIDE: Gets OK to Hire Nason Yeager as Special Counsel
HARDINGE INC: Finalizes Sale of Machine Businesses to Centre Lane
HARRAH LAND: Unsecureds to be Paid in Full in Plan
HARRIS FAMILY: Seeks to Hire Michael D. Hart PC as Counsel
HAWKERS LLC: Case Summary & 20 Largest Unsecured Creditors
HAWKEYE ENTERTAINMENT: Plan Exclusivity Period Extended to Oct. 12
HMG LLC: Gary Murphey of Resurgence Named Subchapter V Trustee
HOLZHAUER MOTORS: Inks Stipulation for Use of Cash Collateral
HOYA MIDCO: Moody's Affirms 'Ba3' CFR, Outlook Remains Stable
IMPERIAL PACIFIC: Seeks to Hire Keen-Summit as Real Estate Broker
INVO BIOSCIENCE: Inks 4th Amended Plan of Merger Deal With NAYA
J&K REAL ESTATE: Seeks Chapter 11 Bankruptcy in New York
JE LUCAS PROPERTIES: Seeks Chapter 11 Bankruptcy Protection
JJJ CONTRACTING: Commences Subchapter V Bankruptcy Process
JOE'S AUTO: Wins Short Access to Cash Collateral Until Sept. 27
JVK OPERATIONS: Seeks to Extend Plan Exclusivity to Nov. 30
KENDON INDUSTRIES: William Homony Named Subchapter V Trustee
KFH RECKER & MCKELLIPS: Starts Subchapter V Bankruptcy Process
LEE INVESTMENT: Hires Law Offices of Harry P. Long as Attorney
LEFEVER MATTSON: UST, Lenders Challenge Bid to Use Cash Collateral
LENTZE MARINA: Commences Subchapter V Bankruptcy Proceeding
LILYDALE PROGRESSIVE: Seeks Court Approval to Use Cash Collateral
LIVEONE INC: All Four Proposals Approved at Annual Meeting
MAGIPORT GROUP: Carol Fox of GlassRatner Named Subchapter V Trustee
MAIBACH ENERGY: Richard Furtek Named Subchapter V Trustee
MAIBACH ENERGY: Sec. 341(a) Meeting of Creditors on October 11
MAJESTIC CHARTERS: Hires Cooper & Scully PC as General Counsel
MARYLAND & NORTH: Hires Tydings & Rosenberg LLP as Attorney
MATADOR RESOURCES: S&P Rates New $750MM Sr. Unsecured Notes 'BB-'
MEGHAN INC: M. Douglas Flahaut Named Subchapter V Trustee
MELBEN INC: Jaris Seeks to Prohibit Use of Cash Collateral
MERCURY INVESTMENTS: Seeks Chapter 11 Bankruptcy Protection
METAL 2017-1: Fitch Affirms 'CCCsf' Rating on Class A Notes
MIRACARE NEURO: Sec. 341(a) Meeting of Creditors on October 7.
MOGA TRANSPORT: Hits Chapter 11 Bankruptcy Protection
MOUNTAINS OF SABER LLC: Sec. 341(a) Meeting of Creditors on Oct. 4
MPGF INC: Mary Sieling Named Subchapter V Trustee
MURPHY OIL: Fitch Assigns 'BB+' Rating on Senior Unsecured Notes
MURPHY OIL: Moody's Rates New Senior Unsecured Notes Due 2032 'Ba2'
NAKED JUICE: S&P Downgrades ICR to 'CCC+', Outlook Negative
NASHVILLE SANJARA: Updates Mitch Joseph Secured Claims Pay
NEVADA COPPER: Seeks to Extend Plan Exclusivity to December 9
NEW INSIGHT: Moody's Assigns 'Caa1' CFR Following Bankr. Emergence
NEXT HILL: Files for Chapter 11 Bankruptcy Protection
NEXUS BUYER: S&P Ups ICR to 'B' on Strong Operating Performance
NITRO FLUIDS: Seeks to Extend Plan Exclusivity to December 11
NORTHPOINT DEVELOPMENT: Hires Gregory K. Sterna P.C. as Attorney
PERIMETER FOODS: Case Summary & 20 Largest Unsecured Creditors
PERKINS COMPOUNDING: Tarek Kiem Named Subchapter V Trustee
PHEONIX ENTERPRISES: Kathleen DiSanto Named Subchapter V Trustee
PHOENIX MITCHELL: Seeks to Hire Payne Law Firm as Attorney
PLAZA MARIACHI: Hires Sherrard Roe Voigt as Special Counsel
POSEIDON INVESTMENT: S&P Upgrades ICR to 'CCC', Outlook Negative
PRESPERSE CORP: Has Plan to Resolve Talc Lawsuits
PUERTO RICO: Court OKs $188.4-MM Settlement With Cobra Acquisition
PULSE PHYSICIAN: Hires Jones Murray LLP as Bankruptcy Counsel
REDHILL BIOPHARMA: All Five Proposals Approved at Annual Meeting
RFC HOMES: Lucy Sikes Named Subchapter V Trustee
RM BAKERY: Updates Restructuring Plan Disclosures
SILVERGATE CAPITAL: Court Okays 1st Day Chapter 11 Motions
SOUTHERN LANDSCAPE: Seeks to Hire Strategic Tax as Bookkeeper
SPX FLOW: Moody's Raises CFR to B2 & Secured First Lien Debt to B1
SSM INDUSTRIES: Seeks Court Permission to Use Cash Collateral
STUBHUB HOLDCO: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
SURVWEST LLC: Hits Chapter 11 Bankruptcy Protection in Colorado
TERRA TECHNOLOGIES: Seeks Court Permission to Use Cash Collateral
TEVA PHARMACEUTICALS: Fitch Hikes IDR to 'BB', Outlook Positive
TOKYO SMOKE: Begins Sale Process With CAD$77-Mil. Offer
TUPPERWARE BRANDS: Sept. 25 Hearing on Bid to Use Cash Collateral
ULTIMATE JETCHARTERS: Updates Unsecureds & Secured Claims Pay
ULTRA HOLDINGS: Seeks Chapter 11 Bankruptcy Protection
UROGEN PHARMA: Dr. Fred E. Cohen Steps Down From Board
VECTOR WP: Moody's Lowers CFR to 'B3', Outlook Stable
VF CORP: Moody's Assigns Ba1 CFR & Alters Outlook to Stable
VIEWBIX INC: Submits Nasdaq Application for Uplisting
WELLPATH HOLDINGS: S&P Lowers ICR to 'CCC' as Maturities Approach
WIDELL RENOVATIONS: Sec. 341(a) Meeting of Creditors on Oct. 7
WILLSCOT HOLDINGS: S&P Affirms 'BB' ICR, Off CreditWatch Negative
WNY PROPERTY: Taps Gleichenhaus Marchese & Weishaar as Counsel
WORKHORSE GROUP: ATW Opportunities, Affiliates Hold 9.9% Stake
WRENA LLC: Case Summary & 20 Largest Unsecured Creditors
YOUNG MEN'S: Decides to Close Camp Cha-La-Kee in Chapter 11
YZ ENTERPRISE: Unsecureds to Get 2.3 Cents on Dollar in Plan
[] 2024 Distressed Investing Conference Agenda Announced
[^] Large Companies with Insolvent Balance Sheet
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105 BAT: Hires Bronson Law Offices as General Bankruptcy Counsel
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105 Bat Corp seeks approval from the U.S. Bankruptcy Court for the
Southern District of New York to employ Bronson Law Offices P.C. as
general bankruptcy counsel.
The firm will render these services:
a. assist in the administration of this Chapter 11 proceeding;
b. prepare or review operating reports;
c. set a bar date;
d. review claims and resolve claims which should be
disallowed;
e. defend lift stay motions;
f. enter into a debtor in possession relationship with a
lender; and
g. provide all other services necessary to confirm a plan in
bankruptcy or defend the bankruptcy.
The firm will be paid at these rates:
H. Bruce Bronson $525 per hour
Paralegal or legal assistant $150 to $250 per hour
The firm received retainer payments in the amount of $11,238.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
H. Bruce Bronson, Esq., a partner at Bronson Law Offices, P.C.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
H. Bruce Bronson, Esq.
Bronson Law Offices, P.C.
480 Mamaroneck Ave.
Harrison, NY 10528
Tel: (914) 269-2530
Fax: (888) 908-6906
Email: hbbronson@bronsonlaw.net
About 105 Bat Corp
105 Bat Corp., filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 24-22512) on June 6, 2024, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by BRONSON LAW OFFICES PC.
2004 LAGOON: Christopher Hayes Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 17 appointed Christopher Hayes as
Subchapter V trustee for 2004 Lagoon, LLC.
Mr. Hayes will be paid an hourly fee of $455 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Hayes declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Christopher Hayes
23 Railroad Avenue, #1238
Danville, CA 94526
Phone: (925) 725-4323
Email: chayestrustee@gmail.com
About 2004 Lagoon
2004 Lagoon, LLC is engaged in activities related to real estate.
The company is based in Pleasanton, Calif.
2004 Lagoon sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Calif. Case No. 24-41357) on Sept. 3, 2024, with
$1 million to $10 million in both assets and liabilities. Vi Tran,
manager, signed the petition.
The Debtor is represented by Leeds Disston, Esq.
257 WASHINGTON: Property Sale Proceeds to Fund Plan
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257 Washington Avenue LLC filed with the U.S. Bankruptcy Court for
the Eastern District of New York a Disclosure Statement for Plan of
Liquidation dated August 19, 2024.
The Debtor is the owner of the Property which is a defendant in a
foreclosure action with a sale scheduled for May, 2024.
On July 22, 2024 the Debtor filed a motion to Application for Entry
of an Order Authorizing and Approving an Auction Sale for Property,
Free and Clear of all Monetary Liens, Claims and Encumbrances, with
such Monetary Liens, Claims and Encumbrances to Attach to the
Proceeds of Sale; and Approving the Bidding Procedures for the
Property (the "Bid Procedure Motion").
The Bid Procedures Motion provides for a "stalking horse" bid to
purchase the Property by and Orange Management Inc. and Geneva
Transatlantic Holdings LLC, or a subsidiary, assignee or affiliate
entity to be created thereby or its designee, as purchaser; both
being non-related parties. The proposed Auction Sale will be
subject to extensive marketing and subject to higher and better
bids. The Debtor intends to receive the highest and best price for
its primary and most valuable asset, so that it may maximize return
to creditors of its estate.
At the conclusion of the Auction Sale, the Debtor will declare the
highest and best bidder (the "Purchaser") and seek order of the
Court authorized the conveyance of the Property, the closing of
which shall occur within 30 days after the Auction Sale (the "Sale
Transaction"). The proceeds of the Sale Transaction (the "Sales
Proceeds") will be available to the Debtor's Estate. To the extent,
257 Wash is the Purchaser, it will carve out payment of $10,000.00
of its share of the Sale Proceeds to fund a pro rata payment to
holders of Allowed Claims in Class 6 (General Unsecured Creditors).
Class 6 consists of General Unsecured Claims. On the Effective
Date, or as soon as possible after such Claims become Allowed
Claims, each holder of a Class 6 General Unsecured Claim shall
receive from the Disbursing Agent, unless otherwise agreed in
writing between the Debtor and the holder of such Claim, its Pro
Rata payment of $10,000 from a carve out of the Class 3 257 Wash
Secured Claim, and the remaining Cash from the Sale Proceeds after
payment of Statutory Fees, Administrative Claims, Professional Fee
Claims, Non Tax Priority Claims, Priority Tax Claims, Class 1
Claims, Class 2 Claims, and Class 3 Claims, Class 4 Claims and
Class 5 Claims.
Class 6 Claims are Impaired, and the holders of Class 6 Holders of
General Unsecured Claims are entitled to vote to accept or reject
the Plan. The allowed unsecured claims total $37,968,415.70.
Class 7 consists of Equity Interests. On the Effective Date, all
Equity Interest Holders shall retain the value of their Interests
that may exist as to any remaining balance of Cash, if any, after
payment in full of all Allowed Claims and Classes of Claims against
the Debtor. Interests of Equity shall be extinguished, and the
Debtor shall remain responsible for either managing or winding down
its own affairs without interfering with the Disbursing Agent's
performance under the Plan. Class 7 Equity Interests are not
receiving any distribution under the Plan, and Interest Holders are
deemed to reject the Plan.
Payments under the Plan will be paid from either the Sale Proceeds,
Cash of the Debtor. The Sale Transaction will be implemented
pursuant to the Bid Procedures. Prior to or on or about the
Effective Date, the Property shall be sold to the Purchaser, free
and clear of all Liens, Claims and encumbrances (except permitted
encumbrances as determined by the Purchaser), with any such Liens,
Claims and encumbrances to attach to the Sale Proceeds and
disbursed in accordance with the provisions of the Plan.
A full-text copy of the Disclosure Statement dated August 19, 2024
is available at https://urlcurt.com/u?l=zMihBO from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Joel Shafferman, Esq.
SHAFFERMAN & FELDMAN LLP
137 Fifth Avenue, 9th Floor
New York, New York 10010
(212) 509-1802
About 257 Washington Ave
257 Washington Ave LLC is the owner of the Property which is a
defendant in a foreclosure action with a sale scheduled for May,
2024.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No 24-42152) on May 22, 2024,
with $10,000,001 to $50 million in assets and liabilities.
Judge Jil Mazer-Marino presides over the case.
Joel Shafferman, Esq. at SHAFFERMAN & FELDMAN LLP represents the
Debtor as legal counsel.
AERKOMM INC: Incurs $6.91 Million Net Loss in Second Quarter
------------------------------------------------------------
Aerkomm Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $6.91
million on $0 of total revenue for the three months ended June 30,
2024, compared to a net loss of $4.56 million on $0 of total
revenue for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $12.99 million on $53,255 of total revenue, compared to a
net loss of $8.32 million on $451,915 of total revenue for the six
months ended June 30, 2023.
As of June 30, 2024, the Company had $80.76 million in total
assets, $58.98 million in total liabilities, and $21.78 million in
total stockholders' equity.
As of June 30, 2024, the Company had cash and cash equivalents of
$63,740 and restricted cash of $14,755. The Company has financed
its operations primarily through cash proceeds from financing
activities, including from the Company's 2020 Offering, the
issuance of convertible bonds, short-term borrowings and equity
contributions by its stockholders.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1590496/000121390024080355/ea0213989-10q_aerkomm.htm
About Aerkomm
Headquartered in Nevada, USA, Aerkomm Inc. --
http://www.aerkomm.com/-- is a development stage innovative
satellite communication technology company providing
carrier-neutral and software-defined infrastructure to deliver
mission-critical, multi-orbit satellite broadband connectivity for
the public and private sectors. The Company offers a range of
next-generation technologies that bring high-throughput
performance, interoperability and virtualization to provide high
performance and resilient end-to-end broadband connectivity to our
customers in collaboration with satellite or constellation partners
and mobile network operators.
Aerkomm reported a net loss of $21.07 million in 2023, a net loss
of $11.88 million in 2022, a net loss of $9.38 million in 2021, a
net loss of $9.11 million in 2020, a net loss of $7.98 million in
2019, and a net loss of $8.15 million in 2018.
AETHON UNITED: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Aethon United BR LP's (Aethon) LT IDR at
'B' and its senior unsecured issue rating at 'B+'/'RR3'. In
addition, Fitch has assigned its proposed unsecured notes a
'B+'/'RR3' issue rating.
Aethon's ratings reflect its vertically integrated unit economics,
contiguous positions in the Haynesville Basin and moderate leverage
at 2.2x. The rating also considers the reversion to negative free
cash flow (FCF) in 2023 and 2024 and the expected return to
positive FCF thereafter. The extension of the revolver and the
refinancing of the unsecured notes improves liquidity and pushes
out upcoming maturities.
Key Rating Drivers
Reversion to Negative FCF: In 2023, Aethon's FCF was more negative
than anticipated, primarily due to increased capex and subdued
commodity prices. Fitch anticipates Aethon to be FCF negative again
in 2024 before returning to positive FCF generation throughout the
remainder of the model due to improved pricing, decreased capex and
strong hedging. Fitch expects that it will allocate positive FCF
toward revolver repayment.
Low Leverage, but RBL Use Reliant: Fitch projects a slight uptick
in EBITDA leverage to 2.3x at the end of 2024, tapering to less
than 2.0x. Aethon's reserve-based lending (RBL) use rose to 74% as
of June 30, 2024, up from 54% at YE 2023. The proposed senior notes
issuance refinances the existing notes and repays more than $200
million of the revolver borrowings, bringing utilization back to
around 50%. The maturity extension and revolver paydown improve the
credit profile.
Differentiated by Hedging Commitment: Aethon's robust hedging
program underpins its commitment to predictable cash flows and
supports its conservative credit stance. Fitch estimates that
Aethon has hedged 66% at $3.10/thousand cubic feet (mcf), 58% at
$3.04/mcf, 37% at $2.77/mcf, 17% at $3.08/mcf, and 9% at $2.75/mcf
of annual production in the remainder of 2024 through 2028,
respectively. The company's hedging strategy focuses on
forward-development production for two years and extends coverage
for up to six years of proved developed production.
Low-Cost Gas Production Profile: Aethon's two largely contiguous
core positions in the Haynesville Basin within northwest Louisiana
and East Texas are supported by the company's own treatment
facilities and pipeline transportation investments. Established
infrastructure in the Haynesville and the proximity to Henry Hub
and rising liquified natural gas demand destinations helps support
strong realized prices for their gas as well as reduces basis
risk.
Fitch expects Aethon to continue to develop and manage its
inventory of northwest Louisiana drilling locations, which are in
the more established portion of the Haynesville and balance this
with its East Texas acreage, which is in a more developing area of
the Haynesville.
Midstream and Marketing Integration: Aethon's integration into
midstream operations encompasses extensive pipeline infrastructure
and compression capabilities, along with multiple amine treating
facilities. Its midstream and marketing integration has fortified
margins. Despite a year-on-year decline in the uplift from
Midstream and Marketing Operations in 1Q24, the uplift recovered in
2Q24 and Fitch expects the financial performance of these
subsectors to align with the first half's results for the remainder
of 2024.
Derivation Summary
Aethon's 'B' IDR and Stable Outlook reflect its smaller size at 804
million cubic feet equivalent per day (MMcfe/d) of production in
2Q24 relative to gas peers Ascent Resources Utica Holdings, LLC
(B+/Positive; 2,190 MMcfe/d), Comstock Resources Inc. (B+/Negative;
1,439 MMcfe/d), Gulfport Energy Corporation (B+/Stable; 1,050
MMcfe/d), and CNX Resources Corporation (BB+/Stable; 1,472
MMcfe/d). For 2Q24, Fitch estimates Aethon's levered cash netbacks
are $0.41/Mcfe inclusive of the benefits from the marketing assets
that contributed $0.47/Mcfe. Separate from the upstream segment,
Aethon generated additional midstream EBITDA that would equate to
another $0.49/Mcfe.
Peer netbacks range from $0.39/Mcf for Ascent to $0.43/Mcfe for
Comstock, $0.61/Mcfe for Gulfport and $0.40/Mcfe for CNX. Aethon's
EBITDA leverage was 2.2x at the end of 2Q24, which is in line with
other 'B' rated peers. Aethon United generates less consistent FCF
than its peers with the exception of Aethon III BR LLC.
Key Assumptions
- Interest rates on floating rate debt based on SOFR;
- West Texas Intermediate crude oil price of $75/bbl in 2024,
$65/bbl in 2024, $60/bbl in 2025 and 2026, and $57 thereafter;
- Henry Hub natural gas (USD/mcf) of $2.25/mcf in 2024, $3.00/mcf
in 2025, $3.00/mcf in 2026, and $2.75/mcf thereafter;
- Total capex ranging from $450 million to $675 million throughout
forecast;
- Production declining around 10% in 2024 (inclusive of acquired
production that closed at end of 2Q24), flat thereafter;
- FCF applied to revolver repayment;
- No shareholder distributions during forecast.
Recovery Analysis
The recovery analysis assumes that Aethon would be reorganized as a
going-concern (GC) in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.
GC Approach: The GC EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganization EBITDA level upon which Fitch
based the enterprise valuation (EV), which reflects the decline
from current pricing levels to stressed levels and then a partial
recovery coming out of a troughed pricing environment.
An EV multiple of 3.5x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:
- The historical bankruptcy case study exit multiples for peer
companies ranged from 2.8x to 7.0x, with an average of 5.2x and a
median of 5.4x;
- The multiple considers 2021 transactions in the Haynesville Basin
such as Southwestern Energy Company's acquisition of Indigo Natural
Resources LLC at an approximated 3.85x forward multiple,
Southwestern's acquisition of GEP Haynesville at a 2.9x forward
multiple and Chesapeake Energy Corp.'s acquisition of Vine Energy
Inc. at an approximate 4x multiple;
- The GC EBITDA estimate benefits from Aethon's hedging program
which partially hedges into 2026.
Liquidation Approach: The liquidation estimate reflects Fitch's
view of the value of balance sheet assets that can be realized in
sale or liquidation processes conducted during a bankruptcy or
insolvency proceeding and distributed to creditors. Fitch considers
valuations such as SEC PV-10 and M&A transactions metrics for each
basin including multiples for production per flowing barrel, proved
reserves valuation, value per acre and value per drilling
location.
The revolver is senior to the senior unsecured bonds in the
waterfall and is assumed to be 90% drawn. The allocation of value
in the liability waterfall results in recovery corresponding to
'RR3' for the senior unsecured.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Sustained positive FCF generation;
- Improvements in liquidity from lower utilization of revolver;
- Demonstrated commitment to stated financial policy, including
hedging program, resulting in sustained midcycle EBITDA leverage
below 2.5x.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Sustained RBL utilization over 70%;
- Failure to realize expected production and capital efficiency
gains resulting in lower than expected unit economics and sustained
negative FCF;
- Midcycle EBITDA leverage sustained above 3.5x.
Liquidity and Debt Structure
Adequate Liquidity: At June 30, 2024 the company had $247 million
of undrawn capacity on its $1 billion RBL and $10 million of cash
on the balance sheet. The borrowing base of $1.15 billion and
elected commitment of $1 billion were reaffirmed in July 2024. The
issuer is extending the revolver's maturity out to 2029 and is
refinancing its existing $750 million of senior notes due 2026 with
$1 billion of new senior notes in a combination of five- and
eight-year notes.
The excess proceeds from the new issue will be used to pay down
revolver borrowings, increasing undrawn capacity to around $500
million. With expected improved natural gas pricing in 2025,
decreased capex and strong hedging, Fitch forecasts positive FCF
generation throughout the model after 2024 which Fitch expects to
be used for further revolver repayment.
Issuer Profile
Aethon is an independent exploration and production company focused
on the development of natural gas properties in North Louisiana and
East Texas' Haynesville shale formation. With 901 MMcfe/d of dry
gas production in 2023 and approximately 200,000 largely contiguous
net acres, Aethon is one of the largest private natural gas
producers operating in the basin.
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 Prior
----------- ------ -------- -----
Aethon United BR LP LT IDR B Affirmed B
senior unsecured LT B+ New Rating RR3
senior unsecured LT B+ Affirmed RR3 B+
AIR INDUSTRIES: All Three Proposals Passed at Annual Meeting
------------------------------------------------------------
Air Industries Group disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 17, 2024, it held
its 2024 Annual Meeting of Stockholders at which the stockholders:
(1) elected Peter D. Rettaliata, Michael N. Taglich, Robert F.
Taglich, David J. Buonanno, Michael Brand, and Michael D.
Porcelain
as directors to serve for the following year or until their
successors are duly elected and qualified;
(2) approved the amendment of the Company's 2022 Equity
Incentive Plan to increase the number of shares of Common Stock
available for issuance under the 2022 Plan by 300,000 shares from
350,000 shares to 650,000 shares; and
(3) ratified the appointment of Marcum LLP as the Company's
independent registered public accounting firm for the year ending
Dec. 31, 2024.
About Air Industries
Air Industries Group (NYSE American: AIRI) is an integrated
manufacturer of precision assemblies and components for leading
aerospace and defense prime contractors and original equipment
manufacturers. Its products include landing gears, flight
controls, engine mounts and components for aircraft jet engines,
ground turbines and other complex machines.
Saddle Brook, New Jersey-based Marcum LLP, the Company's auditor
since 2008, issued a "going concern" qualification in its report
dated April 15, 2024, citing that for the period ending March 31,
2024, the Company was not in compliance with the financial
covenants required under the terms of its current credit facility,
and it is reasonably possible that the Company will not receive a
waiver and may fail to meet these financial covenants in future
periods. The Company is required to maintain a collection account
with its lender into which substantially all of the Company's cash
receipts are remitted. If the Company's lender were to cease
lending and keep the funds remitted to the collection account, the
Company would lack the funds to continue its operations. Failure
to receive a waiver or meet the financial covenants in future
periods raise substantial doubt about the Company's ability to
continue as a going concern.
AIR STARTER COMPONENTS: Seeks Chapter 11 Bankruptcy in Texas
------------------------------------------------------------
Air Starter Components Inc. filed Chapter 11 protection in the
Southern District of Texas. According to court documents, the
Debtor reports $1,196,658 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
October 8, 2024 at 10:00 a.m., US Trustee Houston Teleconference.
About Air Starter Components
Air Starter Components Inc. is a global supplier of air starters
that specializes in top-quality starters and parts.
Air Starter Components Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-34142) on
September 4, 2024. In the petition filed by Jack Heck, III, as
president, the Debtor reports total assets of $861,172 and total
liabilities of $1,196,658.
The Honorable Bankruptcy Judge Jeffrey P. Norman oversees the
case.
The Debtor is represented by:
Russell Van Beustring, Esq.
RUSSELL VAN BEUSTRING, P.C.
5110 Waterbeck St
Fulshear TX 77441-4100
Tel: (713) 973-6650
Email: russell@beustring.com
ALLEN MEDIA GROUP: Plans Deep Cost Cutting as Debt Maturities Looms
-------------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Byron Allen's Allen
Media Group is planning deeper cost cuts as it stares down debt
maturities, and has retained advisers, according to people familiar
with the matter.
According to Bloomberg News, the company, which owns The Weather
Channel and other television stations, has engaged Moelis & Co. and
Kirkland & Ellis as its own legal counsel, some of the people said,
asking not to be identified because the discussions are private. In
July 2024, creditors grouped together to tap their own legal
advisers.
Allen Media's debt has been trading at distressed levels over the
last few months, the report states.
About Allen Media Group
Allen Media Group LLC broadcasts television networks. The Company
provides video content to broadcast television stations, cable
television networks, mobile devices, multimedia platforms, and the
world wide web, as well as produces, distributes, and sells
advertising. Allen Media Group serves customers worldwide.
AMERICAN AUTO: S&P Alters Outlook to Stable, Affirms 'B-' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative and
affirmed its 'B-' issuer credit rating on American Auto Auction
Group LLC (AAAG).
S&P said, "At the same time, we affirmed our 'B-' issue-level
rating on its senior secured debt and 'CCC' rating on the
second-lien term loan.
"The stable outlook reflects our view that AAAG's auction volumes
will remain steady over the next 12 months and support its ability
to generate free cash flow and maintain adequate liquidity.
"The outlook revision reflects the company's EBITDA margin recovery
and recent positive free operating cash flow (FOCF), which we
forecast will continue in our base case."
S&P Global Ratings-adjusted EBITDA margins in the last 12 months
have rebounded to about 30% through June 30, 2024, on improving
auction volumes, cost synergies, and increased pricing on its
auction services. Auction volumes have gradually improved over the
past several quarters primarily due to increased activity with
institutional customers (banks, repossession specialists). While
volumes with these customers have improved revenues per unit,
AAAG's operating leverage, and overall margins, these accounts
generally carry a lower margin profile because of the
reconditioning and transport costs incurred to service vehicles in
this channel. In response to the lower margin profile with
institutional customers, AAAG management has implemented pricing
adjustments.
Institutional customers have also contributed to higher working
capital intensity in recent quarters. These customers demanded
faster settlement and disbursement of funds after transacting at
the auctions, which increases working capital intensity, strains
AAAG's cash flow, and requires occasional draws on its revolving
credit facility. However, the company has introduced new processes
that we expect will translate into steadier profitability and lower
working capital intensity in S&P's forecast.
S&P's base case anticipates steady performance in 2024 and modest
improvement in subsequent years.
Revenues in the first half increased 12% as pricing actions were
realized, unit volumes recovered, and it benefitted from some
mergers and acquisitions. S&P said, "We expect AAAG's top line will
increase at similar pace through the remainder of 2024 and growth
will remain above 10% in following years as it completes additional
tuck-in acquisitions and benefits from modest organic growth. We
forecast EBITDA margins to remain steady near 30% because of the
greater scale, cost synergies, and our expectation of a modest
recovery in dealership customer activity. We project debt to EBITDA
of 7.8x in 2024 and FOCF to debt of 2%-3% in 2024 and 2025."
While the auto auction market has become more digital, S&P
continues to expect AAAG's focus on older vehicles to maintain its
niche in the evolving landscape.
Larger competitors such as Manheim Auctions and OPENLANE have
adopted digital remarketing capabilities that have broadened their
national scale, entrenched relationships with customers, and
improved operating efficiency of the more asset-light business
model. AAAG has similarly invested in digital capabilities.
However, volumes from this channel have represented less than 10%
of auction activity. Lower digital sales for AAAG is primarily a
function of customers using physical auctions for older vehicles
(more than seven years) that require more on-site inspection and
due diligence before bidding in the lane. This aids AAAG's value
proposition to its customers and has an extended tail given the
aged vehicle population in North America.
S&P expects AAAG to maintain adequate liquidity even as it puts
excess cash to use for further acquisitions.
AAAG ended its second quarter of 2024 with nearly $200 million of
total liquidity, comprised of $139 million balance sheet cash and
full access to its $60 million revolver. After close of the second
quarter, the company completed two small tuck-in acquisitions that
consumed some cash on hand. S&P said, "We expect AAAG will use most
of its balance sheet cash over the coming quarters to complete
similar transactions. However, given our expectations for improved
margins, somewhat steadier working capital volatility, and modest
free cash flow, we expect the company to maintain sufficient
liquidity even at much lower cash balances."
S&P said, "The stable outlook reflects our view that AAAG's auction
volumes will remain steady over the next 12 months and support its
ability to generate free cash flow and maintain adequate
liquidity.
"We could lower our rating on AAAG in the next 12 months if used
vehicle auction volumes constrained by competitive pressures,
weaker macroeconomic conditions, or digital e-commerce platforms
meaningfully disrupt the company's core used-vehicle market
position. These factors could result in lower revenues and weaker
profitability, keeping debt to EBITDA unsustainably high and FOCF
negative for multiple quarters such that it reduces the company's
liquidity. Similarly, higher working capital intensity could
accelerate cash burn and strain its sources of liquidity.
"We would monitor AAAG's financial policy and the impact
transaction fees could have on its profitability and cash flow.
"Though unlikely over the next 12 months, we could raise our rating
on AAAG if it sustains leverage of less than 6.5x and FOCF to debt
of at least 3%. It could improve credit metrics if AAAG's
outperforms our expectations and the company integrates recent
tuck-ins, and executes on cost-saving initiatives.
"We would also evaluate the financial sponsor's plans to ensure
that it considers no material mergers and acquisitions or
shareholder distributions."
AMNEAL PHARMACEUTICALS: S&P Upgrades ICR to 'B+', Outlook Stable
----------------------------------------------------------------
S&P Global Ratings raised the issuer and issue-level ratings to
'B+' on Bridgewater, N.J.-based generic and specialty
pharmaceutical company Amneal Pharmaceuticals Inc. The recovery
rating on the term loans remains '4', indicating its expectation of
average (30%-50%) recovery in the event of a payment default.
The stable outlook reflects S&P's expectation that the company's
revenue and EBITDA will continue to grow, and that leverage will
remain below 5x.
S&P said, "We believe Amneal's S&P Global Ratings-adjusted leverage
will remain below 5x. Amneal raised its guidance for 2024 after a
strong second quarter, we believe leverage will continue to improve
throughout the next year. The company's leverage has been high
since 2019, when competition on a few large products intensified
and the company experienced launch delays with several large
pipeline products. Since then, founders and brothers Chirag and
Chintu Patel rejoined the company, operating results improved, and
leverage has steadily declined. The company's S&P Global
Ratings-adjusted leverage was 4.7x as of June 30, 2024. The
combination of revenue growth from product launches, the growth of
its AvKARE business (a wholesaler and repackager), stable EBITDA
margins, and recent debt repayments leads us to believe leverage
will improve to and remain under 5x over the next 12 months. The
company has also publicly communicated a goal of reducing net
leverage below 4x in 2025 and under 3x thereafter. S&P Global
Ratings calculates Amneal's debt-to-EBITDA ratio on a gross basis
and our metric is typically about a half turn higher than the
company's leverage calculation. We believe the company is committed
to reducing debt and maintaining lower leverage than it
historically has.
"We expect Amneal's revenue will grow by over 15% in 2024 due to a
solid pipeline of new product launches and improving generic price
erosion trends. We expect the company's steady pipeline of new
product launches (about 30 per year; 15 were launched by midyear
2024) will generate revenue growth and offset pricing pressure on
mature generic products, although we expect pricing pressure to
decline modestly from the prior year. The company has several
growth opportunities, including its expanding portfolio of
injectables, growth in biosimilars with three launched products,
its specialty pipeline focused on neurology and endocrinology, and
international expansion. The company recently launched Crexont, a
new treatment for Parkinson's, with peak sales expected between
$300 million to $500 million. We anticipate the company will
continue to launch new generic products that are more complex and
reduce its exposure to oral solid products."
The company has about 80 products that are pending abbreviated new
drug applications--63% of which are nonoral solid products--and
expects to launch 30 complex generics through 2025. Oral solid
generics revenue concentration continues to decline and now
accounts for 25% of total revenue. Furthermore, the company expects
to launch one to two higher-margin biosimilar and specialty
products each year to further diversify its portfolio. In addition,
S&P expects around 20% revenue growth from its AvKARE Inc.
business, which sells generic drugs to hospital and U.S. government
agencies.
S&P said, "We expect the company's EBITDA margin will remain stable
between 21% and 22%. We anticipate margins will remain stable in
2024 compared to 2023, although marginally lower due to the growth
of AvKare, which has lower margins than the other segments and
because of higher research and development investment related to
its specialty and biosimilar products and costs to support its
launches. We expect the company's growth in complex generic
products, the launch of its higher-margin specialty product
(Crexont), and continued shift to complex generic products will
partially offset this. Complex generic products are generally more
profitable than oral solids because they are harder to develop and
manufacture, resulting in fewer competitors. At the same time,
these products can also make earnings more volatile because they
often experience delays in approval (EluRyng took longer than
expected) or because of manufacturing issues (Epinephrin
auto-injector supply). Still, overall, we believe margins will
remain stable as the company grows.
"The stable outlook reflects our expectation that the company's
revenue and EBITDA will continue to grow, and that leverage will
remain below 5x for the next 12 months.
"We lower the rating on Amneal if we expected S&P Global
Ratings-adjusted debt to EBITDA trends above 5x. This could occur
because of delays in product launches, an increase in generic
pricing pressure, or a change in financial policy.
"We could raise the rating on Amneal if the company demonstrates
its commitment to keeping its S&P Global Ratings-adjusted debt to
EBITDA below 4x. In this scenario, we would expect Amneal's
publicly stated comments on leverage and capital allocation to
support sustained lower leverage.
"Governance factors are a moderately negative consideration in our
credit rating analysis. The Patel brothers are still controlling
shareholders and we believe there is lingering key man risk.
Furthermore, the company purchased a stake in AvKARE that took cash
available to the credit group to fund an acquisition held outside
of the credit group. Although the Patel brothers and related
parties continue to hold a controlling ownership position in the
company, we believe Amneal is more likely to prioritize reducing
its leverage to 3.5x-4.5x area given its publicly stated goals."
Amneal is also named in generic price-fixing investigations, which
could lead to significant cash outflows. Amneal is not a primary
focus in the legal matters so far, partly mitigating this risk and
indicating it could resolve these issues with manageable
settlements. S&P does not currently include an estimate for
potential liabilities from these legal matters because they are
highly uncertain. The company recently settled on its opioid
litigation, which was an additional legal overhand with a
management cash outflow.
ANASTASIA PARENT: Moody's Cuts CFR & 1st Lien Secured Debt to Caa3
------------------------------------------------------------------
Moody's Ratings downgraded all ratings of Anastasia Parent, LLC,
including its Corporate Family Rating to Caa3 from Caa1, its
Probability of Default Rating to Caa3-PD from Caa1-PD, and the
ratings of the first lien senior secured credit facilities,
consisting of a revolving credit facility due May 2025 and a first
lien term loan due August 2025, to Caa3 from Caa1. The outlook is
negative.
The ratings downgrade reflects Anastasia's elevated default risk
including a distressed exchange due to the near term revolver and
term loan maturities, along with Anastasia's high debt-to-EBITDA
leverage above 10x and weak liquidity including negative free cash
flow for the 12-month ending June 30, 2024. The company has weak
liquidity. Anastasia's undrawn revolver expires in May 2025 and the
company cannot access the facility because it does not currently
meet the minimum 1.0x fixed charge coverage ratio covenant. The
company's cash on hand (about $40 million as of June 30, 2024) and
limited free cash flow expected for the next 12 months will not be
sufficient to fund the first lien term loan maturing in August
2025.
The minority shareholder TPG recently submitted a notice to the
company to redeem its equity interests that if not completed within
a certain time would allow TPG to initiate a sale of the company or
an initial public offering. There is uncertainty about the
company's valuation due to the modest revenue base, niche market
position and current pressure on the overall prestige cosmetic
market from consumer selectivity amid the cumulative impact of
inflation in recent years. In addition, the ongoing role of
Anastasia Soare, the founder, CEO and majority owner of the
company, following a sale will likely affect the company's
valuation. Moody's believe Mrs. Soare is strongly committed to the
company and the brand that bears her name, but there is key person
risk that could affect the valuation given her reputation and
product positioning acumen if her role or equity position changes
due to a sale.
The negative outlook reflects that the approaching maturities
provide Anastasia a limited amount of time to execute its plans to
increase earnings amid a pressured consumer environment. A
meaningful increase in earnings is likely necessary to reduce
leverage to a sustainable level and allow for consistent positive
free cash flow. The negative outlook also reflects that valuation
uncertainty from the company's sales process could elevate risk of
a distressed exchange or other default.
RATINGS RATIONALE
Anastasia's Caa3 CFR reflects relatively small scale with revenue
below $300 million, high financial leverage with debt-to-EBITDA
above 10.0x for the 12-month ending June 30, 2024, negative free
cash flow and refinancing risk associated with the maturity of all
the debt commitments in 2025. Moody's anticipate the company's
financial leverage could improve to a mid 8.0x debt-to-EBITDA range
in the next 12-18 months if there is good execution of the
company's new product launches. The company launched several new
products in early 2024 across brow, lip and face categories and has
more launches planned for the next year. Nevertheless, the company
is facing intense competition from larger and financially stronger
competitors. The narrow focus in prestige color cosmetics leaves
Anastasia highly exposed to competitive fashion risk and the need
for a quick and meaningful improvement in earnings to reduce
leverage to a sustainable level. Larger competitors have greater
scale, possess more product and geographic diversity, and have
greater investment capacity through a range of economic cycles.
Anastasia has limited geographic diversity with a significant
amount of sales generated in the US and weak liquidity given the
lack of revolver access and the need to address the August 2025
term loan maturity. There is uncertainty that the company can
restore positive free cash flow while absorbing the potential
increase in interest costs that may be necessary to address the
maturities.
The company's ratings are supported by Anastasia's good brand name
recognition in niche markets and product development capabilities.
Anastasia also has a strong presence with specialty retail at
Sephora and Ulta and growing presence with Amazon and other digital
channels, and grows when these customers expand distribution.
Anastasia is also focused on product development with new launches
in brow, lip and face expected to increase revenue and earnings.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if earnings fail to improve, free
cash flow remains negative, or liquidity deteriorates further,
including failure to proactively address the May/August 2025
maturities of the revolver and term loan at a manageable cost. A
downgrade could also occur if the probability of a debt
restructuring or event of default increases for any reason, or
recovery prospects decline.
The ratings could be upgraded if Anastasia materially improves its
operating performance and generates sustained positive free cash
flow. In addition, the company would need to address the 2025
maturities before an upgrade can be considered.
The principal methodology used in these ratings was Consumer
Packaged Goods published in June 2022.
Based in Beverly Hills, CA, Anastasia is a marketer and seller of
prestige color cosmetics largely in the US Anastasia is majority
owned by the Soare family with TPG acquiring a minority interest in
2018. The company generated roughly $260 million in annual revenue
for the 12 months ending June 30, 2024.
APL CARGO: Seeks to Extend Plan Exclusivity to November 29
----------------------------------------------------------
APL Cargo, Inc., and affiliates asked the U.S. Bankruptcy Court for
the Northern District of Indiana to extend its exclusivity period
to file a chapter 11 plan of reorganization to November 29, 2024.
The Debtors submit that cause exists to extend the exclusivity
period in this case based on, among other things, Debtors ongoing
and continuing efforts to reach consensual plan terms with their
secured creditors.
Specifically, the Debtors have been working with their secured
creditors on adequate protection agreements, some of which include
agreements on plan terms for such creditors, but require additional
time to continue working with their secured creditors to reach as
many agreements on plan terms as possible before formulating a plan
of reorganization that can be put before all of their creditors and
filed with the Court.
Counsel for the Debtors:
Weston E. Overturf, Esq.
Anthony T. Carreri, Esq.
KROGER GARDIS & REGAS, LLP
111 Monument Cir # 900
Indianapolis, IN 46204
Phone: (317) 777-7439
Email: woverturf@kgrlaw.com
About APL Cargo Inc.
APL Cargo Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ind. Case No. 24-40136) on May 13,
2024. In the petition signed by Stefan Trifan, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Robert E. Grant oversees the case.
Weston E. Overturf, Esq., at Kroger, Gardis & Regas, LLP,
represents the Debtor as legal counsel.
APPLIED DNA: Regains Compliance with Nasdaq Minimum Bid Price Rule
------------------------------------------------------------------
Applied DNA Sciences, Inc. announced that on Sept. 17, 2024, it
received a notification letter from the Listing Qualifications
Department of the Nasdaq Stock Market, informing the Company that
it has regained compliance with the minimum bid price requirement
set forth in Nasdaq Listing Rule 5550(a)(2).
As previously reported, the Company was notified on July 12, 2024,
that its common stock failed to maintain a minimum bid price of
$1.00 over the previous 30 consecutive business days as required by
the Minimum Bid Price Requirement. To regain compliance with the
Minimum Bid Price Requirement, the closing bid of the Company's
common stock needed to be at least $1.00 for a minimum of 10
consecutive business days, with said Compliance Period extendable
generally not to exceed 20 consecutive business days pursuant to
Nasdaq Listing Rule 5810(c)(3)(H).
On Sept. 17, 2024, Nasdaq determined that for the last 20
consecutive business days, from August 19 through Sept. 16, 2024,
the closing bid price of the Company's common stock was $1.00 per
share or greater. Accordingly, the Company has regained compliance
with the Minimum Bid Price Requirement, and Nasdaq considers this
matter now closed.
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 $3,774,563 and generated negative operating cash flow of
$10,462,332 for the nine-month period ended June 30, 2024. At June
30, 2024, the Company had cash and cash equivalents of $10,442,131.
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," said Applied DNA in its
Quarterly Report for the period ended June 30, 2024.
ARCADIAN RESOURCES: Hires Tittle Law Group PLLC as Counsel
----------------------------------------------------------
Arcadian Resources, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Tittle Law
Group, PLLC as counsel.
The firm will provide these services:
a. provide legal advice with respect to the Debtor's powers
and duties as debtor-in-possession in the continued operation of
its business and the management of its property;
b. take all necessary action to protect and preserve the
Debtor's estate;
c. prepare on behalf of the Debtor necessary motions, answers,
orders, reports, and other legal papers in connection with the
administration of its estate;
d. assist the Debtor in preparing for and filing a plan of
reorganization at the earliest possible date;
e. perform any and all other legal services for the Debtor in
connection with the Debtor's Chapter 11 Case; and
f. perform such legal services as the Debtor may request with
respect to any matter, including, but not limited to, corporate
finance and governance, contracts, antitrust, labor, and tax.
The firm will be paid at these rates:
Partners $795 per hour
Associates $495 per hour
Paralegals $225 per hour
The firm received a retainer in the amount of $35,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Brandon J. Tittle, a partner at Tittle Law Group, PLLC, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Brandon J. Tittle
Tittle Law Group, PLLC
5465 Legacy Dr., Ste. 650
Plano, TX 75024
Tel: (972) 731-2590
Email: btittle@tittlelawgroup.com
About Arcadian Resources, LLC
Arcadian Resources is part of the oil and gas extraction industry.
Arcadian Resources, LLC in Glen Elder KS, sought relief under
Chapter 11 of the Bankruptcy Code filed its voluntary petition for
Chapter 11 protection (Bankr. N.D. Tex. Case No. 24-10158) on Sept.
1, 2024, listing as much as $1 million to $10 million in both
assets and liabilities. James P. Deverman as sole member, signed
the petition.
TITTLE LAW GROUP, PLLC serve as the Debtor's legal counsel.
BAUSCH HEALTH: Hires Jefferies to Explore Debt Refinancing
----------------------------------------------------------
Ike Swetlitz and Reshmi Basu of Bloomberg News reports that Bausch
Health Cos. is working with Jefferies Financial Groupto explore
refinancing some of its debt to aid a long-planned spinoff of its
stake in the eye-care company Bausch + Lomb, according to people
with knowledge of the situation.
According to Bloomberg News, the effort to push out maturities on
some of the company's debt is aimed at vanquishing roadblocks that
have delayed the would-be spinoff for years, said the people, who
asked not to be identified discussing private negotiations.
Various options are under consideration for how to disentangle the
two companies, and plans are in the early stages, the report
states.
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."
BCPE PEQUOD: Moody's Cuts Rating on New First Lien Loans to 'B3'
----------------------------------------------------------------
Moody's Ratings downgraded BCPE Pequod Buyer, Inc.'s ratings on its
proposed senior secured first lien term loan B and senior secured
first lien revolving credit facility to B3 from B2. BCPE's B3
corporate family rating and stable outlook were unaffected.
The rating action follow's BCPE's announcement that it plans to
eliminate its previously proposed $375 million second lien term
loan and upsizing its previously proposed $1.76 billion first lien
term loan to $1.99 billion. The proceed of the proposed transaction
will be used to help finance the acquisition of Envestnet, Inc. by
funds advised by Bain Capital Private Equity, LP (Bain Capital).
RATINGS RATIONALE
The downgrade of BCPE's senior secured bank credit facility rating
to B3 from B2, including the ratings on its $1.99 billion first
lien term loan and $375 million revolving credit facility, reflects
the company's plans to eliminate the second lien term loan. The
absence of second lien debt results in the elimination of loss
absorption benefit for the first lien instruments. The first lien
instrument ratings are now in line with its B3 CFR.
The ratings reflect BCPE's solid franchise, scale and market
position as a provider of wealth management software and services
to the wealth management industry.
BCPE's ratings reflect challenges to its credit profile associated
with its weak profitability and high leverage. After the proposed
debt issuance, Moody's expect that BCPE's trailing-12 months
Moody's Ratings adjusted Debt/EBITDA leverage ratio will be around
9x at the end of 2024 and subsequently improve to 7x by the end of
2025. Moody's expect that BCPE will be able to sustain an
EBITDA/Interest expense (Moody's Ratings adjusted) coverage ratio
above 1.5x by the end of 2025.
BCPE's credit profile is also constrained by its sensitivity to
financial markets and other macroeconomic variables outside its
control. The ratings are constrained by BCPE's relatively low level
of diversification and high reliance on its wealth management
services business.
BCPE's stable outlook is based on Moody's expectation that BCPE
will continue to grow its scale and improve its EBITDA and margins.
The stable outlook also reflects Moody's expectation that the firm
will not materially increase debt leverage beyond 8.0x on a
sustained basis or without a coherent deleveraging plan.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Sustainable improvement in the quality and diversity of
profitability and cash flows from the growth or development of
additional business activities other than retail wealth management
with similar or lower levels of risk could lead to an upgrade.
BCPE's ratings could also be upgraded if it continues to improve
its scale and competitive position, and reduce its expenses,
resulting in a sustained increase in pretax earnings and pretax
margins, with low levels of margin volatility. Demonstration of
prudent financial policies and strategic approach to inorganic
growth, resulting in maintaining Moody's Ratings-adjusted debt
leverage below 6.5x could also lead to an upgrade.
BCPE's ratings could be downgraded if there were a shift in its
financial policy that significantly increases debt to fund
shareholder distributions or to help fund a substantial
acquisition, driving Moody's Ratings-adjusted proforma debt
leverage above 8.0x and/or an EBITDA/Interest Expense ratio below
1.5x on a sustained basis, especially if not accompanied by a
coherent near-term deleveraging strategy. A meaningful decline in
profitability and scale, whether through a loss of platform
accounts, platform assets, or inability to navigate adverse
operating environments could also lead to a downgrade. A
significant failure in regulatory compliance or technology
infrastructure could also lead to a downgrade.
The principal methodology used in these ratings was Securities
Industry Service Providers published in February 2024.
BIG LOTS: Sets to Close San Antonio,Texas Location Amid Bankruptcy
------------------------------------------------------------------
Katy Barber of MYSA reports that One Big Lots in San Antonio to
close amid bankruptcy.
A Big Lots location in San Antonio will be closing as the
Ohio-based company restructures amid Chapter 11 bankruptcy
proceedings. There are currently eight Big Lots locations in the
Alamo City.
The Big Lots located at 16648 San Pedro Ave. will shutter on
November 24, 2024 a store manager told MySA on Monday, September
16. The manager also said the Big Lots location in McAllen will
close as a result of the bankruptcy, and CultureMap Austin reports
the location 2506 W. Palmer Lane is slated to close.
The store has begun its going-out-of-business sale, according to
the manager. MySA has reached out to Big Lots for more information.
The Columbus-based company announced on September 9 it entered a
sale agreement with Nexus Capital Management to assist in the
restructuring. The statement said that Nexus Capital Management
will "acquire substantially all of [Big Lots] assets and ongoing
business operations."
About Big Lots
Big Lots (NYSE: BIG) -- http://www.biglots.com/-- is one of the
nation's largest closeout retailers focused on extreme value. The
Company is dedicated to being the big difference for a better life
by delivering bargains to brag about on everything for the home,
including furniture, decor, pantry and more. It fulfills its
mission to help customers "Live BIG and Save LOTS" with sourcing
strategies to grow extreme bargains through closeouts,
liquidations, overstocks, private labels, and value-engineered
products. The Big Lots Foundation, together with the Company's
customers, associates, and vendors, has delivered more than $176
million of philanthropic support to critical needs in hunger,
housing, healthcare, and education. On the Web: http://biglots.com/
On Sept. 9, 2024, Big Lots, Inc. and each of its subsidiaries
initiated voluntary Chapter 11 proceedings (Bankr. D. Del. Lead
Case No. 24-11967). The case is being administered by the Honorable
J. Kate Stickles.
Davis Polk & Wardwell LLP is serving as legal counsel, Guggenheim
Securities, LLC is serving as financial advisor, AlixPartners LLP
is serving as restructuring advisor, and A&G Real Estate Partners
is serving as real estate advisor to the Company. Kroll is the
claims agent.
Kirkland & Ellis is serving as legal counsel to Nexus.
BLACKMARKET BAKERY: David Wood Named Subchapter V Trustee
---------------------------------------------------------
The Acting U.S. Trustee for Region 15 appointed David Wood of
Marshack Hays Wood as Subchapter V trustee for Blackmarket Bakery
Inc.
Mr. Wood will be paid an hourly fee of $610 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Wood declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
David Wood
Marshack Hays Wood
870 Roosevelt
Irvine, CA 92620
Phone: (949) 333-7777
Email: DWood@marshackhays.com
About Blackmarket Bakery
Blackmarket Bakery Inc. is a small chain of women-owned bakeries in
San Diego, Calif.
Blackmarket Bakery filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. S.D. Calif. Case No. 24-03364) on
Sept. 4, 2024, with up to $50,000 in assets and up to $10 million
in liabilities. Rachel Klemek, president, signed the petition.
Judge J. Barrett Marum oversees the case.
The Debtor is represented by Steven E. Cowen, Esq., at S.E. Cowen
Law.
BRANDYWINE REALTY: S&P Alters Outlook to Stable, Affirms 'BB' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Brandywine Realty Trust
(BDN) to stable from negative. S&P also affirmed its 'BB' issuer
credit rating on the company and the 'BB+' issue-level rating on
its unsecured notes. S&P's '2' recovery rating on the unsecured
notes is unchanged.
BDN refinanced its remaining large near-term debt maturities, and
S&P expects credit metrics to stabilize over the next year with
support from continued steady performance of its operating
portfolio and manageable capital and refinancing needs over the
next couple of years.
S&P said, "The stable outlook reflects our expectation for steady
operating performance despite continued pressure from weak office
fundamentals. Given the company's minimal refinancing and capital
needs over the next year, we project credit metrics to stabilize
over the next year with S&P Global Ratings-adjusted fixed-charge
coverage (FCC) of around 2x and debt to EBITA in the high-7x to
low-8x area, with improvement occurring over time.
"We expect BDN's credit protection measures, particularly FCC, to
stabilize over the next year, provided operating performance
remains stable. As of the trailing-12-months ending June 30, 2024,
the company's S&P Global Ratings-adjusted FCC ratio declined to
2.1x from 2.6x the prior year because of the higher interest
expense related to refinancing. During the second quarter, BDN
redeemed the remainder of its 2024 unsecured notes using proceeds
from its $400 million unsecured note issuance in April. BDN's debt
maturity schedule is now lighter through 2026 ($70 million due in
2025 and $25 million 2026), which should allow its FCC ratio to
stabilize around the 2x area over the next year with additional
support from its largely fixed-rate debt capital structure,
inclusive of hedging instruments, manageable capital needs over the
next year, and our expectations for stabilizing operating
performance.
"In our base-case scenario, we expect BDN's S&P Global
Ratings-adjusted debt to EBITDA will remain in the high-7x to
low-8x area over the next two years. We expect this will improve
once development projects begin contributing to EBITDA, which is
not expected until later in 2025 and 2026. Dispositions could
remain challenging over the next year, and therefore we do not
forecast dispositions to have a material impact on improving credit
metrics over the near term. BDN's recent refinancing and
restructuring of some joint venture debt was in line with our
expectations.
"We revised our assessment of BDN's financial risk profile to
significant from intermediate based on our expectations for credit
metrics to remain near current levels over the long term. The
revision reflects our expectations for Brandywine's credit metrics
to remain near current levels, including adjusted debt to EBITDA
above 7.5x and FCC remaining below 2.1x on a sustained basis. These
levels exceed our typical thresholds to warrant an intermediate
financial risk profile for real estate operating companies. While
we believe the company is committed to its long-held financial
policies and will remain focused on improving credit metrics and
strengthening its balance sheet, we anticipate weak office
fundamentals, including a softening labor market and a mixed
macroeconomic landscape will make it challenging to drive material
improvement over the next couple of years.
"Though we assess the company's financial risk profile as weaker,
the company's credit metrics are in line with similarly rated
peers, such that we assign a neutral comparable ratings analysis
modifier score. These changes were thus net neutral to the 'BB'
issuer credit rating."
BDN's central business district (CBD) and suburban Pennsylvania
portfolio should continue to support sound operating performance,
despite weaker fundamentals in Austin. As of June 30, BDN's
portfolio was 87.3% occupied and 88.5% leased (as of July 19) and
same-store net operating income (NOI)increased 2.4% on a cash
basis, in line with S&P's expectations. For the 500,000 square feet
of leases executed during the quarter, blended lease rent growth
declined 0.4% on a cash basis, driven by a large renewal in Austin
where BDN negotiated lower rent in lieu of providing tenant
improvements.
S&P said, "We expect it will be challenging to grow rents over the
next couple of years amid sustained pressures facing the office
sector, including higher tenant improvements, and leasing
commissions to incentivize tenants to sign leases. Most of its
vacancies are concentrated in Austin, which we believe will
continue to face challenges given elevated new supply and low
recent demand from technology tenants. However, we expect its
Philadelphia CBD and suburban Pennsylvania portfolio will generate
stable operating performance given the healthier fundamentals in
these markets from life science demand and where utilization rates
have mostly normalized as local governments encourage employees to
return to the office."
Moreover, BDN has a manageable lease expiration schedule over the
next several years with only 2.5% sq. ft. of space expiring in
2024, 6.2% in 2025 and 5.5% in 2026. This should support occupancy
near current levels, provided tenant retention remains in the
50%-60% range, despite S&P's low rent growth expectations.
S&P said, "The stable outlook reflects our expectation for
operating performance to continue to stabilize over the next year
despite facing ongoing pressure from weak office fundamentals. The
company has a manageable upcoming lease expirations schedule, which
should buoy occupancy and other operating metrics near current
levels. Moreover, we expect the company's minimal refinancing and
manageable capital needs over the next year will support some
stability in credit metrics, with FCC maintained around 2x and S&P
Global Ratings-adjusted debt to EBITDA in the high-7x to low-8x
area over the next year."
S&P could lower its ratings on BDN if:
-- The company's operating performance deteriorates beyond its
base-case projections, with declines in net effective rents and
occupancy that compares unfavorably to peers; or
-- S&P Global Ratings-adjusted FCC approaches 1.7x for a sustained
period with no near-term pathway for improvement; or
-- BDN adopts a more aggressive financial policy such that
adjusted debt to EBITDA increases above 8.5x perhaps from an
increase in debt-financed speculative development projects.
S&P could consider raising its ratings on BDN if:
-- S&P Global Ratings-adjusted FCC approaches the mid-2x area and
adjusted debt to EBITDA declines to the 6x area, both on a
sustained basis; and
-- Operating performance improves including increased occupancy
levels and healthy net effective rent growth with successful
leasing in their development pipeline.
BRICKTON LP: Hires Finestone Hayes LLP as Counsel
-------------------------------------------------
Brickton LP seeks approval from the U.S. Bankruptcy Court for the
Eastern District of California to employ Finestone Hayes LLP as
counsel.
The firm will provide these services:
a. advise and represent the Debtor as to all matters and
proceedings within this Chapter 11 case, other than those
particular areas that may be assigned to special counsel;
b. assist, advise and represent the Debtor in any manner
relevant to a review of its debts, obligations, maximization of its
assets and where appropriate, disposition thereof;
c. assist, advise and represent the Debtor in the operation of
its business;
d. assist, advise, and represent the Debtor in the performance
of all of its duties and powers under the Bankruptcy Code and
Bankruptcy Rules, and in the performance of such other services as
are in the interests of the estate; and
e. assist, advise, and represent the Debtor in dealing with
its creditors and other constituencies, analyzing the claims in
this case, and formulating and seeking approval of a plan of
reorganization.
The firm will be paid at these rates:
Stephen D. Finestone $640 per hour
Jennifer C. Hayes $640 per hour
Kimberly Fineman $495 per hour
Ryan Witthans $440 per hour
The firm received a pre-petition retainer in the amount of
$90,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Stephen D. Finestone, Esq., a partner at Finestone Hayes 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:
Stephen D. Finestone, Esq.
Ryan A. Witthans, Esq.
Finestone Hayes LLP
456 Montgomery Street, Suite 1300
San Francisco, CA 94104
Tel: (415) 421-2624
Fax: (415) 398-2820
Email: sfinestone@fhlawllp.com
rwitthans@fhlawllp.com
About Brickton LP
Brickton LP, filed a Chapter 11 bankruptcy petition (Bankr. E.D.
Cal. Case No. 24-23724) on August 21, 2024, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Finestone Hayes LLP.
BUCA TEXAS: Comm. Taps Oxford Restructuring as Financial Advisor
----------------------------------------------------------------
The official committee of unsecured creditors of BUCA Texas
Restaurants LP and its affiliates seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire Oxford
Restructuring Advisors LLC as its financial advisor.
The firm will render these services:
(a) review and analyze the Debtors' finances, operating and
cash flow projections and other books and records to assist and
advise the Committee in its consultations with the Debtors in
connection with the administration of these cases;
(b) assist the Committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors, operation of the Debtors' business and any other matter
relevant to these cases, including potential claims and causes of
action with respect to entities in the Debtors' ownership
structure;
(c) advise and represent the Committee in connection with
matters generally arising in these cases, including the Debtors'
proposed DIP financing, the sale of the Debtors' assets and any
proposed chapter 11 plan or other wind down process;
(d) assist the Committee in analyzing the claims of the
Debtors' creditors and the Debtors' capital structure and in
negotiating with holders of claims, including analysis of possible
objections to the priority, amount, subordination, or avoidance of
claims and/or transfers of property in consideration of such
claims;
(e) appear before this Court to testify on behalf of the
Committee on matters related to these cases;
(f) assist counsel to the Committee by preparing financial
analyses supporting any pleadings, including without limitation,
motions, memoranda, complaints, objections, and responses to any of
the foregoing prepared by counsel on behalf of the Committee; and
(g) perform such other financial advisory services as may be
required or are otherwise deemed to be in the interests of the
Committee in accordance with the Committee's powers and duties as
set forth in the Bankruptcy Code, Bankruptcy Rules, or other
applicable law.
Oxford's current standard hourly rates are:
Senior Managing Directors $605
Managing Directors $585
Associates $360 to $405
Paraprofessionals $205 to $270
The rates are reflective of a 10 percent agreed-upon discount.
John Pidcock, a managing director of Oxford Restructuring
Advisors, 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:
John B. Pidcock
Oxford Restructuring Advisors LLC
4520 Cooper Road, Suite 203
Cincinnati, Ohio 45242
Phone: (513) 235-0164
Email: JPidcock@oxfordrestructuring.com
About Buca di Beppo
Founded in Minneapolis in 1993, Buca di Beppo restaurants embody
the Italian traditions of food, friendship, fun, celebration, and
hospitality. Dishes enjoyed for generations in villages throughout
Italy inspire the menu, which features both Northern and Southern
Italian favorites and delicious cocktails inspired by the region.
While the food has pleased millions of palates from coast-to-coast,
Buca di Beppo is equally famous for its quirky decor and upbeat
atmosphere. For more information, visit bucadibeppo.com and follow
along on Facebook, Instagram, TikTok or Twitter @bucadibeppo.
Buca di Beppo sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Tex. Case No. 24-80058) on August 5, 2024. In the
petition filed by William Snyder, as chief restructuring officer,
the Debtor reports estimated assets up to $50,000 and estimated
liabilities between $10 million and $50 million.
The Debtor is represented by Amber Michelle Carson, Esq. at Gray
Reed & McGraw LLP.
BUCA TEXAS: Committee Taps Kelley Drye & Warren LLP as Counsel
--------------------------------------------------------------
The official committee of unsecured creditors of BUCA Texas
Restaurants LP and its affiliates seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire Kelley
Drye & Warren LLP as its counsel.
The firm will render these services:
(a) advise the Committee with respect to its rights, duties
and powers in these Cases;
(b) advise and represent the Committee in connection with
matters generally arising in these cases;
(c) assist and advise the Committee in its consultations with
the Debtors and in connection with the administration of these
Cases, the investigation into historic conduct and transactions
that may provide value for creditors, the sale process, proposed
plan, and the ultimate restructuring of the Debtors' estates;
(d) assist the Committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors;
(e) appear before this Court, and any other federal or state
court;
(f) assist the Committee in analyzing the claims of the
Debtors' creditors;
(g) advise and represent the Committee in connection with
matters generally arising in these Cases; and
(h) perform such other legal services.
Kelley Drye’s current standard hourly rates are:
Partners $800 to $1,375
Special Counsel $665 to $975
Associates $530 to $870
Paraprofessionals $290 to $375
Jason R. Adams, a partner of the law firm of Kelley Drye & Warren
LLP, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jason R. Adams, Esq.
Kelley Drye & Warren LLP
3 World Trade Center
175 Greenwich Street
New York, NY 10007
Phone: (212) 808-7800
Email: jadams@kelleydrye.com
About Buca di Beppo
Founded in Minneapolis in 1993, Buca di Beppo restaurants embody
the Italian traditions of food, friendship, fun, celebration, and
hospitality. Dishes enjoyed for generations in villages throughout
Italy inspire the menu, which features both Northern and Southern
Italian favorites and delicious cocktails inspired by the region.
While the food has pleased millions of palates from coast-to-coast,
Buca di Beppo is equally famous for its quirky decor and upbeat
atmosphere. For more information, visit bucadibeppo.com and follow
along on Facebook, Instagram, TikTok or Twitter @bucadibeppo.
Buca di Beppo sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Tex. Case No. 24-80058) on August 5, 2024. In the
petition filed by William Snyder, as chief restructuring officer,
the Debtor reports estimated assets up to $50,000 and estimated
liabilities between $10 million and $50 million.
The Debtor is represented by Amber Michelle Carson, Esq. at Gray
Reed & McGraw LLP.
BURGERFI INT'L: Intends to Close 20 Stores, Delists From Nasdaq
---------------------------------------------------------------
Cortney Danielle Moore of the South Florida Business Journal
reports that BurgerFi International, Inc. will shutter nearly two
dozen stores nationwide and be delisted from Nasdaq following its
Chapter 11 reorganization filings with the U.S. Bankruptcy Court
for the District of Delaware.
As part of its restructuring, BurgerFi (Nasdaq: BFI) plans to close
underperforming locations and "burdensome" leased properties,
including its corporate office in Fort Lauderdale, 11 restaurants
in Florida, and eight restaurants outside of Florida. BurgerFi's
lease rejection motion stated the company has already vacated these
premises and notified landlords.
BurgerFi International plans to close these BurgerFi and Anthony's
Coal Fired Pizza locations:
* 200 W Cypress Creek Road, Suite 220, Fort Lauderdale
(the corporate office)
* 7959 W Atlantic Ave., Suite 201, Delray Beach (BurgerFi)
* 6230 W Indiantown Road, Jupiter (BurgerFi)
* 1900 Okeechobee Blvd., West Palm Beach (Anthony's Coal
Fired Pizza)
* 1955 E. Hallandale Beach Blvd., First Floor Hallandale
Beach (BurgerFi)
* 10590 Pines Blvd., Unit P1A, Pembroke Pines (BurgerFi)
* 219 N. Main St., Suite A-104, Natick, Massachusetts
(Anthony's Coal Fired Pizza)
* 271 Indian Lake Blvd., Suite 130, Hendersonville,
Tennessee (BurgerFi)
* 960 Dekalb Pike, Unit 600, Blue Bell, Pennsylvania
(Anthony's Coal Fired Pizza)
* Clifton Commons, Clifton, New Jersey (Anthony's Coal
Fired Pizza)
* 1514 Immokalee Road, Unit 101, Naples (BurgerFi)
* 420 E. Altamonte Drive, Suite 1020, Altamonte Springs
(Anthony's Coal Fired Pizza)
* 7776 Norfolk Ave., Bethesda, Maryland (Anthony's Coal
Fired Pizza)
* 50 E. Wynnewood Road, Wynnewood, Pennsylvania (Anthony's
Coal Fired Pizza)
* 220 Hillside Road, Cranston, Rhode Island (Anthony's
Coal Fired Pizza)
* 2045 Mackenzie Way, Cranberry Township, Pennsylvania
(Anthony's Coal Fired Pizza)
* 12712 Tamiami Trail East, Naples (BurgerFi)
* 16120 Preserve Markteplace Blvd., Odessa (BurgerFi)
* 628-3 Atlantic Blvd., No. 1, Neptune Beach (BurgerFi)
* 10647 Sheldon Road, Tampa (BurgerFi)
The Fort Lauderdale-based restaurant operator acknowledged it
received a delisting notice from the stock exchange in a recent
filing with the U.S. Securities and Exchange Commission.
BurgerFi's stock was delisted due to the company's failure to meet
listing standards related to market capitalization and timely
financial reporting. Shares of BurgerFi (Nasdaq: BFI) will be
removed from the Nasdaq Capital Market on September 23, 2024.
The fast-casual operator stated BurgerFi "does not intend to appeal
Nasdaq's determination."
Jeremy Rosenthal, a financial advisor and bankruptcy specialist
who’s also a partner at corporate restructuring firm Force 10
Partners, joined BurgerFi in late August as a chief restructuring
officer.
"[BurgerFi has] not been immune to the macroeconomic and business
headwinds plaguing the restaurant industry as a whole," he stated
in a first-day pleadings affidavit. "In short, rising labor and
food costs, increasing unemployment, higher interest rates,
difficulties accessing growth capital, declining foot traffic, and
declining consumer spending have put downward pressure on already
tight margins, leading to significant losses and resulting in
several restaurants that management did not believe could be
operated profitably with the current resources…"
Rosenthal further detailed the company's plans for restructuring
and stabilization in the first-day motion. BurgerFi has a $60.25
million senior loan agreement with TREW Capital Management Private
Credit 2 LLC, a Chicago-based asset management firm that
specializes in distressed restaurant lending. The company also has
a junior loan agreement with CP7 Warming Bag, part of the
Connecticut-based multinational private equity firm L Catterton,
with total indebtedness around $18.1 million.
According to Rosenthal's first-day pleading affidavit, TREW Capital
demanded BurgerFi provide a letter of intent by Aug. 28 showing it
could repay its senior loan, but the company wasn't able to do so.
The court granted an interim approval for the company to access
$3.5 million in debtor-in-possession financing from TREW Capital's
affiliate.
BurgerFi indicated the funding will help the company maintain
operations and fulfill obligations to employees and vendors during
the restructuring process, including employee wages and benefits,
cash management and customer programs.
The company's workforce includes approximately 2,100 employees
across its 71 corporate-owned restaurants and corporate offices in
Fort Lauderdale.
"[We have] worked very hard to ensure that the transition into
Chapter 11 would have no impact on our valued employees, customers,
and franchise partners," said BurgerFi CEO Carl Bachmann.
The company's executive chairman of the board, David Heidecorn,
resigned on Sept. 16 — nearly three months after his appointment.
His resignation is effective immediately. Before Heidecorn joined
BurgerFi, he was a senior advisor and partner at L Catterton.
The company is also exploring a sale to attract potential investors
or buyers, with a second hearing related to its restructuring
scheduled for Oct. 7.
About BurgerFi International
BurgerFi International, Inc. (BFI) is a multi-brand restaurant
company that develops, markets, and acquires fast-casual and
premium-casual dining restaurant concepts around the world,
including corporate-owned stores and franchises. BurgerFi
International, Inc. is the owner and franchisor of two brands with
a combined 144 locations: (i) Anthony's, a premium pizza and wing
brand with 51 restaurants (50 corporate-owned casual restaurant
locations and one dual brand franchise location), as of Sept. 10,
2024, and (ii) BurgerFi, among the nation's fast-casual better
burger concepts with 93 BurgerFi restaurants (76 franchised and 17
corporate-owned) as of Sept. 10, 2024.
BurgerFi International, Inc. and 114 affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code on Sept. 11, 2024 (Bankr. D. Del. Lead Case
No. 24-12017). The cases are pending before the Honorable Judge
Craig T Goldblatt.
Proposed advisors to the Company are Raines Feldman Littrell LLP,
Force Ten Partners, with Jeremy Rosenthal as the Company's Chief
Restructuring Officer, and Sitrick And Company as strategic
communications advisor to the Company. Stretto is the claims
agent.
BYJU'S ALPHA: Judge Says Trustee Should Control U.S. Units
----------------------------------------------------------
Steven Church of Bloomberg News reports that Byju's US units should
be controlled by a court-approved trustee, a US judge ruled,
setting up a potential conflict with the insolvency professional
running the parent company in India, where the education technology
firm is based.
In an order filed Monday, US Bankruptcy Judge Brendan Shannon asked
the Office of the US Trustee, which monitors corporate bankruptcy
cases, to appoint a manager to take control of Neuron Fuel Inc.,
Epic! Creations Inc. and Tangible Play Inc., Bloomberg News
reports.
About BYJU's Alpha
BYJU's Alpha, Inc., designs and develops education software
solutions.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 24-10140) on Feb. 1, 2024. In the
petition signed by Timothy R. Pohl, chief executive officer, the
Debtor disclosed up to $1 billion in assets and up to $10 billion
in liabilities.
Judge John T. Dorsey oversees the case.
Young Conaway Stargatt & Taylor, LLP and Quinn Emanuel Urquhart &
Sullivan, LLP serve as the Debtor's legal counsel.
GLAS Trust Company LLC, as DIP Agent and Prepetition Agent, is
represented in the Debtor's case by Kirkland & Ellis LLP, Pachulski
Stang Ziehl & Jones, and Reed Smith.
CAMBRIDGE RIVERVIEW: Hires Bresset & Santora as Bankruptcy Counsel
------------------------------------------------------------------
Cambridge Riverview LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Pennsylvania to hire Bresset &
Santora, LLC as attorney.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
as a debtor in possession in the continued management and operation
of the Debtor's business and property;
b. advising and consulting on the conduct of this Chapter 11
Case;
c. attending meetings and negotiating with representatives of
creditors and other parties in interest;
d. taking all necessary actions to protect and preserve the
Debtor's estate;
e. preparing pleadings, including motions, applications,
answers, orders, reports, and papers necessary or otherwise
beneficial to the administration of the estate;
f. obtaining authority to continue using cash collateral and
obtaining post-petition financing;
g. appearing before the court and any appellate courts;
h. advising the Debtor in relation to its affiliates and
management company;
i. taking any necessary action to negotiate, prepare and
obtain approval of a disclosure statement and confirmation of a
chapter 11 plan and all related documents; and
j. performing all other necessary legal services.
The firm will charge $200 per hour for its services.
The firm received a retainer in the amount of $12,000.
Stephen G. Bresset, Esq., a partner in Bresset & Santora, disclosed
in a court filing that the firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Stephen G. Bresset, Esq.
Bresset & Santora, LLC
812 Court Street
Honesdale, PA 18431
Telephone: (570) 253-5953
Facsimile: (570) 253-2926
Email: sbresset@bressetsantora.com
About Cambridge Riverview LLC
Cambridge Riverview LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No.
24-02215) on Sep. 16, 2024, listing up to $50,000 in both assets
and liabilities.
Judge Mark J Conway presides over the case.
Ronald V. Santora, Esq. at Bresset And Santora represents the
Debtor as counsel.
CAMBRIDGE RIVERVIEW: Hires PLC Cambridge Management as Manager
--------------------------------------------------------------
Cambridge Riverview LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Pennsylvania to hire PLC Cambridge
Management, LLC as manager.
The firm will render these services:
a. supervise, manage, and conduct the daily operation and
management of the Debtor's facility, including supervising
employees;
b. establish and implement a marketing plan for growing the
Debtor's business;
c. recruit, train, and manage employees;
d. prepare and implement a budget for the facility, as well as
recommending cost saving measures;
e. prepare monthly billing and collect resident fees;
f. prepare and provide accounting and financial reports;
g. review and maintain any necessary regulatory compliances
for the facility; and
h. provide other management services.
The manager will be compensated as follows:
a. A base management fee of $5,000 or 4.5 percent of gross
revenues, whichever is higher;
b. In addition to the base management fee, the manager shall
be paid an amount equal to 10 percent of EBITDARM. The total base
and incentive fee will be capped at 7 percent of total revenues for
each accounting period.
PLC is a "disinterested person" as that term is defined in 11
U.S.C. 101(14), according to court filings.
The firm can be reached through:
Steven Atlass
PLC Cambridge Management, LLC
Pennsylvania
About Cambridge Riverview LLC
Cambridge Riverview LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No.
24-02215) on Sep. 16, 2024, listing up to $50,000 in both assets
and liabilities.
Judge Mark J Conway presides over the case.
Ronald V. Santora, Esq. at Bresset And Santora represents the
Debtor as counsel.
CAMPING WORLD: Moody's Alters Outlook on 'B2' CFR to Negative
-------------------------------------------------------------
Moody's Ratings changed the outlook for CWGS Enterprises, LLC
("Camping World") to negative from stable. At the same time,
Moody's affirmed Camping World's B2 corporate family rating and its
B2-PD probability of default rating. Moody's also affirmed the B2
ratings on Camping World's senior secured revolving credit facility
expiring June 2026 and senior secured term loan B due June 2028.
The speculative grade liquidity rating (SGL) of SGL-3 (adequate)
remains unchanged.
The change in outlook to negative reflects that the recovery in
Camping World's earnings performance is taking longer than expected
due a combination of low levels of demand reflecting the difficult
consumer spending environment and sustained high interest rates
which results in high monthly payments for financed vehicles. The
recovery is also being challenged by elevated dealer inventories of
over-produced prior model year RVs which has put pressure on
Camping World's used RV volumes. As such, credit metrics are much
weaker than expected as of LTM June 30 2024 with lease-adjusted
debt/EBITDA at about 9.2x and EBIT/interest at about 0.7x. The
affirmation of the B2 CFR reflects that headwinds should begin to
moderate in 2025, particularly as benchmark interest rates ease and
industry aged inventory fully clears, resulting in greater RV
volumes retailed, higher gross margins and earnings, yielding
improvement in credit metrics for Camping World. However, there is
a high degree of uncertainty in the timing and intensity of a
recovery which is highly dependent on benchmark rates sufficiently
easing, industry aged inventory fully clearing, and unemployment
remaining healthy.
RATINGS RATIONALE
Camping World's B2 CFR reflects the highly cyclical nature of RV
demand and that Moody's expect a meaningful recovery in the
company's currently very weak credit metrics. Over the next 12-18
months, as benchmark interest rates ease and industry overstocking
clears, Camping World's retailed units, particularly on the
higher-margin used side of the business, should improve and drive a
recovery in overall gross margins and credit metrics. Moody's
expect this recovery to result in debt/EBITDA improving to about 6x
in 2025 and 5x in 2026 while EBIT/interest should recover to about
1.5x in 2025 and 2x in 2026. Note that Moody's modeled credit
metrics in 2025 are not in line with B2 expectations, while Moody's
2026 modeled credit metrics are, which underscores the importance
of Camping World demonstrating a recovery in earnings starting in
the second half of 2024 and maintaining that recovery in 2025.
The B2 CFR is supported by Camping World's market position as the
largest RV retailer in a highly fragmented segment, its diversified
revenue streams between new and used vehicles, membership services,
finance & insurance and parts & service as well as the company's
focus on lower-priced towable which is particularly beneficial in a
value-seeking consumer demand environment. Camping World's B2 CFR
also reflects Moody's expectation that its financial strategy will
remain balanced with a prudent approach to capital allocation,
including shareholder returns. To help fund CAPEX investment and
bolt-on acquisitions, the company lowered its quarterly common
dividend to public shareholders beginning in September 2023 to a
run rate of approximately $22 million annually, from $112 million.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if liquidity weakens for any
reason. The ratings could also be downgraded if a recovery takes
longer than expected such that debt-to-EBITDA is maintained above
5.75x or EBIT/interest expense is maintained below 1.25x or a more
aggressive financial strategy is adopted.
The ratings could be upgraded if revenue and earnings growth is
sustained and at least good liquidity is maintained, including
consistent and solid positive free cash flow. Quantitatively, the
ratings could be upgraded if debt/EBITDA can be sustained below
4.5x and EBIT/interest expense can be sustained above 2.5x through
an industry cycle and Camping World maintains balanced financial
policies that support metrics remaining at these levels.
Headquartered in Lincolnshire, IL, Camping World is America's
largest retailer of recreational vehicles and related products and
services with over 200 dealerships, service centers and stores
across 42 states. For the LTM period ending June 30, 2024, revenue
was approximately $6 billion. The company is controlled by CEO
Marcus Lemonis and certain funds controlled by Crestview Partners
II GP, LP.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
CARESTREAM DENTAL: S&P Lowers ICR to 'SD' on Distressed Exchange
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Carestream
Dental Technology Parent Ltd. to 'SD' (selective default) from
'CCC-' and its issue-level rating on its second-lien term loan to
'D' from 'C'. S&P's 'CCC-' issue-level rating on the revolver and
first-lien term loans were unchanged.
Subsequently, at the request of Carestream Dental, S&P withdrew all
ratings on the repayment or extinguishment of all rated debt.
S&P said, "The downgrade reflects our view that the recent
recapitalization is a distressed exchange with respect to the
second-lien debt. While we believe that the company's first-lien
loans were repaid in accordance with their terms, we believe that
the second-lien lenders received less than the original promise
with this recapitalization transaction. Consequently, we view the
portion of the transaction pertaining to the second-lien debt as a
distressed exchange and tantamount to default. We subsequently
withdrew all our ratings on Carestream Dental at the request of the
company, including the issuer credit rating, given the repayment or
extinguishment of all rated debt."
Carestream Dental operates in two segments: Imaging Technology and
Solutions (ITS) (about 70% of sales) and Dental Practice Management
Solutions (DPMS) (about 30% of its business). ITS includes various
dental imaging equipment and associated clinical software for use
by dental professionals while DPMS includes comprehensive software
for administrative management of dental practices.
CCM MERGER: Moody's Affirms 'B1' CFR & Alters Outlook to Stable
---------------------------------------------------------------
Moody's Ratings affirmed CCM Merger, Inc.'s ratings, including its
Corporate Family Rating at B1 and Probability of Default Rating at
B1-PD. Moody's upgraded the Senior Secured Bank Credit Facility
rating to Ba1 from Ba2 and Senior Unsecured rating to B2 from B3.
Moody's also revised the outlook to stable from negative.
The stable outlook reflects CCM Merger's improved operating
results, primarily from higher online gaming revenues, and lower
debt balance following voluntary debt prepayments, which helped to
reduce its leverage to below 4.0x for the last twelve months (LTM)
June 30, 2024. CCM Merger's improved operating results and debt
paydown also increased its cushion under the leverage covenant of
its credit facility. The ratings upgrade of CCM Merger's Senior
Secured Bank Credit Facility rating and Senior Unsecured rating
reflects its lower debt balances.
RATINGS RATIONALE
CCM Merger's credit profile reflects its single asset concentration
and small size in Detroit, which is less diversified as compared
with a destination market that offers tourism, entertainment and
conferences such as Las Vegas. CCM Merger also competes with larger
gaming operators, including MGM Resorts International (operates MGM
Grand Detroit) and PENN Entertainment (operates Greektown Casino),
within this market. These credit challenges are offset by Detroit's
high population density, the regulatory limit of three commercial
casinos in the Detroit gaming market, and good credit metrics,
including low debt/EBITDA and high interest coverage ratio.
The ratings also incorporate Moody's expectation that CCM Merger
will continue to generate positive free cash flow with low capital
expenditures and low distributions to its owner. This will provide
the casino operator with financial flexibility to reduce debt and
improve its covenant cushion over the next twelve to eighteen
months.
CCM Merger's gross gaming revenue for the first six months of 2024
grew to $222 million from $201 million a year ago. The increase was
driven by online gaming and sportsbook, which doubled to $32.7
million from $16 million during the same period. This reflects its
share of profits received from its arrangement with FanDuel for
retail sportsbook, internet sports betting, and internet gaming
operations.
CCM Merger has good liquidity, which is supported by $74.9 million
in cash and its $45 million revolver that was undrawn on June 30,
2024. CCM Merger has no debt maturities until November 2025, at
which time its $45 million revolver expires. Its $160 million Term
loan A matures in December 2026 unless its $265 million Senior
Unsecured notes have not been paid in full or refinanced by
November 2025, in which case the maturity date of the Term loan A
will be November 2025. Alternate sources of liquidity are limited
because CCM Merger owns a single casino, so raising capital through
the sale of an asset is not an option.
FACTORS THAT COULD LEAD TO AN UPGRADE OR A DOWNGRADE OF THE
RATINGS
CCM Merger's ratings could be upgraded if it achieves and maintains
debt-to-EBITDA below 3.0x, and increases its size and scale with
more diversified revenue sources. In addition, CCM Merger would
need to continue to generate consistent and positive free cash flow
and maintain good covenant cushion under the leverage covenant of
its credit facility.
CCM Merger's ratings could be downgraded if it were to experience
increased competition or EBITDA declines due to volume pressures or
higher operating costs. Deterioration in liquidity, increased
leverage, with debt-to-EBITDA rising above 4.5x or weakening of the
covenant cushion could also lead to a downgrade.
The principal methodology used in these ratings was Gaming
published in June 2021.
CCM Merger, Inc. is privately held. It owns and operates the
MotorCity Casino Hotel in Detroit, Michigan through its subsidiary
Detroit Entertainment L.L.C. MotorCity Casino is one of only three
commercial casinos allowed to operate in the Detroit area. CCM
Merger is owned by the Ilitch family and generated approximately
$411 million of net revenue for the latest 12-month period ended
June 30, 2024.
CD&R SMOKEY: Moody's Rates New $775MM First Lien Notes 'B3'
-----------------------------------------------------------
Moody's Ratings assigned a B3 rating to CD&R Smokey Buyer, Inc.'s
(PetSafe) proposed $775 million senior secured first lien notes due
2029. At the same time, Moody's affirmed PetSafe's existing ratings
including its B3 Corporate Family Rating, B3-PD Probability of
Default Rating, the B3 rating on its existing $700 million senior
secured first lien notes due 2025, and the B3 rating on its $75
million original principal amount senior secured first lien term
loan due 2025. The outlook is stable.
Proceeds from the proposed $775 million senior secured notes and
balance sheet cash will be used to repay PetSafe's existing senior
secured notes and term loan, pay accrued interest, and fees and
expenses. Moody's expect to withdrawal the ratings on the existing
senior secured notes and term loan upon the closing of the
refinancing transaction and the repayment of these debt
obligations. The company is also entering into a new $150 million
asset based lending (ABL) revolving facility due 2029 (unrated),
which is expected to be undrawn at close.
The ratings affirmation and stable outlook reflects that PetSafe's
proposed refinancing transaction meaningfully improves liquidity by
pushing out the approaching 2025 maturity of its existing debt
while not materially affecting leverage. Moody's anticipated in the
ratings that the company would address the maturities. Still, the
company's financial leverage is expected to remain high amid a
challenging demand environment. PetSafe's weaker revenue trends
persist amid lower consumer demand and continued inventory
de-stocking by some of its key customers. Lower unit volumes
negatively impacted the company's profitability during the first
half of 2024 versus the same period last year. As a result, the
company's financial leverage is high with debt/EBITDA (all ratios
are Moody's-adjusted unless otherwise stated) at around 6.9x as of
the last 12 months (LTM) June 2024, up from 6.1x as of fiscal 2023.
Moody's anticipate that headwinds from de-stocking will normalize
over the next 12 months because channel inventories have been
reduced, which should support future replenishment orders. Moody's
also expect pressures affecting consumer discretionary spending
including high cumulative inflation will persist at least into the
first half of 2025, but that the company's growth initiatives and a
moderation of consumer borrowing costs will begin to stabilize
revenue by the end of 2024 and produce modest revenue growth in
2025. As a result, Moody's project that debt/EBITDA leverage will
begin to fall but remain high at above 6x over the next 12 months.
Despite the ongoing revenue challenges PetSafe's EBITDA margin has
recovered to historical levels of above 20%, benefitting from a
normalization of freight and input cost, and operational
initiatives. The good EBITDA margin supports positive free cash
flow generation and the company's good liquidity. The refinancing
will increase cash interest expense though Moody's still project
free cash flow of at least $30 million over the next 12 months. An
anticipated cash balance of around $30 million at the end of 2024
and access to an undrawn $150 million ABL revolving facility
provides financial flexibility to navigate the currently
challenging demand environment.
The B3 rating on the proposed $775 million senior secured first
lien notes due 2029 reflects that the senior secured notes
represent the preponderance of the company's pro forma debt capital
structure.
RATINGS RATIONALE
PetSafe's B3 CFR broadly reflects its high financial leverage with
debt/EBITDA estimated at 6.9x as of the LTM June 2024, its
relatively small scale with LTM revenue of around $544 million, and
its customer concentration. The company's revenue is declining
because of lower consumer demand from elevated levels reached
during the pandemic and channel inventory de-stocking. The company
has a narrow product focus in the discretionary pet products
category and is exposed to cyclical consumer discretionary
spending. Moody's expect that cumulative high inflation will
continue to pressure consumer demand for PetSafe's products over
the next 12 months, but that the company's growth initiatives and a
moderation of consumer borrowing costs will begin to stabilize
revenue by the end of 2024 and produce modest revenue growth in
2025. Governance factors primarily relate to the concentrated
decision making and aggressive financial strategy under private
equity ownership including operating with high leverage and
debt-financed acquisitions.
The credit profile also reflects PetSafe's good market position and
brand recognition in the relatively stable pet products industry,
supported by innovative product offerings. The company has moderate
geographic and channel diversification, and some barriers to entry
including intellectual property ownership. PetSafe's good EBITDA
margin supported by its pricing and competitive advantages,
supports positive free cash flow generation. The pet population and
pet spending has increased from the coronavirus pandemic levels,
and Moody's expect this will help moderate the pressure on revenue
from reductions in discretionary consumer spending. The company's
good liquidity following the proposed refinancing reflects Moody's
expectation for positive free cash flow of at least $30 million
over the next 12 months, an anticipated $30 million cash balance at
the end of 2024, and access to an undrawn $150 million ABL
revolving facility, which provides financial flexibility to fund
business and cash flow seasonality.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The stable outlook reflects Moody's expectation that a resilient
pet products industry, positive pet spending trends, the company's
growth initiatives, and lower borrowing costs will support stable
revenue and EBITDA margin and good liquidity following the
refinancing including at least $30 million of positive free cash
flows over the next 12 months.
The ratings could be upgraded if the company demonstrates a track
record of consistent organic revenue growth alongside a stable
EBITDA margin, and debt/EBITDA is sustained below 6.0x. A ratings
upgrade will also require good liquidity highlighted by sustainably
improved free cash flow relative to debt and good revolver
availability at all times, as well as financial policies that
support credit metrics at the above levels.
The ratings could be downgraded if the company is unable to
stabilize revenue and the EBITDA margin due to factors such as
continued pressure on consumer spending, market share losses, or
higher costs, or if free cash flows is modest or negative. The
ratings could also be downgraded if EBITDA-CAPEX/interest is
sustained below 1.25x, liquidity deteriorates for any reason,
including higher reliance on revolver borrowings, or if the company
completes a large debt-financed acquisition or shareholder
distribution that increases leverage.
The principal methodology used in these ratings was Consumer
Durables published in September 2021.
CD&R Smokey Buyer, Inc. (PetSafe), headquartered in Knoxville,
Tennessee, is a designer and distributor of pet health and safety
products for dogs and cats. The company sells its pet products
through five brands, including PetSafe, Invisible Fence, SportDOG,
Premier Pet, and Kurgo, and across several categories including
electronic containment and training, waste management, pet doors,
and other various pet products such as water & feed, toy & behavior
products. PetSafe generated about $544 million as of the 12 months
ended June 2024 period. Clayton, Dubilier & Rice (CD&R) acquired
the company in a leveraged buyout in 2020.
CHICAGO BOE: Fitch Affirms 'BB+' IDR, Outlook Stable
----------------------------------------------------
Fitch Ratings has affirmed the Chicago Board of Education, IL's
(CBOE) Issuer Default Rating (IDR) and unlimited tax general
obligation (ULTGO) bond rating at 'BB+'. Fitch has also affirmed
CBOE's dedicated capital improvement tax (CIT) bonds at 'A'.
The Rating Outlook is Stable. The ratings have been removed from
Under Criteria Observation.
Entity/Debt Rating Prior
----------- ------ -----
Chicago Board of
Education (IL) LT IDR BB+ Affirmed BB+
Chicago Board of
Education (IL)
/General Obligation
- Unlimited Tax/1 LT LT BB+ Affirmed BB+
Chicago Board of
Education (IL)
/Limited Ad Valorem
Tax Revenues/1 LT LT A Affirmed A
The affirmation of CBOE's IDR and ULTGO ratings reflects
implementation of Fitch's U.S. Public Finance Local Government
Rating Criteria. The ratings incorporate CBOE's 'bb' financial
resilience assessment given its 'minimal' level of budgetary
flexibility and an often-contentious relationship with the Chicago
Teacher's Union (CTU) that places additional strain on the
district's expenditure control.
As federal stimulus wanes, Fitch expects CBOE will be challenged to
maintain reserves at or above 10% of spending over time, precluding
a higher financial resilience assessment. The ratings also consider
CBOE's elevated long-term liability burden and mixed demographic
and economic strength profile. The rating also considers negative
Additional Analytical Factors for Pension Funding Assumptions,
Pension Contributions and Capital Demands and Affordability.
The affirmation of the CIT rating at 'A' reflects Fitch's dedicated
tax analysis. The bond structure's resilience is assessed at 'a'
backed by the stability of pledged revenues derived from an ad
valorem tax levy equivalent to 1.10x annual debt service. The 'a'
resilience assessment factors in risk to cyclical stresses and tax
collection delinquencies. CIT structural elements and security
interests are sufficiently strong to warrant a maximum five-notch
rating distinction between the CIT rating and the district's IDR
pursuant to Fitch's U.S. Public Finance Local Government Rating
Criteria.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Inability to manage future budget deficits and spending
pressures, including incremental costs associated with a resolution
of ongoing negotiations with the CTU, that trigger a reliance on
nonrecurring fiscal measures resulting in an actual or expected
weakening of available reserves to levels materially below 10% of
spending and/or liquidity necessitating increased levels of cash
flow borrowing;
- A reversal of recent improvement in the state funding commitment
for operations and pensions, absent a sufficient offsetting policy
response from the district.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- For the CIT bonds, a downgrade of the district's IDR and/or
decline in property tax collection rates below historical levels.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Demonstrated commitment to addressing budget gaps through
structural measures and maintaining reserves at least equal to 10%
of spending over time, which would raise the district's financial
resilience to 'bbb' or higher;
- An approximate 40% reduction in long-term liability burden
metrics, assuming current personal income and governmental
resources;
- An improved revenue outlook stemming from the combination of
enrolment growth and/or additional increases in state funding.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- For the CIT bonds, an upgrade is not anticipated based on
expected coverage levels from the statutory property tax levy.
SECURITY
The ULTGO bonds of the CBOE are payable from dedicated CBOE
revenues in the first instance and also payable from unlimited ad
valorem taxes levied against all taxable property within the
district, which is coterminous with the city of Chicago.
Fitch’s Local Government Rating Model
The Local Government Rating Model generates Model Implied Ratings,
which communicate the issuer's credit quality relative to Fitch's
local government rating portfolio. (The Model Implied Rating will
be the IDR except in certain circumstances explained in the
applicable criteria.) The Model Implied Rating is expressed via a
numerical value calibrated to Fitch's long-term rating scale that
ranges from 10.0 or higher (AAA), 9.0 (AA+), 8.0 (AA), and so forth
down to 1.0 (BBB- and below).
Model Implied Ratings reflect the combination of issuer-specific
metrics and assessments to generate a Metric Profile and a
structured framework to account for Additional Analytical Factors
not captured in the Metric Profile that can either mitigate or
exacerbate credit risks. Additional Analytical Factors are
reflected in notching from the Metric Profile and are capped at
+/-3 notches.
Ratings Headroom & Positioning
Chicago Board of Education Model Implied Rating: 'BBB-; (Numerical
Value: 0.97)
- Metric Profile: BBB+; (Numerical Value: 3.97)
- Net Additional Analytical Factor Notching: -3.0
Individual Additional Analytical Notching Factors:
- Non-Recurring Support or Spending Deferrals: -1.0
- Pension Funding Assumptions: -1.0
- Pension Contributions: -1.0
- Capital Demands and Affordability: -1.0
Chicago Board of Education's Model Implied Rating is 'BBB-'. The
associated numerical value of 0.97 is in comparison to the 2.0 to
3.0 range for a 'BBB' rating.
Key Rating Drivers
Financial Profile
Financial Resilience - bb
Chicago Board of Education's financial resilience is driven by the
combination of its 'Low' revenue control assessment and 'Low'
expenditure control assessment, culminating in a 'Minimal'
budgetary flexibility assessment.
- Revenue control assessment: Low
- Expenditure control assessment: Low
- Budgetary flexibility assessment: Minimal
- Minimum fund balance for current financial resilience assessment:
CIBUS INC: Expects $11.2 Net Proceeds From Underwritten Offering
----------------------------------------------------------------
Cibus, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Sept. 18, 2024, it entered into an
underwriting agreement with Roth Capital Partners and
A.G.P./Alliance Global Partners, as representatives of the several
underwriters named therein, relating to the underwritten public
offering of 3,000,000 shares of the Company's Class A common stock,
par value $0.0001 per share at a public offering price of $4.00 per
Share. In addition, the Company granted the Representatives a
45-day option to purchase up to 450,000 additional shares of the
Company's Class A Common Stock.
The Offering was expected to close on Sept. 19, 2024, subject to
customary closing conditions. The Company estimates that the net
proceeds of the Offering will be approximately $11.2 million (or
$12.8 million if the Representatives' option to purchase additional
shares of Class A Common Stock is exercised in full), in each case,
after deducting the underwriting discounts and commissions and
other estimated offering expenses payable by the Company.
The Offering was made pursuant to the Company's shelf registration
statement on Form S-3, as amended (Registration No. 333-273062) and
the accompanying base prospectus filed with the SEC and declared
effective by the Commission on Oct. 27, 2023. The preliminary
prospectus related to the Offering was filed with the Commission on
Sept. 17, 2024 and the final prospectus supplement related to the
Offering was filed with the Commission on Sept. 19, 2024.
The Underwriting Agreement contains customary representations,
warranties and agreements of the Company, and customary conditions
to closing, obligations of the parties and termination provisions.
The Company has agreed to indemnify the Underwriters against
certain liabilities, including liabilities under the Securities Act
of 1933, as amended, or to contribute to payments that the
Underwriters may be required to make because of such liabilities.
In addition, the Company and the Company's directors and executive
officers also agreed not to sell or transfer any Class A Common
Stock without first obtaining the written consent of the
Representatives, subject to certain exceptions as described in the
Prospectus Supplement, for 30 days after closing of the Offering,
in the case of the Company, and 30 days after the date of the
Prospectus Supplement, in the case of the Company's directors and
executive officers.
About Cibus
Headquartered in San Diego, CA, Cibus -- http://www.cibus.com/--
is an agricultural biotechnology company that uses proprietary gene
editing technologies to develop plant traits (or specific genetic
characteristics) in seeds. Its primary business is the development
of plant traits that help address specific productivity or yield
challenges in farming such as traits addressing plant agronomy,
disease, insects, weeds, nutrient-use, or the climate. These
traits are referred to as productivity traits and drive greater
farming profitability and efficiency. They do this in several
ways, including, but not limited to, making plants resistant to
diseases or pests or enabling plants to process nutrients more
efficiently. Certain of these traits lead to the reduction in the
use of chemicals like fungicides, insecticides, or the reduction of
fertilizer use, while others make crops more adaptable to their
environment or to climate change. The ability to develop
productivity traits in seeds that can increase farming productivity
and reduce the use of chemicals in farming is the promise of gene
editing technologies. In addition, Cibus is developing, through
partner-funded projects, certain alternative plant-based oils or
bio-based fermentation products to meet the functional needs of the
new sustainable ingredients industry to replace current ingredients
that are identified to raise environmental challenges, such as
ingredients derived from fossil fuels, materials that cause
deforestation, or materials that raise other sustainability
challenges.
San Diego, California-based BDO USA, P.C., the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated March 21, 2024, citing that the Company has incurred
recurring losses from operations and negative cash flows from
operations.
COFFEE HOLDING: Posts $626,796 Net Income in Fiscal Q3
------------------------------------------------------
Coffee Holding Co., Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net income of $626,796 on $18,813,162 of net sales for the three
months ended July 31, 2024, compared to a net loss of $111,881 on
$15,764,365 of net sales for the three months ended July 31, 2023.
For the nine months ended July 31, 2024, the Company reported a net
income of $955,979 on $57,349,477 of net sales, compared to a net
loss of $1,003,824 on $49,411,183 of net sales for the same period
in 2023.
As of July 31, 2024, the Company had $33,052,015 in total assets,
$8,380,945 in total liabilities, and $24,671,070 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/ybp4fw8z
About Coffee Holding Co.
Staten Island, N.Y.-based Coffee Holding Co., Inc. is an integrated
wholesale coffee roaster and dealer in the United States. The
company's core products are divided into three categories: (1)
Wholesale Green Coffee; (2) Private Label Coffee; and (3) Branded
Coffee.
New York, N.Y.-based Marcum LLP, the company's auditor from 2013 to
2021 and reappointed in 2022, issued a "going concern"
qualification in its report dated February 9, 2024. The report
noted that the company's line of credit is maturing on June 30,
2024, and there are certain financial covenants with the lender
that the company is in violation of. The company has not received a
waiver from the lender, which has reserved its rights to exercise
remedies at any time. The auditor stated that uncertainties
surrounding the ability to secure a waiver and extend the line of
credit raise substantial doubt about the company's ability to meet
its obligations within the next 12 months.
As of July 31, 2024, the Company is in compliance with those
financial covenants. The Company has paid down a substantial
portion of the line of credit and the current balance outstanding
as of July 31, 2024 was $1,900,000. Additionally, the Company is in
a net income position for the three and nine months ended July 31,
2024 of $626,796 and $955,979, respectively, has cash from
operating activities of $5,209,235, and a net working capital
surplus of $19,494,786. As a result, the Company does not believe
that substantial doubt is raised regarding the Company's ability to
continue as a going concern and the ability to meet its obligations
as they become due within the 12 months from Sept. 13, 2024, the
date the condensed consolidated financial statements for the
quarterly period ended July 31, 2024, are issued.
* * *
This concludes the Troubled Company Reporter's coverage of Coffee
Holding Co. until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
COMMERCIAL FLOORING: Hires Jones & Walden LLC as Attorney
---------------------------------------------------------
Commercial Flooring Solutions LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Jones & Walden LLC as attorney.
The firm will provide these services:
a. preparing pleadings and applications;
b. conducting examination;
c. advising the Debtor of its rights, duties and obligations
as a debtor-in-possession;
d. consulting with the Debtor and representing the Debtor with
respect to a Chapter 11 plan;
e. performing those legal services incidental and necessary to
the day-to-day operations of the Debtor's business, including, but
not limited to, institution and prosecution of necessary legal
proceedings, and general business legal advice and assistance;
f. taking 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 will be paid a retainer in the amount of $ $15,431.55.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Leslie M. Pineyro, 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:
Leslie M. Pineyro, Esq.
Jones & Walden LLC
699 Piedmont Avenue NE
Atlanta, GA 30308
Tel: (404) 564-9300
Email: lpineyro@joneswalden.com
About Commercial Flooring Solutions LLC
project serving Atlanta, GA and beyond. The Company's products
include carpet, carpet tile, hardwood, laminate, luxury, vinyl,
waterproof flooring, natural stone, glass tile, metal tile, and
solid surface.
Commercial Flooring Solutions LLC in Atlanta, GA, sought relief
under Chapter 11 of the Bankruptcy Code filed its voluntary
petition for Chapter 11 protection (Bankr. N.D. Ga. Case No.
24-59431) on Sept. 6, 2024, listing $253,125 in assets and
$4,298,034 in liabilities. Brett R. Pavel as manager, signed the
petition.
JONES & WALDEN LLC serve as the Debtor's legal counsel.
COMMERCIAL FLOORING: Hits Chapter 11 Bankruptcy Protection
----------------------------------------------------------
Commercial Flooring Solutions LLC filed Chapter 11 protection in
the Northern District of Georgia. According to court filing, the
Debtor reports $4,298,034 in debt owed to 50 and 99 creditors. The
petition states funds will not be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 9, 2024 at 2:00 p.m. in Room Telephonically. To attend,
Dial 888-902-9750 and enter participation code 9635734.
About Commercial Flooring Solutions
Commercial Flooring Solutions LLC provides flooring solutions to
any given project serving Atlanta, GA and beyond. The Company's
products include carpet, carpet tile, hardwood, laminate, luxury,
vinyl, waterproof flooring, natural stone, glass tile, metal tile,
and solid surface.
Commercial Flooring Solutions LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-59431) on
September 6, 2024. In the petition filed by Brett R. Pavel, as
manager, the Debtor reports total assets of $253,125 and total
liabilities of $4,298,034.
The Debtor is represented by:
Leslie Pineyro, Esq.
JONES & WALDEN LLC
699 Piedmont Avenue NE
Atlanta, GA 30308
Tel: 404-564-9300
Fax: 404-564-9301
Email: info@joneswalden.com
CONTINENTAL ELECTRIC: Unsecureds Will Get 13.6% over 3 Years
------------------------------------------------------------
Continental Electric Motors, Inc. filed with the U.S. Bankruptcy
Court for the District of New Jersey a Small Business Plan of
Reorganization dated August 19, 2024.
The Debtor is a company that has existed since 1921 and is one of
the last remaining independent premier electric motor company
companies that service the water/wastewater, stormwater and
petrochemical industries.
The Debtor's principal place of business is 125 Half Mile Road,
Suite 200, Red Bank, New Jersey 07701. The Debtor is operational,
engaged in several on-going projects, purchase orders and
engagements, and continues to respond to requests for proposal on
future projects and seek new purchase orders. The Debtor currently
has one employee, Dave Merces, who is the President and sole
shareholder.
The Debtor's Chapter 11 - Subchapter V filing was precipitated by
the collection activities of several judgment creditors which
sought to levy and have turned over funds in the Debtor's
prepetition bank account maintained at Wells Fargo. Additionally,
litigation costs from defending lawsuits and collection activities
placed a strain on cash flow as the time line for new purchase
orders is dependent on several factors which does lend itself to a
regular, consistent cash flow.
Class Four are holders of Allowed General Unsecured Claims,
including allowed deficiency claims of creditors in prior classes
and claims of creditors not otherwise classified under the Plan.
The estimated amount of unsecured claims as scheduled or filed is
$1,486,039.16, subject to objection and reconciliation as provide
under the Plan. In accordance with the Debtor's Cash Flow Analysis,
following the satisfaction of higher priority Classes, the Debtor
has a projected Disposable Income of $203,229.00 (or $67,743.00 per
year), all of which will be paid as follows:
Commencing on the third anniversary of the Effective Date of the
Plan and following the satisfaction of higher priority classes, and
each year thereafter for a total of 3 years, the Debtor shall make
annual payments in an amount equal to the annual projected
disposable income of the Debtor (and as projected in the Cash Flow
Analysis). The Debtor shall distribute the funds to the holders of
liquidated, non-contingent claims as scheduled or filed, subject to
timely objection to the validity or extent of each claim and the
claims of creditors not otherwise treated under the Plan (the
"General Unsecured Claims") on a pro rata basis commencing in year
three after the Effective Date and annually thereafter during the
life of the Plan. This Class will receive a distribution of 13.6 %
of their allowed claims.
The Plan will be funded from a combination of (i) funds on hand in
the estate at the time of Confirmation; and (ii) future income
generated through sale of the Debtor's services and collection of
accounts receivable.
A full-text copy of the Plan of Reorganization dated August 19,
2024 is available at https://urlcurt.com/u?l=Q6ChM3 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Mark J. Politan, Esq.
POLITAN LAW, LLC
88 East Main Street, #502
Mendham, NJ 07945
Tel: 973.768.6072
Email: mpolitan@politanlaw.com
About Continental Electric Motors
Continental Electric Motors, Inc. is a manufacturer of industrial
electric motors in Red Bank, N.J.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. N.J. Case No. 24-15083) on May 20, 2024,
with $100,000 to $500,000 in assets and $1 million to $10 million
in liabilities. Dave Merces, president, signed the petition.
Judge Christine M. Gravelle oversees the case.
Mark J. Politan, Esq., at Politan Law, LLC represents the Debtor as
bankruptcy counsel.
CONVERGINT TECH: Moody's Rates New First Lien Bank Debt 'B2'
------------------------------------------------------------
Moody's Ratings assigned B2 ratings to DG Investment Intermediate
Holdings 2, Inc.'s (d/b/a "Convergint Technologies") proposed $50
million backed senior secured first lien delayed draw term loan
(DDTL) due 2028, and $200 million backed senior secured first lien
revolving credit facility expiring 2027 (extended from 2026). All
other ratings are unaffected, including the company's B3 corporate
family rating, B3-PD probability of default rating, B2 rating on
the upsized $1,837 ($1,801 million outstanding as of June 30, 2024)
backed senior secured first lien term loan due 2028, and Caa2 $280
million second lien term loan due 2029. The B2 ratings on the
predecessor revolver instrument expiring in 2026 and the
predecessor $505 million ($497 million outstanding as of June 30,
2024) first lien term loan B add-on due 2028 will be withdrawn upon
closing of the financing. The stable outlook remains unchanged.
Convergint Technologies designs, installs, and maintains building
systems, with a primary focus on security systems.
In addition to repaying the $505 million first lien term loan B
add-on due 2028, the company will use $125 million in proceeds from
the $1,837 million first-lien term loan financing for acquisitions.
The DDTL is currently undrawn, but is also expected to be used for
acquisitions. The financing is essentially debt leverage neutral,
although the approximate 6% increase in Convergint Technologies'
total outstanding debt has negative credit implications.
RATINGS RATIONALE
Convergint Technologies' B3 CFR is principally constrained by the
company's high pro forma debt-to-EBITDA of approximately 9x LTM
EBITDA (including Moody's adjustments as of June 30, 2024).
Convergint Technologies' credit profile is also negatively impacted
by modest profitability and corporate governance risks related to
the company's concentrated equity ownership. While Moody's expect
EBITDA growth to drive a contraction in debt leverage towards 7x by
the end of 2025, the potential for additional debt funded
acquisitions and possible dividend distributions may negatively
impact efforts to reduce debt-to-EBITDA. The company's credit
profile is also pressured by concerns relating to macroeconomic
cyclicality and potential periodic supply constraints which could
negatively impact Convergint Technologies' ability to capitalize on
the company's healthy secular growth prospects in the commercial
security systems services market. These risk factors are somewhat
mitigated by the company's large, global operating scale and a
highly re-occurring revenue stream with little customer or end
market concentration. While working capital fluctuations have
weighed on liquidity and contributed to free cash flow deficits in
recent years, Moody's expect the low capital intensity of
Convergint Technologies' business model and limited exposure to
high interest rates (approximately 80% of the first lien term loan
debt is hedged through July 2027) to facilitate improving free cash
flow over the next 12-15 months.
Convergint Technologies' adequate liquidity is supported by a pro
forma cash balance of $83 million as of 30 June 2024 and Moody's
expectation of free cash flow generation approximating 2%-3% of
debt over the next 12-15 months. However, supply chain disruptions
have created delays in the company's ability to complete system
installations in recent years and resulted in working capital
outflows and free cash flow deficits since 2021. While Moody's
expect improvement in the near term, the risk of a periodic
recurrence of such shortages adds a degree of uncertainty to
Convergint Technologies' liquidity and overall credit profile. The
company's liquidity is also bolstered by its undrawn $200 million
revolving credit facility expiring December 2027. While Convergint
Technologies' term loans are not subject to financial covenants,
the revolving credit facility has a springing covenant (activated
if utilization is above 35%) based on a maximum first lien net
leverage ratio of 8.55x which the company should be comfortably in
compliance with over the next 12-15 months.
The B2 ratings on Convergint Technologies' first-lien senior
secured credit facilities reflect the company's B3-PD probability
of default rating (PDR) and Moody's loss given default assessment.
The first-lien ratings are one notch higher than Convergint
Technologies' B3 corporate family rating (CFR) and take into
account the first-lien debt's priority in the collateral and senior
ranking in the capital structure relative to the company's
second-lien debt, which is rated Caa2.
The stable outlook reflects Moody's expectations for high
single-digit organic annual revenue growth over the next 12 to 18
months, modest expansion in EBITDA margins, and a resumption of
both positive free cash flow and debt leverage reduction trends
during this period. Moody's project debt-to-EBITDA to contract
towards 7x by the end of 2025.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A ratings upgrade may be considered upon the achievement of ongoing
strong revenue gains, margin expansion, and significant, sustained
deleveraging below 6x. Also, given the aggressive financial
strategy implied by private equity ownership and an active
acquisition platform, a ratings upgrade would be considered upon
demonstration of restrained financial strategy, as evidenced by
minimal dividend distributions and balanced funding of
acquisitions.
The ratings could be downgraded if Convergint Technologies
experiences reversals in an anticipated favorable revenue and
margin trends, such that debt-to-EBITDA leverage is expected to
increase from current levels; if free cash flow is expected to
remain negative; or if compliance with debt covenants becomes
challenged.
Convergint Technologies is a service-based organization that
designs, installs, and maintains building systems, with a focus in
the areas of security systems with ancillary services in fire
alarm/notification and life safety. The corporate entity is owned
by Ares Management Corporation ("Ares"), Leonard Green & Partners,
L.P. ("LGP"), and funds managed by Harvest Partners, LP
("Harvest"). Pro forma for planned acquisitions, Moody's expect the
company to generate revenues approximating $2.7 billion in 2024.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
CORNERSTONE ONDEMAND: Moody's Affirms 'B3' CFR, Outlook Stable
--------------------------------------------------------------
Moody's Ratings affirmed Cornerstone OnDemand, Inc. (Clearlake)'s
(Cornerstone) B3 corporate family rating, B3-PD probability of
default rating, B2 senior secured first lien bank credit facilities
rating, and Caa2 senior secured second lien term loan rating. The
outlook is stable.
RATINGS RATIONALE
Cornerstone's B3 CFR reflects the company's very high leverage,
aggressive financial policies and liquidity management. Leverage
remains high at 8.6x based on June 30, 2024 results (excluding
acquisition, restructuring and transformational expenses, and
expensing capitalized software costs). Moody's project revenue will
continue to grow in the low single digit range supported by stable
net retention rates of around 100% and new customer wins.
Cornerstone actioned a number of cost savings, primarily headcount
related. However, Moody's expect that a large portion of these
savings will be reinvested into the business, primarily sales and
R&D to support top line growth. As a result, Moody's expect
leverage to improve only moderately to around 8.2x in the next 12
to 18 months.
Despite the decline in cash payments for restricted stock units
(RSUs), as well as acquisition and restructuring costs, Cornerstone
generated negative free cash flow of around $15 million in the
first half of 2024. However, Moody's expect free cash flow to turn
modestly positive in the second half of 2024 and increase to around
$40 million in 2025 as RSU payments roll off, one-time
transformational expenses continue to decline, and interest rates
ease.
Cornerstone benefits from a strong competitive position in the
market for learning management, its large base of highly recurring
subscription revenue, and stable retention rates. However, the
company operates in a very competitive environment against much
larger, better capitalized players such as SAP SE, Oracle
Corporation, and Workday, Inc. These peers offer broad enterprise
resource management and human capital management software suites
which may meet the needs of many enterprises seeking an integrated
solution rather than Cornerstone's more specialized "best of breed"
talent, performance, and learning management offerings.
Cornerstone has adequate liquidity, mainly supported by the $256
million of availability under its $300 million revolver due October
2026, and $33 million of unrestricted cash as of June 30, 2024.
Given weak free cash flow generation Moody's expect the company to
rely on the revolver for the amortization payment in 2024.
Cornerstone does not have near-term debt maturities outside of
annual debt amortization of approximately $24.2 million for the
first lien term loans. The revolver has a springing first-lien net
leverage ratio covenant of 8.88x, tested if revolver utilization
exceeds 35%. Moody's do not expect the covenant to be tested over
the next 12 months, and expect the company to maintain sufficient
cushion under the covenant.
The stable outlook reflects Moody's expectation for Cornerstone to
generate low single digit organic revenue and earnings growth over
the next 12 to 18 months. Moody's expect that Cornerstone will
continue to improve its quality of earnings as one-time expenses
roll off and achieve positive free cash flow generation starting
from the second half of 2024.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Although unlikely in the near-term, Cornerstone's ratings could
face upward pressure if the company were to grow revenue
organically such that it can sustain debt/EBITDA (Moody's adjusted)
below 6x and FCF/debt above 5%.
Ratings could be downgraded if Cornerstone were to experience
organic revenue declines or operating challenges such that
debt/EBITDA (Moody's adjusted) is sustained above 8.5x, free cash
flow is expected to remain negative, or liquidity weakens. The
ratings could be negatively impacted if the company pursues more
debt funded acquisitions before achieving meaningful deleveraging.
Cornerstone OnDemand, Inc., founded in 1999 and headquartered in
Santa Monica, CA, is a provider of enterprise learning & content
management, performance management, and recruiting management
software systems. The company was taken private following a $5.2
billion LBO by private equity sponsor Clearlake Capital Group, L.P.
and affiliates in August 2021. The company generated revenue of
approximately $1.1 billion for the twelve months ending June 30,
2024.
The principal methodology used in these ratings was Software
published in June 2022.
COWTOWN BUS CHARTERS: Hits Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Cowtown Bus Charters Inc. filed Chapter 11 protection in the
Northern District of Texas. According to court documents, the
Debtor reports between $1 million and $10 million in debt owed to
100 and 199 creditors. The petition states funds will not be
available to unsecured creditors.
About Cowtown Bus Charters Inc.
Cowtown Bus Charters Inc., doing business as Cowtown Transportation
Company LLC, is a full service bus charter company providing local
to national transportation.
Cowtown Bus Charters Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-10161) on
September 6, 2024. In the petition filed by Brenda Cross, as
president and director, the Debtor reports total assets as of Aug.
22, 2024 amounting to $1,237,132 and total liabilities as of Aug.
22, 2024 of $4,370,485.
The Debtor is represented by:
Mark J. Petrocchi, Esq.
GRIFFITH, JAY & MICHEL, LLP
2200 Forest Park Blvd.
Fort Worth TX 76110
Tel: (817) 926-2500
Email: mpetrocchi@lawgjm.com
CVR ENERGY: Moody's Cuts CFR to B1 & Senior Unsecured Notes to B2
-----------------------------------------------------------------
Moody's Ratings downgraded CVR Energy, Inc.'s (CVI) Corporate
Family Rating to B1 from Ba3, Probability of Default Rating to
B1-PD from Ba3-PD, and senior unsecured notes ratings to B2 from
B1. CVI's Speculative Grade Liquidity (SGL) rating was downgraded
to SGL-3 from SGL-2. The outlook remains negative.
"The downgrade of CVR Energy's ratings and continued negative
outlook reflects Moody's expectation for rising leverage and
negative free cash flow in 2024 and 2025 amid a weakened operating
environment and planned turnaround in 2025 at the larger of the
company's two refineries," commented Jonathan Teitel, a Moody's
Vice President and Senior Analyst.
RATINGS RATIONALE
CVI's B1 CFR reflects increasing leverage, modest scale and
geographic concentration. CVI's debt capacity is largely supported
by the refining business, which is exposed to the cyclicality of
the sector. It also operates and owns a large equity interest in
CVR Partners, LP (CVR Partners, B1 stable), a producer of nitrogen
fertilizers, from which it receives distributions. Given the
cyclical nature of the refining business, CVI's EBITDA and cash
flows are volatile, leading to swings in leverage. Moody's expect
the company's EBITDA in 2024 to be meaningfully lower than 2023,
driven by lower crack spreads, a fire at the Wynnewood refinery in
late April, and planned turnaround at the Wynnewood refinery.
Moody's expect refining margins to improve from recent levels
towards mid-cycle levels, but remain lower than 2023. Combined with
a scheduled turnaround at the Coffeyville refinery in 2025, EBITDA
will remain lower and turnaround spending will be high, driving
negative free cash flow for the year. CVI's quarterly dividend is a
meaningful use of cash, particularly in the more subdued current
earnings environment, and raises concerns regarding financial
policies and governance. CVI has disputed the US Environmental
Protection Agency's (EPA) denial of small refinery exemptions under
the federal Renewable Fuel Standard (RFS) for the Wynnewood
refinery. The RFS requires that renewable fuels be blended into the
transportation fuel supply. This requirement is met by either
blending renewable fuels or purchasing credits (i.e., renewable
identification numbers, or "RINs"). There is uncertainty around the
ultimate outcome and timing for any related cash outlays, and there
could be an extended period of time before the dispute is
resolved.
CVI's SGL-3 rating reflects Moody's expectation for the company to
maintain adequate liquidity through 2025. As of June 30, 2024, CVI
had about $538 million of cash, which excludes the $48 million at
CVR Partners. Also, as of June 30, 2024, CVI's refining business
had $251 million available under its undrawn $275 million ABL
revolving credit facility due 2027 ($24 million in letters of
credit were outstanding). The revolver has a springing minimum
fixed charge coverage ratio covenant of 1.0x, with springing based
on availability under the facility. CVI also relies on a crude oil
supply agreement which expires in January 2026 to support working
capital needs. This agreement is subject to automatic one-year
renewals so long as neither party provides notice of termination
180 days in advance. Continued availability of this facility is
important to CVI's liquidity profile, as its termination would be a
call on the company's ABL and other liquidity sources.
CVI's $400 million of senior unsecured notes due 2028 and $600
million of senior unsecured notes due 2029 are rated B2, one notch
below the CFR, reflecting the effective seniority of the revolver's
secured claims. The notes are guaranteed on an unsecured basis by
the wholly owned subsidiaries of CVI with the exception of CVR
Partners and CVR Partners' subsidiaries, and certain immaterial
wholly owned subsidiaries of CVI. CVR Partners' notes are
non-recourse to CVI.
The negative outlook reflects rising leverage, negative free cash
flow and uncertainties regarding RINs obligations.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade include sustaining
debt/EBITDA for the refining business below 3x; positive free cash
flow and improving liquidity; and demonstrating a track record of
more conservative financial policies.
Factors that could lead to a downgrade include debt/EBITDA for the
refining business sustained above 4x; EBITDA/interest below 2.5x;
debt-funded distributions or acquisitions; or weakening liquidity.
CVI, headquartered in Sugar Land, Texas, is a publicly traded
holding company focused on refining and renewable biofuels
production at its refining subsidiaries, and it owns the general
partner and 37% of the common units of CVR Partners, a producer of
nitrogen fertilizers. As of June 30, 2024, Icahn Enterprises L.P.
(Ba3 stable) and its affiliates owned about 66% of CVI's
outstanding common stock.
The principal methodology used in these ratings was Refining and
Marketing published in August 2021.
DAVE & BUSTER: Moody's Rates New Secured First Lien Term Loan 'B1'
------------------------------------------------------------------
Moody's Ratings assigned a B1 rating to Dave & Buster's, Inc.'s
proposed backed senior secured first lien term loan B due 2031.
Moody's also assigned a B1 rating to the proposed extended backed
senior secured first lien revolving credit facility, which will be
upsized to $650 million from $500 million and extended to 2029 from
2027. Dave & Buster's existing ratings are unchanged, including its
B1 corporate family rating, B1-PD probability of default rating,
and B1 ratings for the existing backed senior secured first lien
term loan B due 2029, backed senior secured first lien revolving
credit facility expiring 2027, and senior secured first lien notes.
The speculative grade liquidity rating (SGL) remains unchanged at
SGL-2. The outlook remains stable.
Proceeds from the new $700 million senior secured first lien term
loan will be used to repay the company's existing $440 million
outstanding 7.625% senior secured first lien notes due 2025, pay
down $200 million of the existing term loan due 2029, and for
general corporate purposes. The refinancing will modestly increase
the company's debt and interest expense but will extend debt
maturities, with the closest maturity being 2029 following the
transaction.
RATINGS RATIONALE
Dave & Buster's B1 CFR reflects its leading position in the niche
food & entertainment industry, its strong brand recognition and
moderate leverage. While overall liquidity is good, EBIT/Interest
coverage is modest as capital spending remains high. The company
has a capital-intensive business model and continues to remodel its
stores while continuing its share repurchases, constraining free
cash flow. Further, Dave & Buster's remains small in scale relative
to other rated restaurants in terms of systemwide units and
revenue. Additional challenges are higher labor costs and the need
to continue increasing prices while footfall has waned across
entertainment venues that rely on continued discretionary
spending.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if leverage was sustained below 4.5x with
EBIT/interest coverage of above 2.5x. An upgrade would also require
a balanced financial strategy and the maintenance of at least good
liquidity.
Ratings could be downgraded if operations deteriorated resulting in
debt/EBITDA sustained above 5.25x or EBIT/interest coverage below
2.0x.
Headquartered in Dallas, Texas, Dave & Buster's, Inc. is a leading
operator of large format, high volume specialty restaurant
entertainment complexes. As of August 6, 2024, the company owned
and operated over 200 locations in the US and Canada. Revenues for
the twelve months ended August 6, 2024 were approximately $2.2
billion. Dave & Buster's is listed on the NASDAQ exchange under
"PLAY".
The principal methodology used in these ratings was Restaurants
published in August 2021.
DEAF STAR: Gary Murphey of Resurgence Named Subchapter V Trustee
----------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Gary Murphey as Subchapter
V trustee for Deaf Star Studios, LLC.
Mr. Murphey will be paid an hourly fee of $400 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Murphey declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Gary Murphey
Resurgence Financial Services, LLC
3330 Cumberland Blvd., Suite 500
Atlanta, GA 30330
Tel: (770) 933-6855
Email: Murphey@RFSLimited.com
About Deaf Star Studios
Deaf Star Studios, LLC is a recording studio in Atlanta, Ga.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-59255) on September 3,
2024, with $1 million to $10 million in assets and $500,000 to $1
million in liabilities. T'Challa Pesante, co-managing member,
signed the petition.
Natalyn Archibong, Esq., at the Law Offices of Natalyn Archibong
represents the Debtor as bankruptcy counsel.
DETCO INC: Hires Snow Tax & Business Services as Accountant
-----------------------------------------------------------
Detco Inc. seeks approval from the U.S. Bankruptcy Court for the
Eastern District of Arkansas to employ Snow Tax & Business Services
as accountant.
The firm will provide these services:
a. provide accounting services, preparation of income tax
returns;
b. represent it before any taxing authority, including the
Internal Revenue Service and the Arkansas Department of Finance &
Administration,
c. make written or oral presentations of fact or argument to
the taxing authorities,
d. receive and examine the Debtor's income tax returns, both
pre-petition and post-petition; and
e. sign any agreements, consents or other documents, and to
do any and all acts that the Debtors are by law, regulation, or
rule allowed to do with respect to any tax matter which may arise
during the administration of this estate, but not including the
power to receive any tax refund checks or to sign returns.
The firm will be paid at $60 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Honsley Snow, E.A. at Snow Tax & Business Services, 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:
Honsley Snow, E.A.
Snow Tax & Business Services
11215 Hermitage Road, Suite 202
Little Rock, AR 72211
Tel: (501) 771-1712
Fax: (501) 771-1752
Email: hsnow@acctsvcar.com
About Detco Inc.
The Debtor owns a 207,781 sq. ft. building located on 4.77 acres
located in Greene County at 1810 U.S. 49, Paragould, AR 72450.
This commercial property, on which the Debtor's convenience store &
service station are located, has an appraised value of $2.1
million.
Detco Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Ark. Case No. 24-12775) on Aug. 26,
2024. In the petition signed by David Detlefsen, chairman, the
Debtor disclosed $2,766,656 in assets and $1,615,389 in
liabilities.
Judge Phyllis M. Jones presides over the case.
Dilks Law Firm serves as the Debtor's counsel.
DISH NETWORK: Says Negotiations With Bondholders Unsuccessful
-------------------------------------------------------------
Dish Network, the ailing satellite-TV provider with more than $20
billion in debt, announced that its talks with creditors to resolve
a lawsuit tied to a controversial transfer of assets were
unsuccessful.
EchoStar Corporation (Nasdaq: SATS) on Jan. 2, 2024, announced the
completion of its acquisition of DISH Network Corporation. To
complete the acquisition, a wholly owned subsidiary of EchoStar
merged with and into DISH Network, with DISH Network surviving the
merger as a wholly owned subsidiary of EchoStar.
In U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacities
as Trustees, Plaintiffs, v. DISH DBS CORPORATION, DISH NETWORK
L.L.C., ECHOSTAR INTERCOMPANY RECEIVABLE COMPANY L.L.C., DISH DBS
ISSUER LLC, and DBS INTERCOMPANY RECEIVABLE L.L.C., Defendants,
Case No. 1:24-cv-3646 (JGLC), S.D.N.Y., filed in April 2024, U.S.
Bank, on behalf of a group of bondholders, demands for Dish to undo
a series of collateral transfers it made earlier in the year to
move assets out of reach of bondholders. A copy of the amended
complaint filed on July 18 is available at
https://tinyurl.com/3f5z9pew
Dish, which is seeking to transition from pay TV to wireless
services, had transferred a handful of wireless spectrum licenses
into a new legal entity and freed a new unit holding 3 million
television subscribers from debt covenants, as part of an effort to
address its debt stack.
Bloomberg reported earlier this month that Dish Network is in talks
with a group of creditors to resolve the lawsuit. The talks also
include the possible extension of a $2 billion bond issued by Dish
DBS due Nov. 15, 2024.
But parent EchoStar confirmed in a regulatory filing on Sept. 23,
2024, that negotiations were unsuccessful.
Echostar engaged in negotiations with certain holders of various
senior debt securities issued by DISH DBS Corporation that are
members of an ad hoc group of holders of DDBS securities
represented by Milbank LLP. Those negotiations concerned a
potential transaction involving (i) an exchange of certain DDBS
Notes for new secured notes with an extended maturity date, at an
exchange ratio reflecting discounts to the face amount of the DDBS
Notes and premia to market prices for the DDBS Notes and (ii)
certain holders of DDBS Notes, including members of the Milbank
AHG, lending new money to the Company. The negotiations concluded,
and Echostar and members of the Milbank AHG did not reach an
agreement with respect to a transaction, EchoStar said in the
filing with the Securities and Exchange Commission.
EchoStar noted that it remains engaged with various other parties
regarding possible financing transactions.
White & Case and Houlihan Lokey Inc. are representing the Company.
Lazard Inc. and Milbank LLP are advising the investors.
DISH Network L.L.C., a subsidiary of EchoStar, provides
multichannel television and satellite television via DISH Network
as well as over-the-top IPTV services via Sling TV.
DOMINATOR INC: Seeks to Hire David C. Johnston as Attorney
----------------------------------------------------------
Dominator, Inc. dba Dominator Street Rods seeks approval from the
U.S. Bankruptcy Court for the Northern District of California to
employ David C. Johnston as attorney.
The firm's services include:
a. giving the Debtor legal advice about various bankruptcy
options, including relief under Chapters 7 and 11, and legal advice
about non-bankruptcy alternatives for dealing with the claims
against it;
b. giving the Debtor in Possession legal advice about its
rights, powers, and obligations in the Chapter 11 case and in the
management of the estate;
c. taking necessary action to enforce the automatic stay and
to oppose motions for relief from the automatic stay;
d. taking necessary action to recover and avoid any
preferential or fraudulent transfers and to exercise the Debtor in
Possession's strong-arm powers;
e. appearing with the Debtor's designated representative,
Regina M. Lopez, the meeting of creditors, initial interview with
the U.S. Trustee, status conference, and other hearings held before
the Court;
f. reviewing and if necessary, objecting to proofs of claim;
and
g. preparing a plan of reorganization and a disclosure
statement (if required) and taking all steps necessary to bring the
plan to confirmation, if possible.
The firm will be paid at the rate of $400 per hour.
The firm paid the firm a retainer of $6,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David C. Johnston, Esq., disclosed in a court filing that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
David C. Johnston, Esq.
1600 G Street, Suite 102
Modesto, CA 95354
Tel: (209) 579-1150
Fax: (209) 579-9420
Email: david@johnstonbusinesslaw.com
About Dominator, Inc.
Dominator, Inc., sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41194) on August
12, 2024, with up to $50,000 in assets and up to $500,000 in
liabilities.
Judge William J. Lafferty presides over the case.
David C. Johnston, Esq., at the Law Offices of David C. Johnston
represents the Debtor as bankruptcy counsel.
DONELSON CORPORATE: Hires CBRE Inc. as Real Estate Professional
---------------------------------------------------------------
Donelson Corporate Centre, Limited Partnership, seeks approval from
the U.S. Bankruptcy Court for the Middle District of Tennessee to
employ CBRE, Inc. as a real estate professional.
The Debtor desires to retain CBRE for the purpose of selling
certain commercial real estate located at 3055 Lebanon Pike,
Nashville, Tennessee 37214.
The proposed fee is a contingent fee of 1.5 percent of the gross
sales price, plus out-of-pocket marketing expenses not to exceed
$5,000.
Elizabeth Goodwin, senior managing director of CBRE, 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:
Elizabeth Goodwin
CBRE Inc.
222 2nd Avenue S., Suite 1800
Nashville, TN 37201
Tel: (615) 493-9248
Email: elizabeth.goodwin@cbre.com
About Donelson Corporate Centre,
Limited Partnership
Donelson Corporate Centre, Limited Partnership, owns real property
located at 3055 Lebanon Pike, Nashville, TN 37214 having an
appraised value of $36 million.
Donelson Corporate Centre, Limited Partnership, filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
M.D. Tenn. Case No. 23-04512) on Dec. 8, 2023. The petition was
signed by Floyd Shechter as chief manager of JS Development, LLC
(General Partner). At the time of filing, the Debtor estimated
$42,311,296 in assets and $16,472,593 in liabilities.
Judge Marian F. Harrison presides over the case.
Robert J. Gonzales, Esq. at EMERGELAW, PLC represents the Debtor as
counsel.
DOVGAL ENTERPRISES: Hires Goldstine Skrodzki as Special Counsel
---------------------------------------------------------------
Dovgal Enterprises, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to employ Goldstine,
Skrodzki, Russian, Nemec & Hoff as special counsel.
The Debtor needs the firm's legal assistance in connection with a
case (Case No. 24-10615) pending in the U.S. Bankruptcy Court for
the Northern District of Illinois.
The firm will be paid at the rate of $275 to $475 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
William M. Brennan, Esq., a partner at Goldstine, Skrodzki,
Russian, Nemec & Hoff, 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:
William M. Brennan, Esq.
Goldstine, Skrodzki, Russian, Nemec & Hoff
835 McClintock Drive 2nd Floor
Burr Ridge, IL 60527-0860
Tel: (630) 655-6000
Fax: (630) 655-9808
About Dovgal Enterprises
Dovgal Enterprises, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
24-10615) on July 23, 2024, with up to $1 million in both assets
and liabilities.
Judge Timothy A. Barnes presides over the case.
Scott R. Clar, Esq., at Crane, Simon, Clar & Goodman represents the
Debtor as legal counsel.
DOYLE'S TAVERN ON 145: Files for Chapter 11 Bankruptcy
------------------------------------------------------
Doyle's Tavern on 145 LLC filed Chapter 11 protection in the
Southern District of New York. According to court filing, 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
October 9, 2024 at 12:30 at Office of UST (TELECONFERENCE ONLY).
About Doyle's Tavern on 145 LLC
Doyle's Tavern on 145 LLC owns a commercial building located at
2478 Route 145, East Durham, New York 12423 valued at $400,000.
Doyle's Tavern on 145 LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-35908) on
September 9, 2024. In the petition filed by Garrett P Doyle, as
managing member, the Debtor reports estimated assets between
$100,000 and $500,000 and estimated liabilities between $1 million
and $10 million.
The Debtor is represented by:
Richard S. Feinsilver, Esq.
RICHARD S. FEINSILVER, ESQ.
One Old Country Road
Suite 347
Carle Place, NY 11514
Tel: 516-873-6330
Email: feinlawny@yahoo.com
DRAGON BUYER: Fitch Assigns 'B+' LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has assigned a first-time 'B+' Long-Term Issuer
Default Rating (IDR) to Dragon Buyer, Inc. (Dragon). The Rating
Outlook is Stable. In addition, Fitch has assigned 'BB'/'RR2'
issue-level ratings to the company's senior secured term loans and
revolver facility. Its ratings reflect the company's highly
recurring nature of revenue and positive cash flow generation
resulting in a comfortable liquidity position.
However, the rating is constrained by its moderately high leverage
and high exposure to financial institutions and credit unions,
reflecting a concentrated end market. Fitch rates Dragon relative
to other fintech and software companies and believes the company is
well positioned at the 'B+' IDR rating.
Key Rating Drivers
Diversified, Stable Customer Base: Dragon's offerings are deployed
across over 1,300 customers including banks, credit unions and
other financial institutions. Given the highly integrated nature of
its products into customers' core banking systems and the mission
critical nature of Dragon's solutions, Fitch views the revenue
structure as resilient. The product's mission-critical nature and
close integration into customers' core banking systems contribute
to strong client retention characteristics. Subscription fee
revenues account for 91% of revenues and are expected to remain at
similar levels going forward.
Highly Recurring Revenue: Dragon's business is highly recurring
with more than 90% of revenue being subscription-based with high
net retention rates expected in the 100%-105% range. This results
in a highly predictable operating profile for the company. It also
operates under multiyear contracts with an average contract length
of five years, thereby providing further revenue visibility.
Despite macroeconomic headwinds in 2023, Dragon grew revenue 6% yoy
and Fitch expects the company to grow at a mid-single-digit rate
annually over the rating horizon.
Moderate Leverage, Low Coverage: Fitch calculates EBITDA leverage,
or debt/EBITDA, will be in the high 4x range for 2024. It will
likely remain in the mid-high 4x range through the rating horizon
due to the debt availed to fund the ongoing sale of the business to
Veritas Capital Fund Management, L.L.C. (Veritas). The current high
interest rate environment has also impacted coverage metrics, with
EBITDA interest coverage expected to be in the mid- to high 2x
range in the next few years. Fitch projects leverage could improve
to the low to mid-4x range in the next few years helped by cost
savings, but significant execution risk remains.
End Market Concentration: Dragon derives nearly all of its revenue
from financial institutions and could be impacted over time by
fluctuations in banking activity. This risk is heightened due to
macro uncertainty and sector pressures following the collapse of
certain U.S. banks. Sector concentration also exposes Dragon to
consolidation trends underway in financial institutions. Offsetting
industry concentration risk is product diversification and limited
customer concentration. Risk is mitigated as the top 20 customers
account for only 22% of the company's revenue.
Favorable Outsourcing Trends: Fitch expects banks will continue to
outsource certain functions to third-party software providers to
focus on core competencies and reduce costs, but there are
near-term risks as banks experience balance sheet pressures.
Dragon's software applications are used in a broad array of
functions in retail and corporate banking, including
treasury/capital markets, internet/mobile banking, and payments.
Its products are open and modular and can fit into a bank's
existing infrastructure, working with either its own systems or
other third-party software.
Derivation Summary
Dragon's ratings reflect the company's recurring revenue, solid
profitability and positive cash flow generation.
Fitch rates Dragon relative to other fintech and software companies
such as Fidelity National Information Services, Inc. (FIS;
BBB/Positive), MeridianLink Inc. (MLNK; BB-/Stable) and Imprivata
Inc. (B/Stable). FIS is one of the largest fintech issuers in the
U.S. and globally. MLNK offers loan and mortgage software for
lenders, whereas Imprivata provides digital identity solutions to
the healthcare industry.
Leverage at MLNK is lower and was 4.0x at the end of 2023. Barring
any large debt-funded acquisitions, leverage is expected to remain
in a range of below 4.0x to 3.5x over the next couple of years.
Imprivata, however, operates at a higher leverage ratio, estimated
at more than 6x for 2024. Dragon is expected to operate at leverage
in the range of 4x-5x over the forecast horizon.
Key Assumptions
Key Assumptions:
- Organic revenue growth in the mid-single-digit range in the next
few years;
- EBITDA margins remain relatively stable in the low to mid-30%
range, with gradual improvement in 2024 and 2025 driven by cost
savings post-acquisition;
- Capex near 12.0% of revenue;
- Excess cash flow used primarily for growth investments, which are
also assumed to be partially debt-financed;
- EBITDA leverage remains in the mid-4.0x range in the near term,
but could be moderately higher if the company executes on M&A or
debt-funded dividend payouts;
- Floating rate debt assumes secured overnight financing rate
(SOFR) of 4.5% from 2025-2027.
Recovery Analysis
For entities rated 'B+' and below, where default is closer 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.
Fitch assumes Dragon would emerge from a default scenario under the
going concern approach liquidation. Key assumptions used in the
recovery analysis are as follows:
Going Concern EBITDA
- Fitch estimates a going concern EBITDA of approximately $162
million, or below the company's current run-rate EBITDA. This lower
level of EBITDA considers competitive and/or company-specific
pressures that hurt earnings in the future.
EV Multiple
- Fitch assumes a 7.0x multiple, which is validated by historic
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
- EBITDA leverage sustained below 4.0x;
- CFO less capex to debt at 7.5% or better;
- Significant improvement in operating fundamentals reflected by
growth of revenue and EBITDA.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage above 5.5x on a sustained basis;
- CFO less capex to debt below 5.0% on a sustained basis;
- Significant acquisitions largely funded with debt that pressure
credit metrics or other changes in financial policies that weaken
the credit profile.
Liquidity and Debt Structure
Liquidity Profile: Fitch believes Dragon's liquidity is sufficient
and should enable it to invest for growth while also providing
sufficient downside protection for the rating category. Fitch
expects the company's liquidity will be supported by stable and
positive cash generation in the business, availability on its
revolver and its cash balances.
Debt Structure: Dragon's capital structure is expected to consist
of first-lien senior secured revolver and term loans. Pro forma for
the pending debt transaction, its first-lien senior secured debt
will include (i) a $200 million revolver and (ii) a $1 billion term
loan maturing in 2031. The term loan is expected to amortize at 1%
per annum.
Issuer Profile
Dragon Buyer is a newly created entity, owned by private equity
Veritas, formed for the purpose of acquiring the digital banking
business being spun off from NCR Voyix Corporation (BB-/RWP).
Post-transaction, Dragon will operate as a provider of SaaS-based
solutions to financial institutions, primarily credit unions and
regional banks.
Date of Relevant Committee
13 September 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
----------- ------ --------
Dragon Buyer, Inc. LT IDR B+ New Rating
senior secured LT BB New Rating RR2
DUN & BRADSTREET: Fitch Affirms BB- LongTerm IDR, Outlook Positive
------------------------------------------------------------------
Fitch Ratings has affirmed Dun & Bradstreet Corporation's and Dun &
Bradstreet Holdings, Inc.'s Long-Term Issuer Default Ratings (IDR)
at 'BB-'. The Outlook is Positive. Fitch has also affirmed its
secured debt at 'BB+', revised the Recovery Rating to 'RR2' from
'RR1' and affirmed its unsecured debt at 'BB-'/'RR4'.
The ratings are supported by a strong base of recurring revenue
with high retention rates and solid organic growth. The company's
EBITDA margin remains strong, and leverage should continue to trend
down as the company grows. FCF was down slightly in 2023, in part
due to working capital uses, but Fitch expects this to rebound over
the next 12 to 18 months.
Key Rating Drivers
Solid Organic Growth: The company's organic growth was 4.3% in
2023, outpacing the 3.5% seen in 2022. The company continues to
expand its client base, especially in the small business segment.
Dun & Bradstreet is also maintaining its high retention rates and
using its database to create new products and services, such as
analytics and sales and marketing. The company has noted
particularly strong engagement related to e-commerce customers
accessing self-service options. Fitch forecasts this growth will
continue through 2024 and into 2025, and the company's emphasis on
subscriptions or multiyear contracts provides strong credit
protection.
Stable Margin Profile: Dun & Bradstreet reported EBITDA margin
contraction of 20 bps for 2023, which is not material or
concerning. The ongoing challenge is to bring the EBITDA profile of
its international operations (approximately 32%) closer to its
North American operations (approximately 45%). Some of this can be
attributed to scale, since its North American business is much
larger. But improving the international margin profile has been an
ongoing challenge and raises the question of whether or not the
company can ever return to the 40%-plus margins that it previously
achieved.
Leverage and Financial Structure: Dun & Bradstreet refinanced its
term loans earlier this year to improve its pricing and extend one
of the maturities from 2026 to 2029. The total debt remains about
$3.7 billion, and Fitch treats the relatively new AR securitization
as debt, increasing leverage by about 0.1x. Fitch expects EBITDA
leverage to remain in the range of 4.1x to 4.3x over the next 18
months. The company's FCF eroded somewhat during 2023, in part due
to changes in working capital that were a use of cash. FCF was also
down in 2022, but there is no indication that this is a structural
shift. Fitch expects FCF to rebound in 2024.
Financial Policy: Dun & Bradstreet's quarterly, per-share dividend
of $0.05 uses about $85 million annually, and Fitch expects the
company to maintain or grow the dividend. The company has not
guided to any other return of capital to shareholders; however, its
base case shows FCF growing in 2025 and 2026 with the potential to
exceed $300 million each year as it did in 2021. Fitch does not
expect any voluntary debt reduction given the recent debt
repricing, which raises the question of how the company will manage
its excess cash.
Derivation Summary
Dun & Bradstreet's business profile as a data analytics provider is
supported by its market position with a meaningful market share of
core commercial credit in North America, approximately 90%
recurring revenue base with subscriptions representing more than
three-quarters of revenue, and a long-standing customer base with
high revenue retention rates. In 2023, no customer accounted for
more than 5% of the company's revenue and the top 50 customers
accounted for approximately 25% of revenue.
The company is broadly diversified across sectors, although it is
weighted more toward North America. These metrics are generally
comparable with Dun & Bradstreet's data analytics peers, the
majority of which are solidly investment grade.
Dun & Bradstreet's capital structure is a remnant of the LBO and
subsequent IPO. The company is growing into its total debt, but
Fitch expects it to remain in the 'bb' category for the next
several years, absent some change in financial policies.
Fitch establishes a parent-subsidiary relationship between Dun &
Bradstreet as parent, assessing it to have a weaker standalone
credit profile than its operating subsidiary and issuer of Dun &
Bradstreet Corporation debt. Fitch rates the parent and subsidiary
on a consolidated basis, using the weak parent/strong subsidiary
approach and open access and control factors, based on the entities
operating as a single enterprise with strong legal and operational
ties.
No Country Ceiling constraints or Operating Environment influence
were in effect for these ratings.
Key Assumptions
Fitch's key assumptions within the rating case for the issuer
include:
- Projections at the low end of guidance for 2024;
- Revenue growth of 2.8% in 2025 dropping down to 2% over the
forecast period;
- EBITDA margin of 38% in 2024 is in line with management
projections;
- Margin expansion of 25 bps in 2025;
- Capital intensity modeled at 8% of revenue;
- No acquisitions are modeled, although the company should have the
flexibility for tuck-in acquisitions using cash from the balance
sheet.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA leverage expected to be sustained below 4.0x;
- FCF margin expected to be sustained above 5%;
- Expectation for sustained organic constant currency growth in
excess of low single digits.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage expected to be sustained above 5.0x;
- FCF margin expected to be sustained below 4%;
- Expectation for flat to negative organic constant currency
growth;
- Shift to a more aggressive financial policy.
Liquidity and Debt Structure
Adequate Liquidity: Dun & Bradstreet's solid liquidity position as
of the end of Q2 2024 includes about $260 million of cash on the
balance sheet and $730 million availability on its revolving credit
facility. In addition, Fitch expects Dun & Bradstreet to generate
more than $200 million in FCF in 2024, which should increase in the
following years. Debt service of cash interest and amortization
payments will be about $250 million per year unless interest rates
change dramatically.
Debt Structure and Maturities: Debt maturities are modest until the
unsecured notes and term loan facility mature in 2029. The
unsecured notes ($460 million) are fixed rate, and the other debt
is all floating. As of June 30, 2024, the company had $3,096
million outstanding on the $3,104 million term loan and $120
million outstanding on the revolving credit facility, both of which
are due in 2029. The term loan represents 83% of Dun & Bradstreet's
total outstanding debt. Fitch expects that the company will
proactively address its term loan and revolver maturity in the
normal course of business.
Issuer Profile
Dun & Bradstreet is a leading data and analytics provider of
business information that informs credit and trade decisions among
firms and lenders and also supports sales and marketing efforts.
The company had records on approximately 500 million businesses at
the end of 2022. It relies on 28,000 proprietary and public data
sources as well as alliance partners across 256 countries and
territories.
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 Prior
----------- ------ -------- -----
The Dun & Bradstreet
Corporation LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
senior unsecured LT BB- Affirmed RR4 BB-
Dun & Bradstreet
Holdings, Inc. LT IDR BB- Affirmed BB-
EFS COGEN: Moody's Gives 'Ba3/B1' Ratings to New Sec. Loans
-----------------------------------------------------------
Moody's Ratings has assigned a B1 rating to EFS Cogen Holdings I
LLC's proposed $1,000 million senior secured term loan B due 2031
and $60 million senior secured letter of credit facility due 2029
and a Ba3 rating to EFS Cogen's proposed super senior secured $55
million revolving credit facility due 2029 (collectively, the new
credit facilities). Separately, Moody's affirmed the B1 rating
assigned to EFS Cogen's existing senior secured term loan due 2027
and the Ba3 rating assigned to its $100 million super senior
secured revolver due 2025. The rating outlook has been revised to
positive from stable.
Proceeds from the proposed senior secured term loan will be used to
repay all amounts outstanding under the existing senior secured
term loan facility, to make a distribution to the equity sponsors,
to fund a restricted cash account, and to pay transaction fees and
expenses. The proposed senior secured letter of credit facility
and super senior secured revolving credit facility will replace the
existing liquidity facility. Moody's intends to withdraw the
ratings on the existing secured term loan and the secured revolving
credit facility upon the closing of the new credit facilities.
EFS Cogen owns a 980 MW 6-unit natural gas-fired combined cycle
cogeneration plant in Linden, New Jersey that consists of Units 1-5
(800 MW) and Unit 6 (18
RATINGS RATIONALE
The B1 rating assignment for the senior secured term loan reflects
EFS Cogen's strong historical operating performance, its role in
providing reliable and material electricity to the City of New York
and Moody's expectations for improved cash flow relative to recent
history driven by improved capacity and energy pricing. These
strengths are balanced by EFS Cogen's reliance on merchant power
markets for a significant portion of its cash flows and the
incremental debt being incurred.
The Ba3 rating assignment for the super senior secured revolving
credit facility reflects structural features that give any
outstanding revolving credit facility draws a priority claim over
the term loan during any bankruptcy reorganization or liquidation
scenario. Because Moody's ratings incorporate both the probability
of default and loss given default probabilities, Moody's have
notched the rating of this super senior secured working capital
facility one notch above the rating of the secured term loan.
A key rating consideration remains EFS Cogen's position as an
efficient electric generator within New York City Zone J (Zone J),
a highly congested load pocket within the most constrained zone of
the New York Independent System Operator (ISO), enabling it to earn
premium capacity and energy pricing compared to other established
power markets. Importantly, Units 1-5 currently provide
approximately 17% of Zone J's "In-City" power generation, more than
any other generator and its location in New Jersey enables it to
source less expensive natural gas supply relative to all other
"In-City" generators. Moody's believe that this competitive
advantage is not likely to change over the life of the financing.
Lenders benefit from some longer-term contracted revenues.
Specifically, the Project provides critical steam and power to
Phillips 66's Bayway Refinery and Infineum's Bayway Chemical Plant
under long-term contracts that run through April 2032. Combined,
these contracts are expected to generate approximately 20% of
annual recurring revenue. The Phillips 66 Bayway refinery complex
houses the largest refinery on the East Coast, and as such, EFS
Cogen represents critical energy infrastructure.
FINANCIAL METRICS
There has been a steady improvement in EFS Cogen's financial
performance since 2022 driven in large part by material
improvements in Zone J capacity pricing. In summer 2022, Zone J
capacity price was approximately $5 kW-month compared to
approximately $17 kW-month experienced in summer 2024. The
substantial increase in capacity price levels was driven by the
onset of stricter limits on NOx emissions from simple-cycle
combustion turbines that led to asset retirements in Zone J.
Because of EFS Cogen's more efficient operating profile, the plant
was not impacted from the stricter limits on NOx emissions. Zone J
capacity prices are expected to remain elevated through at least
early 2026.
As part of the rating action, Moody's have considered various
pricing sensitivities focused on EFS Cogen's energy gross margin.
Assuming capacity prices remain near current levels for the next
two years, Moody's financial sensitivities suggest EFS Cogen
achieves debt service coverage (DSCR) and a ratio of project cash
from operations (CFO) to debt in a range of at least 1.9x-2.2x and
9-12%, respectively, in each of 2025 and 2026. Moody's note that
moderate changes to supply or demand within Zone J can create large
swings to capacity prices.
STRUCTURAL FEATURES
The senior secured lenders benefit from standard project finance
features, including a trustee administered cash flow waterfall of
accounts, a six-month debt service reserve, a pledge of the assets
and the Sponsor's ownership interests in the Borrower. Debt is
repaid quarterly via a 1% scheduled amortization. There is also a
mandatory quarterly cash sweep equal to 75% of excess cash flow
with a leverage-based step down to 50% once Net Debt to EBITDA
ratio falls below 4.0x.
OUTLOOK
The revision in the rating outlook to positive from stable
considers the increase in Zone J capacity prices which, assuming
current pricing levels, will strengthen EFS Cogen's financial
performance and relative positioning within the B1 rating
category.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The rating could be upgraded should credit metrics continue their
upward trajectory enabling the financial performance to become
solidly positioned in the mid-Ba rating category on a consistent
basis. Specifically, if the ratio CFO to adjusted debt comfortably
exceeds 10% and debt service coverage exceeds 2.0x on a sustained
basis, consideration of an upgrade may be warranted.
In light of the positive rating outlook, limited prospects exist
for rating to be downgraded in the near term. EFS Cogen's rating
may come under pressure should its ratio of project CFO to adjusted
debt fall below 7% on a sustained basis.
EFS Cogen owns a 980 MW 6-unit natural gas-fired combined cycle
cogeneration plant in Linden, New Jersey that consists of Units 1-5
(800 MW) and Unit 6 (180 MW). A dedicated transmission line allows
Units 1-5 to dispatch its electric output and capacity into New
York City.
The principal methodology used in these ratings was Power
Generation Projects published in June 2023.
EGZIT CORPORATION: Case Summary & 13 Unsecured Creditors
--------------------------------------------------------
Debtor: Egzit Corporation
1510 Plainfield Rd
Suite 5
Darien, IL 60561
Business Description: The Debtor is a provider of general freight
trucking services.
Chapter 11 Petition Date: September 20, 2024
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 24-13990
Judge: Hon. Janet S Baer
Debtor's Counsel: Peter C. Nabhani, Esq.
PETER C NABHANI
77 W Washington Street Ste 1507
Chicago, IL 60602
Tel: (312) 219-9149
Email: pcnabhani@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ivan Stojanov as president.
A copy of the Debtor's list of 13 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/5AW4B6A/Egzit_Corporation__ilnbke-24-13990__0003.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/4YFHCSY/Egzit_Corporation__ilnbke-24-13990__0001.0.pdf?mcid=tGE4TAMA
EMX ROYALTY: Appoints Stefan Wenger as CFO
------------------------------------------
EMX Royalty Corporation announced the appointment of Mr. Stefan L.
Wenger as chief financial officer effective Oct. 1, 2024. Mr.
Wenger was previously the chief financial officer and treasurer of
Royal Gold, Inc., one of the mining industry's leading royalty
companies, from 2006 to 2018. Prior to becoming Royal Gold's CFO,
Mr. Wenger was the chief accounting officer from 2003 to 2006.
During his tenure, Royal Gold grew its portfolio from 14 to 188
royalties, while annual revenues increased from US$15 million to
US$459 million. Before Royal Gold, Mr. Wenger had begun his career
as an auditor with Arthur Andersen. Mr. Wenger holds a Bachelor of
Science degree in Business Administration from Colorado State
University, has completed the General Management Program at the
Harvard Business School, and is a Certified Public Accountant.
In addition to Mr. Wenger's new role as CFO, and as part of the
Company's optimization of corporate responsibilities, Mr. Douglas
Reed has transitioned from CFO to become EMX's chief accounting
officer and Mr. Ryan Hindmarch, currently Corporate Controller, has
been appointed as the Director of Finance. The Company is excited
to have Mr. Wenger onboard, as well as for the appointment of Mr.
Reed and Mr. Hindmarch to their new positions, and looks forward to
their collective contributions fostering EMX's growth and
shareholder value creation.
On the effective date, as part of his appointment Mr. Wenger will
receive 50,000 incentive stock options and 50,000 restricted shares
units (RSUs) as part of his CFO compensation package. The options
vest on the date of grant, will have a term of 5 years to expiry,
and will have an exercise price equal to the closing price of the
Company's common shares on the TSX-Venture Exchange as of the day
prior Oct. 1, 2024; and the RSUs will vest after 12 months from the
grant date.
About EMX
EMX Royalty Corporation -- https://emxroyalty.com/ -- is a precious
and base metals royalty company. EMX's investors are provided with
discovery, development, and commodity price optionality while
limiting exposure to risks inherent to operating companies. The
Company's common shares are listed on the NYSE American Exchange
and TSX Venture Exchange under the symbol "EMX."
Vancouver, Canada-based Davidson & Company LLP, the Company's
auditor since 2002, issued a "going concern" qualification in its
report dated March 21, 2024, citing that the Company has a working
capital deficiency that raises substantial doubt about its ability
to continue as a going concern.
ENVISION ORTHOPEDIC: Hires Southern Health as Special Counsel
-------------------------------------------------------------
Envision Orthopedic & Spine, LLC seek approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Southern Health Lawyers, LLC as special counsel.
The firm will provides compliance and regulatory guidance to the
practice and surgery center related to compliance with state
agencies and boards, including the DCH, Office of Health Planning
and Healthcare Facility Regulation Division, and corporate matters
as they may arise.
The firm will be paid at these rates:
Partner level attorneys $300 per hour
Associate level attorneys $220 to 260 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jeffrey Mustari, Esq., a partner at Southern Health Lawyers, 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:
Jeffrey Mustari, Esq.
Southern Health Lawyers, LLC
3550 Lenox Road, NE
3 Alliance Center, Suite 2100
Atlanta, GA 30326
Tel: (404) 806-5575
About Envision Orthopedics and Spine
Envision Orthopedics and Spine LLC is a full-service spine and
orthopedic care treatment center serving the Southeast.
Envision Orthopedics and Spine LLC and its affiliates sought relief
under the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-20846)
on July 14, 2024. In the petitions signed by James L. Chappuis MD,
CEO, Envision Orthopedics and Spine disclosed up to $50,000 in
assets and up to $10 million in liabilities.
Judge James R. Sacca oversees the cases.
The Debtors tapped William B. Geer, Esq., at Rountree, Leitman,
Klein & Geer, LLC as bankruptcy counsel and Lauren Warner, Esq., at
Chilivis, Grubman, Warner & Berry, LLP as special counsel.
ESTUARY OYSTERS: Unsecureds to Get $1,200 over 3 Years
------------------------------------------------------
Estuary Oysters, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of Florida a First Amended Plan of Reorganization
for Small Business dated August 19, 2024.
At the time of the filing of this case, the Debtor was the operator
of a marina, oyster processing facility, and oyster farming
operation in Spring Creek, Florida. The Debtor had been in
operation for more than nine years.
The Debtor leased five separate 1.5-acre aquaculture leases in
Oyster Bay, Florida. At capacity, each lease could hold one million
oysters. Excessive heat, followed by Hurricane Idalia, caused
excess mortality amongst the Debtor's crops in 2023. The Debtor
filed this case to reorganize its financial affairs through either
a traditional reorganization or a sale. On April 26, 2024, the
Debtor obtained an Order allowing the Debtor to transfer its assets
and operations to Stanish & Minter Oyster Company, LLC.
The Debtor will refocus its operations post-confirmation on
assisting Stanish & Minter Oyster Company, LLC, with its
operations, and plans to redouble its efforts on conservation and
assisting with development of oyster domes to repopulate the
natural oyster population for the benefit of the North Florida
seafood industry.
The Debtor's financial projections show that the Debtor will have
projected disposable income of $1,200.00. The final plan payment is
expected to be paid on or before the 36th month after confirmation
of the plan.
This Plan of Reorganization proposes to pay creditors of the Debtor
from the proceeds of the sale of its assets and operations or from
the future cash flow of the business from continued operations.
Non-Priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately .002 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 3 consists of Non-Priority Unsecured Creditors. Class 3 is
impaired by this Plan. The Debtor will pay the lesser of all
remaining sale proceeds after payment of classes 1 and 2 or $1,200
with no interest on a pro rata basis to unsecured claims on the
effective date.
Class 4 consists of Equity Security Holders. Class 4 is impaired
under this Plan. The class 4 holders will not receive any
distributions until the Debtor has fulfilled its obligations to
Classes 1 to 3 holders.
The Debtor's continued operations will transition to supporting and
assisting Stanish & Minter Oyster Company, LLC with its ongoing
operations, and shifting toward the design and deployment of a new
technology called oyster domes, which will eventually assist
substantially in repopulating the natural oyster habitats across
the panhandle region.
The projected revenue of the Debtor from its ongoing operations be
dedicated to the payments required by this Plan. Under each of the
foregoing scenarios, the Plan Administrator will disburse funds in
accordance with this Plan of Reorganization on and after the
effective date.
The Debtor sold all of its property pursuant to the Sale Order to
Stanish & Minter Oyster Company, LLC. Accordingly, the Debtor owns
no real or personal property.
If this case were to convert to Chapter 7, the debtor estimates no
cash would be available for unsecured creditors. By contrast, the
Debtor's Plan provides payment of at least $1,200.00 to unsecured
creditors with pro rata payment starting on the effective date from
the Debtor's ongoing operations for the 3-year period following
confirmation of the Plan.
A full-text copy of the First Amended Plan dated August 19, 2024 is
available at https://urlcurt.com/u?l=sq2glI from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Michael H. Moody, Esq.
MICHAEL H. MOODY LAW, PA
1881A Northwood Center Blvd.
Tallahassee, FL 32303
Telephone: (850) 739-6970
Email: Michael.Moody@MichaelHMoodyLaw.com
About Estuary Oysters
Estuary Oysters, LLC was the operator of a marina, oyster
processing facility, and oyster farming operation in Spring Creek,
Florida.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Fla. Case No. 23-40469) on Dec. 1,
2023, with $100,001 to $500,000 in both assets and liabilities.
Judge Karen K. Specie oversees the case.
Michael Moody, Esq., at Michael H. Moody Law, P.A. represents the
Debtor as bankruptcy counsel.
FARADAY FUTURE: Interim CFO Quits; Koti Meka Appointed as CFO
-------------------------------------------------------------
Faraday Future Intelligent Electric Inc. disclosed in a Form 8-K
filed with the Securities and Exchange Commission that on Sept. 15,
2024, Jonathan Maroko notified the Company of his decision to
resign from his position as interim chief financial officer of the
Company, effective Sept. 20, 2024. Following his resignation as
CFO, the Company and Mr. Maroko may enter into a consulting
agreement whereby Mr. Maroko will provide services to the Company
on a reduced basis.
In connection with Mr. Maroko's resignation, the Company and Mr.
Maroko intend to enter into a customary separation and mutual
release agreement.
Appointment of Chief Financial Officer
On Sept. 17, 2024, the Board of Directors of the Company appointed
Koti Meka as the Company's chief financial officer and principal
financial officer, effective Sept. 23, 2024.
Mr. Meka, age 55, has served as the Company's Acting Head of
Finance Operations since November 2023, managing finance
operations, heading financial planning and analysis, and supporting
process improvement, target setting and cost-reduction efforts.
Previously, he served as the Company's Director of Finance (FP&A)
from July 2017 to November 2023, Operations Controller from August
2016 to July 2017, and Senior Manager, Cost Estimating from
February 2016 to August 2016. Prior to joining the Company in
February 2016, Mr. Meka worked at Ford Motor Company from July 2002
to February 2016 in cost optimization, product development finance
and corporate finance, including leading financial analysis at Ford
Business Services Center in Chennai, India from December 2009 to
July 2013. He holds an MBA from the University of
Michigan-Dearborn, an M.S. in Mechanical Engineering from Wayne
State University and a B.Tech. in Mechanical Engineering from
Jawaharlal Nehru Technological University, India
In connection with Mr. Meka's appointment, the Company entered into
an offer letter with Mr. Meka, pursuant to which Mr. Meka will
initially be entitled to an annual base salary of $300,000 (which
will increase to $350,000 following the passage of a six-month
probationary period). In connection with the Company's cost
cutting initiatives and reduced base salaries to its executive
officers and other employees, Mr. Meka will initially be paid a
pro-rated annual base salary of $200,000 until such time that the
Company restores in full the base salaries of all employees of the
Company.
Mr. Meka will also initially be eligible to receive a discretionary
annual performance bonus up to $150,000 (which will increase to
$200,000 following the passage of a six-month probationary
period).
Following the passage of a six-month probationary period and
subject to approval by the Board and the terms of the Faraday
Future Intelligent Electric Inc. Amended and Restated 2021 Stock
Incentive Plan, it is anticipated that Mr. Meka will receive the
following awards of restricted stock units: (i) as of September 23,
2025, $100,000 in grant date fair value of RSUs; (ii) as of Sept.
23, 2026, $200,000 in grant date fair value of RSUs; (iii) as of
Sept. 23, 2027, $300,000 in grant date fair value of RSUs; (iv) as
of Sept. 23, 2028, $400,000 in grant date fair value of RSUs; and
(v) as of Sept. 23, 2029, $500,000 in grant date fair value of
RSUs. Each RSU grant will vest in equal 25% increments on each of
the first four anniversaries of the applicable grant date, provided
Mr. Meka remains employed with the Company on each such vesting
date.
Following the passage of a six-month probationary period and
subject to approval by the Board and the terms of the 2021 Plan,
Mr. Meka will be eligible to receive performance stock units having
a target value equal to $1,000,000 if the Company and Mr. Meka
reach certain milestones and/or performance goals on certain dates
as specified by the Board. Such Milestones will be determined by
the Board or a committee thereof. The PSUs are anticipated to be
granted as follows: (i) $100,000 in target grant date fair value
after the Company achieves the first Milestone; (ii) $150,000 in
target grant date fair value after the Company achieves the second
Milestone; (iii) $200,000 in target grant date fair value after the
Company achieves the third Milestone; (iv) $250,000 in target grant
date fair value after the Company achieves the fourth Milestone;
and (v) $300,000 in target grant date fair value after the Company
achieves the fifth Milestone. Each PSU grant will vest in equal
one-third increments on each of the first three anniversaries of
the applicable grant date, provided Mr. Meka remains employed by
the Company on each such vesting date.
Removal of Section 16 Officer Designation
On Sept. 17, 2024, the Board determined that in light of Hong Rao's
responsibilities and authority as Vice President, I.A.I. of the
Company, Mr. Rao shall cease to be designated as an "officer" of
the Company for purposes of Section 16 of the Securities Exchange
Act of 1934, as amended. Mr. Rao continues to serve as Vice
President, I.A.I. of the Company.
About Faraday Future
Los Angeles, CA-based Faraday Future (NASDAQ: FFIE) --
http://www.ff.com-- designs and engineers next-generation
intelligent, connected, electric vehicles. FF manufactures
vehicles at its production facility in Hanford, California, with
additional future production capacity needs addressed through a
contract manufacturing partner in South Korea. FF is also exploring
other potential contract manufacturing options in addition to the
contract manufacturer in South Korea. The Company has additional
engineering, sales, and operational capabilities in China and is
exploring opportunities for potential manufacturing capabilities in
China through a joint venture or other
arrangement.
New York, NY-based Mazars USA LLP, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
May 28, 2024, citing that the Company has incurred operating losses
since inception, has continued cash outflows from operating
activities, and has an accumulated deficit. These conditions raise
substantial doubt about its ability to continue as a going
concern.
FLEX INTERMODAL: Seeks Chapter 7 Bankruptcy After Shut Down
-----------------------------------------------------------
Kirk O'Neil of The Street reports that Flex Intermodal, a
California-based trucking company that shut down in August 2023,
filed for Chapter 7 bankruptcy liquidation on September 13, 2024 as
it lost its authorization to operate and is hampered by several
lawsuit judgments, FreightWaves reported.
The Fremont, Calif.-based shipping company, which at one time
operated out of the Port of Oakland, Calif., listed up to $100,000
in assets and $1 million to $10 million in liabilities in its
petition filed in the U.S. Bankruptcy Court for the Northern
District of California. The debtor indicated that it doesn't expect
to have sufficient assets to make payments to unsecured creditors.
Flex Intermodal ceased operations in August 2023 after the Federal
Motor Carrier Safety Administration revoked its authority to
operate and its insurance company canceled its bodily injury
property damage coverage. The federal regulator approved the
company's operating authority in September 2018.
The company had 25 trucks and 30 drivers when it ceased operations,
according to FMCSA.
The trucking company faced four lawsuit judgments entered against
it by Equify Intermodal and Flexi Van Leasing in the Superior Court
of Alameda County, Calif., and by Balboa Capital and Equify
Financial in the Superior Court of Orange County, Calif., according
to FreightWaves.
The debtor is also the defendant in a May 9, 2024, lawsuit filed by
Ally Bank in the Superior Court of Alameda County, which seeks to
repossess a 2019 Freight Cascadia vehicle after Flex allegedly
defaulted on a loan amount of about $82,886, a $8,061 in finance
charge and about $496 in late fees.
The bank estimated the trade-in value of the vehicle to be about
$44,250.
Ally Bank is seeking possession of the vehicle; damages equal to
the rental value of the vehicle from the date of default; damages
for depreciation and deterioration of the vehicle; the principal
amount, finance charges and late fees owed on the loan; and all
late, repossession and investigative fees.
Under federal bankruptcy rules, all pending litigation filed
against Flex Intermodal is subject to an automatic stay while the
debtor's Chapter 7 case proceeds.
The debtor's largest unsecured creditors include U.S. Small
Business Administration, owed $2.8 million; Hemer Rousso & Heald,
owed $213,000; and Balboa Capital, owed $210,000.
While the debtor has not operated in 2024, it reported gross
revenue of $1.2 million in 2023 and $1.9 million in 2022.
About Flex Intermodal
Flex Intermodal is a Fremont, Calif.-based shipping company.
Flex Intermodal sought relief under Chapter 7 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-41412) on September
13, 2024. In its petition, the Debtor reports up to $100,000 in
assets and $1 million to $10 million in liabilities.
The Honorable Bankruptcy Judge Charles Novack oversees the case.
The Debtor is represented by Raymond R. Miller of Office Of Raymond
R. Miller.
FOCUS UNIVERSAL: Raises $1.29 Million Through Private Placement
---------------------------------------------------------------
Focus Universal Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 18, 2024, it
completed the sale of 4,300,000 shares of Common Stock in a private
placement to certain eligible investors for an aggregate purchase
price of $1,290,000, or $0.30 per share.
In connection with the Private Placement, on or about Sept. 18,
2024, the Company entered into a subscription agreement with each
investor.
The Shares were offered and sold in a private placement to certain
eligible investors pursuant to Section 4(a)(2) of the Securities
Act of 1933, as amended. The Shares have not been registered under
the Securities Act, or the securities laws of any other
jurisdiction, and may not be offered or sold in the United States
absent registration under or an applicable exemption from such
registration requirements.
About Focus Universal
Focus Universal Inc. (NASDAQ: FCUV) is a provider of patented
hardware and software design technologies for Internet of Things
(IoT) and 5G. The company has developed five disruptive patented
technology platforms with 28 patents and patents pending in various
phases and 8 trademarks pending in various phases to solve the
major problems facing hardware and software design and production
within the industry today. These technologies combined to have the
potential to reduce costs, product development timelines and energy
usage while increasing range, speed, efficiency, and security.
Focus currently trades on the Nasdaq Markets.
Los Angeles, Calif.-based Weinberg & Company, P.A., the Company's
auditor since 2023, issued a "going concern" qualification in its
report dated April 1, 2024, citing that the Company has suffered
recurring losses from operations and has experienced negative cash
flows from operating activities that raise substantial doubt about
its ability to continue as a going concern.
FOFCEE SPC: Gets Interim OK to Use Cash Collateral
--------------------------------------------------
Fofcee, Spc received interim approval from a U.S. bankruptcy judge
to use its secured creditors' cash collateral.
The order penned by Judge Timothy Dore of the U.S. Bankruptcy Court
for the Western District of Washington authorized the company to
use cash collateral to pay its pre-bankruptcy payroll obligations
and associated payroll taxes and insurance for its employees,
including payment for the period of August 29 to September 9.
Fofcee operates with two employees, paying bi-monthly at a rate of
$20 per hour.
The court order also authorized the company to exceed the amounts
set forth in its budget by as much as 15% more than the total
budget without court approval.
"The amount of cash collateral authorized to be used until the
final hearing is necessary to avoid injury and irreparable harm to
the estate," Judge Dore wrote in his order.
As protection for the company's use of their cash collateral,
secured creditors were granted replacement liens in the company's
post-petition cash, accounts receivable and inventory.
A final hearing is scheduled for October 18.
About Fofcee company
Fofcee, SPC, is a special purpose corporation that has been
operating since its founding date in 2020. The company focuses on
targeted initiatives within its industry, leveraging innovation to
meet specific market needs. With a commitment to excellence and
customer satisfaction, Fofcee aims to deliver high-quality products
and services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No.24-12277) on September
10, 2024, with $21,927 in assets and $149,500 in laibilities.
Thomas D. Neeleman, signed the petition.
Judge Honorable Timothy W. Dore presides over the case.
Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C., represents
the Debtor as bankruptcy counsel.
FOUNDEVER GROUP: S&P Downgrades ICR to 'B+', Outlook Negative
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Foundever
Group S.A. to 'B+' from 'BB-'. At the same time, S&P lowered its
issue-level ratings on the company's senior secured credit
facilities to 'B+' from 'BB-'. The recovery rating remains '3'.
The negative outlook reflects the risk that S&P could downgrade the
company if profit margin and cash flow improvement does not
materialize following the company's investments in nearshore and
offshore facilities.
S&P said, "The downgrade reflects precipitous weakening of credit
measures this year, and we expect leverage will spike above 5.5x as
investments in AI and geographic expansion weigh down profit
margins. We now expect Foundever's S&P Global Ratings-adjusted
EBITDA margins will contract to about 12.5% by the end of this
year, 150 basis points (bps) lower than our previous forecast, and
a significant decline from 16.4% in 2022 and 14.1% in 2023. Ongoing
pricing pressures and investment-related expenses are the primary
causes for the drag on profitability, which we think will persist
and prevent EBITDA margin from improving to 15% over the next 12-24
months. Competitors with favorable exposure to lower operating cost
regions have forced industry prices downward while Foundever has
struggled to absorb lower prices because of its less robust
availability of near-shore and offshore services. The company has
also been forced to absorb initial training costs when onboarding
new business. Furthermore, AI investment expenses are an added
headwind to profitability. These are imperative to maintain its
competitive standing as clients continually demand efficiency
improvements and well capitalized competitors push to advance their
platforms and services.
"We believe profit margins will not return to historical highs,
though we think some profit margin expansion is likely in 2025 as
the company develops and expands its operations in new regions
(including Madagascar, Peru, South Africa, and Turkey) while
inflationary cost pressures and client pricing challenges ease.
Meanwhile, we expect its investments in AI will pay dividends over
time as the company gains efficiencies in its training process and
customer service delivery. In our view, Foundever remains favorably
positioned as the third largest provider of customer experience
(CX) and business process outsourcing (BPO) services in a crowded
space. However, we think margin expansion will occur more gradually
compared to our earlier forecast. We expect S&P Global
Ratings-adjusted EBITDA margin expansion of about 50-75 bps in
2025, which includes the benefit of lower restructuring-related
expenses that we do not add back.
"Foundever's prospects for revenue growth are becoming increasingly
elusive, though we expect earnings growth in 2025 as costs
decrease. We expect continued revenue contraction through the
remainder of 2024 and well into 2025. Client attrition remains
about in line with historical levels; yet price concessions, lower
new business volumes, and a persistent shift toward offshoring have
decreased top-line performance for several quarters. We think price
reductions have abated and are unlikely to persist absent
accompanying technology-led efficiency enhancements. Meanwhile, new
business volumes will likely remain subdued as clients maintain a
cautious stance amid economic uncertainty; however, we anticipate
some pick up as Foundever curbs competitive losses as it expands
operations and capacity in new geographies. We think shifting
onshore business to nearshore and offshore locations will pressure
revenue growth over the next several years. Still, we expect this
shift will be accompanied by improving profit margins, yielding a
net neutral to slightly positive effect on earnings. While we
expect muted top-line performance at least over the next two to
three years, we forecast an inflection point in earnings with
modestly expanding EBITDA in 2025. The negative outlook reflects
the risk that Foundever's earnings profile does not recover from
current levels.
"Foundever's generative AI strategy is critical to maintaining its
market position by delivering competitive services. The technology
remains a source of both opportunity and risk, with significant
downside potential for Foundever as disruption risk increases.
While we continue to believe that broad replacement of human agents
by AI bots is a longer-term threat, lower complexity
interactions--representing about 25%-30% of the company's
volume--could be automated over the medium term. Still, automating
interactions has been a constant theme in the CX industry and
Foundever's investments include AI automation capabilities. We
think this will allow it to retain some revenue generating business
related to interactions automated through generative AI
technology.
"We think the largest immediate risk for Foundever is that its
competitors could develop stronger marketable AI capabilities
first, leading to competitive losses. Foundever expects to invest a
total of about $10 million in its AI initiatives in 2024, and it
plans to double that investment in 2025. It remains unclear whether
this level of investment is sufficient to maintain its competitive
standing relative to its largest rivals, Teleperformance and
Concentrix, who are each engaged in hundreds of AI projects with
some expected to begin generating revenue this year.
"Over time, we believe Foundever's investments in AI capabilities
will enhance onboarding, training, retention, and service quality.
AI-based agent analytics and training services are becoming part of
the company's standard offering for new clients. However, most of
its tools remain in a pilot testing phase, currently benefiting a
very narrow subset of the business. This includes its Copilot
solutions offering, which generates suggested responses in real
time to agents during customer interactions. The potential benefits
to Foundever's operating efficiency and profitability remains
unclear; we expect these benefits will become more apparent as the
company's AI products are more fully developed and scaled across
its client base.
"We believe financial policy is supportive of the current rating
despite its shareholder remuneration earlier this year. Foundever's
sizable share repurchases of about $170 million earlier this year
exacerbated deteriorating credit measures amid challenging business
conditions. Still, we view the transaction as a one-time event, and
we note the owner group is committed to prioritizing reinvestments
in the business with no plans for additional distributions. We
expect no sizable remuneration activity while Foundever pursues a
business turnaround over the next few years. Meanwhile, its
liquidity position remains adequate and provides some cushion to
support ongoing investments as the company contends with thin free
cash flow generation over the next 12-24 months. We expect modestly
negative to break even free operating cash flow (FOCF, unadjusted)
in 2024, returning to positive in 2025 on expanding earnings."
The negative outlook reflects the risk that Foundever is unable to
improve its earnings profile from 2024 levels amid ongoing
competitive pressures, leading to sustained leverage elevated above
5.5x with persistently thin FOCF generation.
S&P could lower its rating on Foundever if it develops a less
favorable view of the business or believe its leverage will be
sustained above 5.5x or its FOCF to debt will remain below 3%
through 2025. This could occur if:
-- The company's S&P Global Ratings-adjusted EBITDA does not begin
to improve by the first half of 2025, due to declining volumes or
market share losses that indicate its investments in new
geographies are not generating traction;
-- S&P believes it will need to accelerate its AI investments to
remain competitive; or
-- Elevated working capital or capital expenditure (capex)
investments, or other uses of cash deplete its cash balances,
weakening liquidity and leading to a higher net debt position.
S&P could revise its outlook on Foundever to stable if it believes
the business will maintain its competitive position and its
leverage will decline to 5.5x or below and its FOCF to debt will
expand above 3% in 2025, with further improvement anticipated
thereafter. This could occur if:
-- Earnings grow as restructuring related expenses roll off while
it benefits from opening operating centers in new countries, with
customer demand trends improving and market share remains intact;
-- S&P is increasingly confident that its investments in
generative AI solutions will aid margin expansion and allow it to
maintain its competitive standing; and
-- It builds cash on its balance sheet, supporting its ability to
continue pursuing impactful investments and navigating challenging
business conditions.
FOX PROPERTY: Sec. 341(a) Meeting of Creditors on Sept. 30
----------------------------------------------------------
Fox Property Holdings LLC filed Chapter 11 protection in the
Central District of California. According to court documents, the
Debtor reports between $10 million and $50 million in debt owed to
1 and 49 creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Sept. 30, 2024 at 10:30 a.m. at UST-RS1, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-822-7121, PARTICIPANT CODE: 6203551.
About Fox Property Holdings
Fox Property Holdings LLC sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-15241) on Sept. 4,
2024. In the petition filed by Ji Li, as managing member, the
Debtor estimated assets between $100 million and $500 million and
estimated liabilities between $10 million and $50 million.
The Debtor is represented by:
Joyce H. Vega, Esq.
JOYCE H. VEGA & ASSOCIATES
901 Silver Spur Rd. #388
Rolling Hills Estates CA 90274
Tel: 310-614-0191
Email: vegaattorneys@yahoo.com
FULCRUM BIOENERGY: Initiates Assets Sale; Auction Set for November
------------------------------------------------------------------
Development Specialists, Inc. is marketing for sale the assets of
Fulcrum Sierra BioFuels, LLC and Fulcrum BioEnergy, Inc.
Founded in 2007, Fulcrum is a leading clean energy company in the
renewable fuels sector, focusing on converting municipal solid
waste (MSW) into low-carbon transportation fuels, including
sustainable aviation fuel and renewable diesel. Fulcrum's
proprietary process combines gasification and Fischer-Tropsch
technologies to convert organic landfill waste into liquid fuel.
This waste-to-fuel process not only provides low-carbon renewable
fuel but also reduces the environmental burden of waste management.
The Biorefinery conducted initial operations in late 2023 producing
approximately 6,000 gallons. Following a maintenance outage to
replace, modify and repair certain equipment, the plant is nearly
ready for start-up operations. Prospective bidders could look to
complete the outage work and operate the facility as designed and
constructed or look to retrofit with preferred technology.
Assets for Sale: The assets owned by Fulcrum Sierra BioFuels, LLC
included in the stalking horse bid are as follows: a waste-to-fuels
biorefinery with a design capacity of 11 million gallons per year
of synthetic crude oil, located on 19.4 acres, 20 miles east of
Reno, NV. Additionally, a feedstock processing facility situated on
10 acres, 10 miles east of Reno, NV. The bid also includes rights
to a NV Energy high-voltage distribution agreement, providing 25
megawatts of total power delivery, and rights to a water supply
agreement for 155 acre-feet per year. Other assets encompass
tangible assets (PP&E and inventory), permits and licenses, causes
of action related to Fulcrum Biofuels, and all associated security
deposits.
Fulcrum BioEnergy, Inc. is offering Expanded Assets for bidding,
which are not included in the stalking horse bid. These Expanded
Assets include 14 U.S. patents, 5 pending U.S. patent applications,
26 international patents, and over 30 pending international patent
applications. Fulcrum Parent also has equity in UK subsidiaries
that are currently in the design stages of development. These
intellectual property assets and equity interests present a unique
opportunity for interested parties to acquire valuable innovations
and potential future revenue streams.
Bids can be made on the Fulcrum BioFuels assets included in the
stalking horse bid and/or the Expanded Assets of Fulcrum Parent as
well.
Current Situation: The Company filed for Chapter 11 bankruptcy on
September 9, 2024. DSI has been retained as financial advisor and
investment banker for the proposed asset sale, subject to
bankruptcy court approval.
Switch, Ltd. has bid $15,000,000 for the assets of Fulcrum
BioFuels, plus the assumption of certain liabilities.
Sale Process and Timeline:
Bid deadline: October 25 at 4:00pm (ET)
Auction: November 1 at 10:00am (ET)
To submit a bid and participate in the auction, a potential bidder
must submit, among other things, a Nondisclosure Agreement, a
Letter of Intent, and proof of financial capacity to close.
About Fulcrum Bioenergy
Fulcrum Bioenergy Inc. operates as a clean energy company described
as a pioneer in sustainable aviation fuel (SAF) production.
Fulcrum Bioenergy Inc. and its affiliates sought relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
24-12008) on Sept. 9, 2024. In the petition filed by Mark J. Smith,
as chief restructuring officer, the Debtor reports estimated assets
up to $50,000 and estimated liabilities between $100 million and
$500 million.
The Honorable Bankruptcy Judge Thomas M. Horan handles the case.
The Debtors tapped MORRIS, NICHOLS, ARSHT & TUNNELL LLP as counsel;
and DEVELOPMENT SPECIALISTS, INC., as investment banker. KURTZMAN
CARSON CONSULTANTS, LLC, d/b/a VERITA GLOBAL, is the claims agent.
GARNET HEALTH: S&P Lowers Bond Rating To 'BB-' on Thin Reserves
---------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB-' from 'BB'
on the Dormitory Authority of the State of New York's (DASNY)
series 2015 and 2017 bonds, issued for Garnet Health Medical
Center(GHMC), N,Y. GHMC and two hospitals operated as Catskills
(GHMC-C) are subsidiaries of Garnet Health (GH). The outlook is
negative.
"The downgrade reflects our expectation that GH's fiscal 2024
operating loss will be higher than previously budgeted, as well as
our view of GH's thin unrestricted reserves and very weak balance
sheet-related metrics, which have further declined since our last
review," said S&P Global Ratings credit analyst Marc Arcas.
A mortgage and gross receipts pledge secure the bonds. The rating
reflects S&P's view of GH's thin unrestricted reserves and very
weak balance sheet-related metrics, such as days' cash on hand
(DCOH) and unrestricted reserves to long-term debt, which are
particularly weak compared with those of other speculative-grade
stand-alone hospitals.
S&P said, "The negative outlook reflects our view of GH's limited
cushion at the current rating given the organization's very weak
balance sheet, as well as multiple consecutive years of operating
losses. Although we recognize that sizable operating losses could
persist into the outlook period, we also believe that these losses
will diminish, and that GH will replenish its unrestricted reserves
as cash flow improves and other potential initiatives materialize.
Inability to continue the current trend of margin improvement or to
replenish reserves could result in a further downgrade.
"We could consider a further downgrade if GH is unable to meet its
projected operating loss of about $40 million in fiscal 2024 with
notable improvement in 2025, while simultaneously trending toward
60 DCOH before the line of credit. Given the organization's high
leverage and thin reserves, any increase in long-term debt,
including operating leases, would pressure the rating, as would a
significant deterioration in enterprise characteristics,
particularly market share. As noted earlier, we view debt
acceleration risk as low given our understanding that management's
negotiations with bondholders regarding a forbearance agreement
following the 2023 DSC covenant breach are ongoing. That said, in
the event that the debt is accelerated, we could lower the rating
by multiple notches.
"We could revise the outlook to stable if GH is able to sustain its
current trend of operational improvement while meaningfully
increasing its DCOH and other balance-sheet metrics. We would also
expect a favorable resolution to GH's ongoing negotiations with
bondholders regarding the 2023 DSC covenant breach, and for GH to
maintain its current enterprise profile strengths."
GC PROPERTIES: Starts Subchapter V Bankruptcy Process
-----------------------------------------------------
GC Properties of Arcadia LLC filed Chapter 11 protection in the
Middle District of Florida. According to court filing, the Debtor
reports between $1 million and $10 million 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
October 15, 2024 at 11:30 a.m. in Room Telephonically on telephone
conference line: 866-910-0293. participant access code: 7560574.
About GC Properties of Arcadia
GC Properties of Arcadia LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-01361) on September 10, 2024. In the petition filed by Steven
Game, as managing member, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
Justin M. Luna, Esq.
LATHAM LUNA EDEN & BEAUDINE LLP
201 S. Orange Avenue
Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: jluna@lathamluna.com
GEORGIA EARTH & PIPE: Files for Bankruptcy Protection
-----------------------------------------------------
Georgia Earth and Pipe LLC filed Chapter 11 protection in the
Northern District of Georgia. According to court documents, the
Debtor reports between $1 million and $10 million in debt owed to
50 and 99 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
October 9, 2024 at 11:00 a.m. in Room Telephonically on telephone
conference line: 866-643-3080. participant access code: 1614372.
About Georgia Earth and Pipe
Georgia Earth and Pipe LLC is a site preparation contractor.
Georgia Earth and Pipe LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-21100) on Sept.
9, 2024. In the petition filed by Lanny P. Limburg, as president,
the Debtor reports estimated assets up to $50,000 and estimated
liabilities between $1 million and $10 million.
The Debtor is represented by:
Will Geer, Esq.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC
2987 Clairmont Road Suite 350
Atlanta GA 30329
Tel: 404-584-1238
Email: wgeer@rlkglaw.com
GEX MANAGEMENT: Hires Astra to Replace Fruci as Auditors
--------------------------------------------------------
GEX Management, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 6, 2024, Fruci &
Associates II PLLC resigned as the Company's auditor of record.
Fruci did not complete any audits for the company and accordingly
issued no opinion over the Company's financial statements as of and
for the fiscal years ended Dec. 31, 2023 and 2022.
With the exception of the appointment of the Company's new
independent registered public accounting firm, the decision to
change auditors was neither recommended nor approved by the
Company's Board of Directors.
During the fiscal years ended Dec. 31, 2023 and 2022, and the
subsequent interim period through Sept. 6, 2024, there were (i) no
"disagreements" (as that term is defined in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions) between the Company
and the Former Auditor on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction
of the Former Auditor, would have caused the Former Auditor to make
reference to the subject matter of the disagreement in its reports
on the Company's financial statements and (ii) no "reportable
events" (as that term is defined in Item 304(a)(1)(v) of Regulation
S-K and the related instructions).
Appointment of New Auditor
On Sept. 12, 2024, the Company's Board of Directors engaged Astra
Audit & Advisory LLC as the Company's new independent accountant to
audit the Company's financial statements and to perform reviews of
interim financial statements. During the fiscal years ended Dec.
31, 2023 and 2022 and through Sept. 18, 2024, neither the Company,
nor anyone on its behalf, consulted Astra regarding either (i) the
application of accounting principles to a specified transaction,
either completed or proposed, or the type of audit opinion that
might be rendered with respect to the consolidated financial
statements of the Company, and no written report or oral advice was
provided to the Company by Astra that was an important factor
considered by the Company in reaching a decision as to any
accounting, auditing or financial reporting issue; or (ii) any
matter that was the subject of a "disagreement" (as defined in Item
304(a)(1)(iv) of Regulation S-K and the related instructions) or a
"reportable event" (as that term is defined in Item 304(a)(1)(v) of
Regulation S-K).
About GEX Management
GEX Management, Inc. -- http://www.gexmanagement.com-- is a
Dallas-based management consulting and staffing firm that offers a
wide range of business operational services to clients. The
Company's capabilities are geared towards helping organizations
optimize their processes and improve their overall efficiency.
As shown in the accompanying financial statements as of Dec. 31,
2023, the Company had $18,173 of cash and $499,160 of current
assets, as compared to total current liabilities of $4,688,364, has
incurred substantial recurring operating losses, and had an
accumulated deficit of $17,500,100. Furthermore, the Company's
revenue and profits have historically been insufficient to generate
positive cash flow, and there can be no assurances of future
revenues or sufficient profits to fund operations.
"Given these factors, the Company frequently requires financing
from outside parties, and management intends to pursue outside
capital through debt and equity vehicles. The Company currently
has no firm commitments to obtain any additional funds, and there
can be no assurance such funds will be available on acceptable
terms or at all. If the Company is unable to obtain additional
funding, the Company's financial condition and results of
operations may be materially adversely affected and the Company may
not be able to continue operations," said GEX Management in its
Annual Report for the year ended Dec. 31, 2023.
The Company was unable to file its Quarterly Report on Form 10-Q
for the fiscal quarter ended March 31, 2024 by the prescribed date
of May 16, 2024, without unreasonable effort or expense, because
the Company needs additional time to complete certain disclosures
and analyses to be included in the Report.
GLASS MANAGEMENT: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Glass Management Services, Inc.
1945 Ohio St.
Lisle, IL 60532-2169
Business Description: The Debtor offers glass installation, work,
and contracting services.
Chapter 11 Petition Date: September 22, 2024
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 24-14036
Judge: Hon. Janet S Baer
Debtor's Counsel: David P Leibowitz, Esq.
LEIBOWITZ, HILTZ & ZANIG, LLC
53 W Jackson Blvd Ste 1301
Chicago, IL 60604-3552
Tel: (312) 662-5750
Email: dleibowitz@lakelaw.com
Total Assets: $3,029,997
Total Liabilities: $11,989,444
The petition was signed by Ernest B. Edwards 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/6SZTJMQ/Glass_Management_Services_Inc__ilnbke-24-14036__0001.0.pdf?mcid=tGE4TAMA
GLENSIDE PIZZA: Holly Smith Miller Named Subchapter V Trustee
-------------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Holly Miller, Esq.,
at Gellert Scali Busenkell & Brown, LLC as Subchapter V trustee for
Glenside Pizza, Inc.
Ms. Miller will be paid an hourly fee of $425 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Miller declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Holly S. Miller, Esq.
Gellert Scali Busenkell & Brown, LLC
1628 John F. Kennedy Boulevard, Suite 1901
Philadelphia, PA 19103
Telephone: (215) 238-0012
Facsimile: (215) 238-0016
Email: hsmiller@gsbblaw.com
About Glenside Pizza
Glenside Pizza, Inc. owns and operates a pizza restaurant in
Glenside, Pa.
Glenside Pizza filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-13096) on
September 3, 2024, listing $121,500 in assets and $1,512,137 in
liabilities. The petition was signed by Vasilios Zonios as owner
and president.
Judge Ashely M Chan presides over the case.
Ellen M. McDowell, Esq., at McDowell Law, PC represents the Debtor
as bankruptcy counsel.
GRESHAM WORLDWIDE: Gets OK to Hire Nason Yeager as Special Counsel
------------------------------------------------------------------
Gresham Worldwide, Inc. received approval from the U.S. Bankruptcy
Court for the District of Arizona to hire Nason, Yeager, Gerson,
Harris & Fumero, P.A. as special counsel.
The firm's services include:
a. drafting and preparing Debtor's quarterly (Form 10-Q) and
annual (Form 10-K), and other financial reports to the SEC;
b. advising the Debtor and the Board of Directors on general
corporate governance matters;
c. ensuring proper disclosures are made regarding Debtor's
status as a publicly traded company;
d. reviewing various corporate agreements including
indemnification agreements;
e. communicating with the Financial Industry Regulatory
Authority;
f. responding to inquiries from the Debtor's management and
provide copies of requested agreements and other documents.
Michael Harris will primarily perform the work for the Debtor, and
his hourly rate for this matter is $775. The Nason Yeager Firm
charges the hourly rates of $425 to $650 for other partners, $250
to $435 for associate attorneys, and $185 to $245 for paralegals.
Mr. Harris, a shareholder at Nason Yeager, disclosed in a court
filing that he and his firm do not represent any interest adverse
to the Debtor and its estate.
The firm can be reached through:
Michael D. Harris, Esq.
Nason, Yeager, Gerson, Harris & Fumero, P.A.
3001 PGA Boulevard, Suite 305
Palm Beach Gardens, FL 33410
Tel: (561) 471-3507
Fax: (561) 686-5442
Email: mharris@nasonyeager.com
About Gresham Worldwide
Gresham Worldwide, Inc. designs, manufactures, and distributes
purpose-built electronics equipment, automated test solutions,
power electronics, supply and distribution solutions, as well as
radio, microwave, and millimeter wave communication systems and
components for a variety of applications with a focus on the global
defense industry and the healthcare market.
Gresham Worldwide sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 24-06732) on Aug. 14,
2024. In the petition filed by Lutz P. Henckels, chief financial
officer, the Debtor disclosed $32,859,000 in assets and $39,786,000
in liabilities as of June 30, 2024.
Judge Scott H. Gan oversees the case.
Patrick A. Clisham, Esq., at Engelman Berger, PC serves as the
Debtor's counsel.
HARDINGE INC: Finalizes Sale of Machine Businesses to Centre Lane
-----------------------------------------------------------------
Hardinge Inc. and certain of its U.S. affiliated companies, a
global leader and provider of advanced machine tool, manufacturing,
and workholding solutions, announced on September 19, 2024, the
successful completion of transactions pursuant to the United States
Bankruptcy Code to sell substantially all of the Company's global
machine businesses and workholding businesses to affiliates of
Centre Lane Partners. Through the completion of the transactions,
the global machine businesses and workholding businesses,
respectively Kellenberger and Forkardt Hardinge, will move forward
as separate entities under Centre Lane's ownership with the
necessary capital and operational flexibility to invest in growth
and better serve their global customer bases.
Kellenberger and Forkardt Hardinge will be led respectively by Greg
Knight, formerly CEO of Hardinge, and Ryan Ervin, formerly
President of Forkardt Hardinge. Both Knight and Ervin are veteran
executives in the industry and well-positioned to leverage their
extensive knowledge to position each of the go-forward businesses
for long-term success.
"We are very pleased to complete these transactions with Centre
Lane, which position Kellenberger and Forkardt Hardinge for
sustainable growth, enabling the businesses to continue providing
customers with the market leading solutions they have come to
expect," said Knight. "We are grateful to Centre Lane for their
strong partnership throughout this process and I look forward to
being a part of Kellenberger's continued success in my new role."
"This milestone transaction provides Forkardt Hardinge with the
financial foundation and operational flexibility to support future
growth and investments," said Ervin. "We thank Centre Lane for
their strong support and look forward to seeing the continued
momentum and innovation of our workholding solutions under the
firm's stewardship."
"With right-sized capital structures, the go-forward Kellenberger
and Forkardt Hardinge businesses are each well-positioned to reach
new heights as worldwide leaders in machine and workholding
solutions," said Quinn Morgan, Managing Director at Centre Lane.
"We thank Hardinge for its collaboration throughout the sale
process and are focused on leveraging the strength of Kellenberger
and Forkardt Hardinge to continue providing customers around the
globe with best-in-class solutions."
About Kellenberger
Kellenberger is a leading international provider of advanced
metal-cutting solutions. The Company provides a full spectrum of
highly reliable CNC turning, milling, and grinding machines.
The diverse products Kellenberger offers enables the Company to
support a variety of market applications in industries including
aerospace, agricultural, automotive, construction, consumer
products, defense, energy, medical, technology, transportation and
more.
Kellenberger has developed a strong global presence with
manufacturing operations in North America, Europe, and Asia.
Kellenberger applies its engineering and applications expertise to
provide companies with the right machine tool solution and support
every time.
About Forkardt Hardinge
Forkardt Hardinge has been a premiere global Workholding supplier
for over 130 years. The Company's comprehensive product portfolio
enables it to provide solutions in every major industry and region.
Forkardt Hardinge's workforce is composed of dedicated engineers,
who are experts across the full spectrum of products including
collets, chucks, rotary tables, cylinders and accessories for both
standard and engineered solutions.
Forkardt Hardinge's customer first approach, coupled with industry
leading quality and technology, makes the Company an ideal partner
for manufacturing solutions. Through continued innovation, Forkardt
Hardinge brings advancements in workholding technology that is
trusted by small and large machining professionals around the
globe.
About Centre Lane Partners
Founded in 2007, Centre Lane Partners is a private investment firm
that invests in the equity and debt of middle market companies in
North America. Centre Lane employs a flexible strategy that
approaches complex situations with a solutions orientation. Centre
Lane has an experienced, collaborative and diverse team, and seeks
to partner with strong management teams that can benefit from
patient, long-term capital and Centre Lane's operational, financial
and strategic expertise and support.
About Hardinge Inc.
Hardinge Inc. globally designs, manufactures, and distributes
computer-controlled metal cutting lathes, grinding and related
tooling, and accessories. It markets its products in the United
States, Europe, and Asia. The company is based in Elmira, N.Y.
Hardinge and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11605) on
July 29, 2024. In its petition, Hardinge reported $100 million to
$500 million in both assets and liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Ropes & Gray, LLP and Chipman Brown Cicero &
Cole, LLP as bankruptcy counsels; Houlihan Lokey Capital, Inc. as
financial advisor and investment banker; Adrian Frankum of Ankura
Consulting Group, LLC as chief restructuring officer; and C Street
Advisory Group, LLC as strategic communications advisor. Kroll
Restructuring Administration, LLC is the claims and noticing agent
and administrative advisor.
HARRAH LAND: Unsecureds to be Paid in Full in Plan
--------------------------------------------------
Harrah Land FC, LLC filed with the U.S. Bankruptcy Court for the
Eastern District of Oklahoma a Disclosure Statement describing
Chapter 11 Plan dated August 19, 2024.
Harrah Land is a limited liability company organized with the
Office of the Secretary of State of Oklahoma on March 15, 2012; and
remains in good standing with the Secretary of State.
Harrah Land acquired approximately 100 acres of land in Harrah and
Seminole, Oklahoma, developed this real estate into residential
lots, constructed houses under its d/b/a Midwest Quality Builders,
and sold approximately 325 homes.
Today, Harrah Land has 13 houses ready for sale, 46 developed
residential lots, and 16.37 acres of partially developed land.
Typically, the houses sold to consumers range in price from
$215,000 to $240,000. Harrah Land is one of several residential
developers in Seminole, Oklahoma, but its sales of 325 homes and
continued sales in the area make it a competitive leader in the
industry.
Harrah Land is owned by Timothy J. Remy (50% membership interest)
and Timothy L. Remy (50% membership interest). Timothy J. Remy is
the managing member of Harrah Land. Timothy J. Remy is the son of
Timothy L. Remy.
A utility service company's inability to provide electrical service
to the lots being developed by Harrah Land caused an 18-month delay
in constructing houses. As a result, Harrah Land's sale of
completed houses decreased from more than $9,000,000 in 2022 to
under $1,000,000 in 2023. This delay eroded Harrah Land's cash. It
later became impossible for Harrah Land to sell completed houses
because one of its secured creditors refused to execute mortgage
releases without receiving 100% of the proceeds, rather than a
lesser amount owed on the promissory note attributable to the
house.
In addition, lien claimants filed liens against property in which
they did not provide services or materials and refused to release
liens without some sort of payment. TFCU filed a foreclosure
petition and Harrah Land feared a sheriff's sale of the property
pledged as collateral to TFCU would negate the equity in the
property causing Harrah Land s unsecured creditors no source of
recovery.
Class 11 consists of General Unsecured Claims. The General
Unsecured Creditors shall receive pro rata distributions upon the
sale of the TFCU Houses, TFCU Tract. Valor Bank Houses and Valor
Bank Lots within 2 years of the Effective Date of the Plan. In the
event 100% of the General Unsecured Claims are not paid with within
two years, Harrah Land will liquidate sufficient equipment to pay
these claims. The Allowed Unsecured Claims shall be paid in full on
a pro rata basis from the sales of the real estate. This Class is
impaired.
Class 14 consists of Interest Holders. Timothy L. Remy shall retain
his 50% membership interest. Timothy J. Remy shall retain his 50%
membership interest.
The source of payments under the Plan will be funded by the day to
day operations of Harrah Land in the sale of residential houses and
lots. Harrah Land has 13 houses substantially completed for sale
with prices ranging from $215,000 each for the 3 Valor Bank Houses
to $245,000 each for the TFCU Houses. As noted, each of the 13
houses require some expense ($3,000 to $8,000) to close the sale.
These expenses include carpeting, landscaping, appliances and heat
and air conditioning units.
Harrah Land has negotiated sale of the 3 Valor Bank Houses for
$525,000 and the 10 TFCU Houses for $1, 995, 000. Although these
sale prices appear to be lower than market value, these sale prices
will generate the same net proceeds because no commissions (6%) or
closings costs (averaging $10, 000) pet house will be incurred.
Harrah Land has contracts to sell 15 of the 46 lots developed for
construction for $35,000. 00 per lot. This price is the historical
value of the developed lots. The remaining 31 lots will be sold or
homes built in the ordinary course of Harrah Land's business
operations during the next 2 years.
The sale of houses and lots will satisfy the allowed secured claims
and allowed general unsecured claims.
A full-text copy of the Disclosure Statement dated August 19, 2024
is available at https://urlcurt.com/u?l=VLVoGO from
PacerMonitor.com at no charge.
Attorney for the Debtor:
ScottP. Kirdey, Esq.
RIGGS, ABNEY, NEAL, TURPEN, ORBISON & LEWIS
502 West 6th Street
Tulsa, OK 74119-1019
Tel: (918) 587-3161
Fax: (918) 587-9708
E-mail: skirtley@riggsabney.com
About Harrah Land FC
Harrah Land FC, LLC is a limited liability company organized with
the Office of the Secretary of State of Oklahoma on Match 15,
2012.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Okla. Case No. 24-80401) on May
21, 2024, listing $7,862,207 in assets and $7,013,314 in
liabilities. Stephen Moriarty, Esq., at Fellers, Snider,
Blankenship, Bailey & Tippens, P.C., serves as Subchapter V
trustee.
Judge Paul R. Thomas presides over the case.
Scott P. Kirtley, Esq., at Riggs, Abney, Neal, Turpen, Orbison &
Lewis represents the Debtor as counsel.
HARRIS FAMILY: Seeks to Hire Michael D. Hart PC as Counsel
----------------------------------------------------------
Harris Family Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Virginia to hire Michael D. Hart
PC as counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
as a debtor in possession in the continued management and operation
of the Debtor's business and property;
b. advising and consulting on the conduct of this Chapter 11
Case;
c. attending meetings and negotiating with representatives of
creditors and other parties in interest;
d. taking all necessary actions to protect and preserve the
Debtor's estate;
e. preparing pleadings, including motions, applications,
answers, orders, reports, and papers necessary or otherwise
beneficial to the administration of the estate;
f. advising in connection with any potential sale of assets;
g. appearing before the court;
h. taking any necessary action to negotiate, prepare and
obtain approval of a disclosure statement and confirmation of a
chapter 11 plan and all related documents; and
i. performing all other necessary legal services.
The counsel will charge $350 per hour for its services.
As disclosed in the court filings, Michael D. Hart, P.C. is a
"disinterested person" as defined in Sec. 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Michael D. Hart, Esq.
Michael D. Hart, P.C.
308 2nd Street SW
Roanoke, VA 24011
Telephone: (540) 627-6520
Facsimile: (540) 342-7655
About Harris Family Holdings
Harris Family Holdings, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Va. Case No. 24-70568) on
August 8, 2024, with up to $1 million in assets and up to $50,000
in liabilities.
Michael Dean Hart, Esq., at Michael D. Hart, PC represents the
Debtor as legal counsel.
HAWKERS LLC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Lead Debtor: Hawkers, LLC
d/b/a Hawkers
54 W. Church St., Ste. 250
Orlando, FL 32801
Business Description: Hawkers is a restaurant chain that offers
authentic Asian street food made from
generational recipes.
Chapter 11 Petition Date: September 23, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Twenty-four affiliates that concurrently filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Hawkers, LLC (Lead Case) 24-05079
Oriental Hawkers, LLC 24-05080
Hawkers Windermere, LLC 24-05081
Hawkers Addison, LLC 24-05083
Hawkers Five Points, LLC 24-05084
Hawkers St. Pete, LLC 24-05085
Hawkers Ashford, LLC 24-05086
Hawkers Ballston, LLC 24-05087
Hawkers Bethesda, LLC 24-05088
Hawkers Chapel Hill, LLC 24-05089
Hawkers Deep Ellum, LLC 24-05090
Hawkers Delray Beach, LLC 24-05091
Hawkers E. Nashville, LLC 24-05092
Hawkers Neptune Beach, LLC 24-05094
Hawkers Old Fourth Ward, LLC 24-05095
Hawkers Southend, LLC 24-05096
Hawkers Bev Co Addison, LLC 24-05097
Hawkers Bev Co, LLC 24-05098
Hawkers Payroll, LLC 24-05099
Hawkers Ballantyne, LLC 24-05100
Hawkers Franklin, LLC 24-05101
Hawkers Greenville, LLC 24-05102
Hawkers Houston Heights, LLC 24-05103
Hawkers Mosiac, LLC 24-05104
Judge: Hon. Tiffany P Geyer
Debtors' Counsel: R.Scott Shuker, Esq.
SHUKER & DORRIS, P.A.
121 S. Orange Avenue
Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
E-mail: rshuker@shukerdorris.com
Lead Debtor's
Estimated Assets: $10 million to $50 million
Lead Debtor's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Kaleb C. Harrell as manager.
Full-text copies of five of the Debtors' petitions are available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/6AGR2UQ/Hawkers_LLC__flmbke-24-05079__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/6OJPFVQ/Oriental_Hawkers_LLC__flmbke-24-05080__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/N7MZYFI/Hawkers_Windermere_LLC__flmbke-24-05081__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/N3NACWY/Hawkers_Addison_LLC__flmbke-24-05083__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/ZN4S3BI/Hawkers_St_Pete_LLC__flmbke-24-05085__0001.0.pdf?mcid=tGE4TAMA
List of Lead Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Canon Financial Services Trade Debt $993
14904 Collections Center Dr.
Chicago, IL 60693
2. Carport Creative LLC Trade Debt $825
3912 Virginia Dr
Orlando, FL 32803
3. Cheney Brothers Trade Debt $0
2801 W. Silver
Springs Blvd
Ocala, FL 34475
4. Digital CFOs Trade Debt $16,000
3500 Silver Thorn Ct
Oviedo, FL 32766
5. Dong A Trade Debt $0
816 N. Mills Avenue
Orlando, FL 32803
6. EcoLab Pest Pest Control $87
Elimination Div. Services
26252 Network Place
Chicago, IL 60673
7. Emmaculate Reflections Trade Debt $3,419
25049 Network Place
Chicago, IL 60673
8. Employment Boost Trade Debt $3,996
145 S Livernois
Rochester Hills, MI 48307
9. Eola Technology Partners Trade Debt $0
3670 Maguire Boulevard
Orlando, FL 32803
10. HSC 55 West Trade Debt $0
55 West Church St.
Orlando, FL 32801
11. Interplan LLC Trade Debt $15,857
220 E Central Parkway
Suite 4000
Altamonte Springs, FL 32701
12. Mason Marketing Trade Debt $300
Group LLC
10830 Gilroy Road
Hunt Valley, MD 21031
13. Mr. Greenjean's Produce Trade Debt $0
PO Box 592837
Orlando, FL 32859
14. Nationwide Insurance Insurance Policy $70,000
1855 W State Road 434
Longwood, FL 32750
15. OLO Trade Debt $0
285 Fulton St
New York, NY 10007
16. OUC Trade Debt $0
PO Box 31329
Tampa, FL 33631
17. Paylocity Trade Debt $0
PO Box 87844
Carol Stream, IL 60188
18. Principal Life Insurance Co. Insurance $0
711 High Street Policy
Des Moines, IA 50392
19. Provident Hospitality Group Trade Debt $35,475
1800 Valley View Lane
Suite 150
Dallas, TX 75126
20. Veris Benefits Employee $41,000
PO Box 375 Benefits
Souderton, PA 18964
HAWKEYE ENTERTAINMENT: Plan Exclusivity Period Extended to Oct. 12
------------------------------------------------------------------
Judge Martin R. Barash of the U.S. Bankruptcy Court for the Central
District of California extended Hawkeye Entertainment, LLC's
exclusive periods to file a plan of reorganization and obtain
acceptance thereof to October 12 and December 11, 2024,
respectively.
As shared by Troubled Company Reporter, the Debtor's most valuable
assets are the Lease for the Premises for the first four floors and
a portion of the basement of the real property commonly known as
the Pacific Stock Exchange Building located at 618 S. Spring
Street, in Los Angeles, California and the Sublease with WERM.
The Debtor is the holding company for the Lease, which is sublet to
a related entity. The Debtor's successful reorganization is
dependent upon the assumption of the Lease and Sublease for the
Premises at issue in the Assumption Motion.
The Debtor explains that assumption of the Lease and Sublease is
material to the Debtor's successful reorganization. Therefore, the
Debtor timely moved to assume the Lease and Sublease by filing the
Assumption Motion on December 19, 2023, significantly in advance of
the expiration of the initial 120-day deadline imposed under
Section 365(d)(4) of the Bankruptcy Code. Contemporaneously with
the filing of the Assumption Motion, the Debtor filed the Section
365(d)(4) Motion.
The Debtor claims that after the conclusion of discovery which is
ongoing, there will be a trial on the Assumption Motion if a
settlement is not reached. The issues relating to the nonmonetary
defaults asserted by the Landlord, and contested by the Debtor, are
complex and need to be resolved as part of the Assumption Motion.
The Debtor is proceeding to resolve the Lease and Sublease issues
before the Court as expeditiously as reasonably possible under the
circumstances.
Hawkeye Entertainment, LLC, is represented by:
Sandford L. Frey, Esq.
Lori A. Schwartz, Eq.
Leech Tishman Robinson Brog, PLLC
200 South Los Robles Avenue, Suite 300
Pasadena, CA 91101
Tel: (212) 603-6300
Fax: (212) 956-2164
Email: sfrey@leechtishman.com
About Hawkeye Entertainment
Hawkeye Entertainment, LLC, sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11501) on
Oct. 18, 2023. In the petition signed by Adi McAbian, president of
Saybian Gourmet, Inc., member of Hawkeye, the Debtor disclosed up
to $10 million in both assets and liabilities.
Judge Martin R. Barash oversees the case.
Sandford L. Frey, Esq., at Leech Tishman Fuscaldo & Lampl, LLC, is
the Debtor's legal counsel.
HMG LLC: Gary Murphey of Resurgence Named Subchapter V Trustee
--------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Gary Murphey of Resurgence
Financial Services, LLC as Subchapter V trustee for HMG, LLC.
Mr. Murphey will be paid an hourly fee of $400 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Murphey declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Gary Murphey
Resurgence Financial Services, LLC
3330 Cumberland Blvd., Suite 500
Atlanta, GA 30330
Tel: (770) 933-6855
Email: Murphey@RFSLimited.com
About HMG LLC
HMG, LLC filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-59336) on September 4,
2024, with up to $50,000 in assets and up to $10 million in
liabilities. The petition was filed pro se.
HOLZHAUER MOTORS: Inks Stipulation for Use of Cash Collateral
-------------------------------------------------------------
Holzhauer Motors, LTD entered into a stipulation for the interim
use of its secured creditors' cash collateral.
The stipulation, if approved, would authorize the company's use of
cash collateral from August 23 to September 14 in accordance with
its budget. This budget outlines expenditures necessary for the
company's operations and for preserving the value of its assets.
The stipulation prohibits the company from selling or disposing of
any collateral without the consent of its secured creditors, except
for ordinary inventory sales. Additionally, the secured creditors
have the right to appoint representatives to oversee the company's
operations and secure their interests.
To protect the interests of secured creditors, the stipulation
includes provisions for adequate protection, which consist of
replacement liens on Holzhauer's assets and super priority claims
if the value of the collateral diminishes.
The stipulation is subject to approval by the U.S. Bankruptcy Court
for the Northern District of Iowa.
The company's secured creditors include Citizens First National
Bank, Savings Bank and Farmers State Bank.
The creditors together have secured claims exceeding $10.4 million
against Holzhauer's personal property and proceeds thereof, which
constitute the company's cash collateral.
About Holzhauer Motors
Holzhauer Motors, Ltd is a dealer of new and pre-owned automobiles
in Cherokee, Ia.
Holzhauer Motors filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Iowa Case No.
24-00813) on August 23, 2024, listing $1 million to $10 million in
both assets and liabilities. The petition was signed by Dan
Winchell as chief executive officer.
Judge Thad J. Collins oversees the case.
Jeffrey Douglas Goetz, Esq., at Dickinson, Bradshaw, Fowler &
Hagen, P.C., and Alex Moglia of Moglia Advisors serve as the
Debtor's bankruptcy attorney and chief restructuring officer,
respectively.
HOYA MIDCO: Moody's Affirms 'Ba3' CFR, Outlook Remains Stable
-------------------------------------------------------------
Moody's Ratings affirmed Hoya Midco, LLC's (Vivid Seats) ratings,
including its Ba3 corporate family rating, the Ba3-PD probability
of default rating, and the Ba3 rating on the senior secured first
lien bank credit facility (term loan due 2029 and revolver due
2027). The rating outlook remains stable. The company's speculative
grade liquidity rating remains unchanged at SGL-1, reflecting very
good liquidity.
The ratings affirmation reflects Moody's view that Vivid Seats will
continue pursuing profitable growth with steady margins amid
significant industry competition, and will maintain a disciplined
financial strategy that balances the interests of both equity and
debt holders, such that Moody's adjusted leverage remains below 3x.
Moody's expect that strong demand for live events in the secondary
ticket market will drive revenue and EBITDA growth at high single
digit percentage rate over the next 12-18 months.
RATINGS RATIONALE
Vivid Seats' Ba3 CFR continues to reflect its modest operating
scale, concentrated focus in the ticket resale market and the stiff
competition in the industry. The company's credit profile garners
strength from its entrenched position in the secondary ticket
marketplace and the scalable nature of its platform which benefits
from network effects. Moody's expect that as a growth-oriented
public company, Vivid Seats will maintain low debt levels and will
remain committed to a financial policy with moderate leverage and
very good liquidity. Vivid Seats' cash balance was $234 million as
of June 30, 2024, with approximately $397 million of outstanding
debt and $267 million sellers payables. Including Moody's standard
adjustments, proforma for full year EBITDA from two recent
acquisitions completed in late 2023 and with cash adjusted to net
$267 million sellers payables, pro forma net debt/EBITDA is just
under 3x as of LTM June 2024.
Following Vivid Seats' secondary common shares offerings in 2023,
the company is no longer a controlled company as defined by Nasdaq
governance standards. By November 2024, when the one-year
transition period ends, Vivid Seats will have a majority
independent board and will have to comply with additional Nasdaq
governance requirements. Hoya Topco, LLC, which is controlled by a
private equity owner GTCR, now hold a reduced but still significant
36% ownership stake in the company's shares, down from roughly 60%
following the SPAC merger.
The SGL-1 speculative grade liquidity rating continues to reflect
Moody's expectation that Vivid Seats will maintain very good
liquidity over the next 12-18 months. As of the end of Q2 2024,
sources of liquidity consisted of a cash balance of $234 million,
minimal capex needs and expectation for strong and growing free
cash flow. The company's $100 million revolver due February 2027
was undrawn at the end of the second quarter 2024, and Moody's
expect it to remain undrawn over the next 12-18 months given the
expectation of strong internally generated free cash flow. Moody's
project that Vivid Seats will generate free cash flow of $75
million in 2024. Vivid Seats liquidity benefits from negative
working capital as it collects upfront cash receipts in advance of
reimbursements to ticket sellers.
The company's term loan is covenant lite, and the revolver is
subject to a springing maximum first lien net leverage ratio.
Moody's do not expect the company to tap into the revolver over the
next 12-18 months or the covenant to be tested. Moody's also expect
that Vivid Seats will remain well in compliance with the springing
first lien net leverage covenant, if tested.
The Ba3 instrument ratings on the senior secured credit facility,
including the proposed add-on term loan, reflects the Ba3-PD
probability of default rating and an average expected family
recovery rate of 50% at default given there is only one class of
debt and the term loan does not have financial maintenance
covenants.
The stable outlook reflects Moody's expectation that Vivid Seats
will continue to adhere to its disciplined financial policy while
pursuing growth, maintain very good liquidity, low debt levels and
cash in excess of seller payables.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade Vivid Seats' ratings if the company
profitably expands its scale and business diversity and
demonstrates a track record of conservative financial policies.
These includes low leverage, consistently strong free cash flow to
debt and very good liquidity along with a material reduction of
private-equity ownership.
Ratings could be downgraded if an aggressive financial policy or
weak earnings cause leverage to exceed 3.5x (Moody's adjusted), or
free cash flows weaken, or the company fails to maintain good
liquidity.
Headquartered in Chicago, Illinois, Hoya Midco, LLC is an indirect
subsidiary of publicly traded Vivid Seats Inc., a provider of an
online marketplace serving the secondary ticketing industry. The
company's LTM June 2024 revenue was $776 million.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
IMPERIAL PACIFIC: Seeks to Hire Keen-Summit as Real Estate Broker
-----------------------------------------------------------------
Imperial Pacific International (CNMI), LLC seeks approval from the
U.S. Bankruptcy Court for the District of Northern Mariana Islands
to employ Keen-Summit Capital Partners LLC as real estate broker.
The broker will render these services:
a. on request, review pertinent documents and will consult
with Seller's counsel, as appropriate;
b. coordinate with Seller the development of due diligence
materials, the cost of which shall be Seller's sole
responsibility;
c. develop, subject to Seller's review and approval, a
marketing plan and implement each facet of the marketing plan;
d. seller shall provide an individual to handle property
showings;
e. communicate regularly with prospects and maintain records
of communications;
f. solicit offers for a Transaction;
g. assist Seller in evaluating, structuring, negotiating and
implementing the terms and conditions of a proposed Transaction;
h. develop and implement, subject to Seller's review and
approval, an auction plan, including arranging auction logistics,
assisting Seller's counsel with auction bid procedures, assisting
the Seller to qualify bidders, and running the auction at a
location designated by the Seller;
i. communicate regularly with Seller and its professional
advisors in connection with the status of its efforts; and
j. work with Seller's attorneys responsible for the
implementation of the proposed Transactions, reviewing documents,
negotiating and assisting in resolving problems which may arise.
Keen will be compensated as follows:
a. Engagement Fee: Fifty thousand dollars ($50,000) to be paid
upon Court approval of this
Agreement.
b. Transaction Fees:
1. As and when Seller closes a Transaction, whether such
Transaction is completed individually or as part of a package or as
part of a sale of all or a portion of Seller's real property or as
part of a plan of reorganization, then Keen shall have earned
compensation per Transaction equal to 5 percent of "Gross Proceeds"
from the Transaction (the "Transaction Fee").
2. Stalking Horse: Should the Seller enter into a binding
as-is where-is no financing contingency, purchase and sale
agreement within 14 days of the Court approval of this Agreement,
and the stalking horse buyer closes on the sale at the stalking
horse price, Keen shall be entitled to a fee of $200,000. Should
the stalking horse bidder close on the sale of the Property at a
price higher than the stalking horse price, Keen's fee shall be 5
percent of "Gross Proceeds" from the Transaction.
3. Minimum Fee: If a party with a right to credit bid,
credit bids or the property is withdrawn from the scope of this
engagement or the property is abandoned or any other scenario where
Keen has not earned a Transaction Fee, Keen shall be entitled to a
fee of $200,000. In combination with the Engagement Fee, Keen is
entitled to a minimum fee of $250,000.
c. Expenses:
1. All reasonable out of pocket costs and expenses incurred
by Keen shall be borne by Seller.
2. With regards to the marketing of a Property, Keen shall
prepare a marketing plan and budget to be capped at $50,000.
Keen-Summit is a disinterested party, as such term is defined in
Section 101(14) of the Code, according to court filings.
The advisor can be reached through:
Harold Bordwin
KEEN-SUMMIT CAPITAL PARTNERS LLC
1 Huntington Quadrangle, Suite 2C04
Melville, New York 11747
Tel: (646) 381-9201
Email: hbordwin@keen-summit.com
About Imperial Pacific International (CNMI)
Imperial Pacific is engaged in the gaming and resort business.
Imperial Pacific International (CNMI), LLC filed its voluntary
petition for relief under Chapter 11 of the Bankrutpcy Code (Bankr.
D. N.M.I. Case No. 24-00002) on April 19, 2024. At the time of
filing, the Debtor estimated $10 million to $50 million in assets
and $100 million to $500 million in liabilities. The petition was
signed by Howyo Chi as manager.
Judge Ramona V. Manglona presides over the case.
The Debtor tapped Charles H. McDonald, II, Esq. at McDonald Law
Office, LLC as counsel and Verita Global as claims and noticing
agent.
INVO BIOSCIENCE: Inks 4th Amended Plan of Merger Deal With NAYA
---------------------------------------------------------------
INVO Bioscience, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that effective as of Sept. 12,
2024, the Company entered into a fourth amendment to the previously
announced agreement and plan of merger by and among the Company,
INVO Merger Sub, Inc. ("Merger Sub"), and NAYA Biosciences, Inc., a
Delaware corporation.
Pursuant to the Fourth Amendment, the parties agreed to extend the
end date (the date by which either the Company or NAYA may
terminate the Merger Agreement, subject to certain exceptions) of
the merger contemplated by the Merger Agreement to Oct. 14, 2024.
The parties further agreed that NAYA would purchase 27,500 shares
of the Company's Series A Preferred Stock for $137,500 pursuant to
that certain Securities Purchase Agreement dated as of Dec. 29,
2023, as amended pursuant to an Amendment to Securities Purchase
Agreement dated as of May 1, 2024 and could purchase up to an
additional 72,500 shares of Series A Preferred Stock for an
aggregate of $362,500 pursuant to the Securities Purchase Agreement
prior to or concurrently with the closing of the Merger. Each
party waived prior breaches of the Merger Agreement.
Each party also agreed to use its best efforts to consummate the
transactions contemplated by the Fourth Amendment, including to
negotiate in good faith to amend and restate the Merger Agreement
to, among other things, (1) provide that the closing of the Merger
shall occur simultaneously or shortly after the execution and
delivery of the A&R Merger Agreement, and that the parties shall
commit to use its respective best efforts to cause the closing to
occur on or about Oct. 1, 2024, but, in any case, no later than
Oct. 14, 2024, (2) ensure that the revised structure of the Merger
shall be in compliance in all material respects with the applicable
current listing and governance rules and regulations of the Nasdaq
Stock Market, (3) provide that the aggregate merger consideration
to be paid by the Company for all of the outstanding shares of
NAYA's capital stock shall consist of (a) such number of shares of
the Company's common stock as shall represent a number of shares
equal to no more than 19.9% of the outstanding shares of the
Company's common stock as of immediately before the effective time
of the Merger and (b) shares of a newly designated Series C
Convertible Preferred Stock of the Company, (4) include an
acknowledgment by the parties that NAYA shall transfer 85% of the
Common Stock Payment Shares to Five Narrow Lane LP ("FNL"), as a
secured lender of NAYA, (5) provide that the Company shall take all
action necessary under applicable law to (i) call, give notice of,
and hold a meeting of its stockholders as soon as possible after
the closing of the Merger, but in any case, no later than 120 days
thereafter (the "Stockholder Meeting Deadline"; provided, that, the
Company acknowledges that, if the Parent receives comments from the
Securities and Exchange Commission on the proxy statement filed in
connection with such stockholder meeting and the Parent uses its
best efforts to revise and refile the proxy statement to address
such comments, the date of such stockholder meeting may be after
the Stockholder Meeting Deadline), for the purpose of, among other
things, seeking stockholder approval of the issuance of all shares
of the Company's common stock issuable upon conversion of the
Preferred Stock Payment Shares in accordance with the terms of the
Certificate of Designations of Series C Convertible Preferred
Stock, and (ii) to file with the SEC a proxy statement for the
purpose of obtaining the Stockholder Approval, no later than 35
days after the closing of the Merger, (6) provide that, upon
receipt of the Stockholder Approval, the Preferred Stock Payment
Shares shall be automatically converted into the Series C
Conversion Shares at the conversion price in effect as set forth in
the Series C Certificate of Designations; provided that, following
such conversion, the Series C Conversion Shares shall represent
approximately 60.1% of the outstanding shares of the Company's
common stock; and (7) provide that, as soon as possible after the
closing of the Merger, the Company shall file a resale registration
statement with the SEC to register the Common Stock Payment Shares
and the Series C Conversion Shares in accordance with the terms of
a registration rights agreement to be entered into between the
parties.
About INVO Bioscience Inc.
INVO Bioscience, Inc. is a healthcare services fertility company
dedicated to expanding the assisted reproductive technology
marketplace by making fertility care more accessible and inclusive
to people around the world. Its commercial strategy is primarily
focused on operating fertility-focused clinics, which includes the
opening of dedicated "INVO Centers" offering the INVOcell and IVC
procedure (with three centers in North America now operational) and
the acquisition of US-based, profitable in vitro fertilization
clinics (with the first acquired in August 2023).
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has suffered net
losses from operations and has a net capital deficiency, which
raises substantial doubt about its ability to continue as a going
concern.
J&K REAL ESTATE: Seeks Chapter 11 Bankruptcy in New York
--------------------------------------------------------
J&K Real Estate Investment Group LLC filed Chapter 11 protection in
the Southern District of New York. According to court documents,
the Debtor reports between $1 million and $10 million in debt owed
to 1 and 49 creditors. The petition states funds will be available
to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 2, 2024 at 12:30 p.m. at Office of UST (TELECONFERENCE
ONLY).
About J&K Real Estate Investment
J&K Real Estate Investment Group LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section 101(51B)).
J&K Real Estate Investment Group LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-35888) on
September 4, 2024. In the petition filed by Joseph Betro, as
managing member, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Honorable Bankruptcy Judge Kyu Young Paek oversees the case.
The Debtor is represented by:
Raymond P. Raiche, Esq.
RAYMOND P. RAICHE, ESQ., PLLC
355 Main Street
Beacon, NY 12508
Tel: 845-379-0220
Email: ray@raichelawfirm.com
JE LUCAS PROPERTIES: Seeks Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
JE Lucas Properties LLC filed Chapter 11 protection in the District
of South Carolina. According to court documents, the Debtor reports
between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 18, 2024 at 9:30 a.m. in Room Telephonically.
About JE Lucas Properties LLC
JE Lucas Properties LLC is a limited liability company.
JE Lucas Properties LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. S.C. Case No. 24-03288) on September 8,
2024.
Honorable Bankruptcy Judge Helen E. Burris oversees the case.
The Debtor is represented by:
Robert H. Cooper, Esq.
THE COOPER LAW FIRM
1610 Gowdeysville Road
Gaffney, SC 29340
Tel: 864-271-9911
Fax: 864-232-5236
E-mail: rhcooper@thecooperlawfirm.com
JJJ CONTRACTING: Commences Subchapter V Bankruptcy Process
----------------------------------------------------------
JJJ Contracting LLC filed Chapter 11 protection in the Middle
District of Tennessee. According to court filing, the Debtor
reports $3,248,479 in debt owed to 50 and 99 creditors. The
petition states funds will not be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 10, 2024 at 10:00 a.m. in Room Telephonically on telephone
conference line: 877-934-2472. participant access code: 8613356#.
About JJJ Contracting LLC
JJJ Contracting LLC is a construction company that offers planning
and design, construction management, building construction,
renovation and repair, landscape and outdoor living, and demolition
services.
JJJ Contracting LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-03462)
on September 9, 2024. In the petition filed by Jeff Juengling, as
owner, the Debtor reports total assets of $451,690 and total
liabilities of $3,248,479.
The Honorable Bankruptcy Judge Charles M. Walker oversees the
case.
The Debtor is represented by:
R. Alex Payne, Esq.
DUNHAM HILDEBRAND PAYNE WALDRON, PLLC
9020 Overlook Blvd., Ste 316
Brentwood, TN 37027
Tel: (629) 777-6529
Fax: (615) 777-3765
Email: alex@dhnashville.com
JOE'S AUTO: Wins Short Access to Cash Collateral Until Sept. 27
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Indiana
entered a second interim order dated September 20 granting Joe's
Auto Service, Inc. permission to continue using cash collateral
until September 27. The Court will hold a final hearing on the
matter on September 26.
"The Court, having conducted hearings on the Cash Use Motion,
having taking notice that any objection(s) to the Cash Use Motion
have been withdrawn, resolved hereunder or overruled by the Court,
and being otherwise duly advised in the premises, determines that
the relief granted pursuant to the Interim Order Authorizing Use of
Cash Collateral, Granting Adequate Protection, Other Related
Relief, and Scheduling Further Hearing for Final Approval (the '1st
Interim Order’) [Doc. 33] entered on August 29, 2024 shall be,
and hereby is, extended to and including September 27, 2024 on the
terms provided herein," Judge Jeffrey J. Graham said.
Byline Bank consented to the Debtor's access to cash collateral at
the September 17 hearing.
The Debtor admits, stipulates, acknowledges and agrees that as of
the Petition Date, the Debtor owes Byline Bank the total amount of
$1,149,018.49 with respect to a promissory note dated April 16,
2014, which consists of $1,119,629.66 principal, $17,487.38 in
accrued interests, $1,938.36 in late fees, $330.00 in other fees,
$14,120.00 in legal fees, less $4,486.91 currently held in escrow.
The Note is secured by (a) a valid and properly perfected first
priority lien in favor of Byline in the Debtor's assets; (b) a
valid and properly perfected first priority lien in favor of Byline
on real estate owned by Waterpoint Capital, LLC located in Hamilton
County, Indiana, commonly known as 9240 E. 146th Street,
Noblesville, IN 46060, including rents and proceeds; and (c) a
valid and properly perfected second priority lien in favor of
Byline (junior only to the interest of Community Bank) on real
estate owned by Waterpoint Capital, located in Hamilton County,
Indiana, commonly known as 5451 Elderberry Rd., Noblesville, IN
46062, including rents and proceeds.
Joseph F. Peil, Laura K. Peil and Waterpoint Capital absolutely and
unconditionally guaranteed full payment of all indebtedness owed
under the Promissory Note.
The Debtor agrees to maintain the combination of cash, receivables
and other Cash Collateral at a total amount not less than their
value as of the Petition Date. The Secured Creditors, including
Byline, will have an allowed superpriority administrative expense
(effective retroactively to the Petition Date) in the Debtor's
bankruptcy estate to the extent that their Adequate Protection
Liens do not adequately protect the Secured Creditors against the
diminution in value of Cash Collateral and shall only be subject to
agreed upon carve-outs for the Debtor's professionals, if any.
The Debtor agree not to grant any liens or security interests in
any of its assets or personal property that are senior to, or pari
passu with, the liens granted to Byline, without the express
written consent of Byline.
The Debtor also irrevocably waives any and all right to seek a
surcharge of Byline's security interests and liens in the Debtor's
assets, including but not limited to, Byline’s interest in Cash
Collateral, and all other tangible and intangible personal property
that secures the indebtedness to the Bank.
Any party in interest with standing (other than the Debtor) will
have until November 16, 2024, to commence an appropriate contested
matter or adversary proceeding to challenge the amount, validity,
extent, perfection, priority, or enforceability of, or asserting
any defense, counterclaim, or offset to any of the Debtor's
prepetition secured obligation to Byline.
Byline Bank, as the successor to Ridgestone Bank, had asked the
Bankruptcy Court to extend the deadline for submitting an objection
to the Debtor's continued access to cash collateral. The Court
previously issued an interim order on August 29, allowing the
Debtor to utilize cash collateral and provide adequate protection
to prepetition secured creditors, with a final hearing scheduled
for September 17.
The deadline for objections was set for September 13, and Byline
sought an extension until hours before last week's hearing, to
allow for further discussions with the Debtor, as they anticipate
reaching an agreement on the cash use motion. The additional time
was intended to facilitate the exchange of necessary information
and potentially simplify any contested issues, thereby avoiding the
need for an objection.
About Joe's Auto Service
Joe's Auto Service, Inc., formerly known as Big O Tires,
specializes in brake repairs, diagnostic procedures, and tackling
automotive issues from battery problems. The company is based in
Noblesville, Ind.
Joe's Auto Service filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-04264) on
August 9, 2024, with $500,000 to $1 million in assets and $1
million to $10 million in liabilities. Joe Peil, president, signed
the petition.
Judge Jeffrey J. Graham presides over the case.
David Krebs, Esq., at Hester Baker Krebs, LLC represents the Debtor
as legal counsel.
Byline Bank, the Debtor's lender, is represented in the case by:
Meredith R. Theisen, Esq.
Rubin & Levin, P.C.
135 N. Pennsylvania Street, Suite 1400
Indianapolis, IN 46204
Telephone: (317) 860-2877
Facsimile: (317) 263-9411
E-mail: mtheisen@rubin-levin.net
JVK OPERATIONS: Seeks to Extend Plan Exclusivity to Nov. 30
-----------------------------------------------------------
JVK Operations Limited and JVK Operations Ltd. of NJ, asked the
U.S. Bankruptcy Court for the Eastern District of New York to
extend their exclusivity periods to file a plan of reorganization
and obtain acceptance thereof to November 30, 2024 and January 31,
2025, respectively.
The Debtors explain that they have already reached out to their
largest creditors (including, without limitation, Dime, SBA,
Santander, Navitas, Pawnee, American Capital, Regions Bank, FLSA
plaintiffs) to discuss plan formulation.
The Debtor has also recently reached an agreement with its landlord
for its main location, 130 New Highway, Amityville, New York, for a
5-year extension of the existing lease which can be assumed before
or up to confirmation of a plan.
The Debtors estimate that a 60-day extension of the exclusivity
periods should be sufficient to allow for the Debtors' to complete
negotiations with creditors, discussions with prospective
buyers/investors, and to propose a feasible Plan.
The Debtors believe that it is essential and therefore beneficial
to the estate and their creditors that the Debtors be afforded the
time necessary in an environment where the Debtors are not
distracted with the concomitant threat of competing plans,
unproductive confrontations and the increasing administrative costs
associated therewith.
In addition, the Debtors believe that the proposed extension of the
current exclusive periods will not prejudice creditors of the
Debtors' estates or other parties-in-interest. To terminate the
exclusive periods prematurely would be to deny the Debtors a
meaningful opportunity to negotiate with creditors, resume
operations, and propose a confirmable plan. This would be contrary
to the overall purpose of the Chapter 11 process.
Finally, a premature termination of the exclusive periods might
force the Debtors to waste valuable time and efforts combating
competing plans and result in increasing administrative expenses,
all to the detriment of the estate, the creditors and other
parties-in-interest.
Counsel to the Debtors:
Robert J. Spence, Esq.
Spence Law Office, P.C.
55 Lumber Road, Suite 5
Roslyn, NY 11576
Tel: (516) 336-2060
Fax: (516) 605-2084
Email: rspence@spencelawpc.com
About JVK Operations Limited
JVK Operations Ltd. is a provider of linen and garments laundry
services for healthcare facilities on the East Coast. JVK was
founded in 2004 and has been servicing hospitals, nursing homes and
healthcare institutions. The Company's processing services include
sorting of the soiled linen, washing, drying, ironing packing and
delivery according to customer specifications.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 24-70800) on March 1,
2024. In the petition signed by Vinod Samuel, president, the Debtor
disclosed up to $10 million in both assets and liabilities.
Judge Robert E. Grossman oversees the case.
Robert J. Spence, Esq., at SPENCE LAW OFFICE, P.C., represents the
Debtor as legal counsel.
KENDON INDUSTRIES: William Homony Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed William Homony of
Miller Coffey Tate, LLP as Subchapter V trustee for Kendon
Industries, LLC.
Mr. Homony will be paid an hourly fee of $400 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Homony declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
William A. Homony, CIRA
Miller Coffey Tate, LLP
1628 John F. Kennedy Boulevard, Suite 950
Philadelphia, PA 19103
Telephone: (215) 561-0950 ext. 26
Fax: (215) 561-0330
Email: bhomony@mctllp.com
About Kendon Industries
Established in 1991, Kendon Industries, LLC is the originator of a
full line of stand-up motorcycle trailers, utility trailers and
motorcycle lifts. Since that first motorcycle trailer, Kendon has
expanded its product line to include a full range of trailers and
lifts for the powersports market. Kendon motorcycle trailers and
lifts are stocked nationwide in multiple Powersports dealerships as
well as distributed internationally in Canada, Mexico, Europe,
China and Australia. Kendon is based in Anaheim, Calif.
Kendon Industries filed its voluntary petition for Chapter 11
protection (Bankr. D. Del. Case No. 24-11923) on September 4, 2024,
listing $3,100,789 in assets and $3,817,530 in liabilities. Randy
Cecola, director, signed the petition.
Judge Laurie Selber Silverstein oversees the case.
Cross & Simon, LLC serves as the Debtor's legal counsel.
KFH RECKER & MCKELLIPS: Starts Subchapter V Bankruptcy Process
--------------------------------------------------------------
KFH Recker & McKellips LLC filed Chapter 11 protection in the
District of Arizona. According to court documents, the Debtor
reports between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 8, 2024 at 9:00 a.m. in Room Telephonically.
About KFH Recker & McKellips LLC
KFH Recker & McKellips LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
KFH Recker & McKellips LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No.
24-07417) on September 5, 2024. In the petition filed by Aaron
Klusman, as manager of KFH Recker & Mckellips LLC, the Debtor
estimated its assets and liabilities to be between $1 million and
$10 million.
The Honorable Bankruptcy Judge Paul Sala handles the case.
The Debtor is represented by:
Gerald L. Shelley, Esq.
FENNEMORE CRAIG, P.C.
2394 E. Camelback Rd., Ste. 600
Phoenix, AZ 85016-3429
Tel: 602-916-5000
Email: gshelley@fennemorelaw.com
LEE INVESTMENT: Hires Law Offices of Harry P. Long as Attorney
--------------------------------------------------------------
Lee Investment Consultants, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Alabama to employ Law
Offices of Harry P. Long as attorney.
The firm will provide these services:
a. give the Debtor legal advice with respect to its powers and
duties as Debtor-in-Possession;
b. negotiate and formulate a plan of arrangement under Chapter
11 which will be acceptable to its creditors and equity security
holders;
c. deal with secured lien claimants regarding arrangements for
payments of its debts, and if appropriate, contesting the validity
of same;
d. prepare the necessary petition, answers, orders, reports,
and other legal papers; and
e. provide all other services which may be necessary.
The firm will be paid at the rate of $300 to $420 per hour.
The firm will be paid a retainer in the amount of $10,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Harry P. Long, Esq. a partner at Law Offices of Harry P. Long,
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:
Harry P. Long, Esq.
Law Offices of Harry P. Long
P.O. Box 1468
Anniston, AL 36202
Tel: (256) 237-3266
Email: hlonglegal8@gmail.com
About Lee Investment Consultants, LLC
Lee Investment Consultants, LLC in Gadsden, AL, sought relief under
Chapter 11 of the Bankruptcy Code filed its voluntary petition for
Chapter 11 protection (Bankr. N.D. Ala. Case No. 24-41078) on Sept.
11, 2024, listing as much as $1 million to $10 million in both
assets and liabilities. Scott Lee as president, signed the
petition.
Judge James J Robinson oversees the case.
THE LAW OFFICES OF HARRY P. LONG, LLC serve as the Debtor's legal
counsel.
LEFEVER MATTSON: UST, Lenders Challenge Bid to Use Cash Collateral
------------------------------------------------------------------
LeFever Mattson and its related debtor-affiliates ask the U.S.
Bankruptcy Court for the Northern District of California, Santa
Rosa Division, for authority to use cash collateral. LeFever
Mattson, which manages a large real estate portfolio, is among the
primary Debtors and controls various limited partnerships and LLCs,
alongside ownership stakes in other related California
corporations.
The Debtors have identified 29 lenders that hold mortgages on the
vast majority of the more than 200 properties owned by the Debtors,
with most properties generating significant cash flow. The Debtors
disclosed that they face challenges in negotiating the use of cash
collateral with these lenders and are seeking court approval to use
cash collateral from lenders who consent -- Accepting Lenders --
for ongoing property-level expenses. They aim to provide adequate
protection to these lenders through monthly payments, maintaining
property value, and continuing reporting practices.
For lenders who do not consent -- Nonaccepting Lenders -- the
Debtors plan to use cash collateral only with explicit consent or
through evidentiary proof that their interests are adequately
protected. The Debtors argue that the properties are not
depreciating in value and emphasize that preserving property value
through ongoing operations benefits the lenders by avoiding
potential forced liquidation scenarios.
The Debtors request emergency approval to use cash collateral for
essential property expenses. The Debtors' Motion outlines their
approach to providing adequate protection, including maintaining an
equity cushion and making debt service payments. The Motion also
addresses the notice requirements, specifying that notice will be
given to the U.S. Trustee, secured lenders, major creditors, and
interested parties, with the Debtors asserting that no additional
notice is necessary given the urgent nature of the relief sought.
UST, Lenders Object
Tracy Hope Davis, the United States Trustee for Region 17, tells
the Court the Debtors' requests for relief in the First Day
Motions, including the Cash Collateral Motion, should be denied, in
part or in their entirety, or only limited to emergency relief to
permit the Debtors to sustain business operations. The U.S.
Trustee relates it is in the process of scheduling initial debtor
interviews and soliciting creditors for the purpose of forming an
official committee of unsecured creditors. The 11 U.S.C. section
341 meetings of creditors are anticipated to be held on October 21,
2024. In the best interest of creditors and parties in interest,
the UST says the Court should either sustain its Opposition or
adjourn the hearing on the First Day Motions to a later date to
allow any creditors committee and other creditors a meaningful
opportunity to evaluate them.
With respect to the Cash Collateral Motion, the UST says the Motion
and proposed budget should specify the aggregate amounts of cash
collateral requested to be used, the aggregate expenses to be paid,
and the period of authorized use. The UST also objects to the
"opt-out" procedure, pointing out that Section 363(c)(2) limits a
debtor's use of cash collateral to where: (i) each entity that has
an interest in such cash collateral consents; or (ii) the court,
after notice and a hearing, authorizes such use in accordance with
the provisions of Section 363. The UST says the "opt-out"
provisions are contrary to the Bankruptcy Code and may dissuade
creditors from opposing the Cash Collateral Motion on the basis
they are not adequately protected.
Umpqua Bank also objected to the request. Umpqua says Autumn Wood
I, LP; Pinewood Condominiums, LP; and Vaca Villa Apartments, LP --
Autumn Wood -- executed a Promissory Note in the original principal
amount of $16,000,000 dated December 11, 2017, with respect to real
property commonly known as 2151 Salvio Street, Concord, California.
Umpqua later assumed as successor in interest by merger to Columbia
State Bank, successor in interest by merger to Merchants Bank of
Commerce, formerly known as Sacramento Bank of Commerce, a division
of Redding Bank of Commerce.
Umpqua says the proposed Autumn Wood Property Budget incorrectly
states the amount of the debt payment which must be paid to the
Bank on a monthly basis pursuant to the terms of the Autumn Wood
Promissory Note, and does not set forth in sufficient detail the
disbursements which Autumn Wood intends to pay from the Bank's Cash
Collateral. The Autumn Wood Property Budget also does not include
a reserve to pay any extraordinary expenses which may need to be
paid in the future with respect to the Salvio Street Property.
Umpqua also contends the definition of "Accepting Lenders" does not
include any provisions which provide that in the event Autumn Wood
fails to pay the required debt service payment to the Bank, it will
be prohibited from utilizing any of the Bank's Cash Collateral
without a further Bankruptcy Court order.
Umpqua also argues the Cash Collateral Motion proposes that cash
generated by the Salvio Street Property will be "maintained in a
concentration account in accordance with past and continuing
practices of the property manager." The Bank objects to the
comingling of its Cash Collateral with the Cash Collateral of other
lenders by way of the proposed concentration account. In addition,
while the Cash Collateral Motion contends the Bank holds a
significant equity in the Salvio Street Property, the Motion is not
accompanied by any evidence which supports this claim. The Bank
says it should be entitled to assert an administrative expense
claim under 11 U.S.C. sections 503(b) and 507(a) with a super
priority status pursuant to 11 U.S.C. section 507(b) only to the
extent that the Bank is not adequately protected with respect to
Autumn Wood's use of Cash Collateral.
Socotra Capital, Inc., meanwhile, asserts it should receive typical
adequate protection to the extent the Debtors wish to use its Cash
Collateral. Socotra says it holds first priority deeds of trust
against certain commercial (including office and mixed-use) and
residential real properties, as well as vacant land, that the
Debtors hold or hold and lease to third parties to generate rental
income to fund their operations. These deeds of trust secure
certain commercial loans that Socotra made to KS Mattson Partners
L.P. and debtors Buckeye Tree LP and Red Spruce Tree LP. All the
Socotra Properties that were owned by KSM are currently owned by
the Debtors, having been transferred subject to Socotra's liens
without Socotra’s knowledge or consent. The Socotra Loans and
deeds of trust provide that, the rents, issues, revenues, income,
proceeds, profits, and other benefits to which the borrowers or
record title owner of the Socotra Properties comprise Socotra's
Cash Collateral.
Socotra says it does not object to the Debtors' use of Cash
Collateral generated by the Socotra Properties to preserve and
maximize the value of those Properties, including to pay for
Property Level Expenses that include payment of (a) Insurance
Obligations related to policies that insure the Socotra Properties
and (b) Taxes and Assessments related to the Socotra Properties.
But if the Debtors seek to use Socotra Cash Collateral to fund
Property Level Expenses, including insurance premiums and Taxes and
Assessments related to Properties against which Socotra does not
hold a lien, Socotra objects.
Counsel to Umpqua Bank is represented by:
Robert B. Kaplan, Esq.
JEFFER MANGELS BUTLER & MITCHELL LLP
Two Embarcadero Center, 5th Floor
San Francisco, CA 94111-3813
Tel: (415) 398-8080
Fax: (415) 398-5584
E-mail: rbk@jmbm.com
Counsel to Socotra Capital, Inc.:
Theodore A. Cohen, Esq.
Caroline R. Sischo, Esq.
SHEPPARD, MULLIN, RICHTER & HAMPTON LLP
333 South Hope Street, 43rd Floor
Los Angeles, CA 90071-1422
Tel: (213) 620-1780
Fax: (213) 620-1398
E-mail: tcohen@sheppardmullin.com
csischo@sheppardmullin.com
- and -
Jeannie Kim, Esq.
SHEPPARD, MULLIN, RICHTER & HAMPTON LLP
Four Embarcadero Center, 17th Floor
San Francisco, CA 94111-4109
Tel: (415) 434-9100
Fax: (415) 434-3947
E-mail jekim@sheppardmullin.com
* * *
A hearing on the request was held Sept. 18. For the reasons stated
on the record, the Court authorized the use of cash collateral. The
Debtors' counsel is directed to submit an order.
About LeFever Mattson
LeFever Mattson, a California corporation, manages a large real
estate portfolio. Timothy LeFever and Kenneth W. Mattson each own
50% of the equity in LeFever Mattson. LeFever Mattson manages a
portfolio of more than 200 properties, comprised of commercial,
residential, office, and mixed-use real estate, as well as vacant
land, located throughout Northern California, primarily in Sonoma,
Sacramento, and Solano Counties. The companies generate income from
the Properties through rents and use the proceeds to fund their
operations.
On Sept. 12, 2024, LeFever Mattson and 58 affiliated LLCs and LPs
sought Chapter 11 protection (Bankr. N.D. Cal. Lead Case No.
24-10545). The cases are assigned to the Hon. Charles Novack.
LeFever Mattson estimated $100 million to $500 million in total
assets and liabilities as of the bankruptcy filing.
The Debtors tapped San Francisco, California-based Keller
Benvenutti Kim LLP as counsel. Kurtzman Carson Consultants, LLC,
doing business as Verita Global, is the claims agent.
LENTZE MARINA: Commences Subchapter V Bankruptcy Proceeding
-----------------------------------------------------------
Lentze Marina Inc. filed Chapter 11 protection in the District of
New Jersey. According to court documents, the Debtor reports
between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
About Lentze Marina Inc.
Lentze Marina Inc. is a full service marina in Hazlet, New Jersey.
Lentze Marina Inc. sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-18894) on
September 9, 2024. In the petition filed by Jeffrey Lentze, as
president, the Debtor reports estimated assets between $1 million
and $10 million and estimated liabilities between $100,000 and
$500,000.
The Debtor is represented by:
Allen I. Gorski, Esq.
GORSKI & KNOWLTON PC
311 Whitehorse Ave., Suite A
Hamilton, NJ 08610
Tel: 609-964-4000
Fax: 609-528-0721
LILYDALE PROGRESSIVE: Seeks Court Approval to Use Cash Collateral
-----------------------------------------------------------------
Lilydale Progressive Missionary Baptist Church asked the U.S.
Bankruptcy Court for the Northern District of Illinois for approval
to use the cash collateral of Cadlerock III, L.L.C.
Lilydale needs immediate access to Cadlerock's cash collateral to,
among other things, finance its Chapter 11 reorganization and the
maintenance of its property in Chicago, Ill.
Cadlerock has a mortgage on the property, which is valued at
approximately $2 million. The property generates income through
tithes and offerings, which qualify as cash collateral under
Section 363(a) of the Bankruptcy Code.
To protect Cadlerock's interests, Lilydale proposed several
measures, including granting replacement liens on the property and
committing to a monthly payment of $4,500. Lilydale also plans to
limit its expenditures to the disbursements listed on its approved
budget.
A court hearing is scheduled today at 10:00 a.m.
About Lilydale Progressive Missionary
Lilydale Progressive Missionary Baptist Church sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Banker. N.D. Ill.
Case No. 24-12502) on August 26, 2024, with $500,001 to $1 million
in assets and $100,001 to $500,000 in liabilities.
Judge Janet S. Baer presides over the case.
William E. Jamison, Jr., Esq., at the Law Office William E. Jamison
& Associates represents the Debtor as bankruptcy counsel.
LIVEONE INC: All Four Proposals Approved at Annual Meeting
----------------------------------------------------------
LiveOne, Inc., disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on Sept. 12, 2024, it held its 2024
Annual Meeting of Stockholders at which the stockholders:
(1) elected Robert S. Ellin, Jay Krigsman, Craig Foster, Ramin
Arani, Patrick Wachsberger, Kenneth Solomon, Bridget Baker, and
Kristopher Wright as directors;
(2) approved, on a non-binding advisory basis, the compensation
of the named executive officers of the Company as described in the
Company's Proxy Statement for the Annual Meeting;
(3) ratified the appointment of Macias Gini & O'Connell, LLP as
the Company's independent registered public accounting firm for the
fiscal year ending March 31, 2025; and
(4) approved a proposal to adjourn the Annual Meeting to a later
date or time, if necessary, to permit further solicitation and vote
of proxies if there are not sufficient votes at the time of the
Annual Meeting to approve any of the proposals presented for a vote
at the Annual Meeting.
About LiveOne
Headquartered in Los Angeles, Calif., LiveOne, Inc. (NASDAQ: LVO)
(formerly known as LiveXLive Media, Inc.) is a creator-first,
music, entertainment, and technology platform focused on delivering
premium experiences and content worldwide through memberships and
live and virtual events. LiveOne's wholly-owned subsidiaries
include Slacker Radio, PodcastOne (Nasdaq: PODC), PPVOne, CPS,
LiveXLive, DayOne Music Publishing, Drumify and Splitmind. LiveOne
is available on iOS, Android, Roku, Apple TV, Spotify, Samsung,
Amazon Fire, Android TV, and through STIRR's OTT applications. For
more investor information, please visit ir.liveone.com.
Los Angeles, Calif.-based Macias Gini & O'Connell LLP, the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated July 1, 2024, citing that the
Company has suffered recurring losses from operations, negative
cash flows from operating activities and has a net capital
deficiency. These matters raise substantial doubt about the
Company's ability to continue as a going concern.
MAGIPORT GROUP: Carol Fox of GlassRatner Named Subchapter V Trustee
-------------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Carol Fox of GlassRatner
as Subchapter V trustee for Magiport Group, Inc.
Ms. Fox will be paid an hourly fee of $450 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Fox declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Carol Fox
GlassRatner
200 East Broward Blvd., Suite 1010
Fort Lauderdale, FL 33301
Tel: 954.859.5075
Email: cfox@brileyfin.com
About Magiport Group
Magiport Group, Inc., a for-profit corporation in Boca Raton, Fla.,
is engaged in residential real estate development, including 'fix
and flip' projects. It manages multiple properties in Smith County
and Nacogdoches County, Texas.
Magiport Group filed Chapter 11 petition (Bankr. S.D. Fla. Case No.
24-18977) on August 30, 2024, with $1 million to $10 million in
assets and $100,000 to $500,000 in liabilities. Gineton Alencar,
president and chief executive officer, signed the petition.
The Hon. Mindy A. Mora is the case judge.
Eric Yankwitt, Esq., at the Eric Yankwitt Law Office, serves as the
Debtor's bankruptcy counsel.
MAIBACH ENERGY: Richard Furtek Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Richard Furtek of
Furtek & Associates, LLC as Subchapter V trustee for Maibach
Energy, LLC.
Mr. Furtek will be paid an hourly fee of $325 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Furtek declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Richard E. Furtek
Furtek & Associates, LLC
Lindenwood Corporate Center
101 Lindenwood Drive, Suite 225
Malvern, PA 19355
Phone: (215) 768-8030
Email: rfurtek@furtekassociates.com
About Maibach Energy
Maibach Energy, LLC is the parent company for Lancaster Propane Gas
brand. The Lancaster, Pa.-based company offers tank sales and
leases, propane delivery, and tank installation and services.
Maibach Energy filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-13122) on
September 4, 2024, listing $1,743,971 in assets and $202,498 in
liabilities. William Wheaton, member, signed the petition.
Judge Patricia M Mayer oversees the case.
CGA Law Firm serves as the Debtor's bankruptcy counsel.
MAIBACH ENERGY: Sec. 341(a) Meeting of Creditors on October 11
--------------------------------------------------------------
Maibach Energy LLC filed Chapter 11 protection in the Eastern
District of Pennsylvania. According to court filing, the Debtor
reports $202,498 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
October 11, 2024 at 10:00 a.m. at ALTERNATE TELEPHONIC CONFERENCE
(For Trustee Use Only).
About Maibach Energy LLC
Maibach Energy LLC, doing business as LPG and Lancaster Propane
Gas, offers tank sales & leases, propane delivery, and tank
installation & service.
Maibach Energy LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-13122) on
September 6, 2024. In the petition filed by William Wheaton. as
member, the Debtor reports total assets of $1,743,971 and total
liabilities of $202,498.
The Honorable Bankruptcy Judge Patricia M. Mayer handles the case.
The Debtor is represented by:
Lawrence V. Young, Esq.
CGA LAW FIRM
135 North George Street
York, PA 17401
Tel: (717) 848-4900
Fax: (717) 843-9039
Email: lyoung@cgalaw.com
MAJESTIC CHARTERS: Hires Cooper & Scully PC as General Counsel
--------------------------------------------------------------
MAJESTIC CHARTERS, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Texas to employ Cooper & Scully,
PC as general counsel.
The firm will provide these services:
a. negotiate with creditors and handle routine motions such as
motions for relief from stay, cash collateral motions and the
myriad of bankruptcy motions that will be filed in this case;
b. file objections to claims, if necessary;
c. draft, file and/or prosecute adversary proceedings
necessary to determine the extent, validity and priority of liens;
d. draft, file and prosecute avoidance actions if necessary;
e. draft, file and prosecute adversary proceedings, motions
and contested pleadings as necessary;
f. revise and file amendments to the Debtor's Plan and
Disclosure Statement, if necessary;
g. conduct discovery that is required for the completion of
the case or any matter associated with the case;
h. perform all legal matters that are necessary for the
completion of the case;
i. perform miscellaneous legal duties to complete the
bankruptcy case.
The firm will be paid at these rates:
Julie M. Koenig $450 per hour
Paralegal $125 per hour
The firm was paid a retainer in the amount of $8,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Julie M. Koenig, Esq., a partner at Cooper & Scully, PC, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Julie M. Koenig, Esq.
Cooper & Scully, PC
815 Walker St., Suite 1040
Houston, TX 77002
Tel: (713) 236-6800
Fax: (713) 236-6880
Email: julie.koenig@cooperscully.com
About Majestic Charters, LLC
Majestic Charters LLC, filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Tex. Case No. 24-10135) on March 29, 2024, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by CHANDLER ANDERSON & ASSOCIATES PLLC.
MARYLAND & NORTH: Hires Tydings & Rosenberg LLP as Attorney
-----------------------------------------------------------
Maryland & North, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to employ Tydings & Rosenberg LLP as
attorney.
The firm's services include:
a. providing the Debtor with legal advice with respect to its
powers and duties as Debtor-in-Possession and in the operation of
its business and management of its property;
b. representing the Debtor in defense of proceedings
instituted to reclaim property or to obtain relief from the
automatic stay under § 362(a) of the Bankruptcy Code;
c. preparing any necessary applications, answers, orders,
reports and other pleadings, and appearing on the Debtor's behalf
in proceedings instituted by or against the Debtor;
d. assisting the Debtor in the preparation of schedules,
statements of financial affairs, and any amendments thereto that
the Debtor may be required to file in this case;
e. assisting with evaluation of a possible sale of the
Debtor's business and/or assets, if necessary;
f. assisting the Debtor in the preparation of a plan of
reorganization or orderly liquidation and a disclosure statement,
if necessary;
g. assisting the Debtor with all bankruptcy legal work; and
h. performing all of the legal services for the Debtor that
may be necessary or desirable herein.
The firm will be paid at these rates:
Joseph Selba $475 per hour
Counsel and Partners $475 to $700 per hour
Associates $300 to $375 per hour
Paralegal $200 per hour
The firm received a retainer in the amount of $15,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Joseph Selba, Esq., a partner at Tydings & Rosenberg LLP, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Joseph Selba, Esq.
Tydings & Rosenberg LLP
1 E. Pratt Street, Suite 901
Baltimore, MD 21202
Tel: (410) 752-9700
About Maryland & North, LLC
Maryland & North, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Md. Case No. 24-17243) on August 28, 2024. The Debtor
hires Tydings & Rosenberg LLP as attorney.
MATADOR RESOURCES: S&P Rates New $750MM Sr. Unsecured Notes 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '3'
recovery rating to U.S.-based crude oil and natural gas exploration
and production company Matador Resources Co.'s proposed $750
million senior unsecured notes due 2033. The '3' recovery rating
indicates its expectation for meaningful (50%-70%; rounded
estimate: 65%) recovery of principal to creditors in the event of a
payment default. The proposed notes will rank pari passu with the
company's $500 million of outstanding 6.875% senior unsecured notes
due 2028 and $900 million of outstanding 6.5% senior unsecured
notes due 2032.
Matador intends to use the net proceeds from these notes to repay
outstanding borrowings under its reserve-based lending (RBL) credit
facility, including all of the borrowings under its $250 million
term loan. As of Sept. 18, 2024, the company had about $1.6 billion
of outstanding borrowings, along with a $250 million term loan
drawn on its RBL credit facility, following the close of its $1.9
billion bolt-on acquisition of Delaware Basin assets from Ameredev
II Parent LLC.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario assumes a period of sustained
low commodity prices, which is consistent with the conditions of
past defaults in this sector.
-- S&P based its valuation of Matador's proved reserves on a
company-provided PV10 report as of June 30, 2024, using its
recovery price deck assumptions of $50 per barrel for West Texas
Intermediate crude oil and $2.50 per million Btus for Henry Hub
natural gas, pro forma for the Ameredev transaction.
-- S&P's analysis assumes that the company's RBL facility, which
has an elected commitment amount of $2.25 billion, is fully drawn
up to this amount before default (net of $150 million of undrawn
letters of credit).
-- S&P's analysis assumes that the $250 million term loan is fully
repaid.
Simulated default assumptions
-- Simulated year of default: 2028
Simplified waterfall
-- Net estimated valuation (after 5% administrative costs): $5.0
billion
-- Secured first-lien debt claims: $2.2 billion
--Recovery expectations: Not applicable
-- Value available to repay senior unsecured claims: $2.8 billion
-- Senior unsecured debt claims: $2.22 billion
--Recovery expectations: Capped at 50%-70% (rounded estimate:
65%)
Note: All debt amounts include six months of prepetition interest.
MEGHAN INC: M. Douglas Flahaut Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 16 appointed M. Douglas Flahaut as
Subchapter V trustee for Meghan Inc.
Mr. Flahaut will be paid an hourly fee of $680 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Flahaut declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
M. Douglas Flahaut
ArentFox Schiff LLP | Attorneys at Law
Gas Company Tower
555 West Fifth Street, 48th Floor
Los Angeles, California 90013
Telephone: (213) 443-7559
Facsimile: (213) 629-7401
Email: douglas.flahaut@afslaw.com
About Meghan Inc.
Meghan Inc., doing business as Meghan Fabulous, is a seller of
women's clothing, accessories and jewelry in El Segundo, Calif.
Meghan filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-17161) on Sept. 3,
2024, with total assets of $360,355 and total liabilities of
$2,970,726. Steven J. Dunlap, Jr., chief executive officer, signed
the petition.
Judge Sandra R. Klein oversees the case.
The Debtor is represented by Michael Jay Berger, Esq., at the Law
Offices of Michael Jay Berger.
MELBEN INC: Jaris Seeks to Prohibit Use of Cash Collateral
----------------------------------------------------------
Jaris Fund LP asks the U.S. Bankruptcy Court for the District of
Columbia to prohibit Melben, Inc. from using funds that should be
held in constructive trust for the Lender or, alternatively,
considered the Lender's cash collateral.
Jaris says its predecessor granted a $250,000 loan to the Debtor on
June 26, 2024. The loan is secured by a security interest in the
Debtor's assets, which includes accounts, inventory, and related
proceeds. After filing for Chapter 11 bankruptcy on July 2, 2024,
the Debtor is alleged to have quickly used most of the loan
proceeds before the bankruptcy filing, leading the Lender to claim
that these funds must be treated as cash collateral.
Jaris outlines several misrepresentations made by the Debtor to
secure the loan. According to Jaris, the Debtor falsely claimed
that its legal issues with its landlord had been resolved and
represented itself as solvent and capable of meeting its
obligations. These misrepresentations have led the Lender to assert
that the funds obtained through the loan were secured under
fraudulent conditions.
Jaris says the Debtor's obligations under the Loan Agreement are
secured by, among other things, the security agreement contained in
the Loan Agreement, which granted the Lender a security interest
in, among other things, all accounts, deposit accounts, equipment,
inventory, intellectual property, and all products, proceeds, and
collections related thereto. Jaris contends the amounts in any of
the Debtor's accounts or deposit accounts and the Sales
Settlements, as defined in the Loan Agreement, constitute the
Lender's cash collateral pursuant to 11 U.S.C. Section 363(a).
The Lender argues that, under Section 363, the Debtor cannot use
cash collateral without consent from the Lender or a court order
providing adequate protection. The Lender contends that any
returned loan proceeds must be held in a constructive trust due to
the fraud involved in securing the loan. Additionally, the Lender
argues that the Debtor cannot provide adequate protection for the
collateral, as its financial situation shows a lack of sufficient
unencumbered assets.
The Lender requests that the Court prohibit the Debtor from using
any loan funds returned to the estate or, alternatively, from using
the cash collateral until the Lender is adequately protected. The
Lender has not provided a proposed order but plans to draft one
after the hearing, considering potential opposition from the
Debtor.
Jaris is represented in the Debtor's case by:
Sunny J. Thompson, Esq.
Snell & Wilmer L.L.P.
2001 K Street NW, Suite 425
Washington, D.C. 20006
Telephone: (202) 908-4260
Facsimile: (202) 925-5956
Email: sthompson@swlaw.com
About Melben, Inc.
Melben, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.D.C. Case No. 24-00232) on July 2, 2024,
with $100,001 to $500,000 in assets and $500,001 to $1 million in
liabilities.
Judge Elizabeth L. Gunn oversees the case.
James Bacon, Esq., at Mahdavi, Bacon, Halfhill & Young, PLLC,
represents the Debtor as legal counsel.
MERCURY INVESTMENTS: Seeks Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Mercury Investments LLC filed Chapter 11 protection in the Central
District of California. According to court filing, the Debtor
reports between $1 million and $10 million 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
October 7, 2024 at 10:00 a.m. at UST-LA3, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-811-2961, PARTICIPANT CODE:9609127
About Mercury Investments
Mercury Investments LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-17177) on September
4, 2024. In the petition filed by Ruth Ann Isaacs Hamilton, as
managing member, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Honorable Bankruptcy Judge Sheri Bluebond handles the case.
The Debtor is represented by:
Matthew D. Resnik, Esq.
RHM LAW LLP
17609 Ventura Blvd.
Ste 314
Encino, CA 91316
Tel: (818) 285-0100
Fax: (818) 855-7013
Email: matt@rhmfirm.com
METAL 2017-1: Fitch Affirms 'CCCsf' Rating on Class A Notes
-----------------------------------------------------------
Fitch Ratings has affirmed METAL 2017-1 Limited (METAL) series A,
B, C-1, and C-2 notes.
Entity/Debt Rating Prior
----------- ------ -----
METAL 2017-1 Limited
A 59111RAA0 LT CCCsf Affirmed CCCsf
B 59111RAB8 LT CCsf Affirmed CCsf
C-1 59111RAC6 LT CCsf Affirmed CCsf
C-2 59111RAD4 LT CCsf Affirmed CCsf
Transaction Summary
Fitch has affirmed the ratings of METAL 2017-1 Limited's class A
notes at 'CCCsf' and the B, C-1, and C-2 notes at 'CCsf'.
The ratings reflect current transaction performance, Fitch's cash
flow projections, and its expectation for the structure to
withstand rating-specific stresses. The ratings consider lease
terms, lessee credit quality and performance, updated aircraft
values, and Fitch's assumptions and stresses, which inform its
modeled cash flows and coverage levels.
The transaction has been in Rapid Amortization and Cash Trap due to
the debt service coverage ratio (DSCR) dropping below thresholds
(1.25x and 1.3x, respectively). As of August 2024, the DSCR of
0.80x remains below the threshold. The transaction is also in
breach of the Enhanced RAE Trigger of 1.10x with a current enhanced
DSCR of 0.55x.
While lease cashflows have been consistent with Fitch's
expectations from its last review, and not withstanding proceeds
from aircraft sales, the LTVs have increased since its last review
in September 2023 and are now above 100% for all classes of notes.
Given the lack of equity and weakening of LTVs, Fitch's expectation
for payment remains low.
Overall Market Recovery
Demand for air travel remains robust. Total passenger traffic is
above 2019 levels with June revenue passenger kilometers (RPKs) up
9.1% compared to June 2023, per the International Air Transport
Association (IATA). International traffic led the way with 12.3%
yoy RPK growth while domestic traffic grew 4.3% yoy. Asia Pacific
led overall growth in traffic. Aircraft ABS transaction servicers
are reporting strong demand for aircraft, particularly those with
maintenance green time remaining, and increased lease rates and
market values.
Macro Risks
While the commercial aviation market has recovered significantly
over the past 12 months, it will continue to face risks, including
workforce shortages, supply chain issues, geopolitical risks, and
recessionary concerns that could affect passenger demand. In
addition, uncertainty remains regarding inflationary pressures
despite some improvements. Most of these events would lead to
greater credit risk due to increased lessee delinquencies, lease
restructurings, defaults, and reductions in lease rates and asset
values, particularly for older aircraft. All of these factors would
cause downward pressure on future cash flow needed to meet debt
service.
KEY RATING DRIVERS
Asset Value & Quality
The pool comprises (by value): narrow body (68%), wide body (24%),
freighter (7%), and engine (1%) with a weighted average age of nine
years. Although the assets are relatively young, they are generally
last generation technology and more challenging to lease. The total
mean maintenance-adjusted base value (MABV) declined approximately
8% to $181 million from $198 million since last review, excluding
two aircraft that were sold. Using MABV, the loan-to-value for each
of the notes has increased since Fitch's October 2023 review as
follows:
- A note: 94% to 104%;
- B note: 116% to 131%
- C-1 note: 131% to 151%
- C-2 note: 138% to 160%
The Fitch Value for the pool is $195 million. Fitch used June 2024
appraisals and applied depreciation and market value decline
assumptions pursuant to its criteria. Fitch Values are generally
derived from base values unless the remaining useful life is less
than two years. Since all aircraft in the pool are less than 17
years old, the Fitch Value is the lower of mean and median of the
half-life base values. The Fitch Value is higher than the MABV
given the aircraft in aggregate are below half-time.
Tiered Collateral Quality
Fitch utilizes three tiers when assessing the quality and
corresponding marketability of aircraft collateral, with tier 1
being the most liquid. The weighted average tier for the
transaction is 2.2, which is relatively high given the average age
of the pool. This is driven by Fitch's view that many of the
aircraft types in the pool are more challenging to place from a
leasing perspective given the size of their in-service fleets and
operator bases.
Pool Concentration
This transaction is concentrated with only eight aircraft and two
engines on lease to five lessees.
Pursuant to Fitch's criteria, the cash flows are stresses based on
the effective aircraft count; the effective count for the pool
currently stands at seven. Concentration haircuts vary by rating
level and are applied at stresses higher than 'CCCsf'.
Lessee Credit and Concentration Risks
A large proportion of aircraft are on lease to a single airline,
Lion Air. Fitch considers the pools lessee credit risk high. For
this review, Fitch generally maintained the lessee credit ratings
assigned in its prior review based on observed performance.
METAL is geographically concentrated with 68% exposed to Emerging
Asia Pacific and 28% to Emerging Middle East & Africa.
Operation and Servicing Risk
Fitch deems the servicer, Aergo Capital, to be qualified to service
ABS based on its experience as a lessor and overall servicing
capabilities. Aergo Capital's fleet consist of mid-life and mature
narrow body, widebody, freighter, regional and turboprop aircraft.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
An increase in delinquencies, lower lease rates, or sales of
aircraft below Fitch's projections could lead to a downgrade.
The aircraft ABS sector has a rating cap of 'Asf'. All subordinate
tranches carry ratings lower than the senior tranche and below the
ratings at close.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
If contractual lease rates outperform modeled cash flows or lessee
credit quality improves materially, this may lead to an upgrade.
Similarly, if assets in the pool display higher values and stronger
rent generation than Fitch's stressed scenarios this may also lead
to an upgrade.
Fitch also considers jurisdictional concentrations per the
"Structured Finance and Covered Bonds Country Risk Rating
Criteria," which could result in rating caps lower than 'Asf'.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
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.
MIRACARE NEURO: Sec. 341(a) Meeting of Creditors on October 7.
--------------------------------------------------------------
Miracare Neuro Behavioral Health P.C. filed Chapter 11 protection
in the Northern District of Illinois. According to court documents,
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
October 7, 2024 at 1:30 p.m. at Appear by Teams.
About Miracare Neuro Behavioral Health P.C.
Miracare Neuro Behavioral Health P.C. is a comprehensive behavioral
health services delivery system offering outpatient services at
various levels of care. It offers a comprehensive,
multi-interventional mental health treatment for children,
adolescents, adults and their families.
Miracare Neuro Behavioral Health P.C. sought relief under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Ill. Case No. 24-13266) on September 9, 2024. In the petition filed
by Christopher Higgins, as president, the Debtor reports estimated
assets by estimated assets between $100,000 and $500,000 and
estimated liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge Donald R. Cassling handles the
case.
The Debtor is represented by:
David R. Herzog, Esq.
DAVID R HERZOG
53 W. Jackson Blvd. Suite 1442
Chicago, IL 60604
Tel: 312-977-1600
Email: drh@dherzoglaw.com
MOGA TRANSPORT: Hits Chapter 11 Bankruptcy Protection
-----------------------------------------------------
Moga Transport Inc. filed Chapter 11 protection in the Northern
District of California. According to court filing, the Debtor
reports between $1 million and $10 million 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
October 7, 2025 at 9:00 a.m. via UST Teleconference, Call in
number/URL: 1-877-991-8832 Passcode: 4101242.
About Moga Transport Inc.
Moga Transport Inc. is part of the general freight trucking
industry.
Moga Transport Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy (Bankr. N.D. Cal. Case No. 24-10478) on September 9,
2024. In the petition filed by Prabhjeet Gil, as VP HR and legal,
the Debtor reports estimated assets between $500,000 and $1 million
and $1 million and $10 million.
The Honorable Bankruptcy Judge William J .Lafferty handles the
case.
The Debtor is represented by:
Arasto Farsad, Esq.
FARSAD LAW OFFICE, P.C.
1625 The Alameda, Suite 525
San Jose, CA 95126
Tel: 408-641-9966
E-mail: Farsadlaw1@gmail.com
MOUNTAINS OF SABER LLC: Sec. 341(a) Meeting of Creditors on Oct. 4
------------------------------------------------------------------
Mountains of Saber LLC filed Chapter 11 protection in the Easter
District of New York. According to court documents, the Debtor
reports $525,677 in debt owed to 1 and 49 creditors. The petition
states funds will not be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 7, 2024 at 2:00 p.m. in Room Telephonically on telephone
conference line: 1 (866) 919-4760. participant access code:
4081400#.
About Mountains of Saber LLC
Mountains of Saber LLC is the fee simple owner of nine rentable
commercial spaces varying in size located at 797-815 Stanley Avenue
Brooklyn, NY valued at $3 million (based on Debtor's estimate).
Mountains of Saber LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-43693) on September 5,
2024. In the petition filed by Ali Alsaede, as chief restructuring
officer, the Debtor reports total assets of $3,000,000 and total
liabilities of $525,677.
The Honorable Bankruptcy Judge Jil Mazer-Marino oversees the case.
The Debtor is represented by:
H Bruce Bronson, Esq.
BRONSON LAW OFFICES PC
480 Mamaroneck Ave
Harrison Harrison, NY 10528
Tel: (914) 269-2530
Fax: (888) 908-6906
E-mail: hbbronson@bronsonlaw.net
MPGF INC: Mary Sieling Named Subchapter V Trustee
-------------------------------------------------
The Acting U.S. Trustee for Region 12 appointed Mary Sieling as
Subchapter V trustee for MPGF, Inc.
Ms. Sieling will be paid an hourly fee of $330 for her services as
Subchapter V trustee and an hourly fee of $200 for paralegal time.
In addition, the Subchapter V trustee will receive reimbursement
for work-related expenses incurred.
Ms. Sieling declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Mary F. Sieling
150 South Fifth Street, Suite 3125
Minneapolis, MN 55402
Email: mary@mantylaw.com
About MPGF Inc.
MPGF, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Minn. Case No. 24-42399) on September 5,
2024, with $50,001 to $100,000 in assets and $100,001 to $500,000
in liabilities.
Ronald J. Walsh, Esq., at Walsh Law represents the Debtor as
bankruptcy counsel.
MURPHY OIL: Fitch Assigns 'BB+' Rating on Senior Unsecured Notes
----------------------------------------------------------------
Fitch Ratings has assigned the proposed new senior notes of Murphy
Oil Corporation (Murphy) a 'BB+'/'RR4' issue rating.
Murphy's ratings reflect an increased management focus on debt
reduction and FCF generation, leading to debt declining by USD1.7
billion since YE 2020, its strong credit metrics, abundant
liquidity and solid maturity profile. The proposed senior notes
issue will be leverage neutral with the proceeds to be used to fund
tenders for the existing senior notes due in 2027, 2028, and 2029.
These considerations are balanced by the significant environmental
remediation costs of operating in the Gulf of Mexico (GOM) compared
with U.S. onshore peers, execution risk in new developments,
dependence on GOM output for the majority of revenue, minimal hedge
book, and the need to grow and develop core U.S. onshore and
offshore assets.
The Positive Outlook reflects clear visibility into significant
gross debt reduction by Murphy resulting in materially improved
credit metrics alongside increased production from offshore
development opportunities in the medium term.
Key Rating Drivers
Capital Allocation Priorities: Fitch believes Murphy's debt
reduction target of $300 million in 2024 is achievable under
Fitch's current oil and gas price assumptions. Under its
projections, Murphy's total debt will decline to around $1 billion
in 2024. Murphy entered the year allocating 75% of FCF to debt
reduction with 25% to shareholder returns.
In August 2024, Murphy accelerated its "3.0" allocation strategy
slightly, allowing the company to allocate a minimum of 50% of its
FCF after dividends to share repurchases and potential dividend
hikes a few months ahead of the company reaching total debt of $1.0
billion. While the future allocation strategy prioritizes
shareholder returns, significant debt reduction since 2020 has
improved credit metrics resulting in a stronger capital structure.
GOM Remains a Core Driver: Fitch expects offshore GOM to remain a
core part of Murphy's portfolio and primary driver of future
earnings given its outsized production share and strong liquids
mix. Murphy will execute on several near-term tieback wells and
workover spending in the Gulf, and will likely aim to keep
production relatively flat as offshore opportunities in other
regions such as Vietnam and Cote d'Ivoire are actively worked on.
Fitch expects flat to low single-digit production growth in this
region though Murphy retains offshore inventory in the GOM, much of
which is expected to have a breakeven oil price of less than
USD35/bbl, and will continue to execute on these opportunities.
Tupper Montney Optionality: Murphy's Canadian dry gas production
continues to increase with gas production up 21% in 2022 and an
additional 19% in 2023. Murphy is expected to focus in this region
given favorable well economics with drilling locations facing
breakeven pricing of USD1.65 or lower assuming a 10% rate of
return. Murphy has fixed price derivatives in place (priced at
average of CAD2.34/mcf, CAD2.76/mcf, CAD3.03/mcf or USD1.73/mcf,
USD2.04/mcf, and USD2.23/mcf at Fitch's 1.36 USDCAD exchange rate
assumption) covering about 40%, 6% and 10% of 2024, 2025, and 2026
volumes, respectively.
The remaining volumes will face spot AECO pricing or will access
pipeline capacity connections to diversified pricing points that
typically offer at least a modest improvement over AECO pricing. A
positive factor that might benefit generic basin economics is the
LNG Canada liquefaction project, which is on track to export up to
1.9 Bcf/d of LNG from the basin and is expected to commence
operations in mid-2025.
Offshore Development Opportunity: Murphy's production levels sit at
the lower end of Fitch's investment-grade oil and gas portfolio,
which is a key credit driver of the rating. Fitch would view
visibility to increased production in line with the company's
capital allocation strategy as a driver toward positive momentum of
the rating, with first oil in Vietnam expected in 2026.
The recent approval of the Lac Da Vang project in Vietnam, coupled
with other exploration initiatives and the revival of the Terra
Nova field, may enable Murphy to reach higher production throughout
the rating horizon. Lac Da Vang has the potential to add 10 to 15
thousand barrels of oil equivalent per day (mboe/d) based on Brent
pricing which would also serve to diversify Murphy's offshore
exposure beyond the GOM. While the development carries risks of
execution and cost overruns, existing infrastructure in the region
may alleviate some of these potential issues.
Potential Regulatory Considerations: Similar to other offshore
peers, Murphy's remediation obligations remain high due to its GOM
exposure. Asset retirement obligations (AROs) as of June 30, 2024
totaled $949 million. Other regulatory risks include downtime risk
from storms and related environmental activity. Changes in the
regulatory environment around federal lease sales have had minimal
impact on Murphy's operations in the Gulf of Mexico.
The Biden administration's announcement, in January 2021, of a
temporary moratorium on the leasing of new oil and natural gas on
federal land and waters did not affect work and permitting on
existing leases. The administration later reversed course with a
lease sale in November 2022. GOM lease sales went ahead in late
2023 and a proposed five-year sale program starting in 2024 only
covers three sales until 2029. The majority of Murphy's activity in
the GOM is focused on development and production, which are least
exposed to this risk.
Derivation Summary
Murphy's net production of approximately 188,000 barrels of oil
equivalent per day (boe/d) for 2Q24 is at the low end of the range
of most investment-grade issuers and high 'BB' issuers, such as
Occidental Petroleum Corp. (BBB-/Stable; 1,260 mboe/d),
Southwestern Energy Company (BB+/RWP; 694 mboe/d), APA Corporation
(BBB-/Stable; 473 mboe/d), Ovintiv Inc. (BBB-/Stable; 594 mboe/d),
Hess Corp. (BBB/RWP; 494 mboe/d), and Marathon Oil Corporation
(BBB-/RWP; 393 mboe/d).
Murphy's levered netbacks are toward the low end of its
investment-grade and high 'BB' peers'. Murphy's Fitch-calculated
netback of USD25.6/bbl for 2Q24 compares with Occidental
(USD38.6/bbl), APA (USD31.5/bbl), Ovintiv (USD19.6/bbl), Hess
(USD34.2/bbl), and Marathon (USD28.1/bbl).
Murphy's leverage metrics improved in 2022 and still further in
2023 due to improving commodity prices and the use of FCF for debt
paydown. Murphy's approximately USD949 million of asset retirement
obligations are significant and larger than comparable onshore
peers given the offshore exposure. The obligations are lower than
Occidental (USD3,848 million), APA (USD2,515 million) and Hess
(USD1,252 million), but significantly higher than onshore peers
such as Ovintiv (USD261 million), and Marathon (USD336 million).
Key Assumptions
- West Texas Intermediate oil prices of USD75/bbl in 2024,
USD65/bbl in 2025, USD60/bbl in 2026 and USD60/bbl in 2027;
- Henry Hub natural gas prices of USD2.5/mcf in 2024, USD3.00/mcf
in 2025, USD3.00/mcf in 2026 and USD2.75/mcf in 2027;
- Neutral to negative production growth in 2024 and
mid-single-digit increases in later years;
- Fitch assumes a gradual contribution from Vietnam production in
later years of its rating case;
- Capex of USD1.0 billion in 2024, stepping up to USD1.1 billion
after;
- Dividends increase to USD186 million in 2024 and thereafter;
- Debt payment of USD300 million by mid-2025; in 2024 and beyond at
least 50% of FCF is allocated to stock buybacks or dividend
increases in line with Murphy's 3.0 capital allocation policy.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Increasing net production above 200,000 barrels of oil equivalent
per day while maintaining reserve life;
- Sustained reduction of gross debt to below USD1 billion;
- Continued clear and conservative capital allocation and financial
policy that demonstrates capex, shareholder return and M&A
discipline;
- Gross midcycle EBITDA leverage below 2.0x.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Midcycle debt greater than 2.5x and EBITDA sustained below USD1
billion;
- A change in financial policy that results in material weaker
credit metrics;
- Major operational issue or loss of momentum across key plays, or
failure to maintain adequate drilling inventory;
- Deviation from management's stated policy of no more than 10% of
the capital budget in exploratory projects.
Liquidity and Debt Structure
Ample Liquidity: As of June 30, 2024, Murphy has $334 million in
readily available cash on its balance sheet alongside an undrawn
$800 million revolving credit facility with $3.7 million of
outstanding letters of credit. Under its base case price
assumptions Fitch expects Murphy's liquidity to be ample with
strong FCF generation.
Based on Murphy's accelerated 3.0 capital allocation framework,
Murphy will likely pay down approximately $300 million of debt in
the near term and reach its approximate $1.0 billion debt target by
mid-year 2025. Under stressed pricing, Murphy's revolving credit
facility benefits from having no borrowing base and will leave
additional room for Murphy to cut capex without losing a material
part of committed liquidity.
Issuer Profile
Murphy Oil Corporation is a global oil and natural gas exploration
and production company. The company primarily operates in the GOM,
the Canadian Onshore and the U.S. Onshore. Murphy had total proved
reserves of 724 MMBoe as of Dec. 31, 2023.
Date of Relevant Committee
12 April 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
Murphy Oil Corporation has an ESG Relevance Score of '4' for Waste
& Hazardous Materials Management/Ecological Impacts due to its
operations in the offshore GOM, which has a negative impact on the
credit profile, and is relevant to the rating 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
----------- ------ --------
Murphy Oil Corporation
senior unsecured LT BB+ New Rating RR4
MURPHY OIL: Moody's Rates New Senior Unsecured Notes Due 2032 'Ba2'
-------------------------------------------------------------------
Moody's Ratings assigned a Ba2 rating to Murphy Oil Corporation's
proposed offering of senior unsecured notes due 2032. Murphy's
existing ratings, including its Ba2 Corporate Family Rating, Ba2-PD
Probability of Default Rating, and Ba2 senior unsecured notes
ratings remain unchanged. The outlook remains positive.
The net proceeds from the proposed notes offering and cash on hand
will be used to fund tender offers on its 5.875% senior notes due
2027, 6.375% senior notes due 2028, and 7.050% senior notes due
2029.
"The debt refinancing transactions will extend Murphy's debt
maturity profile and will have no impact on the company's
leverage," said James Wilkins, Moody's Ratings Vice President.
RATINGS RATIONALE
The proposed notes will rank pari passu with the company's existing
notes and are rated Ba2, the same level as the company's existing
senior unsecured notes' ratings. The capital structure is comprised
of the senior unsecured notes, which make up the majority of debt
in the liability structure and an unsecured revolving credit
facility. Moody's note that the company's revolving credit facility
benefits from upstream guarantees from the operating companies,
structurally subordinating the senior notes to the claims under the
credit facility. Moody's do not expect Murphy to actively maintain
material borrowings under the credit facility. In addition, the
company's asset coverage of debt is strong. Accordingly, Moody's
view the assigned Ba2 rating on the notes as more appropriate than
the rating suggested by Moody's Loss Given Default for
Speculative-Grade Companies Methodology. However, if the facility
size and/or use increases leading to an even greater proportion of
potential guaranteed facility debt with a priority claim over the
senior unsecured notes, the notes could potentially be rated below
the CFR.
Murphy's Ba2 CFR reflects its improving credit metrics supportive
of the rating, as well as Moody's expectation that the company will
generate positive free cash flow and improve its credit metrics
further even if commodity prices decline to mid-cycle levels from
current levels. Murphy benefits from a diversified portfolio of
onshore production from the Eagle Ford shale and Canada, while its
offshore production is predominately in the US Gulf of Mexico
(GOM). Nearly 60 percent of production is liquids. There are higher
exploration and regulatory risks associated with developing deep
water US GOM assets compared to onshore Eagle Ford shale and
Canadian onshore assets. Some of the companies highest returns
investments have been in the US GOM, which accounts for nearly one
half of the company's production volumes, but a much lower portion
of its proved developed reserves (just over one-quarter). The
onshore Canadian assets, that account for over 40% of proved
developed reserves, are predominately natural gas and Moody's
expect those assets would generate lower investment returns
compared to the US GOM assets.
The positive outlook reflects the progress Murphy has made reducing
its debt and Moody's expectation that Murphy will continue to
generate positive free cash flow in 2025 and repay debt, supporting
improvement in the company's credit metrics and resiliency to
future commodity price volatility.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Murphy's ratings could be upgraded if the company reduces debt to
$1 billion or less, sustains production approaching 200,000 boe/d
while maintaining retained cash flow to debt above 40% in a
mid-cycle environment and a leveraged full-cycle ratio (LFCR) of at
least 2.0x. The ratings could be downgraded if production volumes
decline meaningfully, retained cash flow to debt falls below 30% or
the LFCR falls below 1.25x.
Murphy Oil Corporation, headquartered in Houston, Texas, is an
independent E&P company with producing and/or exploration
activities in the US and Canada, as well as in Mexico, Brazil and
Vietnam.
The principal methodology used in this rating was Independent
Exploration and Production published in December 2022.
NAKED JUICE: S&P Downgrades ICR to 'CCC+', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
Naked Juice LLC to 'CCC+' from 'B-'. The outlook is negative.
S&P said, "We lowered our issue-level ratings on our first-lien
credit facility to 'CCC+' from 'B-'. The recovery rating remains
'3', reflecting our expectation for meaningful (50%-70%; rounded
estimate: 60%) recovery in the event of a payment default. We
revised the estimate to 60% from 65% given our slightly lower
enterprise value assessment. We assume that orange juice
consumption reverts to a secular decline such as before the
COVID-19 pandemic.
"We also lowered our rating on the second-lien term loan to 'CCC-'
from 'CCC'. The recovery rating remains '6', reflecting our
expectation for negligible (0%-10%; rounded estimate: 0%)
recovery.
"The negative outlook reflects the possibility that we could lower
our rating on Naked Juice at any point over the next six months if
we envision a covenant violation or a default scenario--such as a
missed interest payment or distressed exchange--within the
subsequent 12 months.
"The downgrade reflects our view that Naked Juice's capital
structure is unsustainable and that it depends on favorable growth
to reverse significant EBITDA deterioration. Naked Juice's
second-quarter S&P Global Ratings-adjusted EBITDA declined 70% from
the same quarter in 2023 due to $32 million in one-time costs
consisting of management and consulting fees related to strategic
initiatives, IT stand-up costs, restructuring costs and other
consulting/legal costs related to separation efforts that we do not
add back to EBITDA. Our expectation was for minimal additional
one-time costs limited to enterprise resource planning (ERP)
enhancements after it completed its cut-over in the first quarter.
We forecast Naked Juice will continue to incur one-time costs in
the second half of fiscal 2024 to stabilize operations, as well as
for ongoing management, consulting, and restructuring expenses. We
expect these costs will be lower than in 2023. We forecast
substantially weaker credit metrics, including S&P Global
Ratings-adjusted leverage over 10x and EBITDA interest coverage of
1.4x, in fiscal 2024."
Greater marketing and advertising spending in the quarter also
drives underperformance, although Naked Juice did not increase its
full-year planned expenditure. S&P believes pulled-forward spending
is tied to new Tropicana and Naked Juice campaigns to drive growth,
given weaker year-to-date Naked Juice brand performance and
Tropicana's mix shift to higher-margin packaging. The Naked Juice
brand's volumes continue to decline despite new product launches
centered around lower-sugar and protein, which is trendy with
consumers. S&P believes the brand is declining because of
heightened competition in the nutritional beverage category and
that brand loyalty has declined over the past decade. While Naked
Juice only represents about 16% of total net revenues, it has a
greater margin impact since it is a premium product.
The company indicated pricing nearly offset all inflation in the
second quarter. However, it will face higher costs of goods sold
for the remainder of 2024 and the first half of 2025 because of
higher-than-expected inflation in oranges from Brazil after gaining
better visibility on pricing from its supplier, Citrosuco. Citrus
greening and adverse weather hurt the 2024-2025 harvest (which
occurs in the first half of the year). S&P believes this will
compress gross margin about 70 basis points in 2024 and in 2025
because of its cost-plus arrangement with Citrosuco.
S&P said, "We understand pricing is not solely tied to orange spot
prices and that oranges represent about 25% of cost of goods sold.
Moreover, price and mix will continue to mitigate part of this
impact given Tropicana is still the leader in orange juice and
benefits from some brand loyalty and favorable recognition.
Nevertheless, an inability to offset high orange prices through
contractual arrangements with suppliers or other measures such as
price increases or changing mix remains a risk.
"We think there is covenant default risk in 2025 if performance is
weaker than expected, which could lead to a lower rating over the
next six months. Coupled with lower EBITDA, we forecast greater
revolver borrowings in 2024 and 2025 driven by a free operating
cash flow (FOCF) deficit because of working capital outflow. This
primarily reflects reduced accounts payable of $38 million in both
the fourth quarter of 2024 and the first quarter of 2025 to PepsiCo
Inc. for normal course of business payments, indicated by the
company. Additionally, Naked Juice extended its $83 million working
capital true-up payment to PepsiCo to September 2025 from January.
Ultimately, we have limited visibility with respect to the amount
the company will spend to stabilize operations and support growth
over the next several quarters, including possibly sustained high
advertising expenditure."
Naked Juice is subject to a springing first-lien net leverage
covenant of 8.1x under its revolving credit facility. S&P said, "We
believe net utilization on the revolver will increase to above the
35% springing threshold in 2025 given our forecast for modest
EBITDA growth, which increases the likelihood it would default on
the covenant absent relief. We assume Naked Juice would have to
borrow on its revolver to fund the payable, but if the company can
further extend the $83 million payment, the covenant would not
spring, under our forecast." However, cushion to the threshold is
limited. It's possible PepsiCo could further extend the payment
since it still goes to market with Naked Juice brands, owns 39% of
the company, and the payment is immaterial to PepsiCo's financial
resources.
The negative outlook reflects the possibility that S&P could lower
its rating on Naked Juice at any point over the next six months.
S&P could lower its rating if it envisions a covenant violation or
a default scenario--such as a missed interest payment or distressed
exchange--within the subsequent 12 months. This could occur if:
-- Covenant net utilization continues to exceed 35% and we
envision a covenant breach made more likely by the $83 million
true-up payment to PepsiCo in September 2025;
-- S&P Global Ratings-adjusted EBITDA or working capital trends
are weaker than we expect, particularly in the second half of 2024,
leading to cash flow shortfalls and continued high revolver
utilization; or
-- S&P projects insufficient debt service coverage or FOCF,
signaling a potential liquidity crisis or need for a debt
restructuring.
S&P could take a positive rating action on Naked Juice if it:
-- Increases EBITDA through fewer one-time costs, successful new
product launches and expansion into non-orange juice categories,
productivity initiatives, and greater distribution; and
-- Sustains interest coverage comfortably above 1.5x and FOCF is
modestly positive.
NASHVILLE SANJARA: Updates Mitch Joseph Secured Claims Pay
----------------------------------------------------------
Nashville Sanjara Wellness, LLC, submitted a First Amended
Disclosure Statement describing First Amended Chapter 11 Plan dated
August 19, 2024.
This is a liquidating plan. In other words, the Proponent seeks to
accomplish payments under the Plan by liquidating assets of the
Debtor. The Effective Date of the proposed Plan is 45 days after
confirmation.
The Debtor has employed a real estate agent who has listed the real
property in this single asset real estate case and is marketing
said property. The goal is to realize the equity in this real
property to be able to pay general unsecured creditors more than
what would otherwise be realized in a foreclosure sale at a
potential liquidated value.
Since being employed as the real estate agent, the Debtor initially
listed the property at $3,850,000, which was subsequently reduced
to $3,750,000 on June 10, 2024, and reduced to $3,650,000 on July
15, 2024, and further reduced to $3,600,000 on August 2, 2024. The
current list price is $3,600,000.
During the marketing period, the Debtor has had an offer on August
7, 2024 in the amount of $3,100,000, and recently has obtained an
offer in the amount of $3,550,000. Currently, the parties are in
the process of entering in a purchase and sale agreement on the
$3,550,000 offer.
The Debtor has granted relief from stay as to Nushka, who holds a
first priority lien on the real property in this case, and is,
also, an insider. As part of the agreed order granting relief from
stay, the parties agreed in general to permit the Debtor to market
and sell the real property up until September 1, 2024 (the
"Forbearance Period"). If the parties do not agree to extend the
Forbearance Period, then there is a risk that Nushka could take
action to foreclose on the real property despite Confirmation of
the Chapter 11 Plan and treatment for other creditors otherwise.
It is their understanding that a decision as to whether to extend
the Forbearance Period is fluid and there is no assurance that
Nushka would agree to an extension. Certain factors Nushka would
probably use to evaluate and make a decision to extend the
Forbearance Period is the activity and interest to date, and
whether Nushka believes that the level of interest warrants an
extension of the marketing period. With the offer of $3,550,000,
the Debtor is hopeful that an extension of the marketing period can
be obtained, but there is no assurance at this time.
Class 3 consists of the Secured claim of Mitch Joseph. By agreement
between the Debtor and creditor Mitch Joseph this claim is allowed
only as a general unsecured claim and shall be treated in
accordance with the terms proposed for the General Unsecured Claims
herein. This Class is impaired.
Like in the prior iteration of the Plan, Class 5 General Unsecured
Creditors shall receive Net Proceeds, after closing costs, real
estate commissions, and payment of liens, from the sale of the real
property located at 2015 Stony Point Rd, Franklin TN shall be paid
within 90 days of closing to the general unsecured claims in this
class up to the amount of the claims.
The Plan will be funded by the sale of the real estate of the
Debtor.
A full-text copy of the First Amended Disclosure Statement dated
August 19, 2024 is available at https://urlcurt.com/u?l=bwugxh from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Jay R. Lefkovitz, Esq.
Lefkovitz & Lefkovitz, PLLC
908 Harpeth Valley Place
Nashville, TN 37221
Telephone: (615) 256-8300
Facsimile: (615) 255-4516
Email: jlefkovitz@lefkovitz.com
About Nashville Sanjara Wellness
Nashville Sanjara Wellness, LLC is a Tennessee business established
in Nashville, TN whose main business at this point involves the
sale of this single asset of real property.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 23-04734) on Dec. 29,
2024.
Judge Charles M. Walker oversees the case.
Jay R. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, PLLC, is the
Debtor's legal counsel.
NEVADA COPPER: Seeks to Extend Plan Exclusivity to December 9
-------------------------------------------------------------
Nevada Copper Inc. and its affiliates asked the U.S. Bankruptcy
Court for the District of Nevada to extend their exclusivity
periods to file a plan of reorganization and obtain acceptance
thereof to December 9, 2024 and February 6, 2025, respectively.
The Debtors explain that the size and complexity of these Chapter
11 Cases and the legal issues they raise warrant the extension of
the Exclusive Periods as requested. These Chapter 11 Cases involve
six Debtor entities in the United States and Canada, which as of
the Petition Date had approximately $505.8 million in secured and
unsecured debt obligations. Stakeholders throughout the Debtors'
capital structure have emerged and organized, and each of these has
its own interests and views regarding the Debtors' path in these
Chapter 11 Cases.
Above all, the Debtors bear the responsibility of managing a
valuable asset that requires constant care and maintenance in order
to ensure safety and preserve its value. Given the regulatory,
environmental, and technical challenges, as well as the expense of
maintaining their assets, the Debtors' top priority has been
identifying an appropriate buyer and transferring their operations
to that buyer as soon as reasonably practicable. The Debtors
already have an approved stalking horse bid that is well in excess
of $100 million. The first Dow Corning factor (the size and
complexity of a debtor's case), therefore, weighs heavily in favor
of granting the relief requested herein.
The Debtors claim that the extension of the Exclusive Periods will
allow the Debtors to continue to focus on maximizing value through
the sale rather than rushing to develop and propose a plan before
the sale is complete. Accordingly, the second (the necessity for
sufficient time to permit a debtor to negotiate a plan of
reorganization and prepare adequate information) and seventh (the
amount of time which has elapsed in the case) of the Dow Corning
factors weigh significantly in favor of granting the extension
requested.
The Debtors assert that they have made considerable progress in the
prosecution of the Chapter 11 Cases; however, it is abundantly
clear that additional time in which to propose and file a
confirmable chapter 11 plan is necessary to allow the Debtors to
address a number of key issues, the most important of which is the
sale of substantially all their assets pursuant to the Bidding
Procedures. The sale is necessary to liquidate the Debtors' assets,
and also to establish the value that will be available for
distribution under a chapter 11 plan, and if in fact a plan will be
feasible.
In addition, the Debtors are at the outset of their review of
potential claims against the Debtors, and need additional time to
ensure that they can craft a plan that adequately accounts for all
claims. The Debtors have begun claims analysis in earnest and will
continue their work in this area; however, it is noteworthy that
the general bar date will not occur until eight days after
expiration of the current Exclusive Filing Period.
Counsel to the Debtors:
Fredric Sosnick, Esq.
Sara Coelho, Esq.
ALLEN OVERY SHEARMAN STERLING US LLP
599 Lexington Avenue
New York, NY 10022
Telephone: (212) 848-4000
Email: fsosnick@aoshearman.com
Email: sara.coelho@aoshearman.com
Ryan J. Works, Esq.
Amanda M. Perach, Esq.
McDonald CARANO LLP
2300 West Sahara Avenue, Suite 1200
Las Vegas, NV 89102
Email: rworks@mcdonaldcarano.com
aperach@mcdonaldcarano.com
About Nevada Copper
Nevada Copper, Inc., and affiliates have been in the business of
mining copper and other minerals and operating a processing plant
that refines copper ore into copper concentrate, with the bulk of
the debtors' operations focused on their Pumpkin Hollow project,
which is located outside of Yerington, Nevada. The project, which
contains substantial mineral reserves and resources, including
copper, gold, silver, and iron magnetite, consists of an
underground mine and processing facility, together with an open pit
project that is in the pre-feasibility stage of development.
The debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. Lead Case No. 24-50566) on June 10, 2024.
In the petition signed by Gregory J. Martin, executive vice
president and chief financial officer, Nevada Copper disclosed
$500,000,001 to $1 billion in assets and $100 million to $500
million in liabilities. Judge Hilary L. Barnes oversees the cases.
The debtors tapped Allen Overy Shearman Sterling US, LLP, as
general bankruptcy counsel; McDonald Carano, LLP, as Nevada
bankruptcy counsel; AlixPartners, LLP, as financial and
restructuring advisor; Torys, LLP, as special Canadian and
corporate counsel; Moelis & Company, LLC, as financial advisor and
investment banker; and Epiq Corporate Restructuring, LLC, as notice
and claims agent and administrative advisor.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Nevada
Copper, Inc. and Nevada Copper Corp.
NEW INSIGHT: Moody's Assigns 'Caa1' CFR Following Bankr. Emergence
------------------------------------------------------------------
Moody's Ratings assigned a Caa1 corporate family rating and a
Caa1-PD probability of default rating to New Insight Holdings, Inc.
("New Insight" or "Dynata"). New Insight Holdings, Inc. is the
parent company and guarantor of Research Now, LLC, which filed for
Chapter 11 bankruptcy protection on May 22, 2024. At the same time,
Moody's assigned a B2 rating to Research Now Group, LLC's $81.5
million senior secured first-out term loan due July, 2028 and Caa2
rating to its $694 million senior secured last-out term loan due
October, 2028. The outlook is stable. New Insight is a global
online market research and data company.
The assignment of ratings follows the exit from bankruptcy in July
2024 and reflects Moody's view that the company is better
positioned to deliver on its profitability, growth and margin
expansion strategies, while maintaining financial leverage below
6.0x over the next 12-18 months following the substantial reduction
of its debt load in bankruptcy. Moody's also expect some free cash
flow and interest coverage as measured by EBITA to interest
approaching 1.5x times during this period. Without a material
improvement in profitability, realization of cost saving
initiatives, and stabilization of its revenue trajectory, the
company's credit metrics will remain under pressure.
Governance considerations are a key driver of the rating action,
given Moody's anticipation for evolving financial strategies
following Dynata's exit from bankruptcy. The exit resulted in
ownership and control being transferred to its former creditors.
RATING RATIONALE
Dynata's Caa1 CFR reflects the company's modest revenue scale of
approximately $600 million for twelve months ended June 30, 2024
and challenging business prospects. The competitive profile of the
data intelligence industry is intense as the market is saturated
with companies who are constantly developing new technologies and
products for more efficient gathering, cataloging, and updating of
data. Dynata's struggle to keep pace with this technological
innovation includes the lack of a developed DIY platform to provide
customers with a self-service way to access Dynata's products,
which other competitors possess, and has led to difficulties with
both generating new and retaining existing clients. A significantly
leveraged debt capital structure, weakening macro-economic
environment, slowness in global mergers and acquisitions activities
and a poor liquidity profile drive Moody's anticipation for only a
flat-to-low-single-digit percentage range revenue growth rate over
the next 12-18 months.
New Insight benefits from its strong competitive position in a
narrow niche market providing first-party data on consumers and
businesses. Moody's believe that the company has a competitive
advantage due to its difficult to replicate, sizable pool of survey
panelists (about 60 million, in about 45 countries). The company's
value proposition is in recruiting and curating individual
panelists and matching them to specific demographic characteristics
to provide customers with targeted results that help them
understand and analyze their target markets. New Insight's standing
as one of the largest collectors of first-party data, a customer
base consisting of 6,000 large market research, consulting firms,
corporations and media agencies enables the company to withstand
some economic softness.
The B2 rating assigned to the $81.5 million senior secured
first-out term loan expiring July, 2028 is two notches above the
Caa1 CFR. The first-out facilities have a priority in the
collateral and senior ranking in the capital structure relative to
the company's $694 million senior secured last-out term loan due
October, 2028. The Caa2 rating assigned to the last-out term loan
reflects its subordination to the first-out claims in the capital
structure. The unrated $75 million senior secured ABL facility has
a first priority security interest in the company's accounts
receivable, ahead of the first out term loan. Therefore, Moody's
view the ABL facility as senior to the first out and last out
instruments. As of June 30, 2024, there was $45 million of
availability on this facility.
Moody's view Dynata's liquidity as weak, with a cash balance of
roughly $50 million as of June 30, 2024 and the unrated $75 million
senior secured ABL facility. Given the reduced interest burden
post-bankruptcy, Moody's anticipate free cash flow trending towards
break-even over the next 12-18 months, which would be a significant
improvement from previous years of cash flow deficits. There are no
financial covenants applicable to the rated first out and last out
term loans. The ABL revolver is subject to a springing minimum
fixed charge coverage ratio test of 1.0x when excess availability
is less than the greater of $10 million and 15% of the line
capacity. Moody's expect that the company will be able to adhere to
these financial covenants if they are tested over the next 12 to 15
months.
The stable outlook reflects Moody's expectations that Dynata will
sustain financial leverage, such that debt-to-EBITDA stays around
6.0x, continue to improve its profitability rates and maintain
break-even free cash flow over the next 12-18 monnths. The outlook
also incorporates Moody's projection for flat-to-low-single-digit
revenue growth.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Dynata demonstrates revenue and
earnings growth, adheres to a more conservative financial policy
which results in debt-to-EBITDA sustained below 6.0x, positive free
cash flow generation and an improved liquidity profile.
The ratings could be downgraded if the company experiences a
weakening competitive position or a deterioration in financial
performance that further constrains the company's liquidity
profile, or Moody's do not anticipate a path to material positive
free cash flow generation. A downgrade could also occur if the
company undertakes more aggressive financial policies, such as
debt-funded acquisitions or other leveraging actions.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Headquartered in Shelton, CT, borrowers Research Now Group, LLC
(formerly Research Now Group, Inc.) and its subsidiary Dynata, LLC
(formerly Survey Sampling International, LLC), constitute a global
leader in data collection through online, mobile and offline
surveys used by market research firms, consulting firms and
corporate customers. New Insight Holdings, Inc. is a holding
company above Research Now Group, LLC and post-bankruptcy is owned
indirectly by its debt holders with the 3 largest holding a 35%
equity stake. The company does business under the name Dynata. The
company generated revenue of $578 million for the twelve months
ended June 30, 2024.
NEXT HILL: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------
Next Hill Enterprises LLC filed Chapter 11 protection in the
Eastern District of California. According to court filing, the
Debtor reports $819,358 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
October 17, 2025 at 10:00 a.m.
About Next Hill Enterprises LLC
Next Hill Enterprises LLC owns an unimproved land "with building of
no value" in Diamond Springs, CA 95619 at 425 Pleasant Valley Rd.
El Dorado County valued at $1.15 million. The Debtor also owns an
unimproved land in Diamond Springs, CA 95619 (adjacent to 425
Pleasant Valley Rd. El Dorado County) having a current value of
$170,000.
Next Hill Enterprises LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-24023) on
September 9, 2024. In the petition filed by Payam Sanatkar, as
managing member, the Debtor reports total assets of $1,320,000 and
total liabilities of $819,358.
The Honorable Bankruptcy Judge Ronald H. Sargis oversees the case.
The Debtor is represented by:
Richard Jare, Esq.
RICHARD JARE
6440 Carolinda Drive
Granite Bay, CA 95746
Tel: (916) 995-1347
Fax: (916) 676-0511
E-mail: chapter13bankruptcy@yahoo.com
NEXUS BUYER: S&P Ups ICR to 'B' on Strong Operating Performance
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating by one notch to
'B' on Nexus Buyer LLC (dba IntraFi). Additionally, S&P also raised
its issue-level rating on the first-lien credit facility by one
notch to 'B', and its issue-level rating on the second-lien credit
facility by one notch to 'CCC+'. S&P's recovery ratings are
unchanged.
The stable outlook reflects S&P's expectation IntraFi will sustain
EBITDA levels sufficient to maintain S&P Global Ratings-adjusted
leverage below its 7.5x maximum threshold for the 'B' rating.
The upgrade reflects our expectation IntraFi will maintain S&P
Global Ratings-adjusted leverage beneath 7.5x even if it continues
to complete large debt-funded dividends. For the 12 months ended
June 30, 2024 S&P Global Ratings-adjusted gross leverage remained
relatively flat at 5.2x, from 5.1x year on year despite the
issuance of debt-funded shareholder dividends over that period.
This is due to 44% S&P adjusted EBITDA growth following higher
average Bank Reciprocal and Bank One-Way deposit balances and
fixed-cost operating leverage. Deposits balances have more than
doubled since 2022 amid the onset of distress in the U.S. regional
banking industry. This highlights the countercyclical nature of
demand for IntraFi's services, while improving visibility into our
updated base-case forecast for S&P Global Ratings-adjusted EBITDA
to modestly exceed $500 million in 2025 and 2026. IntraFi collects
an annual fee on most deposit balances, and historically, these
deposit balances rarely decline (for example, historical net
balance retention is over 100%).
This should allow S&P Global Ratings-adjusted leverage to decline
to the mid-4x area in 2025, which would provide IntraFi with
sufficient cushion to complete periodic debt-financed dividends
while maintaining credit metrics within S&P's thresholds for the
'B' rating. Since the 2019 leveraged buyout, IntraFi has issued
about $2 billion in dividends, including tax distributions,
typically following periods of strong performance.
S&P said, "Upcoming regulatory changes could increase competition
or reduce IntraFi's target market, but we still expect the company
will sustain its recent increases in EBITDA. The potential
near-term passage of regulations that broaden the definition of
brokered deposits could result in modest revenue declines.
Additionally, an increase in the $250,000 FDIC insurance limit,
while less likely in the near term, could affect demand for the
company's reciprocal deposit (66% of year-to-date revenues)
services. Only about 8% of the company's CDARS and ICS balances are
associated with account balances of $1 million or less. However, an
FDIC insurance limit increase would hinder demand from current
depositors to some extent regardless of their account size because
of the decline in overall uninsured exposure. While not expected
under our base-case scenario given bipartisan support for the
legislation, a revision to the 2018 Economic Growth, Regulatory
Relief and Consumer Protection Act could hurt demand. This is
because the act allowed certain well-capitalized banks to classify
up to $5 billion or 20% of total liabilities of reciprocal deposits
as core, non-brokered deposits.
"Despite these regulatory risks, we expect IntraFi will maintain
recent scale gains and generate about $550 million in EBITDA in
2025 resulting in about $240 million in FOCF. A decline in base
interest rates could support an increase in lending that drives
bank deposit demand. Additionally, a decline in interest rates
could drive brokerage sweep revenues, which have stagnated recently
due to customer cash sorting, provided brokerage account cash
yields become more competitive as a result.
"Our ratings reflect the strength of IntraFi's business
characteristics including its market leadership of about 92% of the
reciprocal deposit market. This is underpinned by the significant
network effects of its market leading customer base which consists
of over half of the U.S. banks and over 80% of the 100 largest
banks.
"The stable outlook reflects our expectation IntraFi will sustain
EBITDA levels sufficient to maintain S&P Global Ratings-adjusted
leverage below our 7.5x maximum threshold for the 'B' rating even
as it completes periodic, large debt-financed shareholder
dividends."
NITRO FLUIDS: Seeks to Extend Plan Exclusivity to December 11
-------------------------------------------------------------
Nitro Fluids, LLC and its affiliates asked the U.S. Bankruptcy
Court for the Southern District of Texas to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to December 11, 2024 and February 10, 2025,
respectively.
The Debtors submit that cause exists for extending the Exclusivity
Period in these Chapter 11 Cases because the sale process is
currently ongoing and will not conclude before the expiration on
September 12, 2024 of the Debtors' exclusive right to file a
Chapter 11 plan of reorganization. Additional time will enable the
Debtors to finalize and implement their strategy for emergence from
Chapter 11.
The Debtors explain that these Chapter 11 Cases involve
considerable oil and gas assets and liabilities in excess of $80
million. The complexity of these Chapter 11 Cases is further
revealed upon an examination of the sophisticated sale procedures,
the sophisticated professionals assisting the Debtors in such sale
process, and the complexity of the ongoing disputes with Cameron.
Additionally, this is the Debtors' first request for an extension
of the Exclusivity Periods. Because of the complexity of these
Chapter 11 Cases, an extension of the Exclusivity Periods will give
the Debtors sufficient and much needed time to continue negotiating
terms of a chapter 11 plan of reorganization with their stakeholder
and memorialize the terms of both a plan and disclosure statement.
Furthermore, the Debtors' purpose in seeking extension of the
Exclusivity Periods is a good-faith effort to continue the
reorganization efforts they have initiated without the distraction
and costs of a competing plan process, which would be a distraction
and waste of the Debtors' limited time and resources. The relief
requested in the Motion is not intended for the purpose of coercing
or strong-arming any creditor, but rather to benefit all of the
Estates' stakeholders as a whole.
The Debtors assert that they have made significant, good faith
progress in negotiating with creditors and addressing unresolved
contingencies. The Debtors have not yet filed a proposed Chapter 11
plan because the sale process is still ongoing. The Debtors believe
that if the Court extends the Exclusivity Period, it will give the
Debtors time to conclude the sale process and will clear a path for
the Debtors to seek confirmation of a feasible Chapter 11 plan.
Counsel for the Debtors:
BONDS ELLIS EPPICH SCHAFER JONES LLP
Joshua N. Eppich, Esq.
Eric T. Haitz, Esq.
420 Throckmorton Street, Suite 1000
Fort Worth, Texas 76102
(817) 405-6900 telephone
(817) 405-6902 facsimile
Email: joshua@bondsellis.com
Email: eric.haitz@bondsellis.com
-and-
Ken Green, Esq.
402 Heights Blvd.
Houston, Texas 77007
(713) 335-4990 telephone
(713) 335-4991 facsimile
Email: ken.green@bondsellis.com
About Nitro Fluids, LLC
Nitro Fluids, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
24-60018) on May 15, 2024, listing $50 million to $100 million in
both assets and liabilities. The petition was signed by Brad Walker
as chief restructuring officer.
Judge Christopher M. Lopez presides over the case.
Eric Thomas Haitz, Esq. at Bonds Ellis Eppich Schafer Jones LLP
represents the Debtor as counsel.
NORTHPOINT DEVELOPMENT: Hires Gregory K. Sterna P.C. as Attorney
----------------------------------------------------------------
Northpoint Development Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Gregory K. Stern, P.C. as attorney.
The firm's services include:
a. reviewing assets, liabilities, loan documentation, account
statements, executory contracts and other relevant documentation;
b. preparing list of creditors, list of twenty largest
unsecured creditors, schedules and statement of financial affairs;
c. giving the Debtor legal advice with respect to its powers
and duties as Debtor in Possession in the operation and management
of his financial affairs;
d. assisting the Debtor in the preparation of schedules,
statement of affairs and other necessary documents;
e. preparing applications to employ attorneys, accountants or
other professional persons, motions for turnover, motion for use of
cash collateral, motions for use, sale or lease of property, motion
to assume or reject executory contracts, plan, applications,
motions, complaints, answers, orders, reports, objections to
claims, legal documents and any other necessary pleading in
furtherance of reorganizational goals;
f. negotiating with creditors and other parties in interest,
attending court hearings, meetings of creditors and meetings with
other parties in interest;
g. reviewing proofs of claim and solicitation of creditors'
acceptances of plan; and
h. performing all other legal services for the Debtor, as
Debtor in Possession, which may be necessary or in furtherance of
his reorganizational goals.
The firm will be paid at these rates:
Gregory K. Stern $650 per hour
Dennis E. Quaid and Monica C. O'Brien $550 per hour
Rachel S. Sandler $400 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Gregory K. Stern, Esq., a partner at Gregory K. Stern, P.C.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Gregory K. Stern, Esq.
Dennis E. Quaid, Esq.
Monica C. O'Brien, Esq.
Rachel S. Sandler, Esq.
Gregory K. Stern, P.C.
53 West Jackson Boulevard Suite 1442
Chicago, IL 60604
Tel: (312) 427-1558
Fax: (312) 427-1289
Email: greg@gregstern.com
About Northpoint Development Holdings, LLC
Northpoint Development is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)). The Debtor is the fee
simple owner of real property located at 1800 North Bloomington
Street, Streator, Illinois 61364 valued at $6.8 million.
Northpoint Development Holdings, LLC in Streator, IL, sought relief
under Chapter 11 of the Bankruptcy Code filed its voluntary
petition for Chapter 11 protection (Bankr. N.D. Ill. Case No.
24-13265) on Sept. 9, 2024, listing $6,800,000 in assets and
$5,176,241 in liabilities. Keith Weinstein, manager of Greystone
Develpment Holdings, LLC signed the petition.
Judge Deborah L Thorne oversees the case.
GREGORY K. STERN, P.C. serve as the Debtor's legal counsel.
PERIMETER FOODS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Perimeter Foods, LLC
d/b/a Robert Rothschild Farm Foods
113A Aileen Road
Flint Hill, VA 22627
Business Description: Perimeter Foods is a fruit and vegetable
preserving and specialty food manufacturing
business.
Chapter 11 Petition Date: September 23, 2024
Court: United States Bankruptcy Court
Western District of Virginia
Case No.: 24-50529
Debtor's Counsel: Hannah W. Hutman, Esq.
HOOVER PENROD, PLC
342 S. Main Street
Harrisonburg, VA 22801
Tel: (540) 433-2444
Fax: (540) 433-3916
Email: hhutman@hooverpenrod.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by David MacDonald as member/manager.
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/O2DTLGQ/Perimeter_Foods_LLC__vawbke-24-50529__0001.0.pdf?mcid=tGE4TAMA
PERKINS COMPOUNDING: Tarek Kiem Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 21 appointed Tarek Kiem, Esq., at Kiem
Law, PLLC as Subchapter V trustee for Perkins Compounding Pharmacy,
Inc.
Mr. Kiem will be paid an hourly fee of $300 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Kiem declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Tarek Kiem, Esq.
Kiem Law, PLLC
8461 Lake Worth Road, Suite 114
Lake Worth, FL 33467
Tel: (561) 600-0406
Email: tarek@kiemlaw.com
About Perkins Compounding Pharmacy
Perkins Compounding Pharmacy, Inc. filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
24-19058) on September 4, 2024, with $100,001 to $500,000 in assets
and $500,001 to $1 million in liabilities.
Judge Erik P. Kimball oversees the case.
The Debtor tapped Julianne Frank, P.A as legal counsel.
PHEONIX ENTERPRISES: Kathleen DiSanto Named Subchapter V Trustee
----------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Kathleen DiSanto, Esq., at
Bush Ross, P.A., as Subchapter V trustee for Pheonix Enterprises,
Inc.
Ms. DiSanto will be paid an hourly fee of $350 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. DiSanto declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Kathleen L. DiSanto, Esq.
Bush Ross, P.A.
P.O. Box 3913
Tampa, FL 33601-3913
Phone: (813) 224-9255
Fax: (813) 223-9620
Email: disanto.trustee@bushross.com
About Pheonix Enterprises
Serving Tampa Bay since 2013, Pheonix Enterprises Inc. specializes
in painless laser hair removal, body contouring with EmSculpt NEO,
weight loss solutions, microblading, skin care, hydrafacials and
hydrabody treatments, keravive scalp and hair treatments, brow
laminations, lash lifts, and waxing. The company conducts business
under the name Flirt Aesthetics.
Pheonix Enterprises filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05249) on
September 4, 2024, listing $13,378 in assets and $1,561,783 in
liabilities. Terri Campagna, president, signed the petition.
Judge Roberta A. Colton oversees the case.
Bleakley Bavol Denman & Grace serves as the Debtor's legal counsel.
PHOENIX MITCHELL: Seeks to Hire Payne Law Firm as Attorney
----------------------------------------------------------
Phoenix Mitchell Trucking, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Mississippi to employ
Payne Law Firm as attorney.
The firm will provide these services:
a. advise and consult with the Debtor-in-Possession regarding
questions arising from certain contract negotiations which will
occur during the operation of business by the
Debtor-in-Possession;
b. evaluate and attack claims of various creditors who may
assert security interests in the assets and who may seeks to
disturb the continued operation of the business;
c. appear in prosecute, or defend suits and proceedings, and to
take all necessary and proper steps and other matters and things
involved in or connected with the affairs of the estate of the
Debtor;
d. represent the Debtor in court hearings and to assist in the
preparation of contracts, reports, accounts, petitions,
applications, orders and other papers and documents as may be
necessary in this proceeding;
e. advise and consult with Debtor in connection with any
reorganization plan which may be proposed in this proceedings and
any matters concerning Debtor which arise out of or follow the
acceptance or consummation of such reorganization or its rejection;
and
f. perform such other legal services on behalf of Debtor as
they become necessary in this proceeding.
The firm will be paid at these rates:
Jerome C. Payne $400 per hour
Associates $200 per hour
Paralegal $175 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jerome C. Payne, Esq., a partner at Payne Law Firm, 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:
Jerome C. Payne, Esq.
Payne Law Firm
3525 Ridge Meadow Parkway Suite 100
Memphis, TN 38115
Tel: (901) 794-0884
Fax: (901) 235-1246
Email: jerpaynelaw@gmail.com
About Phoenix Mitchell Trucking, LLC
Phoenix Mitchell Trucking, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Miss. Case No.
24-11345) on May 10, 2024, with $500,001 to $1 million in both
assets and liabilities.
Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC
represents the Debtor as bankruptcy counsel.
PLAZA MARIACHI: Hires Sherrard Roe Voigt as Special Counsel
-----------------------------------------------------------
Plaza Mariachi, LLC seeks approval from the U.S. Bankruptcy Court
for the Middle District of Tennessee to employ Sherrard Roe Voigt &
Harbison, PLC as special counsel for real estate matters.
The Debtor requires special real estate counsel to draft all
necessary documentation (PSA, Easement Agreement, and other
documents) and otherwise assist with closing the sale of The Shops
at Plaza Mariachi.
The firm's current standard hourly rates are as follows:
C. Mark Carver, Member $550/hour
Will D. Pugh, Associate $360/hour
Jennifer Roberts, Paralegal $260/hour
Sherrard Roe Voigt & Harbison is a "disinterested person" within
the meaning of Bankruptcy Code Secs. 101(14) and 327, according to
court filings.
The firm can be reached through:
C. Mark Carver, Esq.
SHERRARD ROE VOIGT & HARBISON, PLC
1600 West End Avenue, Suite 1750
Nashville, TN 37203
Telephone: (615) 742-4558
Facsimile: (615) 742-4539
Email: mcarver@srvhlaw.com
About Plaza Mariachi LLC
Plaza Mariachi is a Single Asset Real Estate debtor (as defined in
11 U.S.C. Section 101(51B)).
Plaza Mariachi LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No.
24-02441) on July 1, 2024, listing $10 million to $50 million in
both assets and liabilities. The petition was signed by Mahan Mark
Janbakhsh, member/manager.
Sean C. Wlodarczyk, Esq. at Evans, Jones & Reynolds, PC represents
the Debtor as counsel.
POSEIDON INVESTMENT: S&P Upgrades ICR to 'CCC', Outlook Negative
----------------------------------------------------------------
S&P Global Ratings raised the issuer credit rating on Poseidon
Investment Intermediate L.P. to 'CCC' from 'SD' (selective
default).
S&P said, "At the same time, we raised the issue-level rating on
the company's $227.8 million (outstanding) second-lien term loan
due 2029 to 'CC' from 'D'. We also lowered the issue-level ratings
on the super senior first-out (SSFO) term loan to 'B-' from 'B' and
on the super senior second-out (SSSO) term loan to 'CCC' from
'CCC+'. The recovery ratings on the SSFO term loan, SSSO term loan,
and second-lien term loan remain '1', '4', and '6', respectively.
"Poseidon repurchased approximately $114 million of its second-lien
term loan this fiscal year at a substantial discount to par, which
we consider a distressed repurchase and tantamount to a default.
"The negative outlook reflects the heightened risk of further below
par debt repurchases within the next 12 months, which we could view
as a distressed restructuring. It also reflects our view that the
company will continue to report negative free operating cash flow
(FOCF) over the next 12 months further constraining the company's
liquidity position and elevating the risk of a distressed
restructuring.
"The 'CCC' issuer credit rating and negative outlook reflects our
expectation the company will continue to report a FOCF deficit over
the next 12 months, further eroding the company's liquidity
position and increasing the likelihood of another distressed
restructuring within the next 12 months. Poseidon has generated
FOCF deficits over the previous nine fiscal quarters from
lower-than-expected EBITDA growth and high cash interest costs.
Despite EBITDA growth from synergy realization and the company's
payment-in-kind (PIK) optionality reducing the cash interest burden
in 2024 and 2025, we believe the company will continue to report a
FOCF deficit through 2025.
"Following the distressed exchange in October 2023, we believe
Poseidon had about $185 million of cash on hand. At the end of the
third fiscal period, the company reported $60 million of cash on
its balance sheet, about a $125 million reduction in cash from the
combination of debt repurchases and the FOCF deficit. We expect
continued negative FOCF will further erode Poseidon's remaining
$153 million of liquidity (as of June 30, 2024)."
To help reduce its high interest expense, Poseidon has reported a
debt repurchase in each quarter of fiscal 2024, totaling $114
million of repurchases on its second-lien term loan. The
second-lien term loan's interest margin (SOFR + 675) continues to
burden Poseidon's ability to generate cash. Given the $227.8
(outstanding) second-lien term loan trades significantly below par,
S&P believes the company could be incentivized to leverage its
liquidity to repurchase more of its second-lien term loan and
reduce its cash interest burden.
S&P said, "We expect the company's operating performance will
improve in fiscal 2025 due to synergy realization, topline growth,
and operational improvements. However, we believe the improvement
will be more than offset by high interest expense, a net working
capital outflow, and capex spending. Through June 30, 2024, the
company has successfully realized synergies from the acquisition of
Alpha Packaging, including procurement savings, improvement in
automation, commercial wins, and pricing initiatives, which
resulted in EBITDA margin expansion. In addition, the company has
gained market share and experienced volume growth in four of its
five core markets. We believe the combination of margin expansion
and topline growth will lead to EBITDA growth through 2025.
"However, we do not expect the nominal EBITDA growth will more than
offset Poseidon's high cash interest costs. In addition, to
supporting the company's topline growth, we believe the company
will have annual capital expenditures (capex) spending between $30
million and $35 million and a net working capital outflow between
$5 million and $10 million (compared to an inflow of $32 million in
2023) over the next 12 months.
"The negative outlook reflects our expectations of negative free
operating cash flow through 2025, increasing the risk of a
distressed restructuring within the next 12 months. Poseidon's high
interest expense, alongside our forecast of a net working capital
outflow and capex spending to support growth outweigh the company's
earnings improvement, leading to a FOCF deficit in fiscal 2024 and
2025."
S&P could lower the rating on Poseidon if:
-- The company's cash burn worsened, and its liquidity position
weakened such that S&P believes it will not be able to meet its
debt obligations over the next six months; or
-- The company undertakes another debt repurchase or exchange that
S&P views as distressed.
S&P could raise the rating if it no longer envision a specific
default scenario over the next 12 months.
Governance is a moderately negative consideration, as is the case
for most rated entities owned by private-equity sponsors. S&P
believes the company's highly leveraged financial risk profile
points to corporate decision-making that prioritizes the interests
of the controlling owners. This also reflects the generally finite
holding periods and a focus on maximizing shareholder returns.
S&P said, "Environmental factors are a neutral consideration in our
credit rating analysis of Poseidon Investment Intermediate L.P. It
is a manufacturer of rigid plastic packaging products that could be
subject to substitution risk over the long term as concerns about
waste and pollution rise among customers and consumers. We view
plastic packaging, with its limited recyclability and overall low
recycling rates, as having a larger pollution impact compared to
other substrates."
PRESPERSE CORP: Has Plan to Resolve Talc Lawsuits
-------------------------------------------------
Presperse Corporation has sought bankruptcy protection with a
pre-negotiated Chapter 11 Plan that funds a trust with $50 million
to resolve its mass tort liabilities.
Judge Michael B. Kaplan in Trenton, New Jersey, has agreed to hold
a hearing on Oct. 2, 2024, at 10:00 a.m. to consider approval of
the Disclosure Statement explaining the Plan and to begin
soliciting votes to accept the Plan.
The Debtor has negotiated the terms of the Plan together with
Presperse's parent, non-debtor Sumitomo Corporation of Americas and
the other plan proponents, that is, the pre-petition Talc
Claimants' Committee, and the prepetition Future Claimants'
Representative.
CFO Mehul Shah explained in court filings that the primary purpose
of the Chapter 11 case is to address and comprehensively resolve
alleged talc and asbestos-related liabilities asserted against
Presperse based on allegations that Presperse supplied talc
products allegedly containing asbestos and which products allegedly
caused harm to the talc plaintiffs. Although Presperse disputes
all talc-related and asbestos-related liability, the mushrooming
volume of talc litigation claims, associated ad hoc settlements,
and ever-growing litigation costs are not sustainable and has
caused significant financial distress to Presperse, a small company
with limited and finite assets.
Therefore, Presperse believes the Chapter 11 filing and the
creation of a trust under Sections 105 and 524(g) of the Bankruptcy
Code for the benefit of holders of Talc Personal Injury Claims is
the most efficient and expeditious way for Presperse to reorganize
and continue as an ongoing business while providing for fair and
equitable treatment of holders of current and future Talc Personal
Injury Claims.
Talc Lawsuits
Presperse, founded in 1981 by the late Alan B. Black, is a supplier
of specialty raw materials for the cosmetics and personal care
industry, both in the United States and internationally.
The Debtor was first named as a defendant in talc personal injury
lawsuits in 2015. Subsequently, from 2015 to 2021, the Debtor was
named as a defendant in a small number of additional talc personal
injury lawsuits. However, beginning in late 2021 and 2022, the
number of talc lawsuits naming Presperse -- and, since mid-2023,
also naming Presperse's parent, SCOA -- increased dramatically,
rising to over 275 cases pending as of the Petition Date.
Out of an abundance of caution and because of the overwhelming
costs of defense, the Debtor discontinued the sale of talc products
in the summer of 2023, and its last sale of talc was on Aug. 15,
2023. The talc products sold in the recent past (prior to
discontinuation) comprised less than 4% of the Debtor's annual
revenues. The Debtor maintains an otherwise profitable business
that sources, distributes and sells hundreds of non-talc products.
$50-Mil. Plan
The centerpiece of the Plan is the creation and funding of a Talc
Personal Injury Trust under Sections 105 and 524(g) and a
channeling injunction that will channel all Talc Personal Injury
Claims to the Talc Personal Injury Trust.
The Talc Personal Injury Trust on the Effective Date will be funded
with $49,000,000 in cash, less and reduced dollar for dollar by the
"Presperse/SCOA Bankruptcy Fees and Costs Contribution Reduction
Amount". The Talc Personal Injury Trust will also receive the
issuance of an additional $1 million Trust Note to the Talc
Personal Injury Trust would not otherwise be available to Holders
of Talc Personal Injury Claims.
In return for its contribution, SCOA will receive 100% of the new
common stock of Reorganized Presperse, subject to the security
interest in 50.1% of such stock granted to the Talc Personal Injury
Trust pursuant to the Pledge and Security Agreement to secure the
obligations under the Trust Note.
All other Holders of Allowed secured and unsecured claims (other
than Talc Personal Injury Claims) are proposed to be rendered
unimpaired by the Plan. The Debtor estimates that the total
Allowed amount of all prepetition General Unsecured Claims other
than Talc Personal Injury Claims, and/or other Intercompany Claims
(which will be reinstated under the Plan) will be relatively de
minimis. In any event, the Debtor has sought relief to pay and
satisfy prepetition claims of ordinary course trade creditors in
the ordinary course of business.
The Company's schedules disclose $46 million in assets against an
undetermined total of liabilities in its bankruptcy schedules. The
Company had $59.2 million in liabilities as of March 31, 2024.
Sumitomo
Presperse's ultimate parent, Japan's Sumitomo Corporation, informed
the Tokyo Stock Exchange, "Presperse has been diligently defending
itself in talc-related litigation in the United States. However,
the significant costs associated with the litigation have made it
unlikely that it will be able to continue its business. This is
despite the fact that in the cosmetics industry, in which Presperse
operates, the value of Presperse's business is appreciated by many
stakeholders."
Sumitomo said the impact on consolidated results for the fiscal
year ending March 31, 2025 is minor, as litigation costs of JPY 5
billion were recorded in the Company's consolidated results for the
fourth quarter of the fiscal year ended March 31, 2024.
Sumitomo's subsidiary, Sumitomo Corporation of Americas, which is
the 100% shareholder of the Debtor, has recorded a valuation loss
on Presperse shares, resulting in the current valuation of
Presperse shares being zero yen.
About Presperse Corporation
Presperse Corporation provides premium specialty ingredients to
formulators of skincare, sun care, hair care, color cosmetics, and
diverse areas of beauty and wellness.
Presperse Corporation sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-18921) on Sept. 9, 2024.
In the petition filed by CFO Mehul Shah, Presperse disclosed $10
million to $50 million in assets and $50 million to $100 million in
debt.
The Hon. Michael B Kaplan presides over the case.
Duane Morris LLP is the Debtors' general bankruptcy counsel.
Getzler Henrich is the Debtors' financial advisor. Kroll
Restructuring Administration LLC is the Debtors' claims and
noticing agent.
The Talc Claimants' Committee retained Robinson & Cole as legal
counsel and GlassRatner d/b/a B. Riley as financial advisor, and
Legal Analysis Systems to provide advice.
Value Extraction Services is the prepetition future claimants'
representative, and hired Young Conaway as counsel, Ankura
Consulting Group as consultant, and jointly retained, together with
the Talc Claimants' Committee, B. Riley as financial advisor.
Presperse's parent, Sumitomo Corporation of Americas, is providing
post-petition financing and is represented by lawyers at Lowenstein
Sandler.
PUERTO RICO: Court OKs $188.4-MM Settlement With Cobra Acquisition
------------------------------------------------------------------
Cobra Acquisitions LLC, a wholly owned subsidiary of Mammoth Energy
Services, Inc., on Sept. 19, 2024, announced that the previously
disclosed Settlement Agreement with the Puerto Rico Electric Power
Authority was approved by the Title III Court at the omnibus
hearing held on September 18, 2024.
Under the terms of the Settlement Agreement, which was approved by
Judge Laura Taylor Swain, Cobra will receive total settlement
proceeds of $188.4 million. Additionally, PREPA is required to pay
Cobra $150 million within ten business days of the September 18(th)
hearing. The remaining $38.4 million, of which $18.4 million
relates to funds PREPA has received from the Federal Emergency
Management Agency but are currently withholding, are to be paid out
according to the terms of the Settlement Agreement, which can be
found below.
Arty Straehla, Chief Executive Officer, commented, "We are pleased
with the results of the omnibus hearing and are happy to have
received approval of the Settlement Agreement. We look forward to
receiving the money owed to us for work completed over five years
ago. The initial $150 million payment is expected to arrive within
ten business days, and the remaining $38.4 million will follow.
These proceeds will allow us to pay off all outstanding amounts
under our term credit facility, together with accrued and unpaid
interest, and terminate the facility. We expect that the remaining
proceeds from the Settlement Agreement will result in cash on our
balance sheet, which we believe will have a transformative impact
on our business going forward."
Settlement Agreement Terms
The proceeds of the Settlement Agreement will be paid to Cobra
through three installments:
(i) $150 million on the later of (A) ten business days following
approval of the Settlement Agreement by the Title III Court and (B)
August 31, 2024;
(ii) $20 million within seven days following the effective date of
PREPA's plan of adjustment; and
(iii) $18.4 million in the Withheld FEMA Funds within either (A)
ten business days after the deadline for appealing the entry of the
settlement order by the Title III Court under the applicable
bankruptcy rules of procedure if no such appeal is filed, or (B) if
the provisions of the settlement order allowing PREPA to release
the Withheld FEMA Funds to Cobra without retaining any liability to
the Specified Municipalities are appealed by the Specified
Municipalities, within ten business days of the filing of the
notice of such appeal.
About Mammoth Energy Services, Inc.
Mammoth is an integrated, growth-oriented energy services company
focused on the providing products and services to enable the
exploration and development of North American onshore
unconventional oil and natural gas reserves as well as the
construction and repair of the electric grid for private utilities,
public investor-owned utilities and co-operative utilities through
its infrastructure services businesses. Mammoth's suite of services
and products include: well completion services, infrastructure
services, natural sand and proppant services, drilling services and
other energy services. For more information, please visit
www.mammothenergy.com.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii)
David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's
PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the Title
III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts named U.S. District Judge Laura
Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains the case Website https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
PULSE PHYSICIAN: Hires Jones Murray LLP as Bankruptcy Counsel
-------------------------------------------------------------
Pulse Physician Organization, PLLC seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ Jones
Murray LLP as general bankruptcy counsel.
The firm will provide the full range of legal services required for
a Debtor in a Subchapter V case, including advice and
representation through the process, negotiations with third
parties, hearings and conferences, motions practice, plan
negotiation and structuring, asset administration, and other
matters.
The firm will be paid at these rates:
Erin E. Jones, Partner $595 per hour
Christopher R. Murray, Partner $595 per hour
Matthew W. Bourda,(lead) Partner $550 per hour
Jacqueline Q. Chiba, Associate $495 per hour
Nancy Santana, Senior Paralegal $200 per hour
Joshua Sosa, Paralegal $95 per hour
Apollo Pham, Paralegal $95 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Matthew W. Bourda, Esq., a partner at Jones Murray 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:
Matthew W. Bourda, Esq.
Christopher R. Murray, Esq.
602 Sawyer Street, Suite 400
Houston, TX 77007
Tel: (832) 529-1582
Fax: (832) 529-3393
Email: chris@jonesmurray.com
matthew@jonesmurray.com
About Pulse Physician Organization
Pulse Physician Organization, PLLC is a medical group that
specializes in medical weight loss, pain management, interventional
cardiology, internal medicine, family medicine, and podiatry.
Pulse Physician Organization and its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas
Lead Case No. 24-32860) on June 20, 2024. At the time of the
filing, Pulse Physician Organization disclosed $2,556,518 in total
assets and $3,395,617 in total liabilities.
Judge Jeffrey P. Norman oversees the case.
The Debtors tapped Robert C. Lane, Esq., at the Lane Law Firm as
counsel, Saleem Lakhani CPA, LLC as accountant, and Viking Advisory
Group, LLC as bookkeeper.
REDHILL BIOPHARMA: All Five Proposals Approved at Annual Meeting
----------------------------------------------------------------
At the Annual General Meeting of Shareholders of RedHill Biopharma
Ltd. held on Sept. 18, 2024, the shareholders:
1. approved the appointment of Kesselman & Kesselman, certified
public accountants in Israel and a member of PricewaterhouseCoopers
International Limited, as the Company's auditors for the year 2024
and for an additional period until the next Annual General
Meeting;
2. approved the re-election of Mr. Eric Swenden and Mr. Ofer
Tsimchi and approved the election of Dr. Roni Mamluk to the board
of directors of the Company, each for an additional three-year term
until the annual general meeting to be held in 2027;
3. approved the grant of restricted share units ("RSUs") each
with respect to one American Depository Share (each currently
representing 10,000 ordinary shares, par value NIS 0.01 each)
("ADSs") to the non-executive directors of the Company;
4. approved the grant of RSUs to Mr. Dror Ben-Asher, the
Company's chief executive officer and Chairman of the Board of
Directors; and
5. approved the grant of RSUs to Mr. Rick D. Scruggs, the
Company's chief commercial officer and director.
About RedHill Biopharma
RedHill Biopharma Ltd., headquartered in Tel Aviv, Israel, is a
specialty biopharmaceutical company, primarily focused on GI and
infectious diseases.
Tel-Aviv, Israel-based Kesselman & Kesselman (a member of
PricewaterhouseCoopers International Limited), the Company's
auditor since 2010, issued a "going concern" qualification in its
report dated April 8, 2024, citing that the Company has an
accumulated deficit and its activities have been funded primarily
through offerings of the Company's securities and borrowing. There
is no assurance that the Company's business will generate
sustainable positive cash flows to fund its business. Management
expects that the Company will incur additional losses as it
continues to focus its resources on advancing the development of
its therapeutic candidates, as well as advancing its commercial
operations, that will result in negative cash flows from operating
activities. Management believes that there is presently
insufficient funding available to allow the Company to fund its
activities for a period exceeding one year from the date of
issuance of the consolidated financial statements. These
conditions and events indicate that a material uncertainty exists
that may cast significant doubt (or raise substantial doubt as
contemplated by PCAOB standards)about the Company's ability to
continue as a going concern.
RFC HOMES: Lucy Sikes Named Subchapter V Trustee
------------------------------------------------
The Acting U.S. Trustee for Region 5 appointed Lucy Sikes as
Subchapter V trustee for RFC Homes, LLC.
Ms. Sikes will be paid an hourly fee of $375 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Sikes declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Lucy G. Sikes
P.O. Box 52545
Lafayette, LA 70505-2545
Telephone: 337-366-0214
Facsimile: 337-628-1319
Email: lucygsikes1@gmail.com
About RFC Homes
RFC Homes, LLC filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No.
24-20406) on Sept. 3, 2024, listing $1 million to $10 million in
both assets and liabilities.
Judge John W. Kolwe oversees the case.
Wade N. Kelly, Esq., serves as the Debtor's legal counsel.
RM BAKERY: Updates Restructuring Plan Disclosures
-------------------------------------------------
RM Bakery, LLC, and BKD Group, LLC, submitted a Disclosure
Statement for Third Amended Joint Plan of Reorganization dated
August 19, 2024.
Since filing the Petition on June 15, 2020, and suffering a huge
downturn in their hospitality business due to the global Covid
pandemic, the Debtors have worked very hard to turn around and
stabilize their business.
As a result of their efforts, they have been able to propose the
Plan which provides distributions to every creditor. The Debtors
believe that without this reorganization process, no unsecured
creditors would have received any Distributions, and the Debtors'
Secured Creditors would only have received partial Distributions.
The Debtors have secured significant Exit Financing for a minimum
of $1,250,000, most of which is being used to pay Creditors. This
funding will not be available absent Confirmation of the Plan.
Thus, it is the Debtors' opinion that the treatment of Creditors
and Interest Holders under the Plan contemplates a greater recovery
than that which is likely to be achieved under any alternative for
reorganization or liquidation of the Debtors’ business.
The majority of Debtors' unsecured debt is to vendors to the
business, as well as issuers of credit cards to the business.
Including the deficiency Claims of Pac West, the Debtors project
that the total Non-insider General Unsecured Claims in these
Chapter 11 Cases will be approximately $4 million. More than half
of this is the Pac West deficiency Claim.
To help the Debtors through liquidity issues prior to the Petition
Date, KI 27323 did not take certain of its management fees when
due, and loaned money to the Debtors. As a result, it has General
Unsecured Insider Claims against the Debtors. During the course of
these Chapter 11 Cases, KI 27323 sold such Claims to Kuzari
Manager.
In the event the Debtors confirm their Plan, only Insiders and GSB
are affected by the increased DIP Amount (and the insiders have
consented to increasing the DIP Facility) and in the case of a
liquidation, by dismissal or by conversion, it is only FS Lender
that is affected. No other creditors are affected. Thus, the
Debtors submit that increasing of the DIP Facility benefited the
estate, because it made reorganization possible, and it had no
adverse effect on Pac West, GSB and the non-insider unsecured
creditors.
Class 1 consists of Allowed Priority Non-Tax Claims held against
Debtors, other than Professional Fee Claims. There is only one y
Priority NonTax Claim which is in the approximate amount of $2,000.
The Holder of such an Allowed Priority Non-Tax Claim shall be
entitled to receive, in full satisfaction of such Claim, six equal
semi-annual payments aggregating (i) the Face Amount of the Claim,
plus (ii) interest on the unpaid amounts at the prime rate of
interest in effect at Citibank, N.A., on the Effective Date. The
initial payment will occur on the Initial Distribution Date, and
the subsequent payments will occur approximately every six months
thereafter on a Distribution Date designated by the Debtors.
Class 5 consists of the Allowed Other Secured Claims, all of which
arise from certain equipment finance agreements with RMB. At the
sole option of the Debtors, Holders of Allowed Other Secured
Claims, unless they agree to a different treatment, will either (i)
be paid the value of their Collateral up to the Face Amount of
their Allowed Other Secured Claim in quarterly instalments over 36
months beginning with the Initial Distribution Date, and will be
entitled to a deficiency Class 6 Non-insider General Unsecured
Claim by any amount by which their Allowed Claim exceeds the value
of the Collateral, or (ii) be given their collateral after the
Effective Date in complete discharge of the Secured Claim.
As part of the Plan Supplement, the Debtor will file a list of the
proposed collateral values to be determined by an independent
party, which list will also be served on each holder of an Allowed
Other Secured Claim, and each Holder of an Allowed Other Secured
Claim will have two weeks to object to such amount, after which the
amount proposed in the Plan Supplement will be deemed definitive.
The Debtors have reached agreements with the Holders of several
Allowed Class 5 Other Secured Claims. Including such Claims, the
Debtors estimate the total dollar amount of Allowed Other Secured
Claims will be $139,540, of which $99,000 have been settled. The
Debtors believe the value of the Collateral securing the remaining
Class 5 Claims is $40,500. Therefore, exclusive of the settlements,
Holders of Allowed Class 5 Claims will receive a total of $40,500
or the return of their Collateral. In addition, to the extent
Holders of Allowed Class 5 Claims have deficiency Claims, such
Claims which will become Allowed Class 6 Non-insider General
Unsecured Claims. Debtors believe such deficiency Claims will
aggregate approximately $153,000.
Like in the prior iteration of the Plan, the Holders of Allowed
Class 6 Claims will each receive their Pro Rata share of $50,000
Cash on the Initial Distribution Date. In addition, each such
Holder will receive its Pro Rata share of the Net Profits of the
Reorganized Debtor for a three-year period commencing with the
first full fiscal year after the Effective Date, which the Debtors
estimate will be calendar year 2025.
The Debtors believe that the Plan is feasible because they will
have sufficient cash on the Effective Date required for the
payments to be made on or before the Initial Distribution Date. The
necessary cash will be obtained as follows:
* First, from cash on hand on the Effective Date;
* Second, converting the DIP Loan, Allowed General Unsecured
Insider Claims, and the GSB deficiency Claim to equity will provide
additional liquidity; and
* Third, the majority of the cash needed at Confirmation and
to ensure sufficient operating capital is from the Exit Financing.
The cash required for payment of future distributions will come
from the operations of the Reorganized Debtor. The Reorganized
Debtor is seeking to expand the Debtors' business and will also
consider potential mergers and acquisitions which allow it to more
fully utilize its existing Facility. This, in turn, should lead to
greater profitability and net operating income.
A full-text copy of the Disclosure Statement dated August 19, 2024
is available at https://urlcurt.com/u?l=SdUUsM from Epiq, claims
agent.
The Debtor's Counsel:
David H. Hartheimer, Esq.
MAYERSON & HARTHEIMER, PLLC
845 3rd Ave Fl 11 11th Floor
New York, NY 10022-6601
Tel: (646) 778-4381
E-mail: david@mhlaw-ny.com
About RM Bakery and BKD Group
RM Bakery, LLC, owner of a bakery business in Bronx, N.Y., and BKD
Group, LLC sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case
No. 20-11422) on June 15, 2020.
At the time of filing, RM Bakery listed as much as $10 million in
both assets and liabilities. Meanwhile, BKD Group listed up to
$50,000 in assets and up to $10 million in liabilities.
Judge Martin Glenn presides over the cases.
The Debtors tapped Mayerson & Hartheimer, PLLC as legal counsel and
Vernon Consulting Inc. as financial advisor and accountant. Epiq
Corporate Restructuring, LLC is the claims and noticing agent.
FS Lender 2015 LLC, the DIP Lender, is represented by:
Dov R. Kleiner, Esq.
Kleinberg Kaplan
500 5th Avenue
New York, NY 10110
E-mail: DKleiner@kkwc.com
SILVERGATE CAPITAL: Court Okays 1st Day Chapter 11 Motions
----------------------------------------------------------
Alex Wittenberg of Law360 Bankruptcy Authority reports that a
Delaware bankruptcy judge on Thursday, September 19, 2024, approved
a slew of first-day motions brought by the parent company of
defunct cryptocurrency-focused bank Silvergate, allowing the debtor
to stay on track with a plan to liquidate its business to pay
creditors and shareholders.
About Silvergate Capital
Silvergate Capital operates as a bank holding company. The Company,
through its subsidiary Silvergate Bank provides a banking platform
for innovators, especially in the digital currency industry, and
developing product and service solutions addressing the needs of
entrepreneurs. Silvergate Capital serves customers in the United
States.
On Sept. 17, 2024, Silvergate Capital and two affiliates sought
Chapter 11 protection (Bankr. D. Del. Case No. 24-12158) on Sept.
17, 2024. In its petition, Silvergate Capital estimated assets
between $100 million and $500 million and estimated liabilities
between $10 million and $50 million.
The Debtors tapped CRAVATH, SWAINE & MOORE LLP as counsel;
RICHARDS, LAYTON & FINGER, P.A., as local bankruptcy counsel; and
ALIXPARTNERS, LLP, as financial advisor. STRETTO, INC.
SOUTHERN LANDSCAPE: Seeks to Hire Strategic Tax as Bookkeeper
-------------------------------------------------------------
Southern Landscape Solutions of Tampa Bay, Inc. filed an amended
application seeking approval from the U.S. Bankruptcy Court for the
Middle District of Florida to hire Strategic Tax Consulting, Inc.
as bookkeeper.
The firm will charge the Debtor $275 per month for reconciling bank
statements.
Strategic Tax Consulting does not represent any interest adverse to
the Debtor, and is a "disinterested person" as that term is defined
in 11 U.S.C. 101(14), according to court filings.
The firm can be reached through:
David Vileno, CFP
Strategic Tax Consulting, Inc.
14502 N Dale Mabry Hwy, Suite 200
Tampa, FL 33618
Phone: (813) 773-4829
Email: david.vileno@staxinc.com
About Southern Landscape Solutions
of Tampa Bay, Inc.
Southern Landscape Solutions of Tampa Bay, Inc. filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
M.D. Fla. Case No. 24-04125) on July 9, 2024, listing $100,001 to
$500,000 in assets and $500,001 to $1 million in liabilities.
Judge Catherine Peek Mcewen presides over the case.
Chad T Van Horn, Esq. at Van Horn Law Group PA presides over the
case.
SPX FLOW: Moody's Raises CFR to B2 & Secured First Lien Debt to B1
------------------------------------------------------------------
Moody's Ratings upgraded the ratings of SPX Flow, Inc., including
the corporate family rating to B2 from B3 and probability of
default rating to B2-PD from B3-PD. Concurrently, Moody's upgraded
the ratings on SPX Flow's senior secured 1st lien debt to B1 from
B2 and senior unsecured debt to Caa1 from Caa2. The outlook is
stable.
The upgrade of SPX Flow's ratings reflects Moody's expectation for
continued improvement in operating results over the next 12-18
months. More specifically, Moody's believe that debt-to-EBITDA will
decline to around 5.4 times and that SPX Flow will generate over
$100 million per year of free cash flow over the next 12-18 months.
The company's steady revenue growth, strong cost and expense
control measures and expanding the higher margin aftermarket
business will drive higher earnings and strengthen credit metrics.
Proceeds from the Hydraulic Technologies business divestiture,
which was completed on June 1, 2024, have been used to pay down SPX
Flow's term loan. However, pro forma debt to LTM EBITDA was still
6.2 times at June 30, 2024, excluding the EBITDA contribution from
the Hydraulic Technology business. Moody's expect the company to
reduce leverage from this point through improved profitability and
free cash flow that can be used for further debt repayment.
Governance factors were a key consideration in Moody's rating
action considering the financial policy decision to use the
proceeds from the sale of the Hydraulic Technologies business to
reduce debt. However, the company also used a portion of proceeds
to pay a large dividend to its private-equity shareholder.
RATINGS RATIONALE
SPX Flow, Inc.'s ratings reflect its strong scale and geographic
diversification as a global manufacturer of commercial process
oriented products ranging from mixers and blenders to heat
exchangers. The company has a well-diversified customer base that
spans a variety of end markets. SPX Flow's largest end market
exposure is to the stable food and beverage industry and over 40%
the company's revenue is derived from high margin aftermarket
sales. However, the company's high interest expense constrains free
cash flow.
Moody's anticipate SPX Flow will grow its revenue by about 2% per
year in the next 12-18 months, driven by favorable pricing and
growth in key customer accounts. Moody's also expect margin
expansion from cost containment initiatives together with growth in
the aftermarket business. This will enable debt-to-EBITDA to
decline to 5.4 times in the next 12-18 months.
Moody's expect that the company will have good liquidity over the
next year. The company will generate more than $100 million per
year of free cash flow over the next 12-18 months. SPX Flow also
had $135 million of cash at June 30, 2024 and Moody's expect will
maintain full access to its $200 million revolving credit facility.
The company doesn't have any near term debt maturities.
The stable outlook reflects Moody's expectation that SPX Flow's
revenue will grow organically while margins strengthen as the
company continues to focus on cost cutting efforts and benefits
from favorable pricing.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if SPX Flow continues to grow its
size and scale, debt-to-EBITDA is sustained below 5.0 times and
EBITA-to-interest is above 2.5 times.
The ratings could be downgraded if SPX Flow's debt-to-EBITDA
increases to 6.0 times, EBITA-to-interest approaches 1.5 times, or
if the company makes a large debt funded acquisition and/or
dividend. In addition, if liquidity weakens the ratings could be
downgraded.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
Headquartered in Charlotte, NC, SPX Flow is a global provider of
process technologies that perform mixing, blending, fluid handling,
separation, thermal heat transfer and other activities across a
variety of nutrition, health and industrial markets. Key products
include pumps, valves, homogenizers, mixers, separators and heat
exchangers, along with related aftermarket parts and services. The
company is controlled by private equity firm Lone Star Funds.
SSM INDUSTRIES: Seeks Court Permission to Use Cash Collateral
-------------------------------------------------------------
SSM Industries, Inc. asked the U.S. Bankruptcy Court for the
Eastern District of Tennessee for approval to use its lenders' cash
collateral.
The lenders, including Regions Bank and SBA, hold liens on SSM's
accounts receivable, inventory and other assets as security for the
loans they provided to the company.
The company received a $2 million loan from Regions Bank and
another $2 million loan from SBA.
SSM said it needs immediate access to cash collateral to pay its
expenses, including raw material purchases and operating costs for
September and October 2024, and continued use of the collateral to
reorganize successfully under Chapter 11.
To protect its lenders, SSM proposed offering replacement liens on
post-petition accounts receivable and inventory.
A court hearing is scheduled for Sept. 26.
About SSM Industries
SSM Industries, Inc., a company in Spring City, Tenn., filed
Chapter 11 petition (Bankr. E.D. Tenn. Case No. 24-31617) on Sept.
16, 2024, with $1 million to $10 million in both assets and
liabilities.
Judge Suzanne H. Bauknight oversees the case.
Maurice K. Guinn, Esq., at Gentry Tipton & McLemore, P.C. is the
Debtor's legal counsel.
STUBHUB HOLDCO: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Ratings changed StubHub Holdco Sub, LLC's rating outlook to
stable from positive and affirmed its B3 Corporate Family Rating,
the B3-PD Probability of Default Rating and the B3 Senior Secured
First Lien Bank Credit Facility rating.
The change in rating outlook to stable from positive reflects the
uncertainty around StubHub's shift of strategic focus to expand in
direct ticket issuance and lack of clarity around the strategy
shift's impact on future operating performance, cost structure,
free cash flow and liquidity. Governance considerations are key
factors in the rating action. The new growth strategy will increase
execution risks and may weaken credit metrics in the near to medium
term, with its success uncertain.
RATINGS RATIONALE
StubHub's B3 CFR reflects its high leverage, concentrated voting
control, aggressive financial strategies and stiff competition in
ticketing marketplaces. StubHub stated that their 2024 budget is
no longer relevant and gave minimal insights into the financial
impact of their strategy shift. This new strategy involves direct
ticket issuance, which differs from their core secondary ticketing
business. StubHub also shared that in line with its direct issuance
ticketing market strategy, it entered into partnership agreements
with marquee content rights holders across sports and music
Moody's conservatively estimate that with the increased level of
investments to support the strategy shift, StubHub's annual free
cash flow will decline to $250-$300 million relative to Moody's
prior expectation of $400-$500 million, with Moody's adjusted
leverage staying high at 7x - 7.5x over the next 12-18 months.
Moody's had previously anticipated profitability improvement and
Debt/EBITDA dropping below 6x by end of 2024. Moody's do not
include redeemable preferred equity (estimated at $700 million as
of Q2 2024) in Moody's adjusted leverage calculation. Including
preferred equity, (Debt + Preferred)/EBITDA could be about 2 - 2.5
turns higher.
StubHub continues to benefit from its asset-lite business model,
large scale, and strong brand recognition with leading market
positions in most major global regions including North America.
Liquidity is supported by typically positive cash flow generation
from working capital and minimal capital spending leading to good
conversion of EBITDA to free cash flow. Moody's recognize that
demand for live events within the secondary and primary market
place remains strong, and the company has the flexibility to dial
down growth investments to increase cash flow and profitability.
Moody's expect StubHub to maintain good liquidity over the next
12-18 months. It is supported by adequate cash on balance sheet
($127 million net of seller payables), minimal maintenance capital
expenditures, access to an undrawn credit line and generally
positive working capital inflows from upfront cash receipts in
advance of reimbursements to ticket sellers. StubHub's recently
extended $125 million senior secured revolver due March 2028 has a
springing covenant requirement of 5.7x first lien leverage maximum
at 35% draw. The company does not currently meet the covenant,
which currently limits revolver effective availability to under 35%
of the revolver capacity (or $43.75 million). Moody's do not expect
StubHub to rely on revolver borrowing over the next 12-18 months.
StubHub's next funded debt maturity is in March 2030 when its
senior secured term loans comes due. However, the company has a
potential cash obligation due to the recently disclosed tax
liability. While not current, this cash liability has a potential
to reduce the company's cash flow available for debt repayment and
reduce liquidity.
The B3 instrument ratings on the senior secured credit facilities
(term loans and revolver) reflect the B3-PD probability of default
rating and an average expected family recovery rate of 50% at
default given a covenant-lite, all first lien loan capital
structure.
StubHub's CIS-4 credit impact score indicates that the rating is
lower than it would have been if ESG risk exposures did not exist.
The score reflects governance risk, including highly concentrated
voting control, lack of majority independent directors on the
board, concentrated ownership and aggressive financial strategies.
StubHub benefits from customers' growing acceptance of secondary
marketplace to buy and sell tickets, increasing use of online
ticket purchasing that is counterbalanced by potential for
cybersecurity breaches related to handling of customers' personal
data. The company also benefits from social trend evidenced by
migration of consumer sentiment to favor experiences over material
goods.
The stable outlook incorporates Moody's expectation that StubHub
will generate positive free cash flow over the next 12-18 months as
it executes on its direct issuance strategy. It also assumes that
the company will refrain from debt-funded shareholder distributions
or redemption of preferred shares with cash or debt.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be downgraded if Moody's expect adjusted debt to
EBITDA will be sustained above 7x on other than a temporary basis
or liquidity erodes. There could also be downward pressure on
ratings if regulatory actions or developments in the competitive
landscape adversely affect StubHub's profitability or market
share.
An upgrade is unlikely given uncertainty of the recent strategy
shift and its impact on earnings and liquidity. In the longer term,
ratings could be upgraded if StubHub can demonstrate consistent
EBITDA growth and adjusted debt to EBITDA sustained under 6x with
financial policies supporting operating at such leverage levels and
improved levels of transparency. StubHub would also need to
maintain good liquidity (net of payments due to ticket sellers)
with Moody's adjusted FCF/Debt over 5%, and a cash balance well in
excess of seller payables.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
StubHub provides an online marketplace for secondary tickets along
with payment support, logistics, and customer service. The company
is majority owned by Madrone Capital Partners, Bessemer Venture
Partners, WestCap and Eric Baker, CEO and founder, with Mr. Baker
holding majority voting control.
SURVWEST LLC: Hits Chapter 11 Bankruptcy Protection in Colorado
---------------------------------------------------------------
SurvWest LLC filed Chapter 11 protection in the District of
Colorado. According to court documents, the Debtor reports
$9,447,402 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
October 9, 2024 at 2:00 p.m. in Room Telephonically on telephone
conference line: 877-925-8937. participant access code: 346971#.
About SurvWest LLC
SurvWest LLC, formerly known as SurvTech Solutions LLC, is a
diversified engineering firm specializing in surveying and mapping;
subsurface utility engineering (SUE); and utility coordination for
clients across the United States.
SurvWest LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code IBankr. D. Col. Case No. 24-15214) on September 6, 2024. In
the petition filed by Mathew Barr, as president, the Debtor reports
total assets of $7,301,456 and total liabilities of $9,447,402.
Honorable Bankruptcy Judge Thomas B. Mcnamara handles the case.
The Debtor is represented by:
David V. Wadsworth, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 West Main Street
Suite 200
Littleton, CO 80120
Tel: 303-296-1999
Email: dwadsworth@wgwc-law.com
TERRA TECHNOLOGIES: Seeks Court Permission to Use Cash Collateral
-----------------------------------------------------------------
Terra Technologies, Inc. asked the U.S. Bankruptcy Court for the
Western District of Kentucky for interim approval to use the cash
collateral of The U.S. Small Business Administration.
The company intends to utilize SBA's cash collateral until October
31 to cover operating expenses associated with its Chapter 11 case.
This cash collateral includes cash, accounts receivable and
inventory.
As of the petition date, Terra Technologies owed SBA approximately
$47,200 under existing loan agreements.
To protect SBA's interests, Terra Technologies proposed granting a
replacement lien on collateral of similar type and priority to what
SBA held prior to the petition date. The company anticipates that
the value of the collateral used during this interim period will be
replenished through ongoing business operations, mitigating any
potential diminution in the value of SBA's interest.
About Terra Technologies
Terra Technologies, Inc. offers a full-system repair and service
for lab equipment. The company is based in Louisville, Ky.
Terra Technologies filed Chapter 11 petition (Bankr. W.D. Ky. Case
No. 24-32233) on Sept. 12, 2024, with $500,001 to $1 million in
assets and $1 million to $10 million in liabilities.
Tyler R. Yeager, Esq., at Kaplan Johnson Abate & Bird, LLP is the
Debtor's legal counsel.
TEVA PHARMACEUTICALS: Fitch Hikes IDR to 'BB', Outlook Positive
---------------------------------------------------------------
Fitch Ratings has upgraded Teva Pharmaceutical Industries Limited
(Teva) and its subsidiary, Teva Pharmaceuticals USA, Inc.'s
Long-Term Issuer Default Ratings (IDRs) to 'BB' from 'BB-'. Fitch
has also upgraded Teva's senior unsecured credit facilities to
'BB'/RR4 from 'BB-'/'RR4' and the senior unsecured debt ratings of
its finance subsidiaries to 'BB'/'RR4' from 'BB-'/'RR4'. The Rating
Outlook is Positive.
The rating agency stated that the upgrade reflects Teva's
significant progress in reducing its debt, returning to growth and
improving operational efficiency. The Positive Outlook reflects
Fitch's expectation that Teva will continue to reduce debt, grow
and diversify its revenue base and minimize the costs associated
with governmental and civil legal proceedings. In addition, Teva's
plans to sell its active-pharmaceutical ingredient (API) business
(or TAPI) offers the opportunity to further enhance its financial
flexibility.
Key Rating Drivers
Leading Global Generic Manufacturer: Teva is one of the leading
global generic drug manufacturers, with a broad portfolio of
specialty, over-the-counter medicines and API. It possesses
world-leading portfolios of generic and innovative medicines,
global infrastructure and scale and a growing pipeline of
biosimilar drug candidates. With solid expertise in a variety of
production technologies and an extensive patent portfolio, Teva is
positioned well to capitalize on demand for both generic and
biosimilar drugs over the medium to long term.
Deleveraging Capacity Despite Growth Challenges: Fitch believes
that revenues are expected to grow faster over the near to medium
term (see below "Areas for Revenue Growth") compared to the recent
past. Assuming flat to modestly improved margins should allow Teva
to continue on a successful path of reducing debt by approximately
USD1.7 billion to USD2.0 billion per year over the forecast period,
absent the use of any proceeds from TAPI for debt reduction; this
reduction would result in credit metrics that are more consistent
with higher rated 'BB' companies.
The sale of TAPI could also lead to a meaningful reduction of debt
and overall improvement in financial flexibility; Fitch has assumed
a successful sale of TAPI in FY 2025 and the application of a
portion of the net proceeds to reduce debt by $1.2 billion in
addition to about the repayment of $1.9 billion of debt
maturities.
Leverage Estimates: Fitch's forecast of adjusted EBITDA leverage by
YE 2024 is in the range of 4.5x-5.0x; EBITDA leverage is expected
to decline further with continued debt reduction and EBITDA growth;
if most of the proceeds from a sale of TAPI are applied to reduce
debt, EBITDA leverage could decline to below 4.0x by the end of FY
2025, which could create additional positive rating momentum.
Offsetting the growth in EBITDA is the increased use of
securitization facilities, which Fitch treats as a form of
collateralized financing. The balance of receivables sold through
securitization structures is included in the Fitch EBITDA leverage
ratio as a component of adjusted debt.
Areas for Revenue Growth: Teva's innovative portfolio is likely to
be its main source of revenue growth; Ajovy, Austedo and Uzedy will
be the main drivers. Commercialization of Teva's large, late-stage
pipeline of biosimilar candidates is expected to provide another
source of growth either organically or through business development
with other partners. Fitch expects revenues from both complex
generic product launches and biosimilars to accelerate in the 2026
and 2027 timeframe. Even a modest number of successful launches has
the potential to enhance Teva's credit profile compared to existing
base.
Margin Pressure: Teva's generics business in the U.S. has
experienced significant pricing pressure as a result of customer
consolidation into larger buying groups capable of extracting
greater price reductions. However, Teva has been reducing its
exposure to more commoditized generic drugs, focusing on fewer
drugs for generic development and increasing its portfolio of more
complex generics. Such strategy is designed to pare back products
generating low or no returns and to increase the numbers of
products with more attractive returns. Pricing pressure,
particularly in the U.S., will likely persist, but limiting price
erosion will be a strategic focus.
Litigation and Restructuring Problems Linger: Fitch assumes that
Teva will continue to experience a relatively high level of
litigation and restructuring costs over the forecast period; these
costs will constrain Fitch adjusted EBITDA margins resulting in a
slower pace of deleveraging compared to that reported by Teva.
However, Fitch notes that the combination of Teva's reinvigorated
growth strategy and better risk management offers significant
upside for the company's quality of earnings and cash flows.
Derivation Summary
Within Fitch's rated universe, Viatris Inc. (BBB/Stable) is a key
peer in terms of size and scope of operations in generics. Teva is
rated lower because of its leverage and litigation exposure.
However, Teva has begun to reflect higher growth during the last
three fiscal years and more importantly, meaningful progress in its
innovative and complex generics pipeline. This improved revenue
picture is a key driver of Fitch's positive outlook.
In comparison, Viatris and Sandoz have lower leverage and greater
profitability. Relative to other healthcare and pharma peers such
as Avantor, Inc. (BB/Positive) and Jazz Pharmaceuticals Public
Limited Company (BB/Stable), Teva is more highly leveraged and has
a greater loss contingency profile.
The ratings of Teva Pharmaceutical Industries Limited and Teva
Pharmaceuticals USA, Inc. are determined to be the same under
Fitch's Parent and Subsidiary Linkage Criteria. The overall linkage
of the two entities is deemed to be strong in light of the
strategic, legal and operational ties between the two entities.
Hence, there is no notching between the ratings. No Country Ceiling
or operating environment aspects affect the rating.
Teva had a modest amount of convertible senior debentures
outstanding as of June 30, 2024, following the exercise by holders
of the debentures to require Teva to redeem such debentures in
February 2021. The remaining USD23 million are treated as senior
unsecured debt in Teva's capital structure and receive no equity
credit because the principal amount is paid in cash and only the
residual conversion value above the principal amount is paid in
shares.
Key Assumptions
- Copaxone revenue of USD350 million-USD400 million; Austedo
revenue of USD1.5 billion-USD2.2 billion and Ajovy revenue of
USD500 million-USD700 million over the forecast through 2027; a
modest contribution is assumed from products launched in 2024 and
the late-stage pipeline;
- Generic medicine revenue grows at a CAGR of approximately 1% over
the forecast as generic erosion is counteracted by new generic
product launches;
- Adjusted EBITDA margins improve gradually over the forecast
period in the range of 26% to 26.5%;
- Cash costs in the range of USD400 million-USD800 million for
litigation settlements and restructuring charges over the
forecast;
- A modest investment in working capital through the forecast
period, which may fluctuate depending on the level of new product
launches;
- Debt reduction remains a priority but declines to levels in line
with FCF generation; Fitch treats the balance of sold receivables
as a component of adjusted debt;
- Teva's effective interest expense rises as debt is refinanced at
higher coupons of approximately 6.5% to 7.0%;
- Gross EBITDA leverage declines below 5.0x in 2024; (cash flow
from operations - capex) to total debt exceeds 10% in financial
years 2025-2027;
- Net proceeds from the sale of TAPI are realized in FY 2025 of
which $1.2 billion are used to pay debt.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Gross EBITDA leverage maintained below 4.5x and Cash
flow-capex/Debt sustained greater than 10%;
- Positive rating momentum will be driven primarily by revenue
growth, debt reduction and the favorable resolution of the
litigation profile;
- Maintaining adequate levels of FCF to continue to pay debt
maturities through the forecast period;
- Completion of the sale of TAPI and use of proceeds for debt
reduction.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Gross EBITDA leverage sustained above 5.0x and Cash
flow-capex/Debt sustained below 7.5%;
- The company cannot maintain stable operating performance and
reduce debt, in part due to litigation expenses above forecasts,
increased headwinds from the generic pricing environment, and an
inability to generate meaningful sales from new product launches;
- FCF, although positive, declines to levels that meaningfully
increase Teva's reliance on asset sales or new external sources of
capital to meet debt obligations.
Liquidity and Debt Structure
Cash Prioritized for Deleveraging: Teva's principal sources of
short-term liquidity are cash flow from operations, cash
investments, liquid securities and a USD1.8 billion revolving
credit facility, which matures in April 2027.
The revolving credit facility, amended in May 2024, contains
certain covenants, including limitations on incurring liens and
indebtedness and maintaining certain financial ratios, including a
maximum net leverage ratio of 4.0x for: (i) 2024 and 2025 and the
first quarter of 2026, (ii) 3.75x in the second, third, and fourth
quarters of 2026 and (iii) 3.5x in the first quarter of 2027 and
thereafter. Fitch believes Teva has adequate flexibility under the
EBITDA calculation to comply with the amended ratio requirements
over the forecast period.
Securitization Facilities: Teva increased its use of receivable
securitization facilities in 2022 to accelerate its cash
collections. Fitch views the balance of sold receivables (about
$1.5 billion as of June 30, 2024) at any balance-sheet date as
representing a form of collateralized financing and adjusts
reported debt and the changes in the balances of sold receivables
as a component of financing cash flows.
Debt Maturities: Fitch believes Teva has adequate sources of
liquidity from FCF and available cash to meets its obligations in
fiscal years 2024 and 2025 and, if Teva were to use substantially
all of its the net proceeds from the sale of TAPI (which is Fitch's
expectation), it would be in a position to meet all of its
maturities for fiscal years 2026 and 2027 from available cash and
FCF without a need for refinancing.
The FCF forecast is principally sensitive to product revenue,
revenue from new products, cost reductions and litigation costs.
Fitch believes Teva may benefit over the medium to long term from
its focus on innovative and complex pharmaceuticals, which
generally command higher prices and margins. However, the
commoditized portion of its generic drug portfolio is more prone to
pricing pressure. Teva's effective interest expense rises as debt
is refinanced at higher coupons.
If Teva settles any litigation matters for amounts significantly in
excess of those assumed by Fitch or if faster-than-anticipated
payments are required, it could constrain R&D spending, investments
and debt-paying capabilities and, thus, constrain any positive
rating momentum or result in negative rating momentum.
Issuer Profile
Teva is a global pharmaceutical company operating worldwide with
headquarters in Israel and a significant presence in the U.S.,
Europe and other markets around the world. Its key strengths
include world-leading generic medicines expertise and portfolio, a
focused specialty medicines portfolio and global infrastructure and
scale.
Summary of Financial Adjustments
Fitch has adjusted historical and forecasted EBITDA to remove the
effects of reported merger and integration expenses, restructuring
costs, impairments, gains from anti-trust legal settlements,
litigation charges and LIFO inventory related adjustments; Fitch
has included charges to EBITDA to reflect an estimate of
restructuring and litigation costs that it believes may be
recurring.
For the year ended Dec. 31, 2023, these adjustments led to EBITDA
of USD4.1 billion as compared to the USD4.8 billion of adjusted
EBITDA reported by Teva. In addition, Fitch has adjusted reported
debt and financing cash flows (debt repayment) to include the
balance of receivables sold and the annual changes related to such
balances, respectively, in connection with EU and U.S.
securitization facilities.
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
Teva has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to pressure to contain healthcare spending growth, a
highly sensitive political environment, exposure to price-fixing
and opioid litigation, and social pressure to contain costs or
restrict pricing. This has a negative impact on the credit profile
and is relevant to the rating 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
----------- ------ -------- -----
Teva Pharmaceutical
Finance Netherlands
IV B.V.
senior unsecured LT BB Upgrade RR4 BB-
Teva Pharmaceutical
Finance Co, LLC
senior unsecured LT BB Upgrade RR4 BB-
Teva Pharmaceutical
Finance Netherlands
II B.V.
senior unsecured LT BB Upgrade RR4 BB-
Teva Pharmaceutical
Industries Limited LT IDR BB Upgrade BB-
senior unsecured LT BB Upgrade RR4 BB-
Teva Pharmaceutical
Finance Netherlands
III B.V.
senior unsecured LT BB Upgrade RR4 BB-
Teva Pharmaceuticals
USA, Inc. LT IDR BB Upgrade BB-
senior unsecured LT BB Upgrade RR4 BB-
TOKYO SMOKE: Begins Sale Process With CAD$77-Mil. Offer
-------------------------------------------------------
Tokyo Smoke, an award-winning cannabis retailer, on Sept. 19, 2024,
announced that it has entered into a Share Subscription Agreement
with TS Investments Corp., the parent of Tokyo Smoke, pursuant to
which the Buyer will subscribe for all of the issued and
outstanding shares of Tokyo Smoke. The purchase price under the
Stalking Horse Agreement is approximately CAD$77 million plus the
Buyer's obligation to assume certain liabilities. Tokyo Smoke is
pleased to have the support of the parent company through the
Stalking Horse Agreement as part of its continued commitment to the
business.
As part of the Stalking Horse Agreement, the Company has obtained
approval by the Court in its restructuring proceedings commenced
under the Companies' Creditors Arrangement Act to implement a sale
and investment solicitation process to solicit interest in and
opportunities for a sale, restructuring, recapitalization or other
form of reorganization of the Company's business for a purchase
price above the purchase price being offered by the Buyer under the
Stalking Horse Agreement.
Interested bidders are encouraged to participate in the Sale
Process. The Sale Process is a two-phase process that will commence
on September 20, 2024. Phase I is intended to solicit non-binding
letters of interest. The deadline to submit letters of interest
compliant with the Sale Process terms is 5:00 p.m. Eastern Time on
October 21, 2024. Phase II will solicit binding agreements from
compliant parties with bids required to be submitted by 5:00 pm
Eastern Time on November 11, 2024.
The consummation of any bid, including the bid submitted by the
Buyer pursuant to the Stalking Horse Agreement is subject to
closing conditions that are customary for transactions of this
nature under the CCAA, including compliance with the applicable
bidding procedures and approval of the Court.
Tokyo Smoke commenced restructuring proceedings under the CCAA to
align its operations with current market and regulatory conditions,
which have significantly changed since the initial licensing
regimes were introduced. The Company intends to exit from CCAA
protection as a stronger business, better positioned to continue
providing premium products to its customers over the long-term,
while continuing to provide jobs to its dedicated employees across
Canada.
About Tokyo Smoke
Tokyo Smoke is an award-winning cannabis retailer committed to
bringing Canadians the highest quality, regulated products online
and across 61 convenient retail locations. Tokyo Smoke educates and
empowers customers to make well-informed decisions about safe,
high-quality cannabis products -- curating unique offerings and
product assortments that reflect Canadians' interests,
neighbourhood by neighbourhood. The group operates approximately
167 locations in total across Ontario, Manitoba, Saskatchewan and
Newfoundland and Labrador through its various retail programs.
Reconstruct LLP is acting as legal advisors to Tokyo Smoke and
Alvarez & Marsal Canada Inc. is acting as the CCAA Monitor.
TUPPERWARE BRANDS: Sept. 25 Hearing on Bid to Use Cash Collateral
-----------------------------------------------------------------
Tupperware Brands Corporation and its affiliated debtors ask the
U.S. Bankruptcy Court for the District of Delaware for authority to
use cash collateral as it undergoes the Chapter 11 process to
facilitate a 30-day bidding process aimed at a value-maximizing
sale of its assets.
In the motion, Tupperware highlights the immediate need for access
to cash collateral to fund critical operations, including payroll,
which is essential for maintaining its workforce. Without these
funds, the company says it would struggle to pay administrative
expenses, satisfy vendor obligations, and ensure the continuity of
its business operations. The lack of cash could lead to operational
disruptions and significant harm to the overall value of the
estate.
The Debtor has engaged with its prepetition secured parties
regarding the consensual use of cash collateral but has not yet
received their consent. The primary creditors include various
financial institutions that hold collateral securing Tupperware's
debt. The company asserts that it is in the best interest of all
stakeholders to grant this access, emphasizing that immediate
liquidity is necessary for preserving the value of the estate
during the bankruptcy process.
The motion seeks both interim and final orders that would permit
the use of cash collateral, provide adequate protection to the
prepetition secured parties, and modify the automatic stay as
required. Tupperware argues that without these orders, the company
risks severe and irreparable damage, making it imperative to act
swiftly to ensure the continuation of its operations and the
potential sale of its assets.
The proposed Adequate Protection for Tupperware Brands Corporation
and its affiliates includes a Carve-Out designed to protect the
rights of professionals involved in the Chapter 11 proceedings.
This Carve-Out ensures that necessary funds remain available for
court fees and professional services, thus preventing
administrative insolvency that could harm the collective rights of
all parties involved.
Tupperware says the proposed Interim Order complies with Local Rule
4001-2(a)(i)(Q) by allowing any appointed committee and other
parties in interest to challenge the validity and priority of
prepetition liens held by the secured creditors. Specifically,
parties have 75 days from the order's entry to file adversary
proceedings, ensuring fair investigation opportunities regarding
Tupperware's $811.8 million in total funded debt.
Provisions modifying the automatic stay are outlined in Local Rules
4001-2(a)(i)(S) and (T). The Interim Order establishes a standard
five-business-day notice period for any Termination Events,
limiting the issues that parties may raise during emergency
hearings, thereby providing clarity and predictability during the
proceedings.
As of the Petition Date, Tupperware has approximately $811.8
million in funded debt, which includes various loans such as a
$399.9 million USD Term A Loan and a EUR196 million EUR Term D
Loan. The company has only $7.4 million in cash on hand, all of
which is subject to the security interests of the Prepetition
Secured Parties.
The Debtors have executed a Master Collateral Agreement and a Dart
Security Agreement, granting security interests to prepetition
creditors. Additionally, Tupperware entered into a Forbearance
Agreement with its creditors to delay enforcement of rights until
specified milestones are achieved, which has been extended multiple
times, most recently to September 30, 2024.
Tupperware's management has determined that immediate access to
cash collateral is critical for ongoing operations during the
Chapter 11 process. Without this access, the company faces the risk
of immediate and irreparable harm to its business and estate, with
a cash flow forecast indicating the need for $7.4 million to
support operations for approximately 30 days.
The Debtors are proposing adequate protection for the Prepetition
Secured Parties, including granting superpriority claims and
adequate protection liens to mitigate any potential loss in value
of their interests. Tupperware asserts that these measures are
essential for the stability of the bankruptcy process and for
maintaining operations during the restructuring period.
A hearing on the matter is set for Sept. 25.
An Ad Hoc Group of Secured Lenders has lodged an objection to the
Debtors' request. The group is joined by GLAS USA LLC and GLAS
Americas LLC. KIA II LLC also filed a limited objection.
About Tupperware Brands
Tupperware Brands Corporation (NYSE: TUP) --
https://www.tupperwarebrands.com/ -- is a global consumer products
company that designs innovative, functional, and environmentally
responsible products. Founded in 1946, Tupperware's signature
container created the modern food storage category that
revolutionized the way the world stores, serves, and prepares food.
Today, this iconic brand has more than 8,500 functional design and
utility patents for solution-oriented kitchen and home products.
The company distributes its products into nearly 70 countries,
primarily through independent representatives around the world.
Tupperware Brands and 12 affiliated entities sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No. 24-12156) on Sept. 17, 2024. In the bankruptcy petition,
Tupperware reported more than $1.2 billion in total debts and
$679.5 million in total assets.
Kirkland & Ellis LLP is serving as legal advisor to Tupperware,
Moelis & Company LLC is serving as the Company's investment banker,
and Alvarez & Marsal is serving as the Company's financial and
restructuring advisor. Epiq is the claims agent and has put up the
page https://dm.epiq11.com/Tupperware
The Debtors' General Bankruptcy Counsel are:
Anup Sathy, P.C.
Spencer A. Winters, P.C.
Jeffrey T. Michalik, Esq.
Gabriela Z. Hensley, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
333 West Wolf Point Plaza
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: anup.sathy@kirkland.com
spencer.winters@kirkland.com
jeff.michalik@kirkland.com
gabriela.hensley@kirkland.com
The Debtors' Co-Bankruptcy Counsel are:
Patrick J. Reilley, Esq.
Stacy L. Newman, Esq.
Michael E. Fitzpatrick, Esq.
Jack M. Dougherty, Esq.
COLE SCHOTZ P.C.
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
Email: preilley@coleschotz.com
snewman@coleschotz.com
mfitzpatrick@coleschotz.com
jdougherty@coleschotz.com
ULTIMATE JETCHARTERS: Updates Unsecureds & Secured Claims Pay
-------------------------------------------------------------
Ultimate Jetcharters, LLC ("UJC") and Ultimate Jet, LLC ("UJ")
submitted a First Amended Joint and Consolidated Disclosure
Statement to accompany First Amended Joint and Consolidated Plan of
Reorganization dated August 19, 2024.
The proposed distributions under the Plan are discussed at sections
III.B and III.C.
General unsecured creditors are classified in Class 3. Class 3
excludes general unsecured claims now or hereafter asserted by
certain persons defined in the Plan as the "Excluded Persons"
(including Nations Consulting Group, LLC and CIBC Bank USA), NFS
Leasing, Inc., and Ultimate Leasing, LLC.
The Debtors project that holders of Allowed Class 3 General
Unsecured Claims will receive a minimum of 12% and a maximum of 17%
of their allowed claims from the "new value" Contribution to be
paid by Nations Consulting Group, LLC, according to the preliminary
claims analysis attached to this Disclosure Statement. The
distribution will be paid from the Contribution to each holder of
an Allowed Class 3 General Unsecured Claim no later than 30 days
after the Effective Date of the Plan.
In addition to the distribution payable to holders of Allowed Class
3 General Unsecured Claims from the Contribution, the Reorganized
Debtors will assign all Avoidance and Recovery Actions to a
Litigation Trust (except for those causes of action and avoidance
and recovery powers against the Excluded Persons, and against NFS
Leasing, Inc., so long as the Court approves the NFS Settlement),
any recoveries or proceeds from which Avoidance and Recovery Action
(net of legal expenses for prosecution and collection thereof) will
be distributable from the Litigation Trust to the holders of
Allowed Class 3 General Unsecured Claims.
Class 2 consists of Secured Claims. Class 2 is impaired by the
Plan. CIBC Bank, USA is owed no less than $7,344,488.21 by the
Debtors (see Proof of Claim No. 12-1 and 22-1) (the "CIBC
Indebtedness") pursuant to the Debtors' respective guaranties. The
CIBC Indebtedness is secured by, among other things, a valid
blanket security interest in the assets of the Debtors including,
without limitation, a perfected first priority security interest in
the Debtors' deposit accounts and the funds deposited therein. The
Debtors assert that the value of the assets securing the loans is
no less than $577,000.00 as of the Petition Date.
The Debtors assert that CIBC is under-secured. The CIBC
Indebtedness shall continue to be paid by Nations Consulting Group,
LLC pursuant to the CIBC Credit Agreement and the CIBC Loan
Documents. CIBC shall retain its liens and security interests in
the Debtors and the Reorganized Debtors' assets (including, without
limitation, the "Collateral" (as that term is defined in the CIBC
Credit Agreement and the CIBC Loan Documents)), but excluding the
Contribution, the GU Distribution, all Avoidance and Recovery
Actions, and any recoveries or proceeds thereof, until the CIBC
Indebtedness is indefeasibly paid in full. The Plan shall not be
effective unless and until (i) Nations Consulting Group, LLC cures
the existing defaults; and (ii) the Debtors reaffirm the
Guaranties.
Subject to and conditioned upon the occurrence of the Effective
Date, and only for so long as CIBC's treatment under the Plan is
not modified or amended in any manner that materially and adversely
affects CIBC without the prior written consent of CIBC, CIBC agrees
that it shall not hold any claim in Class 3 and shall not be
entitled to share in, and shall not receive (a) any portion of the
Contribution; (b) any GU Distribution or (c) any of the Avoidance
and Recovery Actions or any recoveries or other proceeds thereof,
including, but not limited to, to the extent any portion of CIBC's
Class 2 Claim is or may be unsecured.
For the avoidance of doubt, notwithstanding anything to the
contrary contained in the Bankruptcy Code, the Disclosure
Statement, the Plan, the Confirmation Order and/or any other order
of this Court:
* CIBC's right to assert and/or enforce a claim (including,
without limitation, an unsecured claim and/or an unsecured
deficiency claim) against the Debtors and/or Reorganized Debtors
(or their assets) for the CIBC Indebtedness shall not be waived,
discharged or released, but instead shall be fully preserved and
enforceable up to the full outstanding balance of the CIBC
Indebtedness if either: (a) the Effective Date does not occur; or
(b) an Additional Default occurs, except that under no
circumstances shall CIBC hold any claim in Class 3 or be entitled
to share in, or to receive: (a) any portion of the Contribution;
(b) any GU Distributions, or (c) any of the Avoidance and Recovery
Actions or any recoveries or other proceeds thereof. Upon the
occurrence of such Additional Default, or upon the failure of
occurrence of the Effective Date, CIBC shall be entitled to
exercise all its rights, remedies, claims, and/or defenses against
the Debtors and/or the Reorganized Debtors under the CIBC Credit
Agreement and CIBC Loan Documents (including, without limitation,
the Guaranties), and seek to collect the full amount of the
outstanding CIBC Indebtedness from the Debtors and/or the
Reorganized Debtors without the necessity of any motion to, notice
of, hearing on, or order of this Court, except that under no
circumstances shall CIBC hold any claim in Class 3 or be entitled
to share in, or to receive (a) any portion of the Contribution; (b)
any GU Distribution; or (c) any of the Avoidance or Recovery
Actions or any recoveries or other proceeds thereof; and
* Regardless of whether the Effective Date occurs and/or
whether an Additional Default occurs, CIBC's rights, remedies,
claims, and defenses under the CIBC Credit Agreement, the CIBC Loan
Documents or otherwise against or with respect to Nations
Consulting Group, LLC, Nation Land Company, LLC, Michael Farina or
any other obligor and/or guarantor (other than the Debtors) under
the CIBC Credit Agreement and/or CIBC Loan Documents are fully
preserved and expressly reserved. Nothing contained in the Plan
and/or Confirmation Order is or shall be interpreted or construed
as a waiver, limitation, modification, impairment, amendment,
discharge, release, or forbearance of such rights, remedies, claims
and defenses of CIBC except that (for the avoidance of doubt) under
no circumstances shall CIBC hold any claim in Class 3 or be
entitled to share in, or to receive (a) any portion of the
Contribution; (b) any GU Distribution; or (c) any of the Avoidance
and Recovery Actions or any recoveries or other proceeds thereof.
Class 3 consists of General Unsecured Claims. Class 3 is impaired
by the Plan. Each holder of an Allowed Class 3 General Unsecured
Claim shall be paid from the Contribution, not later than 30 days
after the Effective Date of the Plan (the "Distribution Date"), a
distribution in respect of its Allowed Class 3 General Unsecured
Claim that is equal to not less than 12% and not more than 17% of
the dollar amount of its respective Allowed Class 3 General
Unsecured Claim (each, a "GU Distribution" and, collectively, the
"GU Distributions").
If and to the extent the aggregate amount of the Allowed Class 3
General Unsecured Claims decreases prior to the Distribution Date
as a result of partial or complete disallowance of any Unsecured
Disputed Claims in Class 3, such decrease shall increase the
percentage of the GU Distributions to holders of Allowed Class 3
General Unsecured Claims, up to a maximum of 17% of those holders'
respective Allowed Class 3 General Unsecured Claims. To the extent
the GU Distributions to be made to the holders of Allowed Class 3
General Unsecured Claims on the Distribution Date would exceed 17%
of each holder's respective Allowed Class 3 General Unsecured
Claim, Nations shall be entitled to a refund of that portion of the
Contribution necessary to limit the GU Distribution to each holder
of an Allowed Class 3 General Unsecured Claim to 17% of each
holder's respective Allowed Class 3 General Unsecured Claim.
As of August 19, 2024, 12% of the aggregate dollar amount of Class
3 claims is $548,026.26. If and to the extent 12% of the aggregate
amount of Allowed Class 3 General Unsecured Claims exceeds
$548,026.26 on or prior to the Distribution Date as contemplated by
Section 2.3 of the Plan, the amount of the Contribution that
Nations must pay shall increase by the dollar amount necessary for
holders of Allowed Class 3 General Unsecured Claims to receive GU
Distributions equal to at least 12% of the dollar amount of those
holders’ respective Allowed Class 3 General Unsecured Claims, up
to a maximum Contribution of $608,026.26. In no event shall the
Contribution exceed $608,026.26.
In addition, and without limiting or otherwise affecting the GU
Distributions to be paid from the Contribution, each holder of an
Allowed Class 3 General Unsecured Claim shall be paid a pro rata
distribution of any recoveries and other proceeds derived from the
Avoidance and Recovery Actions (after first deducting therefrom any
legal expenses incurred to initiate and prosecute those Avoidance
and Recovery Actions and to collect any such recoveries or other
proceeds ), if any, except for Avoidance and Recovery Actions
against the Excluded Persons or (so long as the Court approves the
NFS Settlement) against NFS Leasing, Inc.
Class 4 consists of Interest Holders. Class 4 is unimpaired by the
Plan. The holder of Interests shall continue their equity ownership
under the Plan; provided that such holders of Interest shall not
receive any distributions from the Debtors or Reorganized Debtors
on account of such Interests until and unless the Contribution is
paid and distributed to the holders of Allowed Class 3 General
Unsecured Claims and the Avoidance and Recovery Actions are
assigned and conveyed to the Litigation Trust and otherwise only as
permitted under the CIBC Loan Documents.
Except and to the extent otherwise expressly provided in the Plan,
and except for the Contribution and the Avoidance and Recovery
Actions (and all recoveries or other proceeds thereof), on and as
of the Effective Date all property of the Debtors' respective
estates and any property acquired by either of the Debtors will
vest in the Reorganized Debtors, free and clear of all claims,
liens, charges, other encumbrances and interests (other than the
liens, claims, and encumbrances specifically provided for in the
Plan).
To fund payments on allowed Allowed Priority Tax Claims, the
Reorganized Debtors shall make distributions from their operating
revenue in regular monthly installments commencing on the Effective
Date over a period ending not later than 5 years after the Petition
Date until paid in full. In addition, the Debtors may still object
to certain Tax Claims under the Plan.
A full-text copy of the First Amended Joint and Consolidated
Disclosure Statement dated August 19, 2024 is available at
https://urlcurt.com/u?l=ubp9Hp from PacerMonitor.com at no charge.
The Debtors' Counsel:
Peter Tsarnas, Esq.
GERTZ AND ROSEN, LTD.
159 S. Main Street, Suite 400
Akron, OH 44308
Tel:(330) 255-0735
E-mail: ptsarnas@gertzrosen.com
About Ultimate Jetcharters
Ultimate Jetcharters, LLC, is a private aviation company in North
Canton, Ohio.
Ultimate Jetcharters sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ohio Case No. 23-51404) on Oct. 10,
2023. In the petition signed by its chief financial officer William
S. Rudner, the Debtor disclosed $500,000 to $1 million in assets
and $10 million to $50 million in liabilities. Judge Alan M.
Koschik oversees the case. Peter Tsarnas, Esq., at Gertsz and
Rosen, Ltd., is the Debtor's legal counsel.
ULTRA HOLDINGS: Seeks Chapter 11 Bankruptcy Protection
------------------------------------------------------
Ultra Holdings LLC filed Chapter 11 protection in the Eastern
District of Arkansas. According to court documents, the Debtor
reports between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 10, 2024 at 1:00 p.m. Tele-Meeting of Creditors.
About Ultra Holdings
Ultra Holdings LLC is engaged in activities related to real
estate.
Ultra Holdings LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Ark. Case No. 24-12871) on Sept.3,
2024. In the petition filed by Thomas Chapin, as member, the
Debtor estimated assets and liabilities between $1 million and $10
million each.
The Honorable Bankruptcy Judge Richard D. Taylor oversees the
case.
The Debtor is represented by:
James E. Smith, Esq.
BARBER LAW FIRM, PLLC
425 West Capitol Avenue, Suite 3400
Little Rock, AR 72201
Tel: (501) 687-1444
Email: mhodge@barberlawfirm.com
UROGEN PHARMA: Dr. Fred E. Cohen Steps Down From Board
------------------------------------------------------
UroGen Pharma Ltd. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that Fred E. Cohen, M.D.,
D.Phil., resigned as a director of the Company, effective
immediately.
Dr. Cohen's resignation is not the result of any disagreement with
the Company on any matter relating to the Company's operations,
policies or practices.
About UroGen Pharma Ltd.
UroGen Pharma Ltd. is a biotech company dedicated to developing and
commercializing innovative solutions that treat urothelial and
specialty cancers. UroGen has developed RTGel reverse-thermal
hydrogel, a proprietary sustained-release, hydrogel-based platform
technology that has the potential to improve the therapeutic
profiles of existing drugs. UroGen's sustained-release technology
is designed to enable longer exposure of the urinary tract tissue
to medications, making local therapy a potentially more effective
treatment option.
Florham Park, New Jersey-based PricewaterhouseCoopers LLP, the
Company's auditor since 2020, issued a "going concern"
qualification in its report dated March 14, 2024, citing that the
Company has incurred losses and experienced negative operating cash
flows since its inception, raising substantial doubt about its
ability to continue as a going concern.
UroGen Pharma reported net losses of $102.2 million and $109.8
million for the years ended December 31, 2023, and 2022,
respectively.
VECTOR WP: Moody's Lowers CFR to 'B3', Outlook Stable
-----------------------------------------------------
Moody's Ratings downgraded the ratings of Vector WP Holdco, Inc.,
including its Corporate Family Rating to B3 from B2, its
Probability of Default Rating to B3-PD from B2-PD and its senior
secured bank credit facility ratings to B3 from B2. The outlook is
stable.
The downgrade reflects weak free cash flow that is caused by low
demand from a challenged lumber market and weak EBITDA margin from
a lower contribution to sales from the higher margin consumable
parts and services products business. Free cash flow-to-debt for
twelve months ended June 30, 2024 was -9.5% and adjusted EBITDA
margin is on a negative trajectory at 14.6%. Free cash flow-to-debt
turned negative and EBITDA margin reached a recent low in late-2023
and have not yet recovered. Adequate liquidity is supported by full
availability under a $100 million senior secured revolving credit
facility.
The stable outlook reflects Moody's expectation that Vector WP will
maintain its position as a significant equipment manufacturer to
the wood processing industry while operating with debt/EBITDA of
around 3.5x.
RATINGS RATIONALE
Vector WP's B3 CFR reflects the company's limited scale and niche
market focus on wood processing that largely serves cyclical end
markets such as housing and construction industries. Wood
processing and lumber-related markets are currently experiencing
weak market conditions driven by low lumber prices tied to high
mortgage interest rates and slower construction. Slow wood mill
operations have negatively impacted Vector WP's total revenue and
the sales mix of its higher margin consumable parts and services
products. Demand for consumable parts and services are more
maintenance-related and has followed the slower lumber production
trends.
Customer concentration for Vector WP is high with the top 10
customers historically accounting for more than 40% of combined
sales. Customer relationships have been longstanding which supports
Vector WP's market position. Given private equity ownership,
Moody's expect the company to remain susceptible to leveraging
events such as debt-financed acquisitions and shareholder
distributions.
Liquidity is adequate and supported by full availability under a
$100 million senior secured revolving credit facility. Negative
free cash flow of -$31 million for twelve months ended June 30,
2024 reflects slower bookings and related deposits and weaker
margins from the sales mix. Moody's expect that free cash flow will
remain negative for the remainder of 2024. Free cash flow should
turn positive in 2025, supportive of Moody's stable outlook.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if weak market conditions persist,
revenue declines, free cash flow worsens or liquidity weakens
further.
The ratings could be upgraded if the operating environment and
corresponding demand improves, free cash flow-to-debt approaches 5%
and adjusted debt-to-EBITDA is sustained below 4.0x.
Vector WP Holdco, Inc. is an equipment manufacturer and consumables
parts and services provider for the wood processing industry. The
company is owned by One Equity Partners. Revenue for the twelve
months ended June 2024 was $656 million.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
VF CORP: Moody's Assigns Ba1 CFR & Alters Outlook to Stable
-----------------------------------------------------------
Moody's Ratings downgraded V.F. Corporation's (VF Corp.) senior
unsecured notes ratings to Ba1 from Baa3, senior unsecured shelf
and senior unsecured MTN program ratings to (P)Ba1 from (P)Baa3,
subordinate shelf rating to (P)Ba2 from (P)Ba1 and preferred shelf
rating to (P)Ba3 from (P)Ba2. At the same time, Moody's assigned VF
Corp. a Ba1 corporate family rating, Ba1-PD probability of default
rating and a SGL-2 speculative grade liquidity rating (SGL). VF
Corp.'s short-term commercial paper ratings were downgraded to NP
from Prime-3. The outlook was changed to stable from negative.
The downgrades reflect VF Corp.'s weaker credit profile as the
company continues to transform its business with significant
organizational and operational initiatives through its project
Reinvent. While Moody's view the transformation initiatives
positively, the actions required are very extensive and require a
long time frame to realize the needed significant financial
improvement. Although cost reductions have been successful and well
underway with inventories realigned to support more full price
selling, meaningful additional changes are still required,
particularly to its Vans business. In addition, the difficult
consumer spending environment presents notable risks to realizing
and sustaining the revenue and gross margin improvements required
to bring credit metrics back to levels that are in line with an
investment grade rating. For the LTM ended June 29, 2024, VF
Corp.'s debt/EBITDA was 6.4x and EBITA/ interest was 1.6x.
Assuming that the proceeds from the pending sale of Supreme are
entirely used to repay debt and a recovery in EBITDA by the end of
the fiscal year ended March 2025, Moody's estimate FY 2025
debt/EBITDA at 4.4x and EBITA/interest at 2.5x on a proforma basis.
RATINGS RATIONALE
VF Corp.'s Ba1 CFR is supported by its position as one of the
largest global apparel, footwear, and accessory companies, with
revenue of about $10 billion for the twelve months ended June 29,
2024. Although the company has multiple brands in its portfolio,
its financial performance is weighted toward The North Face and
Vans, its two largest brands. VF Corp.'s ratings also reflect
governance considerations, including the its public commitment to a
2.5x leverage target and repaying its $1.0 billion delayed draw
term loan (unrated) due in December 2024 and its $750 million
senior unsecured notes due April 2025 with the proceeds from its
announced sale of its Supreme Brand to EssilorLuxottica (A2,
stable) for approximately $1.5 billion. Debt/EBITDA, which is
currently elevated, is expected to decline to around 4.4x at the
end of VF Corp.'s fiscal 2025. However, EBITA/interest coverage
will remain depressed at 2.5x proforma for the repayment of the its
upcoming maturities with the sale proceeds from Supreme. The
company has reduced costs by approximately $300 million with a
significant portion to be reinvested as several organization
changes have supported streamlining processes. Several management
appointments been completed including brand heads of Vans and The
North Face, as well as a new Chief Financial Officer. Liquidity is
good as VF Corp. is expected to remain in compliance with the
maintenance covenant in its revolver credit facility and free cash
flow combined with Supreme asset sale proceeds positions the
company to repay its upcoming maturities.
The stable outlook is supported by Moody's view that operating
trends will improve significantly in the second half of fiscal 2025
as its turnaround actions take hold and the VF Corp. cycles weak
financial results. The stable outlook also reflects that VF Corp.
will use the net proceeds from its $1.5 billion sale of its Supreme
brand to repay its upcoming debt maturities and maintain at least
good liquidity including sufficient financial covenant cushion.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded should each of its major business
segments post consistent sales and profit growth and with evidence
of solid health of its major brands. A ratings upgrade would also
require at least good liquidity, including positive free cash flow,
an unsecured capital structure, and a conservative financial
policy. Quantitatively, VF Corp.'s rating could be upgraded if
lease-adjusted debt/EBITDA is sustained comfortably below 4.0x,
EBITA/interest is above 4.5x and RCF/net debt is above 20%.
Ratings could be downgraded should VF Corp.'s operational
performance not improve or liquidity deteriorates for any reason.
Quantitatively, VF Corp.'s ratings could be downgraded if
lease-adjusted debt/EBITDA is sustained above 4.5x or
EBITA/interest is sustained below 3.5x.
Headquartered in Denver, Colorado, V.F. Corporation is a leader in
branded lifestyle apparel, footwear and related accessories. Its
largest brands, post its pending sale of Supreme, include The North
Face, Vans, Timberland, and Dickies. Revenue was approximately
$10.3 billion for the twelve months ended June 29, 2024.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
VIEWBIX INC: Submits Nasdaq Application for Uplisting
-----------------------------------------------------
Viewbix Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that it has submitted an
application to uplist to the Nasdaq Stock Market LLC. This move is
expected to provide the Company with greater exposure to one of the
largest capital markets in the world and, it hopes, enhance its
visibility and accelerate its growth trajectory.
The timing of the Nasdaq uplisting process will depend on a variety
of factors, including, but not limited to, overall market
conditions. No assurance can be given that our application will be
approved or that a trading market will develop.
About Viewbix
Headquartered in Ramat Gan, Israel, Viewbix is a digital
advertising platform that develops and markets a variety of
technological platforms that automate, optimize, and monetize
digital online campaigns. Viewbix's operations were previously
focused on analysis of the video marketing performance of its
clients as well as the effectiveness of their messaging. With the
Video Advertising Platform, Viewbix allowed its clients with
digital video properties the ability to use its platforms in a way
that allows viewers to engage and interact with the video. The
Video Advertising Platform measured when a viewer performs a
specific action while watching a video and collects and reports the
results to the client. The Company, through its subsidiaries Gix
Media and Cortex, expanded its digital advertising operations
across two additional main sectors: ad search and digital content.
Tel Aviv, Israel-based Brightman Almagor Zohar & Co., A Firm in the
Deloitte Global Network, the Company's auditor since 2012, issued a
"going concern" qualification in its report dated March 25, 2024,
citing that the Company's non-compliance with its debt covenants as
of Dec. 31, 2023 and the decrease in revenues and positive cash
flows from operations may result in the Company's inability to
repay its debt obligations during the 12-month period following the
issuance date of these financial statements. These conditions raise
a substantial doubt about the Company's ability to continue as a
going concern.
For the year ended December 31, 2023, Viewbix reported a net loss
of $8,687,000, compared to a net income of $1,117,000 for the same
period in 2022. As of June 30, 2024, Viewbix had $30 million in
total assets, $20.3 million in total liabilities, and $9.7 million
in total equity.
WELLPATH HOLDINGS: S&P Lowers ICR to 'CCC' as Maturities Approach
-----------------------------------------------------------------
S&P Global Ratings removed its ratings on WellPath Holdings Inc.
from CreditWatch with negative implications, where it placed them
on April 1, 2024.
S&P said, "We lowered our issuer credit rating on WellPath to 'CCC'
from 'CCC+', our issue-level rating on its first-lien term loan to
'CCC' from 'CCC+', and our issue-level rating on its second-lien
term loan to 'CC' from 'CCC-'."
S&P believes there is elevated risk that WellPath will pursue
measures to restructure its capital structure that it will view as
a distressed exchange. The Oct. 1 maturity for WellPath's $65
million revolving credit facility (nearly fully drawn) is
approaching, and its $474 million first-lien term loan becomes a
current obligation in less than three months (maturing in October
2025). The company's weak financial performance the past few years,
inability to generate sustainable free cash flow, uncertain benefit
from recent business initiatives, trading levels at about 50 cents
on the dollar, and lack of a publicly announced refinancing plan
suggest that its capital structure may be unsustainable.
WellPath's cash flow has been weak. The company reported a free
operating cash flow (FOCF) deficit of about $10 million in 2023,
which S&P expects to increase to about break-even for 2024 due to
improvements in the labor situation and its exit from unprofitable
contracts. However, there's much uncertainty whether cash flow will
improve sufficiently to sustain its capital structure.
The negative outlook reflects the elevated risk that WellPath will
restructure its debt in a manner S&P would consider distressed.
S&P could lower its rating on WellPath if it believes a distressed
exchange or default is inevitable within six months.
S&P could raise the rating if the company refinances its debt,
lessening the chances of a distressed exchange or default.
S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of WellPath. Our
assessment of the company's financial risk profile as highly
leveraged reflects corporate decision-making that prioritizes the
interests of controlling owners, in line with our view of most
rated entities owned by private-equity sponsors. Our assessment
also reflects the generally finite holding periods and a focus on
maximizing shareholder returns.
"Social factors are, on balance, neutral to our analysis.
Correctional facilities will continue to provide health care to
inmates, and we expect they will continue to outsource this
function to operators such as WellPath. In addition, we believe its
small but expanding segment providing behavioral health services to
inmates is valuable to this population."
WIDELL RENOVATIONS: Sec. 341(a) Meeting of Creditors on Oct. 7
--------------------------------------------------------------
Widell Renovations LLC filed Chapter 11 protection in the Northern
District of Oklahoma. According to court filing, the Debtor reports
$1,054,944 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
October 7, 2024 at 10:00 a.m. in Room Telephonically.
About Widell Renovations LLC
Widell Renovations LLC is primarily engaged in renting and leasing
real estate properties.
Widell Renovations LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Okla. Case No.
24-11158) on September 5, 2024. In the petition filed by William
Widell, as member and manager, the Debtor reports total assets of
$1,920,700 and total liabilities of $1,054,944.
The Honorable Bankruptcy Judge Terrence L. Michael oversees the
case.
The Debtor is represented by:
Ron Brown, Esq.
BROWN LAW FIRM PC
1609 E. 4th St.
Tulsa OK 74120
Tel: (918) 585-9500
Email: ron@ronbrownlaw.com
WILLSCOT HOLDINGS: S&P Affirms 'BB' ICR, Off CreditWatch Negative
-----------------------------------------------------------------
S&P Global Ratings affirmed the ratings on WillScot Holdings Corp.,
including the 'BB-' issue ratings on the senior secured notes, one
notch lower than the issuer credit rating due to the recovery
rating of '5', indicating its expectation of a modest recovery
(10%) in the event of a default.
The stable outlook reflects S&P's expectation that WillScot will
maintain stable operating performance and credit metrics through
2024 and 2025.
On Sept. 18, 2024, WillScot Holdings Corp. announced that WillScot
and McGrath RentCorp had mutually agreed to terminate WillScot's
planned acquisition of McGrath, based on a joint determination that
there was no commercially viable path to clear the regulatory
requirements for the transaction.
WillScot's market position would have strengthened if the
acquisition were completed, but debt would have increased by about
$2.7 billion (from $3.3 billion), which would have weakened the
company's credit metrics temporarily. S&P expects the company to
have sufficient liquidity and cash flow to absorb the $180 million
termination fee in the third quarter without a material effect on
business operations.
Revenue is forecast to grow 3%-6% in 2024--lower than the 10%
growth in 2023 due to softer nonresidential construction demand,
which has pressured volumes in both modular and storage. We expect
growth to pick up slightly in 2025, based on our expectations for
lower interest rates, improving construction activity, and
WillScot's steadily improving market position.
This is down from the earlier anticipated increase to 4.3x. In line
with the company's target, the S&P Global Ratings-calculated
metrics are also set to return to the levels anticipated prior to
the acquisition announcement, including EBIT interest coverage near
3x and funds from operations (FFO) to debt of 22%-23% in 2024.
WNY PROPERTY: Taps Gleichenhaus Marchese & Weishaar as Counsel
--------------------------------------------------------------
WNY Property Management 1, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of New York to hire
Gleichenhaus, Marchese & Weishaar as counsel.
The firm will render these services:
(a) advice the Debtor with respect to its powers and duties as
Debtor-in-Possession in the continued operation of its business and
in the management of its assets;
(b) take necessary action to avoid liens against Debtor's
property, remove restraints against Debtor's property and such
other actions to remove any encumbrances of liens which are
avoidable, which were placed against the property of the Debtor
prior to the filing of the Petition instituting this proceeding and
at a time when the Debtor was insolvent;
(c) take necessary action to enjoin and stay until final
decree any attempts by secured creditors to enforce liens upon
property of the Debtor in which property Debtor has substantial
equity;
(d) represent the Debtor in any proceedings which may be
instituted in this Court by creditors or other parties during the
course of this proceeding;
(e) prepare necessary petitions, answers, orders, reports, and
other legal papers; and
(f) perform all other legal services for the Debtor as
Debtor-in-Possession, or to employ attorneys for such services.
The firm will be paid at these rates:
Michael A. Weishaar, Esq. $395 per hour
Scott Bogucki, Esq. $375 per hour
Other Attorneys $350 per hour
Paralegals $100 per hour
The firm received a retainer in the amount of $5,500.
Michael Weishaar, an attorney at Gleichenhaus, Marchese & Weishaar,
PC, disclosed in court filings that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Michael A. Weishaar, Esq.
GLEICHENHAUS, MARCHESE & WEISHAAR, PC
930 Convention tower
43 Court Street
Buffalo, NY 14202
Tel: (716) 845-6446
About WNY Property Management 1
WNY Property Management 1, LLC, a company in Amherst, N.Y., sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. N.Y. Case No. 24-10853) on August 7, 2024, with $100,001 to
$500,000 in both assets and liabilities.
Judge Carl L. Bucki presides over the case.
Robert B. Gleichenhaus, Esq., at Gleichenhaus, Marchese & Weishaar,
P.C. represents the Debtor as legal counsel.
WORKHORSE GROUP: ATW Opportunities, Affiliates Hold 9.9% Stake
--------------------------------------------------------------
ATW Opportunities Master Fund II, L.P. disclosed in a Schedule 13G
Report filed with the U.S. Securities and Exchange Commission that
as of September 5, 2024, the fund and its affiliates -- Horsepower
Opportunities LLC, ATW Partners Opportunities Management, LLC,
Antonio Ruiz-Gimenez, and Kerry Propper -- beneficially owned
3,229,199 shares of Workhorse Group Inc.'s common stock,
representing 9.9% of the shares outstanding.
The common stock reported represents Shares held directly by
Horsepower Opportunities LLC as the "Holding Company" and Shares
the Holding Company can acquire through the exercise of warrants
and convertible debt. The Holding Company is wholly owned by the
private fund, ATW Opportunities Master Fund II, L.P. as the "Fund".
ATW Partners Opportunities Management, LLC serves as the investment
manager to the Fund. Antonio Ruiz-Gimenez and Kerry Propper serve
as the managing members of the Adviser. By virtue of these
relationships, the Reporting Persons may be deemed to have shared
voting and dispositive power with respect to the Shares owned
directly by the Holding Company.
As of September 13, 2024, the Holding Company held (i) 46,249
Shares; (ii) certain warrants; and (iii) certain convertible debt,
each (ii) and (iii) are exercisable into Shares. Further, each of
(i) - (iii) are subject to a blocker which prevents the Holding
Company from exercising its warrants and convertible debt to
purchase Shares or otherwise convert such instruments into Shares
to the extent that, upon such exercise, the Holding Company,
together with its affiliates would beneficially own in excess of
9.99% of the Shares outstanding as a result of such exercise or
conversion.
As such, the percent of class reported herein is giving effect to
the Blocker and is based upon a statement in the Workhorse's Form
10-Q filed on August 19, 2024 that there were 24,362,546 Shares
outstanding as of August 12, 2024 plus the approximate total number
of Shares that the Reporting Persons have acquired and can acquire
upon the exercise of warrants and/or convertible debt subject to
the Blocker in accordance with Rule 13d-3(d)(1)(i) under the Act.
About Workhorse Group
Workhorse Group Inc. -- http://www.workhorse.com-- is a technology
company focused on providing electric vehicles to the last-mile
delivery sector. As an American original equipment manufacturer,
the Company designs and builds high-performance, battery-electric
trucks. Workhorse also develops cloud-based, real-time telematics
performance monitoring systems that are fully integrated with its
vehicles and enable fleet operators to optimize energy and route
efficiency. All Workhorse vehicles are designed to make the
movement of people and goods more efficient and less harmful to the
environment.
Cincinnati, Ohio-based Grant Thornton LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 12, 2024, citing that the Company incurred a net loss
of $123.9 million and used $123.0 million of cash in operating
activities during the year ended December 31, 2023. As of that
date, the Company had total working capital of $40.5 million,
including $25.8 million of cash and cash equivalents, and an
accumulated deficit of $751.6 million. These conditions, along with
other matters, raise substantial doubt about the Company's ability
to continue as a going concern.
As of June 30, 2024, Workhorse Group had $105.4 million in total
assets, $46.7 million in total liabilities, and $58.6 million in
total stockholders' equity.
WRENA LLC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Wrena, LLC
265 Lightner Rd.
Tipp City, OH 45371
Business Description: Wrena is a Tier 1 and Tier 2 automotive
supplier that is a full-service supplier of
stamped structural, tubular components,
assemblies, and fine blank automotive
component parts. Wrena supplies a wide
range of product applications to its
customers, including small to large
stampings, fine blanking stampings,
structural and drawn stampings, plastic
insert molded stampings, welded
assemblies, fabricated assemblies, and
clutch assemblies.
Chapter 11 Petition Date: September 23, 2024
Court: United States Bankruptcy Court
Eastern District of Michigan
Case No.: 24-49047
Judge: Hon. Maria L Oxholm
Debtor's Counsel: Scott A. Wolfson, Esq.
WOLFSON BOLTON KOCHIS PLLC
3150 Livernois
Suite 275
Troy, MI 48083
Tel: 248-247-7103
Fax: 248-247-7099
Email: swolfson@wolfsonbolton.com
Debtor's
Financial
Advisor: DWH CORP
Debtor's
Investment
Banker: CASCADE PARTNERS LLC
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Scott Eisenberg as CRO.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/XBGGZNA/Wrena_LLC__miebke-24-49047__0003.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/5DZPYRI/Wrena_LLC__miebke-24-49047__0001.0.pdf?mcid=tGE4TAMA
YOUNG MEN'S: Decides to Close Camp Cha-La-Kee in Chapter 11
-----------------------------------------------------------
Emily Moessner of News 19 reports that The Heart of the Valley YMCA
is set to shutter the doors of an overnight camp it's had since the
late 1950s as it navigates the bankruptcy process.
This news came during a bankruptcy hearing Monday at the U.S.
District Courthouse in Huntsville. Back in August 2024, the Heart
of the Valley YMCA filed for Chapter 11 bankruptcy, as a result of
financial issues tied to $15.5 million in mortgage debt.
The Heart of the Valley YMCA said its three main facilities in
Madison County will continue to operate, however, it has made the
"very difficult decision" to close Camp Cha-La-Kee in Guntersville.
According to the YMCA, the camp has been a part of the YMCA family
since 1957.
During the hearing, an attorney for the YMCA said the "Y" plans to
sell the camp, and some other real estate owned by the YMCA, as it
hopes to recover from its financial issues.
According to Interim YMCA CEO, Jeff Collen, the camp has been
losing money in recent years.
The 61-acre camp is located on the shores of Lake Guntersville.
According to the YMCA's attorney, the YMCA will have to work
through some "restrictions" with the Tennessee Valley Authority
(TVA) before it can sell the camp, in hopes of getting the largest
possible value in a sale.
According to Collen, the TVA gave over the property to the YMCA,
however, the TVA has restrictions on the property, including that
it currently remains a "recreational property" and could not be
developed into individual lots for homes.
During the hearing Monday, September 16, 2024, the YMCA agreed to
pay monthly $35,000 payments to Redstone Federal Credit Union until
they work on a long-term financial agreement. This will be
reevaluated at the next court hearing set for Nov. 4.
The YMCA said it owes $15.5 million to Redstone Federal Credit
Union, the remainder of a loan it took out in 2009, primarily to
build the Hogan Family YMCA in Madison.
Collen tells News 19 that the YMCA plans to have a capital campaign
to raise funds to pay down the debt, however, that plan is still in
the early stages.
According to court records, the YMCA has approximately 7,028
membership agreements among members at the Hogan Family YMCA,
Downtown Express YMCA, and the Southeast Family YMCA in South
Huntsville. An attorney for the YMCA said that many of those
agreements are family agreements, so the total membership of the
YMCA is about 20,200 people.
YMCA officials tell News 19 that since filing for bankruptcy, there
have been no changes to programs that are being offered, and no
decline in membership.
The next hearing for the bankruptcy filing will be held on at 11
a.m., on November 4, 2024 at the new Federal Courthouse on Gallatin
Street.
About Young Men's Christian Association of Metropolitan
Young Men's Christian Association of Metropolitan, doing business
as Heart of the Valley YMCA, Downtown Express YMCA, Hogan Family
YMCA, Southeast Family YMCA, YMCA Camp Cha-La-Kee, YMCA Downtown
Early Childhood Education Center, YMCA Northwest Early Childhood
Education Center, and YMCA Southeast Early Childhood Education
Center, is a non-profit organization that offers programs to
support the needs of a growing and diverse communities including
child care, health & fitness, teen programs and community
programs.
Young Men's Christian Association of Metropolitan sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ariz.
Case No. 24-81638) on August 23, 2024. In the petition filed by
Jeff Collen, as interim chief executive
officer, the Debtor reports estimated assets and liabilities
between $10 million and $50 million each.
The Debtor is represented by:
Kevin D. Heard, Esq.
HEARD, ARY & DAURO, LLC
303 Williams Avenue
Park Plaza, Suite 921
Huntsville, AL 35801
Tel: 256-535-0817
E-mail: kheard@heardlaw.com
YZ ENTERPRISE: Unsecureds to Get 2.3 Cents on Dollar in Plan
------------------------------------------------------------
YZ Enterprise Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Ohio a Plan of Reorganization under Subchapter
V dated August 19, 2024.
The Debtor was founded in 1989 by Yuval and Susan Zaliouk
("Zaliouks"). The Debtor operates under the trade name of
Almondia.
Yuval and Susan Zaliouk are each 50% owners of the Debtor. The
Debtor's business operations consists of the manufacture of various
types of cookies and like delicacies. The recipes for the Debtor's
products are trade secrets. The original Almondina cookie stems
from a recipe handed down to Mr. Zaliouk by his grandmother. Mr.
Zaliouk's love for his grandmother's cookies is what inspired him
to start the Debtor's business operations.
The Plan Proponent's financial projections show that the Debtor
will have total projected disposable income for the 3-year term of
this Plan of $78,887.11. The final Plan payment is expected to be
paid on the Third Anniversary from the Effective Date of this
Plan.
This Plan of Reorganization under chapter 11 of the Bankruptcy Code
proposes to pay creditors of the Debtors from its Disposable
Income.
Non-priority unsecured creditors holding allowed claims will
receive an estimated distribution over the length of this Plan of
$78,887.11 ("Total Disposable Income") which the proponent of this
Plan has valued at approximately 2.3 cents on the dollar.
Class 10 consists of General Unsecured Claims. Allowed unsecured
claims will be paid pro-rata from the Debtor's Disposable Income,
as defined in Section 1191(d) of the Bankruptcy Code, after and
subject to the payment of those administrative expenses and costs
provides for in Article 3 of this Plan. In no event, however, shall
allowed claims in this Class, as a group, receive less than the
Liquidation Value of the Debtor's assets. No interest shall accrue
on any Claims in this Class.
The Debtor's Disposable Income shall be based upon the net income
received by the Debtor based upon those cash flow projections.
Based upon these projections, the Debtor's total disposable income
over the length of this Plan is $78,887.11. Claims in this Class
are impaired and are entitled to Vote on this Plan.
Class 11 consists of the outstanding shares of stock held by Yuval
Zaliouk and Susan Zaliouk. On the Effective Date, except to the
extent otherwise provided herein, all issued and outstanding shares
of stock in the Debtor in existence at the commencement of the
case, including any instruments, certificates, agreements and other
documents evidencing or relating to such stock interests shall vest
in Tamar Markam and Jason Markham in the following proportions: (1)
51% to Tamar Markham; and (2) 49% to Jason Markham.
The Plan will be implemented and funded through the future business
operations of the Debtor. The Debtor may also seek to obtain
post-confirmation financing, but this is not expected in the short
term. As a part of its reorganization, the Debtor does not
contemplate the sale of any assets except that assets may be sold
to the extent that it is later determined they are no longer of a
value to the Debtor's business operation or their useful life for
the Debtor has expired.
A full-text copy of the Subchapter V Plan dated August 19, 2024 is
available at https://urlcurt.com/u?l=73mw4Y from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Eric R. Neuman, Esq.
Diller and Rice LLC
124 E. Main Street
Van Wert, OH 45891
Telephone: (419) 238-5025
Facsimile: (419) 238-4705
Email: Eric@drlawllc.com
About YZ Enterprise
YZ Enterprise Inc., a food manufacturer specializing in bites,
cookies, and toastees, sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 24-31033) on May
31, 2024. In the petition signed by Tamar Markham, chief executive
officer, the Debtor disclosed $811,199 in total assets and
$3,738,187 in total liabilities.
Judge John P. Gustafson oversees the case.
Eric R. Neuman, Esq., at Diller and Rice LLC represents the Debtor
as legal counsel.
[] 2024 Distressed Investing Conference Agenda Announced
--------------------------------------------------------
Beard Group Inc. has released the agenda for the 31st Annual
Distressed Investing Conference scheduled for Wed., Dec. 4, 2024 at
The Harmonie Club in New York City.
This year's event will kick off with opening remarks from
conference co-chairs, Joshua A. Sussberg, Partner at Kirkland &
Ellis LLP, and Harold L. Kaplan, Partner at Foley & Lardner LLP, to
be followed by the Annual Year In Review by Steve Gidumal,
President and Managing Partner of Virtus Capital, LP.
David Griffiths, Partner at Weil, Gotshal & Manges LLP, will head a
roundtable discussion on the Health of the Restructuring Industry;
and David Hillman, Partner at Proskauer Rose LLP, will lead a panel
discussion on Private Credit Restructuring.
The event also features a pair of sessions on Liability Management:
Structuring From Creditor On Creditor Violence To Cooperation, to
be led by Damian Schaible, Partner at Davis Polk & Wardwell LLP,
and John Sobolewski, Partner at Wachtell, Lipton, Rosen & Katz; and
Bankruptcy Litigation -- Go Wesco Young Man, with Mark Hebbeln,
Partner at Foley & Lardner LLP as Moderator, Lorenzo Marinuzzi,
Partner at Morrison & Foerster LLP, and Zachary Rosenbaum at Kobre
& Kim.
Will We Ever Go Shopping/Officing Again? The afternoon's slate will
start with a discussion on the state of Retail and Commercial Real
Estate to be led by Hilco Global, followed by Trends, Friends, And
Venues with Kirkland's Joshua A. Sussberg.
Stephanie Wickouski, Partner at Locke Lord LLP, will moderate "Top
Considerations For A Board Before And During A Bankruptcy: What
Investors Need To Know About What Happens In The Boardroom." She
will be joined by Michelle Dreyer, Managing Director at CSC Global
Financial Markets, and Chelsea A. Grayson, Managing Director at
Pivot Group, Board Member at both Xponential Fitness and Beyond
Meat.
A session on "Recognition, Releases And Torts In A Cross-Border
World" will be led by Evan Hill, Partner at Skadden, Arps, Slate,
Meagher & Flom LLP as Moderator.
Virtus' Steve Gidumal will cap the day's events with Investor's
Roundtable.
The conference also features two side events: The Harvey R. Miller
Annual Awards Luncheon and the Networking Reception and Awards
Honoring Outstanding Young Restructuring Lawyers in the evening.
Jamie Sprayragen, Vice Chairman of Hilco Global, will be presented
this year's Harvey R. Miller Outstanding Achievement Award for
Service to the Restructuring Industry. Catch his live interview
during the luncheon, to be conducted by Henny Sender, Managing
Director of BlackRock.
The 2024 Turnarounds & Workouts Outstanding Young Restructuring
Lawyers are:
BENJAMIN S. ARFA, Wachtell, Lipton, Rosen & Katz
KATE DOORLEY, Akin Gump Strauss Hauer & Feld LLP
JEREMY D. EVANS, Paul Hastings LLP
RAFF FERRAIOLI, Morrison Foerster LLP
BRANDON HAMMER, Cleary Gottlieb Steen & Hamilton LLP
EVAN A. HILL, Skadden, Arps, Slate, Meagher & Flom LLP
FLORA INNES, Latham & Watkins LLP
CHRISTIAN JENSEN, Sullivan & Cromwell LLP
LAUREN REICHARDT, Cooley LLP
DAVID SCHIFF, Davis Polk & Wardwell LLP
LUKE SIZEMORE, Reed Smith
APARNA YENAMANDRA, Kirkland & Ellis, LLP
Registration is now open for the 31st Annual Distressed Investing
Conference, presented by Beard Group, Inc. Access Early Bird
discounted pricing, which has been extended until Oct. 1st.
This year's event is being sponsored by:
* Kirkland & Ellis, LLP, as conference co-chair;
* Foley & Lardner LLP, as conference co-chair;
* Davis Polk & Wardwell LLP;
* Hilco Global;
* Locke Lord LLP;
* Morrison & Foerster LLP;
* Proskauer Rose LLP;
* Skadden, Arps, Slate, Meagher & Flom LLP;
* Wachtell, Lipton, Rosen & Katz; and
* Weil, Gotshal & Manges LLP
This year's Patron Sponsors:
* Katten Muchin Rosenman LLP; and
* Kobre & Kim
The Supporting Sponsors:
* C Street Advisory Group;
* Development Specialists, Inc.;
* RJReuter; and
* SSG Capital Advisors
This year's Media Partners:
* BankruptcyData;
* CreditSights;
* Debtwire;
* Pari Passu;
* Reorg; and
* WSJ Pro Bankruptcy
This year's Knowledge Partner:
* Creditor Rights Coalition
Kindly visit https://www.distressedinvestingconference.com/ for
more information.
Contact Will Etchison, ​Conference Producer, at Tel: 305-707-7493
or will@beardgroup.com for sponsorship opportunities.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
99 ACQUISITION G NNAGU US 78.5 (2.9) (0.9)
AA MISSION ACQ-A AAM US 0.6 (0.1) (0.7)
AA MISSION ACQUI AAM/U US 0.6 (0.1) (0.7)
AGENUS INC AGEN US 292.4 (220.8) (170.7)
ALCHEMY INVESTME ALCY US 124.6 (5.8) (0.7)
ALCHEMY INVESTME ALCYU US 124.6 (5.8) (0.7)
ALNYLAM PHARMACE ALNY US 4,009.6 (3.1) 2,117.6
ALPHAVEST ACQUIS ATMVU US 52.2 (0.9) (0.9)
ALTRIA GROUP INC MO US 34,387.0 (2,966.0) (4,242.0)
AMC ENTERTAINMEN AMC US 8,594.7 (1,696.6) (575.7)
AMERICAN AIRLINE AAL US 64,125.0 (4,746.0) (9,815.0)
AMNEAL PHARM INC AMRX US 3,509.9 (4.1) 371.1
ANNOVIS BIO ANVS US 5.0 (1.8) 1.0
APPIAN CORP-A APPN US 554.6 (45.7) 70.3
AQUESTIVE THERAP AQST US 117.6 (35.5) 90.1
AULT DISRUPTIVE ADRT/U U 0.8 (5.3) (2.6)
AUTOZONE INC AZO US 17,108.4 (4,838.2) (1,903.1)
AVEANNA HEALTHCA AVAH US 1,664.5 (119.0) (25.1)
AVIS BUDGET GROU CAR US 33,882.0 (482.0) (406.0)
BATH & BODY WORK BBWI US 4,948.0 (1,718.0) 169.0
BAUSCH HEALTH CO BHC US 26,495.0 (227.0) 842.0
BAUSCH HEALTH CO BHC CN 26,495.0 (227.0) 842.0
BELLRING BRANDS BRBR US 804.1 (243.2) 346.3
BEYOND MEAT INC BYND US 711.2 (590.0) 233.7
BIOCRYST PHARM BCRX US 472.4 (475.6) 258.9
BIOTE CORP-A BTMD US 92.9 (141.7) 15.5
BOEING CO/THE BA US 142,720 (17,982.0) 17,809.0
BOMBARDIER INC-A BBD/A CN 12,603.0 (2,144.0) 283.0
BOMBARDIER INC-A BDRAF US 12,603.0 (2,144.0) 283.0
BOMBARDIER INC-B BBD/B CN 12,603.0 (2,144.0) 283.0
BOMBARDIER INC-B BDRBF US 12,603.0 (2,144.0) 283.0
BOOKING HOLDINGS BKNG US 28,541.0 (4,276.0) 3,087.0
BOWLERO CORP - A BOWL US 3,114.0 (49.9) (68.8)
BRIDGEBIO PHARMA BBIO US 794.4 (1,082.1) 481.9
BRIDGEMARQ REAL BRE CN 194.8 (54.9) (75.6)
BRIGHTSPHERE INV BSIG US 533.1 (18.8) -
CALUMET INC CLMT US 2,670.9 (320.8) (424.5)
CANTOR PA CEP US 0.0 (0.3) (0.4)
CARDINAL HEALTH CAH US 45,121.0 (3,212.0) (756.0)
CARTESIAN THERAP RNAC US 347.7 (101.5) 98.7
CHENIERE ENERGY CQP US 17,515.0 (756.0) (658.0)
CHILDREN'S PLACE PLCE US 921.4 (68.9) (71.2)
CHOICE HOTELS CHH US 2,518.9 (146.8) (3.9)
CINEPLEX INC CPXGF US 2,247.5 (14.1) (277.7)
CINEPLEX INC CGX CN 2,247.5 (14.1) (277.7)
CLIPPER REALTY I CLPR US 1,274.6 (4.7) -
COMMSCOPE HOLDIN COMM US 8,821.0 (2,124.5) 93.7
COMMUNITY HEALTH CYH US 14,411.0 (879.0) 1,027.0
COMPOSECURE IN-A CMPO US 213.4 (209.1) 87.5
CONSENSUS CLOUD CCSI US 608.5 (124.4) 3.5
CONTANGO ORE INC CTGO US 93.6 (37.9) (24.9)
COOPER-STANDARD CPS US 1,767.0 (160.9) 218.9
CPI CARD GROUP I PMTS US 321.4 (44.6) 110.8
CROSSAMERICA PAR CAPL US 1,164.7 (8.2) (39.8)
DELEK LOGISTICS DKL US 1,623.3 (51.3) 26.5
DELL TECHN-C DELL US 82,687.0 (2,797.0) (14,490)
DENNY'S CORP DENN US 459.9 (53.2) (60.9)
DIGITALOCEAN HOL DOCN US 1,536.8 (253.8) 323.6
DINE BRANDS GLOB DIN US 1,693.5 (231.7) (74.6)
DOMINO'S PIZZA DPZ US 1,856.0 (3,891.1) 478.3
DOMO INC- CL B DOMO US 197.8 (166.4) (95.8)
DROPBOX INC-A DBX US 2,718.5 (371.3) 47.4
ELUTIA INC ELUT US 41.9 (64.3) (9.5)
EMBECTA CORP EMBC US 1,267.5 (763.7) 410.4
ETSY INC ETSY US 2,448.1 (635.0) 794.5
EXCO RESOURCES EXCE US 1,032.7 (1,026.5) (421.2)
FAIR ISAAC CORP FICO US 1,708.8 (829.3) 293.9
FENNEC PHARMACEU FRX CN 63.2 (1.4) 54.4
FENNEC PHARMACEU FENC US 63.2 (1.4) 54.4
FERRELLGAS PAR-B FGPRB US 1,487.7 (262.7) 148.3
FERRELLGAS-LP FGPR US 1,487.7 (262.7) 148.3
FOGHORN THERAPEU FHTX US 328.6 (14.3) 238.8
GCM GROSVENOR-A GCMG US 543.9 (93.7) 125.0
GOAL ACQUISITION PUCKU US 4.0 (11.1) (13.4)
GOOSEHEAD INSU-A GSHD US 338.2 (19.7) 6.3
GRINDR INC GRND US 435.0 (41.7) 8.1
GUARDANT HEALTH GH US 1,609.3 (1.6) 1,088.4
HAWAIIAN HOLDING HA US 4,242.8 (105.5) 155.0
HAWAIIAN HOLDING HAEUR EU 4,242.8 (105.5) 155.0
HAWAIIAN HOLDING 1HW QT 4,242.8 (105.5) 155.0
HAWAIIAN HOLDING 1HW TH 4,242.8 (105.5) 155.0
HAWAIIAN HOLDING 1HW GZ 4,242.8 (105.5) 155.0
HERBALIFE LTD HLF US 2,602.2 (1,037.2) 237.6
HILTON WORLDWIDE HLT US 15,737.0 (3,078.0) (1,537.0)
HP INC HPQ US 38,059.0 (1,392.0) (7,728.0)
HUMACYTE INC HUMA US 138.3 (28.3) 78.4
IMMUNITYBIO INC IBRX US 444.3 (697.4) 180.7
INSEEGO CORP INSG US 149.6 (101.8) (146.0)
INSPIRED ENTERTA INSE US 326.6 (77.4) 47.8
INTUITIVE MACHIN LUNR US 140.1 (10.4) (1.9)
IRONWOOD PHARMAC IRWD US 395.6 (321.7) 132.7
JACK IN THE BOX JACK US 2,745.2 (845.8) (249.2)
LAUNCH ONE ACQUI LPAAU US 0.2 (0.0) (0.3)
LAUNCH ONE ACQUI LPAA US 0.2 (0.0) (0.3)
LIFEMD INC LFMD US 63.8 (2.1) (6.6)
LINDBLAD EXPEDIT LIND US 858.3 (155.5) (99.0)
LOWE'S COS INC LOW US 44,934.0 (13,763.0) 4,091.0
MADISON SQUARE G MSGE US 1,552.7 (23.2) (286.7)
MADISON SQUARE G MSGS US 1,346.3 (266.3) (305.0)
MANNKIND CORP MNKD US 443.8 (225.8) 245.9
MARBLEGATE ACQ-A GATE US 7.0 (15.8) (0.4)
MARBLEGATE ACQUI GATEU US 7.0 (15.8) (0.4)
MARRIOTT INTL-A MAR US 25,740.0 (2,091.0) (4,783.0)
MARTIN MIDSTREAM MMLP US 535.1 (57.9) 26.3
MATCH GROUP INC MTCH US 4,368.9 (130.1) 773.6
MBIA INC MBI US 2,304.0 (1,985.0) -
MCDONALDS CORP MCD US 53,801.0 (4,824.0) 295.0
MCKESSON CORP MCK US 71,670.0 (1,381.0) (4,182.0)
MEDIAALPHA INC-A MAX US 198.2 (78.0) 11.5
METTLER-TOLEDO MTD US 3,249.2 (152.8) (102.9)
MSCI INC MSCI US 5,456.8 (734.5) (61.4)
NATHANS FAMOUS NATH US 58.5 (25.5) 30.8
NEW ENG RLTY-LP NEN US 383.7 (67.0) -
NOVAGOLD RES NG US 121.6 (27.5) 110.1
NOVAGOLD RES NG CN 121.6 (27.5) 110.1
NOVAVAX INC NVAX US 1,818.6 (431.7) 45.6
NUTANIX INC - A NTNX US 2,143.9 (728.1) 237.0
O'REILLY AUTOMOT ORLY US 14,393.2 (1,583.4) (2,443.7)
OMEROS CORP OMER US 356.3 (124.6) 143.5
OTIS WORLDWI OTIS US 9,858.0 (4,882.0) (1,657.0)
OUTLOOK THERAPEU OTLK US 47.1 (83.7) 3.1
PAPA JOHN'S INTL PZZA US 838.4 (445.2) (49.5)
PELOTON INTERA-A PTON US 2,185.2 (519.1) 580.8
PHATHOM PHARMACE PHAT US 319.4 (233.8) 257.8
PHILIP MORRIS IN PM US 65,782.0 (7,942.0) (1,388.0)
PITNEY BOWES INC PBI US 4,078.4 (427.9) (72.4)
PLANET FITNESS-A PLNT US 2,974.0 (319.8) 221.7
PRIORITY TECHNOL PRTH US 1,673.4 (64.6) 23.6
PRIORITY TECHNOL PRTHU US 1,673.4 (64.6) 23.6
PROS HOLDINGS IN PRO US 384.9 (83.0) 36.2
PTC THERAPEUTICS PTCT US 1,916.4 (963.7) 748.1
RAPID7 INC RPD US 1,526.6 (52.9) 95.8
RE/MAX HOLDINGS RMAX US 571.4 (69.2) 45.1
REALREAL INC/THE REAL US 407.4 (335.3) (4.4)
REDFIN CORP RDFN US 1,181.5 (12.8) 171.0
REVANCE THERAPEU RVNC US 494.8 (129.7) 256.5
RH RH US 4,376.4 (234.7) 208.7
RIGEL PHARMACEUT RIGL US 128.4 (29.9) 36.1
RINGCENTRAL IN-A RNG US 1,831.8 (328.8) 66.5
RUBRIK INC-A RBRK US 1,218.2 (499.3) 112.3
SABRE CORP SABR US 4,666.4 (1,476.9) 80.5
SBA COMM CORP SBAC US 9,786.2 (5,275.9) (1,999.6)
SCOTTS MIRACLE SMG US 3,489.3 (146.2) 684.0
SEAGATE TECHNOLO STX US 7,739.0 (1,491.0) 233.0
SEMTECH CORP SMTC US 1,368.0 (141.4) 317.1
SHOULDERUP TEC-A SUAC US 9.6 (17.4) (4.6)
SHOULDERUP TECHN SUACU US 9.6 (17.4) (4.6)
SIM ACQUISITI-A SIMA US 0.2 (0.0) -
SIM ACQUISITION SIMAU US 0.2 (0.0) -
SIRIUS XM HOLDIN SIRI US 11,185.0 (2,113.0) (1,458.0)
SIX FLAGS ENTERT FUN US 2,347.8 (682.1) (268.5)
SLEEP NUMBER COR SNBR US 883.6 (447.0) (723.2)
SPECTRAL CAPITAL FCCN US 0.1 (0.3) (0.3)
SPIRIT AEROSYS-A SPR US 6,858.6 (1,513.5) 870.9
SQUARESPACE IN-A SQSP US 1,000.9 (242.9) (140.4)
STARBUCKS CORP SBUX US 30,111.8 (7,937.4) (841.6)
STARDUST POWER I SDST US 1.9 (22.3) (11.4)
SYMBOTIC INC SYM US 1,558.4 379.3 323.2
TORRID HOLDINGS CURV US 487.5 (188.9) (28.4)
TOWNSQUARE MED-A TSQ US 579.6 (64.1) 26.4
TPI COMPOSITES I TPIC US 715.4 (274.3) 0.7
TRANSDIGM GROUP TDG US 21,828.0 (2,510.0) 5,210.0
TRAVEL + LEISURE TNL US 6,693.0 (884.0) 675.0
TRINSEO PLC TSE US 2,847.8 (413.8) 431.8
TRISALUS LIFE SC TLSI US 32.4 (24.1) 15.9
TRIUMPH GROUP TGI US 1,492.8 (119.6) 446.6
TUCOWS INC-A TC CN 758.2 (33.1) (15.2)
TUCOWS INC-A TCX US 758.2 (33.1) (15.2)
UNISYS CORP UIS US 1,867.8 (160.6) 315.7
UNITED PARKS & R PRKS US 2,756.9 (364.9) (92.7)
UNITI GROUP INC UNIT US 5,119.2 (2,492.4) -
VECTOR GROUP LTD VGR US 1,094.0 (713.3) 401.4
VERISIGN INC VRSN US 1,505.1 (1,816.4) (430.1)
VERITONE INC VERI US 321.8 (5.7) (39.7)
WAYFAIR INC- A W US 3,436.0 (2,760.0) (385.0)
WINGSTOP INC WING US 451.8 (437.5) 78.3
WINMARK CORP WINA US 44.7 (42.2) 21.5
WORKIVA INC WK US 1,242.7 (77.7) 426.2
WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3)
WYNN RESORTS LTD WYNN US 13,289.8 (902.0) 771.5
XPONENTIAL FIT-A XPOF US 475.2 (100.8) (6.1)
YUM! BRANDS INC YUM US 6,395.0 (7,630.0) 499.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
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*** End of Transmission ***