/raid1/www/Hosts/bankrupt/TCR_Public/241003.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, October 3, 2024, Vol. 28, No. 276
Headlines
1818 OGDEN: Case Summary & Six Unsecured Creditors
3839 N BRAESWOOD: Voluntary Chapter 11 Case Summary
ACT HOSPITALITY: Seeks to Hire Northeast Restaurant as Broker
ADVANCED CARE: Seeks to Extend Plan Exclusivity to Nov. 17
AFRIN TRANSPORT: Case Summary & Eight Unsecured Creditors
AMERICAN ROCK SALT: S&P Upgrades ICR to 'CCC+', Outlook Negative
ASSETS4LIFE LLC: Voluntary Chapter 11 Case Summary
AVENUE THERAPEUTICS: Board Committee OKs Equity Awards to CEO & COO
BAHATI LLC: SARE Enters Chapter 11, Creditor Wants Trustee
BEBCO ENVIRONMENTAL: Chris Quinn Named Subchapter V Trustee
BIOLASE INC: Case Summary & 30 Largest Unsecured Creditors
BIT MINING: Reports $18.9M Net Income in H1 2024
BLUEBIRD BIO: Posts $81.4 Million Net Loss in Fiscal Q2
BRIGADE MANUFACTURING: Robert Byrd Named Subchapter V Trustee
CARABOBO PROSPER: Seeks to Tap Lane Law Firm as Bankruptcy Counsel
CHAMPION HEALTHCARE: Unsecureds to Split $10K over 5 Years
CHICAGO WHIRLY: Has Permission to Use Cash Collateral Thru Dec 17
COLLECTIBLE SUPPLIES: Wins Final OK to Use Cash Collateral
CONCORDIA ANESTHESIOLOGY: Hires Rountree Leitman as Co-Counsel
CORONET CERAMICS: Case Summary & Nine Unsecured Creditors
CT TECHNOLOGIES: S&P Withdraws 'B-' Issuer Credit Rating
CULLOO ENTERTAINMENT: Case Summary & Four Unsecured Creditors
DEGNAN SCOTTSDALE: Christopher Hayes Named Subchapter V Trustee
DIGITAL ALLY: Issues Amended Note for $2 Million Due November 1
DIOCESE OF SAN FRANCISCO: Filing Exclusivity Extended to Feb. 20
DISH DBS: S&P Lowers ICR to 'CC' on Announced Distressed Exchange
DNT PROPERTY: Unsecureds Will Get 100% of Claims in Sale Plan
E. W. GRADING: Seeks to Hire RDD Auction LLC as Auctioneer
ECLIPSE MIDCO: S&P Rates New Repriced First-Lien Term Loan 'B-'
EMILY L. LONGWITH: Drew McManigle Named Subchapter V Trustee
ENDURO PROPERTIES: Seeks Approval to Tap Courtney J. Vinson as CPA
ENTECCO FILTER: Taps Waldrep Wall Babcock as Bankruptcy Counsel
EPR PROPERTIES: S&P Affirms 'BB+' ICR, Outlook Stable
FIELDWOOD ENERGY: Sureties' Suit v Apache Violates Plan Injunction
FIREFLY STORE: Hires Ivey Mcclellan Siegmund as Bankruptcy Counsel
FIVEFOLD HOLDINGS: Claims Will be Paid from Property Sale/Refinance
FTX TRADING: Creditors Set to Get Back 10%-25% Only
GLEANNLOCH CLA: May Use Cash Collateral Thru Dec. 31
GLITZ OF ATLANTA: Tamara Miles Ogier Named Subchapter V Trustee
GMS HOLDINGS: SARE Files for Chapter 11 Bankruptcy
GREEN ENERGY: Files for Chapter 11 Bankruptcy
GUESTWISER VENTURE: Case Summary & One Unsecured Creditor
GULF TILE: Creditors to Get Proceeds From Liquidation
HEALTHEQUITY INC: Moody's Affirms Ba3 CFR & Ups Unsec. Notes to B1
HOSPITALITY AT YORK: Hires McDowell Law as Bankruptcy Counsel
IMMANUEL SOBRIETY: Taps Elite Tax & Accounting as Tax Professional
INDRA HOLDINGS: $50MM Bank Debt Trades at 36% Discount
INNOVATIVE DESIGNS: Board Fires Joseph Riccelli as CEO & CFO
INNOVATIVE DESIGNS: John Thomas Named as New CEO and CFO
JAMES R. SMITH: Francis Brennan Named Subchapter V Trustee
JDC RENTALS: Gets Interim OK to Use Cash Collateral
JLT BUSINESS SOLUTIONS: Files for Chapter 11 Bankruptcy
JUPITER BUYER: S&P Assigns 'B' ICR, Outlook Stable
KBS REAL ESTATE: Renews Advisory Agreement With KBS Capital
KEN GARFF: Moody's Affirms 'Ba2' CFR & Alters Outlook to Positive
KEYSTONE MANAGEMENT: Unsecureds to be Paid in Full in Plan
KNIGHT HEALTH: $450MM Bank Debt Trades at 42% Discount
LODGING ENTERPRISES: Court Won't Waive Surety Bonds Compliance
MAGENTA SECURITY: $1.04BB Bank Debt Trades at 72% Discount
MARQUIE GROUP: Registers 5-Bil. Shares for Resale by Quick Capital
MCMULLEN BRAND: May Use Cash Collateral Thru Jan. 31
MEGA ENTERTAINMENT: Starts Subchapter V Bankruptcy Process
MILK STREET: Has Interim Use of Cash Collateral Thru Oct 10
MIRACARE NEURO: Neema Varghese Named Subchapter V Trustee
MONTE JOHNSTON: Seeks to Hire Lane Law Firm as Bankruptcy Counsel
NETCAPITAL INC: Bard Associates No Longer Owns 5% Equity Stake
NEXTDECADE CORP: Thibaud de Preval to Quit to Accept New Job Offer
OPTINOSE INC: Catherine Owen Quits to Accept CEO Role at Arcadia
OUTFRONT MEDIA: Ares Entities Cease Ownership of Common Stock
OYO FITNESS: Seeks to Extend Plan Filing Deadline to Nov. 19
PATHWAY VET: $1.27BB Bank Debt Trades at 15% Discount
POCONO MOUNTAIN: Court Allows Sno Chasers' $70,900 Claim
PRIME CAPITAL: Seeks to Hire Klestadt Winters as General Counsel
PRIME CAPITAL: Seeks to Hire RK Consultants as Financial Advisor
PROJECT ALPHA: S&P Affirms 'B' ICR on Good Cash Flow
PROJECT RUBY: S&P Affirms 'B-' ICR on Acquisition, Outlook Stable
PULSE PHYSICIAN: Seeks to Extend Plan Filing Deadline to Nov. 17
PV PETS: Unsecured Creditors Will Get 100% of Claims in Plan
RAPID7 INC: JANA Partners, 5 Others Report 6.4% Equity Stake
RED RIVER: Hires John Bittner of Accordion Partners as CRO
REDSTONE HOLDCO: $450MM Bank Debt Trades at 26% Discount
RELIABLE ENERGY: Starts Subchapter V Bankruptcy
RINCHEM CO: $300MM Bank Debt Trades at 15% Discount
RITE AID: Closes Shelby, Ohio Location for Good
S&W SEED: Shareholders OK Reverse Stock Split of Up to 1-for-20
SCOTLAND MEADOWS: Case Summary & Two Unsecured Creditors
SHAPE TECHNOLOGIES: S&P Withdraws 'B-' Issuer Credit Rating
SIFCO INDUSTRIES: Appoints Robert Johnson to Board of Directors
SMART AXE: Walter Dahl of Dahl Law Named Subchapter V Trustee
SPRINGS WINDOW: Wants to Consolidate Competing Debt Groups
SSM INDUSTRIES: Seeks to Hire Gentry Tipton & McLemore as Counsel
SSM INDUSTRIES: Taps Lean Management Solutions as Financial Advisor
STEWARD HEALTH: Ralph de la Torre Resigns as CEO
TARRANT COUNTY: Case Summary & 30 Largest Unsecured Creditors
TOTALLY COOL: Seeks to Tap Liquid Asset Partners as Auctioneer
TRI-MAXX INDUSTRIES: Files Subchapter V Bankruptcy Case
TUBULAR SYNERGY: Commercial Steel Steps Down as Committee Member
TWILLEY AND SON: Justin Williams Named Subchapter V Trustee
UNICORNS AND UNICORNS: Seeks to Hire Duffy Kruspodin as Accountant
UPHEALTH HOLDINGS: Inks Non-Binding LOI for $11-Mil. TTC Sale
UPHEALTH HOLDINGS: Seeks to Extend Plan Exclusivity to Oct. 31
VENTURE GLOBAL: Moody's Alters Outlook on 'B1' CFR to Positive
VENTURE INC: Files Amendment to Disclosure Statement
VERDE RESOURCES: Delays Filing of 10-K
VERECORE LLC: Tamara Miles Ogier Named Subchapter V Trustee
VERRICA PHARMACEUTICALS: CFO Resigns Effective Oct. 4
VIEWSTAR LLC: Seeks to Hire Rubin LLC as Bankruptcy Counsel
VISTRA CORP: S&P Ups Issuer Credit Rating to 'BB+', Outlook Stable
VOLITIONRX LTD: Gaetan Michel Retains Role as Belgian Volition CEO
W NORTHFIELD: Voluntary Chapter 11 Case Summary
WEST HARWICH: Court Denies Bid to Access Cash Collateral
WP NEWCO: $1.01BB Bank Debt Trades at 43% Discount
WW INTERNATIONAL: Tara Comonte Named Interim CEO
YUNHONG GREEN: Acquires Assets From Yunhong Environmental
ZOOZ POWER: Schedules Annual Meeting for October 30
ZW DATA: Inks Securities Purchase Agreement With Marvel Investment
[*] Oct. 10 CLE Webinar on Communication Strategies in Bankruptcy
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
1818 OGDEN: Case Summary & Six Unsecured Creditors
--------------------------------------------------
Debtor: 1818 Ogden Summit LLC
2459 Huntington Drive
San Marino, CA 91108
Business Description: 1818 Ogden Summit owns a project for a new
six-story 90-unit condominium building
located at 1814 & 1820 Ogden Drive,
Burlingame, CA, valued at $30 million.
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-18055
Judge: Hon. Barry Russell
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
Total Assets: $30,000,046
Total Liabilities: $19,184,080
The petition was signed by Dongliang Zhang as managing member.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/XIN6WNQ/1818_Ogden_Summit_LLC__cacbke-24-18055__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Six Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. AT&T Services $1,254
Payment Center
Sacramento, CA 95887
2. Chase Bank Credit Card $11,975
Wilmington, DE
19850
3. Dynasty Consulting LLC Consulting $230,580
311 9th Avenue Fees
San Mateo, CA
94401
4. Levy Design Partners Architect $1,800
PO Box 2069 Fee
San Francisco, CA
94126
5. Summit Homes Financial Inc. Line of Credit $1,096,002
2459 Huntington Drive
San Marine, CA 91108
6. Three Alarm Fire Protection Services $3,100
527 Waxlax Way
Livermore, CA
94551
3839 N BRAESWOOD: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: 3839 N Braeswood Development LLC
c/o Romy Solanji
5633 Southwest Fwy
Houston, TX 77057-7505
Business Description: 3839 N Braeswood is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-34634
Debtor's Counsel: Thomas F. Jones, III, Esq.
LAW OFFICE OF THOMAS F. JONES III
PO Box 570783
Houston TX 77257-0783
Tel: (832) 398-6182
Email: tfjonesiii@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Romy Solanji as managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/UVHVPLY/3839_N_Braeswood_Development_LLC__txsbke-24-34634__0001.0.pdf?mcid=tGE4TAMA
ACT HOSPITALITY: Seeks to Hire Northeast Restaurant as Broker
-------------------------------------------------------------
ACT Hospitality, Inc. and CT and JJ, Inc. seek approval from the
U.S. Bankruptcy Court for the District of Massachusetts to hire
NEREST Co., LLC d/b/a Northeast Restaurant Group as broker.
NEREST will sell the Debtor's business, including but not limited
to its Town of Franklin all alcohol 7-day on-premise retail liquor
license, its furniture, fixtures and equipment, its goodwill, and
its leasehold rights.
The broker will receive a minimum commission of $8,000 and a
maximum commission of 10 percent of the final sale price of the
assets, including any overbid resulting from compliance with the
sale provisions of the Bankruptcy Code, but only if and when the
sale of the assets closes.
Northeast Restaurant Group is a "disinterested person" as that term
is defined in 11 U.S.C. Sec. 101(14), according to court filings.
The broker can be reached through:
Tony Zinzola
Brian Lowry
NEREST Co., LLC
d/b/a Northeast Restaurant Group
90 Canal Street, 4th Floor
Boston, MA 02114
Phone: (617) 564-1448
Fax: (617) 564-1488
About ACT Hospitality
ACT Hospitality, Inc., doing business as Box Seats, is a
sports-themed family restaurant and neighborhood bar, serving all
food and drinks in a relaxed, casual setting.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 24-40604) on June 11,
2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. A. Charles Tgibedes, president, signed the
petition.
Kate E. Nicholson, Esq., at Nicholson Devine, LLC represents the
Debtor as legal counsel.
ADVANCED CARE: Seeks to Extend Plan Exclusivity to Nov. 17
----------------------------------------------------------
Advanced Care Hospitalists, PL asked the U.S. Bankruptcy Court for
the Middle District of Florida to extend its exclusivity periods to
file a plan of reorganization and obtain acceptance thereof to
November 17, 2024.
The Debtor explains that it seeks this extension to (i) permit them
to continue productive conversations with various parties in
interest regarding the terms of the plan, (ii) continue with the
PPP forgiveness with their largest secured creditor, and, to (iii)
allow mediation to commence with the estate's largest general
unsecured creditors, which is scheduled for October 9, 2024.
The Debtor claims that it continues to work with major stakeholders
in this proceeding, including the senior secured creditor through
PPP forgiveness and through mediation with its largest unsecured
creditors. The Debtor continues to advance towards reorganization
in this case, which has only been pending for approximately four
months.
Furthermore, extending the exclusive period within which the Debtor
may file a plan of reorganization and the period to solicit
acceptances will not harm creditors. Allowing the Debtor additional
time to continue discussions with creditors regarding the proposed
plan will only serve to benefit all parties in interest and any
delay is negligible.
The Debtor asserts that it continues to work diligently to file and
confirm a plan of reorganization and believes that cause exists to
extend the exclusive period within which it may file a plan of
reorganization and solicit acceptances pursuant to Section 1121 of
the Bankruptcy Code. Permitting this extension will not prejudice
creditors in this case, while allowing the Debtor to continue its
effort to reach consensus as to a plan of reorganization.
Advanced Care Hospitalists, PL is represented by:
David S. Jennis, Esq.
Katelyn M. Vinson, Esq.
DAVID JENNIS, PA
D/B/A JENNIS MORSE
606 East Madison Street
Tampa, FL 33602
Tel: (813) 229-2800
Email: ecf@JennisLaw.com
About Advanced Care Hospitalists
Advanced Care Hospitalists, PL, is a medical group practice in
Lakeland, Fla.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02899) on May 21,
2024, with up to $50,000 in assets and up to $50 million in
liabilities. Gulab Sher, M.D., president and managing member,
signed the petition.
Judge Catherine Peek McEwen oversees the case.
David S. Jennis, Esq., at David Jennis, P.A., doing business as
Jennis Morse, represents the Debtor as legal counsel.
AFRIN TRANSPORT: Case Summary & Eight Unsecured Creditors
---------------------------------------------------------
Debtor: Afrin Transport, Inc.
2601 W. Ball Road, Suite 207
Anaheim, CA 92804
Business Description: Afrin is a trucking company in Anaheim,
California that offers same-day shipping
services. The Company ships freight for a
wide variety of businesses throughout
Southern California, including warehouse
delivery, to and from rail/intermodal
delivery and department store delivery.
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-12497
Debtor's Counsel: 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
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mohammad Hussain as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's eight unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/RB5BJ6Q/Afrin_Transport_Inc__cacbke-24-12497__0001.0.pdf?mcid=tGE4TAMA
AMERICAN ROCK SALT: S&P Upgrades ICR to 'CCC+', Outlook Negative
----------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on American Rock
Salt Co. LLC to 'CCC+' from 'SD'.
S&P said, "We also assigned our 'B' issue-level and '1' recovery
rating to the new first-out debt. At the same time, we raised our
issue-level rating on the first-lien debt to 'CCC' from 'D' and
revised the recovery rating to '5'. We also raised our issue-level
rating on the second-lien debt to 'CCC-' from 'C'. The '6' recovery
rating is unchanged."
The negative outlook reflects the increasing downside risk that
another season of milder-than-expected winter weather poses to
liquidity and cash flows over the next 12 months, given the company
is saddled with the most debt in its history.
American Rock Salt's recent amendments to its loan documentation
has boosted its liquidity ahead of the upcoming winter season. As
part of a fourth amendment to the first-lien credit agreement
executed on Sept. 19, 2024, the company obtained new credit
facilities comprising of a $50 million first-out term loan (fully
drawn at close) and a $60 million first-out delayed draw term loan
(undrawn at close). The company used part of the proceeds to pay
the interest outstanding on the existing first-lien debt and
portions of the supplemental credit facility. The company also
executed amendments to its asset-based lending (ABL) agreement,
which among other things, reworked covenant requirements and the
clean-up provision to ensure unhindered access to the ABL facility;
it increased to $70 million on Sept. 1, 2024 ($30 million
outstanding as of June 30, 2024). S&P believes these measures,
including the new credit facilities, provide the company with
sufficient liquidity to finance its operations in the near term,
including increased capital expenditures (capex) associated with
major maintenance works at its mine.
The revised capital structure has increased the company's
vulnerability and dependence on favorable business and financial
conditions to meet its commitments. Since fiscal 2021, a
combination of milder-than-expected winter weather and inconsistent
bidding outcomes led to weak operating results, with S&P Global
Ratings-adjusted EBITDA averaging about $71 million from fiscal
2021 to 2023, compared with about $95 million from fiscal 2018 to
2020. At the same time, the company's total debt has increased
about $300 million since 2021 following a debt-financed
distribution to shareholders, multiple years of negative free
operating cash flow (FOCF), and the issuance of the new credit
facilities.
S&P said, "In our view, the increase in debt has limited the
company's financial flexibility and diminished the cushion in the
company's credit metrics to withstand volatility in earnings. Over
the course of fiscal 2024, American Rock Salt has been reliant on
favorable conditions such as amendments to various credit
agreements to finance its operations. Hence, we believe that the
company is still dependent on favorable conditions, including
frequent snowfall events and complimentary tender results to
generate strong earnings and cash flows to meet its obligations.
"We expect the company's S&P Global Ratings-adjusted EBITDA will
double in fiscal 2025, compared to fiscal 2024 because we expect at
least a 60% increase in volumes, assuming normal winter weather and
favorable bidding results in its main markets. This could lead to
leverage improving to 9x-10x in fiscal 2025, compared to greater
than 10x as of the last 12 months ending June 30, 2024. While the
projected rebound in the credit metrics is material, we continue to
believe that there is insufficient cushion to withstand any
potential adverse movements in its markets or weather patterns. The
company has the most debt in its history. While we do not see an
imminent default in the next 12 months, we believe the current
capital structure is unsustainable in the long term."
The company is undertaking major mine maintenance work, which could
improve operational efficiency but is also likely to be financed
with debt. American Rock Salt could spend about $50 million-$60
million in capex over the next 24 months as it invests in major
mine rehabilitation works. This is a significant step-up in capex
compared to historical average of about $10 million. The
refurbishment project will improve the reliability and the safety
of mine operations with expanded access to better-quality salt
seams. It is likely the company could finance the
higher-than-normal capex by drawing down on the $60 million
delayed-draw term loan (DDTL) or some other form of financing
because most of its cash will be deployed toward its high interest
expense burden.
The company could get some relief if the federal funds rate falls
over the next 12 months given the variable interest rates on its
credit facilities; however, this would be partly offset by
additional interest expense from the more expensive super-priority
debt recently issued. S&P expects free cash flow deficits will
persist over the next 24 months given the elevated interest expense
and capex.
The negative outlook on American Rock Salt reflects increased
downside risks that winter weather variability poses to liquidity
and cash flows at a time when the company has over $700 million in
adjusted debt. While the company could likely meet its interest
payment given our expectation of interest coverage ratio of
1.0x-1.2x in fiscal 2025, another season of mild winter weather
could jeopardize the company's ability to meet its financial
commitment while funding operations.
S&P said, "We could lower our rating on America Rock Salt within
the next 12 months if we envision specific default scenarios due to
poor operating results or tightened liquidity. These could include
missed interest payments, near-term liquidity crisis, breach of
financial covenants, or loan documentation amendments that lead us
to believe lenders will receive less than originally promised. We
could also lower our rating if we believe the company is likely to
consider a distressed exchange offer or redemption.
"We could revise our outlook on American Rock Salt to stable if its
credit metrics improve significantly due to sustained recovery in
its earnings or debt reduction." In such a scenario, S&P would
expect:
-- Debt to EBITDA sustained below 10x; and
-- EBITDA interest coverage above 1.5x.
ASSETS4LIFE LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Assets4Life, LLC
134 Ellis Ave.
Irvington NJ 07111
Business Description: The Debtor owns and operates apartment
buildings.
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-19735
Debtor's Counsel: Lawrence Luttrell, Esq.
LAW OFFICE OF LAWRENCE W. LUTTRELL, P.C.
2137 State Route 35 3rd Floor
Holmdel NJU 07733
Tel: (732) 872-6900
Email: larry@lwlpc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mohamed Hassanain as managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/BSXXMPQ/Assets4Life_LLC__njbke-24-19735__0001.0.pdf?mcid=tGE4TAMA
AVENUE THERAPEUTICS: Board Committee OKs Equity Awards to CEO & COO
-------------------------------------------------------------------
Avenue Therapeutics, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 23, 2024, the
Compensation Committee of the Board of Directors of the Company
approved the granting of equity awards under the Company's 2015
Incentive Plan, as amended, to certain named executive officers as
follows:
(a) an award of 170,000 restricted stock units to Alexandra
MacLean, M.D., the Company's chief executive officer; and
(b) an award of 65,000 restricted stock units to David Jin, the
Company's interim principal financial officer and chief operating
officer.
The RSUs vest in four equal installments on each of the following
dates: Sept. 30, 2024, Dec. 31, 2024, Sept. 20, 2025, and Sept. 20,
2026, provided that the grantee provides continuous service to the
Company from the Grant Date through the applicable RSU Vesting Date
and subject to the other terms of the restricted stock unit
agreement. Once vested, the settlement of the RSUs will be
deferred until the earlier of the tenth business day of January of
the year following termination of service of the recipient to the
Company under certain conditions and/or the occurrence of a Change
in Control event.
About Avenue Therapeutics
Avenue Therapeutics, Inc., is a specialty pharmaceutical company
focused on the development and commercialization of therapies for
the treatment of neurologic diseases. The Company's current
product candidates include AJ201 for the treatment of spinal and
bulbar muscular atrophy ("SBMA"), intravenous tramadol ("IV
tramadol") for the treatment of post-operative acute pain, and
BAER-101 for the treatment of epilepsy and panic disorders.
KPMG LLP, the Company's auditor since 2022, issued a "going
concern" qualification in its report dated March 18, 2024, citing
that the Company has incurred substantial operating losses since
its inception and expects to continue to incur significant
operating losses for the foreseeable future that raise substantial
doubt about its ability to continue as a going concern.
BAHATI LLC: SARE Enters Chapter 11, Creditor Wants Trustee
----------------------------------------------------------
BAHATI LLC filed for chapter 11 protection in the District of
Arizona. According to court filing, the Debtor reports between $1
million and $10 million in debt owed to 1 and 49 creditors. The
petition states funds will be available to unsecured creditors.
Hanson Capital, LLC, an Arizona Limited Liability Company,
immediately filed a motion for a Chapter 11 trustee to take over
management of the Debtor.
The Debtor, a Single Asset Real Estate, is renting Hanson Capital's
collateral to Country Manor Assisted Living Center, LLC. The
rental agreement requires payment of monthly rent in the amount of
$10,000.00 per month.
The Debtor failed to pay Hanson Capital payments for March, May,
July, August and September 2024.
According to Hanson, the Debtor's bank statements show gross
mismanagement by the Debtor, sending money to foreign people,
paying her own mortgage payment, taking thousands of dollars of
cash from the account for no apparent reason. Without having paid
the monthly loan payments to Hanson Capital for months, the Debtor
misappropriated Hanson Capital's cash collateral, Hanson tells the
Court.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 29, 2024 at 11:15 a.m. in Room Telephonically.
About BAHATI LLC
BAHATI LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Ariz. Case No. 24-08180) on Sept. 27, 2024. In the
petition filed by Mary Godisgrace, as member, the Debtor estimated
assets between $1 million and $10 million and estimated liabilities
between $500,000 and $1 million.
The Honorable Bankruptcy Judge Daniel P. Collins handles the case.
BEBCO ENVIRONMENTAL: Chris Quinn Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 7 appointed Chris Quinn as Subchapter V
trustee for Bebco Environmental Controls Corporation.
Mr. Quinn 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. Quinn declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Chris Quinn
26414 Cottage Cypress Lane
Cypress, TX 77433
Phone: 713-498-8500
Email: chris.quinn2021@outlook.com
About Bebco Environmental Controls
Bebco Environmental Controls Corporation offers a complete range of
industrial HVAC, pressurization and room air filtration solutions
for electrical enclosures, shelters and buildings in oil
refineries, chemical manufacturing plants, offshore rigs and other
facilities with hazardous electrical classified areas and corrosive
environments. The company is based in La Marque, Texas.
Bebco Environmental Controls filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No.
24-80258) on Aug. 30, 2024, with up to $100,000 in assets and up to
$10 million in liabilities. Michael K. Baucom, president and chief
executive officer, signed the petition.
Judge Alfredo R. Perez oversees the case.
Leonard H. Simon, Esq., at Pendergraft & Simon, LLP represents the
Debtor as bankruptcy counsel.
BIOLASE INC: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------
Four affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Biolase, Inc. (Lead Debtor) 24-12245
27042 Towne Centre Drive
Suite 270
Foothill Ranch, CA 92610-2811
BL Acquisition Corp. 24-12246
BL Acquisition II, Inc. 24-12247
Model Dental Office, LLC 24-12248
Business Description: Biolase and its affilaited debtors are
global market leaders in the manufacturing
and marketing of dental laser systems. The
Debtors' proprietary systems allow dentists,
periodontists, endodontists, pediatric
dentists, oral surgeons, and other dental
specialists to perform a broad range of
minimally invasive dental procedures,
including cosmetic, restorative, and
complex surgical applications.
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. Karen B. Owens
Debtors'
Bankruptcy
Co-Counsel: M. Blake Cleary, Esq.
Brett M. Haywood, Esq.
Maria Kotsiras, Esq.
Shannon A. Forshay, Esq.
POTTER ANDERSON & CORROON LLP
1313 N. Market Street, 6th Floor
Wilmington, Delaware 19801
Tel: (302) 984-6000
Fax: (302) 658-1192
Email: bcleary@potteranderson.com
bhaywood@potteranderson.com
mkotsiras@potteranderson.com
sforshay@potteranderson.com
Debtors'
Bankruptcy
Co-Counsel: Joshua D. Morse, Esq.
Claire K. Wu, Esq.
PILLSBURY WINTHROP SHAW PITTMAN LLP
Four Embarcadero Center, 22nd Floor
San Francisco, CA 94111-5998
Tel: (415) 983-1000
Fax: (415) 983-1200
Email: joshua.morse@pillsburylaw.com
claire.wu@pillsburylaw.com
- and -
Dania Slim, Esq.
Caroline Tart, Esq.
PILLSBURY WINTHROP SHAW PITTMAN LLP
31 West 52nd Street
New York, NY 10019-6131
Tel: (212) 858-1000
Fax: (212) 858-1500
Email: dania.slim@pillsburylaw.com
caroline.tart@pillsburylaw.com
Debtors'
Investment
Banker: SSG CAPITAL ADVISORS
Debtors'
Notice,
Claims,
Balloting Agent &
Administrative
Advisor: EPIQ CORPORATE RESTRUCTURING, LLC
Debtors'
Financial
Advisor: B. RILEY FINANCIAL, INC.
Total Assets as of June 30, 2024: $30,641,000
Total Debts as of June 30, 2024: $32,767,000
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petitions were signed by John Beaver as president & CEO.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/OIC7JBI/Biolase_Inc__debke-24-12245__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/3EWLRDQ/BL_Acquisition_Corp__debke-24-12246__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/7HT5EXA/BL_Acquisition_II_Inc__debke-24-12247__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/7MN3XJI/Model_Dental_Office_LLC__debke-24-12248__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Greenberg Traurig LLP Legal $360,730
2000 University Avenue
Suite 602
East Palo Alto, CA 94303
Contact: Michelle Martin
Tel: (650) 328-8500
Fax: (650) 328-8508
Email: MICHELLE.MARTIN@GTLAW.COM
2. Sidley Austin, LLP Legal $235,464
1 S Dearborn St
Chicago, IL 60603
Contact: Michael A. Gordon
Tel: 212-839-5532
Fax: 312-853-7036
Email: MGORDON@SIDLEY.COM
3. Oratech Trade $219,800
475 W. 10200 South
South Jordon, UT 84095
Contact: Megan Lamb
Phone: 801-619-0282
Email: MEGGIN.LAMB@ORATECH.COM
4. Optek Systems Trade $201,186
12 Pilgrim Road
Greenville, SC 29607
Contact: Diwakar Ramanathan
Tel: (864) 272-2640
Fax: (864) 272-2630
Email: DRAMANATHAN@OPTEKSYSTEMS.COM
5. Fabrinet Co. Ltd. Trade $160,274
5/6 M006, Soi Khunpra
Phaholyothin Rd
Klongnueng, Klongluang
Patumthanee 12120
Thailand
Contact: Selvan Chandrasekaran
Tel: +65 623 81916
Email: SELVANC@FABRINET.CO.TH
6. Northrop Grumman Synoptics Trade $118,910
General Post Office
PO Box 26708
New York, NY 10086708
Contact: Kyle Leysath
Phone: 704588-2340
Email: kyle.leysath@ngc.com
7. Johnson Products, Inc. Trade $91,119
149 La Porte Street
P.O. Box 660734
Arcadia, CA 91066-0734
Contact: Sam LaPorte
Tel: (626) 445-1411
Fax: (626) 445-4325
Email: S.LAPORTE@JOHNSONMAGICPRODUCTS.COM
8. American Express Trade $81,571
P.O. Box 360002
Fort Lauderdale, FL 33336-0002
Contact: Michael Horning
Phone: 623-462-4282
Email: MICHAEL.K.AEXP.COM
9. Vantron Technology, Inc. Trade $60,841
48434 Milmont Dr
Fremont, CA 94538-7326
Contact: Easen Ho - Co-Founder
Tel: (510) 304-7666
Fax: 650600-3791
Email: SALES@VANTRONTECH.COM
10. Blank Rome LLP Legal $59,569
One Logan Square, 130 N 18th Street
Philadelphia, PA 19103-6998
Contact: Matthew J. Comisky
Tel: 215-569-5500
Fax: 215-569-5555
Email: MATTHEW.COMISKY@BLANKROME.COM
11. Laservision-USA Trade $55,994
595 Phalen Boulevard
Saint Paul, MN 55130
Contact: Tom Poole
Phone: (800) 393-5565
Email: INFO@LASERSAFETY.COM
12. Foothill Corporate 1 MT, LLC Rent $53,595
PO Box 31001-2769
Contact: Sheena Bokamper
Phone: 310-988-4231
Email: SBOKAMPER@NASASSETS.COM
13. Axian Technology, Inc. Trade $44,292
18000 N Black Canyon Hwy
Phoenix, AZ 85053
Contact: Daniel Sahhar, President
Tel: (623) 580-0800
Fax: (623) 580-8008
Email: SALES@AXIANTECH.COM
14. RPMC Lasers Inc. Trade $43,850
8495 Veterans Memorial Pkwy
Ofallon, MO 63366
Contact: Tom Pallettt
Phone: (636) 7227 Ext. 2280
Email: INFO@RPMCLASERS.COM
15. Chonghong Industries Ltd. Trade $41,838
Huachuang International
Commerce Building 2006/2007
Honghuang Road.10.Jiangbei District
Chongqing 400020
China
Contact: Jim Chong
Tel: (862) 367-6090 Ext. 99XX
Fax: 86 23 89119130
Email: JIM@CHONGHONG.COM
16. BP Rapid Manufacturing Co. Trade $41,500
Limited
Room 401, The Research and Innovation
Building Yanluo Innovation Valley
Shenzhen 51803
China
Contact: Kenzi Liang
Phone: (867) 558-1700 Ext. 0510
Email: SERVICE@BETTERPROTOTYPE.COM
17. Faegre Drinker Biddle & Reath LLP Legal $36,428
222 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Contact: Francis Digiovanni,
Partner
Phone: 302-467-4266
Email: FRANCIS.DIGIOVANNI@FAEGREDRINKER.COM
18. Casix, Inc. Trade $35,508
20 Fuxing Street Fuxing
Investment District
Fuzhou, Fujian 350014
China
Contact: Ni Cain
Tel: 86-591-8361-0148
Fax: 86-591-8362-1248
Email: CAIN.NI@CASIX.COM
19. Federal Express Trade $33,351
2005 Corporate Plaza/2nd Floor
Memphis, TN 28132
Contact: Marie Solt & Les Gilauys
Phone: 901369-3600
Email: MARIE.SOLT@FEDEX.COM
20. Computershare Trust Company Legal $30,386
(BLTY01)
Dept CH 19228
Palatine, IL 60055-9228
Contact: Mohammed Muqeeth
Phone: 630-568-0200
Email: ACCOUNTS.RECEIVABLE@COMPUTERSHARE.COM
21. Formula Plastics, Inc. Trade $30,131
451 Tecate Road Suite 2B
Tecate, CA 91980
Contact: Bill Gerard - President
Phone: (619) 478-1056
Email: INFO@FORMULAPLASTICS.COM
22. Bay Advanced Technologies Trade $28,445
1715 E. Newport Circle
Santa Ana, CA 92705
Contact: Matt Shea
Phone: 949-525-8811
Email: MSHEA@BAYAT.COM
23. Doc Matter Inc. Legal $27,562
460 Brannan St Unit 77452
San Francisco, CA 94107-7605
Contact: Elizabeth Amazing
Phone: 650-239-6938
Email: EAMAZING@DOCMATTER.COM
24. Broadcastmed LLC Trade $26,200
P.O. Box 790379
St. Louis, MO 63179-0379
Contact: Hilary Noden
Phone: (860) 953-2900
Email: HILARY.NODEN@BROADCASTMED.COM
25. Integrated Media Trade $24,750
Solutions, LLC
DBA Dental Product Shopper
500 Craig Road, Ste 101
Manalapan, NJ 07726
Contact: Dave Branch - CEO
Phone: 732577-6590
Email: INFO@IMSNY.COM;
DBRANCH@DENTALPRODUCTSHOPPER.COM
26. Contour Metrological & Mfg, Inc. Trade $23,000
488 Oliver Drive
Troy, MI 48084
Contact: Michelle Dwer
Phone: (248) 273-1111
Email: MDWYER@CMMOPTIC.COM
27. Shenzhen Zhichuangjiaye Trade $22,550
Technology Co. Ltd.
Futai Industrial Park
Liaokeng Village
Shiyan Street, Bao an District
Shenzhen City
China
Contact: Bill Wang
Phone: (0086) 755-33914953
Email: BILLWANG@ZHICHUANGCREATIVE.COM
28. Darcoid Company of California Trade $19,833
950 3rd St
Oakland, CA 94607
Contact: Sal Aversa
Phone: (510) 836-2449
Email: SAL@DARCOID.COM
29. DDH Enterprise Inc. Trade $18,936
2220 Oak Ridge Way
Vista, CA 92081
Contact: Tony Du
Phone: (760) 599-0171 Ext. 0254
Fax: 760-599-9397
Email: TONYDU@DDHENT.COM
30. TD Engineering Trade $18,049
2630 S Shannon Street
Santa Ana, CA 92704
Contact: Tieu Do
Phone: (714) 933-0835
Email: TDO@TDENGINEER.COM
BIT MINING: Reports $18.9M Net Income in H1 2024
------------------------------------------------
BIT Mining Ltd. filed with the U.S. Securities and Exchange
Commission its Interim Condensed Consolidated Financial Statements
on Form 6-K reporting a net income of US$18.9 million on US$19.4
million of revenues for the six months ended June 30, 2024,
compared to a net loss of US$5.9 million on US$21.1 million of
revenues for the six months ended June 30, 2023.
As of June 30, 2024, the Company had US$63.3 million in total
assets, US$17.4 million in total liabilities, and US$45.9 million
in total shareholders' equity.
The Company said, "We have incurred net loss from continuing
operations of US$5.1 million for the six months ended June 30, 2023
and minimal net income from continuing operations of US$0.02
million for the six months ended June 30, 2024. We also had
negative cash flow from operating activities of US$17.1 million and
US$12.1 million for the six months ended June 30, 2023 and 2024,
respectively. While we have prepared our interim condensed
consolidated financial statements on the basis of our belief that
we can continue our business as a going concern, we will be
required to pay monetary penalties in amounts which, combined with
our losses, projected cash needs and the uncertainty of prices of
our cryptocurrency assets, raises substantial doubt upon our
ability to continue as a going concern. We agreed to enter into a
deferred prosecution agreement with the U.S. Department of Justice
and submitted an offer of settlement to the U.S. Securities and
Exchange Commission to resolve the previously-disclosed
investigations by the DOJ and SEC related to the potential
development of an integrated casino resort project in Japan, in
which we agreed to a combined penalty amount of US$10 million. The
Offer of Settlement is subject to review and approval by the
Commissioners of the SEC. Based on the latest status of the
discussions as of the date of this interim report, the Company has
accrued US$10 million for the combined penalty amounts on the
Company's financial statements as of June 30, 2024. Payments of the
combined penalty amounts will further deplete our liquidity and
cash position. In addition, we have received a letter from the NYSE
related to our failure to comply with applicable market
capitalization and equity criteria in the NYSE's continued listing
standards. We have submitted a business plan as to how we intend to
regain compliance and are now subject to quarterly monitoring for
compliance with the plan. If we do not regain compliance, our ADSs
could be delisted from the NYSE. If our ADSs were delisted from the
NYSE, the liquidity and the trading price of our ADSs would be
materially and adversely affected."
"The assessment of our ability to meet our future obligations is
inherently judgmental, subjective and susceptible to change. We
considered the projected cash flows for the next 12 months after
the issuance of the unaudited interim financial statements. Such
cash flows included cash inflows from disposal of cryptocurrency
assets at projected prices. Due to a high degree of uncertainties
in future prices of cryptocurrency assets, we cannot assure that it
is probable we will have sufficient cash and cash equivalents to
maintain our planned operations for the next 12 months following
the issuance of our unaudited interim financial statements. We have
considered both quantitative and qualitative factors that are known
or reasonably knowable as of the date of this interim report and
concluded that there are conditions present in the aggregate that
raise substantial doubt about our ability to continue as a going
concern."
"In response to these conditions, we may seek to sell additional
equity securities or debt securities or borrow from lending
institutions. These financing plans are subject to market
conditions, and are not within our control, and therefore, cannot
be deemed probable. There is no assurance that we will be
successful in implementing our plans. As a result, we have
concluded that such plans do not alleviate substantial doubt about
our ability to continue as a going concern."
A full-text copy of the Company's Report is available at:
https://tinyurl.com/yc7sfpu3
About BIT Mining Ltd.
Akron, Ohio-based BIT Mining (NYSE: BTCM) --
https://www.btcm.group/ -- is a technology-driven cryptocurrency
mining company, with a long-term strategy to create value across
the cryptocurrency industry. Its business covers cryptocurrency
mining, mining pool, and data center operation.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
May 15, 2024, citing that the Company has incurred recurring losses
and operating cash outflows that raises substantial doubt about its
ability to continue as a going concern.
BLUEBIRD BIO: Posts $81.4 Million Net Loss in Fiscal Q2
-------------------------------------------------------
bluebird bio, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $81.4 million on $16.1 million of total revenues for the three
months ended June 30, 2024, compared to a net loss of $62.8 million
on $6.9 million of total revenues for the three months ended June
30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $151.2 million on $34.7 million of total revenues, compared
to a net loss of $43.9 million on $9.3 million of total revenues
for the same period in 2023.
As of June 30, 2024, the Company had $545.2 million in total
assets, $492.2 million in total liabilities, and $53 million in
total stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/yhwe5r7h
About bluebird bio, Inc.
bluebird bio, Inc. was incorporated in Delaware on April 16, 1992,
and is headquartered in Somerville, Massachusetts. The Company is a
biotechnology firm dedicated to researching, developing, and
commercializing potentially curative gene therapies for severe
genetic diseases based on its proprietary lentiviral vector gene
addition platform. Since its inception, bluebird bio has focused
nearly all its resources on research and development efforts
related to its product candidates and the commercialization of its
approved products, including activities to manufacture product
candidates, conduct clinical studies, perform preclinical research,
provide administrative support, and market and commercially
manufacture its approved products.
Boston, Massachusetts-based Ernst & Young LLP, the Company's
auditor since 2012, issued a "going concern" qualification in its
report dated September 13, 2024, citing that the Company has
suffered recurring operating losses and negative operating cash
flows, raising substantial doubt about its ability to continue as a
going concern.
bluebird bio had a net loss of $211.9 million for the year ended
December 31, 2023, and an accumulated deficit of $4.3 billion as of
December 31, 2023.
BRIGADE MANUFACTURING: Robert Byrd Named Subchapter V Trustee
-------------------------------------------------------------
David Asbach, Acting U.S. Trustee for Region 5, appointed Robert
Byrd, Esq., at Byrd & Wiser, as Subchapter V trustee for Brigade
Manufacturing, Inc.
Mr. Byrd will be paid an hourly fee of $275 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Byrd declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Robert A. Byrd, Esq.
Byrd & Wiser
P.O. Drawer 1939
Biloxi, MS 39533
Telephone: (228) 432-8123
Facsimile: (228) 432-7029
Email: rab@byrdwiser.com
About Brigade Manufacturing
Brigade Manufacturing, Inc. operates a cut and sew apparel
manufacturing business in Tylertown, Miss.
Brigade Manufacturing filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 24-51193) on
Aug. 22, 2024, with $1 million to $10 million in both assets and
liabilities. Jamie Davenport, president, signed the petition.
Judge Katharine M. Samson presides over the case.
The Law Offices of Craig M. Geno, PLLC serves as the Debtor's
bankruptcy counsel.
CARABOBO PROSPER: Seeks to Tap Lane Law Firm as Bankruptcy Counsel
------------------------------------------------------------------
Carabobo Prosper Holdings LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire The
Lane Law Firm, PLLC as its counsel.
The firm will provide these services:
a. assist, advise and represent the Debtor relative to the
administration of the chapter 11 case;
b. assist, advise and represent the Debtor in analyzing the
Debtor's assets and liabilities, investigating the extent and
validity of lien and claims, and participating in and reviewing any
proposed asset sales or dispositions;
c. attend meetings and negotiate with the representatives of
the secured creditors;
d. assist the Debtor in the preparation, analysis, and
negotiation of any plan of reorganization and disclosure statement
accompanying any plan of reorganization;
e. take all necessary action to protect and preserve the
interests of the Debtor;
f. appear, as appropriate, before this Court, the Appellate
Courts, and other Courts in which matters may be heard and to
protect the interests of the Debtor before said Courts and the
United States Trustee; and
g. perform all other necessary legal services in these cases.
The firm will be paid at these rates:
Robert C. Lane $595 per hour
Joshua Gordon $550 per hour
Associate Attorneys $500 per hour
Paraprofessionals $250 per hour
The firm received a retainer in the amount of $40,002.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert C. Lane, Esq., a partner at The Lane Law Firm, PLLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Robert C. Lane, Esq.
Joshua D. Gordon, Esq.
6200 Savoy, Suite 1150
Houston, TX 77036
Tel: (713) 595-8200
Fax: (713) 595-8201
Email: notifications@lanelaw.com
Joshua.gordon@lanelaw.com
About Carabobo Prosper
Carabobo Prosper Holdings LLC is a Texas-based distributor of oil
and lubricants serving mechanics throughout the state.
Carabobo Prosper Holdings LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Texas. Case No.
24-32882).Robert C. Lane, signed the petition.
Robert C. Lane Esq. at The Lane Law Firm, PLLC represents the
Debtor as legal counsel.
CHAMPION HEALTHCARE: Unsecureds to Split $10K over 5 Years
----------------------------------------------------------
Champion Healthcare, LLC, filed with the U.S. Bankruptcy Court for
the Middle District of Tennessee a Plan of Reorganization under
Subchapter V dated August 27, 2024.
The Debtor is a limited liability corporation formed on April 15,
2016. The primary offering of the Debtor is a specialized office
based mental health and addiction clinic dedicated to offering
comprehensive treatment services for individuals dealing with
mental health disorders and substance abuse challenges.
The Debtor's facility provides evidence-based therapies and
interventions to support clients on their path to recovery and
improved mental well-being. As of the Petition Date, the Debtor's
current financial position didn't allow for the Debtor to service
its debts, and sought relief under the Bankruptcy Code to
reorganize the financial affairs of the Debtor in an effort to
bring the expenses in line with the income.
This Plan of Reorganization under Chapter 11 of the Code proposes
to pay the creditors of the Debtor from future income of the
Debtor.
Class No. 15 consists of All Allowed Unsecured Claims. The Debtor
shall pay allowed unsecured claims a pro-rata distribution for a
period of no more than 60 months from entry of the confirmation
order in 5 annual payments in the amount of $2,000.00 annually for
a total amount of $10,000.00. Said payments shall commence on the
Effective Date, and shall be paid annually thereafter. The allowed
unsecured claims total $799,062.72.
The Debtor will retain all ownership rights in property of the
estate.
The Debtor anticipates the funds to meet the plan payments shall
come from the daily operations of the Debtor's business.
A full-text copy of the Plan of Reorganization dated August 27,
2024 is available at https://urlcurt.com/u?l=4cz8uW 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 Champion Healthcare
Champion Healthcare, LLC, a company in Lebanon, Tenn., specializes
in office-based mental health and addiction clinic dedicated to
offering comprehensive treatment services for individuals dealing
with mental health disorders and substance abuse challenges. Its
facility provides evidence-based therapies and interventions to
support clients on their path to recovery and improved mental
well-being.
Champion Healthcare filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-02956) on
August 5, 2024, with $189,231 in assets and $1,197,758 in
liabilities. Darryl Champion, president, signed the petition.
Judge Charles M. Walker presides over the case.
Jay R. Lefkovitz, Esq., at Lefkovitz & Lefkovitz represents the
Debtor as legal counsel.
CHICAGO WHIRLY: Has Permission to Use Cash Collateral Thru Dec 17
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, granted Chicago Whirly, Inc., authority to use
cash collateral from secured parties, including Store Master
Funding XVII, LLC, JPMorgan Chase Bank, and Navitas Credit Corp.
The Court's final order addresses the use of cash collateral and
outlines provisions for adequate protection for the secured
parties.
The Court found that the secured parties hold valid and enforceable
liens on the Debtor's assets and are entitled to adequate
protection under 11 U.S.C. sections 361 and 363. The Court
acknowledged the urgency of the Debtor's request and concluded that
continued access to cash collateral is in the best interest of both
the Debtor's estate and its creditors.
The budget attached to the order outlines cash flow forecasts for
Chicago Whirly over a 13-week period, detailing cash inflows and
outflows. Notably, the Debtor expects to begin with $160,600 in
cash on hand and anticipates cash inflows from operational deposits
and future event deposits, totaling approximately $1.45 million.
Outflows are expected to be around $1.97 million, covering vendor
payments, payroll, taxes, and other operational expenses. A copy
of the Court's order, including the budget, is available at
https://urlcurt.com/u?l=KLNSkw
As adequate protection to the secured parties, the Debtor is
permitted to make monthly payments and maintain the collateral in
good condition. The Debtor must also keep existing insurance in
place and use the collateral lawfully. Replacement liens on certain
assets will be granted to secured parties, ensuring they are
protected against any decrease in the value of their collateral.
The order specifies conditions under which the Debtor's authority
to use cash collateral may terminate, including violations of the
order, conversion to a Chapter 7 case, or failure to pay
post-petition taxes. The authority to use cash collateral will also
automatically terminate on December 17, 2024, unless extended by
the Court or mutual agreement of the parties involved.
About Chicago Whirly Inc.
Chicago Whirly Inc. is in the Recreation Services business. It
operates a lively amusement center featuring WhirlyBall, bowling &
laser tag, plus a sports bar.
Chicago Whirly Inc. sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-09116) on
June 20, 2024, listing $1 million to $10 million in estimated
assets and liabilities. The Hon. Bankruptcy Judge Deborah L.
Thorne oversees the case.
The Debtor is represented by Susan Poll Klaessy, Esq., at Foley &
Lardner LLP. Silverman Consulting serves as the Debtor's financial
advisor.
COLLECTIBLE SUPPLIES: Wins Final OK to Use Cash Collateral
----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Tennessee,
Eastern Division, granted Collectible Supplies, Inc.,
authorization, on a final basis, to use cash collateral for ongoing
operations while ensuring adequate protection for its secured
creditors. The court grants the Debtor the ability to spend up to
105% of a specified budget.
As adequate protection, LEAF Capital Funding, Inc. will retain its
lien and has an allowed secured claim of $49,668.88, payable at
8.25% interest. As adequate protection, Amazon Capital Services,
Inc. will retain its lien and receive monthly payments of $2,000
until confirmation. ACS is granted perfected security interests in
the Debtor's post-petition assets, ensuring protection against any
diminution in value caused by the use of cash collateral.
The Debtor is authorized to utilize net proceeds from its Amazon
Seller Account after fees are deducted, with ACS able to deduct its
adequate protection payments directly from these proceeds.
The order does not determine the extent or priority of any
creditor's security interests as of the petition date and does not
improve any pre-petition interests.
About Collectible Supplies
Collectible Supplies, Inc. is a company that specializes in
providing a wide range of products and supplies tailored for
collectors of various items, including sports cards, coins, stamps,
and other collectibles.
Collectible Supplies, Inc. sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No.
24-10884) with $1 million to $10 million in assets and $1 million
to $10 million in liabilities. The petition was signed by Jeff
Peterson as president.
The Hon. Jimmy L. Croom oversees the case.
The Debtor's counsel can be reached at:
C. Jerome Teel Jr., Esq.
TEEL & GAY, PLC
79 Stonebridge Blvd., Suite B
Jackson, TN 38305
Tel: (731) 424-3315
Fax: (731) 424-3501
Email: jerome@tennesseefirm.com
Counsel to Overton Funding, LLC:
Erin Malone-Smolla, Esq.
BRADLEY ARANT BOULT CUMMINGS, LLP
1221 Broadway, Suite 2400
Nashville TN 37202
Tel: (615) 252-2307
Fax: (615) 252-6307
E-mail: Esmolla@bradley.com
- and -
Shanna M. Kaminski, Esq.
KAMINSKI LAW, PLLC
P.O. Box 247
Grass Lake, MI 49240
Tel: (248) 462-711
E-mail: skaminski@kaminskilawpllc.com
Counsel to LEAF Capital Funding, LLC:
Kenneth D. Peters, Esq.
Dressler & Peters, LLC
101 W. Grand Ave. Suite 404
Chicago IL 60654
E-mail: kpeters@dresslerpeters.com
- and -
David P. Canas, Esq.
Campbell Perky Johnson PLLC
329 S. Royal Oaks Blvd, Suite No 205
Franklin, TN 37064
CONCORDIA ANESTHESIOLOGY: Hires Rountree Leitman as Co-Counsel
--------------------------------------------------------------
Concordia Anesthesiology, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Rountree, Leitman, Klein & Geer, LLC as co-counsel.
The firm's services include:
a. giving the Debtor legal advice with respect to its powers
and duties as Debtor-in-Possession in the management of its
property;
b. preparing on behalf of the Debtor as Debtor-in-Possession
necessary schedules, applications, motions, answers, orders,
reports and other legal matters;
c. assisting in examination of the claims of creditors;
d. assisting with formulation and preparation of the
disclosure statement and plan of reorganization and with the
confirmation and consummation thereof; and
e. performing all other legal services for the Debtor as
Debtor-in-Possession that may be necessary.
The hourly rates of the firm's counsel and staff are as follows:
Attorney:
William A. Rountree $595
Will B. Geer $595
Michael Bargar $535
Hal Leitman $425
William Matthews $425
David S. Klein $495
Alexandra Dishun $425
Elizabeth Childers $425
Ceci Christy $425
Caitlyn Powers $375
Shawn Eisenberg $300
Paralegals:
Elizabeth Miller $250
Megan Winokur $175
Tarsha Daniel $225
Catherine Smith $150
Dorothy Sideris $175
Law Clerk:
Aaron Schrader $175
The firm received a pre-petition retainer in the amount of
$30,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Caitlyn Powers, Esq., a partner at Rountree, Leitman, Klein & Geer,
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:
Will B. Geer, Esq.
Caitlyn Powers, Esq.
Rountree, Leitman, Klein & Geer, LLC
Century I Plaza
2987 Clairmont Road, Suite 350
Atlanta, GA 30329
Telephone: (404) 584-1238
Email: wgeer@rlkglaw.com
cpowers@rlkglaw.com
About Concordia Anesthesiology
Concordia Anesthesiology, Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga.
Case No. 24-21106) on September 10, 2024, listing $100,000 to
$500,000 in assets and $1 million to $10 million in liabilities.
The petition was signed by Jarrod D. Huey, M.D. as CEO/president.
Angelyn M. Wright, Esq. at THE WRIGHT LAW ALLIANCE, P.C. represents
the Debtor as counsel.
CORONET CERAMICS: Case Summary & Nine Unsecured Creditors
---------------------------------------------------------
Debtor: Coronet Ceramics, Inc.
d/b/a Coronet Energy
d/b/a Coronet PPE
d/b/a Fortune88
d/b/a Blue Sky Properties
d/b/a Vegas Renewable Diesel
2300 Western Avenue
Las Vegas, NV 89102
Business Description: The Debtor is engaged in the business of
petroleum and coal products manufacturing.
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
District of Nevada
Case No.: 24-15153
Debtor's Counsel: Matthew L. Johnson, Esq.
JOHNSON & GUBLER, P.C.
Lakes Business Park
8831 W Sahara Ave
Las Vegas, NV 89117-5865
Tel: (702) 471-0065
Fax: (702) 471-007
Email: mjohnson@mjohnsonlaw.com
Total Assets: $3,503,259
Total Liabilities: $6,213,194
The petition was signed by Mi Shen Goldberg as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/6W62HVI/CORONET_CERAMICS_INC__nvbke-24-15153__0001.0.pdf?mcid=tGE4TAMA
CT TECHNOLOGIES: S&P Withdraws 'B-' Issuer Credit Rating
--------------------------------------------------------
S&P Global Ratings withdrew all of its ratings on CT Technologies
Intermediate Holdings Inc. (d/b/a Datavant), including the 'B-'
issuer credit rating and 'B' issue-level rating, at the issuer's
request.
The company requested the withdrawal after it completed a
refinancing and repaid its rated debt. The outlook was stable at
the time of the withdrawal.
CULLOO ENTERTAINMENT: Case Summary & Four Unsecured Creditors
-------------------------------------------------------------
Debtor: Culloo Entertainment LLC.
1209 Vine Street
Philadelphia, PA 19107
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
Eastern District of Pennsylvania
Case No.: 24-13553
Judge: Hon. Ashely M Chan
Debtor's Counsel: Joseph Rutala, Esq.
RUTALA LAW GROUP, PLLC
1500 JFK Blvd., Suite 1203
Philadelphia, PA 19102
Tel: (215) 360-3969
E-mail: joe@rutala.com
Total Assets: $191,243
Total Liabilities: $2,739,544
The petition was signed by James De Berardine as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/C7UOYLY/Culloo_Entertainment_LLC__paebke-24-13553__0001.0.pdf?mcid=tGE4TAMA
DEGNAN SCOTTSDALE: Christopher Hayes Named Subchapter V Trustee
---------------------------------------------------------------
The U.S. Trustee for Region 17 appointed Christopher Hayes as
Subchapter V trustee for Degnan Scottsdale, 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 Degnan Scottsdale
Degnan Scottsdale, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-51361) on
September 5, 2024, with $1 million to $10 million in both assets
and liabilities.
Judge Stephen L. Johnson presides over the case.
Joan M. Chipser, Esq., at the Law Offices of Joan M. Chipser
represents the Debtor as bankruptcy counsel.
DIGITAL ALLY: Issues Amended Note for $2 Million Due November 1
---------------------------------------------------------------
As previously disclosed, on March 1, 2024, Digital Ally, Inc. and
Kustom Entertainment, Inc., a Nevada corporation and wholly-owned
subsidiary of the Company ("Borrowers"), entered into a Note
Purchase Agreement with Mosh Man, LLC, a New Jersey limited
liability company ("Purchaser"), pursuant to which the Borrowers
issued to the Purchaser a Senior Secured Promissory Note with a
principal amount of $1,425,000. On July 13, 2024, the Company
entered into a letter agreement with Kustom Entertainment and the
Purchaser, amending the terms of the Agreement. On September 12,
2024, the Company entered into a second letter agreement with
Kustom Entertainment and the Purchaser, further amending the terms
of the Agreement
On September 25, 2024, the Borrowers issued to the Purchaser an
amended and restated senior secured promissory note with a new
principal amount of up to $2,000,000. The Amended Note evidences
the Principal Amount and amends and restates in its entirety, the
terms and provisions of the Note. Pursuant to the Amended Note the
Borrowers promised to pay to the Purchaser the Principal Amount,
together with interest on said Principal Amount or so much thereof
as shall be outstanding under the Amended Note from time to time,
to be computed from the date of the Amended Note at the rates and
in the amounts set forth in the Amended Note. The face amount of
the Amended Note is the total Principal Amount that shall be
outstanding thereunder at any one time, not including accrued and
unpaid interest thereon. The amount of the unpaid balance,
including such interest, that shall be due and payable under the
Amended Note may increase and decrease as advances and payments are
made thereunder between the Borrowers and the Purchaser. The
Amended Note bears interest at a rate of 1.58% per month.
The Borrowers may request advances in writing to the Purchaser.
Each advance request must be received by the Purchaser not later
than 10:00 a.m. (Eastern Time) a minimum of three business days
prior to the date the advance is to be made, and must specify the
amount of the advance, and shall provide supporting document in
connection with the usage of each such advance. Upon approval by
the Purchaser to be determined in its sole discretion, but which
shall not be unreasonably withheld, the Purchaser shall either make
payment directly to vendor(s) or other creditors on behalf of the
Borrowers or deposit the advance into the Borrowers account.
Pursuant to the Amended Note, the Borrowers shall repay the Amended
Note, in full, on the earlier of:
(i) November 1, 2024,
(ii) the consummation of the merger between Kustom
Entertainment and CL Merger Sub, Inc. pursuant to the Merger
Agreement among the Company, Kustom Entertainment, Clover Leaf
Capital Corp., Yntegra Capital Investments LLC and CL Merger Sub,
dated as of June 1, 2023.
The Borrowers shall pay in arrears in cash an amount equal to 50%
of revenues from all ticket sales generated by Kustom
Entertainment, up nine thousand tickets sold, and thereafter equal
to 10% of all revenues from all ticket sales until the earlier of
the date on which the Note is repaid in full or the Maturity Date.
The Borrowers have the right, but not the obligation, under the
Amended Note to prepay the Amended Note, upon written notice to the
Purchaser, by payment in full of the entire outstanding principal
balance plus interest.
Furthermore, pursuant to the Amended Note, the parties agreed to
extend the repayment date of $100,000, by the Borrowers to the
Purchaser, from September 26, 2024, to October 10, 2024, which
payment shall be considered the September 26, 2024 payment pursuant
to the Borrowers' obligation, under the Second Letter Agreement, to
pay to the Purchaser $100,000 each month on the 12th calendar day
of such month.
Except as stated, the Amended Note does not result in any other
substantive changes to the Agreement.
About Digital Ally
The business of Digital Ally (NASDAQ: DGLY) (with its wholly-owned
subsidiaries, Digital Ally International, Inc., Shield Products,
LLC, Digital Ally Healthcare, LLC, TicketSmarter, Inc., Worldwide
Reinsurance, Ltd., Digital Connect, Inc., BirdVu Jets, Inc., Kustom
440, Inc., Kustom Entertainment, Inc., and its majority-owned
subsidiary Nobility Healthcare, LLC), is divided into three
reportable operating segments: 1) the Video Solutions Segment, 2)
the Revenue Cycle Management Segment and 3) the Entertainment
Segment. The Video Solutions Segment is the Company's legacy
business that produces digital video imaging, storage products,
disinfectant and related safety products for use in law
enforcement, security and commercial applications. This segment
includes both service and product revenues through its subscription
models offering cloud and warranty solutions, and hardware sales
for video and health safety solutions. The Revenue Cycle Management
Segment provides working capital and back-office services to a
variety of healthcare organizations throughout the country, as a
monthly service fee. The Entertainment Segment acts as an
intermediary between ticket buyers and sellers within the Company's
secondary ticketing platform, ticketsmarter.com, and the Company
also acquires tickets from primary sellers to then sell through
various platforms.
New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has incurred substantial operating
losses and will require additional capital to continue as a going
concern. This raises substantial doubt about the Company's ability
to continue as a going concern.
DIOCESE OF SAN FRANCISCO: Filing Exclusivity Extended to Feb. 20
----------------------------------------------------------------
Judge Dennis Montali of the U.S. Bankruptcy Court for the Northern
District of California extended The Roman Catholic Archbishop of
San Francisco's exclusive periods to file a plan of reorganization
and obtain acceptance thereof to February 20, 2025 and April 21,
2025, respectively.
As shared by Troubled Company Reporter, the Debtor states that in
each diocesan bankruptcy where a plan of reorganization has been
confirmed, the plan confirmed by the bankruptcy court was a pot
plan negotiated among the interested parties in the case which
settled disputes over insurance coverage, property of the
bankruptcy estate, and estimated claims of survivors. The Debtor
intends to propose a similar type of pot plan. The process
generally takes over a year. Key to the achievement of this goal is
progress toward a process to resolve the amount and nature of
claims, and available insurance coverage.
The Debtor asserts that it has been diligently working to resolve
critical issues in this case for the benefit of its creditors as a
whole, and to lay the groundwork for the global mediation process.
The Debtor is not seeking an extension of the Exclusive Periods in
order to pressure creditors to acquiesce to its reorganization
demands and, therefore, this factor also supports the extension.
The Debtor further asserts that the composition of its proposed
plan will be based in significant part on addressing the survivor
claims. The claims and the available insurance coverage for such
claims, are being analyzed since the claims bar date has been
established and passed. Accordingly, this factor also favors the
requested extension.
Attorneys for the Debtor:
Paul J. Pascuzzi, Esq.
Jason E. Rios, Esq.
Thomas R. Phinney, Esq.
FELDERSTEIN FITZGERALD
WILLOUGHBY PASCUZZI & RIOS LLP
500 Capitol Mall, Suite 2250
Sacramento, CA 95814
Tel: (916) 329-7400
Fax: (916) 329-7435
Email: ppascuzzi@ffwplaw.com
jrios@ffwplaw.com
tphinney@ffwplaw.com
Ori Katz, Esq.
Alan H. Martin, Esq.
Sheppard, Mullin, Richter & Hampton LLP
Four Embarcadero Center, 17th Floor
San Francisco, CA 94111-4109
Telephone: (415) 434-9100
Facsimile: (415) 434-3947
Email: okatz@sheppardmullin.com
amartin@sheppardmullin.com
About The Roman Catholic Archbishop
of San Francisco
The Roman Catholic Archbishop of San Francisco filed a Chapter 11
petition (Bankr. N.D. Cal. Case No. 23-30564) on Aug. 21, 2023,
with $100 million to $500 million in both assets and liabilities.
Judge Dennis Montali oversees the case.
The Debtor tapped Felderstein Fitzgerald Willoughby Pascuzzi &
Rios, LLP and Sheppard, Mullin, Richter & Hampton LLP as counsel.
Weintraub Tobin Chediak Coleman & Grodin as special litigation
counsel. Weinstein & Numbers, LLP as special insurance counsel.
GlassRatner Advisory & Capital Group LLC d/b/a B. Riley Advisory
Services as financial advisor. Omni Agent Solutions, Inc., is the
administrative agent.
DISH DBS: S&P Lowers ICR to 'CC' on Announced Distressed Exchange
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
satellite TV provider Dish DBS Corp. and Dish Network to 'CC' from
'CCC-'.
S&P said, "We have also lowered our recovery ratings on Dish DBS
unsecured notes to '6' from '4' and Dish DBS secured notes to '3'
from '2' following the issuance of a secured TPG Angelo Gordon loan
(TPG loan) and release of the remaining intercompany loan from Dish
Network.
"The negative outlook on Dish DBS and Dish Network reflects that we
will lower the ICR to 'SD' (selective default) and the issue-level
ratings on the affected issues to 'D' if it completes the exchange
as proposed.
"We have revised the outlook on parent EchoStar Corp. and sister
company Hughes Satellite Systems Corp. to positive to reflect that
we could raise the ICR's to 'CCC+' following completion of the Dish
Network transactions based on an improved liquidity position at
Echostar.
"We view the Dish DBS exchanges as tantamount to a default. Holders
of existing Dish DBS notes are being offered less than the original
promise because the exchange rate as part of the mandatory exchange
consideration into new DirecTV issuer notes is at a significant
discount to par for most issues and the maturity dates will be
extended. In exchange, the new notes will carry a higher rate of
8.875% and be secured by assets of the combined businesses of
DirecTV and Dish DBS." More specifically:
-- Holders of $2.75 billion secured notes due in 2026 can exchange
at a total consideration of 93% of par for new secured notes issued
at DirecTV due 2028.
-- Holders of $2.5 billion secured notes due in 2028 can exchange
at a total consideration of 87% of par for new secured notes issued
at DirecTV due 2031.
-- Holders of $2 billion unsecured notes due in 2026 can exchange
at a total consideration of 79% of par for new secured notes issued
at DirecTV due 2029.
-- Holders of $1 billion unsecured notes due in 2028 can exchange
at a total consideration of 68% of par for new secured notes issued
at DirecTV due 2031.
-- Holders of $1.5 billion unsecured notes due in 2029 can
exchange at a total consideration of 60% of par for new secured
notes issued at DirecTV due 2032.
S&P also views the Dish Network exchange as distressed. Holders of
existing Dish Network convertible notes are being offered less
value than the original promise because the principal amount of new
debt provided in the restructuring is less than the original par
amount, the new debt's maturity extends beyond the original, and
timing of payments is slowed on the 3.375% tranche. In exchange,
the new notes will be secured by AWS-3 and AWS-4 spectrum and carry
higher interest rates (although interest will be paid in kind for
the first two years). More specifically:
-- Holders of about $2.0 billion in 0% convertible notes due 2025
can exchange for a combination of new 6.75% spectrum-backed secured
notes due 2030 ("Exchange Notes") at a rate of 52.4% of par and new
3.875% new spectrum-backed secured convertible notes due 2030
("Convertible Notes") at a rate of 40.7% of par. The convertible
notes will be convertible into Echostar shares are a conversion
rate that will reflect a 35% premium.
-- Holders of about $2.9 billion in 3.375% convertible notes due
2026 can exchange for a combination of new secured Exchange Notes
at a rate of 46.6% of par and new secured Convertible Notes at a
rate of 40% of par.
The proposed transactions bolster liquidity and address near-term
maturities. EchoStar did not have cash to repay the $2 billion,
Nov. 15, 2024, maturity at Dish DBS on a standalone basis. As part
of the proposed transactions, TPG Angelo Gordon provided $2.5
billion in bridge financing to repay this debt coming due.
Secondly, Dish supporting lenders have committed $5.1 billion in
new money in the form of 10.75% spectrum-backed secured notes due
2029. These notes will be secured by AWS-3 and AWS-4 spectrum
assets and is contingent upon the proposed Dish Network exchange
closing (which requires 90% participation). These lenders represent
85% of the principal outstanding under the existing Dish Network
convertible notes.
Finally, Echostar has entered into agreements with certain
investors for an equity issuance in an aggregate purchase price of
approximately $400 million. This is expected to close concurrently
with the Dish Network exchange offer and new secured notes issuance
by the end of 2024.
The company would have 24-36 months of liquidity runway if the
transactions are completed as proposed. S&P said, "We estimate that
the company would be able to fund its operational and financing
needs through 2026 if the transactions close as proposed. The next
maturity would be $1.5 billion of debt due at Hughes in 2026.
Management has indicated that it plans to refinance this debt with
cash flow generated Hughes. Under our base-case, we estimate that
the company would have just enough liquidity to repay that debt
with internal cash before requiring to access capital in 2027 to
fund operations and refinance the $3.5 billion secured notes
maturing at Dish Network."
However, there is significant uncertainty and potential variability
around S&P's forecast depending on wireless operating trends and
capex. More specifically, its base-case assumes:
-- Pro-forma cash of about $1 billion as of June 30, 2024
(including $500 million from TPG Angelo Gordon).
-- $5.5 billion of new money injection by the end of 2024.
-- FOCF deficit of about $500 million for the remainder of 2024
and $1 billion in 2025.
-- FOCF deficit rises to $2.5 billion in 2026 without Dish DBS
cash flow.
S&P's base-case forecast over the next 12 months assumes:
-- Dish DBS EBITDA of about $2.8 billion.
-- Hughes EBITDA of about $500 million.
-- Wireless losses of $1.3 billion.
-- Interest expense of about $1.4 billion (including capitalized
interest).
-- Capital spending of about $600 million-$800 million.
S&P said, "We assume that the DBS transaction closes at the end of
2025. In 2026, we project that wireless losses moderate to about
$500 million before turning positive in 2027.
"Dish DBS recovery prospects are lower. We are revising our
recovery ratings on the unsecured DBS notes to '6' with a rounded
estimate of 0% as its direct source of recovery-the tranche B
Intercompany Loan will be assumed unavailable and secondly its
indirect source of recovery—the unrestricted PayTV subscriber
base now secures the $2.5 billion TPG term loan which was obtained
to repay the $2 billion unsecured DBS notes that mature in November
2024. In tandem, the senior secured DBS notes are revised down to
a '3' recovery rating and rounded estimate of 65%, as its pro rata
share deficiency claim on recovery value from the unrestricted
subscriber base is also impacted. We note that these recovery and
issue ratings on the DBS secured and unsecured notes do not reflect
the distressed exchange offer related to the DirecTV acquisition.
"The negative outlook on Dish DBS and Dish Network reflect that we
will lower the ratings to 'SD' upon completion of the proposed
exchanges."
The positive outlook on EchoStar and Hughes reflects an improved
liquidity position if the Dish Network transactions are completed
as proposed and a lower probability of further near-term exchanges
if the transactions are completed as proposed.
S&P said, "We will lower our ratings on Dish DBS and Dish Network
to 'SD' and the affected unsecured notes to 'D' if the transactions
close as proposed. Following completion of the Dish DBS exchange
and of the merger with DirecTV, the new exchanged DirecTV notes
would likely be rated 'B+' with a '3' recovery rating.
"We could lower our rating on other group members if the company
announces a default or distressed exchange, which appears
unlikely.
"We could raise the rating on EchoStar if the transactions are
completed and its liquidity position improves materially. However
rating upside is likely limited to 'CCC+' due to wireless cash
burn, execution risk, and uncertainty of EchoStar's long-term
wireless earnings growth."
DNT PROPERTY: Unsecureds Will Get 100% of Claims in Sale Plan
-------------------------------------------------------------
DNT Property Investments, LLC filed with the U.S. Bankruptcy Court
for the Western District of Pennsylvania a First Amended Small
Business Plan of Liquidation under Subchapter V dated August 26,
2024.
The Debtor acquired, improved and operated residential housing
units, both single family homes and multi-unit buildings, geared to
moderate and lower income households. Debtor was founded in 2011 by
Derrick and Nykia Tillman to acquire and lease residential real
properties.
As of the Petition Date, Debtor owned 27 housing units spanning
five properties. However, as of the Petition Date, only two units
were occupied. Also, as of the Petition Date, the Debtor Assets
were located in the borough of Wilkinsburg Pennsylvania and the
City of McKeesport, Pennsylvania. Debtor intends to sell all of the
Debtor Assets.
Since prior to the Petition Date, the Debtor's principals have
engaged in marketing efforts to sell the Debtor Assets. The Debtor
has brought a Motion dated August 16, 2024 to sell the Freeland
Street property. The Stalking Horse Bid for Freeland Street is
$800,000.00, which is subject to higher and better offers (the
"Freeland Sale").
The Freeland Sale is the cornerstone of the Plan, as it will result
in payment of the DCC Freeland Acquisition, LLC claim and
substantial tax liens with respect to Freeland Street. The sale of
the remaining Assets will result in proceeds sufficient to pay all
creditors in full and return excess equity to the equity holders. A
broker has been retained to market the Debtor's Assets and it is
anticipated that the sales of the remaining Assets will occur
within six months of Plan Confirmation.
The Plan contemplates the Sale of the Debtor Assets, free and clear
of all liens, claims, encumbrances, and interests, to the highest
bidders in accordance with, and to the extent applicable, Sections
105(a), 363, 365, 1129, 1146, 1190, and 1191 of the Bankruptcy
Code. The Debtor has or will be presenting bids (the "Stalking
Horse Bids") which will be subject to higher and better offers at
the appropriate sale hearing. The Plan proposes to pay the Debtor's
creditors in full from the Sale of the Debtor's Assets.
Through sale of the Debtor's Assets, the Debtor will have
sufficient funds to satisfy all Allowed Claims in full.
The Plan proposes to pay administrative and priority claims in full
unless otherwise agreed. The Debtor estimates that 100% will be
paid on account of general unsecured claims pursuant to the Plan.
Class 5 consists of General Unsecured Claims. General Unsecured
Creditors include the Internal Revenue Service, Fiffik Law Firm,
and Peoples Natural Gas Company LLC. This Class shall receive
payment in full within 30 days of substantial consummation of the
Plan. This Class is unimpaired. The allowed unsecured claims total
$27,993.04.
Class 6 consists of Equity Interest Holders Derrick Tillman and
Nykia Tillman. Equity members shall retain full voting and
management rights over the Debtor after confirmation of the Plan.
Derrick Tillman shall retain his position as Managing Member of the
Debtor. Equity Members have agreed to postpone any distributions
and to waive any right to further corporate benefits until all
payments due to General Unsecured Creditors have been paid in
accordance with the Plan.
The Plan will be funded through sale of all of the Debtor's Assets,
the proceeds from which will fund the payments required under this
Plan. As such, the Debtor does not have projections showing the
ability to make Plan payments or the ability to operate without
further reorganization.
A full-text copy of the First Amended Plan dated August 26, 2024 is
available at https://urlcurt.com/u?l=yXZ59J from PacerMonitor.com
at no charge.
Counsel to the Debtor:
RAINES FELDMAN LITTRELL, LLP
Jana S. Pail, Esq.
Harry A. Readshaw, Esq.
11 Stanwix Street, 11th Floor Pittsburgh, PA 15222
Phone: 412.899.6460
Email: jpail@raineslaw.com
hreadshaw@raineslaw.com
About DNT Property Investments
DNT Property is primarily primarily engaged in renting and leasing
real estate properties.
DNT Property Investments LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa.
Case No. 24-20530) on March 2, 2024, listing $1,235,000 in assets
and $763,861 in liabilities. The petition was signed by Derrick
Tillman as managing member.
Judge John C. Melaragno presides over the case.
Jana S. Pail, Esq. at WHITEFORD, TAYLOR & PRESTON LLP represents
the Debtor as counsel.
E. W. GRADING: Seeks to Hire RDD Auction LLC as Auctioneer
----------------------------------------------------------
E. W. Grading Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of North Carolina to employ RDD Auction,
LLC as auctioneer.
The firm market and auction certain items of personal properties of
this estate.
The firm will be paid as follows:
a. 20 percent on the first $20,000;
c. 10 percent on the next $50,000; and
d. 8 percent of balance.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Dale Dunn, a partner at RDD Auction, 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:
Dale Dunn
RDD Auction, LLC
1260 Raynor Mill Road
Mount Olive, NC 28365
Tel: (919) 689-9400
About E. W. Grading Inc.
E. W. Grading, Inc. filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 23-03027) on Oct.
20, 2023, with $500,001 to $1 million in both assets and
liabilities.
Judge Pamela W. Mcafee oversees the case.
David J. Haidt, Esq., at Ayers & Haidt, P.A. represents the Debtor
as legal counsel.
ECLIPSE MIDCO: S&P Rates New Repriced First-Lien Term Loan 'B-'
---------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating to Eclipse
Midco Inc.'s (doing business as ECi Software Solutions;
B-/Stable/--) repriced first-lien term loan due 2030. S&P also
assigned its '3' recovery rating, reflecting its expectation for
meaningful recovery in the event of default. This repricing
transaction is leverage neutral, and will moderately reduce the
firm's interest expense, providing additional cushion to free cash
flow generation, notwithstanding high leverage. All other ratings
on ECi and its outstanding debt are unchanged. The outlook is
stable.
EMILY L. LONGWITH: Drew McManigle Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Region 7 appointed Drew McManigle as
Subchapter V trustee for Emily L. Longwith, DDS, MSD, PLLC and ELL
Real Estate Holding, LLC.
Mr. McManigle will be paid an hourly fee of $450 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. McManigle declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Drew McManigle
700 Milam, Suite 1300
Houston, TX 77002
Telephone: (410) 350-1839
Email: drew@macco.group
About Emily L. Longwith
Emily L. Longwith, DDS, MSD, PLLC filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No.
24-33979) on August 29, 2024, with $100,001 to $500,000 in assets
and $500,001 to $1 million in liabilities.
Judge Eduardo V. Rodriguez oversees the case.
The Debtor tapped Lane Law Firm, PLLC as bankruptcy counsel.
ENDURO PROPERTIES: Seeks Approval to Tap Courtney J. Vinson as CPA
------------------------------------------------------------------
Enduro Properties Investment Company, Inc. seeks approval from the
U.S. Bankruptcy Court for the Western District of Tennessee to
employ Courtney J. Vinson, a licensed certified public accountant.
The professional will assist Debtor in general accounting,
including the preparation of federal and state tax returns.
Ms. Vinson will charge an hourly rate of $125 for compliance and
$225 for tax advisor & consulting.
Ms. Vinson assured the court that she does not hold or represent
any interest adverse to the Debtor, and that it is a "disinterested
person" within the meaning of Sec. 104 of the U.S. Bankruptcy
Code.
Ms. Vinson can be reached at:
Courtney J. Vinson, CPA
5885 Ridgeway Center Parkway, Suite 120
Memphis, TN 38120
Tel: (901) 264-0098
About Enduro Properties Investment
Enduro Properties Investment Company, Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No.
24-23074) on June 27, 2024, with up to $50,000 in assets and up to
$500,000 in liabilities.
Judge M. Ruthie Hagan presides over the case.
Bo Luxman, Esq., represents the Debtor as legal counsel.
ENTECCO FILTER: Taps Waldrep Wall Babcock as Bankruptcy Counsel
---------------------------------------------------------------
Entecco Filter Technology, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of North Carolina to hire
Waldrep Wall Babcock & Bailey PLLC as bankruptcy 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 operation of its business;
(b) advising the Debtor with respect to all general bankruptcy
matters;
(c) preparing on behalf of the Debtor all necessary motions,
applications, answers, orders, reports, and papers in connection
with the administration of its estate;
(d) representing the Debtor at all hearings on matters relating
to its affairs and interests as a debtor-in-possession before this
Court, and protecting the interests of the Debtor;
(e) prosecuting and defending litigated matters that may arise
during the case, including such matters as may be necessary for the
protection of the Debtor's rights, the preservation of estate
assets, or the Debtor's successful reorganization;
(f) preparing and filing a disclosure statement and negotiating,
presenting and implementing a plan of reorganization;
(g) assisting and advising the Debtor with regard to
communications to the general creditor body or other
parties-in-interest regarding any matters concerning the case;
(h) negotiating appropriate transactions and preparing any
necessary documentation related thereto;
(i) representing the Debtor on matters relating to the
assumption or rejection of executor contracts and unexpired leases;
and
(j) performing all other legal services as may be required and
in the interest of the Debtor, including but not limited to the
commencement and pursuit of such adversary proceedings as may be
authorized.
The firm will be paid at these rates:
James Lanik, Partner $460 per hour
Jennifer Lyday, Partner $430 per hour
Diana Santos Johnson, Associate $375 per hour
Kylie Hamilton, Associate $300 per hour
Maybeth Ford, Paralegal $235 per hour
Mindy Sullivan, Paralegal $200 per hour
Jackie Jone, Paralegal $200 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm received an initial retainer in the amount of $50,000.
James Lanik, Esq., a partner at Waldrep Wall Babcock & Bailey 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:
Jennifer B. Lyday, Esq.
James Lanik, Esq.
Kylie Hamilton, Esq.
WALDREP WALL BABCOCK & BAILEY PLLC
3600 Glenwood, Suite 210
Raleigh, NC 27612
Telephone: (919) 589-7985
Email: notice@waldrepwall.com
About Entecco Filter Technology
Entecco is an air filter supplier in Winston-Salem, North Carolina.
The companies forming part of the ENTECCO group manufacture highly
effective and efficient filter products, and use them to create
turnkey systems for dust removal and exhaust gas purification.
Entecco Filter Technology, Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C.
Case No. 24-50707) September 19, 2024, listing $1 million to $10
million in both assets and liabilities. The petition was signed by
James David Edgerton as president and chief executive officer.
James C. Lanik, Esq. at WALDREP WALL BABCOCK & BAILEY PLLC
represents the Debtor as counsel.
EPR PROPERTIES: S&P Affirms 'BB+' ICR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings affirmed its 'BB+' issuer credit rating on EPR
Properties, 'BBB-' issue-level rating on its unsecured notes, and
'B+' rating on its preferred stock. S&P's '2' recovery rating on
the unsecured notes is unchanged.
S&P said, "The stable outlook reflects our expectation for
operating performance to remain sound with support from its triple
next leases, tenant coverage ratios remaining near current levels,
despite some pressure, and minimal lease expirations over the next
year.
"S&P Global Ratings-adjusted debt to EBITDA improved to the 6x area
on average over the past year, and we expect it to remain near
current levels over the next year. For the trailing 12 months ended
June 30, 2024, S&P Global Ratings-adjusted debt to EBITDA remained
in the low-6x area at 6.3x, modestly higher than 6x the prior year
period. Meanwhile, FCC remained healthy at 3.2x. EPR has worked to
return its balance sheet in line with management's stated financial
targets of operating leverage in the low- to mid-5x area over the
past several years. EPR's metrics tend to be about half to three
quarters of a turn lower than S&P Global Ratings-adjusted leverage
because we treat preferred equity as debt."
EPR's tenant base was disproportionally impaired by the COVID-19
pandemic given the experiential nature of its offerings, which
depressed EBITDA generation while most tenants closed for extended
periods. At the same time, EPR's movie theater tenants--which
account for 37% of annualized adjusted EBITDAre--faced secular
changes from streaming and changes in consumer behavior, which
deteriorated the credit quality of some. It has improved since with
support from a rebound in box office performance and movie theater
attendance in 2023 and as consumer demand for experiences remains
resilient so far. S&P expects debt leverage will remain near
current levels as EPR remains focused on preserving its improved
balance sheet.
S&P said, "We anticipate EPR will continue to opportunistically
expand its portfolio through acquisitions, development,
redevelopment, and mortgage loan investments into property types
that offer better long-term growth upside. We expect it will fund
this growth in a leverage-neutral manner, consistent with the
company's financial policies, using cash on hand, free cash flow,
disposition proceeds, and to a lesser extent line of credit. EPR
has been productive this year in disposing of vacant movie theaters
and recycling this capital into assets with better long-term growth
prospects – which we view positively. We anticipate EPR will
moderate investment spending based on the availability of
attractive capital to ensure it preserves its balance sheet and
robust liquidity position – which includes $33.7 million cash on
hand and full availability under its $1 billion revolving credit
facility, as of June 30.
"We project FCC to remain above 3x in the next couple of years with
support from its manageable refinancing and capital needs. The
company has approximately $136 million due this year -- which was
repaid subsequent to June 30 using the company's line of credit --
followed by $300 million in 2025. EPR's debt is entirely
fixed-rate, including hedging instruments, which supports our
expectations.
"We expect box office performance and movie theater attendance
should improve in 2025 and thereafter, albeit remain below 2019
levels, yet risk remains. It is unlikely that box office
performance will return to 2019 levels over the next couple of
years as secular changes from streaming have made a long-term
impact on theatrical releases and consumer behavior. That said, the
box office recovery in 2023 was promising with North American box
office gross revenue of $8.9 billion, 78% of 2019 revenue. The 2023
actor's and writer's strikes paused the recovery and impaired the
2024 schedule resulting in fewer content releases than in 2023
which kept pressure on movie theater operators. That said, box
office revenue and attendance has been healthy when content is
released, and higher ticket prices and spending per patron on
concessions partially offset the lighter 2024 content slate.
Moreover, streaming services have started to recognize the benefit
of theatrical releases and major studios continue to employ their
traditional distribution model with success which should support
content releases over the next couple of years. We expect the box
office recovery to pick up in 2025 and improve thereafter as
cinemas remain the main channel for blockbuster film releases and
we don't expect near-term changes to theatrical windows.
"We expect EPR should benefit from the continued recovery next
year, provided the credit quality of its movie theater tenants does
not materially decline. EPR's top movie theater tenants, Regal
(10.8% of revenue) and AMC (13.7%), faced challenges managing their
balance sheets in recent years, though both continue to pay rent on
time and in full. While Regal emerged from bankruptcy last year
with a stronger balance sheet and lower leverage, AMC continues to
grapple with its over levered balance sheet. AMC was able to
alleviate some near-term pressure to its balance sheet by extending
the maturity dates on some of its debt, but risk remains. We expect
a pull-back in consumer spending and competition from streaming
platforms will keep pressure on operating performance for movie
theater operators. Mitigating some of this risk is EPR's master
leases with Regal and AMC and the high quality, well located and
highly productive nature of its movie theaters. We would expect
that movie theater operators would dispose of their lower quality,
underperforming movie theaters first under a stressed scenario.
"We expect operating performance to remain sound over the next year
with support from improved rent coverage ratios and minimal lease
expirations over the next year. EPR's portfolio remains highly
occupied, and we expect it to remain in the high 90% range given
the company's very manageable lease expiration schedule, with less
than 1% of revenue expiring in 2024 and 2025. We expect same store
operating income growth in the low single digit percent range with
support from its embedded rent growth escalators for most of its
leases and triple net lease structure."
For the trailing 12 months ending March 31, 2024, rent coverage for
the total portfolio was 2.2x, an improvement from year end 2019 of
1.9x with theater coverage on par at 1.7x and non-theater rent
coverage improved to 2.6x from 2x. S&P said, "We expect theater
coverage in the second quarter will face pressure from lower box
office revenues in June, when some of the impact from the actors
and writers strike occurs, but that it should remain sufficient and
not impair movie theater tenants' ability to pay rent, under our
base case scenario. We expect consumers will rein in their spending
over the next couple of quarters which could impact tenants given
the discretionary nature of their offerings but that most tenants
have some cushion to their coverage ratios to absorb these
pressures, provided they are manageable, without impacting their
ability to pay rent."
S&P said, "We are monitoring the outcome of Callaway's strategic
review of Top Golf. Callaway – parent company of EPR's top
tenant, Top Golf (14.3% of total revenue) -- announced it is
undergoing a strategic review including Top Golf which could result
in a potential spin off-of the company. In our view this presents
some risk given the uncertainty of the outcome of the review, the
potential buyer -- and subsequently their financial policies. The
review comes following weaker than expected performance in recent
quarters, though Top Golf rent coverage remains healthy. In our
view, it could be difficult for EPR to sell these properties, if
needed, given the niche nature of their use. That said, given the
long weighted average lease terms, highly productive nature of
these properties, and healthy rent coverage, the strategic review
or a potential spin-off, does not present a material concern at
present.
"The stable outlook on EPR reflects our expectation for operating
performance to remain sound with support from tenant coverage
ratios remaining near current levels despite some near term
pressure, including its movie theater tenants, and minimal lease
expirations over the next two years. We project S&P Global
Ratings-adjusted debt to EBITDA to improve to about 6x over the
next year, in line with the company's financial policies, and for
FCC to remain above 3x."
FIELDWOOD ENERGY: Sureties' Suit v Apache Violates Plan Injunction
------------------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas ruled on the motions filed by the
parties in the case captioned as ZURICH AMERICAN INSURANCE COMPANY,
et al., Plaintiffs, VS. APACHE CORPORATION, Defendant, ADVERSARY
NO. 23-3137 (Bankr. S.D. Tex.).
This adversary proceeding involves a removed state court action in
which sureties, as plaintiffs, collaterally attacked portions of
Fieldwood Energy LLC's Chapter 11 plan of reorganization. The
Sureties had settled their claims as part of the confirmation
process. The confirmation order enjoined the actions the Sureties
took when they filed their state-court lawsuit. The confirmation
order is now final and non-appealable. The Sureties willfully
violated it.
Prior to the petition date, Apache, a prior interest owner in
certain Fieldwood oil and gas assets, obtained letters of credit
and surety bonds in its favor to assure Fieldwood's obligation to
fund government decommissioning obligations under the terms of a
decommissioning agreement between Apache and Fieldwood. During the
pendency of Fieldwood's bankruptcy cases, the Sureties heavily
contested the confirmation of Fieldwood's plan of reorganization.
The objections centered on the issue that Apache would inevitably
draw on those surety bonds and letters of credit. The arguments
made in those objections, as well as any pre-effective date
defenses to Apache's future draws under the bonds, were waived and
released as part of a settlement reached between Fieldwood, Apache,
and the Sureties. The settlement is incorporated into Fieldwood's
plan and the Court's confirmation order.
On June 21, 2023, the Sureties sued Apache in Texas state court
after Apache began drawing funds pursuant to a trust established to
fund decommissioning obligations. The lawsuit sought to discharge
the Sureties of their obligations under the bonds and letters of
credit and prevent Apache from drawing on them. The Sureties sought
and lost a heavily contested temporary injunction in state court.
Having prevailed in state court, Apache removed the lawsuit to the
Bankruptcy Court and moved to enforce the plan and confirmation
order. The Bankruptcy Court held the state court lawsuit void as a
violation of the plan injunction.
There are three motions pending before the Bankruptcy Court:
(1) the Sureties' motion for reconsideration of the Bankruptcy
Court's oral ruling;
(2) Apache's motion for leave to pursue its counterclaims
against the Sureties; and
(3) Apache's application for compensation for the Sureties'
violation of the plan injunction.
The Bankruptcy Court denies the motion for reconsideration. Apache
is permitted to assert its counterclaims and is entitled to
attorneys' fees, the Bankruptcy Court holds.
The Sureties move for reconsideration of the Bankruptcy Court's
oral ruling holding that their state court lawsuit violated the
injunction contained in Fieldwood's plan. The motion rests on three
principal arguments:
(1) that the Sureties' claims in the state court action are not
"Claims" that fall under the plan injunction;
(2) that the causes of action asserted by the Sureties allege
only post-petition conduct not enjoined by the plan injunction; and
(3) that the Bankruptcy Court does not have jurisdiction to
extend the plan injunction to the surety bonds because the bonds
are not property of the estate.
The Bankruptcy Court finds these arguments fail. The Bankruptcy
Court concludes the state court lawsuit is inconsistent with the
plan, confirmation order, and parties' settlement, and violates the
plan injunction.
Apache requests authorization from the Court to pursue its pending
counterclaims against the Sureties. It argues that its
counterclaims fall under the plan injunction carveout as claims
consistent with Fieldwood's plan. In the alternative, Apache seeks
relief from the plan injunction to pursue its claims.
Apache's counterclaim asserts two causes of action. The first count
contains claims for breach of contract, repudiation, and
anticipatory breach.
The Bankruptcy Court finds Apache's counterclaims are entirely
consistent with Fieldwood's plan. The claims for relief seek to
enforce Apache's ability to draw on the bonds and letters of credit
and prevent the Sureties from asserting any released pre-effective
date defenses to Apache's draws.
The Bankruptcy Court says Apache's counterclaims fall under the
Sec. 10.6 plan injunction carveout permitting claimholders to
"exercise[e] their rights and remedies, or obtain[] benefits,
pursuant to and consistent with the terms of the Plan." The
counterclaims do not violate the plan injunction, the Bankruptcy
concludes.
The parties dispute whether the Bankruptcy Court's oral ruling
voiding the state court action necessarily voids Apache's
counterclaims.
According to the Bankruptcy Court, Apache's claims may be litigated
in this adversary proceeding. Apache seeks to enforce rights
granted through the plan and confirmation order. The Bankruptcy
Court has jurisdiction to interpret and enforce its orders.
Although the Bankruptcy Court voided the state court lawsuit, this
adversary proceeding remains active. Apache does not need to
replead its claims. Apache does not need to replead its claims, the
Bankruptcy Court states.
The Bankruptcy Court also holds that Apache is entitled to
attorneys' fees for litigating the state court action. The
reasonableness of the amount of fees Apache seeks is heavily
contested by the Sureties. The Court will hold an evidentiary
hearing on October 9, 2024, at 3:00 p.m. to determine the amount of
fees and expenses to which Apache is entitled.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=ffifZj
About Fieldwood Energy
Fieldwood Energy -- https://www.fieldwoodenergy.com/ -- is a
portfolio company of Riverstone Holdings focused on acquiring and
developing conventional assets, primarily in the Gulf of Mexico
region. It is the largest operator in the Gulf of Mexico owning an
interest in approximately 500 leases covering over two million
gross acres with 1,000 wells and 750 employees.
Fieldwood Energy and its 13 affiliates previously sought Chapter
11 protection (Bankr. S.D. Tex. Lead Case No. 18-30648) on Feb. 15,
2018, with a prepackaged plan that would deleverage $3.286 billion
of funded by $1.626 billion.
On Aug. 3, 2020, Fieldwood Energy and its 13 affiliates again filed
voluntary Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No.
20-33948). Mike Dane, senior vice president and chief financial
officer, signed the petitions.
At the time of the filing, the Debtors disclosed $1 billion to $10
billion in both assets and liabilities.
Judge David R. Jones oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as their legal
counsel, Houlihan Lokey Capital, Inc. as investment banker, and
AlixPartners, LLP as financial advisor. Prime Clerk LLC is the
claims, noticing, and solicitation agent.
The first-lien group employed O'Melveny & Myers LLP as its legal
counsel and Houlihan Lokey Capital, Inc. as its financial advisor.
The RBL lenders employed Willkie Farr & Gallagher LLP as their
legal counsel and RPA Advisors, LLC as their financial advisor.
Meanwhile, the cross-holder group tapped Davis Polk & Wardwell LLP
and PJT Partners LP as its legal counsel and financial advisor,
respectively.
On Aug. 18, 2020, the Office of the U.S. Trustee appointed a
committee of unsecured creditors. Stroock & Stroock & Lavan, LLP
and Conway MacKenzie, LLC, serve as the committee's legal counsel
and financial advisor, respectively.
FIREFLY STORE: Hires Ivey Mcclellan Siegmund as Bankruptcy Counsel
------------------------------------------------------------------
Firefly Store Solutions, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of North Carolina to hire
Ivey, Mcclellan, Siegmund, Brumbaugh & Mcdonough, LLP as its
counsel.
The firm's services include:
a. representing the Debtor in a Chapter 11 bankruptcy to
include assisting in investigating and examining contracts, leases,
financing statements and other related documents to determine the
validity of such, to determine the rights and priorities of
lienholders, if any; and
b. providing advice in preserving the Debtor's properties and
assets, and generally assisting the Debtor in administering the
estate.
The firm will be paid at these rates:
Samantha K. Brumbaugh $400 per hour
Dirk W. Siegmund $400 per hour
Charles M. Ivey, III $550 per hour
Darren McDonough $400 per hour
John M. Blust $300 per hour
Melissa Murrell $125 per hour
Tabitha D. Harper $125 per hour
Janice Childers $100 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The retainer is $5,000, plus $1,738 filing fee.
Dirk W. Siegmund, Esq., a partner at Ivey, McClellan, Siegmund,
Brumbaugh & McDonough, LLP, disclosed in court filings that her
firm is a "disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Dirk W. Siegmund, Esq.
McClellan, Siegmund, Brumbaugh
& McDonough, LLP
PO Box 3324
Greensboro, NC 27402
Tel: (336) 274-4658
Email: skb@iveymcclellan.com
About Firefly Store Solutions, Inc.
Firefly Store has been providing America's retailers with store
solutions, retail store fixtures, and store displays since 1954.
Firefly Store Solutions, Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C.
Case No. 24-10591) on September 20, 2024, listing $1 million to $10
million in both assets and liabilities. The petition was signed by
Adria Arias as chief executive officer.
Judge Benjamin A Kahn presides over the case.
Dirk W. Siegmund, Esq. at Ivey, Mcclellan, Siegmund, Brumbaugh &
Mcdonough, LLP represents the Debtor as counsel.
FIVEFOLD HOLDINGS: Claims Will be Paid from Property Sale/Refinance
-------------------------------------------------------------------
Fivefold Holdings LLC filed with the U.S. Bankruptcy Court for the
District of Montana a Disclosure Statement to accompany Chapter 11
Plan dated August 27, 2024.
The Debtor is a single asset real estate entity holding title to
real property in Bozeman, Montana. Jennifer Leonard is the sole
member of Fivefold Holdings LLC. The commercial property was
purchased for development in February 2022.
To purchase the property the Debtor received a short-term loan from
Anything Media LLC with the intent to sell or refinance the
property prior to the term of the loan coming due. After purchasing
the property the Debtor submitting to the City of Bozeman a
proposal for developing the property into a multi-family
residential property. Following one modification extending the loan
term the creditor began foreclosure proceedings leading to the
filing of the bankruptcy by the Debtor.
The Debtor listed the value of the property as being $8,000,000.00
based upon comparable sales within the area. The Debtor has no
other significant assets. The Debtor's value exceeds its
liabilities as evidenced by the Liquidation Analysis. The analysis
indicates all allowed claims under the Plan shall be paid in full.
The Debtor Plan proposes the sale or refinance of the Debtor's
assets and the payment in full of all allowed creditor claims.
The Debtor's Plan is a Plan of sale or refinance. Within 14 days of
the Confirmation Order (if not prior) the property will be listed
for sale with a qualified realtor. The listing shall be maintained
until a sale is achieved with funds sufficient to pay the allowed
secured claims of the Debtor and the administrative costs of the
bankruptcy. At any time during the pendency of the Plan the Debtor
may satisfy the payments under the Plan through a refinance of the
property.
Failure to Sell or Refinance. If the sale or refinance of the
property has not been completed on or before June 1, 2025 than on
June 2, 2025 Anything Media LLC shall have all of its rights as a
secured party/creditor under Montana laws, including the Uniform
Commercial Code as adopted by the State of Montana and the Montana
Small Tract Financing Act.
The Class III creditors are general unsecured claims including the
claims of Fivefold Collective LLC. The Class III creditor will be
paid upon the payment in full of Class I and Class II and all
Administrative Claims.
The Class IV creditors are those Equity Security Holders holding
preconfirmation interests in the Debtor. The member of this class
is Jennifer Leonard. The Class IV creditor will be paid upon the
payment in full of all Class I, Class II and Class III claims and
all Administrative Claims.
The Debtor shall receive income from the sale or refinance of the
Real Property on or before June 1, 2025; and shall pay the proceeds
to the Allowed Claims in the order of priority. The Debtor
anticipates generating sufficient proceeds from these sources to
meet all Plan payments, costs and expenses. The Debtor shall list
the Real Property for sale with a Realtor at a price that the
Debtor and Realtor mutually agree should generate buyer interest no
later than 14 days of Confirmation of the Debtor's Plan.
A full-text copy of the Plan of Reorganization dated August 27,
2024 is available at https://urlcurt.com/u?l=CFmg6h from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Matt Shimanek, Esq.
Shimanek Law PLLC
317 E. Spruce St.
Missoula, MT 59802
Telephone: (406) 544-8049
Email: matt@shimaneklaw.com
About Fivefold Holdings
Fivefold Holdings LLC is a single asset real estate entity holding
title to real property in Bozeman, Montana.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mont. Case No. 24-90082) on April 29,
2024. In the petition signed by Jennifer Leonard, managing member,
the Debtor disclosed under $10 million in both assets and
liabilities.
Matt Shimanek, Esq., at Shimanek Law PLLC, serves as the Debtor's
counsel.
FTX TRADING: Creditors Set to Get Back 10%-25% Only
---------------------------------------------------
Muhammad Syofri Ardiyanto of Crypto News Flash reports that the
latest developments in FTX's bankruptcy case have aroused heated
debate and alarm among creditors. Sunil Kavuri, an FTX creditor,
revealed new bankruptcy paperwork that indicates that creditors are
only likely to receive 10% to 15% of their crypto holdings.
This refund is based on the value of cryptocurrencies at the time
of FTX's filing, when prices were much lower, with Bitcoin valued
at approximately $16,000. This decision has left many creditors
feeling disappointed and undercompensated, particularly given the
significant growth in crypto values since then.
Stockholders Payout Sparks Anger Among FTX Creditors
What makes the matter even more problematic is FTX's desire to
distribute around $230 million, or nearly 18% of its available
funds, to its stockholders. Many creditors have expressed fury at
this move, calling it not just unfair but even "criminal,"
considering the tremendous financial losses they have suffered.
Despite receiving support from 95% of creditors, the modified plan
has not been without controversy. There is rising opposition to
the idea, particularly due to concerns about prospective taxation
on returned assets, which many fear might further reduce the
already meager payment creditors will receive.
Beside that, our prior reports indicate that a former executive of
Alameda Research, which is closely tied to FTX, was sentenced to
two years in prison. This sentencing occurred after the
prosecution made a strong argument to the court.
Caroline Ellison, a key figure in this case, was found to be
"extremely guilty" of the crimes linked to FTX's collapse, yet her
assistance with police was acknowledged and praised throughout the
proceedings.
Meanwhile, as we previously noted, FTX's previous CEO, Sam
Bankman-Fried, has taken a more defensive position. He has
submitted a 102-page appeal requesting a retrial, arguing that the
judge supervising his fraud and conspiracy case was biased,
undermining his argument.
Bankman-Fried contended in its appeal that FTX was not technically
bankrupt at the time it filed for bankruptcy, but rather was
experiencing a liquidity problem. He claimed that the corporation
owned illiquid assets worth billions of dollars that could be
utilized to reimburse customers.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
GLEANNLOCH CLA: May Use Cash Collateral Thru Dec. 31
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Gleannloch CLA Partners, Ltd. to use
cash collateral on account of an emergency motion filed on May 9,
2024. The order allows the Debtor to utilize cash collateral
through December 31, 2024, with an understanding that adequate
protection is provided to the International Bank of Commerce (IBC),
which holds significant claims against the Debtor.
The Debtor has stipulated to several key points regarding its
obligations to IBC. The Debtor stipulates that, as of the Petition
Date, it owes IBC approximately $9.8 million, secured by legal and
enforceable liens on specific property considered the Prepetition
Collateral. The Debtor acknowledges that these obligations and
associated security interests are valid and not subject to contest
under bankruptcy law.
The Debtor is permitted to use cash collateral strictly for
expenses outlined in an attached budget, requiring IBC's consent
for any deviations. To protect IBC's interests, the Debtor must
adhere to the budget, maintain regular interest payments, and
provide timely information regarding the Prepetition Collateral and
financial conditions.
IBC is permitted to credit bid under and subject to section 363(k)
of the Bankruptcy Code the Prepetition Loan Obligations in
connection with a sale of Prepetition Collateral under section 363
of the Bankruptcy Code or under a chapter 11 plan.
Several conditions could trigger an Event of Default, such as
unauthorized expenditures or misrepresentation in financial
statements. If an Event of Default occurs, IBC can issue a Default
Notice, terminating the Debtor's access to cash collateral unless
the Debtor remedies the default within five business days.
The approved budget outlines estimated monthly income of $72,000
for each of October, November and December 2024, sourced from
equity contributions. The Debtor projects total monthly expenses
of $71,558.53 each month. Major expenses include electricity,
insurance, attorney fees, and interest payments to IBC.
Any official committee appointed in the case will have 60 days from
the date of the Committee's engagement of counsel to challenge the
Debtor's stipulation with IBC. Any other party in interest will
have 90 days from the Petition Date to challenge the Stipulations,
with the periods subject to extension by agreement of the Committee
or party in interest and IBC, or by Court order. Nothing in the
Court's Order confers standing on the Committee or any party in
interest to file a challenge to the Stipulations and IBC shall not
be required to file proofs of claim in the Chapter 11 Case.
Counsel for the Debtor can be reached through:
Julie M. Koenig, Esq.
Cooper & Scully, P.C.
815 Walker St., Suite 1040
Houston, TX 77002
Tel: (713) 236-6800
Fax: (713) 236-6880
Email: julie.koenig@cooperscully.com
Counsel for International Bank of Commerce:
John F. Higgins, IV, Esq.
M. Shane Johnson, Esq.
Porter Hedges, LLP
1000 Main Street., Suite 3600
Houston, TX 77002-6341
Tel: (713) 226-6769
E-mail: SJohnson@porterhedges.com
About Gleannloch CLA Partners, Ltd
Gleannloch CLA Partners, Ltd. is a Single Asset Real Estate debtor
(as defined in 11 U.S.C. Section 101(51B)).
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-32176) on May 8,
2024. In the petition signed by Sharon Haydon, president,
Gleannloch CLA, GP, Inc., GP of Gleannloch CLA Partners Ltd., the
Debtor disclosed up to $50 million in both assets and liabilities.
Judge Jeffrey P. Norman oversees the case.
Julie M. Koenig, Esq., at COOPER & SCULLY, P.C., represents the
Debtor as legal counsel.
GLITZ OF ATLANTA: Tamara Miles Ogier Named Subchapter V Trustee
---------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Tamara Miles Ogier, Esq.,
at Ogier, Rothschild & Rosenfeld, PC as Subchapter V trustee for
Glitz of Atlanta, LLC.
Ms. Ogier 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. Ogier declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Tamara Miles Ogier, Esq.
Ogier, Rothschild & Rosenfeld, PC
P.O. Box 1547
Decatur, GA 30031
Phone: (404) 525-4000
About Glitz of Atlanta
Glitz of Atlanta, LLC filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-59527) on
September 10, 2024, listing $50,001 to $100,000 in assets and
$100,001 to $500,000 in liabilities.
Paul Reece Marr, Esq., at Paul Reece Marr, PC represents the Debtor
as legal counsel.
GMS HOLDINGS: SARE Files for Chapter 11 Bankruptcy
--------------------------------------------------
GMS Holdings LLC filed for chapter 11 protection in the Middle
District of Tennessee.
The Debtor owns the commercial property located at 7116 Moores
Lane, Brentwood, TN, valued at $5.25 million.
According to court documents, 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
Oct. 25, 2024 at 9:00 a.m. in Room Telephonically on telephone
conference line: 877-934-2472. participant access code: 8613356#.
About GMS Holdings
GMS Holdings LLC is a Single Asset Real Estate (as defined in 11
U.S.C. Sec. 101(51B)).
GMS Holdings LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-03719) on Sept. 27,
2024. In the petition filed by Charles Larr Thorne, as chief
manager, the Debtor reports between $1 million and $10 million
each.
The Honorable Bankruptcy Judge Charles M. Walker handles the case.
The Debtor is represented by:
Jay Lefkovitz, Esq.
1690 MALLORY LANE
Brentwood, TN 37027
GREEN ENERGY: Files for Chapter 11 Bankruptcy
---------------------------------------------
Green Energy Partners LLC filed for Chapter 11 protection in the
Eastern District of Virginia. 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 Green Energy Partners
Green Energy Partners LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 24-33634) on Sept.
29, 2024. In the petition filed by Mark E. Andrews, as manager,
the Debtor estimated assets between $10 million and $50 million and
estimated liabilities between $1 million and $10 million.
The Debtor is represented by:
James P. Campbell, Esq.
Campbell Flannery, P.C.
22330 Sam Fred Road
Middleburg, VA 20118
GUESTWISER VENTURE: Case Summary & One Unsecured Creditor
---------------------------------------------------------
Debtor: Guestwiser Venture 1, LLC
6600 W. Sunset Blvd.
Unit 215
Los Angeles, CA 90028
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 24-43584
Debtor's Counsel: Michael R. Reer, Esq.
HARRIS, FINLEY & BOGLE, P.C.
777 Main Street, Suite 1800
Fort Worth, Texas 75201
Tel: (817) 870-8700
Email: mreer@hfblaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Yehuda Berg as managing member.
The Debtor listed Pride of Austin High Yield Fund 1, LLC located at
3600 N. Capital of Texas Highway, Building B, Suite 120, Austin,
Texas as its sole unsecured creditor holding a claim of
$1,457,596.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ND7VD7I/Guestwiser_Venture_1_LLC__txnbke-24-43584__0001.0.pdf?mcid=tGE4TAMA
GULF TILE: Creditors to Get Proceeds From Liquidation
-----------------------------------------------------
Gulf Tile Distributors of Florida, Inc., filed with the U.S.
Bankruptcy Court for the Middle District of Florida a Chapter 11
Plan of Liquidation dated August 26, 2024.
The Debtor is a Florida for profit corporation headquartered in
Tampa, Florida. The Debtor was formed in 1960 and is owned 100% by
Frank John and Lynette Garcia. The Debtor's mailing address is 5329
W Crenshaw St., Tampa, Florida (the "Crenshaw Warehouse").
Prepetition the Debtor had two design centers (one in Tampa and one
in Sarasota), and two separate warehouses in the Tampa Bay region
including the Crenshaw Warehouse. The Tampa design center is an
8,500 square feet, 3-floor property, formerly the historic Morgan
Cigar Factory, located 2802 N Howard Ave, Tampa, Florida, which the
Debtor affectionally calls the "Cigar Building." The majority of
the Debtor's physical assets are located at the Crenshaw Warehouse
and at the Design Center.
The Debtor filed this case to deal with excessive debts and
expenses and attempt to monetize its assets and business through
either a sale of the business or a liquidation of its assets, both
to maximize value to its customers and creditors.
The Debtor has engaged Capital Partners Funding LLC and Keith
Keeling ("Broker") to market and sell the business. The Debtor has
received an offer to buy certain assets from Architectural
Ceramics, Inc. (a/k/a "Architessa"), which provides for a sale
price of $325,000 for the sale of the Debtor's accounts receivable,
intangible business assets, goodwill, and other intangible assets
associated with the Gulf Tile Business at the Howard Ave. Cigar
Building. The sale is largely a sale of the Gulf Tile brand and
business, but does not include any of the Debtor's vehicles,
equipment, or unsold inventory at the Crenshaw Warehouse.
This sale of "Gulf Tile" includes assumption of the Debtor's lease
at the Cigar Building on Howard Ave. The Debtor anticipates
receiving a deposit of $50,000 within two weeks, which the Debtor
will hold as it works though an Asset Purchase Agreement with
Architessa. The Debtor anticipates asking the Court to approve an
expedited sale process approving the sale transaction with
Architessa on or before September 30, 2024. The Debtor believes a
sale of the Debtor's business is in the best interest of creditors
and the estate.
Through the Plan the Debtor intends to liquidate all of its assets,
pay all creditors in accordance with the priority provision of the
United States Bankruptcy Code and the treatment of Allowed Claims.
Class 7 consists of Non-Priority, Unsecured Claims. Class 7 is
impaired by the Plan. Each holder of an allowed non-priority
unsecured claim against shall receive its pro-rata share of any
funds available from the liquidation of any unencumbered assets or
any recoveries from any Chapter 7 causes of action, after payment
in full of all senior claims. The Debtor does not yet know if there
will be assets to distribute under Class 7, which is dependent on
the liquidation of the Debtor’s assets.
Class 8 consists of ownership interests currently issued or
authorized in the Debtor. All Allowed Equity Interests in the
Debtor shall retain their interest(s) in the Debtor to the same
extent held prior to the Petition Date. Class 8 is Unimpaired under
the Plan and the Holder of a Class 8 Claim is not entitled to vote
to accept or reject the Plan.
This Plan under Chapter 11 of the Bankruptcy Code proposes to pay
creditors of the Debtor from (a) cash on hand, and (b) cash
collected on and after the Effective Date from the liquidation of
all assets of the Debtor's estate.
A full-text copy of the Liquidating Plan dated August 26, 2024 is
available at https://urlcurt.com/u?l=BIjtHA from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Megan W. Murray, Esq.
Melissa J. Sydow, Esq.
Underwood Murray, P.A.
100 N Tampa St. Suite 2325
Tampa, FL 33602
Telephone: (813) 540-8401
Email: mmurray@underwoodmurray.com
About Gulf Tile Distributors of Florida
Gulf Tile Distributors of Florida, Inc. is a full-service
distributor of tile, wood, LVP, mosaics, porcelain pavers, exterior
stone, accessories, pool tile, and installation materials. The
company is based in Tampa, Fla.
Gulf Tile Distributors of Florida filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-03027) on May 28, 2024, with $1 million to $10 million in
assets. Lynette Garcia, secretary and shareholder, and Frank
Garcia, shareholder, signed the petition.
Judge Catherine Peek Mcewen presides over the case.
Megan Murray, Esq., at Underwood Murray, P.A., is the Debtor's
legal counsel.
HEALTHEQUITY INC: Moody's Affirms Ba3 CFR & Ups Unsec. Notes to B1
------------------------------------------------------------------
Moody's Ratings affirmed HealthEquity, Inc.'s corporate family
rating at Ba3 and its probability of default rating at Ba3-PD.
Concurrently, Moody's upgraded the $600 million senior unsecured
notes rating to B1 from B2. The Speculative Grade Liquidity Rating
(SGL) remains unchanged at SGL-1. The outlook remains stable.
In August 2024, the Company established a new, unrated $1 billion
senior secured revolving credit facility expiring August 2029.
HealthEquity Inc. borrowed $511.9 million under this new facility
to refinance all outstanding obligations under its prior credit
agreement, including both the previous $1 billion revolving credit
facility and the $287 million term loan A facility. The issuer
provides technology-enabled services that help consumers manage
tax-advantaged HSAs and other CDBs offered by their employers.
The upgrade of the senior unsecured rating to B1 from B2 was driven
by the lower proportion of secured debt in the capital structure
following the refinancing.
RATINGS RATIONALE
HealthEquity, Inc.'s Ba3 CFR is supported by moderate leverage with
debt to EBITDA less capitalized software costs of 3.8x, good
interest coverage as measured by EBITDA less capital expenditures
to interest expense of over 5.0x both for the LTM period as of July
31, 2024 and strong EBITDA margins in the high 20s to low 30s
percent range. HealthEquity is, the largest non-bank custodian of
Health Savings Accounts ("HSA") in the US and an administrator of
other consumer-directed benefits ("CDB") offered by employers. The
company's competitive position has been further strengthened
following the close of the BenefitWallet acquisition and what is
thus far a successful integration. This leading market position
provides very good revenue visibility and stability allowing the
company to generate predictable profitability and healthy free cash
flow, as evidenced by free cash flow of over $250 (22% of debt)
million for the LTM period ended July 31, 2024.
All financial metrics cited reflect Moody's standard adjustments.
HealthEquity's rating considers the negative credit impact from the
company's modest revenue scale of just over $1 billion for the
twelve months period ended July 31, 2024 which is below other
services issuers also rated at the Ba3 rating, its penchant for
periodic and opportunistic issuance of debt funded acquisitions as
a growth strategy, and the possibility of lingering integration
risks following the close of the most recent BenefitWallet
transaction. However, Moody's note that the company has a track
record of assimilating acquisitions and improving free cash flow
generation while paying down debt. Other factors constraining the
rating include the fact the company competes with much larger
competitors like Fidelity Investments, Inc. (unrated) and Optum (a
subsidiary of UnitedHealth Group Incorporated, A2 Stable), the
prospect that a decline in prevailing interest rates would pressure
both custodial revenue and profit margins (although the company has
mitigated this risk) and the potential for a more
shareholder-friendly capital policy following the recent
announcement of a $300 million share buyback program.
Moody's assess HealthEquity's liquidity profile to be very good, as
reflected in the SGL-1 liquidity rating. There was about $327
million of cash as of July 31, 2024. Moody's anticipate around $250
million a year of free cash flow in each of FY2025 and 2026 (ending
January 31). Moody's expect approximately $480 million available
under the $1 billion revolver over the next 12 to 15 months. The
company has stated that the revolving credit facility may be used
in the future for working capital and general corporate purposes,
including the financing of acquisitions and other investments.
The revolver has two financial covenants, including a maximum gross
leverage ratio (as defined in the agreement) of 5.0 times or less
and minimum interest coverage of 3.0 times or more. Moody's expect
HealthEquity will maintain a comfortable cushion for both
covenants. The company has no debt amortization payments until
maturity of its bank and bond debt.
The stable outlook reflects Moody's expectations for high-single
digit range organic revenue growth, debt to EBITDA less capitalized
software costs below 4.5 times and about $250 million of free cash
flow. The outlook also anticipates that HealthEquity will maintain
opportunistic financial strategies, emphasizing acquisitions of
other HSA and CDB businesses and portfolios funded with a range of
sources, including incremental debt.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded over time if HealthEquity expands its
revenue scale, sustains EBITDA margins above 30% and maintains debt
to EBITDA less capitalized software costs below 4.0 times.
The ratings could be downgraded if Moody's anticipate revenue
growth will slow, meaningful market share losses, EBITDA margins
will decline substantially, a fall in free cash flow to debt and
will remain below 8% or debt to EBITDA less capitalized software
costs will be maintained above 5.0 times.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
HealthEquity, Inc. (NYSE:HQY), based in Draper, UT, provides
technology-enabled services that help consumers manage
tax-advantaged HSAs and other CDBs offered by their employers.
Moody's expect FY2026 (ends January) revenue to approach $1.3
billion.
HOSPITALITY AT YORK: Hires McDowell Law as Bankruptcy Counsel
-------------------------------------------------------------
Hospitality at York, LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Pennsylvania to hire McDowell Law,
PC as counsel.
The firm's services include:
a. providing the Debtor with legal advice with respect to its
powers and duties as debtor-in-possession;
b. preparing on behalf of the Debtor or assisting Debtor in
preparing all necessary pleadings, motions, applications,
complaints, answers, responses, orders, trustee reports and other
legal papers;
c. representing the Debtor in any matter involving contests
with secured or unsecured creditors, including the claims
reconciliation process;
d. representing the Debtor in providing legal services
required to prepare, negotiate and implement a plan of
reorganization; and
e. performing all other legal services for the Debtor which
may be necessary, other than those requiring specialized expertise
for which special counsel, if necessary, may be employed.
The firm's counsel will be paid at these hourly rates:
Ellen McDowell, Attorney $450
Joseph Riga, Attorney $450
The Debtor has agreed to pay the firm a retainer in the amount of
$10,000, plus $1,738 filing fee.
Ms. McDowell 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:
Ellen M. McDowell, Esq.
McDowell Law PC
46 West Main Street
Maple Shade, NJ 08052
Tel: (856) 482-5544
Email: emcdowell@mcdowelllegal.com
About Hospitality at York, LLC
Hospitality at York is the owner of real property located at 18
Cinema Drive, York, PA 17402 valued at $7 million.
Hospitality at York, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No.
24-02372) on September 20, 2024, listing $7,079,170 in assets and
$7,110,419 in liabilties. The petition was signed by Parag Parikh
as president.
Judge Henry W Van Eck presides over the case.
Ellen M. McDowell, Esq. at MCDOWELL LAW, PC represents the Debtor
as counsel.
IMMANUEL SOBRIETY: Taps Elite Tax & Accounting as Tax Professional
------------------------------------------------------------------
Immanuel Sobriety, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Elite Tax &
Accounting as a tax professional.
Elite Tax will be preparing the Debtor's state and federal tax
returns and provide an annual audit for the fiscal year ending June
30, 2024.
The total audit service is estimated to be $8,600. A down payment
of $2,000 of the contract amount is required after the engagement
letter is signed and before the audit begins, the remaining balance
is due on the delivery of the final audit report. The cost of the
annual tax returns will be $900 and will come due after the tax
returns have been approved and e-filed.
Elite Tax & Accounting does not hold or represent any interest
materially adverse to Debtor’s bankruptcy estate, as disclosed in
the court filings.
The firm canbe reached through:
Bill Harris
Elite Tax & Accounting
3917 Southside Blvd
Jacksonville, FL 32216
Tel: (904) 404-1769
Cell: (904) 248-0529
Fax: (904) 800-5744
Email: D@elitetaxpro.com
About Immanuel Sobriety
Immanuel Sobriety Inc. provides drug and alcohol rehabilitation
programs and treatment services.
Immanuel Sobriety sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10806) on March 2,
2023. In the petition signed by its chief executive officer,
Elizabeth Reid, the Debtor disclosed up to $500,000 in assets and
up to $1 million in liabilities.
Judge Wayne Johnson oversees the case.
The Law Offices of Sheila Esmaili represents the Debtor as legal
counsel.
Tamar Terzian is the patient care ombudsman appointed in the
Debtor's Chapter 11 case.
INDRA HOLDINGS: $50MM Bank Debt Trades at 36% Discount
------------------------------------------------------
Participations in a syndicated loan under which Indra Holdings Corp
is a borrower were trading in the secondary market around 63.8
cents-on-the-dollar during the week ended Friday, Sept. 27, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $50 million Term loan facility is scheduled to mature on
December 23, 2024. The amount is fully drawn and outstanding.
Indra Holdings Corp operates as a holding company. The company
through its subsidiaries, provides designing, distributing and
selling branded umbrellas, gloves, hats, scarves, rubber footwear,
slippers, flip flops, sandals, outerwear, sunglasses and other
miscellaneous accessory product.
INNOVATIVE DESIGNS: Board Fires Joseph Riccelli as CEO & CFO
------------------------------------------------------------
Innovative Designs, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 26, 2024, the
Board of Directors of the Company terminated Mr. Joseph Riccelli as
the Company's chief executive officer and chief financial officer,
effective immediately.
On the same date, the Board of Directors appointed John L. Thomas,
Esq., as the Company's chief executor officer, chief financial
officer and corporate counsel. Mr. Thomas has served as the
Company's securities counsel for over 15 years.
Mr. Thomas has been a practicing lawyer for over forty years. He
is a former Senior Attorney at the U.S. Securities and Exchange
Commission, Division of Corporation Finance. He received his law
degree from Franklin Piere Laws Center and a master's in business
administration from New Hampshire College.
He will serve on a part-time basis for a six-month period. His
compensation will be $2,000 per week. He will also receive a
warrant to purchase 100,000 shares of common stock with an exercise
price of $.12 per share for a term of three years. The warrants
have a cashless exercise feature.
The Board of Directors appointed Mr. Robert K. Adams as Chairman of
the Board of Directors on Sept. 26, 2024.
About Innovative Designs
Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc.
operates in two separate business segments: a house wrap for the
building construction industry and cold weather clothing. Both of
the Company's segment lines use products made from Insultex, which
is a low-density polyethylene semi-crystalline, closed cell foam in
which the cells are totally evacuated, with buoyancy, scent block,
and thermal resistant properties.
Kennett Square, PA-based RW Group, LLC, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
Feb. 22, 2024, citing that the Company had net losses and negative
cash flows from operations for the years ended Oct. 31, 2023 and
2022 and an accumulated deficit at Oct. 31, 2023 and 2022. These
factors raise substantial doubt about the Company's ability to
continue as a going concern for one year from the issuance date of
these financial statements.
INNOVATIVE DESIGNS: John Thomas Named as New CEO and CFO
--------------------------------------------------------
Innovative Designs, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that on September 26.
2024, the Board of Directors of the Company terminated Mr. Joseph
Riccelli as the Company's chief executive officer and chief
financial officer effective immediately.
On the same date, the Board of Directors appointed John L. Thomas,
Esq., as the Company's chief executor officer, chief financial
officer and corporate counsel. Mr. Thomas has served as the
Company's securities counsel for over 15 years.
Mr. Thomas has been a practicing lawyer for over 40 years. He is a
former senior attorney at the U.S. Securities and Exchange
Commission, Division of Corporation Finance. He received his law
degree from Franklin Piere Laws Center and a master's in business
administration from New Hampshire College.
He will serve on a part-time basis for a six-month period. His
compensation will be $2,000 per week. He will also receive a
warrant to purchase 100,000 shares of common stock with an exercise
price of $.12 per share for a term of three years. The warrants
have a cashless exercise feature.
Furthermore, the Borad of Directors appointed Mr. Robert K. Adams
as chairman of the Board of Directors.
About Innovative Designs
Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc.
operates in two separate business segments: a house wrap for the
building construction industry and cold weather clothing. Both of
the Company's segment lines use products made from Insultex, which
is a low-density polyethylene semi-crystalline, closed cell foam in
which the cells are totally evacuated, with buoyancy, scent block,
and thermal resistant properties.
Kennett Square, PA-based RW Group, LLC, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
Feb. 22, 2024, citing that the Company had net losses and negative
cash flows from operations for the years ended Oct. 31, 2023 and
2022 and an accumulated deficit at Oct. 31, 2023 and 2022.
Innovative Designs reported a net loss of $301,378 on $347,763 for
the year ended Oct. 31, 2023, compared to a net loss of $225,489
for the year ended Dec. 31, 2022. These factors raise substantial
doubt about the Company's ability to continue as a going concern
for one year from the issuance date of these financial statements.
As of Jan. 31, 2024, Innovative Designs had $1.51 million in total
assets, $202,494 in total current liabilities, $39,380 in total
long-term liabilities, and $1.27 million in total stockholders'
equity.
JAMES R. SMITH: Francis Brennan Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 2 appointed Francis Brennan, Esq., at
Nolan Heller Kauffman, LLP, as Subchapter V trustee for James R.
Smith 52, Inc.
Mr. Brennan will be paid an hourly fee of $445 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Brennan declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Francis Brennan, Esq.
Nolan Heller Kauffman, LLP
80 State Street, 11th Floor
Albany, NY 12207
Phone: 518-432-3159
Email: fbrennan@nhkllp.com
About James R. Smith 52
James R. Smith 52, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D.N.Y. Case No.
24-30776) on September 6, 2024, with $100,001 to $500,000 in both
assets and liabilities.
Judge Wendy A. Kinsella oversees the case.
Peter Alan Orville, Esq., at Orville & Mcdonald Law, PC represents
the Debtor as bankruptcy counsel.
JDC RENTALS: Gets Interim OK to Use Cash Collateral
---------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona has
authorized JDC Rentals, LLC and its manager, Jordan Dale Call, to
use cash collateral to pay their operating expenses.
The court's interim approval allows payments through Oct. 22. The
Debtors are permitted to use the cash collateral specifically for
post-petition expenses such as payroll and maintenance as outlined
in their budgets for September and October.
The budget for JDC Rentals includes monthly payments of $800 for
payroll owner draw, $1,500 for property taxes, and $2,300 for
property maintenance. Additionally, a total of $1,883.02 is
allocated to secured creditor payments, including $1,186.02 for
First Citizens Bank and $697 for administrative claims. The total
monthly expenses are projected at $4,252.60, with similar amounts
budgeted for October.
For Mr. Call, the rental income from the Brimhall property is
projected at $1,440 per month, and expenses include $1,000 for
mortgage payments and $1,250 for adequate protection payments to
secured creditors. Total monthly expenses, including trash pickup
and administrative fees, amount to $5,130. Adequate protection
payments to Newtek are listed at $1,386.69 per month.
The court also granted post-petition replacement liens to creditors
with valid pre-bankruptcy security interests. These liens are on
the same types of assets acquired post-petition, ensuring creditors
retain their rights. The total amount of secured creditor payments
across both Debtors, including First Citizens Bank and Newtek, is
covered in the approved budget.
A final hearing on the use of cash collateral is scheduled for Oct.
22, at 2:00 p.m. Any objections to the final order will be
addressed at that time. Until then, the Debtors are authorized to
continue making the approved payments under the court's interim
order.
About JDC Rentals
JDC Rentals, LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-07708) on
Sept. 16, 2024, with up to $500,000 in assets and up to $10 million
in liabilities. Jordan Dale Call, sole member and manager of JDC
Rentals, signed the petition.
Judge Daniel P. Collins oversees the case.
D. Lamar Hawkins, Esq., at Guidant Law PLC serves as the Debtor's
bankruptcy counsel.
JLT BUSINESS SOLUTIONS: Files for Chapter 11 Bankruptcy
-------------------------------------------------------
JLT Business Solutions LLC filed for Chapter 11 protection in the
Southern District of New York.
JLT is in the business of subleasing a leasehold for the premises
located at 257 West 38th Street, 2nd Floor, New York, New York
10018, and other commercial activities.
According to court filings, the Chapter 11 case was precipitated by
an eviction proceeding which is now subject to an appeal.
The Debtor hopes to reorganize by resolving its disputes with its
landlord and increasing its cash flow.
According to court documents, the Debtor reports between $500,000
and $1 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated to be
held on Oct. 24, 202, at 2:30 PM at Office of UST.
About JLT Business Solutions
JLT Business Solutions LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11663) on
September 26, 2024. In the petition filed by Thomas Concannon, as
general partner, the Debtor reports estimated assets up to $50,000
and estimated liabilities between $500,000 and $1 million.
The Honorable Bankruptcy Judge Michael E. Wiles oversees the case.
The Debtor is represented by:
Wayne M. Greenwald, Esq.
Wayne Greenwald
257-261 West 38th Street
2nd Floor
New York, NY 10018
JUPITER BUYER: S&P Assigns 'B' ICR, Outlook Stable
--------------------------------------------------
S&P Global Ratings assigned a 'B' issuer credit rating to
U.S.-based electrical and technological services provider Jupiter
Buyer Inc. (formerly known as ArchKey Holdings). At the same time,
S&P assigned a 'B' issue-level and '3' recovery rating (50%-70%;
rounded estimate: 50%) to the company's first-lien term loan,
delayed draw term loan, and revolving credit facility.
The stable outlook reflects S&P's view that the company will
continue to benefit from solid market demand for electrical
services driving sustained revenue and EBITDA growth. S&P estimates
S&P Global Ratings-adjusted debt to EBITDA will be in the
mid-to-low 5x area and free operating cash flow (FOCF) to debt in
the high-single-digit to low-double-digit percent area through
2025.
Jupiter is issuing a new term loan to fund the leverage buyout by
its new sponsor, 26North Partners L.P., a private-equity sponsor,
in addition to an equity contribution. On Sept. 4, 2024, 26North
announced it acquired ArchKey Holdings from One Rock Capital
Partners. The purchase will be funded through the issuance of a new
$650 million term loan and a $430 million equity contribution from
26North. The company will use the proceeds to pay down its existing
term loan balance of approximately $385 million.
At the same time, Jupiter is issuing a new $100 million revolving
credit facility and $75 million delayed draw term loan to fund
future acquisitions. S&P said, "Following the transaction, at
year-end 2024, we expect the Jupiter's S&P Global Ratings-adjusted
debt to EBITDA to increase to the mid-5x area, an increase of
almost two turns over its leverage profile as of June 30, 2024,
which stood at 3.8x. We estimate leverage will remain in the
mid-to-low 5x area through 2025. Under our base case, we assume the
company will draw the $75 million delayed draw term loan for
acquisition spend, mostly offset by EBITDA expansion. Jupiter is
the inaugural investment for 26North's private-equity arm;
therefore, we believe its track record is limited to assess the
sponsor's capital allocation priorities and appetite for higher
leverage over the long term."
S&P expects Jupiter will continue to benefit from favorable
tailwinds in its high-growth end markets and strong project backlog
over the near to mid term.
Jupiter has high exposure to several fast-growing end markets
including electric vehicle manufacturing and infrastructure (23% of
fourth-quarter 2024 last-12-month revenue), government (10%), and
data centers (9%). The company's backlog continues to grow,
outpacing revenue generation, with its data center backlog
accounting for more than a quarter of its current backlog as the
industry continues to rapidly expand on the tailwinds of generative
AI and cloud computing.
S&P said, "We expect the company will be able to transition much of
its new installation work into recurring revenue stemming from
life-cycle maintenance and retrofit upgrades, supporting prospects
for continued growth over the next few years. Jupiter generates
approximately 88% of its revenue from repeat customers, which, in
our view, speaks to the recurring nature of its revenue stream.
However, the company generates 40% of its revenue (on a
trailing-12-month basis as of June 30, 2024) from five customers,
with two customers accounting for approximately 30%. We view this
as a key risk should it lose contracts with these large customers.
Additionally, the electrical services market that the company does
business in is highly fragmented, which increases the risk of
competitive pressures in our view.
"In 2024, we estimate Jupiter's revenue will grow 16%-18%, driven
primarily by strong organic growth in its installed base with
several significant projects--specifically in the data center,
government, health care, and electric vehicle end markets. In 2025,
we expect the company's revenue to grow 13%-15%, driven by
continued strong demand for electrical infrastructure and its
strong backlog, in addition to incremental revenue from
acquisitions."
S&P expects Jupiter's S&P Global Ratings-adjusted EBITDA margins to
remain relatively stable in 2024 and further expand in 2025.
Jupiter generates approximately 55% of its gross profit from
maintenance work, namely life-cycle services and retrofit and
upgrade work, which is generally recurring in nature. In addition,
approximately 60% of its projects are structured as time and
materials contracts. Because of these factors, the company is
relatively protected from severe margin erosion as a result of
materials inflation and cost overruns. Additionally, its margin
could benefit from the uplift of large lump sum projects, including
mega data center projects.
S&P said, "In 2024, we expect its S&P Global Ratings-adjusted
margins to remain relatively similar at about 7.2% in 2023 as the
life-cycle timing of some larger projects pressured margin
expansion in the first half of the year. In 2025, we anticipate S&P
Global Ratings-adjusted EBITDA margins will expand to the high-7%
area, driven by increased operating leverage and a focus on
higher-margin maintenance work.
"We anticipate Jupiter will generate positive FOCF in 2024, though
burdened by transaction costs, and we estimate further FOCF
expansion in 2025.Jupiter's FOCF generation will be burdened by
transaction fees in 2024 and we estimate S&P Global
Ratings-adjusted FOCF to debt to be 0%-1%, expanding to 10%-11% in
2025. Historically, the company has had modest working capital
outflows annually of $5 million-$15 million due to the short-term
nature of most of its projects. We expect this trend to continue in
the future and do not view large working capital swings as a
significant risk to the company's cash flow prospects.
"The stable outlook reflects our view that the company will
continue to benefit from solid market demand for electrical
services driving sustained revenue and EBITDA growth. We estimate
S&P Global Ratings-adjusted debt to EBITDA will be in the
mid-to-low 5x area and free operating cash flow (FOCF) to debt in
the high-single-digit to low-double-digit percent area through
2025.
"We could lower our rating on Jupiter during the next 12 months if
the company experiences unexpected deterioration in its revenues
and earnings under a weakening business and operating environment
or has material debt-financed transactions, causing its S&P Global
Ratings-adjusted debt to EBITDA to increase to above 6.5x or its
FOCF to debt to fall below 3% on a sustained basis.
"We believe a ratings upgrade is unlikely over the next couple of
years given Jupiter's financial-sponsor ownership and the limited
track record of 26North's capital allocation and appetite for
higher leverage. However, over the longer term, we could raise our
ratings on Jupiter if we believe the company demonstrates
consistent operating performance and financial policies that keeps
leverage below 5x and FOCF approaching 10% on a sustained basis."
KBS REAL ESTATE: Renews Advisory Agreement With KBS Capital
-----------------------------------------------------------
KBS Real Estate Investment Trust III, Inc., disclosed in a Form 8-K
filed with the Securities and Exchange Commission on Sept. 27,
2024, that it has renewed its advisory agreement with KBS Capital
Advisors LLC. The renewed advisory agreement is effective through
Sept. 27, 2025 but may be renewed for an unlimited number of
successive one-year periods upon the mutual consent of the Company
and the Advisor. The renewed advisory agreement may be terminated
(i) upon 60 days' written notice without cause or penalty by either
the Company (acting through the Conflicts Committee) or the Advisor
or (ii) immediately by the Company for cause or upon the bankruptcy
of the Advisor. The terms of the renewed advisory agreement are
identical to those of the advisory agreement that was previously in
effect.
About KBS Real Estate
Headquartered in Newport Beach, California, KBS Real Estate
Investment Trust III, Inc. -- www.kbsreitiii.com -- is a Maryland
corporation that has elected to be taxed as a real estate
investment trust ("REIT") and it intends to continue to operate in
such a manner. The Company has invested in a diverse portfolio of
real estate investments. As of Dec. 31, 2023, the Company owned 16
office properties (of which one property was held for non-sale
disposition), one mixed-use office/retail property and an
investment in the equity securities of the SREIT.
Irvine, California-based Ernst & Young LLP, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 18, 2024, citing that the Company has $1.2 billion of
loan principal maturing within one year from the date of issuance
of the consolidated financial statements, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
KEN GARFF: Moody's Affirms 'Ba2' CFR & Alters Outlook to Positive
-----------------------------------------------------------------
Moody's Ratings changed the outlook for Ken Garff Automotive, LLC
("Garff") to positive from stable. At the same time, Moody's
affirmed Garff's Ba2 corporate family rating and Ba2-PD probability
of default rating. Moody's also affirmed the B1 rating on Garff's
senior unsecured notes maturing in September 2028.
"The change in outlook to positive recognizes Garff's solid credit
metrics with lease-adjusted debt/EBITDA and EBIT interest coverage
of interest at 2.6x and 7.9x, respectively, as of the LTM period
ending June 30, 2024 and Moody's expectation that while credit
metrics will weaken slightly as new unit supply normalizes and
gross margins compress, credit metrics will remain strong," stated
Moody's Ratings Vice President Stefan Kahandaliyanage.
RATINGS RATIONALE
Garff's Ba2 CFR considers its leading position in its core
geographies, predominantly in its home state of Utah, solid
execution during the present volatile operating environment,
emphasis on growing its used vehicle mix, fixed and finance &
insurance operations to balance its new vehicle business, and
well-established family-ownership structure with a
highly-experienced management team. Garff's credit profile is also
supported by its ability to manage through various unique industry
challenges, including COVID-19 and related vehicle shortages, as
well as its good liquidity. Good liquidity is supported by positive
free cash flow generation, high cash balances and full availability
under its revolving credit facility. Despite ongoing new vehicle
supply normalization which is putting pressure on gross margins,
Moody's expect lease-adjusted debt/EBITDA to be in the 2.6x-2.7x
range while EBIT interest coverage of interest to be in the
7.9x-8.2x range over the next 12-18 months.
Garff's Ba2 CFR also considers its more limited scale, especially
compared to peers which tend to have greater geographic
diversification and Garff's comparatively weaker EBITDA margins due
to high SGA expenses. The Ba2 CFR also considers the high degree of
industry cyclicality, particularly on the new vehicle side of the
business which is adjusting quickly to greater vehicle supply and
the difficult consumer spending environment. As benchmark interest
rates continue to ease, however, the cost of vehicle financing and
affordability should improve, providing some relief to consumers.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if operating performance and financial
policy decisions, including dividends, result in debt/EBITDA
sustained below 3.75x and EBIT/interest sustained above 4.0x and if
liquidity remains at least good.
Ratings could be downgraded should operating performance or
financial policy decisions, including dividends, result in
debt/EBITDA sustained above 4.5x or EBIT/interest sustained below
3.0x. Ratings could also be downgraded should liquidity weaken.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
Headquartered in Salt Lake City, UT, Ken Garff Automotive, LLC is a
leading auto retailer with 69 stores in eight states (UT, CA, TX,
IA, CO, WY, AZ, HI), one parts distributor and one fleet center.
Revenue was about $6.6 billion for the LTM period ended June 30,
2024.
KEYSTONE MANAGEMENT: Unsecureds to be Paid in Full in Plan
----------------------------------------------------------
Keystone Management Group, LLC, filed with the U.S. Bankruptcy
Court for the Middle District of Florida a Plan of Reorganization
dated August 26, 2024.
The Debtor is a cloud hosting and email security company.
In 2021, the Debtor was the victim of a cybercrime in the form of
extortion via ransomware. The ransomware destroyed approximately 1
Petabyte of customer data leading to the loss of approximately 100+
customers and approximately 4.5-5.0 million per year of gross
revenue. The data breach resulted in unauthorized access to the
Debtor's network and related customer information.
Around mid-July 2022, the Debtor received insurance proceeds as a
result of the data breach in the amount of $703,301.00. These funds
were used to settle customer claims against the Debtor as a result
of the data breach and pay other creditors of the Debtor. The
Debtor attempted to continue its business operation following the
incident, however, its debts are beyond the Debtor's ability to pay
and claims beyond the remaining insurance proceeds have been
asserted.
The Plan calls for the payment in full of all Allowed Claims as of
the Effective Date, or upon such Claim becoming an Allowed Claim.
The Debtor has sufficient cash on hand to pay all Class 1 and Class
2 Claims. Class 3 Claims are being paid solely from the Insurance
Proceeds. Therefore, financial projections are not necessary.
Class 2 consists of the Allowed General Unsecured Claims. Proofs of
Claim 2-1 filed by Cellco Partnership d/b/a Verizon Wireless
("Verizon") and Proof of Claim 3-1 filed by the Franchise Tax Board
of California (the "Tax Board") are classified as General Unsecured
Claims. The Debtor has filed objections to the Proofs of Claim of
Verizon and the Tax Board, thus both claims are Disputed.
Each Allowed General Unsecured Claim in this Class 3 shall be
satisfied and paid in full from the Available Cash, on the later of
(i) the Effective Date, or as soon as practicable thereafter, and
(ii) the date such Class 3 General Unsecured Claim becomes an
Allowed General Unsecured Claim, provided however, that no
Distribution shall be made to holders of Allowed General Unsecured
Claims in this Class 3 unless and until all Allowed Administrative
Claims, all Professional Claims, all Allowed Priority Tax Claims,
and all Allowed Claims in Class 1 (or if any such Claims are not
then Allowed, the respective asserted Claims) have been, as
applicable, paid in full, reserved in the Disputed Claims Reserve
or otherwise resolved, and/or included in or accounted for in the
Distribution at issue. Class 2 is Unimpaired.
Class 3 consists of Data Breach Unsecured Claims. World Wide Land
Transfer Inc./Cowbell Ins Agcy LLC ("Cowbell"), which filed Proof
of Claim 4-1 is the only creditor with a claim in Class 3. The
claim of Cowbell is disputed. Class 3 is Impaired and therefore,
the holder of each Data Breach Unsecured Claim in Class 3 is
entitled to vote to accept or reject the Plan.
Any Allowed claim of Cowbell will be paid in full from the
Insurance Proceeds upon a final determination of the amount due, or
an agreement between Cowbell, the Insurance Company, and the
Debtor, on the later of (i) the Effective Date or as soon as
practicable thereafter, (ii) the date Cowbell's Claim becomes
Allowed or as soon as practicable thereafter, and (iii) the date
such Claim is payable under applicable non-bankruptcy law. The
treatment of the Class 3 Claim shall be in full and final
satisfaction, settlement, release, extinguishment, and discharge of
such Data Breach Unsecured Claim. Class 3 Claims shall not be
entitled to any payment from the Debtor and shall be paid solely
from the Insurance Proceeds.
Class 4 consists of any and all equity interests and warrants
currently issued or authorized in the Debtor. The sole equity
holder of the Debtor is Gregory McDonald, who shall maintain his
equity interest to the same extent, priority and validity as
existed on the Petition Date.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business.
Except as explicitly set forth in this Plan, all cash in excess of
operating expenses generated from operation until the Effective
Date will be used for Plan Payments or Plan implementation, cash on
hand as of Confirmation shall be available for Administrative
Expenses.
A full-text copy of the Plan of Reorganization dated August 26,
2024 is available at https://urlcurt.com/u?l=MeWH9E from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
VENABLE LLP
Eric D. Jacobs, Esq.
100 N. Tampa Street, Suite 2600
Tampa, Florida 33602
Telephone: (813) 439-3100
Facsimile: (813) 439-3110
Email: EJacobs@venable.com
About Keystone Management Group
Keystone Management Group, LLC, is a cloud hosting and email
security company.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01506) on May 28,
2024, with up to $500,000 in assets and up to $50,000 in
liabilities.
Judge Jacob A. Brown presides over the case.
Eric D. Jacobs, Esq., at Venable LLP, represents the Debtor as
legal counsel.
KNIGHT HEALTH: $450MM Bank Debt Trades at 42% Discount
------------------------------------------------------
Participations in a syndicated loan under which Knight Health
Holdings LLC is a borrower were trading in the secondary market
around 57.6 cents-on-the-dollar during the week ended Friday, Sept.
27, 2024, according to Bloomberg's Evaluated Pricing service data.
The $450 million Term loan facility is scheduled to mature on
December 26, 2028. The amount is fully drawn and outstanding.
Knight Health Holdings LLC is a provider of a community-based acute
and post-acute care, with 18 short-term acute care hospitals and 61
long-term acute care facilities across 25 states.
LODGING ENTERPRISES: Court Won't Waive Surety Bonds Compliance
---------------------------------------------------------------
Chief Judge Dale L. Somers of the United States Bankruptcy Court
for the District of Kansas denied Lodging Enterprises, LLC's motion
for waiver of compliance with 11 U.S.C. Sec. 345(b).
The Debtor moves for authorization to continue to use its
prepetition Cash Management System. Among other things, the Debtor
seeks a permanent waiver of Sec. 345(b), for two deposit accounts,
its Operating Account at Intrust Bank and its Cash Management
Account at Wells Fargo. Except for deposits that are insured by the
United States, Sec. 345(b) directs a debtor-in-possession to
require from an entity in which estate funds are deposited a surety
bond or collateralization of the deposit by approved securities,
"unless the court for cause orders otherwise."
The Debtor contends that cause exists to excuse compliance with
Sec. 345(b) as to its Operating Account and its Cash Management
Account. The Debtor argues that cause exists in this case because
the risk of loss of deposits at Wells Fargo and Intrust Bank is
virtually nonexistent. The Debtor also asserts that complying with
Sec. 345(b) risks disrupting its operations and imposes
administrative burdens. The Debtor argues that its business is
large and uniquely susceptible to harm from operational
disruption.
The United States Trustee objects, contending that surety bonds
should be posted. An evidentiary hearing was held on August 29,
2024.
The Court finds the Debtor has not demonstrated cause for waiver of
compliance with Sec. 345(b). Although administrative burdens and
significant operational disruption would result if the Debtor were
required to move all of its moneys to FDIC-insured accounts, Sec.
345(b) imposes no such requirement. Section 345(b) can be satisfied
by Wells Fargo and Intrust Bank obtaining surety bonds, the Court
states.
The waiver request is denied without prejudice. The Debtor is
directed to diligently pursue obtaining surety bonds for the two
accounts. The Court further directs the Debtor to prepare a fourth
interim Cash Management order for the period from September 30,
2024, when the current order expires, to December 31, 2024.
This matter is set for status hearing to discuss progress on
December 19, 2024, at 10:00 a.m.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=GxmiLw
About Lodging Enterprises, LLC
Founded in 1984, Lodging Enterprises, LLC, a company in Wichita,
Kansas, offers a full suite of crew accommodations, specializing in
24-hour food, lodging and hospitality services. A large segment of
the company's clientele are composed of railroad, and other
transportation-industry workers for whom it is essential that
lodging is available. The company owns and operates 44
Wyndham-branded hotels and 27 restaurants located in 23 states
across the country.
Lodging Enterprises filed Chapter 11 petition (Bankr. D. Kan. Case
No. 24-40423) on June 26, 2024, with $100 million to $500 million
in both assets and liabilities.
Lodging Enterprises, LLC hired Seigfried Bingham, P.C. as counsel;
and Ankura Consulting Group, LLC as financial advisor.
The official committee of unsecured creditors tapped Greenberg
Traurig, LLP; and Spencer Fane L.L.P. as counsel.
MAGENTA SECURITY: $1.04BB Bank Debt Trades at 72% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Magenta Security
Holdings LLC is a borrower were trading in the secondary market
around 28.4 cents-on-the-dollar during the week ended Friday, Sept.
27, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1.04 billion Term loan facility is scheduled to mature on July
27, 2028. The amount is fully drawn and outstanding.
The Company's country of domicile is the United States.
MARQUIE GROUP: Registers 5-Bil. Shares for Resale by Quick Capital
------------------------------------------------------------------
The Marquie Group, Inc. filed a Preliminary Prospectus on Form S-1
with the U.S. Securities and Exchange Commission relating to
5,000,000,000 shares of its common stock that may be offered for
resale or otherwise disposed of by Quick Capital LLC.
The Company will not receive any proceeds from the sale or other
disposition of the securities by Quick Capital. However, it may
receive up to approximately $794,430.00 in gross proceeds upon the
cash exercise of the warrants by the Quick Capital. The Company
will use such proceeds, if and when received, for general working
capital.
Quick Capital has informed Marquie Group that it is not a
broker-dealer, is not an affiliate of a broker dealer, and does not
have any agreement or understanding, directly or indirectly, with
any person to distribute its common stock. The Company's common
stock is traded on the over-the-counter market under the symbol
"TMGI". The closing price for its common stock on September 20,
2024, was $0.0001 per share, as reported by OTC Markets.
Marquie Groups' auditors have expressed substantial doubt as to its
ability to continue as a going concern, and the Company expects
that it will need approximately $1,000,000 in capital to continue
as a going concern for the next 12 months from September 26, 2024,
the date of the prospectus. The Company intends to raise capital to
fund its operations through sales of multi-media and entertainment
related products and services, borrowings, and private placements
of its common stock.
A full-text copy of the Company's Report is available at:
https://tinyurl.com/2p8ymwak
About Marquie Group Inc.
The Marquie Group, Inc. -- www.themarquiegroup.com -- is an
emerging direct-to-consumer firm specializing in product
development and media, including a dynamic radio and digital
network. The Company crafts and promotes top-tier health and
beauty solutions that enrich lives, showcased through engaging
radio content for its audience.
As of May 31, 2024, the Company had $6,247,137 in total assets,
$6,030,701 in total liabilities, and $216,436 in total
stockholders' equity.
Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated September 3rd, 2024, citing that the Company suffered an
accumulated deficit of $14,863,486, net loss of $165,456 as of May
31, 2024. These matters raise substantial doubt about the Company's
ability to continue as a going concern.
MCMULLEN BRAND: May Use Cash Collateral Thru Jan. 31
----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California,
Oakland Division, granted The McMullen Brand, Inc. authorization to
use cash collateral to continue operations and maximize the value
of its estate, under specific terms. The Debtor may access cash
collateral through January 31, 2025, or until certain conditions
occur, such as confirmation of a reorganization plan or dismissal
of the case.
The Debtor must adhere to a budget with a 10% variance per line
item. Cash collateral will be used for regular operations, as
outlined in the budget, which includes categories like advertising,
payroll, insurance, and rent.
Secured creditors, such as Community Bank of the Bay and the Small
Business Administration (SBA), are granted replacement liens and
monthly payments $2,927.17 and $1,000, respectively.
The Debtor is required to submit regular reports to Community Bank
of the Bay and the Subchapter V Trustee, including weekly inventory
and expenditure reports, and monthly profit/loss and transaction
reports.
The Debtor has submitted detailed budget projections for the months
of September 2024 to January 2025, covering categories such as
advertising, payroll, rent, travel, and utilities. The projected
total expenses are:
Total Expenses
Per Month
--------------
September 2024 $245,316.59
October 2024 $280,966.59
November 2024 $300,166.59
December 2024 $319,616.59
January 2025 $268,916.59
About The McMullen Brand Inc.
The McMullen Brand Inc. -- https://shopmcmullen.com/-- is a luxury
fashion retailer.
The McMullen Brand Inc. sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-41259)
on August 21, 2024. In its petition, the Debtor reports estimated
assets between $500,000 and $1 million and estimated liabilities
between $1 million and $10 million.
Judge Charles Novack presides over the case.
Ryan A. Witthans, Esq., at Finestone Hayes, LLP represents the
Debtor as legal counsel.
The Subchapter V trustee can be reached at:
Gina Klump, Esq.
Law Office of Gina R. Klump
11 5th Street, Suite 102
Petaluma, CA 94952
Phone: (707) 778-0111
Email: gklump@klumplaw.net
MEGA ENTERTAINMENT: Starts Subchapter V Bankruptcy Process
----------------------------------------------------------
Mega Entertainment Group II LLC filed for 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. The petition
states funds will be available to unsecured creditors.
About Mega Entertainment Group II
Mega Entertainment Group II LLC --
https://www.petergofchicago.com/-- doing business as Petergof
Banquet Hall and Pavilion Restaurant & Lounge, is a limited
liability company.
Mega Entertainment Group II LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No.
24-14326) on Sept. 27, 2024. In the petition filed by Alex Field,
as member, the Debtor estimated assets between $100,000 and
$500,000 and estimated liabilities between $1 million and $10
million.
The Debtor is represented by:
Robert R. Benjamin, Esq.
Golan Christie Taglia LLP
577 Waukegan Rd.
Northbrook, IL 60062
MILK STREET: Has Interim Use of Cash Collateral Thru Oct 10
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts granted
Milk Street Cafe, Inc., authorization to use cash collateral on an
interim basis until October 10, 2024, with a more detailed order to
follow. The Debtor aimed to access necessary funds to continue
operating its business during the Chapter 11 bankruptcy process.
The Court will hold a further hearing on the Motion on October 8,
2024 at 10:45 a.m.
About Milk Street Cafe, Inc.
Milk Street Cafe, Inc., is an upscale casual restaurant and one of
the premier corporate caterers in Boston, Mass. Milk Street Cafe
filed its voluntary petition for Chapter 11 protection (Bankr. D.
Mass. Case No. 24-11233) on June 20, 2024, listing $1,099,666 in
assets and $3,245,762 in liabilities. Marc Epstein, as president,
signed the petition.
John T. Morrier, Esq., at Casner & Edwards, LLP, serves as the
Debtor's legal counsel.
MIRACARE NEURO: Neema Varghese Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 11 appointed Neema Varghese of NV
Consulting Services as Subchapter V trustee for Miracare Neuro
Behavioral Health, P.C.
Ms. Varghese will be paid an hourly fee of $400 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Varghese declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Neema T. Varghese
NV Consulting Services
701 Potomac, Ste. 100
Naperville, IL 60565
Tel: (630) 697-4402
Email: nvarghese@nvconsultingservices.com
About Miracare Neuro Behavioral Health
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 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, with $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities. Christopher
Higgins, president, signed the petition.
Judge Donald R. Cassling handles the case.
The Debtor is represented by David R. Herzog, Esq., at the Law
Office of David R Herzog.
MONTE JOHNSTON: Seeks to Hire Lane Law Firm as Bankruptcy Counsel
-----------------------------------------------------------------
Monte Johnston Building Contractor, LLC asks the U.S. Bankruptcy
Court for the Northern District of Texas to The Lane Law Firm, PLLC
as its counsel.
The firm will provide these services:
a. assist, advise and represent the Debtor relative to the
administration of the chapter 11 case;
b. assist, advise and represent the Debtor in analyzing the
Debtor's assets and liabilities, investigating the extent and
validity of lien and claims, and participating in and reviewing any
proposed asset sales or dispositions;
c. attend meetings and negotiate with the representatives of
the secured creditors;
d. assist the Debtor in the preparation, analysis, and
negotiation of any plan of reorganization and disclosure statement
accompanying any plan of reorganization;
e. take all necessary action to protect and preserve the
interests of the Debtor;
f. appear, as appropriate, before this Court, the Appellate
Courts, and other Courts in which matters may be heard and to
protect the interests of the Debtor before said Courts and the
United States Trustee; and
g. perform all other necessary legal services in these cases.
The firm will be paid at these rates:
Robert C. Lane $595 per hour
Joshua Gordon $550 per hour
Associate Attorneys $500 per hour
Paraprofessionals $250 per hour
The firm received a retainer in the amount of $30,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert C. Lane, Esq., a partner at The Lane Law Firm, PLLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Robert C. Lane, Esq.
Joshua D. Gordon, Esq.
6200 Savoy, Suite 1150
Houston, TX 77036
Tel: (713) 595-8200
Fax: (713) 595-8201
Email: notifications@lanelaw.com
Joshua.gordon@lanelaw.com
About Monte Johnston Building
Monte Johnston Building Contractor, LLC specializes in residential
and commercial construction and remodeling. The company focuses on
delivering quality construction services, relying on cash flow from
ongoing projects to manage operational expenses, such as supplies,
payroll, and insurance.
Monte Johnston Building Contractor, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Tex., Case No. 24-70274) with $429,251 in assets and
$1,176,029 in liabilities.
Judge: Hon. Scott W. Everett presides over the case.
Robert C. Lane, Esq. at The Lane Law Firm represents the Debtor as
bankruptcy counsel.
NETCAPITAL INC: Bard Associates No Longer Owns 5% Equity Stake
--------------------------------------------------------------
Bard Associates, Inc. disclosed in a Schedule 13D/A Report filed
with the U.S. Securities and Exchange Commission that it has ceased
to be the beneficial owner of more than five percent of NetCapital,
Inc.'s Common Stock and Warrants. As of September 25, 2024, it
beneficially owned 3,120 shares of (Based on 0 Common Shares and
218,373 Warrants exchangeable for 3,120 Common Shares),
representing 0.4% of the shares outstanding.
A full-text copy of Bard Associates' SEC Report is available at:
https://tinyurl.com/5xjwpbbd
About Netcapital Inc.
Headquartered in Boston, Mass., Netcapital Inc. --
www.netcapital.com -- is a fintech company with a scalable
technology platform that allows private companies to raise capital
online and provides private equity investment opportunities to
investors. The Company's consulting group, Netcapital Advisors,
provides marketing and strategic advice and takes equity positions
in select companies. The Company's funding portal, Netcapital
Funding Portal, Inc. is registered with the U.S. Securities &
Exchange Commission (SEC) and is a member of the Financial Industry
Regulatory Authority (FINRA), a registered national securities
association.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated July 29, 2024, citing that the
Company has negative working capital, net operating losses, and
negative cash flows from operations. These factors, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.
Netcapital reported a net loss of $4.99 million for the year ended
April 30, 2024, compared to net income of $2.95 million for the
year ended April 30, 2023. As of July 31, 2024, NetCapital had
$41.44 million in total assets, $3.93 million in total liabilities,
and $37.51 million in total stockholders' equity.
NEXTDECADE CORP: Thibaud de Preval to Quit to Accept New Job Offer
------------------------------------------------------------------
NextDecade Corporation disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 23, 2024, it
received notice from Mr. Thibaud de Preval of his intent to resign
from the Company's Board of Directors. Mr. de Preval was initially
appointed to the Board in August 2023 pursuant to that certain
Purchaser Rights Agreement between the Company and Global LNG North
America Corp., an affiliate of TotalEnergies, dated as of June 14,
2023. Mr. de Preval indicated that he would be resigning from the
Board as a result of taking on a new position within TotalEnergies
and not due to any disagreements with the Company on any matter
relating to the Company's operations, policies or practices.
Global LNG North America Corp. has informed the Company that it
intends to designate a replacement director on the Company's Board
in accordance with the Purchaser Rights Agreement in the near term,
and Mr. de Preval resignation will be effective as of the date such
replacement director is appointed to the Board.
About NextDecade Corporation
NextDecade Corporation, a Delaware corporation, is a Houston-based
energy company primarily engaged in construction and development
activities related to the liquefaction of natural gas and sale of
LNG, and the capture and storage of CO2 emissions. The Company is
constructing and developing a natural gas liquefaction and export
facility located in the Rio Grande Valley in Brownsville, Texas,
which currently has three liquefaction trains and related
infrastructure under construction.
Houston, Texas-based Grant Thornton LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 11, 2024, citing that the Company has incurred
operating losses since its inception and management expects
operating losses and negative cash flows to continue for the
foreseeable future. These conditions, along with other matters,
raise substantial doubt about the Company's ability to continue as
a going concern.
OPTINOSE INC: Catherine Owen Quits to Accept CEO Role at Arcadia
----------------------------------------------------------------
OptiNose, Inc., disclosed in a Form 8-K filed with the Securities
and Exchange Commission that Ms. Catherine Owen resigned from the
Board of Directors of the Company on Sept. 24, 2024. Ms. Owen's
resignation was not due to any disagreement with the Company on any
matter relating to its operations, policies or practices. The
Company thanked Ms. Owen for her service and valuable
contributions, and congratulated her on her new appointment as
chief executive officer of Acadia Pharmaceuticals, Inc. (NASDAQ:
ACAD).
About OptiNose, Inc.
Yardley, Pa.-based OptiNose, Inc. is a specialty pharmaceutical
company focused on the development and commercialization of
products for patients treated by ear, nose and throat (ENT) and
allergy specialists. The Company's first commercial product,
XHANCE (fluticasone propionate) nasal spray, 93 microgram (mcg), is
a therapeutic utilizing its proprietary Exhalation Delivery System
(EDS) that delivers a topically-acting corticosteroid for the
treatment of chronic rhinosinusitis with nasal polyps and, if
approved, chronic rhinosinusitis without nasal polyps (also known
as chronic sinusitis). Chronic rhinosinusitis is a serious nasal
inflammatory disease that is treated using therapies, such as
intranasal steroids (INS), which have significant limitations.
Philadelphia, Pa.-based Ernst & Young LLP, the Company's auditor
since 2016, issued a "going concern" qualification in its report
dated March 7, 2024, citing that the Company has incurred recurring
losses from operations, has a working capital deficiency and
expects to not be in compliance with certain debt covenants, and
has stated that substantial doubt exists about the Company's
ability to continue as a going concern.
OUTFRONT MEDIA: Ares Entities Cease Ownership of Common Stock
-------------------------------------------------------------
Ares Capital Corporation disclosed in a Schedule 13D/A Report filed
with the U.S. Securities and Exchange Commission that as of
September 25, 2024, the firm and its affiliated entities -- Ares
Capital Management LLC, ASOF Holdings I, L.P., ASOF Investment
Management LLC, Ares Management LLC, Ares Management Holdings L.P.,
Ares Holdco LLC, Ares Management Corporation, Ares Voting LLC, Ares
Management GP LLC, and Ares Partners Holdco LLC -- ceased to be the
beneficial owners of more than five percent of the outstanding
shares of Common Stock, reporting 0% ownership.
About OUTFRONT Media Inc.
Headquartered in New York, OUTFRONT Media Inc. leases advertising
space on out-of-home advertising structures and sites.
* * *
Egan-Jones Ratings Company, on September 10, 2024, maintained its
'CCC' foreign currency and local currency senior unsecured ratings
on debt issued by OUTFRONT Media Inc.
OYO FITNESS: Seeks to Extend Plan Filing Deadline to Nov. 19
------------------------------------------------------------
OYO Fitness, Inc., asked the U.S. Bankruptcy Court for the District
of Kansas to extend its period to file a Subchapter V Plan of
Liquidation to November 19, 2024.
The Debtor filed its petition under Chapter 11, Subchapter V of the
Bankruptcy Code on June 21, 2024.
The Debtor filed its Motion to Sell Assets of the Debtor located at
Smart Warehouse, Lenexa, Kansas on July 3, 2024. This Court entered
its Order Granting Motion To Sell on August 29, 2024.
The Debtor explains that the company and the liquidator are working
to sell the inventory located at Smart Warehouse but need
additional time to complete. The Debtor is also working to
determine if a Motion to Sell inventory located at other warehouses
should be filed.
OYO Fitness, Inc. is represented by:
Colin N. Gotham, Esq.
Evans & Mullinix P.A.
7225 Renner Road, Suite 200
Shawnee, KS 66217
Telephone: (813) 962-8700
Facsimile: (913) 962-8701
Email: cgotham@emlawkc.com
About OYO Fitness Inc.
OYO Fitness is an online marketplace that offers sporting goods
fitness equipment.
OYO Fitness, Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. CAse No.
24-20781) on June 21, 2024, listing $1 million to $10 million in
both assets and liabilities. The petition was signed by Barbara
Salvaggio, administrator of the Estate of Paul Francis.
Judge Robert D Berger presides over the case.
Colin Gotham, Esq. at EVANS & MULLINIX, P.A., is the Debtor's
counsel.
PATHWAY VET: $1.27BB Bank Debt Trades at 15% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Pathway Vet
Alliance LLC is a borrower were trading in the secondary market
around 84.6 cents-on-the-dollar during the week ended Friday, Sept.
27, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1.27 billion Term loan facility is scheduled to mature on
March 31, 2027. The amount is fully drawn and outstanding.
Headquartered in Austin, Texas Pathway Vet Alliance, LLC is a
national veterinary hospital consolidator, offering a full range of
medical products and services, and operating over 280 general,
specialty and emergency practice locations, 88 THRIVE Affordable
Vet Care locations, and the Management Services Organization,
Veterinary Growth Partners, which supports over 5,500 affiliated
and unaffiliated member hospitals, throughout the United Sates.
POCONO MOUNTAIN: Court Allows Sno Chasers' $70,900 Claim
--------------------------------------------------------
Judge Mark J. Conway of the United States Bankruptcy Court for the
Middle District of Pennsylvania overruled Pocono Mountain Lake
Forest Community Association, Inc.'s objection to a proof of claim
filed by creditors Patriot Developers & Excavating, LLC/Sno Chasers
Association, Inc. The proof of claim will be allowed in the amount
of $70,953.97.
Sno Chasers asserts that it holds a claim in the amount of
$91,038.97 for lost profits and other charges resulting from the
Debtor's breach of the parties' pre-petition contract for snow and
ice removal.
The Debtor seeks disallowance of the proof of claim in its entirety
on the grounds that the amended proof of claim is untimely or that
Sno Chasers failed to prove consequential damages with reasonable
certainty. If unsuccessful on either of those grounds, the Debtor
alternatively seeks to limit the amount of the claim under two
theories:
1) any amendment to the contract that extended it beyond the
first year was not binding on the Debtor, and
2) Sno Chasers failed to mitigate its damages.
The Court finds that even though the Claim was to some extent
confusing and inaccurate, it gave the Debtor fair notice that Sno
Chasers was asserting a debt for breach of the Contract.
The Court also concludes that Sno Chasers met its burden of proof
on lost profits in the amount of $70,953, and the Debtor has failed
to meet its burden on this issue.
"Here, there is no dispute that Pocono Mountain was in breach due
to its inability to pay under the terms of the Contract. Sno
Chasers clearly chose not to cancel the Contract and opted to
continue its performance in the hope that Pocono Mountain would
regain control of the Board and its finances," the Court notes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=0mJWMh
About Pocono Mountain Lake Forest
Community Association
Pocono Mountain Lake Forest Community Assn, Inc., is a non-profit
property owners association in the Poconos.
Pocono Mountain Lake Forest Community Assn, Inc., as a small
business, filed a petition for Chapter 11 protection (Bankr. M.D.
Pa. Case No. 22-01084) on June 10, 2022, listing up to $1 million
in assets and up to $500,000 in liabilities. Judge Mark J. Conway
oversees the case.
John J. Martin, Esq., at the Law Offices of John J. Martin, serves
as the Debtor's legal counsel.
PRIME CAPITAL: Seeks to Hire Klestadt Winters as General Counsel
----------------------------------------------------------------
Prime Capital Ventures, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of New York to hire Klestadt
Winters Jureller Southard & Stevens, LLP as its general counsel.
The firm will provide these services:
a. advise each Debtor with respect to its rights, powers and
duties as a debtor and debtor-in-possession in the liquidation of
its assets;
b. attend meetings, negotiating with representatives of
creditors and other parties in interest, advising and consulting on
the conduct of the cases;
c. take all necessary action to protect and preserve the assets
of the Debtors' estates;
d. prepare on behalf of the Debtors such motions, applications,
answers, orders, reports, and papers necessary to the
administration of their estates;
e. assist the Debtors in their analysis and negotiations with
any third-party concerning matters related to the realization by
creditors of a recovery on claims and other means of realizing
value;
f. represent the Debtors at all hearings and other proceedings;
g. assist the Debtors in their analysis of matters relating to
the legal rights and obligations of the Debtors with respect to
various agreements and applicable laws;
h. review and analyze all applications, orders, statements, and
schedules filed with the Bankruptcy Court and advising the Debtors
as to their propriety;
i. assist the Debtors in preparing pleadings and applications as
may be necessary in furtherance of the Debtors' interests and
objectives;
j. assist and advise the Debtors with regard to their
communications to the general creditor body regarding any proposed
Chapter 11 plan(s) or other significant matters in these Chapter 11
Cases;
k. assist the Debtors with respect to consideration by the
Bankruptcy Court of any plan(s) prepared or filed pursuant to
Sections 1121 and 1189-1191 of the Bankruptcy Code and taking any
necessary action on behalf of the Debtors to obtain confirmation of
such plan(s); and
l. perform such other legal services as may be required and/or
deemed to be in the interests of the Debtors in accordance with
their powers and duties as set forth in the Bankruptcy Code.
The firm will be paid at these rates:
Partners $695 to $950 per hour
Associates $550 per hour
Paralegals $250 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Fred Stevens, Esq., a partner at Klestadt Winters Jureller Southard
& Stevens, 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:
Fred Stevens, Esq.
Lauren C. Kiss, Esq.
KLESTADT WINTERS JURELLER
SOUTHARD & STEVENS, LLP
200 West 41st Street, 17th Floor
New York, NY 10036
Tel: (212) 972-3000
Fax: (212) 972-2245
Email: fstevens@klestadt.com
lkiss@klestadt.com
About Prime Capital Ventures, LLC
Prime Capital owns a residential property located at 600 Linkhorn
Drive, Virginia Beach, VA 23451 valued at $4.02 million.
Prime Capital Ventures, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No.
24-11029) on September 16, 2024, listing $6,452,230 in assets and
$244,529,327 in liabilities. The petition was signed by Christian
H. Dribusch as manager.
Christian H. Dribusch, Esq. at Dribusch Law Firm represents the
Debtor as counsel.
PRIME CAPITAL: Seeks to Hire RK Consultants as Financial Advisor
----------------------------------------------------------------
Prime Capital Ventures, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of New York to hire RK Consultants
LLC as its financial advisor.
The firm will render these services:
a. attend meetings and conferences with the Debtor, creditors,
and their respective attorneys, as requested;
b. assist the Debtor on the preparation of monthly operating
reports, as required by the local rules of the Court, and the
United States Trustee's guidelines;
c. assist the Debtor on the preparation of a cash flow budget,
cash management and distribution of funds, as requested;
d. assist in the liquidation or sale of the Debtor's assets;
e. assist in the determination, creation, drafting, and
negotiation of the most optimal and expedient exit strategy for the
Debtor;
f. assist in the preparation of the Federal, State, and Local
tax returns and requisite disclosures on behalf of the Debtor's
estate;
g. reconcile filed proofs of claim and claims against the
Debtor's estate; and
h. perform services necessary to preserve and maximize the
value of the assets of the Debtor's estate, as requested by the
Debtor.
The firm will be paid at these rates:
Brian R. Ryniker $500 per hour
Junior Professionals $140 per hour
Brian Ryniker, a partner at RK Consultants, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Brian Ryniker
RK Consultants, LLC
1178 Broadway, 3rd Floor, Suite 1505
New York, NY 10001
Phone: (646) 341-3926
Email: brian@rkc.llc
About Prime Capital Ventures, LLC
Prime Capital owns a residential property located at 600 Linkhorn
Drive, Virginia Beach, VA 23451 valued at $4.02 million.
Prime Capital Ventures, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No.
24-11029) on September 16, 2024, listing $6,452,230 in assets and
$244,529,327 in liabilities. The petition was signed by Christian
H. Dribusch as manager.
Christian H. Dribusch, Esq. at THE DRIBUSCH LAW FIRM represents the
Debtor as counsel.
PROJECT ALPHA: S&P Affirms 'B' ICR on Good Cash Flow
----------------------------------------------------
S&P Global Ratings affirmed its ratings on Project Alpha
Intermediate Holding Inc. (dba Qlik), including its 'B' issuer
credit rating, and revised its liquidity score to adequate from
less than adequate.
The stable outlook reflects S&P's expectation that Qlik will be
able to maintain stable business operations and customer demand
such that it can sustain funds from operations (FFO) to cash
interest coverage in the high-1x area and generate more than $100
million of unadjusted free operating cash flow (FOCF) in 2024.
Qlik continues to increase revenue and execute its cost-savings
plan in fiscal 2024, leading to improved cash flow and liquidity
expectations. Annualized recurring revenue grew approximately 10%
year over year on a constant currency basis through June 30, 2024,
stemming from growth across core subscription segments. Similarly,
profitability and coverage metrics saw healthy improvement as Qlik
ramped up synergy efforts from the Talend acquisition. S&P said,
"We expect operating efficiencies, as well as the roll off of
one-time acquisition and integration expenses, to lift the
company's S&P Global Ratings-adjusted EBITDA margins to the mid-30%
area by the end of Qlik's fiscal year-end 2024 (ending Dec. 31),
compared with the low-30% area in fiscal 2023. While cash interest
expense on the new $2.4 billion first-lien term loan will remain
elevated in 2024 and 2025, we anticipate cost savings will drive
healthy FFO cash interest coverage of 1.8x-2.2x and about $160
million of FOCF in 2024. Considering the sizable improvement in
cash flow, we are revising the company's liquidity score to
adequate from less than adequate."
S&P said, "The stable outlook reflects our expectation that Qlik
will maintain stable business operations and customer demand such
that it can sustain FFO to cash interest coverage in the high-1x
area and generate more than $100 million of unadjusted FOCF in
2024.
"We could consider lowering the rating if we believed that Qlik
would sustain FFO cash interest coverage below the high-1x area and
generate less than $100 million of FOCF inclusive of onetime
integration or acquisition costs and debt-funded acquisitions or
shareholder returns. This could occur if there were disruptions to
the business operations from the large cost-savings plan and weaker
demand from a tougher macroeconomic environment or competitive
pressures.
"We could raise the rating if we believed that Qlik could sustain
FFO cash interest coverage above the 2x area and generate more than
$200 million of FOCF. This could occur if Qlik were able to achieve
more synergies than expected and continued to have stable demand
for its data integration and analytics solutions."
PROJECT RUBY: S&P Affirms 'B-' ICR on Acquisition, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on
Overland Park, Kan.-based Project Ruby Parent Corp. (doing business
as WellSky). S&P affirmed its 'B' rating to the first-lien debt;
the recovery rating is '2' (70%), indicating its expectation for
substantial recovery in the event of default.
S&P said, "The stable outlook on WellSky reflects our expectation
that its customer renewal rates will remain strong and organic
revenue will grow by high-single-digit percent. We expect the
company's EBITDA margin will remain in the low- to mid-30%
(burdened by capitalized software costs) in fiscal 2025 and that
the company will generate modestly positive free operating cash
flow (FOCF) despite its high leverage.
"The acquisition of an additional software company focused in the
post-acute and long-term care space is consistent with our
expectations for the company. WellSky has a history of maintaining
leverage above 7x, mainly because of debt-funded acquisitions, and
we expect it will continue to prioritize acquisitions over
permanent deleveraging. However, the company's operations benefit
from a high proportion of recurring revenue (about 90%). This is
increasing as WellSky prioritizes software as a solution (SaaS)
subscriptions over perpetual licenses. Also, the company has strong
client retention (high-90%). Furthermore, WellSky's low capital
intensity enables it to generate positive cash flow, even at very
high leverage levels.
"We view WellSky's announced acquisition as consistent with its
strategy of expanding value-based care in the broad post-acute care
end market. The SaaS company has lower margins than WellSky's core
business because more labor is involved to engage patients.
However, we expect margins will expand over time as WellSky works
to automate nonclinical calls. We believe there is little customer
concentration and about 10% overlap in customers. As such, we
expect WellSky will attempt to cross-sell the newly acquired
software to its core customers. We view this acquisition as
consistent with the company's strategy to capitalize on secular
tailwinds in the post-acute and nonacute care industry, including
the shift of volumes from hospitals to home and community
settings."
The company acquired Corridor Group in October 2023 to expand its
medical coding and RCM. This came on the heels of its acquisition
of Experience Care software in August 2023, to expand EHR for
post-acute and long-term care providers. Past large acquisitions
have been focused on care transitions and expanding WellSky's
end-market exposure in the acute care segment, allowing it to
facilitate hospital discharges and care transitions and manage
patient referrals for post-acute providers.
S&P said, "We expect WellSky's leverage will remain high as it
pursues debt-financed tuck-in acquisitions to enhance its scale and
solutions and diversify its verticals. We expect the company's S&P
Global Ratings-adjusted leverage will improve to about 8x by the
end of fiscal 2025 from 8.5x at the end of fiscal 2024. We then
expect leverage will decline to about 7x in fiscal 2026. We have
incorporated roughly $80 million of acquisition spending per year
in our projections, but we expect deleveraging will be the result
of EBITDA growth. We expect EBITDA expansion because of strong
organic growth, the realization of synergies, and because of growth
in newer areas such as analytics and the payor and life sciences
markets.
"The stable outlook on WellSky reflects our expectation that its
customer renewal rates will remain strong and organic revenue will
grow by high-single-digit percent. We expect the company's EBITDA
margin will remain in the low- to mid-30% (burdened by capitalized
software costs) in fiscal 2025 and that the company will generate
modestly positive FOCF despite its high leverage.
"We could lower our rating on WellSky if it fails to increase its
revenue and EBITDA by introducing next-generation product lines or
because of significant customer attrition, leading to negative FOCF
and weaker liquidity.
"We could raise our rating on WellSky if revenue and EBITDA grows
such that its FOCF to debt rises to 3% or more and it sustains debt
to EBITDA of less than 7x. Given the company's track record of
debt-financed tuck-in acquisitions, this would likely come with a
commitment from the company to sustain lower leverage and stronger
FOCF to debt.
"Governance factors are a moderately negative consideration in our
credit rating analysis. Our highly leveraged assessment of the
company's financial risk profile reflects its corporate
decision-making that prioritizes the interests of its controlling
owners. This is in line with our view of the majority of rated
entities owned by private-equity sponsors. Our assessment also
reflects private-equity owners' generally finite holding periods
and focus on maximizing shareholder returns."
PULSE PHYSICIAN: Seeks to Extend Plan Filing Deadline to Nov. 17
----------------------------------------------------------------
Pulse Physician Organization, PLLC and affiliates asked the U.S.
Bankruptcy Court for the Southern District of Texas to extend their
period to file a chapter 11 plan of reorganization to November 17,
2024.
The Debtors continue to operate and manages their businesses as
debtors in possession under Section 1182(2) of the Bankruptcy
Court.
On September 6, 2024, the Lane Law Firm, P.L.L.C. ("LLF") reached
out to Jones Murray LLP that they would no longer be able to serve
as counsel to the Debtors and inquired if Jones Murray would
substitute. The Debtors' principal was made aware of this and
consented to the substitution.
The Debtors estimate that an extension of sixty days is needed for
them to propose a feasible plan. The circumstances by which LLF
determined it necessary to withdraw as counsel are not attributable
to circumstances for which the Debtors would be fairly responsible.
The Debtors claim that Jones Murray has endeavored to work with all
counsel who has made an appearance and the PCO to keep the cases
moving in a forward direction since being engaged by them. This
includes reaching out to parties in interest to determine whether
they would be opposed to this Motion. Ensuring Debtors' counsel has
ample time to propose a plan will ensure that the Debtors are not
prejudiced by the counsel change which occurred due to
circumstances out of their control.
Accordingly, extending the deadline for the Debtors to file a
Subchapter V plan is consistent with the proper exercise of the
Court's discretion.
The Debtors explain that it makes sense to approve the extension to
allow the Debtors the appropriate time to file a well-developed
plan that will ultimately be successful based upon the issues that
the Debtors have reasonably addressed, and for which they should
not justly be held accountable. It would be extremely prejudicial
to the Debtors and the creditors of their estates to not extend the
deadline as requested herein.
Counsel for the Debtors:
Matthew W. Bourda, Esq.
Christopher R. Murray, Esq.
Jones Murray LLP
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.
PV PETS: Unsecured Creditors Will Get 100% of Claims in Plan
------------------------------------------------------------
PV Pets LLC filed with the U.S. Bankruptcy Court for the District
of New Jersey a Small Business Plan of Reorganization under
Subchapter V dated August 27, 2024.
The Debtor is a full line retail pet business, offering live
animals and products for small animals, including dogs, cats,
birds, fish and reptiles.
The Debtor opened in 2000 as a retail store selling only aquatic
pets and supplies. Over the years it has grown to include many
types of animals and has expanded its range of services. Vicki
Tepper is the owner and managing member.
Administrative expenses consisting of the Subchapter V Trustee's
fees and costs and the fees and costs of Debtor's counsel will be
paid over the first year after the effective date.
The secured claim of the NJ Department of Labor, Division of
Employer Accounts, will be pad in the month following the
completion of payment of administrative expenses.
The secured claim of the U.S. Small Business Administration is
current in payments. The Debtor will continue to make the current
monthly payment as it falls due.
The Debtor intends to challenge the disputed secured claims listed
in Class #3. The Debtor will seek to reclassify them as unsecured
claims and to significantly reduce the amount owed.
If successful in challenging the disputed claims, the Debtor
proposes to pay general unsecured creditors 100% of their claims,
commencing after administrative and secured claims have been paid
in full.
The Debtor's financial projections show that the Debtor will have
an aggregate annual average cash flow, after paying operating
expenses and post-confirmation taxes, of approximately $57,000 in
2025. The final Plan payment is expected to be paid in the 4th
quarter of 2029.
Class 4 consists of General Unsecured Claims. The allowed unsecured
claims total $50,793.909, plus any amount from Class 3 that is
deemed unsecured. This Class will receive a distribution of 100% of
their allowed claims. Payments begin the month after secured claims
are paid in full which is estimated January 2026.
The Debtor proposes to make monthly payments, commencing the month
after the effective date and continuing for 60 months. The Plan
will be funded from the Debtor's disposable income.
A full-text copy of the Plan of Reorganization dated August 27,
2024 is available at https://urlcurt.com/u?l=5EFNCr from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Carol L. Knowlton, Esq.
Gorski & Knowlton, PC
311 Whitehorse Ave., Suite A
Hamilton, NJ 08610
Phone: (609) 964-4000
Fax: (609) 528-0721
Email: cknowlton@gorskiknowlton.com
About PV Pets LLC
PV Pets LLC is a full line retail pet business, offering live
animals and products for small animals, including dogs, cats,
birds, fish and reptiles.
The Debtor sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 24-15472) on May 30, 2024,
listing $50,001 to $100,000 in assets and $500,001 to $1 million in
liabilities. Carol L. Knowlton, Esq at Gorski And Knowlton PC
represents the Debtor as counsel.
RAPID7 INC: JANA Partners, 5 Others Report 6.4% Equity Stake
------------------------------------------------------------
JANA Partners Management, LP, a Delaware limited partnership
disclosed in a Schedule 13D Report filed with the U.S. Securities
and Exchange Commission that as of September 20, 2024, the firm and
its affiliated entities -- Cannae Holdings, Inc., a Nevada
corporation, Cannae Holdings, LLC, a Delaware limited liability
company and wholly-owned subsidiary of CHI, Michael Joseph Burns,
Robert Bradshaw Henske, and Chad Kinzelberg -- beneficially owned
shares of Rapid7, Inc.'s common stock.
As of the close of business on September 20, 2024;
* JANA may be deemed to beneficially own 3,655,540 Shares,
representing approximately 5.8% of the Shares outstanding.
* CHI and CHL may be deemed to beneficially own 350,000
Shares, representing approximately 0.6% of the Shares outstanding.
* Mr. Burns may be deemed to beneficially own 3,000 Shares,
representing less than 0.1% of the Shares outstanding.
* Mr. Henske may be deemed to beneficially own 1,500 Shares,
representing less than 0.1% of the Shares outstanding.
* Mr. Kinzelberg may be deemed to beneficially own 3,000
Shares, representing less than 0.1% of the Shares outstanding.
The Reporting Persons may be deemed to be members of a "group"
within the meaning of Section 13(d)(3) of the Exchange Act. In the
aggregate, JANA, the Special Advisors, and Cannae may be deemed to
beneficially own an aggregate of 4,013,040 Shares, representing
approximately 6.4% of the Shares outstanding. Each of the Reporting
Persons expressly disclaims beneficial ownership of the Shares
beneficially owned by the other Reporting Persons.
The aggregate percentage of Shares reported to be beneficially
owned by the Reporting Persons is based upon 62,734,157 Shares
outstanding as of July 31, 2024, as reported in the Rapid7's
Quarterly Report on Form 10-Q for the quarterly period ended June
30, 2024 filed with the SEC on August 7, 2024.
A full-text copy of JANA's SEC Report is available at:
https://tinyurl.com/4vzsw96z
About Rapid7
Rapid7, Inc. (Nasdaq: RPD) provides cybersecurity services.
Rapid7 reported a net loss of $149.26 million for the year ended
December 31, 2023, compared to a net loss of $124.7 million for the
year ended December 31, 2022. As of June 30, 2024, Rapid7 had $1.5
billion in total assets, $1.6 billion in total liabilities, and
$52.9 million in total stockholders' deficit.
* * *
Egan-Jones Ratings Company on October 10, 2023, maintained its 'CC'
foreign currency and local currency senior unsecured ratings on
debt issued by Rapid7, Inc.
RED RIVER: Hires John Bittner of Accordion Partners as CRO
----------------------------------------------------------
Red River Talc LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to hire Accordion Partners, LLC
as its financial advisor and designate John Bittner as chief
restructuring officer.
The firm will render these services:
(a) assist with the implementation of this Court's orders;
(b) based on underlying records, as and when produced, assist
with the preparation of such financial disclosures as may be
required by the Court, the Bankruptcy Code or other applicable
rules or guidelines, including any schedules of assets and
liabilities, statements of financial affairs and monthly operating
reports;
(c) participate in meetings and provide support in responding
to information requests, and communicating with creditor
constituencies, any official or unofficial committees, claimant
representatives appointed by the Court, the United States Trustee
for the Southern District of Texas and any party in interest, as
well as any professionals of the foregoing;
(d) participate in and provide support for any claims analysis
and reporting;
(e) advise the Debtor's senior management and the Board of
Managers, as may be appropriate, in connection with the Amended
Plan;
(f) prepare any information and analyses that may be requested
or required in connection with confirmation of the Amended Plan;
(g) assist in implementing the Amended Plan;
(h) provide assistance with testimony before the Court, as
requested, on matters that are within Accordion's expertise; and
(i) provide such other restructuring or advisory services to
the Debtor as are consistent with the role of Chief Restructuring
Officer and/or the above-described services, requested by the
Debtor and its counsel, not duplicative of services provided by
other professionals, and agreed to by Accordion.
The firm will be paid at these hourly rates:
Senior Managing Directors $975 to $1,175
Managing Directors $850 to $950
Senior Directors $725 to $825
Directors $625 to $725
Vice Presidents $525 to $625
Associates & Analysts $300 to $525
Accordion received a retainer in the amount of $250,000.
John Bittner, a senior managing director at and Accordion Partners,
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:
John Bittner
Accordion Partners, LLC
1920 McKinney Ave, Suite 950
Dallas, TX, 75201
About Red River Talc LLC
Red River Talc LLC is a wholly owned subsidiary of Johnson &
Johnson, a New Jersey company incorporated in 1887, which first
began selling JOHNSON'S Baby Powder in 1894, launching its baby
care line of products.
Red River Talc LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
24-90505) on September 20, 2024, listing $1 billion to $10 billion
in both assets and liabilities. The petition was signed by John K.
Kim as chief legal officer.
Judge Christopher M. Lopez presides over the case.
John F Higgins, IV, Esq. at Porter Hedges LLP represents the Debtor
as counsel.
REDSTONE HOLDCO: $450MM Bank Debt Trades at 26% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Redstone Holdco 2
LP is a borrower were trading in the secondary market around 73.8
cents-on-the-dollar during the week ended Friday, Sept. 27, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $450 million Term loan facility is scheduled to mature on April
27, 2029. The amount is fully drawn and outstanding.
Redstone Holdco 2 LP and Redstone Buyer LLC were formed as part of
the buyout of the RSA Security business from Dell Inc.
RELIABLE ENERGY: Starts Subchapter V Bankruptcy
-----------------------------------------------
Reliable Energy Solutions LLC filed for chapter 11 protection in
the Western District of Louisiana. According to court filings, 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
Oct. 23, 2024 at 10:00 a.m. in Room Telephonically on telephone
conference line: 866-762-6425. participant access code: 8530051#.
About Reliable Energy Solutions
Reliable Energy Solutions LLC -- https://resgenerator.com/ --
provides full installation and service of all Generac standby
generator systems.
Reliable Energy Solutions LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No.
24-50826) on September 26, 2024. In the petition filed by Harry
Thibodaux, as managing member, the Debtor reports estimated assets
and liabilities between $1 million and $10 million each.
The Honorable Bankruptcy Judge John W. Kolwe handles the case.
The Debtor is represented by:
Thomas R. Willson, Esq.
Rocky Willson
103 Dunvegan Court
Lafayette, LA 70503
RINCHEM CO: $300MM Bank Debt Trades at 15% Discount
---------------------------------------------------
Participations in a syndicated loan under which Rinchem Co LLC is a
borrower were trading in the secondary market around 85.1
cents-on-the-dollar during the week ended Friday, Sept. 27, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $300 million Term loan facility is scheduled to mature on March
2, 2029. The amount is fully drawn and outstanding.
Rinchem Company, LLC operates as a chemical management solutions.
The Company provides supply chains for prepackaged chemicals and
gases, warehousing, transportation, and freigth forwarding. Rinchem
serves semiconductor and electronics, chemical manufacturing,
pharma, biotech, aerospace, and defense industry worldwide.
RITE AID: Closes Shelby, Ohio Location for Good
-----------------------------------------------
Hayden Gray of Richland Source (Mansfield, Ohio) reports that
Shelby's Rite Aid location, 11 Mansfield Avenue, recently closed
its doors for good.
The recent closure of Shelby's Rite Aid is not an isolated event.
According to Bloomberg, the drugstore chain had about 2,100 stores
nationwide when it filed for Chapter 11 bankruptcy protection in
October 2023.
This has led to the closure of more than 520 stores across the
country, including 286 in Ohio, Michigan and Pennsylvania. Closures
include all stores in Ohio and Michigan — except for four Ohio
stores; Ashland, Uhrichsville, Cambridge and Wooster.
About Rite Aid Corp.
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years. Rite Aid employs more than 6,100 pharmacists and operates
more than 2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 23-18993) on Oct. 15, 2023. In
the petition signed by Jeffrey S. Stein, chief executive officer
and chief restructuring officer, Rite Aid disclosed $7,650,418,000
in total assets and $8,597,866,000 in total liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.,
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
S&W SEED: Shareholders OK Reverse Stock Split of Up to 1-for-20
---------------------------------------------------------------
S&W Seed Company held a special meeting of stockholders on
September 26, 2024, during which the Company's stockholders
approved, pursuant to Nevada revised statutes 78.2055, a reverse
stock split of its common stock at a ratio in the range of 1-for-5
to 1-for-20, with such ratio to be determined in the discretion of
the Company's Board of Directors, or Board, and with such reverse
stock split to be effected at such time and date as determined by
the Board in its sole discretion (but in no event later than
January 31, 2025).
About S&W Seed Co.
Longmont, Colo.-based S&W Seed Company is a global multi-crop,
middle-market agricultural company that is principally engaged in
breeding, growing, processing, and selling agricultural seeds. The
Company operates seed cleaning and processing facilities, which are
located in Texas, New South Wales, and South Australia. The
Company's seed products are primarily grown under contract by
farmers. The Company is currently focused on growing sales of its
proprietary and traited products specifically through the expansion
of Double Team™ for forage and grain sorghum products, improving
margins through pricing and operational efficiencies, and
developing the camelina market via a recently formed partnership.
As of March 31, 2024, the Company had $133.2 million in total
assets, $76.4 million in total liabilities, and total stockholders'
equity of $51.2 million.
S&W Seed cautioned in its Form 10-Q Report for the quarterly period
ended December 31, 2023, that its operating and liquidity factors
raise substantial doubt regarding the Company's ability to continue
as a going concern. According to the Company, it is not profitable
and has recorded negative cash flows for the last several years.
For the six months ended December 31, 2023, the Company reported a
net loss of $12.5 million. While the Company did report net cash
provided by operations of $1.4 million for the six months ended
December 31, 2023, it expects this to be negative in fiscal 2024.
The positive cash flow in operations for the six months ended
December 31, 2023, was largely due to changes in operating assets
and liabilities. As of December 31, 2023, the Company had cash on
hand of $1.1 million. The Company had $2.4 million of unused
availability from its working capital facilities as of December 31,
2023.
Additionally, the Company's Amended and Restated Loan and Security
Agreement, or the Amended CIBC Loan Agreement, with CIBC Bank USA,
or CIBC, and its debt facilities with National Australia Bank, or
NAB, under the NAB Finance Agreement, contain various operating and
financial covenants. Adverse geopolitical and macroeconomic events
and other factors affecting the Company's results of operations
have increased the risk of the Company's inability to comply with
these covenants, which could result in acceleration of its
repayment obligations and foreclosure on its pledged assets. The
Amended CIBC Loan Agreement as presently in effect requires the
Company to meet minimum adjusted EBITDA levels on a quarterly basis
and the NAB Finance Agreement includes an undertaking that requires
the Company to maintain a net related entity position of not more
than USD $18.5 million and a minimum interest cover ratio at each
fiscal year-end. As of December 31, 2023, the Company was in
compliance with the CIBC minimum adjusted EBITDA covenant as well
as the NAB net related entity position covenant. While the Company
was in compliance with these covenants, there can be no assurance
the Company will be successful in meeting its covenants or securing
future waivers or amendments from its lenders. Currently, the
Company does not expect to meet certain of these covenants in
fiscal 2024. If the Company is unsuccessful in meeting its
covenants or securing future waivers or amendments from its lenders
and cannot obtain other financing, it may need to reduce the scope
of its operations, repay amounts owed to its lenders, or sell
certain assets. Further, if the Company cannot renew or obtain
other financing when its two major debt facilities with CIBC and
NAB expire on August 31, 2024, and March 31, 2025, respectively, it
may need to reduce the scope of its operations.
SCOTLAND MEADOWS: Case Summary & Two Unsecured Creditors
--------------------------------------------------------
Debtor: Scotland Meadows, LLC
420 Lafayette Street
Salem MA 01970
Business Description: Scotland Meadows is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-11997
Debtor's Counsel: Kenneth E. Lindauer, Esq.
LAW OFFICES OF KENNETH E. LINDAUER
14 Lynde Street
Salem MA 01970
Tel: (978) 744-5861
E-mail: ken@lindauer.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kemith K. Luster as manager.
A copy of the Debtor's list of two unsecured creditors is available
for free at:
https://www.pacermonitor.com/view/A3ZW2MA/Scotland_Meadows_LLC__mabke-24-11997__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/A4ARSGI/Scotland_Meadows_LLC__mabke-24-11997__0001.0.pdf?mcid=tGE4TAMA
SHAPE TECHNOLOGIES: S&P Withdraws 'B-' Issuer Credit Rating
-----------------------------------------------------------
S&P Global Ratings withdrew all its credit ratings on Shape
Technologies Group Inc. at the issuer's request. The outlook was
negative at the time of the withdrawal because of the impending
maturity of its debt, which has since been addressed.
The company requested the withdrawal following the refinancing and
repayment of its rated debt.
SIFCO INDUSTRIES: Appoints Robert Johnson to Board of Directors
---------------------------------------------------------------
SIFCO Industries, Inc., announced that the Board of Directors of
the Company appointed Robert (Bob) D. Johnson as a member of the
Board, effective Sept. 26, 2024. Mr. Johnson was appointed to fill
the vacancy resulting from the July 8, 2024 resignation and
retirement of Peter Knapper. He will serve for the remainder of
Mr. Knapper's term, which expires at the Company's 2025 annual
meeting of stockholders.
Mr. Johnson has deep domestic and international executive
experience in the aerospace industry, including risk management,
financial oversight, operations, and strategy. He has served as an
advisor to the Board and the chief executive officer of the Company
since November 2022, and brings valuable experience forged through
an exemplary career in various roles within the aerospace industry.
Mr. Johnson currently serves as the chairman of the board of
directors of Spirit Aerosystems, a publicly traded aerospace
components company. He also currently sits on the board of
directors of Spirit Airlines, a publicly-traded, leading low-fare
commercial carrier, Roper Industries, Inc., a publicly traded
diversified industrial company, and Elbit Systems of America, LLC,
a U.S.-based wholly owned subsidiary, with no registered
securities, of Elbit Systems Ltd., a leading global source of
innovative, technology based systems for diverse defense and
commercial applications.
Mr. Johnson retired in 2008 as chief executive officer of Dubai
Aerospace Enterprise (DAE), a global aerospace engineering and
services company. In 2005, prior to DAE, Mr. Johnson was chairman
of Honeywell Aerospace, a leading global supplier of aircraft
engines, equipment, systems and services, where he also served
prior to 2005 as president and chief executive officer. Prior to
Honeywell Aerospace, Mr. Johnson held management positions at
various aviation and aerospace companies. He served on the board
of directors of Ariba, Inc., a publicly traded software company,
from 2005 to 2012.
About SIFCO Industries
Headquartered in Cleveland, Ohio, SIFCO Industries, Inc. --
www.sifco.com -- produces forged components for (i) turbine engines
that power commercial, business and regional aircraft as well as
military aircraft and armored military vehicles; (ii) airframe
applications for a variety of aircraft; (iii) industrial gas and
steam turbine engines for power generation units; and (iv) other
commercial applications.
Cleveland, Ohio-based RSM US LLP, the Company's auditor since 2023,
issued a "going concern" qualification in its report dated Dec. 29,
2023, citing that the Company has debt maturing in October 2024
and
an alternate financing arrangement has yet to be executed. This
raises substantial doubt about the Company's ability to continue as
a going concern.
"The Company has debt maturing in October 2024. As a result of
this condition, there is substantial doubt about the Company's
ability to continue as a going concern. The Company continues to
evaluate available financial alternatives, including obtaining
acceptable alternative financing and the sale of its Maniago
location. The Company cannot provide assurances that it will be
successful in restructuring the existing debt obligations,
obtaining capital or entering into a strategic alternative
transaction which provides sufficient funding for the refinancing
of its outstanding indebtedness prior to the maturity date of its
obligations under the Credit Agreement," said SIFCO in its
Quarterly Report for the period ended June 30, 2024.
SMART AXE: Walter Dahl of Dahl Law Named Subchapter V Trustee
-------------------------------------------------------------
The U.S. Trustee for Region 17 appointed Walter Dahl, Esq., a
partner at Dahl Law, as Subchapter V trustee for Smart Axe, Inc.
Mr. Dahl will be compensated at $485 per hour for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
In court filings, Mr. Dahl declared that he is a disinterested
person according to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Walter R. Dahl
Dahl Law
2304 "N" Street
Sacramento, CA 95816-5716
Telephone: (916) 446-8800
Telecopier: (916) 741-3346
Email: wdahl@dahllaw.net
About Smart Axe
Smart Axe, Inc. filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-24009) on
September 6, 2024, with $50,001 to $100,000 in assets and $100,001
to $500,000 in liabilities.
Judge Christopher D. Jaime presides over the case.
Stephen Reynolds, Esq., at Reynolds Law Corporation represents the
Debtor as bankruptcy counsel.
SPRINGS WINDOW: Wants to Consolidate Competing Debt Groups
----------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Clearlake Capital
Group—backed Springs Window Fashions LLC is huddling with two
creditor groups in search of a debt restructuring deal that would
bring both recently-dueling factions on board, according to people
familiar with the situation.
The window treatment and blind supplier is looking to trim its over
$2 billion debt load and secure fresh financing, and has begun
confidential talks involving members of both groups, said the
people, who asked not to identified discussing a private matter.
Each group previously made its own pitch to provide Springs with
much-needed cash and exchange debt at discounted prices, the people
said.
About Springs Window Fashions
Springs Window Fashions, LLC --
https://www.springswindowfashions.com/ -- manufactures and
distributes home furnishing products. The Company produces
products such as blinds, shades, panels, and drapery hardware.
SSM INDUSTRIES: Seeks to Hire Gentry Tipton & McLemore as Counsel
-----------------------------------------------------------------
SSM Industries, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Tennessee to hire Gentry Tipton &
McLemore, P.C. to handle its Chapter 11 case.
Gentry Tipton will be paid at these rates:
Attorneys $225 to $390 per hour
Law Clerks $90 per hour
In the year preceding the filing of the case, the firm received
$32,500 from the Debtor plus $1,738 for the filing fee.
Gentry Tipton will also be reimbursed for out-of-pocket expenses
incurred.
Maurice Guinn, Esq., a partner at Gentry Tipton, assured the court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.
Gentry Tipton can be reached at:
Maurice K. Guinn, Esq.
Gentry, Tipton & McLemore, P.C.
P.O. Box 1990
Knoxville, TN 37901
Tel: (865) 525-5300
Fax: (865) 523-7315
Email: mkg@tennlaw.com
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.
SSM INDUSTRIES: Taps Lean Management Solutions as Financial Advisor
-------------------------------------------------------------------
SSM Industries, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Tennessee to hire Lean Management
Solutions, LLC to render financial advisory services.
The firm received a retainer in the amount of $18,000.
Robert Webb, president of Lean Management, assured the court that
his firm is "disinterested person" within the meaning of 11 U.S.C.
101(14), and does not hold any interest adverse to the Debtor or
its estate.
The firm can be reached through:
Robert L. Webb
Lean Management Solutions, LLC
2111 Maplewood Drive
Knoxville, TN 37920
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.
STEWARD HEALTH: Ralph de la Torre Resigns as CEO
------------------------------------------------
Sri Taylor of Bloomberg Law reports that Ralph de la Torre, the
controversial chief executive officer of one of the nation's
largest private health systems, Steward Health Care System, will
step down from his position October 1, 2024.
"While Dr. de la Torre has amicably separated from Steward on
mutually agreeable terms, he will continue to be a tireless
advocate for the improvement of reimbursement rates for the
underprivileged patient population," Rebecca Kral, a spokesperson
for de la Torre, said in an emailed statement.
Steward's May bankruptcy filing has garnered criticism from both
Republican and Democratic lawmakers amid harrowing reports of
deficient care.
About Steward Health Care
Steward Health Care System, LLC, owns and operates the largest
private physician-owned for-profit healthcare network in the U.S.
Headquartered in Dallas, Texas, Steward's operations include 31
hospitals in eight states, approximately 400 facility locations,
4,500 primary and specialty care physicians, 3,600 staffed beds,
and nearly 30,000 employees. Steward Health Care provides care to
more than two million patients annually.
Steward and 166 affiliated debtors filed Chapter 11 petitions
(Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024. Judge
Christopher M. Lopez oversees the proceeding.
The Debtors tapped Weil, Gotshal & Manges, LLP as bankruptcy
counsel; McDermott Will & Emery as special corporate and regulatory
counsel; AlixPartners, LLP as financial advisor and John Castellano
of AlixPartners as chief restructuring officer. Lazard Freres &
Co. LLC, Leerink Partners LLC, and Cain Brothers, a division of
KeyBanc Capital Markets Inc., provide investment banking services
to the Debtors. Kroll is the claims agent.
Susan N. Goodman has been appointed as patient care ombudsman in
the Debtors' Chapter 11 cases.
TARRANT COUNTY: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Tarrant County Senior Living Center, Inc.
The Stayton at Museum Way
The Stayton
700 N. Pearl St.
Suite 1200
Dallas TX 75201
Business Description: Incorporated in 2006, Stayton owns and
operates a continuing care retirement
community in Fort Worth, Texas dedicated to
giving its residents a vibrant, active, and
independent lifestyle. Stayton offers its
senior residents a continuum of care in a
luxury campus-style setting, providing
living accommodations and related health
care and support services to a market of
seniors aged 62 and older.
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 24-80068
Judge: Hon. Scott W Everett
Debtor's
Bankruptcy
Counsel: Martin A. Sosland, Esq.
Candice Carson, Esq.
BUTLER SNOW LLP
2911 Turtle Creek Blvd., Suite 1400
Dallas, Texas 75219
Tel: (469) 680-5500
Fax: (469) 680-5501
E-mail: martin.sosland@butlersnow.com
candice.carson@butlersnow.com
- and -
Adam M. Langley, Esq.
Kenneth Groce, Esq.
BUTLER SNOW LLP
6075 Poplar Avenue, Suite 500
Memphis, TN 38119
Tel: (901) 680-7200
Fax: (901) 680-7201
E-mail: adam.langley@butlersnow.com
kenneth.groce@butlersnow.com
- and -
Xan Flowers, Esq.
BUTLER SNOW LLP
1819 Fifth Avenue North, Suite 1000
Birmingham AL 35203
Tel: (205) 297-2200
Fax: (205) 297-2201
E-mail: xan.flowers@butlersnow.com
Debtor's
Bond Counsel: BRACEWELL LLP
Debtor's
Noticing,
Claims &
Solicitation
Agent: KROLL RESTRUCTURING ADMINISTRATION LLC
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Jeff Gentry as SVP and chief financial
officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/2GUAB3Y/Tarrant_County_Senior_Living_Center__txnbke-24-80068__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Buckner Foundation Inc. Subordinated Debt $6,793,055
700 North Pearl Street plus accrued interest
Suite 1200
Dallas, TX 75201
Jeff Gentry
Phone: 214-758-8070
Email: jgentry@buckner.org
2. Person 1 [Redacted] Entrance Fee $779,900
Obligation
3. Person 2 [Redacted] Entrance Fee $779,900
Obligation
4. Person 3 [Redacted] Entrance Fee $784,072
Obligation
5. Person 4 [Redacted] Entrance Fee $689,900
Obligation
6. Person 5 [Redacted] Entrance Fee $685,297
Obligation
7. Person 6 [Redacted] Entrance Fee $599,700
Obligation
8. Person 7 [Redacted] Entrance Fee $519,900
Obligation
9. Person 8 [Redacted] Entrance Fee $505,080
Obligation
10. Person 9 [Redacted] Entrance Fee $487,500
Obligation
11. Person 10 [Redacted] Entrance Fee $487,500
Obligation
12. Person 11 [Redacted] Entrance Fee $483,904
Obligation
13. Person 12 [Redacted] Entrance Fee $472,005
Obligation
14. Person 13 [Redacted] Entrance Fee $441,909
Obligation
15. Person 14 [Redacted] Entrance Fee $419,320
Obligation
16. Person 15 [Redacted] Entrance Fee $391,410
Obligation
17. Person 16 [Redacted] Entrance Fee $381,900
Obligation
18. Person 17 [Redacted] Entrance Fee $369,900
Obligation
19. Person 18 [Redacted] Entrance Fee $367,254
Obligation
20. Person 19 [Redacted] Entrance Fee $287,671
Obligation
21. Person 20 [Redacted] Entrance Fee $287,671
Obligation
22. Person 21 [Redacted] Entrance Fee $279,864
Obligation
23. Person 22 [Redacted] Entrance Fee $270,960
Obligation
24. Person 23 [Redacted] Entrance Fee $277,965
Obligation
25. Person 24 [Redacted] Entrance Fee $265,335
Obligation
26. Person 25 [Redacted] Entrance Fee $261,919
Obligation
27. Person 26 [Redacted] Entrance Fee $38,990
Obligation
28. Person 27 [Redacted] Monthly Service $5,086
Fee Refunds
29. Superior Parking Services Trade Payable $3,850
10108 Poinsett Way
Fort Worth, TX 76108
Phone: 817-443-7356
30. Southwaste Disposal, LLC Trade Payable $1,198
PO Box 53988
Layfette, LA 70505
TOTALLY COOL: Seeks to Tap Liquid Asset Partners as Auctioneer
--------------------------------------------------------------
Totally Cool, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to employ Liquid Asset Partners LLC as
its auctioneer.
The firm will render these services:
a) oversee the sale, liquidation and disposal of the assets to
achieve a sale of the assets to the highest bidders;
b) implement appropriate advertising to effectively sell the
assets during the sale;
c) implement appropriate merchandising, pricing and
discounting of the assets;
d) verify all assets are sold as-is, where-is with no
merchantability of fitness implied;
e) implement appropriate staffing and management levels for
the location;
f) provide such other related services deemed necessary or
prudent under the circumstances giving rise to the sale;
g) monitor the budget expenses and other expenses; and
h) collect all proceeds from the sale of the assets and remit
such proceeds to the Consultant, to the Seller, and such other
parties in accordance with this agreement.
The Debtor seeks to compensate the auctioneer in the form of a
buyer's premium, as follows:
a. For sales to any buyer other than the "stalking horse"
bidder identified in the Bidding Procedures Motion, the buyer's
premium "shall be 15 percent of the purchase price of the sale."
b. For sales "to a Stalking Horse Bidder with the purchase
price of or exceeding $600,000, the buyer's premium shall not
exceed $59,000."
c. For sales to a Stalking Horse Bidder with the purchase
price under $600,000, the buyer's premium shall not exceed 10
percent of the purchase price."
Additionally, the Debtor seeks to reimburse Liquid Asset in a total
amount not to exceed $25,540 for budget expenses.
Prior to the Petition Date, the Debtor prepaid Liquid Asset $7,500
for initial budget expenses.
William Melvin Jr., CEO of Liquid Asset Partners, assured the court
that his firm is a "disinterested person" within the meaning of
11U.S.C. 101(14).
The firm can be reached through:
William Melvin Jr.
Liquid Asset Partners LLC
2700 Patterson Ave SE
Grand Rapids, MI 49546
Tel: (616) 719-5917
Fax: (616) 719-5918
About Totally Cool
Totally Cool, Inc., a manufacturer of premium ice cream cakes,
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Md. Case No. 24-17128) on August 23, 2024, with
$2,007,082 in assets and $1,415,224 in liabilities. Michael J.
Uhlfelder, president and CEO, signed the petition.
Irving E. Walker, Esq. at Cole Schotz PC represents the Debtor as
legal counsel.
TRI-MAXX INDUSTRIES: Files Subchapter V Bankruptcy Case
-------------------------------------------------------
Tri-Maxx Industries LLC filed for Chapter 11 protection in the
Western District of Louisiana. According to court filing, the
Debtor reports between $500,000 and $1 million in debt owed to 1
and 49 creditors. The Petition states funds will be available to
unsecured creditors.
A Meeting of Creditors under 11 U.S.C. Sec. 341(a) is slated to be
held on Nov. 1, 2024 at 2:00 PM at 341 Meeting - Telephone
Conference, UST. Call: 866-762-6425, Passcode: 8530051#.
About Tri-Maxx Industries
Tri-Maxx Industries LLC -- https://www.trimaxxusa.com -- is a
limited liability company.
Tri-Maxx Industries LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 24-80594)
on September 27, 2024. In the petition filed by Rebekah French, as
managing member, the Debtor reports estimated assets up to $50,000
and estimated liabilities between $500,000 and $1 million.
The Honorable Bankruptcy Judge Stephen D. Wheelis handles the
case.
The Debtor is represented by:
L. Laramie Henry, Esq.
2160 Highway 71
Campti, LA 71411
TUBULAR SYNERGY: Commercial Steel Steps Down as Committee Member
----------------------------------------------------------------
The U.S. Trustee for Region 6 disclosed in a court filing the
resignation of Commercial Steel Products LLC from the official
committee of unsecured creditors in the Chapter 11 case of Tubular
Synergy Group, LP.
The remaining members of the committee are:
1. Louis Russo
President
Bellville Tube Company
P.O. Box 370
141 Miller Road
Bellville, TX 77418
Louis@WFES.com
2. Daniel Valk
Chief Executive Officer
North American Interpipe, Inc.
1800 West Loop South #1350
Houston, TX 77027
daniel.valk@m.interpipe.biz
3. Ricky Torlincasi
General Counsel
Blackbeard Operating, LLC
1751 River Run, Suite 405
Fort Worth, TX 76107
rtorlincasi@blackbeardoperating.com
About Tubular Synergy
Tubular Synergy Group, LP comprise a privately held sales,
marketing, and supply chain services distributor of oilfield
casing, tubing, and line pipe utilized in the oil and gas
industry.
Tubular Synergy and its affiliate, OCTG Connections, Inc., sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
N.D. Texas, Lead Case No. 24-80056) on July 9, 2024. In the
petition signed by W. Byron Dunn, chief executive officer and
founding partner, Tubular Synergy disclosed $50 million to $100
million in assets and liabilities.
Foley & Lardner LLP represents the Debtors as legal counsel.
Stretto, Inc. acts as claims and noticing agent to the Debtors.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Haynes and Boone, LLP as legal counsel and
Glassratner Advisory & Capital Group, LLC (doing business as B.
Riley Advisory Services) as financial advisor.
TWILLEY AND SON: Justin Williams Named Subchapter V Trustee
-----------------------------------------------------------
J. Thomas Corbett, the U.S. Bankruptcy Administrator for the
Northern District of Alabama, appointed Justin Williams as
Subchapter V trustee for Twilley and Son Wood Company LLC.
Mr. Williams declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Justin G. Williams
Tanner & Guin, LLC
2711 University Boulevard, Suite 201
Tuscaloosa, Alabama 35401
Telephone: (205) 633-0218
Fax: (205) 633-0318
E-mail: justin@tannerguin.law
About Twilley and Son Wood Company
Twilley and Son Wood Company, LLC operates a logging business in
Gallion, Ala.
Twilley and Son Wood Company sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No.
24-71241) on September 9, 2024, with total assets of $1,410,084 and
total liabilities of $1,219,599. Jimmy Michael Twilley, owner,
signed the petition.
Judge Jennifer H. Henderson handles the case.
The Debtor is represented by Marshall A. Entelisano, Esq., at
Marshall A. Entelisano, P.C..
UNICORNS AND UNICORNS: Seeks to Hire Duffy Kruspodin as Accountant
------------------------------------------------------------------
Unicorns and Unicorns LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ David Cox,
CPA of Duffy Kruspodin, LLP as accountant.
The firm will prepare and file the Debtor's 2023 tax returns and
2024 tax returns, and all related work.
The firm will receive $3,000 for the preparation of the Debtor's
2023 tax returns and another $3,000 for the 2024 tax returns.
David Cox, CPA, a partner of Duffy Kruspodin, assured the court
that he is a "disinterested person" within the meaning of 11 U.S.C.
101(14).
The firm can be reached through:
David Cox, CPA
Duffy Kruspodin, LLP
9171 Wilshire Blvd, Ste 555
Beverly Hills, CA 90210
About Unicorns and Unicorns LLC
The Debtor is a creative production studio specializing in branded
content, immersive experiences, product fabrication, and code.
Unicorns and Unicorns, LLC in Los Angeles, CA, filed its voluntary
petition for Chapter 11 protection (Bankr. C.D. Cal. Case No.
24-15827) on July 23, 2024, listing as much as $1 million to $10
million in both assets and liabilities. Adrianne McCurrach as
managing member, signed the petition.
RHM LAW LLP serve as the Debtor's legal counsel.
UPHEALTH HOLDINGS: Inks Non-Binding LOI for $11-Mil. TTC Sale
-------------------------------------------------------------
As previously disclosed by UpHealth, Inc. in its Current Report on
Form 8-K filed with the U.S. Securities and Exchange Commission, on
September 19, 2023, UpHealth Holdings, Inc., a wholly-owned
subsidiary of the Company, filed a voluntary petition for relief
under Chapter 11 of the U.S. Bankruptcy Code in the United States
Bankruptcy Court for the District of Delaware. Furthermore, as
previously disclosed by the Company, on October 20, 2023, two of
UpHealth Holdings' wholly-owned subsidiaries, Thrasys, Inc. and
Behavioral Health Services, LLC, and each of the subsidiaries of
Thrasys and BHS, filed voluntary petitions for relief under Chapter
11 of the U.S. Bankruptcy Code in the Bankruptcy Court. The Chapter
11 cases of the Debtors are being jointly administered under the
caption In re UpHealth Holdings, Inc., Case No. 23-11476 (Bankr. D.
Del.) (the "Bankruptcy Case"), for procedural purposes only.
Furthermore, as previously disclosed by the Company in its Current
Report on Form 8-K filed with the SEC on May 20, 2024, through
ongoing discussions with its key economic stakeholders, including a
group of certain of the beneficial holders of the Company's
Variable Rate Convertible Senior Secured Notes due 2025 and the
Official Committee of Unsecured Creditors in the Bankruptcy Case,
UpHealth Holdings has determined that the sale of UpHealth
Holdings' equity interest in its wholly-owned non-debtor subsidiary
TTC Healthcare, Inc. may be appropriate to maximize value to the
UpHealth Holdings' estate because a sale of the equity interests in
TTC may provide funding necessary for UpHealth Holdings to
consummate a Chapter 11 plan and successfully exit its Chapter 11
case. In furtherance of the anticipated sales process, UpHealth
Holdings selected, after consulting with the Consultation Parties,
an investment banker, Stout Capital, LLC, to assist in a marketing
and sale process to identify a party ready, willing and able to
consummate a transaction, with the engagement of Stout approved by
the Bankruptcy Court. In addition, as previously disclosed by the
Company, UpHealth Holdings anticipates that it will pursue
confirmation of a liquidating plan (including seeking approval of a
related disclosure statement) alongside of the sale process.
On June 26, 2024, the Bankruptcy Court approved UpHealth Holdings'
employment of Stout to provide financial and investment banking
services in connection with a sale of UpHealth Holdings' equity
interests in TTC. Furthermore, on July 17, 2024, UpHealth Holdings
filed a motion before the Bankruptcy Court to approve procedures
applicable to the sale of its equity interests in TTC and authorize
the sale to the successful bidder of such equity interests free and
clear of all liens, claims, encumbrances and other interests. On
August 6, 2024, the Bankruptcy Court entered an order granting the
Initial Bid Procedures Motion and approving the proposed bidding
procedures, pursuant to which UpHealth Holdings was authorized to
designate a stalking horse bidder by September 10, 2024 (including
by offering bid protections), by filing a supplement to the Initial
Bid Procedures Motion. Furthermore, under the Bidding Procedures
Order, the deadline for interested parties to submit a bid was
September 12, 2024. Consistent with the Bidding Procedures Order,
notice of the sale of TTC and auction process was provided to all
creditors, including the Consultation Parties, and other required
notice parties.
Since filing the Initial Bid Procedures Motion, UpHealth Holdings,
with the assistance of Stout, has solicited bids pursuant to the
Bidding Procedures Order by engaging in a marketing and sale
process to identify a party ready, willing and able to consummate a
transaction for the sale of TTC. On September 20, 2024, as a result
of this process and following extensive negotiations, and after
conferring with Stout and its other professionals and the
Consultation Parties, and in light of the status of the sale
process, UpHealth Holdings entered into a non-binding letter of
intent for the sale by UpHealth Holdings of its 100% equity
interest in TTC, free and clear of all liens, claims and
encumbrances, to an entity newly formed by Martin Beck, who
previously served as the Chief Executive Officer of the Company
until his resignation on July 10, 2024, and Freedom 3 Capital (such
entity, the "Purchaser"), based on the belief of UpHealth Holdings
that the Commitment Letter represents the best method currently
available of maximizing the value for the TTC Interests.
Furthermore, in accordance with the terms of the Commitment Letter,
on September 22, 2024, UpHealth Holdings filed with the Bankruptcy
Court pursuant to the Bidding Procedures Order a supplement to the
Initial Bid Procedures Motion to request the entry of an order
authorizing UpHealth Holdings to enter into and perform under the
Commitment Letter, including all of the binding provisions thereof,
and requesting related relief. A hearing to decide this matter has
been scheduled by the Bankruptcy Court for October 9, 2024, and the
entry into, and performance of, the Commitment Letter by UpHealth
Holdings remain subject to approval by the Bankruptcy Court.
The Commitment Letter provides a purchase price for TTC of $11
million (assuming that TTC is debt-free, cash-free and has working
capital consistent with the business having been operating in the
ordinary course since the last audit, and that no material
undisclosed liabilities are uncovered in diligence), with such
amount to be payable in cash at closing of the sale. The
transaction contemplated by the Commitment Letter is subject to the
completion of confirmatory legal diligence and the negotiation by
the parties of the definitive stock purchase agreement for the
transaction, which are expected to be completed within three and
four weeks, respectively, from the date of execution of the
Commitment Letter. The parties have agreed, subject to approval by
the Bankruptcy Court, to a four-week exclusivity period commencing
on the date of execution of the Commitment Letter and ending on and
including October 18, 2024 (the "Exclusivity Period"), during which
time UpHealth Holdings and TTC have agreed that they will not, and
UpHealth Holdings will cause their affiliates and representatives
not to: (i) discuss, negotiate, participate in, propose, authorize,
enter into or consummate any agreement for, or (ii) solicit,
continue or conduct any discussions, inquiries or negotiations or
otherwise knowingly facilitate any submission of proposals or
offers in respect of, a similar alternative transaction involving
equity interests in, or material assets of, TTC.
The Commitment Letter also provides for certain bid protections in
favor of the Purchaser which will require the approval of the
Bankruptcy Court, including that, upon the earlier of the execution
of the SPA or the filing of the SPA with the Bankruptcy Court, the
Purchaser shall be entitled to receive a $750,000 break-up fee and
an additional $500,000 of expense reimbursement, and that the
Commitment Letter is conditioned upon the approval by the
Bankruptcy Court of such Bid Protections. In addition, if any of
the exclusivity provisions of the Commitment Letter or the Bid
Protections are amended, modified or rejected by the Bankruptcy
Court, the Purchaser will be entitled in its sole discretion to
terminate all discussions regarding the contemplated transaction.
Furthermore, if prior to the execution of the SPA, if the Purchaser
is willing, ready and able to enter into the SPA on substantially
the terms set forth in the Commitment Letter (which shall include a
purchase price of $11.0 million (assuming debt free, cash free,
working capital consistent with the business having been operated
in the ordinary course since the last audit, and no material
undisclosed liabilities being uncovered in diligence) payable in
cash at closing) but UpHealth Holdings is not, then UpHealth
Holdings shall reimburse the Purchaser's reasonable and documented
legal expenses incurred up to such time in pursuit of the purchase
of TTC promptly upon demand by the Purchaser. Also, if UpHealth
Holdings breaches the exclusivity provisions of the Commitment
Letter prior to the execution of the SPA, then the Purchaser may
terminate all discussions regarding the purchase of TTC at its sole
discretion, and UpHealth Holdings shall pay the Purchaser a sum
equal to (i) the Purchaser's reasonable and documented legal
expenses incurred up to such time in pursuit of the Transactions,
plus (ii) $750,000, in cash, promptly upon demand by the
Purchaser.
About UpHealth Holdings
UpHealth Holdings Inc. is a global digital health company
delivering technology platforms, infrastructure, and services to
modernize care delivery and health management.
UpHealth Holdings and its affiliates sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11476) on
Sept. 19, 2023. In the petitions filed by Samuel J. Meckey, chief
executive officer, UpHealth Holdings disclosed up to $500 million
in both assets and liabilities.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Stuart M. Brown, Esq., at DLA Piper LLP (US) as
counsel; Morrison & Foerster LLP as litigation counsel; and FTI
Consulting, Inc. as financial advisor. Omni Agent Solutions is the
Debtors' claims agent and administrative agent.
UPHEALTH HOLDINGS: Seeks to Extend Plan Exclusivity to Oct. 31
--------------------------------------------------------------
UpHealth Holdings, Inc., and its affiliates asked the U.S.
Bankruptcy Court for the District of Delaware to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to October 31 and December 30, 2024,
respectively.
The Debtors explain that extensive time and resources have been
required of their management and professionals to achieve the
measures reached in these Chapter 11 Cases to date. The Debtors'
representatives and professionals will continue devoting their
time, attention, and efforts to drafting and filing a chapter 11
plan for each Debtor, as well as achieving additional beneficial
results for the Debtors on the various items.
The Debtors submit that the requested extensions are both
appropriate and necessary to afford the Debtors with sufficient
time to prepare and obtain support for a chapter 11 plan and to
mitigate the time and expense associated with incremental extension
motions that inevitably would be required absent the relief
requested herein.
The Debtors claim that the requested extension of the Exclusive
Periods is reasonable given their progress to date and the current
posture of these Chapter 11 Cases. Since entry of the First,
Second, and Third Exclusivity Extension Orders, the Debtors have
substantially complied with their reporting and disclosure
requirements under the Bankruptcy Code, including the preparation
and filing of their monthly operating reports.
Notably, the Debtors are engaging in regular periodic meetings with
both the Committee and the ad hoc group of secured noteholders to
continue such progress and to negotiate in good faith the terms for
a plan and exit strategy for these Chapter 11 Cases. Accordingly,
the Debtors submit that this factor weighs in favor of extending
the Exclusive Periods.
Importantly, the Debtors are not seeking the extension to delay
administration of the Chapter 11 Cases or to exert pressure on
their creditors, but rather to continue the orderly, efficient, and
cost-effective chapter 11 process to propose and confirm a
value-maximizing plan for creditors holding allowed claims against
Debtor UpHealth Holdings.
UpHealth Holdings and its affiliates are represented by:
Stuart M. Brown, Esq.
DLA PIPER LLP (US)
1201 N. Market Street, Suite 2100
Wilmington, DE 19801
Tel: (302) 468-5700
Email: stuart.brown@us.dlapiper.com
- and -
Richard A. Chesley, Esq.
Jamila Justine Willis, Esq.
DLA PIPER LLP (US)
1251 Avenue of the Americas
New York, NY 10020
Tel: (212) 335-4500
Email: richard.chesley@us.dlapiper.com
jamila.willis@us.dlapiper.com
About UpHealth Holdings
UpHealth Holdings Inc. is a global digital health company
delivering technology platforms, infrastructure, and services to
modernize care delivery and health management.
UpHealth Holdings and its affiliates sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11476) on
Sept. 19, 2023. In the petitions filed by Samuel J. Meckey, chief
executive officer, UpHealth Holdings disclosed up to $500 million
in both assets and liabilities.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Stuart M. Brown, Esq., at DLA Piper LLP (US) as
counsel; Morrison & Foerster LLP as litigation counsel; and FTI
Consulting, Inc. as financial advisor. Omni Agent Solutions is the
Debtors' claims agent and administrative agent.
VENTURE GLOBAL: Moody's Alters Outlook on 'B1' CFR to Positive
--------------------------------------------------------------
Moody's Ratings affirmed Venture Global LNG, Inc.'s (VGLNG) B1
Corporate Family Rating, B1-PD Probability of Default Rating and B1
rating to its existing $11.0 billion senior secured notes. At the
same time, Moody's assigned a B3 rating to VGLNG's proposed
offering of Series A Fixed-Rate Reset Cumulative Redeemable
Perpetual Preferred Stock (the Perpetual Preferred Equity). The
outlook has been revised to positive from stable.
Proceeds from the Perpetual Preferred Equity offering will be used
for general corporate purposes including to fund pre-Financial
Investment Decision (FID) costs relating to VGLNG's third LNG
export facility, CP2. Moody's consider VGLNG's Perpetual Preferred
Equity to have sufficient equity-like features to receive hybrid
securities basket "E" treatment, which is equivalent to 100%
equity. Should VGLNG's credit quality improve such that the company
is rated investment grade, the preferred stock could receive basket
"C" treatment (i.e. 50% equity and 50% debt) for the purpose of
adjusting financial statements.
RATINGS RATIONALE
The affirmation of VGLNG's CFR, PDR and senior secured ratings at
B1 considers the company's position as a significant global
exporter of liquified natural gas (LNG) and the predictability and
recurring nature of anticipated long-dated contractual-based cash
flow generated by its two LNG export facilities, Venture Global
Calcasieu Pass, LLC (VGCP: Ba2, positive) and Venture Global
Plaquemines LNG, LLC (VGPL: not rated). Upon completion of
construction and commissioning activities currently ongoing, each
facility will provide fairly low-risk services under long-term
take-or-pay contracts with creditworthy counterparties, a critical
rating factor.
In the interim, VGPL, whose construction commenced in May 2022, is
expected to produce its initial commissioning cargoes associated
with Phase 1 (13.3 MTPA of LNG capacity) in the next few weeks.
VGLNG is currently targeting a COD under its long term SPAs for the
Plaquemines Project in 2026 for Phase 1 and 2027 for Phase 2,
providing a significant amount of time for VGPL to produce
commissioning cargoes and generate cash flow to meet VGLNG's
substantial parent level interest burden and fund continued
corporate wide growth. Once fully operational, around 20 MTPA of
output will be sold under long term, take-or-pay contracts with
counterparties that have a strong investment grade weighted average
credit quality.
While EPC Facility Substantial Completion at VGCP was contractually
achieved in late 2022, corrective work remains ongoing primarily
within its power island and pretreatment plant which has delayed
the declaration of commercial operability for the purpose of its
existing Sale Purchase Agreements (SPA's). While undergoing the
corrective work, VGCP has continued to produce and sell
approximately 12 cargoes of LNG a month with net proceeds available
to VGLNG. The current expectation is for the corrective work to be
completed and the declaration of commercial operability to occur
around year-end. That said, VGCP's contractual offtakers have filed
for arbitration relating to the delay in VGCP declaring commercial
operability under the SPA's. The earliest time frame for a decision
from the arbitration tribunal to occur is mid-2025.
The B3 rating assigned to VGLNG's Perpetual Preferred Equity is two
notches below its B1 CFR and reflects its subordinated position in
the company's capital structure. The Perpetual Preferred Equity is
subordinated and junior in right of payment to $11.0 billion of
VGLNG's outstanding secured debt. The two-notch differential is
consistent with Moody's Loss Given Default for Speculative-Grade
Companies methodology guidance for notching corporate instrument
ratings based on differences in security and priority of claim.
Outlook
The revision of VGLNG's rating outlook to positive from stable
considers the introduction of meaningful amounts of equity-like
capital into its capital structure which provides a degree of
financial cushion to the amount of senior secured debt outstanding.
The positive outlook also acknowledges the commencement of
commissioning activities at VGPL and an expectation for
considerable cash flow generation from the production and sale of
LNG in the near-term relative to VGLNG's interest expense.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ability of VGPL to achieve $1.0 billion of cash flow over the
next 18 months which is reinvested into either debt reduction or
fund growth would give consideration to an upgrade. The
introduction of incremental equity capital would be viewed
favorably to VGLNG's credit profile.
In light of the positive outlook, a rating downgrade over the
near-term is unlikely. VGLNG's outlook could be revised to stable,
however, should there be material cost overruns at VGPL or material
delays around its ability to produce commissioning cargoes. The
introduction of incremental parent debt over the next 12-18 months
could trigger rating pressure.
VGLNG is headquartered in Arlington, Virginia. It is engaged in the
development, construction and operation of natural gas liquefaction
and export projects in Louisiana and the sale of LNG from these
facilities.
The principal methodology used in these ratings was Midstream
Energy published in February 2022.
VENTURE INC: Files Amendment to Disclosure Statement
----------------------------------------------------
Venture, Inc., and affiliates submitted a Second Amended Disclosure
Statement describing Second Amended Plan of Liquidation dated
August 27, 2024.
The Debtors commenced these Chapter 11 cases following a series of
defaults under the above-listed License Agreements and Supply
Agreements, and to avoid loss of their business licenses following
alleged failure to pay certain franchise taxes, as well as to sell
their assets under relevant provisions of the Bankruptcy Code.
The Debtors received from Moran Foods, LLC d/b/a Save-A-Lot, LTD
("SAL") an offer to purchase substantially all of Debtors' assets,
which offer is in the form of an executed Asset Purchase Agreement.
The Asset Purchase Agreement contains a purchase price valued at in
excess of $8.525 Million in the form of a credit bid of SAL's
Allowed Secured Claim (valued of $8.2 Million), plus up to $250,000
in payment of MS DOR's Allowed Unsecured Priority Claims, plus up
to $75,000 in payment of BankFirst's Allowed Secured Claim, plus
Cure Amounts on assumed contracts and leases up to $15,000 and
funding of a Wind Down Reserve.
The Debtors and SAL are negotiating amendments to the Asset
Purchase Agreement. Debtors have requested that, in addition to the
SAL Credit Bid, as part of the purchase price for the assets, SAL
will pay:
* The MS DOR's Allowed Claims (Secured and Unsecured priority)
in full;
* An Unsecured Creditor Distribution in an amount in excess of
$100,000;
* All Allowed Secured and Allowed Priority Unsecured Claims,
without a cap.
Class 1 consists of SAL Secured Claims. On the Effective Date, the
SAL Secured Claims shall be deemed Allowed in the aggregate amount
of $8,191,452.82. Upon closing of the sale of Debtors' assets the
SAL Secured Claims shall be deemed satisfied in full.
Class 3 consists of Apex Commercial Capital Secured Claim. On the
later of: (i) 30 days after some portion or all of the Secured
Claim becomes Allowed; or (ii) 30 days after closing of the sale of
Debtors' assets, such portion of Apex Commercial Capital's Secured
Claim as is Allowed as a Secured Claim, if any, shall be paid from
any proceeds of sale of assets in which Apex Commercial Capital has
a valid and perfected security interest, remaining after payment of
Allowed Claims with priority over the Claims of Apex Commercial
Capital. The payments shall be in full and complete satisfaction of
Apex Commercial Capital's Secured Claim against the applicable
Debtor and its Bankruptcy Estate.
Class 4 consists of Brown Bottling Group's Secured Claim. On the
later of: (i) 30 days after some portion or all of the Secured
Claim becomes Allowed; or (ii) 30 days after closing of the sale of
Debtors' assets, such portion of Brown Bottling's Secured Claim as
is Allowed as a Secured Claim, if any, shall be paid from any
proceeds of sale of assets in which Brown Bottling has a valid and
perfected security interest, remaining after payment of Allowed
Claims with priority over the Claims of Brown Bottling. The
payments shall be in full and complete satisfaction of Brown
Bottling Group's Secured Claim against the applicable Debtor and
its Bankruptcy Estate.
Class 5 consists of J.P. Morgan Chase Secured Claim. On the later
of: (i) 30 days after some portion or all of the Secured Claim
becomes Allowed; or (ii) 30 days after closing of the sale of
Debtors' assets, such portion of J.P. Morgan Chase's Secured Claim
as is Allowed as a Secured Claim, if any, shall be paid from any
proceeds of sale of assets in which J.P. Morgan Chase has a valid
and perfected security interest, remaining after payment of Allowed
Claims with priority over the Claims of J.P. Morgan Chase. The
payments shall be in full and complete satisfaction of J.P. Morgan
Chase's Secured Claim against the applicable Debtor and its
Bankruptcy Estate.
Class 6 consists of Mississippi Department of Revenue Secured
Claims. In the absence of agreement between Debtors and MS DOR
regarding the amounts of MS DOR's claims, Debtors shall seek a
determination of such Allowed amount from the Bankruptcy Court. The
Allowed Secured Claims of MS DOR shall be paid no later than 30
days following closing of sale of Debtors' assets to SAL. The
payments shall be in full and complete satisfaction of MSDOR's
Secured Claims against the applicable Debtors and their Bankruptcy
Estates.
General unsecured claims against each Debtor are not secured by
property of any Debtor's bankruptcy estate and are not entitled to
priority under Section 507(a) of the Code. The Plan calls for one
class of General Unsecured Claims. The Debtors believe that the
aggregate amount of Allowed unsecured claims after duplicate Claims
are disallowed will be approximately $1.5 Million. Each holder of a
General Unsecured Claim will receive a pro rata share of the
Unsecured Creditor Distribution.
The Debtors' followed the procedures set forth in the Competing Bid
Procedures Order in order to elicit a higher and better offer than
the Stalking Horse Offer from SAL (in the form of an executed Asset
Purchase Agreement, with closing contingent on approval of the
Bankruptcy Court as evidenced in the Confirmation Order and any
additional orders the parties may seek and the Court enter) which
Debtors valued at the full amount of SAL's secured claim in the
approximate amount of $8.2 Million (when duplicate claims were
removed). The Purchase Price in the Stalking Horse Offer was
structured as the amount of the SAL Secured Claim.
The SAL Stalking Horse Offer provided for SAL's payment of all
Allowed Priority Claims (the aggregate amount of which is $227,650
pursuant to Proofs of Claims timely filed as of March 20, 2024, but
exclusive of claims for income taxes, if any, for years as to which
returns have not been filed) up to $250,000.00; certain Allowed
Secured Claims (the aggregate amount of which is $11,274,500
pursuant to Proofs of Claims timely filed as of March 20, 2024,
including the SAL Secured Claims without removing duplicate claims)
up to $75,000.00; funding of a Wind Down Reserve in an amount yet
to be determined; and payment of cure amounts under assumed and
assigned executory contracts and unexpired leases in an amount not
in excess of $15,000 in the aggregate.
The Debtors and SAL are in the process of negotiating an Amended
Asset Purchase Agreement that, if accepted by SAL, would: remove
the caps on payment of Allowed Priority Claims and Allowed Secured
Claims; provide for payment of the MS DOR Allowed Claim; and
increase the Unsecured Creditor Distribution.
A full-text copy of the Second Amended Disclosure Statement dated
August 27, 2024 is available at https://urlcurt.com/u?l=fkQTZb
fromPacerMonitor.com at no charge.
Counsel to the Debtors:
J. Talbot Sant, Jr., Esq.
Steven N. Beck, Esq.
BECK & SANT, LLC
640 Cepi Drive, Suite A
Chesterfield, MO 63005
Telephone: (636) 240-3632
Facsimile: (636) 240-6803
Email: tal@beckandsantlaw.com
steve@beckandsantlaw.com
About Venture Inc.
Venture Inc. and its affiliates filed their voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss.
Lead Case No. 23-02186) on Sept. 22, 2023. In the petitions signed
by Daniel K. Myers, president, Venture Inc. disclosed up to $1
million in estimated assets and up to $10 million in total
liabilities.
Judge Jamie A. Wilson oversees the case.
The Debtors tapped Newman & Newman and the Law Offices of Craig M.
Geno, PLLC as counsel and Harper Rains Knight & Company, PA as
financial advisor.
VERDE RESOURCES: Delays Filing of 10-K
--------------------------------------
Verde Resource disclosed in a Form 12b-25 filed with the U.S.
Securities and Exchange Commission that the Company could not
complete the filing of its Annual Report on Form 10-K for the
period ended June 30, 2024, due to a delay in obtaining and
compiling information required to be included in the Company's Form
10-K, which delay could not be eliminated by the Company without
unreasonable effort and expense. In accordance with Rule 12b-25 of
the Securities Exchange Act of 1934, as amended, the Company will
file its Form 10-K no later than the fifteenth calendar day
following the prescribed due date.
About Verde Resources
Verde Resources, Inc. currently is engaged in the production and
distribution of renewable commodities, distribution of THC-free
cannabinoid (CBD) products, and real property holding. However, the
Company has been undergoing a restructuring exercise to shift its
focus towards renewable energy and sustainable development with the
world faced with challenges of climate change and environmental
dehydration. The Company had announced the disposition of the
mining business through the sale of the entire issued and paid-up
share capital of CSB on March 13, 2023. The disposition of CSB was
completed on April 20, 2023.
Going Concern
In its Quarterly Report for the three months ended March 31, 2024,
Verde Resources said that the ability of the Company to survive is
dependent upon, among other things, obtaining additional financing
to continue operations and development of its business plan. In
response to these, management intends to raise additional funds
through public or private placement offerings and related party
loans. No assurance can be given that any future financing, if
needed, will be available or, if available, that it will be on
terms that are satisfactory to the Company. Even if the Company is
able to obtain additional financing, if needed, it may contain
undue restrictions on its operations, in the case of debt
financing, or cause substantial dilution for its stockholders, in
the case of equity financing. These and other factors raise
substantial doubt about the Company's ability to continue as a
going concern.
As of March 31, 2024, Verde Resources had $38.81 million in total
assets, $2.69 million in total liabilities, and $36.12 million in
stockholders' equity.
VERECORE LLC: Tamara Miles Ogier Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 21 appointed Tamara Miles Ogier, Esq.,
at Ogier, Rothschild & Rosenfeld, PC as Subchapter V trustee for
Verecore, LLC.
Ms. Ogier 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. Ogier declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Tamara Miles Ogier, Esq.
Ogier, Rothschild & Rosenfeld, PC
P.O. Box 1547
Decatur, GA 30031
Phone: (404) 525-4000
About Verecore LLC
Verecore, LLC filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-21041) on August
27, 2024, with up to $50,000 in assets and up to $1 million in
liabilities.
Judge James R. Sacca presides over the case.
William A. Rountree, Esq., at Rountree Leitman Klein & Geer, LLC
represents the Debtor as legal counsel.
VERRICA PHARMACEUTICALS: CFO Resigns Effective Oct. 4
-----------------------------------------------------
Verrica Pharmaceuticals Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that Terence
Kohler, Chief Financial Officer of the Company, resigned from his
position, effective October 4, 2024, to pursue a new business
opportunity.
About Verrica Pharmaceuticals
West Chester, Pa.-based Verrica Pharmaceuticals Inc. is a
dermatology therapeutics company developing and selling medications
for skin diseases requiring medical intervention.
As of March 31, 2024, the Company had $66.3 million in total
assets, $64.8 million in total liabilities, and $1.5 million in
total stockholders' equity.
Going Concern
The Company cautioned in Form 10-Q Report for the quarterly period
ended March 31, 2024, that substantial doubt exists about its
ability to continue as a going concern.
The Company has incurred substantial operating losses since
inception and expects to continue to incur significant losses for
the foreseeable future and may never become profitable. As of March
31, 2024, the Company had an accumulated deficit of $250.8 million.
For the three months ended March 31, 2024, and 2023, the Company
reported net losses of $20.3 million and $6.6 million,
respectively. The Company plans to secure additional capital in the
future through equity or debt financings, partnerships, or other
sources to carry out its planned commercial and development
activities. If the Company is unable to raise capital when needed
or on attractive terms, it would be forced to delay, reduce, or
eliminate its future commercialization efforts or research and
development programs.
VIEWSTAR LLC: Seeks to Hire Rubin LLC as Bankruptcy Counsel
-----------------------------------------------------------
Viewstar LLC filed Chapter 11 protection in the Southern District
of New York to hire Rubin LLC as bankruptcy counsel.
The firm will render these services:
(a) provide legal advice with respect to the powers and duties
of the Debtors as a debtors in possession in the operation and
management of their business;
(b) represent the Debtors before the Court and at hearings on
matters pertaining to their affairs, as debtors in possession,
including prosecuting and defend litigated matters that may arise
during the Chapter 11 Cases;
(c) represent the Debtors in formulating and prosecuting a plan
of reorganization;
(d) represent the Debtors at any meeting of creditors and
confirmation hearing, and any adjourned hearings thereof;
(e) prepare on behalf of the Debtors the necessary applications,
answers, orders, reports, documents, and other legal papers which
may be required in the Chapter 11 Cases; and
(f) perform such other legal services for the Debtors that may
be appropriate and necessary.
Rubin LLC's attorney billing rates range from $475 to $550 per
hour, and paralegal time is billed at $75 per hour.
Rubin LLC will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Paul A. Rubin, partner of Rubin LLC, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
Rubin LLC can be reached at:
Paul A. Rubin, Esq.
Hanh V. Huynh, Esq.
RUBIN LLC
345 Seventh Avenue, 21st Floor
New York, NY 10001
Tel: (212) 390-8054
Fax: (212) 390-8064
E-mail: prubin@rubinlawllc.com
hhuynh@rubinlawllc.com
About Viewstar LLC
Viewstar LLC is the owner of real property located at 10
Mountainview Road, Upper Saddle River, New Jersey 07458.
Viewstar LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 24-22716) on August 15, 2024. In the
petition filed by Lee E. Buchwald, as restructuring officer, the
Debtor reports estimated assets and liabilities between $10 million
and $50 million each.
The Honorable Bankruptcy Judge Sean H. Lane handles the case.
The Debtor is represented by Paul Rubin, Esq. and Hanh V. Huynh,
Esq. at RUBIN LLC.
VISTRA CORP: S&P Ups Issuer Credit Rating to 'BB+', Outlook Stable
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating (ICR) on Vistra
Corp. (Vistra) by one notch to 'BB+' from 'BB', and raised its
issue-level rating on the company's senior unsecured debt to 'BB+'
from 'BB' and the preferred stock rating to 'B+' from 'B'. The
rating on Vistra's senior secured debt is unchanged at 'BBB-'.
S&P also revised the recovery rating on the company's senior
unsecured debt to '3' from '4'. The '3' recovery rating indicates
its expectation of meaningful (50%-70%; rounded estimate: 55%)
recovery in the event of default. The recovery rating for the
senior secured debt is unchanged at '1' (90%-100%; rounded
estimate: 95%), which indicates our expectations of very high
recovery.
The stable outlook reflects S&P's expectation for leverage in the
mid 3x area in 2024, declining to the low 3x area by 2025. Vistra's
strong cash flow generation and growing EBITDA could eventually
lead to S&P Global Ratings-adjusted debt to EBITDA below 3.0x on a
sustained basis, depending on the company's capital-allocation
priorities.
Rating Action Rationale
Credit metrics have improved over our forecast period, with debt to
EBITDA expected to be in the mid 3x area by the end of 2024. The
rapid improvement in Vistra's credit metrics is largely due to
strong fundamentals in its main market, ERCOT, in combination with
robust retail performance and improved PJM BRA results. S&P
projects mid $5 billion (including contribution from the production
tax credits or PTCs) in S&P Global Ratings-adjusted EBITDA for
2024, increasing to the high $5 billion area by 2025 (including the
contribution of assets that are scheduled to retire, contribution
from PTCs and our standard adjustments). There is good visibility
on future results given the company's strong hedging profile, at
about 94% of total generation in 2024 and 86% in 2025. Vistra has
been hedging opportunistically more in advance as the forward power
curve in ERCOT has shifted, with the backwardation much less
pronounced in future years.
Looking forward, the company could maintain leverage below 3.0x,
mostly due to projected EBITDA growth. Vistra's strong free cash
flow conversion rate, at about 50%-60% of EBITDA, results in large
discretionary cash flows. As a result, the company has ample
flexibility when it comes to its capital-allocation decisions, such
as proceeding with the acquisition of VV's minority interest, while
continuing its share-repurchase program and investing in its fleet.
S&P could view leverage at about 2.75x as commensurate with an
investment-grade rating.
Outlook
The stable outlook reflects S&P's view that Vistra will maintain
its leverage in the low 3.0x area. S&P anticipates Vistra will
maintain robust operational performance, while benefiting from a
strong free cash flow conversion rate and meaningful visibility on
its upcoming earnings due to a strong hedging program.
Downside scenario
S&P could take a negative rating action if leverage increases above
3.5x and free operating cash flow (FOCF) to debt falls below 15%
and remains at that level. This could occur if:
-- Vistra revises its financial policies, which results in
higher-than-expected debt financing or share buybacks;
-- The company's performance in the wholesale or retail segments
is below expectations; or
-- Vistra experiences material operational issues that negatively
affect its ability to generate power and settle its hedges.
Upside scenario
S&P could take a positive rating action in the next six to 12
months if it came to believe that the company is committed to
maintaining an investment-grade rating. This could occur if:
-- The company maintains financial policies such that leverage is
about 2.75x and FOCF to debt above 15%;
-- S&P views the company as having strengthened its competitive
position relative to that of peers. S&P will also continue to
monitor market reforms in ERCOT and their potential effect on
Vistra.
Environmental, Social, And Governance
S&P said, "Environmental factors are a negative consideration in
our credit rating analysis of Vistra. The company's acquisition of
EH speeds up Vistra's decarbonization plan, as EH's fleet consists
entirely of nuclear generation and has no associated carbon
footprint. As a result, nuclear generation will represent about 15%
of Vistra's capacity. In addition, the company continues to retire
its less-efficient coal-fueled assets, while developing a robust
renewable platform. An additional 3.5 GW of net coal capacity is
scheduled to retire by 2027."
VOLITIONRX LTD: Gaetan Michel Retains Role as Belgian Volition CEO
------------------------------------------------------------------
VolitionRx Limited disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on September 26, 2024,
Belgian Volition SRL, a wholly-owned subsidiary of the Company,
entered into an employment agreement with Dr. Gaetan Michel, which
took effect on September 1, 2024, pursuant to which Dr. Michel will
continue to provide services as Chief Executive Officer of Belgian
Volition.
The Michel Employment Agreement supersedes and replaces in its
entirety the existing employment agreement between Volition
America, Inc. and Dr. Michel, dated effective September 15, 2021.
The Michel Employment Agreement shall continue for an indefinite
period, which employment may be terminated by either party without
compensation or notice on grounds of serious misconduct, or
otherwise may be terminated by either party in accordance with
Belgian Law. In exchange for his services, Dr. Michel shall
receive, among other things (i) EUR12,000 per month from Belgian
Volition, subject to annual review and adjustment, plus a 13th
month bonus (pro-rated for 2024); (ii) a company car and fuel
allowance together worth approximately EUR1,500 per month; (iii)
the equivalent of one-half of Dr. Michel's salary for the 12-month
non-competition period following termination of the agreement,
subject to adjustments (unless 12-month non-competition period is
waived by Belgian Volition); (iv) be eligible to receive variable
bonuses of up to approximately EUR28,500, subject to the
satisfactory achievement of certain individual and corporate
performance milestones; and (v) be eligible to receive severance
pay in accordance with Belgian Law.
On the same date, Volition Global Services SRL, a wholly-owned
subsidiary of the Company, and 3F Management SRL entered into an
amendment to the existing Consulting Services Agreement between
Volition Global Services and 3F Management, dated effective
September 15, 2021, which amendment took effect on September 1,
2024. Pursuant to the terms of the Michel Consulting Agreement as
amended by the Amendment, 3F Management will continue to make
available the services of Dr. Michel as Chief Executive Officer of
Volition Global Services, and additionally make available certain
further consultancy services to be rendered by Dr. Michel through
3F Management to the Company and its other subsidiaries. Volition
Global Services will, in turn, make available the services of Dr.
Michel, as Chief Operating Officer to the Company and its other
subsidiaries, as Chief Executive Officer to Volition America, and
as Manager and President of Volition Veterinary Diagnostics
Development LLC, pursuant to services agreements entered into by
and between Volition Global Services and the Company and/or its
subsidiaries. In exchange for Dr. Michel's services, 3F Management
will receive (i) a monthly fee of EUR12,797 (increasing to
EUR15,598 on November 1, 2024), subject to annual review and
adjustments; and (ii) be eligible to receive a variable award of up
to approximately EUR26,390, subject to the satisfactory achievement
of certain corporate performance milestones.
The combined aggregate annual compensation payable to Dr. Michel
and 3F Management, respectively, pursuant to the Michel Employment
Agreement and the Michel Consulting Agreement, as amended by the
Amendment, is materially consistent with the combined aggregate
annual compensation paid to Dr. Michel and 3F Management,
respectively, immediately prior to the effective date of the
aforementioned agreements.
About Volition
Henderson, Nev.-based VolitionRx Limited is a multi-national
epigenetics company. It has patented technologies that use
chromosomal structures, such as nucleosomes, and transcription
factors as biomarkers in cancer and other diseases.
Going Concern
The Company cautioned in its Form 10-Q Report for the quarter ended
March 31, 2024, that there is substantial doubt about its ability
to continue as a going concern. According to the Company, it has
not attained profitable operations on an ongoing basis and is
dependent upon obtaining external financing to continue to pursue
its operational and strategic plans. The Company has generated
operating losses and has experienced negative cash flows from
operations since inception. The Company has not generated
significant revenues and expects to incur further losses in the
future, particularly from the continued development of its
clinical-stage diagnostic tests and the initiation of additional
clinical trials to seek regulatory approval. The future of the
Company as an operating business will depend on its ability to
obtain sufficient capital contributions, financing, and/or generate
revenues as may be required to sustain its operations.
W NORTHFIELD: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: W Northfield LLC
197 West Northfield Road
Livingston NJ 07039
Business Description: W Northfield is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: October 1, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-19729
Debtor's Counsel: David Stevens, Esq.
SCURA WIGFIELD, HEYER, STEVENS & CAMMAROTA LLP
1599 Hamburg Turnpike
Wayne NJ 07470
Tel: 973-696-8391
Email: dstevens@scura.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Victor Carofilis as member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/EPLDUBQ/W_Northfield_LLC__njbke-24-19729__0001.0.pdf?mcid=tGE4TAMA
WEST HARWICH: Court Denies Bid to Access Cash Collateral
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts denied
the request of West Harwich Holdings LLC for authority to use cash
collateral.
The Court has granted the request of William K. Harrington, the
United States Trustee for Region 1, to remove the Debtor from
possession and appoint a chapter 11 trustee.
"For the reasons set forth on the record, the Motion is denied.
This Order is without prejudice to a motion by the Chapter 11
trustee to use cash collateral," the Court said.
About West Harwich Holdings
West Harwich Holdings, LLC, a company in West Harwich, Mass., filed
Chapter 11 petition (Bankr. D. Mass. Case No. 24-11294) on July 1,
2024, with $1 million to $10 million in both assets and
liabilities. Taylor Perkins, managing partner, signed the
petition.
Judge Janet E. Bostwick oversees the case.
The Law Office of Peter M. Daigle represents the Debtor as
counsel.
WP NEWCO: $1.01BB Bank Debt Trades at 43% Discount
--------------------------------------------------
Participations in a syndicated loan under which WP NewCo LLC is a
borrower were trading in the secondary market around 57.3
cents-on-the-dollar during the week ended Friday, Sept. 27, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $1.01 billion Term loan facility is scheduled to mature on May
11, 2028. The amount is fully drawn and outstanding.
WP Company LLC, doing business as The Washington Post, operates as
a publishing company. The Company publishes new articles in the
areas of politics, opinions, sports, current affairs,
entertainment, and lifestyle. The Washington Post serves customers
in the States of District of Columbia, Maryland, and Virginia.
WW INTERNATIONAL: Tara Comonte Named Interim CEO
------------------------------------------------
WW International, Inc. announced on Sept. 27, 2024, that
WeightWatchers Board member Tara Comonte has been appointed Interim
Chief Executive Officer. Ms. Comonte succeeds Sima Sistani, who
departs from her role as Chief Executive Officer and as a member of
the Board, effective today.
During her tenure, Ms. Sistani led the Company's transformation to
a modern digital health organization and extended the Company's
portfolio of solutions into the telehealth space with the
acquisition and integration of Sequence (now WeightWatchers
Clinic). This expanded the Company's offerings to include
high-touch clinical weight management solutions alongside its
science-backed behavioral programs.
"On behalf of the Board, I want to sincerely thank Sima for her
leadership in advancing our strategy, for adding WeightWatchers
Clinic to our offerings and for her unwavering commitment to our
mission," said Thilo Semmelbauer, Chairman of the WeightWatchers
Board of Directors. "We wish her all the best in her future
endeavors."
Ms. Comonte steps into the role at a time when the Company is
focused on improving its operational and financial performance
while continuing to build on its product innovation and solutions
for members. With extensive executive leadership experience in
strategy, technology, operations, and finance, along with her deep
familiarity with WeightWatchers as a Board member, she is
well-equipped to guide the Company's transformation, sharpen its
strategic focus, and evolve its behavioral and clinical offerings
to drive growth. Most recently, Ms. Comonte served as CEO of TMRW
Life Sciences, and prior to that, President and CFO of Shake Shack.
She also serves on the boards of Kindbody and Strava.
"The Board is pleased to welcome Tara as Interim Chief Executive
Officer," said Semmelbauer. "Her proven ability to lead
cross-functional transformations and drive growth, coupled with her
deep understanding of our mission and commitment to our members,
give us full confidence that she is the right leader to steer
WeightWatchers through this pivotal moment and position the Company
for sustained success."
"I am looking forward to partnering closely with the
WeightWatchers' leadership team and Board as we advance the
Company's strategy to expand access and care during this critical
period of our transformation," said Ms. Comonte. "WeightWatchers is
a strong, globally recognized business with a proven track record
of success and competitive leadership advantage. I am confident
that we have the right team in place and are focused on the right
strategies to drive growth while staying true to our mission to
empower members to live healthier, longer lives."
Ms. Comonte joined the WeightWatchers Board of Directors in June
2023. In connection with this announcement, the WeightWatchers
Board of Directors has been reduced from nine to eight members.
About WW International
Headquartered in New York, WW International Inc. is a technology
company at the forefront of weight health, grounded in nutritional
and behavior change science. The Company is powered by its weight
loss and weight management programs, its award-winning app and its
commitment to tailoring solutions for its members to improve their
weight health, including providing medical weight management
treatment via access to clinician-prescribed weight management
medications and related support through the WeightWatchers Clinic
affiliated practices.
WW International reported a net loss of $112.25 million in 2023
following a net loss of $256.87 million in 2022. As of March 30,
2024, WW International had $654.25 million in total assets, $1.76
billion in total liabilities, and a total deficit of $1.11
million.
* * *
As reported by the TCR on March 13, 2024, S&P Global Ratings
downgraded New York-based WW International Inc.'s ICR to 'CCC+'
from 'B-'. S&P said the negative outlook reflects the possibility
that S&P could lower its rating on WW if it is unable to improve
its performance and it envisions a default occurring in the
subsequent 12 months.
YUNHONG GREEN: Acquires Assets From Yunhong Environmental
---------------------------------------------------------
Yunhong Green CTI Ltd disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on June 30, 2024, the
Company entered into an Asset Purchase Agreement with Yunhong
Environmental Protection Technology Co., Ltd., a company
incorporated under the laws of the People's Republic of China,
Yunhong China Group Co., Ltd., a company incorporated under the
laws of the People's Republic of China, and Yunhong Technology
Industry (Hubei) Co. Ltd., a company incorporated under the laws of
the People's Republic of China and a wholly-owned subsidiary of the
Company.
The Company entered into the APA and completed the transactions
provided for therein. At the Company's 2023 annual meeting of
shareholders, the Company's shareholders approved an increase in
the Company's authorized shares of common stock, to facilitate the
Company's stated intention to look for opportunities to acquire
productive assets. This Transaction was intended to provide the
Company with expanded manufacturing capabilities which may help its
current business as well as potential new products incorporating
compostable, biodegradable and recyclable materials. The
Transaction is also intended to better connect the Company with the
capabilities of Yunhong China Group to help improve the Company's
competitiveness.
The APA provides for the purchase by the Company and Yunhong
Technology of machinery and equipment operated by Yunhong
Environmental in Yunhong Health Industrial Park as well as the
Working Capital Credit and other ancillary assets relating to the
foregoing. The Purchased Assets include a working capital credit in
the amount of $2,192,229 which shall be available for use by Buyers
to pay any operational expenses, including but not limited to,
purchase of inventory, payment of accounts payable, and other
day-to-day business expenses. The Buyers may utilize the Working
Capital Credit at their discretion to support the ongoing
operations of the acquired business. No outstanding liabilities
were assumed by the Buyers as a result of the Transaction. The
value of the acquired machinery and equipment included in the
Purchased Assets was determined by an independent third-party
appraiser for the purposes of the Transaction.
The APA provides for a purchase price in the form of the issuance
of 3,246,217 shares of the Company's common stock to Yunhong
Environmental and 1,753,783 Shares to Yunhong China Group. All of
the Purchase Price Shares were issued at a price equal to the
market price of Shares as of the date of closing.
Yunhong Environmental and Yunhong China Group are majority owned
and controlled by Mr. Yuabo Li, the Company's Chairman and a member
of the Company's board of directors. The APA and the Transaction
were reviewed and approved by the disinterested members of the
Board following full disclosure of relevant information.
The Purchase Price Shares will not be registered under the
Securities Act of 1933, and were issued in reliance on the
exemption from registration requirements thereof provided by
Section 4(a)(2) thereof.
About Yunhong Green
Barrington, Ill.-based Yunhong Green CTI Ltd develops, produces,
distributes and sells a number of consumer products throughout the
United States and in several other countries, and it produces film
products for commercial and industrial uses in the United States.
The Company's principal lines of products include: Novelty Products
consisting principally of foil and latex balloons and related gift
items; and Flexible Films for food and other commercial and
packaging applications.
As of March 31, 2024, Yunhong Green CTI had $16.75 million in total
assets, $11.47 million in total liabilities, and $5.28 million in
total shareholders' equity.
Lakewood, Colorado-based BF Borgers CPA PC, the Company's former
auditor, issued a "going concern" qualification in its report dated
March 29, 2024, citing that the Company's significant operating
losses raise substantial doubt about its ability to continue as a
going concern.
The Company dismissed BF Borgers as its auditor after the firm and
its owner, Benjamin F. Borgers, were charged by the Securities and
Exchange Commission with deliberate and systemic failures to comply
with PCAOB standards in audits and reviews included in over 1,500
SEC filings from January 2021 through June 2023. The charges
included false representations of compliance with PCAOB standards,
fabrication of audit documentation, and false statements in audit
reports. Borgers agreed to a $14 million civil penalty and a
permanent suspension from practicing before the Commission.
The Company appointed Wolf & Company, P.C. as its new auditor,
effective April 1, 2024.
ZOOZ POWER: Schedules Annual Meeting for October 30
---------------------------------------------------
ZOOZ Power Ltd. notified its shareholders that an Annual General
Meeting of Shareholders of the Company is to be held at the
Company's offices at 4B Hamelacha St., Lod, Israel, on Wednesday,
Oct. 30, 2024 at 4:00 PM (Israel time) for the following purpose:
1. To approve the re-appointment of Kesselman &
Kesselman, Certified Public Accountants (Isr.), a member firm of
PricewaterhouseCoopers International Limited, as the independent
registered public accounting firm of the Company for the fiscal
year ending Dec. 31, 2024, and until the next annual general
meeting of the Company's shareholders and to authorize the
Company's Board of Directors, upon the recommendation of the Audit
Committee, to set the remuneration of PwC, in accordance with the
volume and nature of its services.
In addition, at the Meeting, shareholders will also have an
opportunity to discuss the audited consolidated financial
statements of the Company for the fiscal year ended Dec. 31, 2023;
this item will not involve a vote of the shareholders.
About ZOOZ Power Ltd.
ZOOZ Power Ltd is a provider of Flywheel-based Power Boosting
solutions enabling widespread deployment of ultra-fast charging
infrastructure for electric vehicles (EV), while overcoming
existing grid limitations. ZOOZ Power pioneers its unique
Flywheel-based power boosting technology, enabling efficient
utilization and power management of a power-limited grid at an EV
charging site. Its Flywheel-based technology allows
high-performance, reliable, and cost-effective ultra-fast charging
infrastructure.
Jerusalem, Israel-based Kesselman & Kesselman, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated April 30, 2024, citing that the Company has net losses
and has generated negative cash flows from operating activities for
the years ended Dec. 31, 2023, 2022 and 2021. Such circumstances
raise substantial doubt about the Company's ability to continue as
a going concern.
ZW DATA: Inks Securities Purchase Agreement With Marvel Investment
------------------------------------------------------------------
ZW Data Action Technologies Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that on
September 25, 2024, the Company entered into a Securities Purchase
Agreement with Marvel Investment Limited, a British Virgin Island
company, which is owned and controlled by George Kai Chu, a
director of the Company.
Pursuant to the SPA, Marvel agreed to purchase 358,424 shares of
common stock of the Company, par value $0.001 per share for an
aggregate purchase price of US$268,818. The closing shall take
place on the date mutually agreed by the parties, subject to the
closing conditions contained in the Agreement. On the date that the
Agreement was signed, the Purchaser also entered into a lock-up
agreement with the Company, whereby the Purchaser agreed not to
transfer the shares until six-month anniversary of the date of the
Agreement.
About ZW Data Action Technologies
Beijing, China-based ZW Data Action Technologies Inc., established
in 2003, is an ecological enterprise that provides digital services
to sales and marketing channels through blockchain, big data, and
precision marketing. ZW Data Action is committed to empowering SMEs
to achieve more efficient and accurate operations and management,
resulting in additional value for clients.
Hong Kong, China-based ARK Pro CPA & Co, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated June 28, 2024, citing that the Company has an accumulated
deficit from recurring net losses and significant net operating
cash outflow for the year ended December 31, 2023. All these
factors raise substantial doubt about its ability to continue as a
going concern.
As of June 30, 2024, ZW Data had $10.8 million in total assets,
$5.6 million in total liabilities, and $5.3 million in total
stockholders' equity.
[*] Oct. 10 CLE Webinar on Communication Strategies in Bankruptcy
-----------------------------------------------------------------
Beard Group Inc. is hosting a CLE Webinar on Effective
Communication Strategies in Bankruptcy Proceedings on Oct. 10,
2024, 11 a.m. to 12 noon ET.
The webinar provides an in-depth exploration of effective
communication strategies essential for navigating Chapter 11
bankruptcy proceedings. Designed for legal professionals, corporate
executives, and financial advisors, the session offers practical
insights and tools to enhance communication among stakeholders
during the complex restructuring process.
The Webinar is presented by:
* Jon Henes - Founder and CEO - C-Street
* Joshua Sussberg - Partner - Kirkland & Ellis
* Jonathan Tibus - Former CEO of Red Lobster - Alvarez &
Marsal
* Michael Schwartz - Managing Director - SVP
Communication strategies for the following topics will be
addressed:
* Navigating Chapter 11 Cases
* Special Situations
* Direct Lending / Private Credit
* Liability Management Transactions
* Private Deals
Join this event via the Zoom client, web browser, phone or the Zoom
Room. To register, please visit https://urlcurt.com/u?l=HACCbS
Meanwhile, registration remains open for the 31st Annual Distressed
Investing Conference scheduled for Wed., Dec. 4, 2024 at The
Harmonie Club in New York City. The event is presented by Beard
Group. Please 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.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re First Health Winter Springs, LLC
Bankr. M.D. Fla. Case No. 24-03708
Chapter 11 Petition filed July 19, 2024
See
https://www.pacermonitor.com/view/PQ73H7Y/First_Health_Winter_Springs_LLC__flmbke-24-03708__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
E-mail: jeff@bransonlaw.com
In re Legacy Clinical Consultants, LLC
Bankr. N.D. Ill. Case No. 24-11758
Chapter 11 Petition filed August 13, 2024
See
https://www.pacermonitor.com/view/VDSH2CQ/Legacy_Clinical_Consultants_LLC__ilnbke-24-11758__0001.0.pdf?mcid=tGE4TAMA
represented by: Gregory K. Stern, Esq.
GREGORY K. STERN, P.C.
E-mail: greg@gregstern.com
In re 35 West Santa Barbara LLC
Bankr. E.D.N.Y. Case No. 24-73679
Chapter 11 Petition filed September 24, 2024
See
https://www.pacermonitor.com/view/F7GYJSA/35_West_Santa_Barbara_LLC__nyebke-24-73679__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Industrial Resource Services, LLC
Bankr. M.D. Pa. Case No. 24-02406
Chapter 11 Petition filed September 24, 2024
See
https://www.pacermonitor.com/view/R7O267A/Industrial_Resource_Services_LLC__pambke-24-02406__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Sonoma Cellar LLC
Bankr. E.D. Va. Case No. 24-11780
Chapter 11 Petition filed September 24, 2024
See
https://www.pacermonitor.com/view/Z7AG4ZI/Sonoma_Cellar_LLC__vaebke-24-11780__0001.0.pdf?mcid=tGE4TAMA
represented by: Justin P. Fasano, Esq.
MCNAMEE HOSEA, P.A.
E-mail: jfasano@mhlawyers.com
In re Roberto Sanchez
Bankr. E.D. Cal. Case No. 24-12775
Chapter 11 Petition filed September 25, 2024
In re Parramore City Towers LLC
Bankr. M.D. Fla. Case No. 24-05167
Chapter 11 Petition filed September 25, 2024
See
https://www.pacermonitor.com/view/Y5KF66Y/Parramore_City_Towers_LLC__flmbke-24-05167__0001.0.pdf?mcid=tGE4TAMA
represented by: Eric Lanigan, Esq.
LANIGAN & LANIGAN PL
E-mail: eric.lanigan@laniganpl.com
In re Steven Paul Pearson and Laurie Christina Pearson
Bankr. N.D. Fla. Case No. 24-30780
Chapter 11 Petition filed September 25, 2024
represented by: Byron Wright III, Esq.
In re Shirer Family Casket Company, LLC
Bankr. E.D. La. Case No. 24-11860
Chapter 11 Petition filed September 25, 2024
See
https://www.pacermonitor.com/view/LZW3S7I/Shirer_Family_Casket_Company_LLC__laebke-24-11860__0001.0.pdf?mcid=tGE4TAMA
represented by: Evan Howell, Esq.
EVAN PARK HOWELL III
E-mail: ehowell@ephlaw.com
In re Customized Cleaning Services, Inc.
Bankr. W.D. Mich. Case No. 24-02511
Chapter 11 Petition filed September 25, 2024
See
https://www.pacermonitor.com/view/DMHZHWA/Customized_Cleaning_Services_Inc__miwbke-24-02511__0001.0.pdf?mcid=tGE4TAMA
represented by: Lynn M. Brimer, Esq.
STROBL PLLC
In re Barbara Jane Byam
Bankr. E.D.N.Y. Case No. 24-43990
Chapter 11 Petition filed September 25, 2024
In re Deborah E Gindi
Bankr. E.D.N.Y. Case No. 24-43969
Chapter 11 Petition filed September 25, 2024
represented by: LAW OFFICE OF GREGORY MESSER, PLLC
In re Aaron Harris, Sr. and Tamela E. Harris
Bankr. D. Ariz. Case No. 24-08108
Chapter 11 Petition filed September 26, 2024
represented by: Chris D. Barski, Esq.
BARSKI LAW
In re John Farrell
Bankr. M.D. Fla. Case No. 24-05206
Chapter 11 Petition filed September 26, 2024
represented by: Robert Zipperer, Esq.
In re James Johnson and Associates, LLC
Bankr. E.D. La. Case No. 24-11871
Chapter 11 Petition filed September 26, 2024
See
https://www.pacermonitor.com/view/PLBL3MY/James_Johnson_and_Associates_LLC__laebke-24-11871__0001.0.pdf?mcid=tGE4TAMA
represented by: Derek Russ, Esq.
DEREK T. RUSS
E-mail: russlawfirmllc@gmail.com
In re J. Paul Holdings LLC
Bankr. E.D. La. Case No. 24-11873
Chapter 11 Petition filed September 26, 2024
See
https://www.pacermonitor.com/view/QHYJ6EI/J_Paul_Holdings_LLC__laebke-24-11873__0001.0.pdf?mcid=tGE4TAMA
represented by: Derek Russ, Esq.
DEREK T. RUSS
E-mail: russlawfirmllc@gmail.com
In re Bilen Properties, LLC
Bankr. D. Md. Case No. 24-18086
Chapter 11 Petition filed September 26, 2024
See
https://www.pacermonitor.com/view/Y5WR56Q/Bilen_Properties_LLC__mdbke-24-18086__0001.0.pdf?mcid=tGE4TAMA
represented by: Justin P. Fasano, Esq.
MCNAMEE HOSEA, P.A.
E-mail: jfasano@mhlawyers.com
In re ONE15 Brooklyn Sail Club LLC
Bankr. E.D.N.Y. Case No. 24-44032
Chapter 11 Petition filed September 26, 2024
See
https://www.pacermonitor.com/view/Y2TLFFA/ONE15_Brooklyn_Sail_Club_LLC__nyebke-24-44032__0001.0.pdf?mcid=tGE4TAMA
represented by: Dawn Kirby, Esq.
KIRBY AISNER & CURLEY LLP
E-mail: dkirby@kacllp.com
In re ONE15 Brooklyn Marina, LLC
Bankr. E.D.N.Y. Case No. 24-44028
Chapter 11 Petition filed September 26, 2024
See
https://www.pacermonitor.com/view/XRGSDSQ/ONE15_Brooklyn_Marina_LLC__nyebke-24-44028__0001.0.pdf?mcid=tGE4TAMA
represented by: Dawn Kirby, Esq.
KIRBY AISNER & CURLEY LLP
E-mail: dkirby@kacllp.com
In re JLT Business Solutions LLC
Bankr. S.D.N.Y. Case No. 24-11663
Chapter 11 Petition filed September 26, 2024
See
https://www.pacermonitor.com/view/BQO4G6Y/JLT_Business_Solutions_LLC__nysbke-24-11663__0001.0.pdf?mcid=tGE4TAMA
represented by: Wayne M. Greenwald, Esq.
JACOBS P.C.
E-mail: wayne@jacobspc.com
In re Bahati, LLC
Bankr. D. Ariz. Case No. 24-08180
Chapter 11 Petition filed September 27, 2024
Filed Pro Se
In re James Kenneth Chavez and Sylvia Chavez
Bankr. C.D. Cal. Case No. 24-15816
Chapter 11 Petition filed September 27, 2024
represented by: Vanessa Haberbush, Esq.
In re August Ronald Blass
Bankr. N.D. Cal. Case No. 24-41506
Chapter 11 Petition filed September 27, 2024
In re Asociacion Civil San Antonio De Lisboa LLC
Bankr. M.D. Fla. Case No. 24-05221
Chapter 11 Petition filed September 27, 2024
See
https://www.pacermonitor.com/view/M2NHJ3Y/Asociacion_Civil_San_Antonio_De__flmbke-24-05221__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
E-mail: jeff@bransonlaw.com
In re Turtur Management LLC
Bankr. S.D. Fla. Case No. 24-19966
Chapter 11 Petition filed September 27, 2024
See
https://www.pacermonitor.com/view/W6GSAEA/Turtur_Management_LLC__flsbke-24-19966__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re BWB Legal Services, LLC
Bankr. N.D. Ga. Case No. 24-60219
Chapter 11 Petition filed September 27, 2024
See
https://www.pacermonitor.com/view/KSRRXIA/BWB_Legal_Services_LLC__ganbke-24-60219__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Calvin Alexander Grant
Bankr. N.D. Ill. Case No. 24-14358
Chapter 11 Petition filed September 27, 2024
represented by: Nilsa Molina, Esq.
In re ExtendedFieldForce LLC
Bankr. W.D. Ky. Case No. 24-32383
Chapter 11 Petition filed September 27, 2024
See
https://www.pacermonitor.com/view/AOOGAPA/ExtendedFieldForce_LLC__kywbke-24-32383__0001.0.pdf?mcid=tGE4TAMA
represented by: Charity S. Bird, Esq.
KAPLAN JOHNSON ABATE & BIRD LLP
E-mail: cbird@kaplanjohnsonlaw.com
In re Tri-Maxx Industries, LLC
Bankr. W.D. La. Case No. 24-80594
Chapter 11 Petition filed September 27, 2024
See
https://www.pacermonitor.com/view/DCMTTHY/Tri-Maxx_Industries_LLC__lawbke-24-80594__0001.0.pdf?mcid=tGE4TAMA
represented by: L. Laramie Henry, Esq.
L. LARAMIE HENRY
E-mail: laramie@henry-law.com
In re Peter Glennon Volk and Susan Ashley Volk
Bankr. W.D.N.C. Case No. 24-30832
Chapter 11 Petition filed September 27, 2024
represented by: John Woodman, Esq.
In re Reeder's Bobcat & Farm Service LLC
Bankr. S.D. Ohio Case No. 24-31872
Chapter 11 Petition filed September 27, 2024
See
https://www.pacermonitor.com/view/C57MMAA/Reeders_Bobcat__Farm_Service__ohsbke-24-31872__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Cambridge Warren, LLC
Bankr. M.D. Pa. Case No. 24-02454
Chapter 11 Petition filed September 27, 2024
See
https://www.pacermonitor.com/view/2ESKPVQ/Cambridge_Warren_LLC__pambke-24-02454__0001.0.pdf?mcid=tGE4TAMA
represented by: Ronald Santora, Esq.
BRESSET & SANTORA, LLC
E-mail: rsantora@bressetsantora.com
In re Ben Cameron Smith
Bankr. W.D. Wash. Case No. 24-12461
Chapter 11 Petition filed September 27, 2027
In re Maxcar Export, Inc.
Bankr. S.D. Fla. Case No. 24-20058
Chapter 11 Petition filed September 29, 2024
See
https://www.pacermonitor.com/view/I364DQY/Maxcar_Export_Inc__flsbke-24-20058__0001.0.pdf?mcid=tGE4TAMA
represented by: Winston Cuenant, Esq.
CUENANT & PENNINGTON, PA
E-mail: winston@cuenantlaw.com
In re JD Wideman, DO, P.C.
Bankr. D. Colo. Case No. 24-15758
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/VOAPW4A/JD_Wideman_DO_PC__cobke-24-15758__0001.0.pdf?mcid=tGE4TAMA
represented by: Aaron A. Garber, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
E-mail: agarber@wgwc-law.com
In re Reign Unlimited Inc.
Bankr. M.D. Ga. Case No. 24-51470
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/2P4PDHI/Reign_Unlimited_Inc__gambke-24-51470__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re BBCT Investments & Holdings
Bankr. N.D. Ga. Case No. 24-60291
Chapter 11 Petition filed September 30, 2024
Filed Pro Se
In re Five Star Luxury Auto Dealers LLC
Bankr. N.D. Ga. Case No. 24-60303
Chapter 11 Petition filed September 30, 2024
Filed Pro Se
In re Paces West Properties, LLC
Bankr. N.D. Ga. Case No. 24-60305
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/RXHSYDI/Paces_West_Properties_LLC__ganbke-24-60305__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Eve Financial Consultant & Capital Group LLC
Bankr. N.D. Ga. Case No. 24-60313
Chapter 11 Petition filed September 30, 2024
Filed Pro Se
In re D & C Global Investment Group, LLC
Bankr. N.D. Ga. Case No. 24-60315
Chapter 11 Petition filed September 30, 2024
Filed Pro Se
In re RMN Investment Group LLC
Bankr. N.D. Ga. Case No. 24-60273
Chapter 11 Petition filed September 30, 2024
Filed Pro Se
In re 26 Highview LLC
Bankr. S.D.N.Y. Case No. 24-22829
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/ZMDKAIQ/26_Highview_LLC__nysbke-24-22829__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re High Point Circle, LLC
Bankr. N.D. Tex. Case No. 24-33037
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/W7SQFFQ/High_Point_Circle_LLC__txnbke-24-33037__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert Buchholz, Esq.
THE LAW OFFICE OF ROBERT W. BUCHHOLZ, P.C.
E-mail: BOB@ATTORNEYBOB.COM
In re Xtreme Expedited, Inc.
Bankr. W.D. Tex. Case No. 24-60575
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/52PUVHA/Xtreme_Expedited_Inc__txwbke-24-60575__0001.0.pdf?mcid=tGE4TAMA
represented by: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
E-mail: joyce@joycelindauer.com
In re Krowned Krystals, LLC
Bankr. E.D. La. Case No. 24-11896
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/CWRAGIA/Krowned_Krystals_LLC__laebke-24-11896__0001.0.pdf?mcid=tGE4TAMA
represented by: Robin R. De Leo, Esq.
THE DE LEO LAW FIRM, LLC
E-mail: lisa@northshoreattorney.com
In re Thomas Lawrence Swarek
Bankr. S.D. Miss. Case No. 24-51388
Chapter 11 Petition filed September 30, 2024
In re Ismael Mendez Ramos and Nadia Vanessa Vega Rivera
Bankr. D.P.R. Case No. 24-04149
Chapter 11 Petition filed September 30, 2024
represented by: Emily Davila Rivera, Esq.
In re Dillon's Machine Shop, LLC
Bankr. D.S.C. Case No. 24-03540
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/EP4AIVI/Dillons_Machine_Shop_LLC__scbke-24-03540__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert Pohl, Esq.
POHL BANKRUPTCY, LLC
E-mail: Robert@POHLPA.com
In re 1st Place Hospitality, LLC
Bankr. N.D. Tex. Case No. 24-21228
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/B36MPQI/1st_Place_Hospitality_LLC__ganbke-24-21228__0001.0.pdf?mcid=tGE4TAMA
represented by: William Rountree, Esq.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC
E-mail: wrountree@rlkglaw.com
In re Dogs Are People Too, LLC
Bankr. N.D. Tex. Case No. 24-33079
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/WMYW2NQ/Dogs_Are_People_Too_LLC__txnbke-24-33079__0001.0.pdf?mcid=tGE4TAMA
represented by: Trey Monsour, Esq.
FOX ROTHSCHILD LLP
E-mail: tmonsour@foxrothschild.com
In re Copeford Holdings, LLC
Bankr. N.D. Tex. Case No. 24-33080
Chapter 11 Petition filed September 30, 2024
See
https://www.pacermonitor.com/view/WXC3NRQ/Copeford_Holdings_LLC__txnbke-24-33080__0001.0.pdf?mcid=tGE4TAMA
represented by: Trey Monsour, Esq.
FOX ROTHSCHILD LLP
E-mail: tmonsour@foxrothschild.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
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