/raid1/www/Hosts/bankrupt/TCR_Public/241008.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, October 8, 2024, Vol. 28, No. 281
Headlines
12 GARBIS: Seeks to Hire A.Y. Strauss LLC as Bankruptcy Counsel
1847 HOLDINGS: Sells Subsidiary to BFS Group for $17 Million
265 CHERRY: Secured Party Sets Nov. 20 Online Auction
420 INVESTMENTS: Seeks CCAA Relief to Commence Sale; KSV as Monitor
5220 TROOST: Claims Will be Paid from Property Sale/Refinance
903 LAKE FRONT: Unsecured Creditors Unimpaired in Plan
9TH STREET GP: Hits Chapter 11 Bankruptcy Protection
ADORE BRIDAL: Hires Rafool & Bourne P.C. as Bankruptcy Counsel
ADVANCED CARE: Plan Exclusivity Period Extended to Nov. 17
ADVENTURE COAST: Seeks to Hire Keck Legal as Bankruptcy Counsel
AIRNET TECH: Reports $19.9-Mil. Net Income in H1 2024
AMARYLLIS THERAPY: Seeks 30-Day Extension of Plan Filing Deadline
AMERICAN TIRE: $1BB Bank Debt Trades at 43% Discount
ANASTASIA PARENT: $650MM Bank Debt Trades at 31% Discount
ANTIA'S TENDER: Seeks to Hire Falcone Law as Bankruptcy Counsel
APEX AG SOLUTIONS: Case Summary & One Unsecured Creditor
APHEX HOLDINGS: Taps Kelley Kaplan & Eller as Bankruptcy Counsel
ARHT MEDIA: Ceases Operations After Bankruptcy Filing
ARTICO COLD STORAGE: Gets OK to Use Cash Collateral Until Oct. 15
ASTRA ACQUISITION: $500MM Bank Debt Trades at 89% Discount
ASTRA ACQUISITION: $615.7MM Bank Debt Trades at 80% Discount
AVENTIV TECHNOLOGIES: $1.03BB Bank Debt Trades at 23% Discount
AVENTIV TECHNOLOGIES: $288MM Bank Debt Trades at 70% Discount
AVISON YOUNG: $61.1MM Bank Debt Trades at 42% Discount
BIG LOTS: Closes More Texas Locations
BRIDGEWATER CASTLE: Taps Michael Wyse of Wyse Advisors as CRO
CALIFORNIA WINE: Hires Uecker & Associates as Disbursing Agent
CARRIAGE ESTATES: Files for Chapter 11 Bankruptcy Protection
DATASEA INC: Signs Subscription Deals for 1.9 Million Common Shares
DIGITAL MEDIA: Deadline to File Claims Set for Nov. 14
DIOCESE OF OGDENSBURG: Seeks to Extend Exclusivity to Jan. 17, 2025
DTH 215 VENTURE: Leasing Revenues & Financing to Fund Plan
EDGEWATER GENERATION: S&P Rates Senior Secured Term Loan B 'BB-'
EDGIO INC: Hires Richards Layton & Finger P.A. as Legal Counsel
EDGIO INC: Seeks to Hire Milbank LLP as Bankruptcy Counsel
EDGIO INC: Seeks to Hire Omni Agent as Administrative Agent
EDGIO INC: Seeks to Hire Riveron RTS LLC as Financial Advisor
EDGIO INC: Seeks to Hire TD Cowen as Investment Banker
EMERGENT BIOSOLUTIONS: CFO to Get 15,000 Restricted Stock Awards
EMERGENT BIOSOLUTIONS: Closes $100-Mil. Asset-Backed Loan Facility
EMX ROYALTY: Buys Back 2 Million Shares From Undisclosed Seller
ENVIVA INC: NYSE to Commence Delisting Proceedings
ENVIVA INC: Unsecureds to Get Share of GUC Cash Pool
EXACTECH INC: $235MM Bank Debt Trades at 53% Discount
EYECARE PARTNERS: $925MM Bank Debt Trades at 58% Discount
FARDAD LLC: Property Sale Proceeds to Fund Plan Payments
FIRST COAST: Hires William G. Haeberle P.A. as Accountant
FIRST HEALTH: Wins Court Approval to Use Cash Collateral
FISKER INC: Unsecureds to Get Share of Liquidating Trust Units
FOUNDEVER WORLDWIDE: $1.40BB Bank Debt Trades at 34% Discount
FTX TRADING: Eversheds & Morris Update Ad Hoc Commttee Members
FULCRUM BIOENERGY: Hires Morris Nichols as Bankruptcy Counsel
FULCRUM BIOENERGY: Taps Development Specialists as Fin'l Advisor
FULCRUM BIOENERGY: Taps Kurtzman Carson as Administrative Advisor
FUTURE FINTECH: Johonson Lau Quits From Board; Replacement Named
GLASS MANAGEMENT: Gets Interim OK to Use Cash Collateral
GLEANNLOCH CLA: Unsecureds Will Get 100% of Claims over 60 Months
GNC HOLDINGS: $184.3MM Bank Debt Trades at 28% Discount
GOWANUS MEMBER: October 22 Public Sale Auction Set
GREELEY FLATS: Trustee Taps Markus Williams Young as Counsel
GRESHAM WORLDWIDE: Comm. Taps Sonoran Capital as Financial Advisor
HALO ESTATES: Seeks Chapter 11 Bankruptcy Protection
HAPPYNEST REIT: Reports $84,569 Net Loss in H1 2024
HARVEY LANDHOLDINGS: Sec. 341(a) Meeting of Creditors on Oct. 24
HAYS TABERNACLE: Case Summary & 12 Unsecured Creditors
HEAVENLY SCENT: Hires Goodson & Taylor CPAS as Accountant
HEYWOOD HEALTHCARE: Gets Court Nod to Use Cash Collateral
HOODSTOCK RANCH: U.S. Trustee Unable to Appoint Committee
HORNBLOWER SUB: $349.4MM Bank Debt Trades at 76% Discount
HPV FAMILY: Hilco to Auction 403+ Acres in Georgetown, Texas
HYPERSCALE DATA: Unit Has Deal to Sell Real Property for $13.2M
ICAP ENTERPRISES: Updates Secured Claims Pay Details
IHEARTCOMMUNICATIONS: $2.10BB Bank Debt Trades at 11% Discount
ILS PRODUCTS: Gets Final Approval to Use Cash Collateral
INSPIREMD INC: Board Committee Approves 2024 Inducement Plan
ISPECIMEN INC: Ex-CIO Demands $587K Unpaid Bonuses, Severance
IVANTI SOFTWARE: $465MM Bank Debt Trades at 16% Discount
J&G CONSULTING: Seeks to Hires Kane & Papa PC as Attorney
JRNY COUNSELING: Unsecureds to Split $7,500 over 3 Years
KNIGHT HEALTH: $450MM Bank Debt Trades at 39% Discount
KOSMOS ENERGY: Fitch Rates $500MM Seven-Yr. Unsecured Notes 'B+'
KULR TECHNOLOGY: Lands Licensing Partnership With $2.35M Deal
LEFEVER MATTSON: Taps Mr. Sharp of Development Specialists as CRO
LEGACY LA PROPERTIES: Hires Korompis Law as Bankruptcy Counsel
LERETA LLC: $250MM Bank Debt Trades at 17% Discount
LL FLOORING: AG Ellison Issues Bankruptcy Alert to Consumers
LODGING ENTERPRISES: Taps Jonathan M. Bowne as Special Counsel
MAD ENGINE: $275MM Bank Debt Trades at 19% Discount
MAGENTA SECURITY: $1.07BB Bank Debt Trades at 30% Discount
MEDICAL SOLUTIONS: $1.05BB Bank Debt Trades at 23% Discount
MIRACARE NEURO: Gets Interim OK to Use Cash Collateral
MISO ROBOTICS: Reports $9.2-Mil. Net Loss in H1 2024
MLN US HOLDCO: $125MM Bank Debt Trades at 94% Discount
MONARCH BAY: Bankruptcy Filing Delays Marina Project in San Leandro
MPH ACQUISITION: $1.33BB Bank Debt Trades at 24% Discount
NEW AMI I: Fitch Alters Outlook on 'B' LongTerm IDR to Stable
NEXT THING: Reports $978,156 Net Loss in H1 2024
NORHART INVEST: Raises Going Concern Doubt Amid Financial Woes
OAK PARK: Seeks to Hire Craig M. Geno PLLC as Counsel
ONCOCYTE CORP: To Raise $10.2M Through Securities Private Placement
PECF USS: S&P Upgrades ICR to 'CCC+' After Recapitalization
PJP ENTERPRISES: Hires Hampton Young Law as Bankruptcy Counsel
PREMIER HOSPITALITY: Taps Cohen Legal Services as Legal Counsel
PRETIUM PKG: $1.04BB Bank Debt Trades at 20% Discount
PRETIUM PKG: $350MM Bank Debt Trades at 60% Discount
PRIMELAND REAL ESTATE: U.S. Trustee Appoints Creditors' Committee
PRIMELAND REAL: Agentis Represents Committee of Deposit Holders
PROFRAC HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B' ICR
QUICK SERVE: Gets OK to Use Cash Collateral Until Nov. 30
RATHER OUTDOORS: $365MM Bank Debt Trades at 16% Discount
REALD INC: $60MM Bank Debt Trades at 38% Discount
REDSTONE HOLDCO 2: $1.11BB Bank Debt Trades at 27% Discount
REDSTONE HOLDCO 2: $450MM Bank Debt Trades at 43% Discount
RESTORED TRUCKING: Taps Inzer Haney McWhorter as Legal Counsel
RICH LUCKY: Seeks to Hire Raymond W. Verdi Jr. as Legal Counsel
RJ HAWK: Starts Subchapter V Bankruptcy Protection
ROBERTSHAW US: Latham Represents Biz in Sale, Chapter 11 Emergence
ROYAL OAKS: Fitch Alters Outlook on 'BB+' LongTerm IDR to Negative
SADIE ROSE: Sadie Unsecureds Will Get 5% of Claims Absent Sale
SAHIL PROMOTIONS: Seeks to Extend Plan Exclusivity to Jan. 24, 2025
SEASPAN CORP: S&P Affirms 'BB-' ICR, Outlook Stable
SEVENTEEN00 LLC: Unsecureds Will Get 100% of Claims over 60 Months
SILVERGATE CAPITAL: Hires AlixPartners LLC as Financial Advisor
SILVERGATE CAPITAL: Hires Stretto Inc as Administrative Advisor
SILVERGATE CAPITAL: Seeks to Hire Ordinary Course Professionals
SILVERGATE CAPITAL: Taps Richards Layton & Finger as Co-Counsel
SINCLAIR TELEVISION: $740MM Bank Debt Trades at 22% Discount
SINCLAIR TELEVISION: $750MM Bank Debt Trades at 22% Discount
SINGLEPOINT INC: Reports $9.9-Mil. Net Loss in Fiscal Q2
SKYX PLATFORMS: Falls Short of Nasdaq Bid Price Requirement
SKYX PLATFORMS: Files Certificates for New Series A Pref. Shares
SMART AXE: Seeks to Hire Reynolds Law as Bankruptcy Counsel
SOLDIER OPERATING: Affiliate Gets Interim OK to Use Cash Collateral
SUCCESS VILLAGE: Hires Mark M. Kratter LLC as Attorney
SUGAR CREEK: Closes Brewery, Sells Equipment After Filing
SURVWEST LLC: Gets Interim OK to Use Cash Collateral
TAKEOFF TECHNOLOGIES: Seeks to Extend Plan Exclusivity to Dec. 26
TALPHERA INC: Amends Purchase Agreements With Nantahala Affiliates
TELLURIAN INC: Stockholders, Regulators Approve Merger Agreement
TERRAFORM LABS: Seeks to Extend Plan Exclusivity to Nov. 1
THRIVIFY LLC: Trustee Taps Keller Williams as Real Estate Broker
TREVENA INC: Receives Delisting Notification From Nasdaq
ULTRA HOLDINGS: Seeks to Tap Barber Law Firm as Bankruptcy Counsel
ULTRACUTS OF AMERICA: Hires A+ Accounting & Tax as Accountant
VANGUARD MEDICAL: Gets OK to Use Cash Collateral Until Nov. 15
VANGUARD MEDICAL: Unsecureds Will Get 19.8% of Claims over 3 Years
VENUS CONCEPT: Extends Deadline to Complete Strategic Transaction
VERTEX ENERGY: Fitch Lowers LongTerm IDR to D on Bankruptcy Filing
VERTEX ENERGY: Taps Kurtzman Carson as Claims and Noticing Agent
VIANT MEDICAL: S&P Affirms 'B-' ICR, Outlook Stable
WESTERN RISE: Gets Court Approval to Use Cash Collateral
WHITTIER SEAFOOD: Hires Bush Kornfeld as Bankruptcy Counsel
WIDEOPENWEST FINANCE: $730MM Bank Debt Trades at 16% Discount
WINDSOR TERRACE: Pfister & Saso Revises Rule 2019 Statement
WRENA LLC: U.S. Trustee Appoints Creditors' Committee
XTI AEROSPACE: Extends Damon Bridge Note Maturity to Oct. 31
XTI AEROSPACE: Inks 2nd Amendment to Business Combination Agreement
YC RIVERGOLD: Reaches CMBS Settlement Agreement
YELLOH: To Cease All Operations in November 2024
YELLOW CORP: Creditors to Get Proceeds From Liquidation
[^] Large Companies with Insolvent Balance Sheet
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12 GARBIS: Seeks to Hire A.Y. Strauss LLC as Bankruptcy Counsel
---------------------------------------------------------------
12 Garbis RQ LLC seeks approval from the U.S. Bankrutpcy Court for
the Eastern District of New York to hire A.Y. Strauss LLC as
counsel.
The firm's services include:
(a) providing the Debtor with advice and preparing all
necessary documents regarding debt restructuring, bankruptcy and
asset dispositions;
(b) taking all necessary actions to protect and preserve the
Debtor's estate during the pendency of this Chapter 11 Case;
(c) preparing on behalf of the Debtor, as
debtor-in-possession, all necessary motions, applications, answers,
orders, reports and papers in connection with the administration of
this Chapter 11 Case;
(d) counseling the Debtor with regard to its rights and
obligations as debtor-in-possession;
(e) appearing in Court to protect the interests of the Debtor;
and
(f) performing all other legal services for the Debtor which
may be necessary and proper in these proceedings and in furtherance
of the Debtor's operations.
The firm's hourly billing rates are as follows:
Partners $500 to $650
Counsel $475
Associates $425 to $450
Paralegals $200
The firm agreed to cap its attorney hourly rate at $525 per hour,
plus costs and expenses.
The firm received a retainer in the amount of $17,000, inclusive of
the filing fee.
Eric Horn, Esq., a partner at A.Y. Strauss, disclosed in a court
filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Eric H. Horn, Esq.
Heike M. Vogel, Esq.
James P. Mansfield, Esq.
A.Y. STRAUSS, LLC
101 Eisenhower Parkway, Suite 412
Roseland, NJ 07068
Tel: (973) 287-5006
Fax: (973) 226-4104
About 12 Garbis RQ LLC
12 Garbis RQ is the fee simple owner of real property located at 12
Garbis Lane, East Hampton, NY 11937 valued at $2.5 million.
12 Garbis RQ LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
24-43640) on September 4, 2024, listing $2,500,000 in assets and
$4,769,769 in liabilities. The petition was signed by David
Goldwasser as manager.
Judge Nancy Hershey Lord presides over the case.
Eric H Horn, Esq. at A.Y. Strauss represents the Debtor as counsel.
1847 HOLDINGS: Sells Subsidiary to BFS Group for $17 Million
------------------------------------------------------------
1847 Holdings LLC disclosed in a Form 8-K filed with the Securities
and Exchange Commission that it entered into an asset purchase
agreement with BFS Group LLC (the "Buyer"), and the Company's
majority owned subsidiary High Mountain Door & Trim Inc. ("HMDT"),
pursuant to which the Company agreed to sell substantially all of
the assets of HMDT to the Buyer. The closing of the Disposition
was completed on Sept. 30, 2024.
Pursuant to the terms of the Purchase Agreement, the Buyer acquired
HMDT for an aggregate cash only purchase price of $17,000,000,
subject to certain pre-closing and post-closing adjustments. At
closing, the Purchase Price was subject to a working capital
adjustment and was also reduced by the amount of outstanding
indebtedness repaid at closing (as more particularly described
below) or assumed by the Buyer, as well as certain transaction
expenses. Additionally, the Purchase Price was reduced by
$1,700,000, which may be used for certain post-closing payments.
The Purchase Price is also subject to a post-closing adjustment.
Under this provision, HMDT delivered to the Buyer an estimated
closing statement forth the estimated closing date payment amount,
which included, among other things, HMDT's estimate of the net
working capital of HMDT and its business as of the closing date,
calculated in accordance with the Purchase Agreement. Within 90 to
120 days following the closing date, the Buyer must deliver to HMDT
a final closing statement setting forth its determination of the
actual closing date payment amount, including, among other things,
the Buyer's determination of the Net Working Capital as of the
closing date. If the actual closing date payment amount exceeds
the estimated closing date payment amount, the Buyer must, within
ten business days, pay to HMDT an amount of cash that is equal to
such excess. If the estimated closing date payment amount exceeds
the actual closing date payment amount, HMDT must, within ten
business days, pay to the Buyer an amount in cash equal to such
excess. If HMDT fails to make such payment, the Buyer will have the
right to recover such amount from the Holdback Amount.
Under the Purchase Agreement, the Buyer must use commercially
reasonable efforts in the ordinary course of business to collect
accounts receivable in a manner no less rigorous than the
collection efforts used in Buyer's own business operations, but is
entitled to compensation for any uncollected accounts from the
Holdback Amount. In addition, the Purchase Agreement provides that
the Buyer must use commercially reasonable efforts in the ordinary
course of business to finish and sell any special order or custom
inventory that was included in the final net working capital, but
is entitled to compensation, on the one-year anniversary of the
closing, for any unsold special order or custom inventory from the
Holdback Amount.
The Purchase Agreement contains customary representations,
warranties and covenants, including customary restrictive
covenants.
The Purchase Agreement also contains mutual indemnification for
breaches of representations or warranties and failure to perform
covenants or obligations contained in the Purchase Agreement. In
the case of the indemnification provided by the Company and HMDT
with respect to breaches of certain non-fundamental representations
and warranties, the Company and HMDT will only become liable for
indemnified losses if the amount exceeds an aggregate of $85,000,
whereupon the Company and HMDT will be liable for all losses from
the first dollar of such losses, provided that the liability of the
Company and HMDT for breaches of certain non-fundamental
representations and warranties shall not exceed $1,700,000. In the
case of the indemnification provided by the Buyer with respect to
breaches of certain non-fundamental representations and warranties,
the Buyer will only become liable for indemnified losses if the
amount exceeds an aggregate of $85,000, whereupon the Buyer will be
liable for all losses that exceed such threshold, provided that the
liability of the Buyer for breaches of certain non-fundamental
representations and warranties shall not exceed $1,700,000.
Original Issue Discount Promissory Note
On June 28, 2024, the Company's subsidiary, 1847 Cabinet Inc., a
Delaware corporation, issued an original issue discount promissory
note to Breadcrumbs Capital LLC with a principal amount of up to
$2,472,000, which is secured by a lien on all the assets of 1847
Cabinet and its subsidiaries, including the assets of HMDT. In
connection with the Disposition and the release of the lien on
HMDT's assets in connection therewith, $1,102,038 of the Purchase
Price was used to pay down the Breadcrumbs Note.
Secured Convertible Promissory Notes
On Oct. 8, 2021, the Company issued two secured convertible
promissory notes in the principal amount of $16,900,000 and
$7,860,000 to SILAC Insurance Company and a secured convertible
promissory note in the principal amount of $100,000 to Leonite
Capital LLC. Thereafter, (i) on Sept. 1, 2023, SILAC entered into
a securities purchase agreement with Altimir Partners LP, pursuant
to which Altimir agreed to purchase the secured convertible
promissory note in the principal amount of $16,900,000, $765,306.12
of which was then acquired by Leonite, and (ii) on December 1,
2023, SILAC entered into a securities purchase agreement with
Beaman Special Opportunities Partners, LP, pursuant to which Beaman
purchased that the secured convertible promissory note in the
principal amount of $7,860,000. All of the foregoing notes were
secured by all of the assets of HMDT. In connection with the
Disposition and the release of the lien on HMDT's assets in
connection therewith, $5,815,767.91 of the Purchase Price was paid
to Altimir and $2,819,710.83 of the Purchase Price was paid to
Beaman.
6% Subordinated Convertible Promissory Notes
On Oct. 8, 2021, 1847 Cabinet issued 6% subordinated convertible
promissory notes in the aggregate principal amount of $5,880,345 to
Steven J. Parkey and Jose D. Garcia-Rendon. In connection with the
Disposition, $3,207,057.94 of the Purchase Price was used to repay
the remaining principal and interest of the notes in full.
About 1847 Holdings
Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com --
is an acquisition holding company focused on acquiring and managing
a group of small businesses, which the Company characterizes as
those with an enterprise value of less than $50 million, in a
variety of different industries headquartered in North America.
Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated April 25, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
working capital deficit, which raises substantial doubt about its
ability to continue as a going concern.
265 CHERRY: Secured Party Sets Nov. 20 Online Auction
-----------------------------------------------------
265 South Street 2 LLC ("secured party") will offer for sale at
public auction (i) all of 265 Cherry Street Holder LLC's
("pledgor") rights, title, and interests in and to the following:
265 Cherry Street Owner LLC ("pledged entity"), and (ii) certain
related rights and property.
Secured Party's understanding is that the principal asset of the
pledged entity is the premises located at 265 Cherry Street, New
York, New York ("property").
Mannion Auctions LLC, under the direction of Matthew D. Mannion or
William Mannion, will conduct a public auction via online on Nov.
20, 2024, at 3:30 p.m., in satisfaction of and indebtedness in the
approximate amount of $8,094,388.60, including principal, interest
on principal and reasonable fees and costs, plus default interest
through Nov. 12, 2024, subject to open charges and all additional
costs, fees and disbursements permitted by law. The Secured Party
reserves the right to credit bid.
Online bidding will be made available via Zoom meeting: Meeting
link: https://bit.ly/CherrySouth; Meeting ID: 869 3148 8221;
Passcode 027183; Dial by your location: +1 646 931 3860 US.
On tap mobile: +16469313860,,86931488221#,,,,*027183# US
Interested parties who intend to bid on the collateral must contact
David Schechtman at Meridian Capital Group, One Battery Park Plaza,
26th Floor, New York, New York 10004, (212) 468-6907,
dschechtman@meridiancapital.com, to receive the terms and
conditions of the sale and bidding instructions by Nov. 10, 2024,
by 4:00 p.m. Upon execution of a standard confidentiality and
non-disclosure agreement, which can be found at the following link
https://www.265southUCC.com, additional documentation and
information will be available.
Attorneys for the Secured Party can be reached at:
Jerod C. Feuerstein, Esq.
Kriss & Feuerstein LLP
360 Lexington Avenue, Suite 1200
New York, New York 10017
Tel: (212) 661-2900
420 INVESTMENTS: Seeks CCAA Relief to Commence Sale; KSV as Monitor
-------------------------------------------------------------------
420 Investments Ltd., 420 Premium Markets Ltd., and Green Rock
Cannabis (EC 1) Limited ("NOI Entities") commenced restructuring
proceedings by filing a Notice of Intention to Make a Proposal
("NOI") pursuant to Section 50.4(1) the Bankruptcy and Insolvency
Act(Canada), R.S.C. 1985, c. B-3 and KSV Restructuring Inc. ("KSV")
was appointed as Proposal Trustee.
On Sept. 19, 2024, the NOI Entities and 420 Dispensaries Ltd
(together with the NOI Entities) sought to terminate the NOI
proceedings and sought protection under the Companies' Creditors
Arrangement Act ("CCAA"). Pursuant to an initial order ("Initial
Order") granted by the Court of King’s Bench of Alberta ("Court")
which ordered and declared, amongst other things: (i) the FOUR20
group are companies to which the CCAA applies; (ii) continuation of
the NOI proceedings under the CCAA; (iii) a stay of proceedings
against the Companies; and (iv) the termination of the NOI
proceedings. Pursuant to the Initial Order, KSV was appointed as
the Court-appointed monitor ("Monitor"). Further on Sept. 19,
2024, the Court issued an amended and restated initial order.
The purpose of the CCAA proceeding is: (i) for the Companies to
remain in a formal process for the benefit of its creditors and
stakeholders; and (ii) undertake a Court-supervised sale and
investment solicitation process ("SISP") to enter into a sale or
other strategic transaction in respect of the Companies and their
assets.
Pursuant to the Amended and Restated Initial Order, a stay of
proceedings remains in place until Dec. 16, 2024 ("Stay of
Proceedings"). The Court may extend the Stay of Proceedings from
time to time.
A copy of the materials filed in the restructuring proceedings are
available on the Monitor’s website at
https://www.ksvadvisory.com/experience/case/420.
The monitor can be reached at:
KSV Restructuring Inc.
Attn: Andrew Basi
Ross Graham
1165, 324 - 8 Avenue SW
Calgary, AB T2P 2Z2
Email: abasi@ksvadvisory.com
rgraham@ksvadvisory.com
Counsel for the Monitor:
Bennett Jones LLP
Attn: Michael Selnes
4500 Bankers Hall East
855 2 Street SW
Calgary, AB T2P 4K7
Email: selnesm@bennettjones.com
Counsel to 420 Investments:
Stikeman Elliott LLP
Attn: Karen Fellowes, K.C.
Natasha Doelman
4200 Bankers Hall West
888 3 Street SW
Calgary, AB T2P 5C5
Email: kfellowes@stikeman.com
ndoelman@stikeman.com
420 Investments Ltd engages in cannabis retail sales in western
Canada.
5220 TROOST: Claims Will be Paid from Property Sale/Refinance
-------------------------------------------------------------
5220 Troost LLC filed with the U.S. Bankruptcy Court for the
Western District of Missouri a First Amended Disclosure Statement
describing First Amended Plan of Reorganization dated September 3,
2024.
The Debtor was organized in 2016 to purchase and renovate the
building at 5220 Troost Ave, Kansas City, MO into 110 beds of
student housing for Rockhurst and UMKC off-campus living.
The renovations were completed in 2018 and operated at near full
capacity until COVID sent the students home for the remainder of
the 2020 Spring semester, and then on-line classes kept students at
home for the Fall of 2020 and Spring of 2021 semester. Students
were paying rent monthly, which stopped mid-way through the Spring
of 2020. The utilities, taxes and services, along with the mortgage
payments were paid until funds ran out.
Community National Bank called its Note due. The Debtor negotiated
with Community National Bank with the hope of entering into a
forbearance agreement. The talks stalled and a foreclosure sale was
scheduled. This bankruptcy was filed to stay that foreclosure
action. A partner in the company, but not a guarantor of the Note,
is behind on equity contributions in exchange for Historic Tax
Credits awarded through the project and a demand was made upon that
member. A settlement was reached and a Motion is pending as to that
settlement.
Class Four includes all Allowed General Unsecured Nonpriority
Claims with non-insider Creditors. This class includes a total of
$2,875.00 in claims (CBIZ MHM LLC $2,245, Energize Electronics,
Inc. $270, and Keller Fire & Safety, Inc. $360). There is one claim
included in this Class which is disputed: Spectrum Business of
$1,848.42. After the Class One Claimant is paid in full, and if
there are any assets remaining, Class Four Claims shall be paid in
full or in part if sufficient proceeds exist. Should there be
insufficient funds to pay the Allowed Unsecured Non-Priority Claims
in full, the Allowed Unsecured Non-Priority Claims will be paid
prorata from the liquidation of any other assets of the Debtor.
Class Five includes All Allowed General Unsecured Nonpriority
Claims with insider-affiliated-related companies. This class
includes Abernathy 2, LLC of $15,402 and Foutch Brothers, LLC of
$23,702.42. These total $39,104.42. These are Allowed Unsecured
Claims which are subordinated to any Allowed Unsecured Non Priority
Claims in Class Four.
Class Six includes all claims of Members of this Debtor. These are
Allowed Unsecured Claims which are subordinated to any Allowed
Unsecured Non-Priority Claims in Classes Four and Five. Class Six
Members of the Debtor will only receive repayment of their
investments prorata if all other claims are fully paid.
The Debtor will sell the Property. A sale is expected to be
completed by December 31, 2025, If Debtor does not have a buyer by
December 31, 2025, Debtor will attempt to refinance the loan. If
Debtor is unable to refinance or sell by December 31, 2025, the
Debtor will surrender the Property to CNB.
A full-text copy of the First Amended Disclosure Statement dated
September 3, 2024 is available at https://urlcurt.com/u?l=aIdAhB
from PacerMonitor.com at no charge.
Attorneys for the Debtor:
Erlene W. Krigel, Esq.
KRIGEL & KRIGEL, P.C.
4520 Main Street, Suite 700
Kansas City, MO 64111
Tel: (816) 756-5800
Fax: (816) 756-1999
Email: ekrigel@krigelandkrigel.com
About 5220 Troost
5220 Troost, LLC, owns a residential rental building for college
students or VA individuals, having an appraised value of $9.96
million.
5220 Troost filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 24-50075) on
March 6, 2024, listing $12,189,906 in assets and $8,456,350 in
liabilities. The petition was signed by Steven Foutch as managing
member of 5220 Troost Manager LLC, member of Debtor.
Judge Cynthia A. Norton presides over the case.
Erlene W. Krigel, Esq., at Krigel & Krigel, PC, represents the
Debtor as counsel.
903 LAKE FRONT: Unsecured Creditors Unimpaired in Plan
------------------------------------------------------
903 Lake Front Drive, LLC filed with the U.S. Bankruptcy Court for
the District of Maryland a Disclosure Statement for Chapter 11 Plan
of Reorganization dated September 2, 2024.
The Debtor's sole asset is the real property commonly known as 903
Lake Front Drive, Bowie, Maryland 20721, together with the
improvements thereupon (the "Real Estate").
The Debtor was lured fraud and representation to form a Maryland
limited liability company on October 27, 2021. The Debtor acquired
the Real Estate on or about November 3, 2021, with a deed thereto
being recorded on or about January 28, 2022 in the name of the
LLC.
As evidenced by the creditor's statement, the Debtor has acquired,
owned, controlled, operated, or otherwise enjoyed possession of any
other real estate asset believing it to be owned by Marteese Green
the Guarantor. It is not believed that the debtor has ever
conducted any business other than the operation of real estate. The
Debtor along with the Real Estate Agent and the Mortgage Lender
were fully aware of the circumstances surrounding the loan made to
the recently created LLC Debtor.
The Real Estate is believed to be a four-bedroom, three-and-one
half bathroom single-family home, with approximately 4,152 square
feet of living space. The Debtor acquired a loan from WCP for
$471,920.00. The debtor made a downpayment of $160,000.
The Debtor has scheduled the Real Estate asset as being worth
$654,700.00. The parcel and improvements are tax assessed at
$644,500.00. Debtor has made $29,000 in improvement and the Debtor
has not scheduled any other assets because the LLC only hold one
asset. Debtor holds certain Causes of Action against WCP and the
Real Estate Professional and others.
The Plan provides for that Debtor pays off WCP arrears and makes
plan payment until the loan is paid in full. Debtor by Guarantor is
able to pay off or refinance the loan.
The Plan provides for the following classifications of creditors'
claims:
* Class 1 consists of Allowed Secured Claim of WCP. Class 1
consists of all secured claims held by WCP against the Debtor. It
is anticipated this class will be paid in part, but not full, under
the Plan.
* Class 2 consists of Allowed Secured Claim of Prince George's
County, Maryland. Class 2 consists of the allowed Secured Claim of
Prince George's County, Maryland in an amount owed, as of the
Petition Date, of $8,205.83. Class 2 will be paid, in full, under
the Plan.
* Class 3 consists of Allowed Unsecured Claims. It is not
believed that there exist any general unsecured Claims in this
case. To the extent any such Claims are subsequently recognized,
they will be placed in Class 3. It is not reasonably believed Class
3 will take anything under the Plan. Class 3 is an unimpaired class
so long as it has no members; should Class 3 gain any membership,
Class 3 will be an impaired class.
The Plan is for reorganization. The Plan provides for the Real
Estate to be paid off in a feasible plan with no risk to the
creditor who has adequate protection. Therefore, creditor under
Chapter 11 or 13 would make regular mortgage payments to satisfy
arrears and either refinance or other pay off the mortgage.
A full-text copy of the Disclosure Statement dated September 2,
2024 is available at https://urlcurt.com/u?l=LpufZ0 from
PacerMonitor.com at no charge.
Counsel for the Plan Proponent:
Charles E. Walton, Esq.
Walton Law Group, LLC
10905 Fort Washington Road Sutie 201
Fort Washington, MD 20744
About 903 Lake Front Drive
903 Lake Front Drive, LLC, was formed as a Maryland limited
liability company on October 27, 2021.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 24-11815) on March 4, 2024,
with $500,001 to $1 million in assets and liabilities.
Judge Maria Ellena Chavez-Ruark presides over the case.
Charles Earl Walton, Esq., at Walton Law Group, Llc, is the
Debtor's legal counsel.
9TH STREET GP: Hits Chapter 11 Bankruptcy Protection
----------------------------------------------------
9th Street GP LLC filed Chapter 11 protection in the Northern
District of Texas. According to court filing, the Debtor reports
between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
About 9th Street GP LLC
9th Street GP LLC is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
9th Street GP LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-33033) on September
30, 2024. In the petition filed by Daniel C. Blackburn, as
president, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
The Debtor is represented by:
Robert Buchholz, Esq.
THE LAW OFFICE OF ROBERT W. BUCHHOLZ, P.C.
5220 Spring Valley Road, Suite 618
Dallas, TX 75254
Tel: (214) 754-5500
Email: BOB@ATTORNEYBOB.COM
ADORE BRIDAL: Hires Rafool & Bourne P.C. as Bankruptcy Counsel
--------------------------------------------------------------
Adore Bridal & Specialty, LLC seeks approval from the U.S.
Bankruptcy Court for the Central District of Illinois to hire
Rafool & Bourne, P.C. as its bankruptcy counsel.
The Debtor requires legal counsel to:
(a) give advice regarding the rights, powers and duties of the
Debtor in connection with the administration of its bankruptcy
estate and the disposition of its property;
(b) take necessary actions with respect to claims that may be
asserted against the Debtor and property of its estate;
(c) prepare legal papers;
(d) represent the Debtor with respect to inquiries and
negotiations concerning creditors of its estate and property;
(e) initiate, defend or otherwise participate on behalf of the
Debtor in all proceedings before the bankruptcy court or any other
court of competent jurisdiction; and
(f) perform other necessary legal services.
The firm will be paid at the rate of $300 per hour, plus
reimbursement of expenses incurred.
Prior to the petition date, the firm received a retainer of $20,000
from the Debtor.
Sumner Bourne, Esq., a partner at Rafool & Bourne, 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:
Sumner A. Bourne, Esq.
Rafool & Bourne, PC
401 Main Street, Suite 1130
Peoria, IL 61602
Tel: (309) 673-5535
Fax: (309) 673-5537
Email: notices@rafoolbourne.com
About Adore Bridal & Specialty, LLC
Adore Bridal & Specialty, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bank. C.D. Ill.
Case No. 24-80731) on September 21, 2024, listing $500,001 to $1
million in assets and $1,000,001 to $10 million in liabilities.
Judge Peter W Henderson presides over the case.
Sumner A. Bourne, Esq. at Rafool & Bourne P.C. represents the
Debtor as counsel.
ADVANCED CARE: Plan Exclusivity Period Extended to Nov. 17
----------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida extended Advanced Care Hospitalists,
PL's exclusive periods to file a plan of reorganization and obtain
acceptance thereof to November 17, 2024.
As shared by Troubled Company Reporter, 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.
ADVENTURE COAST: Seeks to Hire Keck Legal as Bankruptcy Counsel
---------------------------------------------------------------
Adventure Coast, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire Keck Legal, LLC as its
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;
e. performing all other legal services for Debtor as
debtor-in-possession that may be necessary.
The firm will be paid at these rates:
Benjamin R. Keck $445 per hour
Vicki Travis $350 per hour
Maysen Moorehead $195 per hour
Molly Wilson $150 per hour
Selah Owusu $95 per hour
Miguel Quinonez $95 per hour
The firm will be paid a intial retainer in the amount of $27,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Benjamin R. Keck, Esq., a partner at Law Firm of Keck Legal,
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:
Benjamin R. Keck, Esq.
Law Firm of Keck Legal
Druid Chase
2801 Buford Highway NE, Suite 115
Atlanta, GA 30329
Tel: (470) 826-6020
About Adventure Coast, LLC
Adventure Coast, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankrutpcy Code (Bankr. N.D. Ga. Case No.
24-60023) listing $1,000,001 to $10 million in both assets and
liabilities. Benjamin R Keck, Esq. at Keck Legal, LLC represents
the Debtor as counsel.
AIRNET TECH: Reports $19.9-Mil. Net Income in H1 2024
-----------------------------------------------------
AirNet Technology Inc. filed with the U.S. Securities and Exchange
Commission its unaudited interim consolidated financial statements
for the first half of 2024, reporting a net income of $19.9 million
on $193,000 in revenue for the six months ended June 30, 2024,
compared to a net loss of $3.7 million on $538,000 in revenue for
the same period in 2023.
The company said, "We incurred loss from continuing operations of
$2.2 million and $2.3 million for the six months ended June 30,
2023 and 2024, respectively. As of June 30, 2024, we had an
accumulated deficit of $298.9 million and a working capital
deficiency of $26.9 million. These conditions raise substantial
doubt about our ability to continue as a going concern."
"We intend to meet the cash requirements for the next 12 months
from the date of this report through business restructuring plan
and private placement. In February 2024, we entered into share
transfer agreement with Hainan Oriental Meitong Technology
Partnership to sell the 33.67% equity interest we held in Unicom
AirNet (Beijing) Network Co., Ltd for a consideration of RMB197
million. On April 15, 2024, we completed a private placement of
US$5.7 million with certain investors. As a result, our management
prepared the unaudited condensed consolidated financial statements
assuming our company will continue as a going concern. As described
above, we had a working capital deficiency and generated negative
cash flows from operations. These conditions raise substantial
doubt about our ability to continue as a going concern.
Management's plans in regard to these matters are also described
above. We may need to raise additional funds to meet our
obligations and sustain our operations. However, there is no
assurance that the measures above can be achieved as planned. The
consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty."
"We generally deposit our excess cash in interest-bearing bank
accounts. Although we consolidate the results of the VIEs in our
consolidated financial statements, we can only receive cash
payments from them pursuant to our contractual arrangements with
them and their shareholders. Our principal uses of cash primarily
include contractual concession fees and other investments and, to a
lesser extent, salaries and benefits for our employees and other
operating expenses. We expect that these will remain our principal
uses of cash in the foreseeable future. We may also use additional
cash to fund strategic acquisitions."
As of June 30, 2024, the Company had $96.4 million in total assets,
$85.1 million in total liabilities, and $11.3 million in total
equity
Full-text copy of the Company's reports attached on Form 6-K with
the Securities and Exchange Commission are available at:
https://tinyurl.com/2hzp4mc7
About AirNet Technology
AirNet Technology Inc. was incorporated in the Cayman Islands on
April 12, 2007. AirNet, its subsidiaries, through its variable
interest entities and the VIEs' subsidiaries, operate its
out-of-home advertising network, primarily air travel advertising
network, in the People's Republic of China. The Company also
conducts cryptocurrencies mining business operations by its Hong
Kong subsidiary, Blockchain Dynamics Limited.
As of December 31, 2023, the Company had $115.1 million in total
assets, $101.8 million in total liabilities, and $13.4 million in
total equity.
Singapore-based Audit Alliance LLP, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
April 26, 2024, citing that the Company has a history of operating
losses and negative operating cash flows and has negative working
capital of approximately $56 million as of December 31, 2023. These
conditions indicate that a material uncertainty exists that raise
substantial doubt on the Company's ability to continue as a going
concern, the auditor said.
AMARYLLIS THERAPY: Seeks 30-Day Extension of Plan Filing Deadline
-----------------------------------------------------------------
Amaryllis Therapy Network, Inc., asked the U.S. Bankruptcy Court
for the District of Colorado to extend its period to file a Chapter
11 Subchapter V Plan of Reorganization for 30 days.
The Debtor explains that it needed to reconcile various books and
accounts, while it had some control over when the 2023 tax return
was filed. These errors required correction before the Debtor could
file its 2023 tax return. The Debtor is working diligently to
reconcile the numbers from the 2023 tax returns with the numbers
from 2024 to ensure it provides accurate projections for its Plan.
The Debtor claims that it seeks an extension of only 30 days so it
may completely reconcile the numbers from the 2023 tax return with
the numbers from 2024. The Debtor must reconcile these numbers to
provide accurate projections for the Plan. The projections will aid
the creditors in deciding whether to confirm the Debtor's Plan.
Therefore, the Debtor requires more time to ensure its projections
are accurate and realistic.
The Debtor asserts that it only seeks a 30-day extension, far less
than the 180-day exclusivity period for a regular Chapter 11 debtor
under Section 1121(e)(1). As such, the Debtor asserts the requested
extension is reasonable under the circumstances. The Debtor intends
to file its Plan before the expiration of the 30-day extension.
The Debtor further asserts that it has complied with all other
obligations under the Bankruptcy Code including, among other
things, monthly operating reports. The Debtor continues to
cooperate with various creditors, including the Colorado Department
of Revenue, to efficiently administer this case. The Debtor has not
sought any other extensions of time to file a proposed Plan.
Amaryllis Therapy Network, Inc. is represented by:
K. Jamie Buechler, Esq.
Michael C. Lamb, Esq.
BUECHLER LAW OFFICE, LLC
999 18th Street, Suite 1230-S
Denver, CO 80202
Tel: (720) 381-0045
Fax: (720) 381-0382
Email: jamie@kjblawoffice.com
mcl@kjblawoffice.com
About Amaryllis Therapy Network
Amaryllis Therapy Network, Inc., filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo.
Case No. 24-13442) on June 20, 2024, listing $100,001 to $500,000
in assets and $500,001 to $1 million in liabilities.
Kelsey Jamie Buechler, Esq., at Buechler Law Office, LLC, is the
Debtor's counsel
AMERICAN TIRE: $1BB Bank Debt Trades at 43% Discount
----------------------------------------------------
Participations in a syndicated loan under which American Tire
Distributors Inc is a borrower were trading in the secondary market
around 57.3 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1 billion Term loan facility is scheduled to mature on October
23, 2028. The amount is fully drawn and outstanding.
American Tire Distributors, Inc. distributes motor vehicle parts.
The Company offers custom wheels, tires, and other related
products. American Tire Distributor serves customers in the United
States.
ANASTASIA PARENT: $650MM Bank Debt Trades at 31% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Anastasia Parent
LLC is a borrower were trading in the secondary market around 68.8
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $650 million Term loan facility is scheduled to mature on
August 11, 2025. The amount is fully drawn and outstanding.
Anastasia Parent, LLC is the parent company of Anastasia Beverly
Hills, Inc., a prestige cosmetics brand that focuses on eyebrow
shaping products.
ANTIA'S TENDER: Seeks to Hire Falcone Law as Bankruptcy Counsel
---------------------------------------------------------------
Antia's Tender Touch LLC seeks approval from the U.S. Bankrutpcy
Court for the Northern District of Georgia to hire The Falcone Law
Firm, PC.
The Debtor requires legal counsel to:
(a) advise, assist, and represent the Debtor regarding its
rights, powers, duties, and obligations in the administration of
its Chapter 11 case;
(b) advise, assist, and represent the Debtor in connection with
the analysis of its assets, liabilities, financial condition, and
other matters related to its business;
(c) advise, assist, and represent the Debtor in the preparation,
negotiation, and implementation of a plan of reorganization;
(d) advise, assist, and represent the Debtor regarding
objections to or subordination of claims and other litigation as
required by the Debtor;
(e) advise, assist, and represent the Debtor regarding the
rejection of assumption and potential assignment of any executory
contracts or unexpired leases;
(f) advise, assist, and represent the Debtor regarding
applications, motions or complaints concerning the use of the
estate's assets and similar matters;
(g) advise, assist, and represent the Debtor regarding the sale
or other dispositions of any assets of the estate;
(h) prepare legal papers;
(i) assist the Debtor regarding the proper receipt, disbursement
and accounting of funds and property of the estate; and
(j) perform any and all other legal services related to the
Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Senior Attorneys $450
Associate Attorneys $325
Paralegals $200
Administrative Assistants $100
The firm has received a security deposit of $30,000 from the
Debtor.
Ian Falcone, Esq., a partner at Falcone Law Firm, 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 through:
Ian M. Falcone, Esq.
The Falcone Law Firm, PC
363 Lawrence Street
Marietta, GA 30060
Telephone: (770) 426-9359
Email: Imffalconefirm.com
About Antia's Tender Touch LLC
Antia's Tender Touch LLC sought protection for relief under Chapter
11 of the Bankrutpcy Code (Bankr. N.D. Ga. Case No. 24-58635) on
August 19, 2024, listing under $1 million in both assets and
liabilities. Ian M. Falcone, Esq. at THE FALCONE LAW FIRM, P.C.
represents the Debtor as counsel.
APEX AG SOLUTIONS: Case Summary & One Unsecured Creditor
--------------------------------------------------------
Debtor: Apex Ag Solutions, LLC
5532 Arba Pike
Richmond IN 47374
Business Description: Apex Ag is a diversified full-service
industrial contractor specializing in grain,
aggregate and industrial maintenance.
Chapter 11 Petition Date: October 6, 2024
Court: United States Bankruptcy Court
Southern District of Indiana
Case No.: 24-05408
Judge: Hon. James M Carr
Debtor's Counsel: KC Cohen, Esq.
KC COHEN, LAWYER, PC
1915 Broad Ripple Ave.
Indianapolis, IN 46220
Tel: 317-715-1845
Email: kc@esoft-legal.com
Total Assets: $1,467,920
Total Liabilities: $2,094,515
The petition was signed by Torey Hunt as president.
The Debtor listed Daily Feed and Grain, Inc. as its sole unsecured
creditor.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/MFHWQDY/Apex_Ag_Solutions_LLC__insbke-24-05408__0001.0.pdf?mcid=tGE4TAMA
APHEX HOLDINGS: Taps Kelley Kaplan & Eller as Bankruptcy Counsel
----------------------------------------------------------------
Aphex Holdings, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to hire Kelley Kaplan & Eller,
PLLC as counsel.
The firm will provide these services:
(a) give advice to the Debtor with respect to its powers and
duties as a Debtor in possession and the continued management of
its business operations;
(b) advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) prepare motions, pleadings, orders, applications, adversary
proceedings, and other legal documents necessary in the
administration of the case;
(d) protect the interest of the Debtor in all matters pending
before the court; and
(e) represent the Debtor in negotiation with its creditors in
the preparation of a plan.
The firm will be paid at these rates:
Attorneys $525 per hour
Paralegals $155 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm received a retainer in the amount of $42,500.
Dana Kaplan, Esq., a partner at Kelley Kaplan & Eller, 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:
Dana Kaplan, Esq.
KELLEY KAPLAN & ELLER, PLLC
1665 Palm Beach Lakes Blvd
The Forum - Suite 1000
West Palm Beach, FL 33401
Tel: (561) 491-1200
Email: dana@kelleylawoffice.com
About Aphex Holdings, Inc.
Aphex Holdings is the fee simple owner of the real property located
at 2960 SW 23 Terrace #107 & #108, Dania Beach FL 33312 valued at
$850,000 and another real property located at 3580 & 3590 SW 30
Avenue, Hollywood, FL 33312 valued at $3 million.
Aphex Holdings, Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
24-19588) on September 18, 2024, listing $3,850,173 in assets and
$5,360,000 in liabilities. The petition was signed by Bryan Hacht
as owner.
Judge Peter D Russin presides over the case.
Craig I. Kelley, Esq. at KELLEY KAPLAN & ELLER, PLLC represents the
Debtor as counsel.
ARHT MEDIA: Ceases Operations After Bankruptcy Filing
-----------------------------------------------------
ARHT Media Inc. has announced that it has filed for bankruptcy
under the Bankruptcy and Insolvency Act. MNP Ltd. has been
appointed as the Licensed Insolvency Trustee. The Company has laid
off its employees and contractors, and its operations ended on
October 4, 2024.
This process will also impact the Company's subsidiaries -- ARHT
Media USA, Inc., Be There Networks Inc., ARHT Media UK Limited,
ARHT Media Singapore Pte Ltd. and ARHT Asia Limited.
While ARHT has been successful in reducing its overall cost
structure, it has been unable to secure the additional financing
required to fund the operations until such time as it achieves
large scale rollouts of its holographic products. Subsequent to the
filing of the assignment into bankruptcy, the Licensed Insolvency
Trustee may request certain key employees to provide assistance
with its administration. Contemporaneously with the filing the
board of directors of ARHT has resigned.
For Further Information, please contact:
Sheldon Title
Senior Vice President
MNP Ltd
Telephone: (416) 263-6945
About ARHT
ARHT is a pioneer and the global leader in live hologram
technology. Thanks to its patented end-to-end technology,
executives, medical experts, educators, entertainers, and thought
leaders can travel at the speed of light to any destination. ARHT
was founded in 2014 and is publicly traded on the TSX Venture
Exchange.
ARTICO COLD STORAGE: Gets OK to Use Cash Collateral Until Oct. 15
-----------------------------------------------------------------
Artico Cold Storage Chicago, LLC received interim approval from the
U.S. Bankruptcy Court for the Northern District of Illinois to use
the cash collateral of Wintrust Bank, N.A. through Oct. 15.
As of March 18, the company's pre-bankruptcy debt to Wintrust
stands at approximately $1.87 million.
The interim order authorized the company to use cash collateral in
line with its court-approved budget. The company, however, is
prohibited from using proceeds from an insurance claim without
prior approval from the lender.
To safeguard Wintrust's interests, the order granted the lender
replacement liens on Artico's assets. To the extent such protection
proves insufficient, the lender is entitled to a super-priority
administrative claim.
The next hearing is scheduled for Oct. 16.
About Artico Cold Storage Chicago
Artico Cold Storage Chicago, LLC is a premier full-service public
refrigerated warehouse. It offers local and regional transportation
solutions. Strategically located in an approximately
220,000-square-foot building in Chicago's Stock Yards Industrial
Park, Artico offers a variety of services and employs the latest
technology to meet customer demands and increase accountability in
the cold chain.
The company has been in operation since April 2022, after acquiring
a 60-year-old operation. In May 2023, Artico transitioned to a new
warehouse management system, which did not operate as expected. The
transition disrupted operations, resulting in shipping delays and
errors and eventually the loss of several customers. Artico
estimates revenues declined by about 60% during this period. The
company has been diligently working to recover and restore business
operations but recovery has been slower than hoped.
Artico filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-04371) on March 26,
2024, with $1 million to $10 million in both assets and
liabilities.
Judge Deborah L. Thorne presides over the case.
William J. Factor, Esq., represents the Debtor as legal counsel.
ASTRA ACQUISITION: $500MM Bank Debt Trades at 89% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Astra Acquisition
Corp is a borrower were trading in the secondary market around 11.2
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $500 million Term loan facility is scheduled to mature on
October 25, 2029. The amount is fully drawn and outstanding.
Astra Acquisition Corp. is a provider of cloud-based software
solutions for higher educational institutions.
ASTRA ACQUISITION: $615.7MM Bank Debt Trades at 80% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Astra Acquisition
Corp is a borrower were trading in the secondary market around 20.4
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $615.7 million Term loan facility is scheduled to mature on
October 25, 2028. The amount is fully drawn and outstanding.
Astra Acquisition Corp. is a provider of cloud-based software
solutions for higher educational institutions.
AVENTIV TECHNOLOGIES: $1.03BB Bank Debt Trades at 23% Discount
--------------------------------------------------------------
Participations in a syndicated loan under which Aventiv
Technologies LLC is a borrower were trading in the secondary market
around 77.1 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1.03 billion Term loan facility is scheduled to mature on
November 1, 2024. The amount is fully drawn and outstanding.
Carrollton, Texas-based Aventiv Technologies LLC is a diversified
technology company that provides innovative solutions to customers
in the corrections and government services sectors. Aventiv is the
parent company to Securus Technologies and AllPaid.
AVENTIV TECHNOLOGIES: $288MM Bank Debt Trades at 70% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which Aventiv
Technologies LLC is a borrower were trading in the secondary market
around 29.9 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $288 million Term loan facility is scheduled to mature on
November 1, 2025. The amount is fully drawn and outstanding.
arrollton, Texas-based Aventiv Technologies LLC is a diversified
technology company that provides innovative solutions to customers
in the corrections and government services sectors. Aventiv is the
parent company to Securus Technologies and AllPaid.
AVISON YOUNG: $61.1MM Bank Debt Trades at 42% Discount
------------------------------------------------------
Participations in a syndicated loan under which Avison Young Canada
Inc is a borrower were trading in the secondary market around 57.8
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $61.1 million Term loan facility is scheduled to mature on
March 12, 2029. The amount is fully drawn and outstanding.
Avison Young (Canada) Inc. provides real estate services. The
Company offers consulting, advisory, lease administration,
investment and asset management, and mortgage services. Avison
Young (Canada) serves customers worldwide.
BIG LOTS: Closes More Texas Locations
-------------------------------------
Alexis Simmerman of USA Today Network reports that after announcing
mass closures nearly ten times the initial estimate, big box
discount store Big Lots has identified the locations that will be
shuttering permanently — including 11 Texas stores.
Ohio-based Big Lots filed for Chapter 11 bankruptcy in the District
of Delaware less than a month ago. The filing came with little
surprise after the retailer announced the closure of around 315
stores in August. The first indication of closures was made in July
2024, when Big Lots said it would close 35 to 40 stores in a
separate filing to the U.S. Securities & Exchange Commission.
How many Big Lots stores are closing?
Big Lots announced that 315 stores would close in a filing with the
U.S. Securities and Exchange Commission in August. A previous list
did not include any of the 116 Texas locations.
In early August 2024, the company's site showed 1,389 locations in
operation, down from 1,425 at the start of 2023. At the time, more
than 20% of Big Lots across the country were listed as "closing
soon." This included three-quarters of California's locations and a
significant number in Florida.
Of the Lone Star State's 116 Big Lots locations, 11 have been
listed for closure, according to court documents obtained by USA
TODAY. Here's the list:
* Amarillo: 3510 E. Interstate 40
* College Station: 1913 Texas Ave. S.
* Corpus Christi: 4101 Interstate Hwy 69 Access Rd.
* Fort Worth: 1255 Town Square Dr.
* Fort Worth: 6800 Overton Ridge Blvd.
* Katy: 923 S. Mason Rd.
* Mansfield: 989 N. Walnut Creek Dr. Ste. 151
* Nacogdoches: 4919 North St. Ste. 101
* Pearland: 2028 N. Main St.
* San Antonio: 6900 San Pedro Ave. Ste. 119
* Tomball: 27816 State Hwy 249
Reasons behind bankruptcy
The closures are due to a sales agreement with Nexus Capital
Management LP. The company has agreed to take over all of Big Lots'
assets and ongoing business operations. The move must be approved
by the bankruptcy court.
In a previous SEC filing, Big Lots cited financial troubles as the
reason behind the growing number of stores slated for closure.
Big Lots' June public filing painted a dark future for the company,
claiming that inflation has hindered American customers from
purchasing goods. The filing showed the possibility of bankruptcy,
stating the discount retailer may not be able to comply with its
credit agreement over the next year. According to the filing, that
"raises substantial doubt about the company's ability to continue
as a going concern."
"In 2024, the U.S. economy has continued to face macroeconomic
challenges including elevated inflation, which has adversely
impacted the buying power of our customers," Big Lots' SEC filing
said.
The retailer, like many others, has grappled with declining sales
amid rising prices and a downturn in consumer spending. According
to the financial disclosure, sales dropped 10.2% between the first
quarters of 2023 and 2024, equating to a loss of about $114.5
million.
Big Lots is among a handful of prominent restaurant and retail
chains that have filed for bankruptcy since the pandemic, including
Red Lobster, Rite Aid, Bed Bath & Beyond and Christmas Tree Shop.
Other retailers have announced rounds of location closures to cut
"underperforming" locations. Hooters, Walgreens, Sears, Kmart, J.C.
Penny and even Disney Stores are among those that have shuttered
stores across the nation since 2020.
Texas furniture store Conn's filed for bankruptcy in July and
announced the closure of all stores. Italian restaurant chain Buca
di Beppo filed for Chapter 11 bankruptcy in August.
About Big Lots
Big Lots (NYSE: BIG) -- http://www.biglots.com/-- is one of the
nation's largest closeout retailers focused on extreme value. The
Company is dedicated to being the big difference for a better life
by delivering bargains to brag about on everything for the home,
including furniture, decor, pantry and more. It fulfills its
mission to help customers "Live BIG and Save LOTS" with sourcing
strategies to grow extreme bargains through closeouts,
liquidations, overstocks, private labels, and value-engineered
products. The Big Lots Foundation, together with the Company's
customers, associates, and vendors, has delivered more than $176
million of philanthropic support to critical needs in hunger,
housing, healthcare, and education. On the Web: http://biglots.com/
On Sept. 9, 2024, Big Lots, Inc. and each of its subsidiaries
initiated voluntary Chapter 11 proceedings (Bankr. D. Del. Lead
Case No. 24-11967). The case is being administered by the Honorable
J. Kate Stickles.
Davis Polk & Wardwell LLP is serving as legal counsel, Guggenheim
Securities, LLC, is serving as financial advisor, AlixPartners LLP
is serving as restructuring advisor, and A&G Real Estate Partners
is serving as real estate advisor to the Company. Kroll is the
claims agent.
Kirkland & Ellis is serving as legal counsel to Nexus.
BRIDGEWATER CASTLE: Taps Michael Wyse of Wyse Advisors as CRO
-------------------------------------------------------------
Bridgewater Castle Rock Alf, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Colorado to employ Michael
Wyse of Wyse Advisors LLC as chief restructuring officer.
The CRO will provide these services:
a. make decisions with respect to the management and operation
of the Debtor's business, including, but not limited to, managing
outside professionals for the Debtor in such manner as the CRO
deems necessary or appropriate and consistent with the Bankruptcy
Code and applicable non-bankruptcy law;
b. analyze and evaluate all executory contracts, including the
management services agreement with Solterra Management Group, LLC;
c. assume a leadership role and participate with the Debtor's
management in ongoing communications with the Debtor's creditors,
contractors, vendors, and other stakeholders in the Bankruptcy
Case;
d. approve all aspects of cash receipts and disbursements,
determination of cash requirements for payment of accounts payable,
taxes, and all other operating expenses, if any;
e. analyze the business, the Project, financial condition, and
prospects of the Debtor;
f. approve all aspects of all reporting, including but not
limited to, periodic cash management reports as required by the
Creditor Parties and monthly operating reports;
g. retain professionals and contractors to immediately assist
in evaluating and preserving the value of the Project;
h. assume a leadership role in developing a plan of action for
the marketing and sale of the Project and consult with the Debtor's
counsel, the Creditor Parties, governmental authorities, and other
stakeholders, as is appropriate;
i. oversee and approve the assembly of financial information
to be issued relating to the sale of the Project as required;
j. organize and/or participate in meetings with contractors,
vendors, professionals, the Creditor Parties, governmental
authorities, and other stakeholders, as necessary;
k. engage in communications and negotiations with the Debtor's
creditors (including the Creditor Parties) and governmental
authorities;
l. review and assist with the preparation of information
required to enable the Debtor in fulfilling the related
responsibilities and financial requirements in the Bankruptcy Case
and other documents required under the Bankruptcy Code;
m. assist in evaluation of strategic transactions related to
the Project;
n. act as a liaison and coordinate information flow and
efforts between management of the Debtor and its advisors and
creditors and their advisors, as well as the U.S. Trustee's
office;
o. provide regular updates, including but not limited to
updates on reasonable request, to the Creditor Parties, any
official committees appointed in the Bankruptcy Case, and their
respective professionals;
p. execute any application, declaration, reports, or related
documents reasonably necessary in connection with the Bankruptcy
Case;
q. attend Bankruptcy Court proceedings and any continued
section 341 meeting of creditors, as well as additional meetings
with creditors and stakeholders, as may be required, and provide
testimony as reasonably required in connection with same; and
r. render other general "CRO-type" services to the extent
necessary to implement the terms of this Term Sheet and otherwise
fulfill the CRO's duties and responsibilities, including attending
court hearings, if so requested, and identifying or evaluating
strategies to maximize the value of the estate as appropriate.
Wyse Advisors will charge $585 per hour for the services of Mr.
Wyse as CRO, discounted from Mr. Wyse's standard rate of $850. The
firm will charge $325 to $585 per hour for other personnel.
Mr. Wyse assured the court that he and his firm are "disinterested
persons," as defined under section 101(14) of the Bankruptcy Code.
Mr. Wyse can be reached at:
Michael Wyse
Wyse Advisors LLC
51 JFK Parkway
Short Hills, NJ 07078
Tel: (973) 218-2407
About Bridgewater Castle
Bridgewater Castle is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
Bridgewater Castle Rock ALF, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo.
Case No. 24-13319) on June 14, 2024, listing $10 million to $50
million in both assets and liabilities. The petition was signed by
Steve Jorgenson as CEO.
Patrick R. Akers, Esq. at FENNEMORE CRAIG represents the Debtor as
counsel.
CALIFORNIA WINE: Hires Uecker & Associates as Disbursing Agent
--------------------------------------------------------------
California Wine Transport, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
Uecker & Associates, Inc. as disbursing agent.
The firm will render these services:
a. review the proposed Plan and distribution of creditor
funds;
b. set up bank accounts and order checks for the
distributions;
c. review and analyze the claims summary;
d. prepare and issue distributions pursuant to Order(s) of the
Court; and
e. provide such other functions as typically attend the
disbursement of funds in accordance with orders of the Court or in
the ordinary course of business of the Debtor.
The firm will charge the hourly rates:
Principal $475/hour
Accounting/Project Manager $200/hour
Susan Uecker, president of Uecker & Associates, assured the court
that her firm does not hold or represent any interest adverse to
the estate, and is a "disinterested person" within the meaning of
11 U.S.C. 101(14).
The firm can be reached through:
Susan L. Uecker
Uecker & Associates, Inc.
1613 Lyon Street, Suite A
San Francisco, CA 94115
Phone: (415) 362-3440
About California Wine Transport
California Wine Transport, Inc. stores wine and offers both
delivery services and consolidations to the wine industry in
California.
California Wine Transport filed Chapter 11 petition (Bankr. N.D.
Cal. Case No. 23-51067) on Sept. 19, 2023, with $1,337,383 in
assets and $2,784,875 in liabilities.
Judge M. Elaine Hammond oversees the case.
Brian Irion, Esq., at the Law Offices of Brian Irion and Bachecki,
Crom & Co., LLP, serve as the Debtor's bankruptcy counsel and
accountant, respectively.
CARRIAGE ESTATES: Files for Chapter 11 Bankruptcy Protection
------------------------------------------------------------
Carriage Estates LLC filed Chapter 11 protection in the Northern
District of Texas. According to court documents, the Debtor reports
between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
About Carriage Estates LLC
Carriage Estates LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Carriage Estates LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-33034) on September
30, 2024. In the petition filed Daniel C. Blackburn, as president,
the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
The Debtor is represented by:
Robert Buchholz, Esq.
THE LAW OFFICE OF ROBERT W. BUCHHOLZ, P.C.
5220 Spring Valley Road, Suite 618
Dallas, TX 75254
Tel: (214) 754-5500
Email: BOB@ATTORNEYBOB.COM
DATASEA INC: Signs Subscription Deals for 1.9 Million Common Shares
-------------------------------------------------------------------
Datasea Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Sept. 27, 2024, it entered into
subscription agreements with three non-U.S. investors, including
Zhixin Liu, the Company's Chairman of the Board, chief executive
pfficer, president and secretary, and Fu Liu, a director of the
Company, pursuant to which the Company agreed to sell and the
Investors agreed to purchase an aggregate of 1,932,224 shares of
the Company's common stock, par value $0.001 per share, at a
purchase price of $2.06 per share, which was equal to the closing
price of the Common Stock on The Nasdaq Capital Market on Sept. 26,
2024. Pursuant to the terms of the Subscription Agreements, each
Investor must pay the Purchase Price for the number of Shares such
Investor purchased within 15 days of the Effective Date. In
addition, the Investors have agreed to hold the Shares for at least
180 days following the Effective Date.
Each Investor has represented that it is not a resident of the
United States and is not a "U.S. person" as defined in Rule 902(k)
of Regulation S under the Securities Act of 1933, as amended, and
is not acquiring the Shares for the account or benefit of any U.S.
person.
In reliance upon the Investors' representations to the Company, the
issuances of the Shares are exempt from the registration
requirements of the Securities Act, pursuant to Regulation S
promulgated thereunder.
About Datasea
Headquartered in Beijing, People's Republic of China, Datasea Inc.
-- http://www.dataseainc.com-- is a technology company
incorporated in Nevada, USA, on Sept. 26, 2014, with subsidiaries
and operating entities located in Delaware, US, and China. The
company provides acoustic business services (focusing on high-tech
acoustic technologies and applications such as ultrasound,
infrasound, and Schumann resonance), 5G application services (5G AI
multimodal digital business), and other products and services to
various corporate and individual customers.
Los Angeles, California-based Kreit & Chiu CPA LLP, the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated Sept. 26, 2024, citing that the Company had an
accumulated deficit of $39.44 million and incurred a net loss from
operations of approximately $11.38 million as of and for the year
end June 30, 2024. The Company has had recurring losses from
operations which has raised substantial doubt about the entity’s
ability to continue as a going concern.
DIGITAL MEDIA: Deadline to File Claims Set for Nov. 14
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas set
Nov. 14, 2024, at 5:00 p.m. CT, as last date and time for creditors
to file their proofs of claim against Digital Media Solutions Inc.
and its debtor-affiliates.
The Court also set March 10, 2025, at 5:00 p.m. CT, as deadline for
all governmental units to file their claims against the Debtors.
Before you can submit a proof of claim online, please create an
account at
https://sso.omniagentsolutions.com/registration/register?clientId=3710&appTarget=eclaims
To log into your account and submit a proof of claim, go to
https://sso.omniagentsolutions.com/registration/register?clientId=3710&appTarget=eclaims
Completed proof of claim forms can be sent to the following
address, If by First-Class Mail, Overnight Mail, or Hand Delivery:
Digital Media Solutions, Inc. Claims Processing
c/o Omni Agent Solutions
5955 De Soto Ave., Suite 100
Woodland Hills, CA 91367
About Digital Media Solutions
Founded in 2012, Digital Media Solutions, Inc. is a
technology-enabled digital advertising company in Clearwater, Fla.,
that leverages its advanced technology and proprietary customer
data to efficiently and effectively connect its customers with
their target consumers. As of Sept. 11, 2024, DMS and its
affiliates operate in at least 15 countries and territories around
the world and employ 247 individuals in The United States and
Canada.
DMS and 36 affiliates commenced voluntary Chapter 11 proceedings
(Bankr. N.D. Texas Lead Case No. 24-90468) on Sept. 11, 2024. At
the time of the filing, DMS reported $100 million to $500 million
in both assets and liabilities.
Judge Alfredo R. Perez oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Porter Hedges, LLP as
legal counsel; Portage Point Partners as restructuring advisor; and
Houlihan Lokey Capital, Inc. as investment banker. Omni Agent
Solutions is the claims agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Digital
Media Solutions, Inc. and its affiliates.
DIOCESE OF OGDENSBURG: Seeks to Extend Exclusivity to Jan. 17, 2025
-------------------------------------------------------------------
The Roman Catholic Diocese of Ogdensburg, New York asked the U.S.
Bankruptcy Court for the Northern District of New York to extend
its exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to January 17, 2025 and March 17, 2025,
respectively.
An analysis of the various factors noted above demonstrates that
sufficient cause exists for extending the Exclusivity Period and
Solicitation Period.
First, the size and complexity of this case warrants an extension
of the Exclusivity Period and Solicitation Period. As described,
extraordinary effort has been expended by the Diocese in the past
several months to address and resolve significant issues. As the
Court is aware from the proceedings to date in this Chapter 11
Case, the administration of this case alone presents unique and
extraordinary issues that are not typical of other chapter 11 cases
before this Court.
Second, the Diocese's significant progress to date in the Chapter
11 Case also justifies the requested extension of the Diocese's
exclusive periods. The Diocese has worked with its key
constituencies on numerous issues and has made notable progress at
this stage of the Chapter 11 Case toward resolving matters that are
critical to the eventual formulation of a chapter 11 plan. To end
the Diocese's exclusivity now before the Diocese has had the
opportunity to fully mediate with its key insurance carriers and
the Committee would be inconsistent with the relief granted in the
Mediation Order.
In addition, the Diocese has been paying its post-petition debts
when due in the ordinary course of business. The fact that a debtor
has sufficient liquidity to pay its post-petition debts as they
come due supports the granting of an extension of the debtor's
exclusive periods because it suggests that such an extension will
not jeopardize the rights of post-petition creditors.
Moreover, because the Chapter 11 Case is still in its early stages
for a case of this size, the Diocese respectfully asserts that it
must be given the opportunity to continue the work it has already
commenced to formulate a confirmable chapter 11 plan. The Diocese
seeks to continue to work with the Committee, its insurance
carriers, and other parties in interest to resolve issues that must
precede the development of any chapter 11 plan. Until further
progress is made through mediation, the Diocese will be unable to
finalize a chapter 11 plan or prepare a disclosure statement
containing adequate information.
Counsel for the Debtor:
Charles J. Sullivan, Esq.
BOND, SCHOENECK & KING, PLLC
One Lincoln Center
Syracuse, NY 13202-1355
Tel: (518) 533-3000
Email: csullivan@bsk.com
About Roman Catholic Diocese of Ogdensburg
The Diocese of Ogdensburg is a Latin Church ecclesiastical
territory, or diocese, of the Catholic Church in the North Country
region of New York State in the United States. It is a suffragan
diocese in the ecclesiastical province of the Archdiocese of New
York. Its cathedral is St. Mary's in Ogdensburg.
The Diocese of Ogdensburg was founded on February 16, 1872. It
comprises the entirety of Clinton, Essex, Franklin, Jefferson,
Lewis and St. Lawrence counties and the northern portions of
Hamilton and Herkimer counties. The current bishop is Terry Ronald
LaValley.
On July 17, 2023, the Roman Catholic Diocese of Ogdensburg sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
N.D.N.Y. Case No. 23-60507), with $10 million and $50 million in
both assets and liabilities. Mark Mashaw, diocesan fiscal officer,
signed the petition.
Judge Patrick G. Radel oversees the case.
Bond, Schoeneck & King, PLLC is the Diocese's bankruptcy counsel.
Stretto, Inc., is the claims agent and administrative advisor.
DTH 215 VENTURE: Leasing Revenues & Financing to Fund Plan
----------------------------------------------------------
DTH 215 Venture, LLC, filed with the U.S. Bankruptcy Court for the
District of Nevada a Disclosure Statement describing Plan of
Reorganization dated September 3, 2024.
The Debtor was initially formed by Holden Family, L.L.C., a
Missouri limited liability company, and DTH 215 Development, LLC, a
Nevada limited liability company as the Developer Member
("Developer Member").
The Debtor's primary purpose was to acquire, develop, and operate
the mixed-use real property consisting of approximately 151
multifamily units, 12,550 square feet of office space, and 25,950
square feet of restaurant-retail space located in the historic
Water Street District in downtown Henderson, Nevada, with a current
address of 215 S. Water Street, Henderson, Clark County, Nevada
89015 ("Project").
Class 4 administrative convenience Class consists of the Debtor's
allowed general unsecured trade claims of less than $20,000 each
for goods and services that benefitted the Debtor's Project or
business operations. Gillett is also responsible for payment to its
subcontractors who have not recorded mechanic's liens against the
Project but who may assert unsecured claims against the Debtor.
Gillett's alleged claim against the Debtor also includes its
subcontractors' claims, thus possibly resulting in some duplicate
unsecured claims.
The Class 4 general unsecured claims of trade creditors with
individual claims of less than $20,000 each will accrue interest at
4% per annum from the Petition Date until paid in full. For
administrative convenience, the Debtor shall pay the allowed Class
4 claims in one lump sum from operating revenues or new loan
proceeds on or before March 1, 2026. If the Debtor sells the
Project, the Debtor shall pay allowed Class 4 claims on a prorate
basis with Class 5 claims from the net sale proceeds remaining
after payment of all allowed secured and higher priority claims.
Remaining unpaid Class 4 claim amounts, if any, shall be discharged
to the extent allowed under the Bankruptcy Code. If insufficient
sale proceeds exist to pay Class 4 and 5 claims in full, no
distribution shall be made to Class 6 equity holders. Accordingly,
the Class 4 allowed claims are impaired under the Plan.
Class 5 consists of the Debtor's allowed general unsecured claims
for goods, services, loans, and extensions of credit that
benefitted the Debtor's Project or business operations. Gillett is
also responsible for payment to its subcontractors who have not
recorded mechanic's liens against the Project but who may assert
unsecured claims against the Debtor. Gillett's alleged claim
against the Debtor also includes its subcontractors' claims, thus
resulting in some duplicate unsecured claims estimated by the
Debtor in the amount of $1.2 million.
The Class 5 allowed general unsecured claims will accrue interest
at 4% per annum from the Petition Date until paid in full and shall
be paid by the Debtor in quarterly installments of $200,000
starting January 1, 2027, and continuing on the first day of each
calendar quarter thereafter until paid in full, with each quarterly
payment to be distributed on a pro rata basis among all allowed
Class 5 claims. If the Debtor sells the Project, the Debtor shall
pay allowed Class 5 claims on a prorata basis with Class 4 claims
from the net sale proceeds remaining after payment of all allowed
secured and higher priority claims. Remaining unpaid Class 5 claim
amounts, if any, shall be discharged to the extent allowed under
the Bankruptcy Code. If insufficient sale proceeds exist to pay
Class 4 and 5 claims in full, no distribution shall be made to
Class 6 equity holders. Accordingly, Class 5 allowed claims are
impaired under the Plan.
Class 6 consists of the equity interests in DTH 215 Venture, LLC
existing on the Petition Date. The Class 6 equity interests of DTH
215 Venture, LLC as of the Petition Date shall not be modified, but
the Debtor shall not make any economic distributions to equity
holders on account of their equity interests in the Debtor unless
and until after all allowed higher priority claims, including
Classes 4 and 5, are paid in full with accrued interest under the
Plan.
The Debtor intends to fund its Plan and ongoing construction and
business operations from a combination of debtor-in-possession
financing, leasing revenues, and permanent financing.
A full-text copy of the Disclosure Statement dated September 3,
2024 is available at https://urlcurt.com/u?l=rny90R from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Stephen R. Harris, Esq.
Harris Law Practice LLC
850 E. Patriot Blvd., Suite F
Reno, NV 89511
Tel: (775) 786-7600
About DTH 215 Venture, LLC
DTH 215 Venture is the owner of certain real property located at
215 S. Water Street, Henderson, Nevada 89015-7226.
DTH 215 Venture, LLC in Dexter, MO, filed its voluntary petition
for Chapter 11 protection (Bankr. D. Nev. Case No. 24-12829) on
June 5, 2024, listing as much as $50 million to $100 million in
both assets and liabilities. Natalie Riley as authorized agent,
signed the petition.
Judge Natalie M Cox oversees the case.
HARRIS LAW PRACTICE LLC serves as the Debtor's legal counsel.
EDGEWATER GENERATION: S&P Rates Senior Secured Term Loan B 'BB-'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue rating and '2' recovery
rating, to Edgewater Generation LLC's proposed $975 million term
loan B.
Edgewater will use the proceeds to refinance debt and pay
transaction-related fees and expenses.
S&P said, "The '2' recovery rating indicates our expectation for
substantial (70%-90%; rounded estimate: 75%) recovery in a default
scenario.
"Based on our view of industry factors, market-driven variables
such as power demand and the pace and magnitude of the retirement
of uneconomical units, and commodity and capacity pricing, we
forecast a minimum debt service coverage ratio (DSCR) of 1.76x
(including the post-refinancing period)."
Edgewater is a portfolio of four natural gas-fired assets totaling
2.7 gigawatts (GW). The 1.3 GW Fairless Power Station, the
portfolio's main asset, is in Pennsylvania within the PJM power
market. Also within PJM are the West Lorain and Garrison
facilities. West Lorain is a 545-megawatt (MW) peaking facility
near Lake Erie in Lorain, Ohio; Garrison is a 309-MW facility in
Dover, Del. The portfolio also has exposure to the independent
system operator of New England (ISO-NE) via its 510-MW Manchester
Street Power Station in Rhode Island. Lotus Infrastructure Partners
is the project sponsor.
S&P views the proposed refinancing to be positive for credit
quality.
Edgewater is raising $1.100 billion to repay its senior secured
term loan B and revolving credit facilities, as well as cover
transaction-related fees and expenses. The proposed issuance will
consist of a $975 million senior secured term loan B with a term of
six years; a senior secured revolving facility with a capacity of
$75 million, expiring in five years; and a $50 million letter of
credit facility, also expiring in five years. S&P's also note the
proposed term loan B structure will require Edgewater to comply
with a target debt balance (TDB) requirement, which raises our
expectation of cash sweeps relative to the existing term loan B.
S&P said, "We view the proposed transaction as positive for credit
quality, largely in light of our expectation of higher debt paydown
on the back of surge in power demand, as well as the potential
refinancing risk pertaining to the credit facilities that mature in
2026. The proposed transaction will push maturity until 2030, which
we believe is more than an adequate time for the project to
deleverage its balance sheet via cash flow sweeps. We now forecast
a minimum debt service coverage ratio (DSCR) of 1.76x throughout
its asset life and term loan B debt outstanding at maturity of
about $480 million. Although the sponsor could choose a different
refinancing structure, from 2030 we model a fully amortizing loan
with a sculpted repayment profile and assume Edgewater will fully
repay its debt by 2043."
Efficient combined cycle gas turbines (CCGTs) in PJM should remain
profitable owing to tailwinds from strong energy demand.
There are signs of robust energy demand, well-above historical
averages in the past decade, from overall economic growth,
electrification, and demand by data centers. Owing to a surge in
demand, power prices in almost all markets are higher than in 2023.
At the same time, the Fairless facility, which is located on the
border of Pennsylvania and New Jersey, is relatively efficient
compared to thermal generators in PJM often setting the marginal
price and is not subject to burdensome Regional Greenhouse Gas
Initiative (RGGI) cost. Moreover, since the facility is close to
the RGGI participating states (i.e., New Jersey, Maryland, and
Virginia), which realize higher carbon prices than non-RGGI states
in the Western PJM, Fairless remains competitive within the
dispatch stack because it can export power to neighboring RGGI
states, outbidding local resources.
RGGI operates as a carbon cap-and-trade agreement between 11
northeastern states. Carbon-emitting power plants must buy
allowances through an auction process. This makes electricity
produced by thermal-based power generators more expensive relative
to zero-carbon sources like wind, solar, and nuclear. Thermal
generators, in a non-RGGI state in the Western PJM--such as
Fairless--are not subject to carbon compliance costs, giving them a
competitive edge over eastern PJM plants.
S&P said, "We believe highly efficient generators, such as
Fairless, should benefit from these dynamics, given their low heat
rates and high-dispatch nature because we expect them to operate
during most hours of the day. We forecast Fairless' energy margin
will represent majority of the portfolio's overall energy margins
through the term loan B term. We base our expectation on capacity
factors in the mid-70% area and the facility's ability to capture
higher margins with an average spark spread in the range of $14 per
megawatt hour (MWh)-$15/MWh through 2031. Consequently, we forecast
Fairless will generate about $120 million in average annual energy
margins through term loan B maturity."
S&P foresees higher PJM capacity prices for the future auction.
The PJM capacity auction held on July 30, 2024, for delivery years
2025-2026 resulted in prices increasing to $269.92/MW-day from
$28.89/MW-day for RTO. While the magnitude of the price jump is
somewhat surprising, the direction was not. A supply and demand
imbalance had surfaced given the lack of sizeable recent
investments and the retiring of dispatchable capacity. Other
factors, such as higher demand growth projections from AI
infrastructure buildout and electrification, also contributed to
higher prices.
S&P said, "While the capacity price momentum remains strong due to
its fundamental nature, we also believe that they will mean-revert
in the long run, though at a relatively higher level than we
previously expected. In our view, it's likely that the 2026-2027
auction price will continue to clear at the current levels (and
potentially higher than our assumptions). For the next auction in
December 2024, which will clear capacity for delivery years
2026-2027, we project a systemwide price of at least $200/MW-day.
See our most recent research, "Capacity Market Update: High Or Low,
Capacity Prices Are Their Own Solution", published Aug. 28, 2024,
on RatingsDirect.
"We anticipate that capacity payments will constitute about 40%-45%
of Edgewater's net margins, so higher capacity prices have a
positive effect on our forecast of the project's cash flows."
A sizable share of coal capacity retirement in the PJM is resulting
in better economics for West Lorain.
Until 2020, Edgewater's West Lorain plant operated as a
periodic-start, oil-fired asset with substantially all gross margin
generated from capacity payments and ancillary revenues. As part of
the plan to reconnect West Lorain to gas, Edgewater constructed a
lateral through which West Lorain could be connected to the newly
constructed Nexus Gas Transmission pipeline to source low-cost
gas.
S&P said, "We generally expect the peaking units will operate at a
lower dispatch because these facilities are put into use only when
needed during periods of peak power demand. However, the facility's
advantageous location with access to low-cost natural gas, and
ongoing retirement of coal-based generators in the PJM, is creating
dispatch opportunities for West Lorain, resulting in
better-than-expected energy margins. The facility generated about
$25 million in energy margin in 2022 and roughly $35 million in
2023. Given the stronger outlook for power demand, we forecast West
Lorain will yield approximately $20 million in additional
energy-based cash flow over the next few years, reducing to $10
million area annually thereafter.
"The stable outlook reflects our expectation of adequate debt
service coverage during the term loan B period, as well as a
minimum DSCR of 1.76x during the project life (2024-2043), based on
our assumptions, and forward-looking view of the energy and
capacity prices in PJM and ISO NE markets. We expect the project to
repay nearly $490 million of its debt through the term loan B
period (2024-2031).
"We will consider a negative rating action if we expect the minimum
DSCR will fall and be sustained below 1.35x during the project's
life (including the refinancing period)."
This could occur if:
-- Lower-than-expected capacity factors, weaker energy margins,
depressed capacity prices.
-- Higher-than-projected capital spending, and operational issues
such as forced outages and lower plant availability.
-- The project's cash flow sweeps do not translate to debt
paydown, leading to higher-than-expected debt balance at maturity.
Although unlikely in within the next year or so, S&P could consider
an upgrade if it envisioned the project achieving DSCRs above 1.8x
throughout debt life, including the post-refinancing period
(2031-2043). This could occur if the project's financial
performance exceeds our forecast due to any other (e.g., improved
energy margins, higher dispatch, and substantially improved
capacity pricing leading to lower-than-expected debt outstanding at
term loan B maturity).
EDGIO INC: Hires Richards Layton & Finger P.A. as Legal Counsel
---------------------------------------------------------------
Edgio Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Richards,
Layton & Finger, P.A. as counsel.
The firm's services include:
a) advising the Debtors of their rights, powers and duties as
debtors and debtors in possession under chapter 11 of the
Bankruptcy Code;
b) preparing on behalf of the Debtors any motions,
applications, answers, orders, reports and other papers in
connection with the administration of the Debtors' estates;
c) taking action to protect and preserve the Debtors' estates,
including the prosecution of actions on the Debtors' behalf, the
defense of actions commenced against the Debtors in the Chapter 11
Cases, the negotiation of disputes in which the Debtors are
involved, and the preparation of objections to claims filed against
the Debtors;
d) preparing the Debtors' disclosure statement and any related
motions, pleadings, or other documents necessary to solicit votes
of the Debtors' chapter 11 plan;
e) preparing the Debtors' chapter 11 plan;
f) prosecuting on behalf of the Debtors any proposed chapter
11 plan and seeking approval of all transaction contemplated
therein and in any amendments thereto; and
g) performing all other necessary and desirable legal services
in connection with these Chapter 11 Cases.
The firm's current hourly rates are:
Directors $975 to $1,450 an hour
Counsel $925 to $950 an hour
Associates $525 to $825 an hour
Paraprofessionals $395 an hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer in the amount of $250,000.
Russell Silberglied, Esq., a director of Richards, Layton & Finger,
P.A., 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:
Russell C. Silberglied, Esq.
Richards, Layton & Finger, P.A.
One Rodney Square
920 North King Street
Wilmington, DE 19801
Tel: (302) 651-7545
Email: silberglied@rlf.com
About Edgio Inc.
Edgio Inc. (NASDAQ: EGIO) helps companies deliver online
experiences and content faster, safer, and with more control. Its
developer-friendly, globally scaled edge network, combined with our
fully integrated application and media solutions, provide a single
platform for the delivery of high-performing, secure web properties
and streaming content. Through this fully integrated platform and
end-to-end edge services, companies can deliver content quicker and
more securely, thus boosting overall revenue and business value.
Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to
sell its assets to lender Lynrock Lake Master Fund LP for a credit
bid of $110 million, absent higher and better offers.
The Hon. Karen B. Owens presides over the cases.
Edgio disclosed $379,013,042 in total assets against $368,613,842
in total liabilities as of June 30, 2024.
The Debtors tapped MILBANK LLP as general bankruptcy counsel;
RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES
(USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and
RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY GROUP
is serving as strategic communications advisor to the Debtors. OMNI
AGENT SOLUTIONS, INC., is the claims agent.
EDGIO INC: Seeks to Hire Milbank LLP as Bankruptcy Counsel
----------------------------------------------------------
Edgio Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Milbank LLP
as attorneys.
The firm will provide these services:
a. advise the Debtors with respect to their rights, powers,
and duties as debtors in possession in operating their business and
managing their properties;
b. advise and consult on the administration of these Chapter
11 Cases;
c. appear before the Court and any appellate courts to
represent the interests of the Debtors' estates;
d. draft all necessary or appropriate pleadings, including
motions, applications, answers, responses, orders, reports, and
other papers necessary or beneficial to the administration of the
Debtors' estates;
e. represent the Debtors in connection with obtaining
postpetition financing and authority to use cash collateral;
f. advise and assist the Debtors in connection with one or
more sales of their assets, including under section 363 of the
Bankruptcy Code;
g. advise the Debtors concerning assumptions, assignments, and
rejections of executory contracts and unexpired leases;
h. advise the Debtors and take all necessary or appropriate
actions to protect and preserve the Debtors' estates, including the
defense of any actions commenced against the Debtors, the
negotiation of disputes in which the Debtors are involved, and the
preparation of objections to claims filed against and by the
Debtors' estates;
i. attend meetings and negotiate with representatives of
creditors and other parties in interest, including governmental
authorities, as necessary;
j. advise the Debtors, prepare the necessary documentation and
pleadings, and take all necessary or appropriate actions in
connection with statutory bankruptcy issues, strategic
transactions, asset sale transactions, real estate, intellectual
property, employee benefits, business and commercial litigation,
regulatory, corporate, and tax matters; and
k. perform all other necessary legal services in connection
with these Chapter 11 Cases as may be required in connection with
the administration of the Debtors' estates, including, without
limitation, any general corporate legal services.
Milbank will be paid at these rates:
Partners $1,695 to $2,245 per hour
Counsel $1,575 to $1,795 per hour
Associates $595 to $1,475 per hour
Legal Assistants $330 to $530 per hour
The firm is currently holding a retainer of approximately $1,500.
The following information is provided in response to the request
for additional information set forth in Paragraph D.1. of the U.S.
Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: Milbank did not agree to a variation of its standard
or customary billing arrangements for this engagement.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: None of Milbank's professionals included in this
engagement have varied their rate based on the geographic location
of these Chapter 11 Cases.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Milbank represented the Debtors in both restructuring
and other matters in the twelve (12) months prior to the Petition
Date. The billing rates and material financial terms have not
changed postpetition from those agreed to in connection with
restructuring matters, other than due to annual and customary
firm-wide adjustments to Milbank's hourly rates in the ordinary
course of Milbank's business.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: The Debtors and Milbank intend to develop a
prospective budget and staffing plan in a reasonable effort to
comply with the U.S. Trustee's requests for information and
additional disclosures. Consistent with the U.S. Trustee
Guidelines, the budget may be amended as necessary to reflect
changed or unanticipated developments.
Tyson Lomazow, a partner at Milbank, disclosed in court filings
that the firm is a "disinterested person" pursuant to Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Tyson Lomazow, Esq.
MILBANK LLP
55 Hudson Yards
New York, NY 10001
Telephone: (212) 530-5367
Facsimile: (212) 822-5367
Email: tlomazow@milbank.com
About Edgio Inc.
Edgio Inc. (NASDAQ: EGIO) helps companies deliver online
experiences and content faster, safer, and with more control. Its
developer-friendly, globally scaled edge network, combined with our
fully integrated application and media solutions, provide a single
platform for the delivery of high-performing, secure web properties
and streaming content. Through this fully integrated platform and
end-to-end edge services, companies can deliver content quicker and
more securely, thus boosting overall revenue and business value.
Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to
sell its assets to lender Lynrock Lake Master Fund LP for a credit
bid of $110 million, absent higher and better offers.
The Hon. Karen B. Owens presides over the cases.
Edgio disclosed $379,013,042 in total assets against $368,613,842
in total liabilities as of June 30, 2024.
The Debtors tapped MILBANK LLP as general bankruptcy counsel;
RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES
(USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and
RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY GROUP
is serving as strategic communications advisor to the Company. OMNI
AGENT SOLUTIONS, INC., is the claims agent.
EDGIO INC: Seeks to Hire Omni Agent as Administrative Agent
-----------------------------------------------------------
Edgio Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Omni Agent
Solutions, Inc. as administrative agent.
The firm will provide these services:
a) assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
b) provide a confidential data room;
c) assist with, among other things, solicitation, balloting
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a chapter 11 plan, and in
connection with such services, process requests for documents from
parties in interest, including, if applicable, brokerage firms,
bank back-offices, and institutional holders;
d) prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
e) manage and coordinate any distributions pursuant to a
chapter 11 plan; and
f) provide such other processing, solicitation, balloting and
other administrative services described in the Engagement
Agreement, but not included in the Section 156(c) Application, as
may be requested from time to time by the Debtors, the Court or the
Office of the Clerk of the Bankruptcy Court.
Omni has received an initial retainer of $50,000.
In addition, the firm will seek reimbursement for expenses
incurred.
Paul Deutch, the executive vice president of Omni Agent Solutions,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Paul H. Deutch
Omni Agent Solutions
5955 De Soto Avenue, Suite 100
Woodland Hills, CA 91367
Tel: (818) 906-8300
About Edgio Inc.
Edgio Inc. (NASDAQ: EGIO) helps companies deliver online
experiences and content faster, safer, and with more control. Its
developer-friendly, globally scaled edge network, combined with our
fully integrated application and media solutions, provide a single
platform for the delivery of high-performing, secure web properties
and streaming content. Through this fully integrated platform and
end-to-end edge services, companies can deliver content quicker and
more securely, thus boosting overall revenue and business value.
Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to
sell its assets to lender Lynrock Lake Master Fund LP for a credit
bid of $110 million, absent higher and better offers.
The Hon. Karen B. Owens presides over the cases.
Edgio disclosed $379,013,042 in total assets against $368,613,842
in total liabilities as of June 30, 2024.
The Debtors tapped MILBANK LLP as general bankruptcy counsel;
RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES
(USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and
RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY GROUP
is serving as strategic communications advisor to the Company. OMNI
AGENT SOLUTIONS, INC., is the claims agent.
EDGIO INC: Seeks to Hire Riveron RTS LLC as Financial Advisor
-------------------------------------------------------------
Edgio Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Riveron RTS,
LLC as their financial advisor.
The firm will render these services:
a) assist the Debtors with liquidity management and
forecasting:
b) assess the Debtors' business plan and underlying
assumptions relative to historical performance and current
pipeline, existing customer base, and cost structure;
c) assist the Debtors in identifying and evaluating potential
strategic alternatives;
d) assist the Debtors with communications with their lender
and other key stakeholders as requested;
e) review A/P agings and vendor relationships to identify
near-term cash savings;
f) review contracts to understand liabilities and potential
opportunities;
g) support the Debtors and their other advisors in any
potential restructuring process;
h) provide weekly project updates to the Debtors;
i) in connection with the Debtors' Chapter 11 cases:
i. assist the Debtors in their Chapter 11 proceedings,
including preparation and oversight of its financial statements and
schedules related to the bankruptcy process, monthly operating
reports, and other information required in the bankruptcy;
ii. assist the Debtors in support of first day motions;
iii. assist the Debtors in obtaining approval for use of cash
collateral and other financing, including developing forecasts and
information;
iv. assist the Debtors with respect to their
bankruptcy-related claims management and reconciliation process;
v. assist the Debtors in development and execution of a
plan of reorganization, including preparation of a liquidation
analysis, historical financial data and projections;
vi. work with the Debtors and their professionals, as
appropriate, to assess any offer(s) made pursuant to bankruptcy
court-approved sale procedures;
vii. prepare for court hearings, for the argument of motions
and objections asserted by the Debtors, and provide testimony as
required; and
viii. assist management, where appropriate, in communications
and negotiations with other constituents critical to the successful
execution of the Debtors' bankruptcy proceedings;
j) other items as mutually agreed upon between RTS and the
Debtors.
The firm will be paid at these hourly rates:
Senior Managing Director $865 to $1,450
Managing Director $710 to $960
Associate Director to Senior Director $580 to $850
Associate to Manager $460 to $565
Paraprofessional $275
RTS received an initial retainer payment of $75,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jesse York, a managing director at Riveron RTS, 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:
Jesse York
Riveron RTS, LLC
461 Fifth Avenue 12th Floor
New York, NY 10017
Tel: (212) 974-7652
Email: jesse.york@riveron.com
About Edgio Inc.
Edgio Inc. (NASDAQ: EGIO) helps companies deliver online
experiences and content faster, safer, and with more control. Its
developer-friendly, globally scaled edge network, combined with our
fully integrated application and media solutions, provide a single
platform for the delivery of high-performing, secure web properties
and streaming content. Through this fully integrated platform and
end-to-end edge services, companies can deliver content quicker and
more securely, thus boosting overall revenue and business value.
Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to
sell its assets to lender Lynrock Lake Master Fund LP for a credit
bid of $110 million, absent higher and better offers.
The Hon. Karen B. Owens presides over the cases.
Edgio disclosed $379,013,042 in total assets against $368,613,842
in total liabilities as of June 30, 2024.
The Debtors tapped MILBANK LLP as general bankruptcy counsel;
RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES
(USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and
RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY GROUP
is serving as strategic communications advisor to the Company. OMNI
AGENT SOLUTIONS, INC., is the claims agent.
EDGIO INC: Seeks to Hire TD Cowen as Investment Banker
------------------------------------------------------
Edgio Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire TD Securities
(USA) LLC (an affiliate of Cowen and Debtors, LLC) as investment
banker.
The firm will render these services:
-- assist the Debtors in analyzing its business, operations,
properties financial condition and prospects;
-- assist the Debtors in analyzing its strategic alternatives;
-- assist the Debtors in analyzing the business, operations,
properties, financial condition and prospects of potential
Combination Parties;
-- assist the Debtors in preparing materials describing the
Debtors for distribution and presentation to parties that may be
interested in a Transaction;
-- work with the Debtors to develop and maintain a list of
parties that might be interested in a transaction, review such list
with the Debtors on an ongoing basis, and, as directed by the
Debtors, contact and provide information regarding the Debtors and
assistance to such parties;
-- advise the Debtors as to strategy and tactics for
negotiations related to a Transaction and, if requested by the
Debtors, participate in such negotiations;
-- assist and advise the Debtors with respect to the financial
form and structure of a Transaction;
-- render such other financial advisory services as may from
time to time be agreed upon by TD Securities and the Debtors;
-- serve as investment banker to the Debtors and advise the
Debtors in connection with the structuring, negotiation and
implementation of any Restructuring; and
-- participate in hearings before the bankruptcy court and, if
reasonably requested by the Debtors, provide fact and/or expert
testimony, prepare expert reports and attend dispositions in
connection therewith.
The firm will be compensated as follows:
a. Retainer Fee: TD Cowen has waived its Retainer Fee.
b. Monthly Fee: A non-refundable fee of U.S. $75,000 shall be
paid immediately upon funding of the initial draw on any
debtor-in-possession financing and on each monthly anniversary
thereof until expiration of the Engagement Letter's term. 100
percent of the sum of the Monthly Fees earned by TD Cowen shall be
credited against any subsequently earned Financing Fee,
Restructuring Fee, WholeCo Transaction Fee, Divestiture Transaction
Fee or Customer Transaction Fee, provided, that in no event shall
the Financing Fee, Restructuring Fee, WholeCo Transaction Fee,
Divestiture Transaction Fee or Customer Transaction Fee, as
applicable, be reduced below $0.
c. Restructuring Fee: A fee equal to U.S. $2,000,000 payable
upon the consummation of a Restructuring.
d. WholeCo Transaction Fee: In the event that the Debtors
consummates a WholeCo Transaction pursuant to a definitive
agreement or letter of intent or other evidence of commitment
negotiated or entered into (i) during the term of the Engagement
Letter or (ii) during the Residual Period (regardless of whether
the closing of the WholeCo Transaction occurs before, during, or
after the Residual Period), the Debtors agrees to pay TD Cowen a
nonrefundable WholeCo Transaction Fee, equal to the greater of (a)
U.S. $2,000,000 and (b) the sum of the following percentages of
Aggregate Consideration: 2 percent of Aggregate Consideration up to
and including $200 million; plus 2.5 percent of Aggregate
Consideration greater than $200 million and less than and including
$250 million; plus 3.0 percent of Aggregate Consideration greater
than $250 million.
e. Lynrock Transaction Fee: In the event the Debtors
consummates a Lynrock Transaction pursuant to a definitive
agreement or letter of intent or other evidence of commitment
negotiated or entered into (i) during the term of the Engagement
Letter or (ii) during the Residual Period (regardless of whether
the Lynrock Transaction occurs before, during, or after the
Residual Period), the Existing Lenders shall assume the obligation
to pay TD Cowen a non-refundable Lynrock Transaction Fee equal to
U.S. $1,500,000 less any fees paid, owed or otherwise earned by TD
Cowen at any time pursuant to this Engagement Letter.
f. Divestiture Transaction Fee: In the event the Debtors
consummates a Divestiture Transaction pursuant to a definitive
agreement or letter of intent or other evidence of commitment
negotiated or entered into (i) during the term of the Engagement
Letter or (ii) during the Residual Period (regardless of whether
the Divestiture Transaction occurs before, during, or after the
Residual Period), the Debtors agrees to pay TD Cowen a
non-refundable Divestiture Transaction Fee equ al to the greater of
(a) U.S. $750,000 and (b) 2.0 percent of Aggregate Consideration.
g. Customer Transaction Fee: In the event the Debtors
consummates a Customer Transaction pursuant to a definitive
agreement or letter of intent or other evidence of commitment
negotiated or entered (i) during the term of the Engagement Letter
or (ii) during the Residual Period (regardless of whether the
Customer Transaction occurs before, during, or after the Residual
Period), the Debtors agrees to pay TD Cowen a non-refundable
Divestiture Transaction Fee equal to the greater of (a) U.S.
$250,000 and (b) 3.0 percent of Aggregate Consideration.
h. Financing Fee: In the event the Debtors consummates a
Financing other than a Financing provided by the Existing Lenders
(including, but not limited to, any Financing in a Chapter 11 case
that results from a roll-up of such Existing Lenders' prepetition
indebtedness to postpetition indebtedness) the Debtors agrees to
pay TD Cowen the following cash fees (a "Financing Fee"): 1.5
percent of the principal amount of secured debt issued and/or
committed to the Debtors in any Financing, including
debtor-in-possession financing; plus 2.5 percent of the principal
amount of any other debt; plus 3 percent of the gross proceeds of
any structured equity or equity-linked securities sold in any
Financing; plus 5 percent of the gross proceeds of common equity
securities sold in any Financing.
i. Break-up Fee: If, following or in connection with the
termination, abandonment or failure to occur of any proposed
WholeCo Transaction that, if consummated, would have entitled TD
Cowen to a WholeCo Transaction Fee, the Debtors is entitled to
receive a break-up, termination, "topping," expense reimbursement
or similar fee or payment (including, without limitation, any
judgment for damages or amount in settlement of any dispute as a
result of such termination, abandonment or failure to occur), TD
Cowen shall be entitled to a non-refundable cash fee, payable
promptly following the Debtors's receipt of such fee, payment,
judgment or amount, equal to 25 percent of the aggregate amount of
all such fees, payments, judgments or amounts, net of any
litigation costs incurred in connection with enforcement and
receipt of such payment, judgments or amount (if any); provided
that, in no event shall the amount of any fee payable under this
clause it exceed the amount of the WholeCo Transaction Fee that
would have been payable to TD Cowen if such WholeCo Transaction
been consummated.
j. If, at the Debtors' request, TD Cowen provides services to
the Debtors for which a fee is not provided, the Debtors and TD
Cowen will agree upon a fee for such services based upon good faith
negotiations, taking to account, among other things, the custom and
practice among financial advisors acting in similar transactions.
As used in the Engagement Agreement, "Aggregate Consideration" for
any Restructuring or Transaction other than a Lynrock Transaction
(any such Transaction, a "Non-Lynrock Transaction") consummated
pursuant to the Bankruptcy Code, shall include the value of all (i)
cash, securities and other property paid or transferred to the
Debtors or its bankruptcy estate as consideration for such
Non-Lynrock Transaction, (ii) debt assumed, satisfied or paid by a
purchaser (including, without limitation, the amount of any
indebtedness, securities or other property "credit bid" in any
Non-Lynrock Transaction) and any other indebtedness, liabilities,
and other obligations, including tax claims, that will actually be
paid, satisfied or assumed by a purchaser from the Debtors or the
securityholders of the Debtor, and (iii) amounts placed in escrow
and deferred contingent and installment payments. The fair market
value of noncash consideration shall be determined as follows: (a)
the value of securities (whether debt or equity) that are freely
traded in an established public market will be determined on the
basis of the average closing market prices on the fifteen trading
days prior to the announcement of a Non-Lynrock Transaction and (b)
the value of securities that are not freely tradable or have no
established public market, and the value of non-cash consideration
that consists of other property, shall be determined in accordance
with the definitive agreement related to the Non-Lynrock
Transaction, or if such definitive agreement does not ascribe a
particular value, the fair market value as mutually agreed in good
faith by TD Cowen and the Debtor.
k. The Debtors and TD Cowen acknowledge that no one
Transaction shall constitute, or give-rise to fees for, more than
one of a Restructuring, a WholeCo Transaction, a Lynrock
Transaction, a Divestiture Transaction, a Customer Transaction, or
an Amendment. For the avoidance of doubt, a Financing Fee may be
earned in addition to another applicable Transaction Fee (other
than a Lynrock Transaction Fee) if the applicable Transaction also
includes a Financing. The Debtors and TD Cowen agree that if the
WholeCo Transaction is effectuated via a plan of reorganization,
the Debtors shall pay the greater of the Restructuring Fee or
WholeCo Transaction Fee, subject to any applicable crediting. At
most one Restructuring Fee or one WholeCo Transaction Fee (but not
both) may be earned and paid pursuant to the Engagement Letter.
Additionally, at most one Lynrock Transaction Fee may be earned and
paid pursuant to the Engagement Letter. Any Lynrock Transaction Fee
shall be credited against any Financing Fee, Restructuring Fee,
WholeCo Transaction Fee, Divestiture Transaction Fee or Customer
Transaction Fee (collectively the "Non-Lynrock Transaction Fees")
earned by TD Cowen under the Engagement Letter, such that aggregate
amount of fees earned by TD Cowen under the Engagement Letter shall
be limited to the greater of (i) a Lynrock Transaction Fee and (ii)
the aggregate amount of Non-Lynrock Transaction Fees earned by TD
Cowen under the Engagement Letter, subject to any limitations
contained and in the Engagement Letter with respect to such
Non-Lynrock Transaction. Any Divestiture Transaction Fee(s) or
Customer Transaction Fee(s) shall be credited against any
subsequently earned Restructuring Fee or WholeCo Transaction Fee;
provided, that, if a Divestiture Transaction Fee or Customer
Transaction Fee is credited against a WholeCo Transaction Fee, then
the Aggregate Consideration from the applicable Divestiture
Transaction or Customer Transaction shall be included in the
Aggregate Consideration of the WholeCo Transaction for purposes of
calculating the WholeCo Transaction Fee.
TD Cowen represents no interest adverse to the Debtors in the
matters upon which it is to be engaged, according to court
filings.
The firm can be reached through:
Ann M. Miller
TD Cowen
599 Lexington Avenue, 20th Floor
New York, NY 10022
Tel: (646) 562-1010
About Edgio Inc.
Edgio Inc. (NASDAQ: EGIO) helps companies deliver online
experiences and content faster, safer, and with more control. Its
developer-friendly, globally scaled edge network, combined with our
fully integrated application and media solutions, provide a single
platform for the delivery of high-performing, secure web properties
and streaming content. Through this fully integrated platform and
end-to-end edge services, companies can deliver content quicker and
more securely, thus boosting overall revenue and business value.
Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to
sell its assets to lender Lynrock Lake Master Fund LP for a credit
bid of $110 million, absent higher and better offers.
The Hon. Karen B. Owens presides over the cases.
Edgio disclosed $379,013,042 in total assets against $368,613,842
in total liabilities as of June 30, 2024.
The Debtors tapped MILBANK LLP as general bankruptcy counsel;
RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES
(USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and
RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY GROUP
is serving as strategic communications advisor to the Debtors. OMNI
AGENT SOLUTIONS, INC., is the claims agent.
EMERGENT BIOSOLUTIONS: CFO to Get 15,000 Restricted Stock Awards
----------------------------------------------------------------
Emergent Biosolutions Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 2, 2024, the
Compensation Committee of the Board of Directors of the Company
approved a special one-time discretionary equity award to be
granted to Richard S. Lindahl, the Company's executive vice
president, chief financial officer and treasurer of 15,000
restricted stock units, which will have a grant date of Oct. 15,
2024 and will vest on the first anniversary of the date of grant.
The Award is subject to Mr. Lindahl's continued employment with the
Company through the applicable vesting date, the terms and
conditions of the Company's Amended and Restated Stock Incentive
Plan, Global Restricted Stock Unit Award Agreement, and Second
Amended and Restated Senior Management Severance Plan. This Award
is in recognition of Mr. Lindahl's substantial contributions in
executing recent strategic initiatives.
About Emergent Biosolutions
Headquartered in Gaithersburg, Md., Emergent Biosolutions Inc. is a
global life sciences company focused on providing innovative
preparedness and response solutions addressing accidental,
deliberate and naturally occurring public health threat. The
Company's solutions include a product portfolio, a product
development portfolio, and a Bioservices portfolio.
Tysons, Virginia-based Ernst & Young LLP, the Company's auditor
since 2004, issued a "going concern" qualification in its report
dated March 8, 2024, citing that the Company does not expect to be
in compliance with debt covenants in future periods without
additional sources of liquidity or future amendments to its Senior
Secured Credit Facilities and has stated that substantial doubt
exists about the Company's ability to continue as a going concern.
EMERGENT BIOSOLUTIONS: Closes $100-Mil. Asset-Backed Loan Facility
------------------------------------------------------------------
Emergent BioSolutions Inc. announced Oct. 2 that it entered into a
new credit agreement on Sept. 30, 2024 providing for an asset-based
revolving loan facility (ABL) with the lenders party thereto and
Wells Fargo Bank, National Association, as administrative agent.
The credit agreement provides for revolving loan commitments in an
aggregate principal amount up to $100 million (availability is
based on a borrowing base set forth therein) with a fixed maturity
date of Sept. 30, 2029, subject to early maturity triggers based on
the maturity of its other material indebtedness. The new credit
facility brings additional liquidity to support Emergent's
multi-year transformation plan. As of Sept. 30, 2024, Emergent had
a cash balance of approximately $150 million and undrawn access to
$100 million under the ABL.
"We are pleased to have successfully closed on our new ABL credit
facility with favorable terms and an extended maturity, which is
further evidence of Emergent's strengthened balance sheet and
financial position," said Joe Papa, president and CEO, Emergent.
"As we continue to execute on our multi-year transformation plan,
we have made significant progress on our stabilization efforts to
date, all while staying the course on strategic goals, to deliver
long-term value and sustainable growth in the future."
This agreement follows Emergent's Sept. 3, 2024 announcement that
it successfully refinanced its debt and closed a new credit
facility agreement with Oak Hill Advisors for a term loan of up to
$250 million.
About Emergent Biosolutions
Headquartered in Gaithersburg, Md., Emergent Biosolutions Inc. is a
global life sciences company focused on providing innovative
preparedness and response solutions addressing accidental,
deliberate and naturally occurring public health threat ("PHTs").
The Company's solutions include a product portfolio, a product
development portfolio, and a contract development and manufacturing
("CDMO") services portfolio. The types of PHTs the Company is
currently addressing are focused on the following four categories:
(1) chemical, biological, radiological, nuclear and explosives; (2)
emerging infectious diseases; (3) public health crises (such as the
opioid crisis); and (4) acute, emergency and community care.
Tysons, Virginia-based Ernst & Young LLP, the Company's auditor
since 2004, issued a "going concern" qualification in its report
dated March 8, 2024, citing that the Company does not expect to be
in compliance with debt covenants in future periods without
additional sources of liquidity or future amendments to its Senior
Secured Credit Facilities and has stated that substantial doubt
exists about the Company's ability to continue as a going concern.
EMX ROYALTY: Buys Back 2 Million Shares From Undisclosed Seller
---------------------------------------------------------------
EMX Royalty Corporation announced Oct. 4 it has recently
repurchased shares in a block trade from an undisclosed seller via
its existing Normal Course Issuer Bid ("NCIB") in the amount of two
million shares at a price of C$2.05, totaling C$4.1 million or
approximately US$3.0M. Since the NCIB was announced on Feb. 7,
2024, EMX has purchased a total of 2,805,346 shares at an average
price of C$2.15, totaling approximately C$6.0M. EMX may purchase a
remaining 2,194,654 shares under the current NCIB program expiring
Feb. 13, 2025.
EMX CEO Dave Cole commented "EMX is committed to astute allocation
of capital. We believe EMX shares are undervalued. Buybacks at
these levels should provide exceptional risk-adjusted returns on
capital."
About EMX
EMX Royalty Corporation -- https://emxroyalty.com/ -- is a precious
and base metals royalty company. E MX's investors are provided with
discovery, development, and commodity price optionality while
limiting exposure to risks inherent to operating companies. The
Company's common shares are listed on the NYSE American Exchange
and TSX Venture Exchange under the symbol "EMX."
Vancouver, Canada-based Davidson & Company LLP, the Company's
auditor since 2002, issued a "going concern" qualification in its
report dated March 21, 2024, citing that the Company has a working
capital deficiency that raises substantial doubt about its ability
to continue as a going concern.
ENVIVA INC: NYSE to Commence Delisting Proceedings
--------------------------------------------------
The New York Stock Exchange announced on October 04, 2024, that the
staff of NYSE Regulation has determined to commence proceedings to
delist the common stock of Enviva Inc. from the NYSE. Trading in
the Company's common stock will be suspended immediately.
NYSE Regulation reached its decision that the Company is no longer
suitable for listing pursuant to NYSE Listed Company Manual Section
802.01D after the Company's October 4, 2024 Form 8-K disclosure
that the Company and certain of its subsidiaries filed the Amended
Joint Chapter 11 Plan of Reorganization of Enviva Inc. and Its
Debtor Affiliates and a related Disclosure Statement for the
Amended Plan with the United States Bankruptcy Court for the
Eastern District of Virginia relating to the Company's March 12,
2024 voluntary petitions for reorganization under Chapter 11 of
Title 11 of the United States Code. In reaching its delisting
determination, NYSE Regulation notes that pursuant to the Amended
Plan, existing equity interests of the Company will be cancelled,
and holders thereof will receive no recovery.
The Company has a right to a review of this determination by a
Committee of the Board of Directors of the Exchange. The NYSE will
apply to the Securities and Exchange Commission to delist the
common stock upon completion of all applicable procedures,
including any appeal by the Company of the NYSE Regulation staff's
decision.
About Enviva Inc.
Headquartered in Bethesda, Md., Enviva Inc. --
https://www.envivabiomass.com/ -- is a producer of industrial wood
pellets, a renewable and sustainable energy source produced by
aggregating a natural resource, wood fiber, and processing it into
a transportable form, wood pellets. Enviva exports its wood pellets
to global markets through its deep-water marine terminals at the
Port of Chesapeake, Virginia, the Port of Wilmington, North
Carolina, and the Port of Pascagoula, Mississippi, and from
third-party deep-water marine terminals in Savannah, Georgia,
Mobile, Alabama, and Panama City, Florida.
Enviva Inc. and certain affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Lead Case No.
24-10453) on March 13, 2024. In the petition signed by Glenn T.
Nunziata, interim chief executive officer and chief financial
officer, Enviva Inc. disclosed $2,893,581,000 in assets and
$2,631,263,000 in liabilities.
Judge Brian F. Kenney oversees the cases.
The Debtors tapped Vinson & Elkins, LLP as general bankruptcy
counsel; Kutak Rock, LLP as local counsel; Lazard Freres & Co., LLC
as investment banker; Alvarez & Marsal Holdings, LLC as financial
advisor; and Kurtzman Carson Consultants, LLC as notice and claims
agent.
The U.S. Trustee for Region 4 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
ENVIVA INC: Unsecureds to Get Share of GUC Cash Pool
----------------------------------------------------
Enviva Inc. and its affiliates filed with the U.S. Bankruptcy Court
for the Eastern District of Virginia a Disclosure Statement for
Joint Plan of Reorganization dated August 30, 2024.
Enviva Inc. and its affiliates (collectively, the "Debtors" and,
together with their non-debtor subsidiaries and affiliates, the
"Company") is the world's largest producer by annual tonnage of
industrial wood pellets, a renewable and more sustainable energy
source produced by aggregating a natural resource, consisting of
wood and wood residuals from forests and mills predominantly in the
U.S. Southeast, and processing it into a transportable form.
The Plan is the result of significant arm's-length negotiations
with the Debtors' key creditor constituents and provides for a
comprehensive restructuring of the Debtors' balance sheets.
The Plan consists of the following key terms:
* The sale of Reorganized Enviva Inc. Interests pursuant to
the Rights Offering in an aggregate amount equal to (i) $250
million plus (ii) the principal amount of any DIP Tranche A Claims
under the DIP Facility to the extent the Holders of such Claims do
not elect to participate in the DIP Tranche A Equity Participation,
which the Rights Offering Backstop Parties have agreed to backstop,
subject to the terms of the Backstop Agreement, and which will be
used to, among other things, repay the DIP Tranche B Claims under
the DIP Facility and any DIP Tranche A Claims under the DIP
Facility to the extent the Holders of such Claims do not elect to
participate in the DIP Tranche A Equity Participation at
emergence;
* Entry into a $1,000,000,000 first lien senior secured Exit
Facility, which the Commitment Parties have agreed to backstop,
subject to the terms of the Exit Facility Commitment Letter;
provided that the Debtors may seek proposals for alternative debt
financing for all or part of the Reorganized Debtors' debt capital
structure in consultation with the Ad Hoc Group and subject to the
terms and conditions of the Exit Facility Commitment Letter and the
Restructuring Support Agreement;
* The DIP Tranche A Equity Participation, subject to certain
conditions in the DIP Facility Agreement;
* Repayment of the DIP Tranche A Claims (to the extent the
Holders of which do not elect to participate in the DIP Tranche A
Equity Participation) and the DIP Tranche B Claims under the DIP
Facility in cash;
* Repayment of the Senior Secured Credit Facility Claims in
cash;
* Distribution of Reorganized Enviva Inc. Interests and rights
to participate in the Rights Offering to Holders of Allowed Bond
General Unsecured Claims;
* Distribution of cash in an aggregate amount equal to either
$18 million or $13 million, depending on whether certain conditions
are met, to Holders of Non-Bond General Unsecured Claims;
* Subject to certain conditions, distribution of Reorganized
Enviva Inc. Interests and New Warrants to Holders of Allowed
Existing Equity Interests; and
* An overbid process, consistent with the terms of the Final
DIP Order and the Overbid Procedures, to solicit bids for a value
maximizing alternative transaction.
Class 5 consists of Bond General Unsecured Claims. On the Effective
Date, except to the extent that a Holder of a Bond General
Unsecured Claim agrees to less favorable treatment, with the
consent of the Majority Consenting 2026 Noteholders, in full and
final satisfaction, compromise, settlement, release, and discharge
of and in exchange for each Allowed Bond General Unsecured Claim
against each applicable Debtor, each such Holder thereof shall
receive its Pro Rata share of: (i) the Bond General Unsecured
Claims Equity Pool; and (ii) the Subscription Rights. The allowed
unsecured claims total $1.019 billion. This Class will receive a
distribution of 7.9% or 7.7% of their allowed claims. This Class is
impaired.
Class 6 consists of Non-Bond General Unsecured Claims. Except to
the extent that a Holder of a Non-Bond General Unsecured Claim
agrees to less favorable treatment, with the consent of the
Majority Consenting 2026 Noteholders, in full and final
satisfaction, compromise, settlement, release, and discharge of and
in exchange for each Allowed NonBond General Unsecured Claim, each
Holder thereof shall receive, with respect to the applicable
Debtor, its Pro Rata share of Cash in an amount equal to (A) $13
million multiplied by (B) the applicable GUC Cash Pool Allocation;
provided that, if Class 6 at the applicable Debtor votes to accept
the Plan and the Plan is confirmed on or before [November 13,
2024], then such treatment shall be increased to such Holder's Pro
Rata share of Cash in an amount equal to (I) $18 million,
multiplied by (II) the applicable GUC Cash Pool Allocation.
Class 6 is impaired. Estimated recoveries are listed on a
Debtor-by-Debtor basis.
Class 10 consists of Existing Equity Interests. Except to the
extent that a Holder of an Existing Equity Interest agrees to less
favorable treatment, in full and final satisfaction, compromise,
settlement, release, and discharge of and in exchange for each
Existing Equity Interest, each Holder thereof shall receive its Pro
Rata share of: (i) Cash in an amount equal to $1 million; or (ii)
solely to the extent a Holder of an Existing Equity Interest
affirmatively elects to receive such treatment on a timely and
properly submitted Ballot, the Existing Equity Interests Equity
Pool and the New Warrants; provided that Holders of Existing Equity
Interests shall not be entitled to any recovery hereunder unless
each of Class 5 (Bond General Unsecured Claims), Class 6 (NonBond
General Unsecured Claims), and Class 10 (Existing Equity Interests)
votes to accept the Plan.
Consistent with the Overbid Process set forth in the Final DIP
Order, as an alternative to the Restructuring set forth in the
Plan, the Debtors have actively marketed offers for, or are in the
process of actively marketing offers for Alternative Transactions,
solely to the extent such transactions meet the Threshold Clearing
Requirements. Alternative Transactions may take the form of (a) one
or more sales or dispositions of the Company Assets or (b) one or
more reorganization transactions involving the Debtors and/or the
Company Assets.
On the Effective Date, the Debtors or the Reorganized Debtors, as
applicable, shall make all Cash distributions required to be made
under the Plan using Cash on hand as of the Effective Date,
including Cash from operations and the proceeds of the Rights
Offering. All remaining Cash on hand as of the Effective Date,
after payment of all Cash distributions required to be made on the
Effective Date, including Cash from operations and the proceeds of
the Rights Offering, but excluding the Cash funded into the
Professional Fee Escrow Account, shall be retained by, vested in,
or transferred to, as applicable, the Reorganized Debtors.
On the Effective Date, the Reorganized Debtors will enter into the
Exit Facility in accordance with the terms of the Exit Facility
Credit Agreement(s). The Reorganized Debtors may use the proceeds
of the Exit Facility for any purpose permitted by the Exit Facility
Documents, including the funding of Cash distributions under the
Plan and satisfaction of ongoing working capital needs.
A full-text copy of the Disclosure Statement dated August 30, 2024
is available at https://urlcurt.com/u?l=jxk9Qo from
PacerMonitor.com at no charge.
Counsel to the Debtors:
Paul M. Basta, Esq.
Andrew M. Parlen, Esq.
Michael J. Colarossi, Esq.
PAUL, WEISS, RIFKIND, WHARTON
& GARRISON LLP
1285 Avenue of the Americas
New York, NY 10019-6064
Telephone: (212) 373-3000
Facsimile: (212) 757-3990
Michael A. Condyles, Esq.
Peter J. Barrett, Esq.
Jeremy S. Williams, Esq.
Kutak Rock LLP
901 East Byrd Street, Suite 1000
Richmond, VA 23219-4071
Tel: (804) 644-1700
Fax: (804) 783-6192
Email: michael.condyles@kutakrock.com
peter.barrett@kutakrock.com;
jeremy.williams@kutakrock.com
About Enviva Inc.
Headquartered in Bethesda, Md., Enviva Inc.
--https://www.envivabiomass.com/ -- is a producer of industrial
wood pellets, a renewable and sustainable energy source produced by
aggregating a natural resource, wood fiber, and processing it into
a transportable form, wood pellets. Enviva exports its wood pellets
to global markets through its deep-water marine terminals at the
Port of Chesapeake, Virginia, the Port of Wilmington, North
Carolina, and the Port of Pascagoula, Mississippi, and from
third-party deep-water marine terminals in Savannah, Georgia,
Mobile, Alabama, and Panama City, Florida.
Enviva Inc. and certain affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Lead Case No.
24-10453) on March 13, 2024. In the petition signed by Glenn T.
Nunziata, interim chief executive officer and chief financial
officer, Enviva Inc. disclosed $2,893,581,000 in assets and
$2,631,263,000 in liabilities.
Judge Brian F. Kenney oversees the cases.
The Debtors tapped Vinson & Elkins, LLP as general bankruptcy
counsel; Kutak Rock, LLP as local counsel; Lazard Freres & Co., LLC
as investment banker; Alvarez & Marsal Holdings, LLC as financial
advisor; and Kurtzman Carson Consultants, LLC as notice and claims
agent.
The U.S. Trustee for Region 4 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
EXACTECH INC: $235MM Bank Debt Trades at 53% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Exactech Inc is a
borrower were trading in the secondary market around 47.5
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $235 million Term loan facility is scheduled to mature on
February 14, 2025. About $217.5 million of the loan is withdrawn
and outstanding.
Exactech, Inc. develops, manufactures, markets, and sells
orthopedic implant devices and related surgical instrumentation.
EYECARE PARTNERS: $925MM Bank Debt Trades at 58% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Eyecare Partners
LLC is a borrower were trading in the secondary market around 41.9
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $925 million Term loan facility is scheduled to mature on
February 18, 2027. The amount is fully drawn and outstanding.
EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a
medically focused eye care services provider. EyeCare Partners is
vertically integrated, providing optometry, ophthalmology and
retail product.
FARDAD LLC: Property Sale Proceeds to Fund Plan Payments
--------------------------------------------------------
Fardad LLC filed with the U.S. Bankruptcy Court for the Northern
District of Georgia a Disclosure Statement for Plan of
Reorganization dated September 3, 2024.
The Debtor is a Georgia limited liability company organized in
October 2022 for the purpose of owning that certain real property
located at 1702 NE Park Hill Dr, Gainesville, Georgia 30501 (the
"Real Property").
The Debtor's affiliate operated a restaurant at the Real Property.
On or about November 11, 2023, Debtor took out a loan with World
Business Lenders, LLC in the principal amount of $308,000.00 for
purposes of working capital. Post-closing, it was Debtor's
understanding that a refinance would be imminent with a ten-year
term through the same lender. This never occurred.
Moreover, Debtor never received invoices or other communication
from World Business post-closing and was unaware who to pay or how
much to pay on the outstanding debt until Debtor received a notice
of intent to foreclose from WBL SPO I, LLC, as assignee of World
Business Lenders, LLC on May 3, 2024. Debtor filed the instant
proceeding to reorganize its financial affairs without the threat
of foreclosure.
Class 7 consists of Interest Claims. Sepideh Mesri shall retain
100% of the membership interest in the Debtor. The Claim of the
Class 7 Creditor is not Impaired by the Plan and the holder of the
Class 7 Claim is not entitled to vote to accept or reject the
Plan.
If any Distribution on an Unsecured Claim ("Unsecured
Distribution") is tendered by Debtor to a Holder of an Unsecured
Claim and returned as undeliverable, refused or otherwise returned
("Unsecured Distribution Refusal"), Debtor shall not be responsible
for making any further Unsecured Distribution on account of such
Unsecured Claim. Accordingly, in the event of an Unsecured
Distribution Refusal, Debtor shall be relieved of any obligation to
make said payment or Distribution and Debtor is relieved of any
obligation to make further payments or Distributions on such
Unsecured Claim under the Plan.
The Debtor shall pay all claims from the sale of the Real Property.
The Plan provides that Debtor shall act as the Disbursing Agent to
make payments under the Plan unless Debtor appoints some other
person or entity to do so. Debtor may maintain bank accounts under
the confirmed Plan in the ordinary course of business. Debtor may
also pay ordinary and necessary expenses of administration of the
Plan in due course.
After the Confirmation Date, Debtor is authorized to sell or
refinance its assets free and clear of liens, claims and
encumbrances as set forth herein (the "Sale Procedures"). In the
event the applicable assets are subject to secured claims, Debtor
is authorized to sell or refinance such property for any amount (a
release amount) that is at least equal to the outstanding amount of
Allowed Secured Claims securing such property "Release Amount."
The Release Amount, after payment of customary closing costs
including broker fees and other items customarily attributed to the
seller (in a sale) and borrower (in a refinancing), shall be paid
at closing as follows: (i) first to cover any ad valorem property
taxes associated with the Real Property and (ii) then secured
claims in order of priority, to the extent of available proceeds.
Any net proceeds from any such sale available after closing shall
be paid to fund Debtor's other obligations as set forth in the
Plan.
A full-text copy of the Disclosure Statement dated September 3,
2024 is available at https://urlcurt.com/u?l=AAp8hK from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Cameron M. McCord, Esq.
Jones & Walden LLC
699 Piedmont Avenue, NE
Atlanta, GA 30308
Telephone: (404) 564-9300
Email: cmccord@joneswalden.com
About Fardad LLC
Fardad LLC is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
Fardad filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-55802) on June 3,
2024, listing $1 million to $10 million in both assets and
liabilities. The petition was signed by Sepideh Mesri as manager.
Cameron M. McCord, Esq., at Jones & Walden, LLC, serves as the
Debtor's legal counsel.
FIRST COAST: Hires William G. Haeberle P.A. as Accountant
---------------------------------------------------------
First Coast Roll Offs, LLC filed an amended application seeking
approval from the U.S. Bankruptcy Court for the Middle District of
Florida to employ William G. Haeberle, P.A. as accountant.
The firm will assist the Debtor in the preparation of monthly
operating reports and provide other accounting services.
The firm will be paid at $200 per month for Monthly Operating
Reports.
The firm will be paid a retainer in the amount of $1,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
William G. Haeberle, CPA, at William G. Haeberle, P.A., disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
William G. Haeberle, CPA
William G. Haeberle, P.A.
4446-1A, Suite 245
Jacksonville, FL 32207
Tel: (904) 245-1304
About First Coast Roll Offs, LLC
First Coast is a waste management company based in St. Augustine,
FL, specializing in providing roll-off dumpster rental services.
First Coast Roll Offs, LLC in Saint Augustine, FL, filed its
voluntary petition for Chapter 11 protection (Bankr. M.D. Fla. Case
No. 24-02476) on August 19, 2024, listing $1,717,750 in assets and
$2,613,527 in liabilities. John Adams, Jr., as owner/manager,
signed the petition.
Judge Jacob A Brown oversees the case.
LAW OFFICES OF MICKLER & MICKLER, LLP serve as the Debtor's legal
counsel.
FIRST HEALTH: Wins Court Approval to Use Cash Collateral
--------------------------------------------------------
First Health Winter Springs, LLC received interim approval from the
U.S. Bankruptcy Court for the Middle District of Florida to use its
secured creditors' cash collateral.
The interim order authorized the company to use the cash collateral
of Citizens Bank and other secured creditors to cover expenses,
including payments to the U.S. Trustee and essential operational
costs, in accordance with a court-approved budget.
The financial projections detailed in the budget show gross monthly
receipts of $30,000 for August, September and October, totaling
$90,000. Operating expenses for the same period totaled $62,997.
The interim order approved monthly payments of $1,500 to Citizens
Bank, which started on Sept. 1, 2024. This ensures the bank's
interests are safeguarded during the interim period.
The next hearing is scheduled for Oct. 10.
About First Health Winter Springs
First Health Winter Springs, LLC is a healthcare provider in Winter
Springs, Fla., dedicated to delivering high-quality medical
services, including primary care and wellness programs. With a
mission to prioritize patient health and well-being, the
organization focuses on accessibility and compassionate care.
First Health filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla., Case No. 24-03708) on July 19,
2024, with up to $50,000 in assets and up to $1 million in
liabilities.
Judge Grace E. Robson presides over the case.
Jeffrey Ainsworth, Esq., at BransonLaw, PLLC represents the Debtor
as bankruptcy counsel.
FISKER INC: Unsecureds to Get Share of Liquidating Trust Units
--------------------------------------------------------------
Fisker Inc. and its affiliates filed with the U.S. Bankruptcy Court
for the District of Delaware a Combined Disclosure Statement and
Chapter 11 Plan of Liquidation dated August 30, 2024.
Debtor Fisker Inc. is a public holding company that is the ultimate
parent of 23 direct or indirect subsidiaries (including the
Debtors). Fisker was an American automotive company that designed,
developed, marketed, and sold electric vehicles ("EVs").
In July 2020, Fisker consummated a business combination (the
"Business Combination") with Spartan Energy Acquisition Corp., a
special purpose acquisition company backed by Apollo Global
Management Inc., pursuant to which pre-Business Combination private
company Fisker Inc. merged with Spartan Merger Sub Inc., a
subsidiary of Spartan, which became Debtor Fisker Group Inc., and
Spartan was renamed Fisker Inc.
As of the Petition Date, Fisker Inc. owns 60 patents issued in the
U.S. and 11 patents issued in non-U.S. jurisdictions. Additionally,
Fisker has 162 registered trademarks and 13 pending trademark
applications. Fisker's patents and patent applications relate to,
among other things, vehicle design, engineering, and battery
technology.
The Debtors and American Lease, LLC engaged in discussions to
execute an agreement (the "Fleet Sales Agreement") to provide for
the purchase and sale of substantially all of the Company's
existing fleet of vehicles configured for the U.S. and Canada. The
Fleet Sales Agreement, as executed and approved by the Fleet Sale
Order, provided the Debtors with a substantial amount of cash
proceeds.
To maximize the value of the Debtors' estates, on July 2, 2024, the
Debtors sought relief to enter into and perform under the Fleet
Sales Agreement and sell a significant portion of the Fisker EV
Inventory. On July 16, 2024, the Bankruptcy Court held a hearing on
the sale and, on July 17, 2024, the Bankruptcy Court entered the
Fleet Sale Order approving the sale in accordance with the Fleet
Sales Agreement, which order was amended on July 26, 2024.
To further maximize the value of the Debtors' estates, on July 24,
2024, the Debtors sought entry of an order approving procedures for
selling de minimis assets having a sale price of $750,000 or less.
On August 15, 2024, the Bankruptcy Court entered the Order (I)
Approving (A) the Procedures for the Sale of Certain of the
Debtors' De Minimis Assets Free and Clear of Liens, Claims,
Encumbrances, and Interests, (B) the Form and Manner of Notice of
De Minimis Sales, (II) Authorizing the Sale of Certain of Debtors'
De Minimis Assets Free and Clear of Liens, Claims, Encumbrances,
and Interests, and (III) Granting Relating Relief.
Throughout the pendency of the Chapter 11 Cases, the Debtors worked
diligently to address the Stop-Sale Holds, including by securing
tools from suppliers and parts (outer door handles and electric
water pumps) and preparing, testing, and implementing the 2.1 OS
Update and the 2.2 OS Update.
This Combined DS and Plan contemplates the establishment of the
Liquidating Trust and the IP/Austria Assets Trust to administer
post-Effective Date responsibilities of the Debtors and wind-down
the Debtors' business under the Plan, including, but not limited
to, (1) the Debtor's Assets being vested with the Liquidating Trust
Assets and IP/Austria Trust Assets, respectively, (2) making
distributions to holders of Allowed Claims in accordance with the
terms of this Plan and the Liquidating Trust Agreement andm
IP/Austria Trust Agreement, respectively, (3) resolving all
Disputed Claims and effectuating the Claims reconciliation process
pursuant to the procedures prescribed in this Combined DS and Plan,
(4) prosecuting, settling, and resolving Causes of Action, (5)
recovering, through enforcement, resolution, settlement,
collection, or otherwise, assets on behalf of the Liquidating Trust
or the IP/Austria Trust, as applicable (which assets shall become
part of the Liquidating Trust Assets or the IP/Austria Trust,
respectively), (6) winding down the affairs of the Debtors, if and
to the extent necessary, including taking any steps to dissolve,
liquidate, or take other similar action with respect to each
Debtors, including by terminating the corporate or organizational
existence of each such Debtor, and (7) performing all actions and
executing all agreements, instruments and other documents necessary
to effectuate the purpose of the Liquidating Trust and IP/Austria
Trust.
Class 4 shall consist of all General Unsecured Claims. On the Plan
Distribution Date, except to the extent that a holder of an Allowed
General Unsecured Claim and the Debtors (prior to the Effective
Date, with the consent of the Prepetition Collateral Agent and the
Committee) or the Liquidating Trust (after the Effective Date)
agrees to less favorable treatment, in full and final satisfaction,
compromise, settlement, release, and discharge of and in exchange
for such Claim, each holder of an Allowed General Unsecured Claim
shall receive its Pro Rata Share of the Liquidating Trust Units.
Claims in Class 4 are Impaired.
Class 6 shall consist of all Equity Interests in the Debtors. On
the Effective Date, all Equity Interests in the Debtors shall be
deemed automatically canceled, released, and extinguished and shall
be of no further force or effect; provided, that, one or more of
the Debtors may continue to exist after the Effective Date as and
to the extent provided in Article VII.F. No holder of an Equity
Interest will receive any Plan Distribution on account thereof.
On the Effective Date, the Debtors shall make Plan Distributions in
accordance with the Plan to holders of Allowed Administrative
Claims, Allowed Tax Claims, Allowed Other Priority Claims, and
Allowed Other Secured Claims that are due and payable as of the
Effective Date using Cash on hand.
Upon completion of such Plan Distributions, on the Effective Date,
the Debtors shall transfer all Liquidating Trust Assets to the
Liquidating Trust and all IP/Austria Assets Trust Assets to the
IP/Austria Assets Trust. After the Effective Date, the Liquidating
Trustee and IP/Austria Assets Trustee shall make Plan Distributions
from the Liquidating Trust Assets and IP/Austria Assets Trust
Assets, respectively, on account of Allowed Claims in accordance
with the Plan and, as applicable, the Liquidating Trust Agreement
and IP/Austria Assets Trust Agreement.
Pursuant to the Global Settlement, on the Effective Date, the
Secured Noteholder and the Prepetition Collateral Agent shall be
deemed to contribute the Austria Claims to the IP/Austria Assets
Trust. Notwithstanding anything herein to the contrary, any Causes
of Action against any of the Debtors' non-Debtor foreign
subsidiaries other than Fisker Austria and liens upon any of their
respective assets, including any amounts realized in respect of any
such Causes of Action, held by the Secured Noteholder and the
Prepetition Collateral Agent are not assets of the Estates and
shall not be contributed to the Estates, the IP/Austria Assets
Trust, or the Liquidating Trust.
A full-text copy of the Combined Disclosure Statement and Plan
dated August 30, 2024 is available at
https://urlcurt.com/u?l=q7IxjO from PacerMonitor.com at no charge.
Counsel to the Debtors:
Robert J. Dehney, Sr., Esq.
Andrew R. Remming, Esq.
Brenna A. Dolphin, Esq.
Sophie Rogers Churchill, Esq.
Echo Yi Qian, Esq.
1201 N. Market Street, 16th Floor
Wilmington, Delaware 19801
Tel.: (302) 658-9200
Email: rdehney@morrisnichols.com
aremming@morrisnichols.com
bdolphin@morrisnichols.com
srchurchill@morrisnichols.com
eqian@morrisnichols.com
Counsel to the Debtors:
Brian M. Resnick, Esq.
James I. McClammy, Esq.
Darren S. Klein, Esq.
Richard J. Steinberg, Esq.
Amber Leary, Esq.
450 Lexington Avenue
New York, New York 10017
Tel.: (212) 450-4000
Email: brian.resnick@davispolk.com
james.mcclammy@davispolk.com
darren.klein@davispolk.com
richard.steinberg@davispolk.com
amber.leary@davispolk.com
About Fisker Inc.
California-based Fisker Inc. is revolutionizing the automotive
industry by designing and developing individual mobility in
alignment with nature. Passionately driven by a vision of a clean
future for all, the company is on a mission to create the world's
most sustainable and emotional electric vehicles.
Fisker Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del.) on June 17, 2024. In its petition, the
Debtor reports between $500 million and $1 billion of assets, and
between $100 million and $500 million of liabilities.
Fisker is represented by Davis Polk & Wardwell LLP and Morris,
Nichols, Arsht & Tunnell LLP as legal advisors and Huron Consulting
Group as restructuring advisor.
FOUNDEVER WORLDWIDE: $1.40BB Bank Debt Trades at 34% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which Foundever Worldwide
Corp is a borrower were trading in the secondary market around 66.2
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $1.40 billion Term loan facility is scheduled to mature on
August 28, 2028. About $1.36 billion of the loan is withdrawn and
outstanding.
Foundever Worldwide Corp provides business process outsourcing
services. The Company offers digital, technology, training,
analytics, technical support, and consulting services. Foundever
Worldwide serves telecoms, utilities, and healthcare industries
worldwide.
FTX TRADING: Eversheds & Morris Update Ad Hoc Commttee Members
--------------------------------------------------------------
Eversheds Sutherland (US) LLP and Morris, Nichols, Arsht & Tunnell
LLP, counsel to the Ad Hoc Committee of Non-US Customers of FTX.com
(the "Ad Hoc Committee") comprising international customers, filed
a verified ninth supplemental statement pursuant to Rule 2019 of
the Federal Rules of Bankruptcy Procedure in the Chapter 11 cases
of FTX Trading Ltd. and affiliates.
Pursuant to Bankruptcy Rule 2019(d), this Ninth Supplemental
Statement supplements the information provided in the Eighth
Supplemental Statement. Since the date of the Eighth Supplemental
Statement, certain changes have been made with respect to the
composition of the Ad Hoc Committee and the disclosable economic
interests that the Members represent.
The revised names, addresses, and disclosable economic interests of
the Members are:
1. Adam Rabie
* $150,950.00
2. Azamat Akylov
* $11,373,198.56
3. B2C Alternative Equity Ltd
C/O Corporation Service Company
251 Little Falls Drive, Wilmington, DE 19808
* $85,000,000.00
4. Blooming Triumph International Limited
13F 162 Queens Road Central, Hong Kong
* $35,860,157.00
5. Blue Basin Ventures LLC
3172 N Rainbow Blvd #26642, Las Vegas, NV 89108
* $1,243,523.00
6. Boway Holdings, LLC; Oaktree Opportunities Fund XI
Holdings (Cayman) LP; Opps CY Holdings, LLC; Oaktree
Value Opportunities Fund Holdings, L.P.; Oaktree
Phoenix Investment Fund, L.P.
1301 6th Ave, 34th Floor, NY, NY 10019
* $403,128,643.45
7. Canyon Capital Advisors LLC, on behalf of its
managed funds and accounts
2728 N. Harwood Street, 2nd Floor,
Dallas, TX 75201
* $606,717,477.00
8. Ceratosaurus Investors, LLC
One Maritime Plaza, Suite 2100,
San Francisco, CA 94111
* $828,020,360.00
9. Chien-Chih Chen
* $200,000.00
10. Crimson International Investment
c/o Al-Hamad Legal Group
4812 Addax Tower, Al Reem
Island, Abu Dhabi UAE
* $6,091,963.14
11. Cyber Wealth Limited
28/F, S22, 22 Heung Yip Road,
Wong Chuck Hand, Hong Kong
* 8,007,706.36
12. Daniel Gupta
* $420,000.00
13. Diameter Capital Partners LP
55 Hudson Yards, Suite 29B,
New York, NY 10001
* $397,109,562.00
14. Dietmar Poppe
* $281,807.90
15. Dmitry Kozlov
* $252,185.00
16. dParadigm Fund SPC
DE Cayman Ltd, Landmark Sqaure,
Westbay Road, PO Box 775, Grand Cayman KY1-9
* $575,599.93
17. Falcon Hybrid SPC - RE7 Liquidity Fund SP
3-212 Governors Square 23 Lime Tree Bay Ave
PO Box 30746 SMB Grand Cayman KY1-1203
Cayman Islands
* $1,269,016.63
18. FC Cayman A, L.L.C.
c/o Maples Corporate Services Limited
PO Box 309 Ugland House Grand Cayman, KY1-1104
Cayman Islands
* $593,194,190.96
19. Fire Bouvardia, L.L.C.
190 Elgin Avenue, George Town
Cayman DY1-9008
* $446,971,149.00
20. Fingolfin GmbH
c/o 3T.LAW
FAO Dr. Henning Frase
Oberlaender Ufer 154a
Koeln, Germany 50968
* $5,700,000.00
21. Georgios Piliouras
* $116,635.23
22. Grand Teton Systems Inc.
1509 Bent Ave. Cheyenne, WY
82001
* $26,507,057.86
23. Grzegorz Swiatek
* $540,260.00
24. Hudson Bay Master Fund Ltd.
28 Havemeyer Place, 2nd Floor,
Greenwich, CT 06830
* $377,586,459.00
25. Iris Partners
Iris Partners Corp. Suites 5 & 6
Horsfords Business Centre Long Point Road
Charlestown St Kitts & Nevis
* $804,000.00
26. Ismael Lemhadri
* $150,000.00
27. James Goodenough
* $5,670.00
28. Jian Chen
* $1,200,000.00
29. John Ruskin
* $350,000.00
30. Jonathon Hughes
* $22,063.00
31. Kbit Global Limited
Craigmuir Chambers #71 Road Town
Tortola VG1110 British Virgin Islands
* $25,021,826.00
32. Kirk Steele
* $2,500,000.00
33. Koalalgo Research
CO SERVICES CAYMAN LIMITED
P. O. Box 10008 Willow House
Cricket Square Grand Cayman KY1-1001
Cayman Islands
* $3,700,000.00
34. Koroush Ak Ltd.
1-2 Craven Road, London, UK W5
2UA
* $409,953.87
35. Lemma Technologies Inc.
Via Espana, Delta Bank Building,
6th Floor, Suite 604D, Panama City
PA-8 Panama
* $165,000,000.00
36. Marc-Antoine Julliard
* $140,000.00
37. Marc St. John Wolff Amey
* $637,000.00
38. Michael Anderson
* $1,600,000.00
39. Michael Currie
* $40,000.00
40. Mikita Kudzelka
* $27,000.00
41. Mohammad Alsabah
* $275,000.00
42. Nai Him Leslie Tam
* 8,214,895.72
43. Nexxus Holdings Operations LLC
800 Miramonte Drive, Suite 380
Santa Barbara CA 93109
* $124,905,130.38
44. NKB Finance Ltd.
Griva Digeni 13, 6030 Larnaca, Cyprus
* $216.52
45. Olympus Peak Trade Claims Opportunities Fund I Non-
ECI MasterLP
177 West Putnam Ave Suite 2622- S1 Greenwich, CT 06831
* $21,554,519.00
46. Orange Phoenix LLC
c/o The Corporation Trust Center
1209 Orange Street, Wilmington DE 19801
* $4,695,822.68
47. Patrick Martin
* $500,000.00
48. Patrick Wohlschlegel
* $57,973.85
49. Paxtibi LLP
221 W. 9th Street
Wilmington, DE 19801
* $1,840,117.00
50. Phoenix Digital
c/o The Corporation Trust Center
1209 Orange Street, Wilmington DE 19801
* $4,186,421.00
51. Phoenix TF, LLC
418 Broadway, Ste R, Albany, NY
12207
* $653,996.22
52. Podtree Ltd.
26, Kanachrine Place,Ullapool, Highland, Scotland
* $19,581.26
53. PRIMO Holding GmbH
Urbanstrasse 4, D-70839 Gerlingen, Germany
* $853,674.48
54. Raul Jain
* $42,000.00
55. Robert Himmelbauer
* $107,013.57
56. Rodney Clough
* $504,000.00
57. Samuel Mandel
* $59,600.00
58. Sheval Alijevski
* $146,000.00
59. Sidar Sahin
* $50,974,281.00
60. Silver Point Capital, LP
2 Greenwich Plaza, Greenwich, CT 06830
* $635,522,689.00
61. Svalbard Holdings Limited
c/o Attestor Limited, 7 Seymour Street, W1H 7JW London
* $1,018,691,815.00
62. Tellurian Exoalpha Digital Assets Systematic Fund
89 Nexus Way, Camana Bay Grand
Cayman, Cayman Islands KY1-
* $1,062,047.90
63. Vicomte Holding LLC as manager of Arceau 507 II LLC,
Arceau 507
LLC, Arceau X LLC, Oroboros FTX I LLC
4 Lakeside Drive, Chobham Lakes,
GU24 8BD, Surrey, UK
* $29,062,378.28
64. William Johanna Petrus
Christina Arts
* $3,000,000.00
65. Yu Ting
* $64,434.00
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
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 counsel, FTI Consulting, Inc., as financial advisor, and
Jefferies LLC as the investment banker. Young Conaway Stargatt &
Taylor LLP is the Committee's Delaware and conflicts counsel.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases. White
collar crime specialist Mark S. Cohen has reportedly been hired to
represent SBF in litigation. Lawyers at Paul Weiss previously
represented SBF but later renounced representing the entrepreneur
due to a conflict of interest.
FULCRUM BIOENERGY: Hires Morris Nichols as Bankruptcy Counsel
-------------------------------------------------------------
Fulcrum Bioenergy Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Morris, Nichols, Arsht &
Tunnell LLP as bankruptcy counsel.
The firm will render these services:
a. perform all necessary services as the Debtors' bankruptcy
co-counsel;
b. take all necessary actions to protect and preserve the
Debtors' estates during these Chapter 11 Cases;
c. prepare or coordinate preparation on behalf of the Debtors,
as debtors in possession, necessary motions, applications, answers,
orders, reports and papers in connection with the administration of
these Chapter 11 Cases;
d. counsel the Debtors with regard to their rights and
obligations as debtors in possession;
e. coordinate with the Debtors' other professionals in
representing the Debtors in connection with these Chapter 11 Cases;
and
f. perform all other necessary legal services.
The firm will be paid at these rates:
Partners $850 to $1,695
Associates and Special Counsel $545 to $965
Paraprofessionals $345 tp $395
Case Clerks $195
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: In connection with the Chapter 11 Cases, Morris
Nichols was retained by the Debtors pursuant to the Engagement
Agreement dated July 18, 2024. As part of its customary practices,
Morris Nichols increased the hourly rates of its attorneys
beginning January 1, 2024. Otherwise, the material terms of the
prepetition engagement are the same as the terms described in the
Dehney Declaration.
For work performed for the Debtors in 2024, Morris Nichols’s
hourly rates are as follows:
Partners $850 to 1,695
Associates and Special Counsel $545 to 965
Paraprofessionals $345 to 395
Case Clerks $195
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: Morris Nichols and the Debtors have agreed on a budget
and staffing plan for the Chapter 11 Cases.
Robert Dehney, Sr., Esq., a partner at Morris, Nichols, Arsht &
Tunnell 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:
Robert J. Dehney, Sr., Esq.
Morris, Nichols, Arsht & Tunnell LLP
1201 North Market Street, 16th Floor
PO Box 1347
Wilmington, DE 19899-1347
Tel: (302) 351-9353
Fax: (302) 658-3989
Email: rdehney@morrisnichols.com
About Fulcrum Bioenergy
Fulcrum Bioenergy Inc. operates as a clean energy company described
as a pioneer in sustainable aviation fuel (SAF) production.
Fulcrum Bioenergy Inc. and its affiliates sought relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
24-12008) on Sept. 9, 2024. In the petition filed by Mark J. Smith,
as chief restructuring officer, the Debtor reports estimated assets
up to $50,000 and estimated liabilities between $100 million and
$500 million.
The Honorable Bankruptcy Judge Thomas M. Horan handles the case.
The Debtors tapped MORRIS, NICHOLS, ARSHT & TUNNELL LLP as counsel;
and DEVELOPMENT SPECIALISTS, INC., as investment banker. KURTZMAN
CARSON CONSULTANTS, LLC, d/b/a VERITA GLOBAL, is the claims agent.
FULCRUM BIOENERGY: Taps Development Specialists as Fin'l Advisor
----------------------------------------------------------------
Fulcrum Bioenergy Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Development Specialists,
Inc. as financial advisor and investment banker.
The firm will provide these services:
a. provide financial restructuring advice and participate in
meetings or negotiations with creditors, stakeholders, and other
appropriate parties concerning the bankruptcy filing;
b. coordinate and manage the preparation of bankruptcy
schedules;
c. assist with the completion of first-day pleadings;
d. manage and coordinate the filing of required reporting
documents;
e. prepare an integrated financial model and thirteen-week
cash flow report;
f. provide investment banking services related to a sale of
the Debtors' assets pursuant to section 363 of the Bankruptcy
Code;
g. participate in negotiations related to any Plan of
Reorganization;
h. assist and participate in negotiations with lenders,
suppliers, employees, and taxing authorities; and
i. perform such other tasks as may be agreed upon by DSI and
the Debtors.
The firm's rates are:
i. Fees: DSI will charge its hourly rates up to a cap of
$80,000/month. In addition, DSI will seek a success fee of 4
percent of all proceeds in excess of the gross cash value of the
initial stalking horse bid.
ii. Hourly Fees:
Steven L. Victor $745/hr
Yale S. Bogen $675/hr
James E. Romey $475/hr
Spencer G. Ferrero $470/hr
Andrew D. Wagner $430/hr
William G. Brandt $395/hr
Conrad Grygoriew $260/hr
iii. Additional Personnel: In addition to the fees set forth
above, the Debtors have agreed to pay additional personnel to
perform specific duties. The personnel's identities, backgrounds
and rates will be disclosed prior to engaging any services. The
billing rates of the additional personnel range from $190 to $815
per hour.
As disclosed in court filings, Development Specialists is
disinterested within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Steven L. Victor
Development Specialists, Inc.
10 South LaSalle Street, Suite 3300
Chicago, IL 60603
Tel: (312) 263-4141
Fax: (312) 263-1180
Email: svictor@DSIConsulting.com
About Fulcrum Bioenergy
Fulcrum Bioenergy Inc. operates as a clean energy company described
as a pioneer in sustainable aviation fuel (SAF) production.
Fulcrum Bioenergy Inc. and its affiliates sought relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
24-12008) on Sept. 9, 2024. In the petition filed by Mark J. Smith,
as chief restructuring officer, the Debtor reports estimated assets
up to $50,000 and estimated liabilities between $100 million and
$500 million.
The Honorable Bankruptcy Judge Thomas M. Horan handles the case.
The Debtors tapped MORRIS, NICHOLS, ARSHT & TUNNELL LLP as counsel;
and DEVELOPMENT SPECIALISTS, INC., as investment banker. KURTZMAN
CARSON CONSULTANTS, LLC, d/b/a VERITA GLOBAL, is the claims agent.
FULCRUM BIOENERGY: Taps Kurtzman Carson as Administrative Advisor
-----------------------------------------------------------------
Fulcrum Bioenergy Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Kurtzman Carson
Consultants, LLC DBA Verita Global as administrative advisor.
The firm will provide these administrative services:
(a) assist with, among other things, solicitation, balloting,
and tabulation of votes, and prepare any related reports;
(b) prepare an official ballot certification and, if
necessary, testify in support of the ballot tabulation results;
(c) assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
(d) provide a confidential data room, if requested;
(e) manage and coordinate any distributions pursuant to a
Chapter 11 plan; and
(f) provide such other processing, solicitation, balloting,
and administrative services.
The firm received a retainer in the amount of $50,000.
The firm will be paid at its standard hourly rates and will be
reimbursed for expenses incurred.
Evan Gershbein, executive vice president of Kurtzman, disclosed in
a court filing that the firm is a "disinterested person" pursuant
to Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Evan Gershbein
Kurtzman Carson Consultants LLC
222 N. Pacific Coast Highway, 3rd Floor
El Segundo, CA 90245
Telephone: (310) 823-9000
Email: egershbein@kccllc.com
About Fulcrum Bioenergy
Fulcrum Bioenergy Inc. operates as a clean energy company described
as a pioneer in sustainable aviation fuel (SAF) production.
Fulcrum Bioenergy Inc. and its affiliates sought relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
24-12008) on Sept. 9, 2024. In the petition filed by Mark J. Smith,
as chief restructuring officer, the Debtor reports estimated assets
up to $50,000 and estimated liabilities between $100 million and
$500 million.
The Honorable Bankruptcy Judge Thomas M. Horan handles the case.
The Debtors tapped MORRIS, NICHOLS, ARSHT & TUNNELL LLP as counsel;
and DEVELOPMENT SPECIALISTS, INC., as investment banker. KURTZMAN
CARSON CONSULTANTS, LLC, d/b/a VERITA GLOBAL, is the claims agent.
FUTURE FINTECH: Johonson Lau Quits From Board; Replacement Named
----------------------------------------------------------------
Future FinTech Group, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 30, 2024, the
Company's Board of Directors received a resignation letter from Mr.
Johonson (Shun-Pong) Lau, to resign from the positions as a member
of the Board, Chairman of the Audit Committee and a member of
Compensation Committee, effective on Sept. 30, 2024. Mr. Lau's
resignation is due to his other business commitments and not
because of any disagreement with the Board.
On Oct. 1, 2024, the Board appointed Mr. Mingyong Hu as a member of
the Board, Chairman of the Audit Committee and a member of
Compensation Committee of the Board, effective immediately, to fill
the vacancy following the resignation of Mr. Lau.
Mr. Mingyong Hu, age 46, was the founder and CFO of Beijing Xiaowu
Supply Chain Technology Co., Ltd. from August 2021 to April 2024.
From March 2019 to July 2021, Mr. Hu was the executive vice
president of Zhenghua Guotai International Trading Co., Ltd. From
October 2017 to March 2019, Mr. Hu was the general manager of
Zhongrong Dinghui (Beijing) Equity Investment Fund Management Co.,
Ltd. From January 2016 to October 2017, Mr. Hu was the executive
vice president of Zhongsheng Wantong Equity Investment Fund
Management (Beijing) Co., Ltd. From June 2007 to December 2015,
Mr. Hu was a partner and executive deputy general manager of
Zhonghao Investment Group Co., Ltd.
Mr. Mingyong Hu received his bachelor's degree in accounting from
Hunan University in July 2001. Mr. Hu is a Certified Public
Accountant of China, and he also holds Certification of Securities
Professional and Fund Qualification Certificate in China.
There are no arrangements or understandings between Mr. Mingyong Hu
and any other person pursuant to which Mr. Hu was appointed as a
director of the Company. In addition, there is no family
relationship between Mr. Hu and any director or executive officer
of the Company. The Board deems Mr. Hu an "independent director"
as defined by NASDAQ Rule 5605(a)(2). The Board also determines
that Mr. Hu an "audit committee financial expert" as defined by
NASDAQ Rule 5605(c)(2)(A) and Item 407(d)(5) of Regulation S-K.
In connection with his appointment, the Company entered into a
director agreement with Mr. Mingyong Hu on Oct. 1, 2024. Under the
terms of the Agreement, Mr. Hu shall receive from the Company a fee
in the amount of US$10,000 a year for his director services,
payable quarterly. The Agreement imposes certain customary
confidentiality and non-disclosure obligations on Mr. Hu customary
for the agreements of this nature.
About Future FinTech Group
New York, N.Y.-based Future FinTech Group Inc. is a holding Company
incorporated under the laws of the State of Florida. The Company
historically engaged in the production and sale of fruit juice
concentrates (including fruit purees and fruit juices), fruit
beverages (including fruit juice beverages and fruit cider
beverages) in the PRC. Due to drastically increased production
costs and tightened environmental laws in China, the Company had
transformed its business from fruit juice manufacturing and
distribution to financial technology-related service businesses.
The main business of the Company includes supply chain financing
services and trading in China, asset management business in Hong
Kong, and cross-border money transfer service in the UK.
Orange, Calif.-based Fortune CPA, Inc., the Company's auditor since
2023, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has suffered losses from
operations, which raise substantial doubt about its ability to
continue as a going concern.
GLASS MANAGEMENT: Gets Interim OK to Use Cash Collateral
--------------------------------------------------------
Glass Management Services, Inc. received interim approval from the
U.S. Bankruptcy Court for the Northern District of Illinois to use
the cash collateral of Old National Bank until Oct. 15.
ONB, the primary secured creditor, holds a senior lien on Glass
Management's assets on account of its loans to the company. As of
Oct. 1, the company owed the bank over $4 million.
ONB's interest in the assets will be protected by replacement liens
on post-petition assets, according to the interim order penned by
Judge Janet Baer.
In addition, ONB will be granted a superpriority administrative
expense claim in case of diminution in value of its collateral and
will receive monthly payments of $20,000 from Glass Management
starting on Oct. 1, which the bank can automatically debit from the
company's account.
Glass Management must adhere strictly to the court-approved budget
for cash collateral use and must ensure the total expenses do not
exceed 110% of the budgeted amount.
The next hearing is scheduled for Oct. 15.
About Glass Management
Glass Management Services, Inc. is a construction contractor based
in Illinois, specializing in glazing services. Established with a
focus on high-profile projects, the company has been involved in
significant developments, including the Obama Presidential Library,
Terminal 5 at O’Hare Airport, and multiple Chicago Public Schools
and CTA transit stations.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-14036) with
$3,029,997 in assets and $11,989,444 in liabilities. Ernest B.
Edwards, president, signed the petition.
Hon. Janet S. Baer presides the case.
David P. Leibowitz, Esq., at Leibowitz, Hiltz & Zanzig, LLC
represents the Debtor as legal counsel.
GLEANNLOCH CLA: Unsecureds Will Get 100% of Claims over 60 Months
-----------------------------------------------------------------
Gleannloch CLA Partners, Ltd., filed with the U.S. Bankruptcy Court
for the Southern District of Texas a Disclosure Statement in
support of Plan of Reorganization dated September 3, 2024.
The Debtor is a Texas limited partnership formed with the sole
purpose of owning real property located at 8901 Spring Cypress,
Spring, Texas (the "Property").
In 2012, the Debtor contracted with CLA Gleannloch, LLC ("CLA") for
the construction of a Children's Learning Adventure childcare
center, on the Property ("the Facility"). CLA agreed to construct
the Facility on the Property and lease it from the Debtor. This was
a single tenant, reverse build to suit project, financed for the
Debtor by International Bank of Commerce ("IBC"). The Debtor owns
not only the Property but also the Facility.
On April 21, 2016, TRS filed suit against CLA claiming that CLA
owed it money under the construction contract. On August 1, 2024,
the Debtor removed the state court litigation to the Bankruptcy
Court in Adversary No. 24-3153 and the arbitration proceeding to
the Bankruptcy Court in Adversary No. 24- 3154 (the "Removed
Litigation"). The Debtor is seeking an agreement to mediate in both
proceedings, hoping to resolve this eight-year old dispute.
CLA finally vacated the Facility in March of 2020, during the
pandemic. The pandemic made the process of obtaining a new tenant
to occupy the Facility very difficult. Ultimately the Facility was
leased to Imagine Early Education & Childcare which opened in
February of 2022. After Imagine took occupancy and the Debtor took
over the litigation, it was discovered that water was still
infiltrating the building not only from the roof, but other areas
of the building and additional claims were filed.
As part of the inspection process, destructive testing, etc.,
protocols were established for repairs to the building. Since this
would involve the complete removal of the roof, Imagine would be
forced to shut down completely. Instead, Imagine left the Facility
and the Debtor lost the income from the lease. With no revenue to
support the bank debt and the ongoing cost of the litigation, the
Debtor was forced to file bankruptcy.
Class 4 consists of Non-Priority General Unsecured Claims. The
unsecured creditors in this class consist of SGH Holdings, LLC in
the amount of approximately $81,534.51 and Wilson & Franco in the
amount of $24,667.37. The Debtor will pay these general unsecured
claims in full on a pro rata basis over 60 months in equal monthly
installments of approximately $1,770.03 with the first monthly
payments being due and payable on the 15th day of the first full
calendar month of the first full quarter after the effective date
of the plan. The liquidation analysis reflects that these general
unsecured creditors would not receive a distribution in a chapter 7
bankruptcy case. In this chapter 11 case they will be receiving
100% of their claims which meets the "best interest of the
creditors test." This class is impaired.
Gleannloch CLA GP, Inc. is the general partner of the Debtor. The
Debtor is not indebted to its general partner. Finkelstein
Partners, LTD and LASCO Development Corp. are insiders of the
Debtor and will not receive any monetary distribution under the
Plan.
Equity interest holders are parties who hold an ownership interest
(i.e., equity interest) in the Debtor. The Debtor's general partner
is Gleannloch CLA GP, Inc. and its limited partners are Houston
Tall Pines, LLC, MSTV Enterprises, Shaydon Interests, LLC,
Finkelstein Partners, Ltd., and Victress Holdings, LLC. The equity
interest holders shall retain their equity positions with the
reorganized debtor but shall not receive any payment or repayment
under the Plan.
The Debtor believes that it will have sufficient disposable income
to fund the Plan.
Pursuant to the provisions of Sections 1141(b) and 1141(c) of the
Bankruptcy Code, all assets of the Debtor that remain will vest in
the Reorganized Debtor on the Confirmation Date free and clear of
all claims, liens, encumbrances, charges and other interests of the
holders of Claims and Equity Interests, except as otherwise
provided in the Plan. IBC Bank shall retain its liens against all
of the Reorganized Debtor's assets, both real and personal.
Upon the Effective Date of the Plan, the Reorganized Debtor will be
free to conduct its business, manage its affairs, and enter into
transactions without restriction or limitation imposed under any
provision of the Bankruptcy Code, except to the extent otherwise
provided in the Plan. Except for provisions dealing with payments
to holders of Claims, the Plan does not contain any limitations
with respect to the Debtor's future operation of its business.
A full-text copy of the Disclosure Statement dated September 3,
2024 is available at https://urlcurt.com/u?l=TLeMhI from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
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
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.
GNC HOLDINGS: $184.3MM Bank Debt Trades at 28% Discount
-------------------------------------------------------
Participations in a syndicated loan under which GNC Holdings LLC is
a borrower were trading in the secondary market around 72.4
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $184.3 million Term loan facility is scheduled to mature on
October 7, 2026. The amount is fully drawn and outstanding.
GNC Holdings, LLC -- http://www.gnc.com/-- is a retail company
based in Pittsburgh, Pennsylvania. It specializes in health and
nutrition related products, including vitamins, supplements,
minerals, herbs, sports nutrition, diet, and energy products.
GOWANUS MEMBER: October 22 Public Sale Auction Set
--------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code as enacted in New York, by virtue of certain events of default
under that certain pledge and security agreement dated as of April
18, 2018, executed and delivered by Gowanus Member LLC ("pledgor")
and in accordance with it rights as holder of the security, 175-225
Third Street lender LLC ("secured party"), by virtue of possession
of that certain share certificate held in accordance with article 8
of the uniform commercial code of the state of New York ("code"),
and by virtue of that certain UCC-1 filing statement made favor of
secured party, all in accordance with Article 9 of the code,
secured party will offer for sale, at public auction (i) all of
pledgor's right, title and interest in and to the following:
Gowanus Owner LLC ("pledged entity") and (ii) certain related
rights and property relating thereto.
Secured party's understanding is that the principal asset of the
pledged entity is the premises located at 169 Third Street, 201
Third Street, and 225 Third Street aka 175-185 Third Street,
Brooklyn, New York (block: 972; lot:58) ("property").
Mannion Auctions LLC will conduct a public sale consisting of the
collateral via online bidding on Oct. 22, 2024, at 3:00 p.m. in
satisfaction of an indebtedness in the approximate amount of
$94,630,265.93, including principal, interest on principal, and
reasonable fees and costs, plus default interest through Oct. 22,
2024, subject to open charges and all additional costs, fees and
disbursements permitted by law. The Secured Party reserves the
right to credit bid.
Online bidding will be made available via Zoom Meeting:
Meeting link: https://bit.ly/GowanusMember
Meeting ID: 814 5286 8507
Passcode: 282317
One Tap Mobile: +16469313860,,81452868507#,,,,*282317#
US Dial By you location: +1 646 931 3860 US
Interested parties who intend to bid on the collateral must contact
David Schechtman at Meridian Capital Group, One Battery Park Plaza,
26th Floor, New York, New York 10004, (212) 468-5907,
dschechtman@meridiancapital.com, to receive the terms and
conditions of sale and bidding instructions by Oct. 21, 2024 by
4:00 p.m. Upon execution of a standard confidentiality and
non-disclosure agreement, which can be found at
http://2253rdstbk.com,additional documentation and information
will be available.
GREELEY FLATS: Trustee Taps Markus Williams Young as Counsel
------------------------------------------------------------
Bryan Perkinson, as the Chapter 11 trustee for the bankruptcy
estate of Greeley Flats, DST, seeks approval from the U.S.
Bankruptcy Court for the District of Colorado to hire Markus
Williams Young & Hunsicker LLC as his counsel.
The firm will render these services:
a. assist with investigating the facts and circumstances of
this pending bankruptcy case, and developing and implementing a
strategy to administer this chapter 11 case;
b. assist in the production of the documents necessary to
administer this chapter 11 case;
c. assist in the preparation of pleadings and related
documents to affect a sale of substantially all the Debtor's
assets;
d. assist in the preparation of a plan of reorganization or
liquidation and disclosure statement;
e. prepare on behalf of the Trustee all necessary
applications, complaints, answers, motions, orders, reports, and
other legal papers;
f. represent the Trustee in any adversary proceedings and
contested matters related to this bankruptcy case;
g. provide legal advice with respect to the Trustee's rights,
powers, obligations and duties as the chapter 11 trustee in the
continuing operation of the Debtor's business and the
administration of the estate; and
h. provide other legal services for the Trustee as necessary
and appropriate for the administration of the Debtor's estate.
The firm will be paid at these rates:
James T. Markus $595/hr
John F. Young $580/hr
Bradley T. Hunsicker $445/hr
Matthew T. Faga $475/hr
Lacey S. Bryan $410/hr
Ryan L. Blansett $325/hr
Serina Schaefer (paralegal) $195/hr
In addition, the firm will seek reimbursement for expenses
incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Matthew T. Faga, Esq,
Markus Williams Young & Hunsicker LLC
1775 Sherman Street, Suite 1950
Denver, CO 80203-4505
Telephone (303) 830-0800
Facsimile (303) 830-0809
Email: mfaga@markuswilliams.com
About Greeley Flats, DST
Greeley Flats, DST, is organized as a Delaware statutory trust.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D. Colo.
Case No. 24-11573-KHT) on On April 3, 2024. At the time of filing,
the Debtor estimated $10,000,001 to $50 million in both assets and
liabilities.
Judge Kimberley H Tyson presides over the case.
The Debtor hired Tucker Ellis LLP as counsel.
GRESHAM WORLDWIDE: Comm. Taps Sonoran Capital as Financial Advisor
------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of Gresham Worldwide, Inc. seeks approval from the
U.S. Bankruptcy Court for the District of Arizona to employ Sonoran
Capital Advisors, LLC, as its financial advisor.
The firm's services include:
a. analysis of the Debtor's financial situations, and
rendering advice to the Committee in determining courses of action
necessary for an effective reorganization;
b. investigation of the acts, conduct, assets, liabilities,
and financial condition of the Debtor, the operation of the
Debtor's related entities and business interests, and any matter
relevant to the Debtor's case;
c. participation in the Debtor's Chapter 11 to the extent it
affects the rights and interests of the creditors of the Debtor
including, without limitation, the formulation of a Chapter 11 plan
of reorganization and confirmation of that plan;
d. performance of any and all such other services as are in
the interests of the Committee relevant to the Debtor's Chapter 11
case; and
e. such other representation as seems appropriate and
necessary for the benefit of the Committee.
The regular hourly rates for consultants range from $195 to $595.
Matthew Foster, a managing director at Sonoran Capital Advisors,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Matthew Foster
Sonoran Capital Advisors, LLC
1733 N Greenfield Rd. Ste 104
Mesa, AZ 85205
Tel: (480) 825-6650
Email: mfoster@sonorancap.com
About Gresham Worldwide
Gresham Worldwide, Inc. designs, manufactures, and distributes
purpose-built electronics equipment, automated test solutions,
power electronics, supply and distribution solutions, as well as
radio, microwave, and millimeter wave communication systems and
components for a variety of applications with a focus on the global
defense industry and the healthcare market.
Gresham Worldwide sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 24-06732) on Aug. 14,
2024. In the petition filed by Lutz P. Henckels, chief financial
officer, the Debtor disclosed $32,859,000 in assets and $39,786,000
in liabilities as of June 30, 2024.
Judge Scott H. Gan oversees the case.
Patrick A. Clisham, Esq., at Engelman Berger, PC serves as the
Debtor's counsel.
The U.S. Trustee appointed an official committee of unsecured
creditors in this Chapter 11 case. The committee tapped Stinson LLP
as legal counsel.
HALO ESTATES: Seeks Chapter 11 Bankruptcy Protection
----------------------------------------------------
Halo Estates LLC filed Chapter 11 protection in Central District of
California. According to court documents, the Debtor reports
between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 29, 2024 at 10:30 a.m. at UST-SVND2, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-820-9498, PARTICIPANT CODE: 6468388.
About Halo Estates
Halo Estates LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-11656) on Sept. 30,
2024. In the petition filed by Rosie Patterson, as member, the
Debtor estimated assets and liabilities between $1 million and $10
million each.
The Debtor is represented by:
Patricia Rodriguez, Esq.
RODRIGUEZ LAW GROUP
1055 E. Colorado Blvd. Suite 500
Pasadena CA 91106
Tel: (626) 888-5206
Email: prod@attorneyprod.com
HAPPYNEST REIT: Reports $84,569 Net Loss in H1 2024
---------------------------------------------------
HappyNest REIT, Inc. filed with the U.S. Securities and Exchange
Commission its Semiannual Report on Form 1-SA reporting a net loss
of $84,569 for the six-month period ending June 30, 2024, compared
to a net loss of $89,860 for the six-month period ending June 30,
2023.
HappyNest REIT requires capital to fund its investment activities
and operating expenses. Its capital sources may include net
proceeds from the Offering, cash flow from operations and
borrowings under loans and credit facilities.
The Company stated that, "As of June 30, 2024, the aggregate
amounts raised by the Company was $3,323,712. For the foreseeable
future we will be dependent upon our ability to finance our
operations from the sale of equity or other financing alternatives.
Our principal demands for funds will be to purchase real estate
properties and make other real estate investments, for the payment
of operating expenses and distributions, and for the payment of
principal and interest on any indebtedness we incur. Although we
depend upon the net proceeds from the sale of our shares of common
stock to conduct substantially all of our operations, we may fund
our capital requirements from a variety of other sources."
"As of June 30, 2024, our indebtedness primarily consisted of
expenses reimbursable to our affiliates for the costs incurred by
us in connection with our organization and our Offering, fees
payable to our affiliates that we incurred in connection with the
acquisitions of our investment properties, as well as stock-based
compensation expenses."
"For the six months ended June 30, 2024, the Company generated
negative cash flows from operations of $130,010, has a net loss of
$84,569, and has an accumulated deficit of $691,073. This raises
substantial doubt about the Company's ability to continue as a
going concern. The continuation of the Company as a going concern
is dependent upon the successful financing through equity investors
and profitable investment opportunities expected to have long-term
benefits."
As of June 30, 2024, the Company had $2.8 million in total assets,
$251,589 in total liabilities, and $2.6 million in total
stockholders' equity.
A full-text copy of the Company's Form 1-SA is available at:
https://tinyurl.com/fdwzzeyx
About HappyNest REIT
Annapolis, Maryland-based HappyNest REIT, Inc. is a real estate
investment trust that focuses primarily on acquiring a diverse
portfolio of commercial real estate properties through direct
ownership structures and limited partnerships with existing
operators.
As of December 31, 2023, the Company had $2,713,888 in total
assets, $301,198 in total liabilities, and $2,412,690 in total
stockholders' equity.
Margate, Florida-based Assurance Dimensions, the Company's auditor,
issued a "going concern" qualification in its report dated April
29, 2024, citing that for the year ended December 31, 2023, the
Company generated negative cash flows from operations of $148,279,
has a net loss of $346,098, and has an accumulated deficit of
$606,504. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
HARVEY LANDHOLDINGS: Sec. 341(a) Meeting of Creditors on Oct. 24
----------------------------------------------------------------
Harvey Landholdings LLC filed Chapter 11 protection in the Northern
District of Georgia. 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. Section 341(a) is slated for
October 24, 2024 at 2:00 p.m. via Telephone conference. To attend,
Dial 888-902-9750 and enter participation code 9635734.
About Harvey Landholdings
Harvey Landholdings LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-60343)
on Sept. 30, 2024. In the petition filed by Donald K. Harvey, as
manager, the Debtor estimated assets between $1 million and $10
million and liabilities between $500,000 and $1 million.
The Debtor is represented by:
Leslie Pineyro, Esq.
JONES & WALDEN LLC
699 Piedmont Avenue NE
Atlanta, GA 30308
Tel: 404-564-9300
Email: info@joneswalden.com
HAYS TABERNACLE: Case Summary & 12 Unsecured Creditors
------------------------------------------------------
Debtor: Hays Tabernacle CME Church
10121 S. Central Ave.
Los Angeles, CA 90002
Business Description: The Debtor is a religious organization
that owns five properties in California
consisting of a church, commercial buildings
and residential home having a total current
value of $5.44 million.
Chapter 11 Petition Date: October 6, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-18171
Judge: Hon. Sandra R Klein
Debtor's Counsel: Shumika T.R. Sookdeo, Esq.
ROBINSON SOOKDEO LAW
4129 Main Street, Ste. 200-B
Riverside, CA 92501
Tel: 951-683-3974
Email: shumika@robinsonsookdeolaw.com
Total Assets: $5,475,938
Total Liabilities: $2,997,638
The petition was signed by Rev. Dr. Phillip D. Washington as
pastor.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 12 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/V6EOJRA/Hays_Tabernacle_CME_Church__cacbke-24-18171__0001.0.pdf?mcid=tGE4TAMA
HEAVENLY SCENT: Hires Goodson & Taylor CPAS as Accountant
---------------------------------------------------------
Heavenly Scent Commercial Cleaning, Inc. seeks approval from the
U.S. Bankruptcy Court for the Eastern District of North Carolina to
hire Goodson & Taylor CPAS as accountant.
Goodson & Taylor will be preparing the Debtor's payroll, tax
returns and financial statements.
The firm will be paid at these rates:
Clement Goodson, CPA $100
Paul Butler $60
As disclosed in the court filings, Goodson & Taylor CPAS does not
hold or represent any interest adverse to the Debtor or its
estate.
The firm can be reached through:
Clement Goodson, CPA
Goodson & Taylor CPAS
763 S Kerr Ave
Wilmington, NC 28403
Phone: (910) 392-4650
About Heavenly Scent Commercial Cleaning
Heavenly Scent Commercial Cleaning, Inc. doing business as
Sasquatch Manor, Inc. offers janitorial cleaning services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-02669) on August 9,
2024, with $759,141 in assets and $1,614,261 in liabilities. Howard
Niven, president, signed the petition.
Judge Pamela W. McAfee presides over the case.
David J. Haidt, Esq., at Ayers & Haidt, PA represents the Debtor as
legal counsel.
HEYWOOD HEALTHCARE: Gets Court Nod to Use Cash Collateral
---------------------------------------------------------
Heywood Healthcare, Inc. received approval from the U.S. Bankruptcy
Court for the District of Massachusetts to continue to use the cash
collateral of its secured creditors.
The continued use of cash collateral is authorized under the same
terms and conditions until the effective date of the company's
Chapter 11 plan of reorganization.
Heywood's reorganization plan was confirmed by the court on Sept.
30.
About Heywood Healthcare
Heywood Healthcare, Inc. is a non-profit community-owned hospital
in Gardner, Mass.
Heywood Healthcare and its affiliates filed Chapter 11 petitions
(Bankr. D. Mass. Lead Case No. 23-40817) on Oct. 1, 2023. In the
petition signed by its chief executive officer, Thomas Sullivan,
Heywood Healthcare disclosed up to $500,000 in assets and up to
$50,000 in liabilities.
Judge Elizabeth D. Katz oversees the cases.
John M. Flick, Esq., at Flick Law Group, PC represents the Debtors
as counsel.
The U.S. Trustee for Region 1 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Dentons Bingham Greenebaum, LLP and Dentons US,
LLP, as its legal counsel.
HOODSTOCK RANCH: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The U.S. Trustee for Region 18 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Hoodstock Ranch, LLC.
About Hoodstock Ranch
Hoodstock Ranch, LLC is engaged in activities related to real
estate. The Debtor is the owner of the real property located at 267
86th Rd., Troutlake, Wash., having a comparable sale value of $3.2
million.
Hoodstock Ranch sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Wash. Case No. 24-01427) on September
5, 2024. In the petition filed by Mark G. Heron, as sole governor,
the Debtor reports total assets of $3,248,000 and total liabilities
of $3,092,000.
The Honorable Bankruptcy Judge Whitman L. Holt handles the case.
The Debtor is represented by Patrick D. McBurney, Esq., at Patrick
D. McBurney - Attorney At Law.
HORNBLOWER SUB: $349.4MM Bank Debt Trades at 76% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Hornblower Sub LLC
is a borrower were trading in the secondary market around 24.4
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $349.4 million Payment in kind Term loan facility is scheduled
to mature on April 28, 2025. The amount is fully drawn and
outstanding.
Hornblower Sub, LLC is a charter yacht and public dining cruise
operator.
HPV FAMILY: Hilco to Auction 403+ Acres in Georgetown, Texas
------------------------------------------------------------
Hilco Real Estate Sales announces November 6, 2024 as the qualified
bid deadline for the Chapter 7 bankruptcy sale of 403+/- acres of
development land located along Highway 29 in Georgetown, Texas. The
property will be sold in its entirety as part of the sale.
Located 25 miles north of downtown Austin, Georgetown has
consistently been ranked one of the nation's fastest-growing
cities. The city has grown 53% since 2020 with over 105,499
residents to date. Through a combination of affordable housing, low
cost of living and proximity to major employers, Georgetown
provides a sustainable environment for its new and current
residents, as well as a fertile environment for businesses to
thrive.
The site itself is located six miles east of downtown Georgetown
along the banks of the San Gabriel River. Preliminary plans call
for the development of a premier, mixed-use project featuring
1,200+ single and multifamily homes, retail, office, hospitality
and entertainment components, together with an abundance of parks,
trails, gardens and open greenspace.
The location benefits from proximity to large retail amenities,
including Round Rock Premium Outlets, Wolf Ranch Town Center and
University Oaks Shopping Center, as well as notable attractions,
including Round Rock Sport's Center, Kalahari Resort and Dell
Diamond. The property is also close to major employers, including
the Samsung Austin Semiconductor facility (4,600 employees), Dell
headquarters (13,000 employees), Tesla Giga Factory (20,000
employees), Baylor Scott & White Medical Center (800 employees) and
Seton Medical Center Williamson (450 employees), as well as five
universities: Texas State University Round Rock, Texas A&M Health
Science Center, Austin Community College, Southwestern University
and Temple College. Based on its frontage along Highway 29,
closeness to Interstate 35 and Toll 130, access to numerous local
and national retailers as well as major employers and institutions
of higher learning, this property represents a prime opportunity
for multifamily, retail, office and hospitality developers to
invest in one of the nation's fastest-growing, sought-after cities
anywhere in the country.
Additionally, the property sits adjacent to the Williamson County
Corridor C project, a soon-to-be-completed, east-west bypass
linking Sam Houston Avenue to Highway 29 and bringing increased
connectivity to this development. Funding for the project, totaling
$30.5 million, was obtained through a Williamson County
voter-approved road bond in 2019 to address the significant
increase in forecasted traffic volume over the coming years.
Construction on the Corridor C-Highway 29 Bypass project is
anticipated to reach completion in summer 2026.
Terry Rochford, senior vice president of business development at
Hilco Real Estate Sales, stated, "Based on its sheer size,
immediate (and forthcoming) accessibility to various transportation
options, proximity to global tech employers and explosive area
population growth, this parcel stands alone as one of the most
compelling development opportunities in all of Central Texas." He
continued, "This site constitutes one of the largest mixed-use
development parcels available between Georgetown and Taylor, Texas,
sitting just outside the city limits and the ETJ, thus providing a
veritable blank canvas for potential future uses -- a
characteristic that should make this property very interesting to
developers, investors and end users alike."
Steve Madura, senior vice president at Hilco Real Estate Sales
added, "Due to the extreme volatility of the macro -economic
markets, investors are seeking alternative opportunities that
provide a safe haven from the current global uncertainty...and real
estate, especially land located in the path of development, has
historically provided the long-term stability and diversification
investors seek. Likewise, savvy developers are focusing their
attention and energies on meaningful projects in only the best
markets. As such, when we add in the certainty and efficiency of
the bankruptcy process, we expect an overwhelming response to this
offering."
The sale is subject to bankruptcy court approval of the United
States Bankruptcy Court for the Western District of Texas (Austin)
Petition No. 24-10313-Cgb I In re: HPV Family, LLC. Bids must be
received on or before the deadline of November 6 at 5:00 p.m. (CT)
and must be submitted on the Purchase and Sale Agreement (PSA)
document available for review and download from Hilco Real Estate
Sale's website. The sale confirmation hearing is scheduled to be
held on November 20 at 1:00 p.m. (CT) approving the successful high
bidder.
Interested bidders should review the requirements in order to
participate in the bankruptcy sale process available on Hilco Real
Estate Sale's website. For further information, please contact
Steve Madura at (847) 504-2478 or smadura@hilcoglobal.com.
For further information on the property, an explanation of the sale
process, bidding procedures or to obtain access to property due
diligence documents, please visit HilcoRealEstateSales.com or call
(855) 755-2300.
About Hilco Real Estate Sales
Successfully positioning the real estate holdings within a
company's portfolio is a material component of establishing and
maintaining a strong financial foundation for long-term success. At
Hilco Real Estate Sales (HRE), a Hilco Global company
(HilcoGlobal.com), we advise and execute strategies to assist
clients seeking to optimize their real estate assets, improve cash
flow, maximize asset value and minimize liabilities and portfolio
risk. We help clients traverse complex transactions and
transitions, coordinating with internal and external networks and
constituents to navigate ever-challenging market environments.
The trusted, full-service HRE team has secured billions in value
for hundreds of clients over 20+ years. We are deeply experienced
in complex transactions including artful lease renegotiation,
multi-faceted sales structures, strategic asset management and
capital optimization. We understand the legal, financial, and real
estate components of the process, all of which are vital to a
successful outcome. HRE can help identify the most viable options
and direction for a company and its real estate portfolio,
delivering impressive results in every situation.
About HPV Family LLC
Hpv Family LLC filed as a Domestic Limited Liability Company (LLC)
in the State of Texas on Thursday, June 10, 2021 and is
approximately three years old, as recorded in documents filed with
Texas Secretary of State. HPV Family filed a 7 chapter bankruptcy
in the Western District of Texas bankruptcy court on March 27,
2024. This is an involuntary bankruptcy filing; it was assigned the
bankruptcy case number #24-10313.
HYPERSCALE DATA: Unit Has Deal to Sell Real Property for $13.2M
---------------------------------------------------------------
Hyperscale Data, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 2, 2024, Third
Avenue Apartments LLC, a wholly owned indirect subsidiary of the
Company, entered into a contract of sale with a third party.
Pursuant to the Agreement, Third Avenue agreed to sell to the
Purchaser the real estate property in St. Petersburg, Florida for
$13.2 million. The closing of the sale of the Property is expected
to occur on or before Dec. 31, 2024, subject to the completion of
due diligence and the satisfaction of various closing conditions
set forth in the Agreement. The Purchaser has the right to
terminate the Agreement for any or no reason within 60 days of the
Execution Date. The Company is obligated to pay $11 million of the
Purchase Price into the segregated account for the benefit of its
senior secured lenders, pursuant to the loan and guaranty
agreement, dated as of Dec. 14, 2023, entered into, by among
others, Third Avenue and the Company, in order to release the
Property from the Secured Loan.
About Hyperscale Data
Hyperscale Data, Inc. formerly known as Ault Alliance, Inc. is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through the Company's wholly and majority-owned
subsidiaries and strategic investments, the Company owns and/or
operates data centers at which it mines Bitcoin and offer
colocation and hosting services for the emerging artificial
intelligence ecosystems and other industries, and provides
mission-critical products that support a diverse range of
industries, including a metaverse platform, oil exploration, crane
services, defense/aerospace, industrial, automotive,
medical/biopharma, consumer electronics and textiles.
New York, New York-based Marcum LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has a working capital
deficiency, has incurred net losses, and needs to raise additional
funds to meet its obligations and sustain its operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
ICAP ENTERPRISES: Updates Secured Claims Pay Details
----------------------------------------------------
iCap Enterprises, Inc., and affiliates submitted a Modified Second
Amended Disclosure Statement for the Modified Second Amended Joint
Chapter 11 Plan of Liquidation dated August 30, 2024.
In these Chapter 11 Cases, the Plan contemplates a liquidation of
each of the Debtors and is therefore referred to as a "plan of
liquidation."
The Debtors' assets largely consist of interests in real
properties, Cash, and the iCap Trust Actions under the Plan. The
iCap Trust Actions include all Avoidance Actions and Causes of
Action held by the Debtors or the Estates and any Causes of Action
that are contributed to the iCap Trust as Contributed Claims, in
each case as against any Person that is not a Released Party.
The Plan provides for the creation of the iCap Trust, as well as
the appointment of the iCap Trustees, who will administer and
liquidate all remaining property of the Debtors and their Estates,
subject to the supervision and oversight of the iCap Trust
Supervisory Board.
The Plan also provides for Distributions to be made to certain
Holders of Administrative Expense Claims, Priority Tax Claims,
Priority Claims, Secured Claims, Investor Claims, General Unsecured
Claims, and potentially Subordinated Claims, and for the funding of
the iCap Trust. The Plan also provides for substantive
consolidation of the Debtors and their Estates as of the Effective
Date. Finally, the Plan provides for the approval of the Exit
Financing, the dissolution and wind-up of the affairs of the
Debtors, and the administration of any remaining assets of the
Debtors' Estates by the iCap Trustees.
It is important to emphasize that many factors will bear on the
amount of Cash available for Distributions to iCap Trust
Beneficiaries. The Cash available for Distributions consists or
will consist primarily of (i) the Cash in the Estates on the
Effective Date, after payment, allocation, or reserve in accordance
with the Plan for unpaid or unutilized amounts for iCap Trust
Funding; (ii) Cash realized after the Effective Date from the sale,
collection, or other disposition of the Estates Assets; and (iii)
Cash realized by the iCap Trustees from the prosecution of the iCap
Trust Actions.
However, this Cash has been or will be reduced by, among other
things, (i) the Distributions to be made under the Plan with
respect to Allowed Administrative Expense Claims, Allowed Claims of
Professional Persons, Allowed Priority Tax Claims, Allowed Secured
Claims, and Allowed Priority Claims; (ii) certain statutory and
other fees payable in connection with the Chapter 11 Cases; and
(iii) the iCap Trust Expenses. Only after these amounts have been
paid or reserved will there be any Available Cash available for
periodic Distributions to be made to the iCap Trust Beneficiaries.
Class 2 consists of Secured Claims. Class 2 is unimpaired and
deemed to accept the Plan. Except as explicitly provided for in the
Plan, the legal, equitable, and contractual rights of Holders of
Allowed Secured Claims are unaltered by the Plan, and,
notwithstanding substantive consolidation of the Debtors and
vesting of the iCap Trust Assets in the iCap Trust, the Liens of
the Holders of Allowed Secured Claims will continue to attach to
their respective Collateral, provided that all such Claims shall
remain subject to any and all defenses, counterclaims, and setoff
or recoupment rights with respect thereto.
On the later of (i) the Effective Date and (ii) thirty (30)
calendar days following the date on which a Secured Claim becomes
an Allowed Secured Claim, the Holder of such Allowed Secured Claim
shall receive, in full satisfaction, settlement, and release of and
in exchange for such Allowed Secured Claim, at the option of the
Debtors or the iCap Trust, either (a) the net proceeds from the
sale of the Collateral securing such Allowed Secured Claim;
provided, however, that if the sale of the Collateral securing an
Allowed Secured Claim closes after the occurrence of the Effective
Date, the payment of the net proceeds shall be delivered to the
Holder of the Allowed Secured Claim within 30 calendar days of the
closing of such sale, (b) the surrender of the Collateral securing
such Allowed Secured Claim, or (c) such other less favorable
treatment from the iCap Trust to which such Holder and the iCap
Trust shall have agreed upon in writing.
Pending allowance of a Secured Claim, the Debtors or the iCap
Trust, as applicable, will segregate the proceeds from the sale of
the Collateral securing such Secured Claim in the individual
Secured Claims Reserve for the Holder of such Claim.
Like in the prior iteration of the Plan, the Holders of Allowed
General Unsecured Claims will receive on the later of the Effective
Date and 30 calendar days following the date on which such General
Unsecured Claim becomes an Allowed General Unsecured Claim, one (1)
Class A iCap Trust Interest for each dollar of Allowed General
Unsecured Class A Claims and one (1) Class B iCap Trust Interest
for each dollar of Allowed General Unsecured Class B Claims held by
the applicable Holder (any resulting fractional iCap Trust
Interests will be rounded to the nearest hundredth of such iCap
Trust Interest).
The e Plan will be implemented through, among other things, the
establishment of the iCap Trust and the appointment of the iCap
Trustees and the iCap Trust Supervisory Board. The iCap Trust will
make Distributions in accordance with the Plan.
A full-text copy of the Modified Second Amended Disclosure
Statement dated August 30, 2024 is available at
https://urlcurt.com/u?l=tGcv2O from PacerMonitor.com at no charge.
Co-Counsel to the Debtors:
Julian I. Gurule, Esq.
O'MELVENY & MYERS LLP
400 South Hope Street, 18th Floor
Los Angeles, California 90071
Telephone: (213) 430-6067
E-mail: jgurule@omm.com
Co-Counsel to the Debtors:
Oren B. Haker, Esq.
BLACK HELTERLINE LLP
805 SW Broadway
Suite 1900
Portland, OR 97205
Telephone: 503 224-5560
Email: oren.haker@bhlaw.com
About iCap Enterprises
iCap Enterprises, Inc. and affiliates were founded in 2007 by Chris
Christensen to invest in real estate opportunities in the Pacific
Northwest. iCap Enterprises et al. grew quickly, raising more than
$211 million in capital and deploying those funds toward real
estate investments.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Wash. Lead Case No. 23-01243) on Sept.
29, 2023. In the petition signed by Lance Miller, chief
restructuring officer, iCap Enterprises disclosed up to $100
million in assets and up to $500 million in liabilities.
Judge Whitman L. Holt oversees the case.
The Debtors tapped Buchalter, A Professional Corporation as
counsel, Paladin Management Group, LLC as restructuring financial
advisor, BMC Group Inc. as claims noticing agent and administrative
advisor.
IHEARTCOMMUNICATIONS: $2.10BB Bank Debt Trades at 11% Discount
--------------------------------------------------------------
Participations in a syndicated loan under which
iHeartCommunications Inc is a borrower were trading in the
secondary market around 88.7 cents-on-the-dollar during the week
ended Friday, Oct. 4, 2024, according to Bloomberg's Evaluated
Pricing service data.
The $2.10 billion Term loan facility is scheduled to mature on May
1, 2026. About $1.86 billion of the loan is withdrawn and
outstanding.
iHeartCommunications, Inc. operates as a media company. The Company
offers radio and television stations, outdoor advertising displays,
and live entertainment venues such as music, news, talk, sports,
and other stations.
ILS PRODUCTS: Gets Final Approval to Use Cash Collateral
--------------------------------------------------------
ILS Products, LLC received final approval from the U.S. Bankruptcy
Court for the Western District of Texas to use its creditors' cash
collateral to fund its operations.
The court approved the use of cash collateral specifically for
expenses outlined in the budget prepared by the company, which
include $55,000 in employee payroll and $8,000 in critical vendor
payments. This budget projects gross revenue of $93,000 and cash
disbursements of $91,037.50.
ILS Products is allowed to exceed individual budgeted expenses by
up to 110%.
To provide adequate protection for creditors, the court granted
these creditors replacement liens on post-petition cash collateral
and property, ensuring creditors retain their secured interests as
they existed before the bankruptcy filing.
The order includes a clear framework for potential default
scenarios, indicating that the company must immediately cease using
cash collateral if certain conditions are violated, enabling
creditors to seek relief through the court.
About ILS Products
ILS Products, LLC manufactures solar lighting systems, which
include light, light pole and all mounting hardware for oil and
gas, retail, commercial, and farm and ranch applications. The
company is based in Brenham, Texas.
ILS Products sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Texas Case No. 24-11040) on
August 29, 2024, with total assets of $71,543 and total liabilities
of $1,308,513.
Judge Shad Robinson oversees the case.
The Debtor is represented by Robert C. lane, Esq., at The Lane Law
Firm.
INSPIREMD INC: Board Committee Approves 2024 Inducement Plan
------------------------------------------------------------
InspireMD, Inc. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on Sept. 30, 2024, the compensation
committee of the board of directors of the Company approved the
InspireMD, Inc. 2024 Inducement Plan. The terms of the 2024
Inducement Plan are substantially similar to the terms of the
Company's 2021 Equity Incentive Plan with the exception that
incentive stock options may not be issued under the Inducement Plan
and awards under the Inducement Plan may only be issued to eligible
recipients under the applicable Nasdaq rules. The 2024 Inducement
Plan was adopted without stockholder approval pursuant to Rule
5635(c)(4) of the Nasdaq Listing Rules.
The Company has initially reserved 2,200,000 shares of the
Company's common stock for issuance pursuant to awards granted
under the 2024 Inducement Plan. In accordance with Rule 5635(c)(4)
of the Nasdaq Listing Rules, awards under the 2024 Inducement Plan
may only be made to an employee who has not previously been an
employee or member of the board of directors of the Company or any
parent or subsidiary, or following a bona fide period of
non-employment by the Company or a parent or subsidiary, if he or
she is granted such award in connection with his or her
commencement of employment with the Company or a subsidiary and
such grant is an inducement material to his or her entering into
employment with the Company or such subsidiary.
About InspireMD
Headquartered in Tel Aviv, Israel, InspireMD, Inc. --
http://www.inspiremd.com-- is a medical device company focusing on
the development and commercialization of its proprietary MicroNet
stent platform technology for the treatment of complex vascular and
coronary disease. A stent is an expandable "scaffold-like" device,
usually constructed of a metallic material, that is inserted into
an artery to expand the inside passage and improve blood flow. Its
MicroNet, a micron mesh sleeve, is wrapped over a stent to provide
embolic protection in stenting procedures.
The Company reported a net loss of $19.92 million in 2023, a net
loss of $18.49 million in 2022, a net loss of $14.92 million in
2021, a net loss of $10.54 million in 2020, and a net loss of
$10.04 million in 2019.
InspireMD said in its Quarterly Report for the period ended June
30, 2024, that as of Aug. 5, 2024 (the date of issuance of the
condensed consolidated financial statements), the Company has the
ability to fund its planned operations for at least the next 12
months. However, the Company expects to continue incurring losses
and negative cash flows from operations until its product, CGuard
EPS, reaches commercial profitability. Therefore, in order to fund
the Company's operations until such time that the Company can
generate substantial revenues, the Company may need to raise
additional funds.
"Our plans include continued commercialization of our products and
raising capital through sale of additional equity securities, debt
or capital inflows from strategic partnerships. There are no
assurances, however, that we will be successful in obtaining the
level of financing needed for our operations. If we are
unsuccessful in commercializing our products or raising capital, we
may need to reduce activities, curtail or cease operations," the
Company said in the SEC filing.
ISPECIMEN INC: Ex-CIO Demands $587K Unpaid Bonuses, Severance
-------------------------------------------------------------
iSpecimen Inc. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on July 25, 2024, Benjamin Bielak, the
chief information officer of the Company, until his resignation on
July 14, 2024, initiated a Demand for Arbitration against the
Company with the American Arbitration Association, pursuant to the
dispute resolution provisions contained in Mr. Bielak's employment
agreement. The terms and conditions of Mr. Bielak's employment
with the Company were governed by his employment agreement, as
amended, with the Company.
In his Demand for Arbitration, Mr. Bielak claims that the Company
failed to provide him with certain bonus payments allegedly due to
him for work performed in 2023 and 2024. Mr. Bielak also claims
that the Company failed to provide him with severance payments
allegedly due pursuant to the provisions of his employment
agreement. The total amount of Mr. Bielak's claim for alleged
damages is $586,800 plus attorneys' fees and interest.
The Company believes that Mr. Bielak's claims are without legal or
factual basis, and intends to vigorously defend these claims. As
of Oct. 2, 2024, an arbitrator has not yet been selected, and a
schedule for the arbitration has not yet been set.
About iSpecimen
Headquartered in Lexington, Massachusetts, iSpecimen --
http://www.ispecimen.com-- offers an online marketplace for human
biospecimens, connecting scientists in commercial and non-profit
organizations with healthcare providers that have access to
patients and specimens needed for medical discovery. Proprietary,
cloud-based technology enables scientists to intuitively search for
specimens and patients across a federated partner network of
hospitals, labs, biobanks, blood centers and other healthcare
organizations.
Boston, Massachusetts-based Wolf & Company, P.C., the Company's
auditor since 2014, issued a "going concern" qualification in its
report dated March 13, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
significant accumulated deficit. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
IVANTI SOFTWARE: $465MM Bank Debt Trades at 16% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Ivanti Software Inc
is a borrower were trading in the secondary market around 84.3
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $465 million Term loan facility is scheduled to mature on
December 1, 2027. About $449.1 million of the loan is withdrawn and
outstanding.
Ivanti is an IT Software Company headquartered in South Jordan,
Utah. It produces software for IT Security, IT Service Management,
IT Asset Management, Unified Endpoint Management, Identity
Management and supply chain management.
J&G CONSULTING: Seeks to Hires Kane & Papa PC as Attorney
---------------------------------------------------------
J&G Consulting Services LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to hire Kane & Papa P.C.
as attorneys.
The firm will provide these services:
a. prepare the petition, lists, schedules and statements
required by the Bankruptcy Code; the pleadings, motions, notices
and orders required for the orderly administration of the estate
and to ensure the progress of this case; and to consult with and
advise the Debtor in the reorganization of its financial affairs;
b. prepare for, prosecute, defend, and represent the Debtor's
interest in all contested matters, adversary proceedings, and other
motions and applications arising under, arising in, or related to
this case;
c. advise and consult concerning administration of the estate in
this case, concerning the rights and remedies with regard to the
Debtor's assets; concerning the claims of administrative, secured,
priority, and unsecured creditors and other parties in interest;
d. investigate the existence of other assets of the estate; and,
if any exist, to take appropriate action to have the same turned
over to the estate, including instituting lawsuits and
investigating whether lawsuits exist; and
e. prepare a Plan of Reorganization for the Debtor, and
negotiate with all creditors and parties in interest who may be
affected thereby; to obtain confirmation of a Plan, and perform all
acts reasonably calculated to permit the Debtor to perform such
acts and consummate a Plan.
The firm will be paid at these rates:
Kane & Papa $450 per hour
Paralegal time $125 per hour
The firm will be paid a retainer in the amount of $10,000,
inclusive of $1,738 filing fee.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
James E. Kane, Esq., a partner at Kane & Papa, P.C., disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
James E. Kane, Esq.
Kane & Papa, P.C.
P. O. Box 508
Richmond, VA 23218-0508
Tel: (804) 225-9500
About J&G Consulting Services LLC
J&G Consulting Services LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
24-33528) on September 23, 2024, listing $100,001 to $500,000 in
both assets and liabilities. James E. Kane, Esq. at Kane & Papa, PC
represents the Debtor as counsel.
JRNY COUNSELING: Unsecureds to Split $7,500 over 3 Years
--------------------------------------------------------
JRNY Counseling LP filed with the U.S. Bankruptcy Court for the
Southern District of Indiana a Small Business Chapter 11 Plan dated
September 2, 2024.
JRNY owns and operates as a private mental health and wellness
practice, providing services primarily to adults and children over
the age of thirteen. JRNY's owner and general partner is Holly
Homan.
JRNY currently operates its practice out of a commercial office
building in Carmel, Indiana. JRNY's assets include only available
cash deposits in its business checking and savings accounts.
JRNY faced a recent unforeseen and substantial decline in patient
income, due to the resignation and/or termination of certain
independent contractors ("Therapists"), who had previously played a
critical role in delivering services and generating revenue. The
departure of these key Therapists resulted in a significant loss of
patient revenue, creating a severe impact on JRNY's financial
stability and overall cash flow.
Additionally, JRNY's previous commercial lease was no longer
tenable. In response to these circumstances, JRNY sought a more
sustainable solution and signed a lease agreement for its current
location prior to filing bankruptcy, reducing its monthly lease
expense by approximately 70% to 75%. JRNY then filed its Chapter 11
bankruptcy and rejected its previous commercial lease. With the
bankruptcy stay in place, JRNY has seen its cash flow stabilize and
believes it will be able to successfully reorganize.
Class 4 consists of General Unsecured Claims. The unsecured
creditors shall receive a pro-rata share of $7,500.00 paid in
annual installments of $2,500.00 commencing on the one-year
anniversary of the Confirmation Date and continuing annually
thereafter for two additional years.
The Debtor believes there are four parties with valid, unsecured
Claims against the Debtor totaling $282,145.05: the SBA Deficiency
Amount ($110,292.72); GA HC REIT II Noblesville MOB, LLC
($147,364.18); U.S. Bank National Association ($6,172.69); and
Chase ($18,315.46). Class 4 claims are impaired, and holders of
Allowed Unsecured Claims are entitled to vote.
The source of funds used in this Plan for payments to creditors
shall be the net annual income of the Debtor for three years
resulting from continued, normal business operations of the
Debtor's business. The Debtor shall contribute all net disposable
income toward Plan payments; however, Debtor shall reserve a
portion of the net income to fund a reserve.
A full-text copy of the Chapter 11 Plan dated September 2, 2024 is
available at https://urlcurt.com/u?l=Q0IfKW from PacerMonitor.com
at no charge.
Counsel for the Debtor:
S. Zachary T. Brock, Esq.
Brock Legal LLC
16566 Maines Valley Drive
Noblesville, IN 46062
Tel: (317) 203-9098
Email: Zach@IndyFinanceLaw.com
About JRNY Counseling LP
JRNY Counseling, LP, owns and operates as a private mental health
and wellness practice, providing services primarily to adults and
children over the age of thirteen.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-02923) on June 4,
2024, with up to $50,000 in assets and up to $500,000 in
liabilities.
Judge Jeffrey J. Graham presides over the case.
Shawn Brock, Esq., at Brock Legal, LLC, is the Debtor's legal
counsel.
KNIGHT HEALTH: $450MM Bank Debt Trades at 39% Discount
------------------------------------------------------
Participations in a syndicated loan under which Knight Health
Holdings LLC is a borrower were trading in the secondary market
around 61.4 cents-on-the-dollar during the week ended Friday, Oct.
4, 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.
KOSMOS ENERGY: Fitch Rates $500MM Seven-Yr. Unsecured Notes 'B+'
----------------------------------------------------------------
Fitch Ratings has assigned Kosmos Energy Ltd.'s (B+/Stable) USD500
million seven-year notes a final senior unsecured rating of 'B+'.
The Recovery Rating is 'RR4'.
The notes are guaranteed on a senior unsecured basis by Kosmos's
subsidiaries that guarantee its undrawn corporate revolver (RCF)
and its existing senior unsecured notes and on a subordinated basis
by subsidiaries that guarantee its reserve base lending (RBL)
facility. The notes rank equally with its existing notes (including
convertibles) but are subordinated to the USD1.35 billion RBL.
Kosmos used all the bond proceeds to partly repay its 2026, 2027
and 2028 notes. As such, the transaction is neutral to leverage and
to its recovery analysis. Fitch projects that Kosmos's EBITDA net
leverage will average about 2.4x in 2024-2027, which is higher than
previously expected in May 2024, but still in line with its
sensitivities for the rating.
Kosmos's 'B+' Issuer Default Rating (IDR) reflects its moderate
operational scale, fairly strong reserve life, average unit
economics, moderate leverage and comfortable liquidity with
balanced maturities and projected positive free cash flow (FCF) in
2025-2027. Exposure to countries with high regulatory risks is
partly counterbalanced by geographical diversification.
Key Rating Drivers
Tortue Challenges to First Gas: Kosmos's flagship growth project,
Tortue Phase 1, has had delays due to issues with subsea pipelay
works. BP plc (A+/Stable), the project operator, has replaced the
pipelay contractor. Consequently, the project start-up has been
delayed by almost a year, with first liquefied natural gas output
now expected in 4Q24.
The pipelay works have now largely been completed. BP has served
the previous contractor with a claim notice. Kosmos's net share of
potential recoverable damages could be up to USD160 million;
however, Fitch has not included them in its financial projections.
Higher, but Still Moderate, Leverage: Lower production associated
with lower-than-expected production from Ghana, in combination with
some other factors, could result in higher leverage than Fitch
previously assumed. Based on its price deck, Fitch projects
Kosmos's EBITDA net leverage at about 2.4x in 2024-2027, compared
with its previous forecast of about 2x for the same period. Fitch
regards this level as still moderate and in line with the rating.
However, the company's leverage headroom has been reduced.
Growing Production: Fitch expects Kosmos's production to increase
substantially to about 80,000 barrels of oil equivalent per day
(boe/d) end-2024 (exit rate), from 63,000 boe/d in 2023. This
growth is driven by (i) the ramp-up of the Jubilee field in Ghana,
(ii) the start-up of the Winterfell project in the Gulf of Mexico
(GoM), and (iii) the start-up of the Tortue Phase 1 project. Fitch
sees low remaining execution risks for these projects, and their
associated production growth should support Kosmos's scale and
diversification.
Comfortable Reserve Life: Kosmos's proved (1P) reserve life of 11
years (based on end-2023 proved reserves of 278 million boe and
projected 2024 production) is fairly strong and underscores its
ability to maintain a stable production profile at least in the
next three-to-four years. In 2023, Kosmos's reserve replacement
ratio was robust at about 100%.
Reducing Capital Intensity: Kosmos's capital intensity should fall
starting from 2025, once its growth projects become operational.
Fitch projects capex to average about USD400 million in 2025-2027,
compared with about USD700 million in 2024, leading to FCF of about
USD200 million per annum during the same period.
No Dividends Assumed: Kosmos aims to prioritise internal funding of
capex and debt reduction towards its long-term target of
company-defined net debt at below 1.5x EBITDAX, over shareholder
distributions. Under its current price assumptions, Fitch does not
expect Kosmos to resume shareholder distributions for 2024-2027.
Diversification Offsets Risk in Ghana: Fitch expects over half of
Kosmos's production will be contributed by assets in Ghana for
2024-2027. Although exposure to a higher-risk jurisdiction is
negative, Kosmos has a substantial production base across the GoM
and African nations outside of Ghana.
Its operations in Ghana have had no large-scale disruptions, and
are supported by robust contractual arrangements. Ghana's ongoing
external debt restructuring has not hit Kosmos's operations, and
the company has not encountered currency controls in the country.
Oil revenues from Ghana's operations are channelled into its
offshore accounts, with no currency repatriation requirements.
'AAA' Country Ceiling Applied: Fitch expects EBITDA from Kosmos's
operations in the GoM to be sufficient to cover its gross interest
expense in 2024-2027. Consequently, the applicable Country Ceiling
is that of the US at 'AAA'.
Derivation Summary
Energean Plc (BB-/Stable) is rated one notch higher than Kosmos due
to its significantly higher projected production (peaking at
150,000-160,000boe/d in 2025 following divestments) and reserves,
and a large share of contracted sales under long-term take-or-pay
agreements that provide more visibility to its cash flows. Fitch
expects Energean's EBITDA net leverage to be moderately lower than
that of Kosmos at 2x.
Seplat Energy Plc's (B-/Stable) production should significantly
increase following its announced acquisition of Mobil Producing
Nigeria Unlimited (MPNU), and will exceed that of Kosmos. However,
Seplat's rating is constrained by Nigeria's 'B-' Country Ceiling
due to concentration of its assets and export revenues in the
country.
Ithaca Energy plc's (B/Rating Watch Positive) pre-acquisition
credit profile warrants a one-notch difference with Kosmos's, due
to Ithaca's lower projected pre-acquisition production and
reserves, as well as higher decommissioning obligations and taxes,
which are partially offset by lower country risk and lower
leverage.
Key Assumptions
Its Rating Assumptions within the Rating Case for the Issuer:
- Brent crude oil prices of USD80/bbl in 2024, USD70/bbl in 2025
and USD65/bbl in 2026-2027
- Henry hub prices of USD2.25/thousand cubic feet (mcf) in 2024,
USD3/mcf in 2025-2026 and USD2.75/mcf in 2027
- Production increasing to about 69,000boe/d in 2024 and about
84,000boe/d in 2025-2027
- Capex of about USD700 million a year in 2024, and averaging about
USD400 million in 2025-2027
- No common dividends in line with Kosmos's long-term leverage
target
Recovery Analysis
Its recovery analysis is based on a going-concern (GC) approach,
which implies that Kosmos will be reorganised rather than
liquidated in a bankruptcy.
The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganisation EBITDA level on which Fitch bases the
enterprise valuation (EV).
Kosmos's GC EBITDA of USD620 million, which includes the company's
full consolidation scope, reflects its view on EBITDA generation
without any hedging, and assumption of a fall in oil and natural
gas prices in 2024, followed by a moderate recovery. Previously,
its analysis was based on EBITDA attributable to the GoM assets and
newly acquired Ghanaian assets as the subsidiaries owning these
assets guaranteed Kosmos' senior unsecured debt on a senior basis.
The approach has been changed after newly acquired Ghanaian assets
were added to the RBL security package and now guarantee senior
unsecured debt on a subordinated basis.
Fitch used a distressed EV multiple of 4.0x (down from 4.5x due to
a change in a GC EBITDA consolidation perimeter), which reflects
Kosmos's moderate size with some growth prospects, and also the
company's exposure to country risk.
Kosmos's senior unsecured notes, including its USD400 million
convertible notes issued in March 2024, rank equally with its about
USD165 million RCF, but are subordinated to its USD1.35 billion
RBL. As the new notes were fully used to partly repay existing
notes, there is no impact to total assumed debt at default. Also,
the notes and RCF benefit from joint and several senior unsecured
guarantees from restricted subsidiaries owning the assets in GoM as
well as a negative pledge. They are guaranteed on a subordinated
unsecured basis by the restricted subsidiaries that guarantee the
RBL.
After deducting 10% for administrative claims, its analysis
generated a waterfall-generated recovery computation (WGRC) for
Kosmos's senior unsecured notes in the 'RR4' band, indicating a
final 'B+' instrument rating. The WGRC output percentage on these
metrics and assumptions is 43%.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Production increasing to over 100,000boe/d, in combination with
EBITDA net leverage below 1.5x on a sustained basis, supported by a
formal financial policy
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA net leverage over 2.5x on a sustained basis
- Production failing to exceed 80,000boe/d
- Aggressive shareholder distributions or deteriorating liquidity
- EBITDA from outside Ghana failing to cover gross interest
expense
Liquidity and Debt Structure
Strong Liquidity: Kosmos has no debt maturities until 2025 except
for its undrawn USD164 million RCF expiring at end-2024. Following
the April refinancing of its USD1.35 billion committed (USD750
million drawn) RBL, it will start amortising in 2027. The new
USD500 million notes further reduced Kosmos's closest bond maturity
in 2026 by USD400 million to USD250 million, and reduced 2027-2028
maturities by a combined USD100 million. Fitch expects Kosmos to
partially repay the remaining 2026 notes with cash and to
proactively manage its 2027-2028 maturities.
Limited Refinancing Risk: Fitch believes Kosmos's refinancing risk
is limited, due to its moderate projected leverage, reducing
capital intensity and projected positive FCF in 2025-2027. Kosmos
continues to be actively present in the bond market, as underlined
by two new issuances in March and September 2024.
Issuer Profile
Kosmos is a medium-sized, full-cycle deep-water independent oil and
gas exploration and production company.
Date of Relevant Committee
02 May 2024
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Kosmos Energy Ltd.
senior unsecured LT B+ New Rating RR4 B+(EXP)
KULR TECHNOLOGY: Lands Licensing Partnership With $2.35M Deal
-------------------------------------------------------------
KULR Technology Group, Inc. announced Oct. 2 a licensing agreement
for its proprietary vibration reduction technology named KULR Xero
Vibe. The $2.35M landmark deal includes a $1.1M minimum guaranteed
license and royalty fee, a unique opportunity for the licensee to
purchase proprietary balancing equipment directly from KULR and
additional revenue upside to KULR based on volume and technology
upgrades. The licensee, a leading Japanese corporation,
specializing in systems integration and the distribution of
advanced semiconductor solutions, intends to use the KXV technology
to balance industrial-scale fan systems used in data center
computer cooling, HVAC and other industrial applications. KULR is
exploring additional license opportunities based on geographic
regions in tangential power-consuming applications, where KULR
expects substantial upside revenue potential as product sales and
royalty income scales along with its customers' growth.
KULR's KXV technology offers a transformative solution for
balancing high-performance commercial fans running at speeds
exceeding 33,000 RPM. These fans are critical for, among other
things, cooling a growing number of AI-driven data center computer
servers. The KXV system reduces vibration to virtually zero,
optimizing cooling system performance and reducing energy
consumption.
Michael Mo, KULR CEO, said, "Did you know a ChatGPT query uses
almost 10 times as much electricity as a Google search? According
to Goldman Sachs, AI will drive data centers power consumption by
160% from 1-2% of overall worldwide power consumption now to 3-4%
by the end of the decade. By virtually eliminating vibration, KXV
is a game-changer technology to make data center fan cooling
systems more efficient and environmentally friendly, and help
customers lower operational and capex cost."
Additional Advantages of KULR's KXV Technology
KXV technology not only improves cooling system energy efficiency
but also offers several additional benefits for data centers:
* Reduced Noise Enhances Work Environment: Lower vibration means
quieter operations, contributing to a better working environment.
* Increased Stability Improves Performance: Systems operate more
smoothly and reliably, enhancing overall performance
* Less Wear and Tear Reduces Both Capital Spending and Operating
Expenses: Dramatic reduction in vibration decreases mechanical
stress on fans and cooling systems, extending their lifespan and
reducing maintenance costs.
Improving Data Center Cooling Efficiency
According to the United States Chamber of Commerce, energy
consumption is the single largest operational expense for data
centers, with cooling costs representing approximately 40% of total
expenses. By leveraging KULR's KXV technology to reduce energy
use, companies can lower operational costs and move toward more
sustainable practices. Microsoft's partnership with Constellation
Energy, Oracle's shift toward nuclear power, and Vistra Energy's
rise as the top-performing stock on the S&P 500 year-to-date,
underscore the importance of energy efficiency in today's business
landscape.
About KULR Technology Group
KULR Technology Group Inc. -- www.kulrtechnology.com --) delivers
cutting edge energy storage solutions for space, aerospace, and
defense by leveraging a foundation of in-house battery design
expertise, comprehensive cell and battery testing suite, and
battery fabrication and production capabilities. The Company's
holistic offering allows delivery of commercial-off-the-shelf and
custom next generation energy storage systems in rapid timelines
for a fraction of the cost compared to traditional programs.
Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has a working capital
deficit, has incurred losses from operations, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
LEFEVER MATTSON: Taps Mr. Sharp of Development Specialists as CRO
-----------------------------------------------------------------
LeFever Mattson and its affiliates seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
Development Specialists, Inc. and designate Bradley D. Sharp of DSI
as chief restructuring officer and Rishi Jain and Lance Miller as
independent directors of the Board of Directors.
The CRO will render these services:
(a) managing and directing the Chapter 11 Cases, subject to
the oversight of the Board;
(b) reporting directly to the Board and comply with the
Debtors' corporate governance requirements;
(c) managing and directing the implementation and prosecution
of the Chapter 11 Cases;
(d) performing such other service not inconsistent with the
role of a CRO and not duplicative of services provided by other
professionals in the Chapter 11 Cases;
(e) supervising the existing financial professionals,
including accountants, forensic advisors, and forensic accountants;
(f) supervising the Debtors' legal professionals;
(g) overseeing the investigation into allegations against the
Debtors; and
(h) establishing and managing professional fee budgets,
including review of invoices and preparation of budget to actual
reporting.
DSI will also provide other personnel of DSI to provide these
restructuring support services:
(a) assisting the Debtors in the preparation of financial
disclosures required by the Bankruptcy Code, including the
Schedules of Assets and Liabilities, the Statements of Financial
Affairs and Monthly Operating Reports;
(b) assisting the Debtors in the development of cash flow
forecasts and other financial analysis as required;
(c) advising and assisting the Debtors, the Debtors' legal
counsel, and other professionals in responding to third party
requests;
(d) attending meetings and assisting in communications with
parties in interest and their professionals, including any official
committee(s) appointed pursuant to the Bankruptcy Code, by the
Office of the United States Trustee for the Northern District of
California;
(e) providing litigation advisory services with respect to
accounting matters, along with expert witness testimony on case
related issues; and
(f) rendering such other general business consulting services
or other assistance as the Debtors may deem necessary and which are
consistent with the role of a financial advisor and not duplicative
of services provided by other professionals in this case.
DSI has requested that it be compensated at a rate of $50,000 per
month for the CRO services, and at the hourly rates ranging from
$495 per hour to $625 per hour for the additional services.
Mr. Jain and Mr. Miller as independent directors requested be
compensated for their services at a rate of $15,000 per month.
Bradley D. Sharp, a Sr. Managing Director at Development
Specialists, Inc., 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:
Bradley D. Sharp
Development Specialists, Inc.,
DSI - Los Angeles
Telephone: (213) 617-2717
Email: bsharp@dsi.biz
About LeFever Mattson
LeFever Mattson, a California corporation filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Cal. Lead Case No. 24-10545) on September 12, 2024, listing
$100,000,001 to $500 million in assets and $10,000,001 to $50
million in liabilities. Thomas B. Rupp, Esq. at Keller Benvenutti
Kim LLP represents the Debtors as counsel.
LEGACY LA PROPERTIES: Hires Korompis Law as Bankruptcy Counsel
--------------------------------------------------------------
Legacy LA Properties LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire Korompis Law
Offices as its bankruptcy counsel.
The firm will render these services:
(a) advise the Debtor regarding matters of bankruptcy law and
concerning the requirements of the Bankruptcy Code, and Bankruptcy
Rules relating to the administration of this case, and the
operation of the Debtois estate as a debtor in possession;
(b) represent the Debtor in proceedings and hearings in the
court involving matters of bankruptcy law;
(c) assist in the compliance with the requirements of the
Office of the United States trustee;
(d) provide the Debtor legal advice and assistance with
respect to the Debtor's powers and duties in the continued
operation of the Debtor's business and management of property of
the estate;
(e) assist the Debtor in the administration of the estate's
assets and liabilities;
(f) prepare necessary applications, answers, motions, orders,
reports and/or other legal documents on behalf of the Debtor;
(g) assist in the collection of all accounts receivable and
other claims that the Debtor may have and resolve claims against
the Debtor's estate;
(h) provide advice, as counsel, concerning the claims of
secured and unsecured creditors, prosecution and/or defense of all
actions; and
(i) prepare, negotiate, prosecute and attain confirmation of a
plan of reorganization.
The firm will charge $450 per hour for the services of Nancy
Korompis, sole practitioner of the firm.
The firm received a retainer in the amount of $4,000.
Ms. Korompis assured the court that her firm is a "disinterested
person" within the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
Nancy Korompis, Esq.
KOROMPIS LAW OFFICES
PO Box 60011
Pasadena, CA 91116
Tel: (626) 938-9200
Fax: (877) 552-9252
E-mail: nancy@korompislaw.com
About Legacy LA Properties
Legacy LA Properties LLC is engaged in activities related to real
estate.
Legacy LA Properties LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-17164) on September
4, 2024. In the petition filed by Jose A. Molina, as managing
member, the Debtor reports estimated assets between $1 million and
$10 million and estimated liabilities between $500,000 and $1
million.
The Honorable Bankruptcy Judge Sheri Bluebond oversees the case.
The Debtor is represented by Nancy Korompis, Esq. at KOROMPIS LAW
OFFICES.
LERETA LLC: $250MM Bank Debt Trades at 17% Discount
---------------------------------------------------
Participations in a syndicated loan under which Lereta LLC is a
borrower were trading in the secondary market around 82.9
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $250 million Term loan facility is scheduled to mature on
August 7, 2028. The amount is fully drawn and outstanding.
Headquartered in Pomona, California, Lereta LLC is a
technology-enabled property tax and flood determination service
provider to the financial services industry. The company provides
services in the areas of tax certification management and flood
determination to mortgage originators and servicers. Lereta is
owned by Flexpoint Ford and Vestar Capital Partners.
LL FLOORING: AG Ellison Issues Bankruptcy Alert to Consumers
------------------------------------------------------------
Brainerd Dispatch reports that Minnesota Attorney General Keith
Ellison is alerting Minnesotans that on Aug. 11, 2024 flooring
retailer Lumber Liquidators filed for bankruptcy restructuring in
Delaware federal district court.
As part of its proposed restructuring plan, Lumber Liquidators
reports that it plans to close three of its seven stores in
Minnesota — specifically its stores in Chanhassen, 2973 Water
Tower Place, Rochester, 5139 Highway 52 N, and St. Cloud, 3320
Division St. W. Lumber Liquidators' four other Minnesota store
locations are in Blaine, Burnsville, Duluth, and Woodbury.
What Minnesota consumers need to know
Deadline to use of gift cards at Chanhassen, Rochester, and St.
Cloud Store Locations.
As part of its bankruptcy filing, Lumber Liquidators initially
asked the bankruptcy court for permission to no longer accept
customer gift cards at any store locations beginning on Sept. 4,
2024. However, after a coalition of attorneys general, including
Minnesota, raised concerns with this proposal, Lumber Liquidators
has agreed to modify its request.
Now, gift cards will be accepted at Lumber Liquidators closing
store locations in Chanhassen, Rochester, and St. Cloud until Sept.
19, 2024, after which they will no longer be accepted at these
closing locations. Gift cards will also continue to be accepted at
Lumber Liquidators other Minnesota locations (that are not closing)
without change. This means that if you have a gift card from Lumber
Liquidators that you want to use at the Chanhassen, Rochester, or
St. Cloud store locations, you should use it as soon as possible
and before Sept. 19, 2024.
Pre-existing customer orders — Lumber Liquidators has also asked
the bankruptcy court to place restrictions on existing orders in
the following ways:
If you placed an order before Aug. 11, 2024, you must pick up that
order from Lumber Liquidators on or before Sept. 11, 2024; and
All orders placed before Aug. 11, 2024, cannot be adjusted for more
than $3,350 in returns. Lumber Liquidators has proposed that
customers who want refunds in excess of $3,350 should file a claim
in the bankruptcy.
Information on how to file a claim in Lumber Liquidators’
bankruptcy can be found on the website administered by Lumber
Liquidators claims agent Stretto at
https://cases.stretto.com/LLFlooring , where you will be directed
on how to file a claim on the Customer FAQ link. Alternatively, you
can send an email to TeamLLFlooring@stretto.com about how to file a
claim.
Learn more about the bankruptcy — Consumers can find more
information, including frequently asked questions about the
bankruptcy, at:
http://www.LLFlooringRestructuring.com/
Lumber Liquidators ultimately plans to pursue a sale of its
remaining business within the bankruptcy process and reports it is
actively negotiating a sale with multiple bidders. Lumber
Liquidators has stated it hopes to have the bankruptcy court
approve a proposed sale of its business by mid-September.
The Minnesota Attorney General's Office, along with other state
attorneys general will continue to monitor and participate in the
Lumber Liquidators' bankruptcy to advocate for protecting consumers
during the bankruptcy process.
Consumers or employees with concerns or complaints about the Lumber
Liquidators' bankruptcy or the closure of Lumber Liquidators' store
locations in Chanhassen, Rochester, and St. Cloud because of the
bankruptcy should contact the Attorney General's office by calling
651-296-3353 or 800-657-3787, or by filing a complaint online on
the Minnesota Attorney General's website.
About LL Flooring Holdings
LL Flooring Holdings, Inc., is a specialty retailer of flooring.
The Company carries a wide range of hard-surface floors and carpets
in a range of styles and designs, and primarily sells to consumers
or flooring-focused professionals.
LL Flooring and four of its affiliates sought relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Del., Case No. 24-11680) on
August 11, 2024. In the petitions signed by Holly Etlin as chief
restructuring officer, the Debtors disclosed total assets of
$501,117,025 and total debts of $416,298,035 as of July 31, 2024.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as
counsel. Houlihan Lokey Capital Inc. serves as the Debtors'
investment banker, AlixPartners LLP acts as the Debtors' financial
advisor, and Stretto, Inc. acts as the Debtors' claims and noticing
agent.
LODGING ENTERPRISES: Taps Jonathan M. Bowne as Special Counsel
--------------------------------------------------------------
Lodging Enterprises, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Kansas to employ Law Office of Jonathan
M. Bowne as special counsel.
The professional services to be rendered by the firm will be
limited to representing the Debtor in the California Litigation
captioned California River Watch and Lodging Enterprises, LLC v.
Daggett Community Services District, Case No. 24-cv-727-PSG-(DTBx)
as well as providing legal counsel on matters related thereto.
The firm will charge $325 per hour for the legal services rendered
by Jonathan M. Bowne, Esq.
Johnathan Bowne, Esq., principal of the Law Office of Jonathan M.
Bowne, assured the court that his firm is a "disinterested person"
within the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
Johnathan M. Bowne, Esq.
Law Office of Jonathan M. Bowne
111 North Main Street
Sebastopol, CA 95472
Tel: (707) 820-7779
Email: jonbowne@bowne-law.com
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.
Jonathan Margolies, Esq. at SEIGFREID & BINGHAM, P.C. represents
the Debtor as counsel.
MAD ENGINE: $275MM Bank Debt Trades at 19% Discount
---------------------------------------------------
Participations in a syndicated loan under which Mad Engine Global
LLC is a borrower were trading in the secondary market around 81.1
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $275 million Term loan facility is scheduled to mature on July
16, 2027. About $254.4 million of the loan is withdrawn and
outstanding.
Mad Engine is engaged in the design, manufacture and wholesale
distribution of licensed and branded apparel to retailers
throughout the United States.
MAGENTA SECURITY: $1.07BB Bank Debt Trades at 30% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Magenta Security
Holdings LLC is a borrower were trading in the secondary market
around 70.1 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1.07 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.
MEDICAL SOLUTIONS: $1.05BB Bank Debt Trades at 23% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Medical Solutions
Holdings Inc is a borrower were trading in the secondary market
around 76.9 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1.05 billion Term loan facility is scheduled to mature on
November 1, 2028. The amount is fully drawn and outstanding.
Medical Solutions L.L.C. operates as a travel nursing company. The
Company provides benefits such as personalized pay package, medical
and dental insurance, paid private housing, and loyalty programs,
as well as pet care, education and training, and friendly housing
services for travel nurses. Medical Solutions serves customers in
the United States.
MIRACARE NEURO: Gets Interim OK to Use Cash Collateral
------------------------------------------------------
Miracare Neuro Behavioral Health, P.C. received interim approval
from the U.S. Bankruptcy Court for the Northern District of
Illinois to use the cash collateral of First National Bank of
Ottawa to cover operating expenses.
Miracare can operate within 10% of its budget until it gets final
approval to use cash collateral from the bankruptcy court.
The budget projects monthly expenses of $397,400, including
payroll, operating costs and rent.
As adequate protection, First National Bank will be granted
replacement liens on Miracare's post-petition assets. Additionally,
Miracare must maintain insurance coverage for its assets against
various risks, reinforcing the protections in place for the bank.
The final hearing is scheduled for Oct. 29.
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 filed a petition under Chapter 11, Subchapter V of the
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. Neema Varghese of NV Consulting Services
serves as Subchapter V trustee
Judge Donald R. Cassling handles the case.
The Debtor is represented by David R. Herzog, Esq., at the Law
Office of David R Herzog.
MISO ROBOTICS: Reports $9.2-Mil. Net Loss in H1 2024
----------------------------------------------------
Miso Robotics, Inc. filed with the U.S. Securities and Exchange
Commission its Semiannual Report on Form 1-SA reporting net losses
of $9,190,956 and $11,530,118 for the six months ended June 30,
2024, and 2023, respectively,
The Company has not generated profits since inception and has
incurred negative cash flows from operations for the six months
ended June 30, 2024, and 2023. As of June 30, 2024, the Company had
an accumulated deficit of $122,883,873 and cash of $3,956,695,
relative to negative operating cash flows of $7,760,553 in 2024.
These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern. The Company's
ability to continue as a going concern for the next 12 months is
dependent upon its ability to generate sufficient cash flows from
operations to meet its obligations, which it has not been able to
accomplish to date, and/or to obtain additional capital financing.
No assurance can be given that the Company will be successful in
these efforts.
As of June 30, 2024, the Company has $11,414,947 in total assets,
$5,131,411 in total liabilities, and $6,283,536 in total
stockholders' equity.
A full-text copy of the Company's Form 1-SA is available at:
https://tinyurl.com/36pswnhr
About Miso Robotics, Inc.
Pasadena, Calif.-based Miso Robotics, Inc. develops and
manufactures artificial intelligence-driven robots that assist
chefs to make food at restaurants.
As of December 31, 2023, the Company had $15,671,294 in total
assets, $6,358,867 in total liabilities, and $9,312,427 in total
stockholders' equity.
Denver, Colo.-based Artesian CPA, LLC, the Company's auditor,
issued a "going concern" qualification in its report dated April
29, 2024, citing that the Company has not generated profits since
inception and has sustained net losses of $24,452,313 and
$45,423,112 for the years ended December 31, 2023 and 2022,
respectively, and has incurred negative cash flows from operations
for the years ended December 31, 2023 and 2022. As of December 31,
2023, the Company had an accumulated deficit of $113,692,917 and
cash of $6,849,946, relative to negative operating cash flows of
$22,804,413 in 2023. These factors, among others, raise substantial
doubt about the Company's ability to continue as a going concern.
MLN US HOLDCO: $125MM Bank Debt Trades at 94% Discount
------------------------------------------------------
Participations in a syndicated loan under which MLN US Holdco LLC
is a borrower were trading in the secondary market around 6.4
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $125 million Term loan facility is scheduled to mature on
October 18, 2027. The amount is fully drawn and outstanding.
MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada,
provides phone systems, collaboration applications (voice, video
calling, audio and web conferencing, instant messaging etc.) and
contact center solutions through on-site and cloud offerings. The
Company’s customer focus is on small and medium sized businesses.
Mitel is majority-owned by private equity firm Searchlight Capital
Partners.
MONARCH BAY: Bankruptcy Filing Delays Marina Project in San Leandro
-------------------------------------------------------------------
The Real Deal reports that the Chapter 11 filing of Cal-Coast
affiliate's, Monarch Bay for Sale Residential LLC, delays San
Leandro marina project.
An affiliate of Cal-Coast Companies has declared bankruptcy after
defaulting on a $24.9 million public loan tied to land approved for
206 for-sale homes on the waterfront in San Leandro.
Monarch Bay For Sale Residential LLC, controlled by the Los
Angeles-based developer, filed for Chapter 11 bankruptcy after a
loan default linked to 15.9 acres at 2599 Fairway Drive, within a
larger Monarch Bay Shoreline development, the San Francisco
Business Times reported.
Despite the unpaid loan and bankruptcy, San Leandro officials
insist they still support the project along Monarch Drive between
Marina Boulevard and Fairway Drive. The bankruptcy reorganization
is expected to take nine months, delaying a key transformation of
the city marina.
"City departments continue to work diligently with the developer,
Cal-Coast, towards project development," Tom Liao, community
development director for the city, told the Business Times.
"Presently, city staff has been in ongoing coordination with
Cal-Coast on efforts to obtain permitting approvals and continue to
do so during the bankruptcy process."
In late 2022, the City of San Leandro provided the loan to
Cal-Coast when it bought the land for $29.9 million.
Plans by Cal-Coast call for 206 for-sale homes, including 144
single-family homes and 62 townhouses, including 21 affordable
units.
It's part of a 75-acre Monarch Bay Shoreline redevelopment of the
city marina along Monarch Bay Drive, between Marina Boulevard and
Fairway Drive.
The joint development between Cal-Coast and San Leandro includes
491 for-sale homes and apartments, a 210-room hotel, a
16,000-square-foot restaurant, a 2,500-square-foot library and a
revamped nine-hole golf course. It also includes a market, shops
and a 9-acre waterfront park.
The development agreement was inked in 2020, but the project
stalled during the pandemic.
Cal-Coast made payments on the public bridge loan until January,
when it fell into default. The loan was meant to help the developer
secure long-term financing.
Because the affiliate filed for bankruptcy, the property is now
held by a U.S. Bankruptcy Court Trustee.
"Monarch Bay filed a petition for Chapter 11 relief in order to
facilitate a modification of its existing loan agreement with the
City of San Leandro and intends to work cooperatively with the City
of San Leandro to successfully complete the project," David
Shemano, attorney for Monarch Bay for Sale Residential LLC, told
the newspaper.
San Leandro began looking to redevelop its marina in 2008 when it
lost federal funding to dredge the incoming channel, and the city
chose to dismantle the docks to make way for homes.
Cal-Coast Companies, founded by Edward Miller in 2008, is the
developer on behalf of Rescore Property for the 374-unit Rise
Hollywood and the 367-unit Rise Koreatown apartments in L.A.,
according to its website. The firm also does business as Cal-Coast
Development.
About Monarch Bay for Sale Residential
Monarch Bay For Sale Residential, LLC, is engaged in activities
related to real estate.
Monarch Bay For Sale Residential, in Los Angeles CA, filed its
voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case
No. 24-14877) on June 20, 2024, listing as much as $10 million to
$50 million in both assets and liabilities. Edward J. Miller as
president of Manager, signed the petition.
Judge Deborah J Saltzman oversees the case.
David B. Shemano, Esq., at ShemanoLaw, serves as the Debtor's legal
counsel.
MPH ACQUISITION: $1.33BB Bank Debt Trades at 24% Discount
---------------------------------------------------------
Participations in a syndicated loan under which MPH Acquisition
Holdings LLC is a borrower were trading in the secondary market
around 76.3 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1.33 billion Term loan facility is scheduled to mature on
September 1, 2028. About $1.29 billion of the loan is withdrawn and
outstanding.
MPH Acquisition Holdings LLC, doing business as MultiPlan, provides
health care solutions. The Company offers payment integrity,
network, and analytics-based solutions. MultiPlan serves customers
in the United States.
NEW AMI I: Fitch Alters Outlook on 'B' LongTerm IDR to Stable
-------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of New AMI I, LLC (dba
Associated Materials [AM]) to Stable from Negative and affirmed the
company's ratings, including its Long-Term Issuer Default Rating
(IDR) at 'B', its $200 million asset-based lending (ABL) facility
at 'BB'/'RR1' and its $550 million Term Loan B at 'B+'/'RR3'.
The revision of the Outlook to Stable from Negative reflects
Fitch's view that AM's leverage and coverage metrics will remain
within Fitch's sensitivities for the 'B' IDR despite continued
softness in the repair and remodel (R&R) and new home construction
markets. Fitch expects the company's margins will progressively
improve, leading to further strengthening of its credit metrics.
AM's 'B' IDR reflects its market position and competitive pressures
in the highly fragmented windows, cladding and building products
distribution markets. Its modest EBITDA margins, the volatility of
raw material costs, and the cyclicality of the residential
construction market are also factored into the rating. The IDR also
reflects its broad product offering, extensive manufacturing and
distribution footprint and unique dual-distribution strategy,
meaningful exposure to the less cyclical repair and remodel sector,
and adequate liquidity position.
Key Rating Drivers
EBITDA Margin Improvement Support Deleveraging: Fitch forecasts
leverage improvement in the short-to-medium term on growing EBITDA
and slightly lower debt. EBITDA margin is forecast to improve to
8.0%-8.5% in 2024 and 2025 compared to 7.0% in 2023, reflecting
previous pricing actions and further benefits of AM's value
creation plan despite soft market conditions. EBITDA leverage is
forecast to improve from 4.9x for the LTM period ending June 29,
2024 to between 4.0x-4.5x at the end of 2024 and 2025, well below
the 5.5x EBITDA leverage negative sensitivity for the 'B' IDR.
Weak Operating Environment: Fitch forecasts a soft demand
environment in the next 12 months as R&R activity and new
residential construction remain subdued amid an uncertain economic
backdrop, higher unemployment, and slower consumer spending. Fitch
expects R&R spending will decline 2.5% this year and increase low
single digits next year. Fitch expects housing starts will fall
mid-single digits in 2024 and grow 3%-4% in 2025. Fitch expects
AM's revenues will grow 2.0%-3% annually in 2024 and 2025 following
an 8.3% decline in 2023.
End-Market Diversification Tempers Cyclicality: Fitch views AM's
well-diversified end-market exposure positively, with about 70% of
revenues directed to the repair and remodel segment, which is less
cyclical than new construction activity. The remaining 30% of
revenues are directed to the new construction market. While Fitch
views exposure to the R&R segment positively, Fitch notes that AM's
window and siding products are generally higher-priced products and
more discretionary compared with less volatile non-discretionary
and lower-priced building products like roofing, paint and plumbing
products.
Modest Profitability: AM's EBITDA margin is weaker than Fitch-rated
competitors in the exterior building products sector. EBITDA
margins are somewhat weighed down by its dual-distribution model
and lower margins from its Outside Purchased Products segment,
which has lower contribution margins compared to its manufactured
products. AM's Fitch-calculated EBITDA margin of 8%-8.5% is below
those of similarly and higher-rated manufacturer peers, whose
EBITDA margins are in the low double-digit to mid-teen percentages.
Additionally, Fitch-rated building products distributors have
EBITDA margins in the high-single digit to low-teen percentages,
which generally reflect their large scale.
Volatility of Raw Material Costs: The company has historically been
able to pass along higher input costs through selling price
increases, although on a lagged basis, resulting in temporary
margin compression. Such was the case in 2022 and the early part of
2023, wherein high cost inflation diminished gross margins during
those periods. The company has reported five quarters of
year-over-year gross margin improvement, reflecting in part
previous pricing actions taken. Fitch's rating case forecast
assumes relatively stable input costs in 2024 and 2025.
Improving FCF in 2025 and Beyond: Fitch expects AM to generate 2%
to 3% FCF (cash flow from operations less capex and dividends)
margin in 2025 and 2026 following negative FCF in 2021-2023 and
Fitch's forecast of negative FCF in 2024. Improving margins, lower
capex and lesser cash outflow for professional fees related to the
execution of its value creation plan should result in better cash
flow generation. Fitch projects capex of 2%-2.5% of revenues in
2024 and 1.5%-2% in 2025 and 2026.
Broad Product Offering and Distribution Footprint: AM has a
comprehensive offering of exterior home products, allowing it to be
a single-source provider of these products. AM also has a broad
distribution footprint supported by a dual-distribution network
that combines company-operated supply centers (75% of sales) with a
network of independent distributors and dealers (25%). Fitch views
this positively as AM has more operational control through its
supply centers while also expanding its customer base and
geographic reach through its direct sales channel. However, this
approach also results in higher fixed costs for the company
compared with other manufacturers who sell into direct sales
channels, which could pressure margins disproportionately in a weak
operating environment.
SVPGlobal Ownership: Fitch views the ownership concentration and
lack of board independence as a potential risk to sound capital
allocation strategies. While Fitch views the moderate leverage
employed by the sponsor for its acquisition of AM as an indication
of a more conservative posture, Fitch views negatively the
distribution of proceeds in 2023 from the sale leaseback
transaction amid a weak operating environment and elevated leverage
levels. Fitch's rating case forecast does not assume further
distributions through at least 2025. Additional distributions while
credit metrics are weak may result in negative rating actions.
Derivation Summary
AM's Fitch-calculated EBITDA leverage is higher compared to MIWD
Holding Company LLC (MIWD; BB-/Stable). MIWD is meaningfully larger
than AM and has higher EBITDA and FCF flow margins. AM has a
broader product offering and has significantly greater exposure to
the less-cyclical repair and remodel segment than MIWD.
Key Assumptions
- Housing starts fall 6% in 2024 and increase 3%-4% in 2025;
- Repair and remodel spending declines 2.5% in 2024 and grows
low-single digits in 2025;
- Revenues grow 2%-3% in 2024 and 2025;
- EBITDA margin of 8%-8.5% in 2024 and 2025;
- EBITDA leverage of 4x-4.5x at the end of 2024 and 2025.
- CFO-capex/debt of flat to 1% in 2024 and settle at 6.5%-7.5% in
2025.
Recovery Analysis
The recovery analysis assumes that AM would be reorganized as a
going-concern (GC) in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.
GC EBITDA
AM's GC EBITDA of $86 million estimates a post-restructuring
sustainable level of EBITDA. The GC EBITDA is based on Fitch's
assumption that distress would arise from further weakening in the
residential construction market combined with a loss of a major
customer or several smaller customers.
Fitch estimates that annual revenues of about $1.43 billion (14%
below LTM revenues) and Fitch-adjusted EBITDA margin of about 6%
(200 bps below LTM margin) would capture the lower revenue base of
the company following the distress, plus a sustainable margin
profile after right-sizing, During the last cycle, AM's revenues
fell 16% peak to trough while its EBITDA declined about 27%. The GC
EBITDA of $86 million is about 36% below the Fitch-calculated June
30, 2024 LTM EBITDA.
EV Multiple
Fitch assumed a 5.5x enterprise value (EV) multiple to calculate
the GC EV in a recovery scenario. The company was acquired by funds
managed by SVPGlobal at a 6.6x pro forma adjusted EBITDA multiple
or 7.4x adjusted EBITDA multiple. The 5.5x multiple is similar to
the multiple applied in the analysis of Doman Building Products
Group and lower than the EV multiples used for LBM Acquisition, LLC
(6.0x), Park River Holdings, Inc. (6.0x) and Chariot Holdings, LLC
(dba Chamberlain Group; 6.5x).
ABL Assumption
Fitch assumes that the borrowing base under the company's $200
million ABL would shrink in a recovery scenario as inventory and
receivable balances would likely decline in tandem with revenues
and EBITDA. To determine the ABL amount outstanding at the time of
a potential recovery scenario, Fitch assumes the borrowing base
would be about 70% of total ABL capacity of $200 million.
The analysis results in a recovery corresponding to an 'RR1' for
the ABL revolver and a recovery corresponding to an 'RR3' for the
term loan B.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch's expectation that EBITDA leverage will be sustained below
4.0x;
- EBITDA margins are consistently above 9%;
- (CFO-capex)/debt sustained above 3.5%
- The company increases its scale.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Fitch's expectation that EBITDA leverage will be sustained above
5.5x;
- EBITDA interest coverage consistently below 2.0x;
- (CFO-capex)/debt consistently below 1.5%.
Liquidity and Debt Structure
Good Liquidity Position: The company has a good liquidity,
supported by $11.9 million of cash as of June 29, 2024 and $82.7
million of borrowing availability under its $200 million ABL
facility that matures in 2027. AM had $110 million borrowed under
its ABL facility as of June 29, 2024. The company does not have any
debt maturities until 2027, and quarterly amortization of 0.25% of
the original principal amount of the term loan B is manageable
given Fitch's expectation of low single-digit FCF generation in
2025 and 2026.
Issuer Profile
New AMI I, LLC (dba Associated Materials) is a vertically
integrated manufacturer and distributor of exterior building
products in the U.S. and Canada, including vinyl windows and vinyl
and composite cladding, metal coil and cladding and third party
manufactured products such as roofing materials, cladding
materials, insulation, exterior doors and equipment and tools.
Summary of Financial Adjustments
Fitch adds back nonrecurring expenses (including professional fees
related to AM's value creation plan). Fitch deducts finance lease
amortization and lease interest expense from EBITDA.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
New AMI I, LLC LT IDR B Affirmed B
senior secured LT BB Affirmed RR1 BB
senior secured LT B+ Affirmed RR3 B+
NEXT THING: Reports $978,156 Net Loss in H1 2024
------------------------------------------------
Next Thing Technologies, Inc. filed with the U.S. Securities and
Exchange Commission its Semiannual Report on Form 1-SA reporting a
net loss of $978,156 for the six months ended June 30, 2024,
compared to $446,088 for the six months ended June 30, 2023.
As of June 30, 2024, the company had $1,128,409 in cash and cash
equivalents. To date, the company's operations have been financed
through loans from its founders and stock purchases.
Next Thing Technologies stated, "We believe that the proceeds from
our current Regulation A offering, together with our cash and cash
equivalent balances will be adequate to meet our liquidity and
capital expenditure requirements for the next 12 months. If these
sources are not sufficient to meet our cash requirements, we will
need to seek additional capital, potentially through private
placements of equity or debt, to fund our plan of operations."
As of June 30, 2024, the Company had $1,151,933 in total assets,
$117,814 in total liabilities, and $1,034,119 in total
stockholders' equity.
A full-text copy of the Company's Form 1-SA is available at:
https://tinyurl.com/5exx457s
About Next Thing Technologies
Next Thing Technologies, Inc was formed on August 26, 2019 under
the laws of the state of Delaware, and is headquartered in
Oceanside, California. It is a research and development and
technology company creating technology for personal, commercial and
government use. Next Thing is developing Next Bolt, which it
intends to be an affordable, modular, safe, and easier-to-install
battery for individuals and businesses.
Denver, Colorado-based Artesian CPA, LLC, the Company's auditor,
issued a "going concern" qualification in its report dated March
13, 2024, citing that the Company has not generated revenues or
profits since inception, has sustained net losses of $1,333,124 and
$1,827,885 for the years ended December 31, 2023 and 2022,
respectively, and has incurred negative cash flows from operations
for the years ended December 31, 2023 and 2022. As of December 31,
2023, the Company had an accumulated deficit of $3,257,103. These
factors, among others, raise substantial doubt about the Company's
ability to continue as a going concern.
NORHART INVEST: Raises Going Concern Doubt Amid Financial Woes
--------------------------------------------------------------
Norhart Invest LLC disclosed in its Form 1-SA filed with the U.S.
Securities and Exchange Commission for the fiscal semiannual period
ended June 30, 2024, that substantial doubt exists about its
ability to continue as a going concern.
The Company's audited financial statements for the period from
January 26, 2023 (inception) through December 31, 2023 included a
going concern note from its auditors as a result of the Company's
limited revenue during the period covered by those financial
statements, the fact that the Company generated a net loss during
the period covered by the financial statements, and the Company's
issuance, at least in part, of certain Promissory Notes with
maturity dates within one year of issuance.
As of June 30, 2024, the Company had issued 215 notes payable with
varying terms and interest rates. The interest rates on these notes
range from 7.6% to 10%. The maturity dates of these notes range
from July 2024 to June 2029, with the shortest-term notes beginning
in January 2024 and the longest-term notes in December 2023.
The Company used proceeds from sales of Promissory Notes to
purchase one 100% of the preferred units of membership interest in
Gateway Green Townhomes LLC, a Minnesota limited liability
company.
The Company did not use the proceeds of sales of Promissory Notes
to acquire any new real estate assets or other material assets
during the six months ended June 30, 2024.
The Company generated a net loss of $979,513 during the six months
ended June 30, 2024.
In light of these matters, the Company's ability to continue as a
going concern is dependent upon the Company's ability to increase
operations and achieve a level of profitability. Since inception,
the Company has financed its operations through capital
contributions from the Company's owners and sales of Promissory
Notes. The Company intends to continue financing its future
activities and working capital needs largely through sales of
Promissory Notes to investors and, potentially, through other
private financing arrangements until such time as funds provided by
operations are sufficient to fund the Company's working capital
requirements. The failure to obtain sufficient debt and/or equity
financing and to achieve profitable operations and positive cash
flows from operations could adversely affect the Company's ability
to achieve its business plans and continue as a going concern.
A full-text copy of the Company's Form 1-SA is available at:
https://tinyurl.com/38426v2f
About Norhart Invest
Norhart Invest LLC is a Minnesota limited liability company that
raises capital to make investments into certain real estate and
real estate related investments. The Company maintains and operates
an online investment platform available through the Company's
website -- www.norhart.com/invest/ -- for use by Norhart to build
and manage real estate.
As of June 30, 2024, the Company had $2,973,652 in total assets,
$2,156,942 in total liabilities, and $816,710 in total members'
equity.
OAK PARK: Seeks to Hire Craig M. Geno PLLC as Counsel
-----------------------------------------------------
Oak Park Leasing, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Mississippi to hire the Law Offices of
Craig M. Geno, PLLC as counsel.
The firm will provide these services:
a. advise and consult with the Debtor-in-Possession regarding
questions arising from certain contract negotiations which will
occur during the operation of business by the
Debtor-in-Possession;
b. evaluate and attack claims of various creditors who may
assert security interests in the assets and who may seek to disturb
the continued operation of the business;
c. appear in, prosecute, or defend suits and proceedings, and
to take all necessary and proper steps and other matters and things
involved in or connected with the affairs of the estate of the
Debtor;
d. represent the Debtor in court hearings and to assist in the
preparation of contracts, reports, accounts, petitions,
applications, orders and other papers and documents as may be
necessary in this proceeding;
e. advise and consult with Debtor in connection with any
reorganization plan which may be proposed in this proceeding and
any matters concerning Debtor which arise out of or follow the
acceptance or consummation of such reorganization or its rejection;
and
f. perform such other legal services on behalf of Debtor as
they become necessary in this proceeding.
The firm will be paid at these rates:
Craig M. Geno $450 per hour
Associates $275 per hour
Paralegals $250 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm received a retainer in the amount of $18,000.
Craig M. Geno, Esq., a partner at Law Offices of Craig M. Geno,
PLLC, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Craig M. Geno, Esq.
Law Offices of Craig M. Geno, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Tel: (601) 427-0048
Fax: (601) 427-0050
Email: cmgeno@cmgenolaw.com
About Oak Park Leasing, LLC
Oak Park Leasing, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No.
24-02157) on September 17, 2024, listing $1 million to $10 million
in both assets and liabilities.
Judge Jamie A Wilson presides over the case.
The Debtor is represented by Craig M. Geno, Esq. at the LAW OFFICES
OF CRAIG M. GENO, PLLC.
ONCOCYTE CORP: To Raise $10.2M Through Securities Private Placement
-------------------------------------------------------------------
Oncocyte Corporation announced Oct. 2 that it has entered into a
securities purchase agreement with new and existing investors,
including Bio-Rad Laboratories, Inc., one of the Company's
strategic partners. The gross proceeds to the Company from the
private placement are expected to be approximately $10.2 million,
before deducting the placement agent's fees and other offering
expenses payable by the Company. The Company intends to use the
net proceeds for working capital and general corporate purposes.
The Purchase Agreement represents the purchase and sale in a
private placement of an aggregate of 3,461,138 shares of common
stock, at a purchase price of $2.948 per share of common stock.
Certain insiders of the Company subscribed for 37,037 of the shares
of common stock sold in the private placement, at a purchase price
of $2.970 per share of common stock. The private placement was
priced "at-the-market" under the rules and regulations of The
Nasdaq Stock Market LLC and is expected to close on or about Oct.
4, 2024, subject to the satisfaction of customary closing
conditions.
"This funding helps us to continue delivering on the promise that
we made to expand access to organ transplant rejection testing
globally. We are grateful for the support of our current and new
shareholders who share our vision of democratizing access for
transplant patients, transplant centers, and transplant researchers
around the world," said Oncocyte's President and Chief Executive
Officer Josh Riggs. "Our team remains committed to executing on
our strategy and creating shareholder value."
"We are thrilled to have strong support from both new and existing
investors, including our valued corporate partner, Bio-Rad
Laboratories," said Oncocyte's Chief Financial Officer Andrea
James. "This offering reflects growing confidence in our business
opportunity and the market potential we are addressing."
Needham & Company is acting as the exclusive placement agent for
the private placement.
The Company also entered into a registration rights agreement,
dated as of Oct. 2, 2024, by and among the Company and the
investors party thereto, pursuant to which it agreed to file a
registration statement under the Act with the Securities and
Exchange Commission, covering the resale of the shares of common
stock to be issued in the private placement no later than 15 days
following the date of the Registration Rights Agreement, and to use
best efforts to have the registration statement declared effective
as promptly as practical thereafter, and in any event no later than
30 days following the date of the Registration Rights Agreement (or
45 days following the date of the Registration Rights Agreement in
the event of a "full review" by the SEC).
About Oncocyte Corp.
Irvine, Calif.-based Oncocyte Corporation is a molecular
diagnostics technology company. The Company's tests are designed
to help provide clarity and confidence to physicians and their
patients. VitaGraft is a clinical blood-based solid organ
transplantation monitoring test. GraftAssure is a research use only
(RUO) blood-based solid organ transplantation monitoring test.
DetermaIO is a gene expression test that assesses the tumor
microenvironment to predict response to immunotherapies. DetermaCNI
is a blood-based monitoring tool for monitoring therapeutic
efficacy in cancer patients.
Costa Mesa, CA-based Marcum LLP, the Company's auditor since 2023,
issued a "going concern" qualification in its report dated April
15, 2024, citing that the Company has incurred operating losses and
negative cash flows since inception and needs to raise additional
funds to meet its obligations and sustain its operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
PECF USS: S&P Upgrades ICR to 'CCC+' After Recapitalization
-----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on PECF USS
Intermediate Holding III Corp. to 'CCC+' from 'D'.
S&P said, "We also assigned our 'B' issue-level and '1' recovery
ratings to the first-lien, first-out debt. We assigned our 'CCC'
issue-level and '5' recovery ratings to the first-lien, second-out
debt. We also assigned our 'CCC-' issue-level and '6' recovery
ratings to the first-lien, third-out debt. The new debt is all
issued by Vortex Opco, LLC.
"We also withdrew the issue-level ratings on the remaining legacy
senior secured and senior unsecured debt, per the company's
request.
"The negative outlook reflects that, while the recapitalization has
some credit benefits such as improving the company's liquidity
position, extending maturities and modestly lowering total debt, we
believe the company's debt leverage will remain unsustainable."
PECF, a Massachusetts-based national provider of portable
sanitation and related services and products, has completed its
debt restructuring and recapitalization whereby its subsidiary,
Vortex Opco LLC, issued several tranches of debt.
The majority of existing first-lien senior secured term loan
lenders and senior unsecured noteholders have exchanged their debt
at a discount for new FLFO term loans and notes totaling about $446
million, FLSO of nearly $1.8 billion, and FLTO notes of about $194
million. The existing lenders on the ABL and revolving credit
facility (RCF), rolled over their commitments into new facilities
with extended maturity dates. There are portions of the existing
legacy term loans and unsecured notes, which now rank junior in
priority to all of the new debt issued. S&P is withdrawing its 'D'
ratings on this debt.
The recapitalization includes some credit benefits, including an
improved debt maturity profile, enhanced liquidity position, and
modestly lower debt balances.
The transactions have improved the company's debt maturity profile,
as the next maturity (besides term loan amortization) is not until
2028. S&P said, "The recapitalization strengthened the company's
liquidity position, and we forecast pro forma effective liquidity
(after factoring in covenant restrictions on the ABL) to be above
$200 million, including cash and effective availability under the
ABL and RCF. Additionally, the financial covenants were redrawn,
and we now forecast ample headroom under the 8.3x RCF debt leverage
covenant (as it now does not include all debt tranches in the
covenant calculation). We believe the improved liquidity provides
additional headroom before the ABL covenant could spring (as if it
did, covenant compliance under the fixed charge coverage ratio
would be challenged)." Lastly, the exchanges at a discount led to a
modest reduction in the company's total debt balances.
A sizeable reduction in the company's EBITDA and EBITDA margins,
along with significant increases in its debt and interest expense,
have hampered its credit metrics, which S&P expects will remain
unsustainable.
Following its October 2021 recapitalization, PECF's S&P Global
Ratings-adjusted debt balances essentially doubled. Additionally,
roughly 80% of the company's debt was floating rate as of June
2024, and it does not have interest rate hedges in place.
As a result of higher interest rates and debt balanced, interest
expense for the last-12-months ended June 2024 doubled compared to
the same period two years prior. Operationally, the company has had
to contend with inflationary cost pressures, a reduction in service
frequency from peak levels, some top-line weakness, and certain
costs that we do not add back to our EBITDA calculation. This led
to a large EBITDA decline over the past 18 months.
The company has some ongoing transformation initiatives, which, if
executed, could improve EBITDA from depressed 2023-2024 levels.
These will likely help improve customer retention, bolster market
share, strengthen cash conversion and lead to a sustained
improvement in the company's cost structure. Additionally, lower
mortgage rates should improve the housing market, as roughly 20% of
the company's revenues are tied to residential construction. Still,
given the high debt balances and interest costs, S&P believes the
company's capital structure is unsustainable, including
weighted-average S&P Global Ratings-adjusted debt to EBITDA of
above 10x.
The negative outlook reflects the more challenging macroeconomic
backdrop, high interest rates, and significant cost inflation that
weakened PECF's credit measures in 2023-2024. S&P said,
"Specifically, the company's S&P Global Ratings-adjusted debt to
EBITDA increased to around 20x for the last-12-months period ended
June 2024, and we believe its weighted-average debt leverage will
remain around 10x. We note that the debt repurchase and refinancing
transactions have modestly lowered the company's total debt,
enhanced its liquidity position and extended debt maturities.
Still, we believe the company's weighted-average debt leverage
metrics will remain unsustainable. A key assumption at the current
ratings is that the company will not undertake additional
transactions that we would view as distressed exchanges."
S&P could lower its ratings on PECF in the next year if:
-- Its earnings do not improve in 2025 as forecast due to weak
end-market demand in its core residential and nonresidential
construction end markets;
-- It underachieves on its cost-reduction and
operating-improvement initiatives;
-- It cannot increase prices to offset its higher costs;
-- The company undertakes additional transactions that we view as
distressed exchanges;
-- It skips an interest payment;
-- Its liquidity weakens due to persistent negative free cash flow
generation, challenging its covenant compliance; or
-- It completes a larger-than-expected debt-funded acquisition or
a large dividend recapitalization.
-- If some of these scenarios occur, S&P believes its debt to
EBITDA would consistently remain at 10x or above.
S&P could take a positive rating action on PECF in the next year
if:
-- Its volumes and pricing are stronger than we project such that
its revenue increases over 10% and its EBITDA margins rise over 400
basis points (bps) relative to our base-case assumption. Under such
a scenario, S&P believes its weighted-average debt to EBITDA would
approach 8x;
-- The company generates moderately positive free cash flow, which
it uses to reduce its debt;
-- The company's stronger free cash flow or an infusion of equity
allows it to improve its liquidity position; and
-- S&P believes the company's financial policies support
maintaining its improved leverage levels even after incorporating
potential acquisitions and shareholder rewards.
PJP ENTERPRISES: Hires Hampton Young Law as Bankruptcy Counsel
--------------------------------------------------------------
PJP Enterprises, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Wyoming to hire Hampton Young Law to handle the
bankruptcy proceedings.
The firm will charge $250 per hour for its services. The firm shall
receive a retainer in the amount of $18,000.
As disclosed in the court filings, Hampton Young Law does not hold
or represent any interest adverse to the Debtor or its estate.
The firm can be reached through:
Hampton M. Young, Jr, Esq.
Hampton Young Law
3956 SW Condor Ave.
Portland, OR 97239
Tel: (307) 797-2486
Fax: (307) 460-7330
About PJP Enterprises, Inc.
PJP Enterprises is a Single Asset Real Estate debtor (as defined in
11 U.S.C. Section 101(51B)). The Debtor is the owner of the real
property located at 1781 Fleishli Pkwy Cheyenne, WY 8200 valued at
$4.46 million.
PJP Enterprises, Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No.
24-20373) on September 22, 2024, listing $4,501,000 in assets and
$15,188,709 in liabilities. The petition was signed by Parinda
Patel as president.
Judge Cathleen D Parker presides over the case.
Hampton M. Young, Jr., Esq. at Hampton Young Law represents the
Debtor as counsel.
PREMIER HOSPITALITY: Taps Cohen Legal Services as Legal Counsel
---------------------------------------------------------------
Premier Hospitality International Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire Cohen
Legal Services, P.A. as its counsel.
Cohen will render these services:
(a) give advice to the Debtor with respect to its powers and
duties as a debtor in possession and the continued management of
its business operations;
(b) advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) prepare motions, pleadings, orders, applications, and
other legal documents necessary in the administration of the case;
(d) protect the interest of the Debtor in all matters pending
before the court;
(e) represent the Debtor in negotiation with its creditors in
the preparation of a plan.
The firm will charge $450 per hour for the services rendered by
Rachamin Cohen, Esq., lead counsel for this case.
The firm received a retainer in the amount of $9,500.
Cohen Legal will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Rachamin Cohen, partner of Cohen Legal Services, P.A., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Cohen Legal can be reached at:
Rachamin Cohen, Esq.
COHEN LEGAL SERVICES, PA
12 SE 7th Street, Suite 805
Fort Lauderdale, FL 33301
Tel: (305) 570-2326
E-mail: Rocky@CohenLegalServicesFL.com
About Premier Hospitality International Inc.
Premier Hospitality International Inc. filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Fla. Case No. 24-19763) on September 22, 2024, listing $100,001 to
$500,000 in both assets and liabilities.
Judge Corali Lopez-Castro presides over the case.
Rachamin Cohen, Esq. at Cohen Legal Services, P.A. represents the
Debtor as counsel.
PRETIUM PKG: $1.04BB Bank Debt Trades at 20% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Pretium PKG
Holdings Inc is a borrower were trading in the secondary market
around 79.8 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1.04 billion Payment in kind Term loan facility is scheduled
to mature on October 2, 2028. About $0 million of the loan is
withdrawn and outstanding.
Pretium PKG Holdings, Inc. is a manufacturer of rigid plastic
containers for variety of end markets, including food and beverage,
chemicals, healthcare, wellness and personal care. Pretium PKG
Holdings, Inc. is a portfolio company of Clearlake since January
2020.
PRETIUM PKG: $350MM Bank Debt Trades at 60% Discount
----------------------------------------------------
Participations in a syndicated loan under which Pretium PKG
Holdings Inc is a borrower were trading in the secondary market
around 40.5 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $350 million Term loan facility is scheduled to mature on
October 1, 2029. The amount is fully drawn and outstanding.
Pretium PKG Holdings, Inc. is a manufacturer of rigid plastic
containers for variety of end markets, including food and beverage,
chemicals, healthcare, wellness and personal care. Pretium PKG
Holdings, Inc. is a portfolio company of Clearlake since January
2020.
PRIMELAND REAL ESTATE: U.S. Trustee Appoints Creditors' Committee
-----------------------------------------------------------------
The U.S. Trustee for Region 21 appointed an official committee to
represent unsecured creditors in the Chapter 11 case of Primeland
Real Estate Development, LLC.
The committee members are:
1. Carlos Joui Petersen
Av. Apoquindo 4001
Piso 3 of 301
Santiago, Chile
Phone: +56 2 23731400
Email: cjouip@fegomi.cl
2. Lucy Sepulveda Balbontin
2131 Molitor Street
Mandeville, LA 70448
Phone: +56 966694961
+1 (619) 8181839
Email: lucyna1019@gmail.com
3. Maria De Los Angeles Fromow Rangel
Av Isaac Newton 232
Colonia Polanco V Seccion
Alcaldia Miguel Hidalgo, CP 11560,
Ciudad de Mexico, Mexico
Phone: +52 55 7825 1014
Email: lafromow@hotmail.com
4. RESATEXAS, LLC
Attn: Rene Meza Espejel, Manager
7322 Southwest FWY
Suite 1153
Houston, TX 77074-2083
Phone: +52 (222) 2123438
Email: renemezaes@hotmail.com
5. Dr. Rocío Procel Sánchez
Monte de Aycucho #36
Col. Jardines en la Montana
Alcaldia Tlalpan. C.P. 14210
Mexico City, Mexico
Phone: 0052 55 4383 1690
0052 55 2615 6788
Email: rocioprocel@yahoo.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Primeland Real Estate Development
Primeland Real Estate Development LLC is the fee simple owner of an
incomplete condominium project known as Sycamore Orlando Resort
located at 2691 Livingston Rd, Kissimmee, FL 34747 having an
appraised value of $40 million.
Primeland Real Estate Development LLC sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-04612)
on August 29, 2024. In the petition filed by Karen M. Costa, as
president, the Debtor reports total assets of $40,828,477 and total
liabilities of $41,815,331.
The Honorable Bankruptcy Judge Lori V. Vaughan oversees the case.
The Debtor is represented by Frank M. Wolff, Esq., at Nardella &
Nardella, PLLC.
PRIMELAND REAL: Agentis Represents Committee of Deposit Holders
---------------------------------------------------------------
The law firm of Agentis, PLLC, filed a verified statement pursuant
to Rule 2019 of the Federal Rules of Bankruptcy Procedure to
disclose that in the Chapter 11 case of Primeland Real Estate
Development, LLC, the firm represents the Ad Hoc Committee of
Deposit Holders.
The Committee was organized and formed by Brickell Realty Group,
LLC ("BRG") when BRG was approached by a number of parties who had
paid deposits to the Debtor. BRG organized a number of zoom
conferences where Agentis was asked to present its credentials to
the assembled holders of claims.
Thereafter Agentis assisted BRG in the drafting of bylaws governing
how the Committee would interact with its respective members, its
counsel, the Debtor and other interested parties. Each holder of a
disclosable economic interest in the Debtor (each, a "Claimant" and
each disclosable economic interest, a "Claim") has consented to the
representation of Agentis as counsel for the Committee.
The aggregate Claims represented by the Committee equal
$6,200,256.87 as of the date of this Disclosure.
The Committee Members' address and the nature and amount of
disclosable economic interests held in relation to the Debtors
are:
1. Cristina Franceschi Carlsen
Luis Carrera 1177
Apartamento 205
Vitacura Santiago de Chile Chile
7650726
* Contract for Unit# B504; $76,240.50 Deposit
2. Claudia Medina
Pennsylvania 249 Dep 201 Col. Naples
03810 Benito Juarez, Ciudad Mexico
Mexico
And
Ricardo Valencia
Colina de Mocusari, 76 Fracc
Boulevares 53140
Naucalpan de Juarez Mexico
* Contract for Unit# F205; $220,990.00 Deposit
3. Alejandro Rojas Pinilla
And
Carlos Mauricio Castro Quintero
Calle 138 #54-60 casa 70 Bogota,
Colombia
* Contract for Unit# B205; $101,490.00 Deposit
4. Eduardo Rodriguez Ampudia
Lago Alberto 300, building 1, Apt 2301
Miguel Hidalgo Mexico City 11320
Mexico
* Contract for Unit# A604; $61,487.91 Deposit
5. Lyda Castillo
Carrera 71 #24-50
Apto 207 Bogota
Colombia
And
Cesar Arnulfo Pico
Carrera 71 #24-50
Apto 207 Bogota
Colombia
* Contract for Unit# B404; $69,354.00 Deposit
6. Eduardo Camacho
Cerrada Empresa #13
Cor Extremadura
Insurgentes
Avenida Benito Juarez
Mexico Ciudad Mexico
And
Olivia Estela Paz Murillo
Alicia Camacho
* Contract for Unit# F203 and F207; $96,351.00 Deposit
7. Adolfo Ramiro Carbajal Trujillo+
Carbajal Trujillo
CalleLosTiamos151
Lima, Peru
* $477,422.40 Deposit
8. Linda Nasser
And
Jose Alberto Sanchez de lla Loyala
* Contract for Unit# B305; $73,766.80 Deposit
9. Eduardo Gonzalo Damacen Angulo
Ac Canto Bello 187
Lima 36, Peru
* Contract for Unit# E702; $139,064.10 Deposit
10. Raed Karame and Elisa Bernal
115 Columbus Circle, Westmoorings
Carenage, Port-Of-Spain
Trinidad & Tobago 110611
* Contract for Unit# F703; $463,547.00 Deposit
11. Minerva Mendoza Carmona
Reforma norte 122 Colonia centro CP
75700 Tehuacan
Puebla, Mexico
And
Jose Miguel Barbosa Mendoza
And
Luis Gerado Barbosa Mendoza
* Contract for Unit# E501; $136,560.30 Deposit
12. Hector Enrique Monroy Valdez
Av De Los Poetas #100 Edf. Basalato
1B-1203 Cumbres De Santa Fe
Cuajimalpa, Ciudad De Mexico,
Mexico 05600
* Contract for Unit# D404; $78,470.48 Deposit
13. Diana Sainz Pepe
880 White Moonstone Loop
San Jose, CA 95123
* Contract for Unit# A605; $74,225.50 Deposit
14. Daniela Alejandra Herrera Zepeda
Peri Sur Manuel Gomez # 5879 Col.
Lopez Cotilla
San Pedro Tlaquepaque Jalisco Cp
45615 Mexico
* Contract for Units B703 and C409; $264,153.00 Deposit
15. Raul Alejandro Garcia Cantu
Tamesis 312 colonia Del Valle San
Pedro Garza Garcfa
Nuevo Leon Mexico CP 66220
* Contract for Unit# E707; $157,123.81 Deposit
16. Juan Carlos Espinoza Romero
10419 Winwick Ln
Orlando, Fl 32832
And
Yismik Alexander Daboin Godoy
* Contract for Unit# B505; $58,581.00 Deposit
17. Julio Cesar Yapur Kalis
Lago Zurich 272 depto 807, Cp. 11529
col. Ampliacion Granada
Alcaldia Miguel Hidalgo, Ciudad de Mexico
* Contract for Unit# B101; $125,940.00 Deposit
18. Angel Santana Ruiz
And
Angel Santana Torres
Campos Primaverales 303 Col Brisas
Del Campo Secc 1
Leon Guanajuato Mexico Cp 37297
* Contract for Unit# B603; $137,793.90 Deposit
19. Gonzalo Mata Camacho
Islas Marquesas 14 Col. Residencial
Chiloca 52930
Edo Mexico, Mexico
* Contract for Unit# F503; $108,475.20 Deposit
20. Luis Enrique Macias Sanchez
Blvd Bosque Real 2100, 401-C, Club
de Golf Bosque Real 52774,
Huixquilucan, Estado de Mexico,
Mexico City, Mexico
* Contract for Unit# A208; $71,815.20 Deposit
21. Daniel Gelemovich
Contabilidad 100, 6028. Lomas Anahuac,
Huixquiluca, Cp 52786 Mexico
* Contract for Unit F200; $118,530.00 Deposit
22. Oscar Arizpe Rodriguez
* Contract for Unit F509; $117,475.32 Deposit
23. Abad Avila Ochoa
Priv Jardin De Alcatraz 1620 Rdcial
Alcazar Del Country
Ahome, Sinaloa, Mexico 81271
* Contract for Unit B301; $134,106.00 Deposit
24. Jose Raul Carreto Diaz
Bosque De Alerces 286
Bosques De Las Lomas – Miguel
Hidalgo, CP 11700
Mexico City, Mexico
* Contract for Unit F-607; $115,560.00 Deposit
25. Rodrigo Arena Herrero
Mision De Sn Diego 4 Cp.00000 Via
Atlixcoyotil Concepcion La Cruz 07# C.P 72197
San Andres De Cholula, Puebla, Mexico
* Contract for Unit F-306; $195,564.00
Counsel for the Represented Parties:
AGENTIS PLLC
Robert P. Charbonneau, Esq.
45 Almeria Avenue
Coral Gables, Florida 33134
T. 305.722.2002
About Primeland Real Estate Development
Primeland Real Estate Development LLC is the fee simple owner of an
incomplete condominium project known as Sycamore Orlando Resort
located at 2691 Livingston Rd, Kissimmee, FL 34747 having an
appraised value of $40 million.
Primeland Real Estate Development LLC sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-04612)
on August 29, 2024. In the petition filed by Karen M. Costa, as
president, the Debtor reports total assets of $40,828,477 and total
liabilities of $41,815,331.
The Honorable Bankruptcy Judge Lori V. Vaughan oversees the case.
The Debtor is represented by:
Frank M. Wolff, Esq.
NARDELLA & NARDELLA, PLLC
135 W. Central Blvd
Suite 300
Orlando, FL 32801
Tel: 407-966-2680
Fax: 407-966-2681
E-mail: fwolff@nardellalaw.com
PROFRAC HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B' ICR
-----------------------------------------------------------------
S&P Global Ratings affirmed all ratings on Texas-based hydraulic
fracturing equipment and services provider ProFrac Holdings LLC,
including its 'B' issuer credit rating, and revised its outlook to
negative from stable.
At the same time, S&P also assigned its 'B' issuer credit rating
and negative outlook to ProFrac Holding Corp., the parent company
of ProFrac Holdings LLC.
S&P said, "The negative outlook reflects our expectation that we
could lower our ratings if we no longer expect the company's credit
metrics will improve next year.
"We now forecast operating performance in 2024 will be weaker than
our prior expectations.
"We anticipate total revenue will decline in 2024 by 17%-18%. This
compares to our previous expectation for midteens percent growth.
We attribute this decline to the weaker demand environment for the
company's pressure pumping services, as oil and gas exploration and
production (E&P) companies face a weaker price environment,
particularly for natural gas, and have reduced drilling and
completion activity." Lower pressure pumping demand has also
weighed on demand for the company's proppant, which in turn has led
to reduced utilization at the company's sand mines.
S&P Global Ratings' hydrocarbon price deck currently assumes Henry
Hub natural gas prices will increase next year, while West Texas
Intermediate (WTI) crude oil prices will stay flat. S&P said, "We
expect this should support a modest improvement in demand, leading
to revenue growth of about 5% in 2025. We also assume that lower
pricing, along with lower mine utilization, will also contribute to
EBITDA margins of about 23% in 2024, down from 27% in 2023."
S&P no longer anticipates ProFrac will reduce debt this year.
ProFrac completed two material acquisitions in the first half of
2024 for a total cash consideration of $194 million. The company
issued an additional $120 million in senior secured notes to
finance these transactions. S&P said, "Consequently, we now
anticipate total debt of about $1.2 billion at year-end 2024,
consistent with prior-year levels and slightly higher than our
previous assumption of about $1.0 billion to $1.1 billion. Combined
with our expectation for weaker operating performance, we now
forecast credit metrics will weaken in 2024, with funds from
operations (FFO) to debt falling to the low-30% area from 43% in
2023 and debt to EBITDA increasing to about 2.5x from 1.7x over the
same period. Therefore, we believe ProFrac has less cushion at the
current rating level and could lower our ratings if demand does not
improve in 2025 consistent with our current base-case scenario."
S&P continues to characterize liquidity as adequate.
ProFrac's $640 million senior notes and subsidiary PF Proppant
Holding LLC's $365 million term loan require significant
amortization of approximately $52 million in 2024. This amount will
more than double in 2025 to $134 million. S&P said, "We currently
believe the company has adequate liquidity to meet this obligation
and anticipate the company will generate free operating cash flow
(FOCF) of about $200 million next year. However, we believe a
weaker-than-expected demand environment, or additional acquisitions
could limit the company's ability to meet these obligations with
internally generated cash."
S&P said, "The negative outlook reflects our expectation that
ProFrac's operating performance will be materially lower in 2024,
as weak natural gas prices constrain activity levels in the areas
where the company operates. As a result, we expect FFO to debt will
decline to the low-30% area in 2024 from about 43% in 2023, while
debt to EBITDA increases to about 2.5x from 1.7x over the same
period. We currently anticipate credit measures will improve in
2025 based on our current assumption for improving natural gas
prices.
"We could lower our ratings on ProFrac over the next 12 months if
the company's operating performance weakens below our current
expectations such that FFO to debt declines below 30% on a
sustained basis. We could also lower our ratings if the company's
liquidity weakens." This could occur if:
-- Demand conditions weaken below our expectations, leading to
lower-than-expected cash flow generation; or
-- Availability under the company's credit facility becomes
constrained.
S&P could revise its outlook to stable over the next 12 months if
ProFrac's operating performance remains in line with its
expectations, with FFO to debt improving well above 30% on a
sustained basis. This could occur if:
-- Oil and gas E&P companies increase activity; or
-- Third-party sales within the company's proppant segment expand,
leading to improved asset utilization.
QUICK SERVE: Gets OK to Use Cash Collateral Until Nov. 30
---------------------------------------------------------
Quick Serve, LLC received approval from the U.S. Bankruptcy Court
for the District of New Hampshire to use the cash collateral of its
creditors to fund its operations.
The court approved the use of cash collateral through Nov. 30 and
expenditures up to a maximum amount of $292,278, which include
costs such as goods sold and payments to lienholders.
The court outlined specific monthly payments to be made as
protection to lienholders, including $500 to Rockingham Economic
Development Corporation; $666 to Enterprise Bank and Trust Company;
and $444.08 to the U.S. Small Business Administration, all starting
from Oct. 1.
Any liens will maintain their validity and priority as they existed
on the petition date.
The court ordered Quick Serve to file a further application for
cash collateral use by Oct. 31, with any objections due by Nov. 11.
A hearing on this application is scheduled for Nov. 13.
About Quick Serve
Quick Serve, LLC -- https://www.thebeachplum.net/reviews -- doing
business as The Beach Plum, is a seasonal store located in The Old
Firehouse on the historic village green of Fishers Island, New
York.
Quick Serve sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.H. Case No. 24-10518) on July 30,
2024, with up to $50,000 in assets and up to $1 million in
liabilities. Robert Lee, member and manager, signed the petition.
The Debtor is represented by William S. Gannon, Esq., at William S.
Gannon, PLLC.
RATHER OUTDOORS: $365MM Bank Debt Trades at 16% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Rather Outdoors
Corp is a borrower were trading in the secondary market around 84.1
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $365 million Term loan facility is scheduled to mature on
February 11, 2028. The amount is fully drawn and outstanding.
Rather Outdoors Corporation operates as a holding company. The
Company, through its subsidiaries, provides fishing equipment, such
as casting, spinning, rods, tools, and accessories. Rather
Outdoors
Corp serves customers in the State of Missouri.
REALD INC: $60MM Bank Debt Trades at 38% Discount
-------------------------------------------------
Participations in a syndicated loan under which RealD Inc is a
borrower were trading in the secondary market around 62.2
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $60 million Term loan facility is scheduled to mature on
November 30, 2024. The amount is fully drawn and outstanding.
RealD Inc. is a private company known for its RealD 3D system,
which is used for projecting films in stereoscopic 3D using
circularly polarized light.
REDSTONE HOLDCO 2: $1.11BB Bank Debt Trades at 27% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Redstone Holdco 2
LP is a borrower were trading in the secondary market around 73
cents-on-the-dollar during the week ended Friday, Oct. 4, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $1.11 billion Term loan facility is scheduled to mature on
April 27, 2028. 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.
REDSTONE HOLDCO 2: $450MM Bank Debt Trades at 43% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Redstone Holdco 2
LP is a borrower were trading in the secondary market around 57.5
cents-on-the-dollar during the week ended Friday, Oct. 4, 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.
RESTORED TRUCKING: Taps Inzer Haney McWhorter as Legal Counsel
--------------------------------------------------------------
Restored Trucking Company, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Alabama to hire Inzer
Haney McWhorter Haney & Skelton, LLC as counsel.
The firm will render these services:
a. give the Debtor-in-Possession legal advice with respect to
its powers and duties as Debtor-in-Possession;
b. negotiate and formulate a plan of rearrangement under the
Chapter 11 which will be acceptable to the creditors;
c. deal with secured lien claimants regarding adequate
protection and arrangements for payment of the debts and contesting
the validity of same;
d. prepare the necessary petition, schedules, statements,
answers, orders, reports and other legal documents; and
e. provide all other legal services which may become necessary
in the above styled proceedings.
Inzer Haney will be paid at the hourly rate of $250.
Inzer Haney will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert D. McWhorter Jr., partner of Inzer Haney McWhorter Haney &
Skelton, 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 Debtor and
its estates.
Inzer Haney can be reached at:
Robert D. McWhorter Jr., Esq.
INZER HANEY MCWHORTER HANEY & SKELTON, LLC
P.O. Box 287
Gadsden, AL 35902-0287
Tel: (256) 546-1656
E-mail: rdmcwhorter@bellsouth.net
About Restored Trucking Company, Inc.
Restored Trucking Company is part of the general freight trucking
industry.
Restored Trucking Company, Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala.
Case No. 24-41134) on September 4, 2024, listing $500,000 to $1
million in assets and $1 million to $10 million in liabilities. The
petition was signed by Michael S. Jones as president.
Judge James J Robinson presides over the case.
Robert D. McWhorter, Jr., Esq. at Inzer Haney McWhorter Haney &
Skelton, LLC, represents the Debtor as counsel.
RICH LUCKY: Seeks to Hire Raymond W. Verdi Jr. as Legal Counsel
---------------------------------------------------------------
Rich Lucky Food Group LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ The Law Office
of Raymond W. Verdi, Jr. as counsel.
The firm will render these services:
a. assist in preparing and filing schedules, statements,
monthly financial statements, and other necessary and appropriate
documents;
b. prepare legal documents;
c. appear at all appropriate meetings;
d. explain the Debtor's responsibilities under chapter 11;
e. represent in negotiations with creditors and committees;
f. assist in formulating a plan of reorganization and
disclosure statement; and
g. perform other legal services.
The firm will be paid at these rates:
Members $450 per hour
Legal Assistants $125 per hour
The firm received a retainer in the amount of $25,000.
Raymond Verdi, Jr., Esq., disclosed in a court filing that his firm
does not hold or represent any entity that holds an adverse
interest in the Debtor's case.
The firm can be reached through:
Raymond W. Verdi Jr., Esq.
Law Offices of Raymond W. Verdi Jr., PC
178 East Main Street
Patchogue, NY 11772
Telephone: (516) 380-9064
About Rich Lucky Food Group LLC
Rich Lucky Food Group LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
24-41818) on April 29, 2024, listing $500,001 to $1 million in
assets and $100,001 to $500,000 in liabilities.
Judge Nancy Hershey Lord presides over the case.
Law Offices of Raymond W. Verdi, Jr, PC represents the Debtor as
counsel.
RJ HAWK: Starts Subchapter V Bankruptcy Protection
--------------------------------------------------
RJ Hawk Transport Inc. filed Chapter 11 protection in the Northern
District of Texas. 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 not be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
October 30, 2024 at 9:30 a.m. in Room Telephonically.
About RJ Hawk Transport Inc.
Hawk Transportation, Inc. was founded in 1997. The Company's line
of business includes operating vessels for the transportation of
freight on the deep seas between the United States and foreign
ports. [BN]
RJ Hawk Transport Inc. sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-43507)
on September 29, 2024. In the petition signed by Omar R. Jimenez,
as vice president, the Debtor reports estimated assets between
$500,000 and $1 million and estimated liabilities between $1
million and $10 million.
The Honorable Bankruptcy Judge Edward L. Morris handles the case.
The Debtor is represented by:
Robert T. DeMarco, Esq.
DEMARCO MITCHELL, PLLC
500 N. Central Expressway Suite 500
Plano, TX 75074
Tel: (972) 991-5591
Email: robert@demarcomitchell.com
ROBERTSHAW US: Latham Represents Biz in Sale, Chapter 11 Emergence
------------------------------------------------------------------
Robertshaw US Holding Corporation, a leading global design,
engineering, and manufacturing company, has previously announced
the successful completion on of its Chapter 11 sale and
restructuring and its new ownership by a group of Robertshaw's
pre-existing primary senior secured lenders and an affiliate of the
pre-existing sponsor. Through completion of the sale and emergence
from Chapter 11, Robertshaw eliminated approximately US$650 million
of debt, substantially reducing its debt service burden, greatly
improving its liquidity, and giving the company the financial
flexibility to invest in growth and better serve its global
customer base. Robertshaw also entered into a settlement with the
Creditors' Committee and resolved litigation issues related to the
May 2023 and December 2023 liability management transactions.
Latham & Watkins LLP represented Robertshaw in the matter with a
global, cross-practice team led by banking partners Josh Tinkelman,
Kendra Kocovsky, and Seniz Yakut, with associates Chen Tang, Jordan
Gratch, and Lea Avsenik. The litigation team was led by New York
partners Eric Leon and Kuan Huang, with associates Ryan Jones,
Shannon McLaughlin, Daniel Grill, Molly Babad, Zijun Zhao, and Coco
Xu. The restructuring team was led by New York partners George
Davis and George Klidonas and New York counsels Adam Ravin and Hugh
Murtagh, with associates Misha Ross, Whit Morley, Isaac Ashworth,
Nikhil Gulati, Alexandra Lisner, Brian Herskowitz, and Jessmine
Lee. The M&A team was led by New York partners Alex Johnson and
Javier Stark and New York counsel Ben Kaplan, with associates Marc
Klepner, Brent Begany, and Joey Yu. Advice on tax matters was
provided by New York partner Alan Kimball, with associate Lukas
Kutilek; on insurance matters by San Diego partner Drew Gardiner;
on benefits matters by New York partner Austin Ozawa, with
associate Daniel Gocek; on real estate matters by Chicago partner
Robert Buday and New York counsel Karen Ritter; on labor matters by
Chicago partner Nineveh Alkhas, with associate Yoojin DeNiro; on
intellectual property matters by Washington, D.C. partner Morgan
Brubaker, with associate Lyle Stewart; on data privacy matters by
Bay Area partner Robert Blamires, with associate Kathryn Parsons
Reponte; on environmental matters by New York counsel David Langer,
with associate Brittany Curcuru; and on antitrust matters by
Washington, D.C. partner Farrell Malone, Brussels partner
Hector Armengod, Hamburg partner Jana Dammann, and Washington, D.C.
counsel Britton Davis, with associates Lorenzo Sacco and
Ethan Hoffman.
About Robertshaw US Holding Corp.
Robertshaw US Holding Corp., along with its affiliates, is a global
leader in designing and manufacturing innovative control systems
and components for the appliance and HVAC industries.
Robertshaw US Holding and its affiliates filed Chapter 11 petitions
(Bankr. S.D. Texas Lead Case No. 24-90052) on
February 15, 2024, with $500 million to $1 billion in assets and
liabilities. John Hewitt, chief executive officer, signed the
petitions.
The Debtors tapped Hunton Andrews Kurth LLP & Latham & Watkins, LLP
as bankruptcy counsel; Guggenheim Securities, LLC as investment
banker and financial advisor; and KPMG, LLP as accountant, tax
advisor and auditor. Kroll Restructuring Administration, LLC is the
claims, noticing, solicitation and balloting agent.
ROYAL OAKS: Fitch Alters Outlook on 'BB+' LongTerm IDR to Negative
------------------------------------------------------------------
Fitch Ratings has affirmed the rating on the following bonds issued
on behalf of Royal Oaks Life Care Community (Royal Oaks) at 'BB+':
- $95,100,000 The Industrial Development Authority of the City of
Glendale, AZ Senior Living revenue bonds (Royal Oaks - Inspirata
Pointe Project), series 2020A;
- $32,500,000 The Industrial Development Authority of the City of
Glendale, AZ Senior Living revenue bonds, series 2016.
Fitch has also affirmed Royal Oaks' Issuer Default Rating (IDR) at
'BB+'.
The Rating Outlook is revised to Negative from Stable.
Entity/Debt Rating Prior
----------- ------ -----
Royal Oaks Life Care
Community (AZ) LT IDR BB+ Affirmed BB+
Royal Oaks Life Care
Community (AZ)
/General Revenues/1 LT LT BB+ Affirmed BB+
Royal Oaks' Inspirata Pointe expansion project has not unfolded as
originally forecast, pressuring the organization and contributing
to the Outlook revision to Negative. Construction delays have
prolonged Royal Oaks' cash burn period with operating ratios
exceeding 120% for FY 2024 and 1QFY25. Demand softened in existing
units to 86% for FY 2024 from preconstruction levels above 93% and
the completed expansion units are filling slowly (71% as of May
2024).
While Royal Oaks' cash to adjusted debt of approximately 45% at
FYE24 provides some cushion and is consistent with the 'BB+'
rating, operations will need to improve to maintain its current
rating. Without improvement, Fitch expects Royal Oaks to struggle
to meet its annual DSCR covenant after testing begins (no later
than FYE27), underscoring the Outlook revision to Negative.
SECURITY
The bonds are secured by a gross revenue pledge and mortgage pledge
of the obligated group (OG). There is no debt service reserve fund
(DSRF) associated with the series 2016 bonds. A fully funded DSRF
supports the series 2020A bonds.
KEY RATING DRIVERS
Revenue Defensibility - bbb
Soft Occupancy
Royal Oaks is a single-site life plan community in Sun City, AZ,
approximately 20 miles northwest of Phoenix. The community faces
moderate local competition with three other Type A/Type B
communities within eight miles of its campus.
Occupancy in the existing independent living units (ILU) has been
softer than the 94% forecast assumption over the past several
years: 90% in 2023, 88% at the end of August 2023, and 86% on
average for FY 2024 (YE Feb. 28). Presales for the expansion were
also soft throughout construction, incrementally increasing from
30% in March of 2020 to 82% in July of 2023, and occupancy was soft
in the expansion at 71% at the end of May 2024.
Before the expansion project, occupancy was consistently above 93%.
The overall softening in demand may reflect the newer units
siphoning demand from existing units. Weak sales velocity in the
expansion units may indicate softening overall demand. If occupancy
does not improve in Inspirata Pointe and existing occupancy further
deteriorates, overall revenue defensibility will be more consistent
with a weak assessment.
Though assisted living unit (ALU) and memory care occupancy has
only averaged 74% over the last three fiscal years, weaker
occupancy is partially attributable to a lower number of direct
admit residents. Royal Oaks does not rely heavily on cash flow from
external admissions and does not offer skilled nursing. These areas
of care are also below forecast assumptions of 98% occupancy in the
ALUS and 91% to 97% occupancy in the memory care units.
Though Fitch does not expect Royal Oaks to achieve the forecast
results, the revenue defensibility profile is expected to remain
within the midrange assessment based on midrange pricing
flexibility and market assessment, based on average entrance fees
in line with local home values and regular rate increases.
Operating Risk - bb
Prolonged Cash Burn
Royal Oaks' operating metrics have deteriorated considerably since
the launch of Inspirata Pointe. Fitch expects Royal Oaks' operating
performance to improve after Inspirata Pointe fills but remain
consistent with the weak assessment. Royal Oaks' operating ratio,
net operating margin (NOM) and NOM-adjusted (NOM-A) averaged
113.6%, negative 13%, and 11%, respectively, over the past five
audited years, reflecting construction and predominantly Type A
contracts. Fitch expects cost management metrics to incrementally
improve as the expansion fills with operating ratios decreasing to
110% and NOM-A increasing to 14% by FY 2029.
Capital related metrics are similarly expected to improve but
remain weak after stabilization. On average over the past five
years, revenue-only maximum annual debt service (MADS) coverage
averaged 0.1x, debt to net available has averaged 19.4 times and
MADS has averaged 22.9% of revenue. Fitch expects debt to net
available to approach 11.6x in FY 2029.
Management actively invests in maintaining and expanding the campus
with capital expenditures averaging over 400% of depreciation over
the past five years. The average age of plant is strong at
approximately eight years reflecting the newly constructed
Inspirata Pointe project. There is a very low likelihood of another
large construction project within the Royal Oaks obligated group
over the Outlook period.
Financial Profile - bb
Weakened Financial Profile
Royal Oaks' unrestricted cash and investments amount to $65 million
at the audited FYE24, which translates into 701 days cash hand and
approximately 45% cash-to-adjusted debt.
Given Royal Oaks' midrange revenue defensibility in the context of
increased ongoing operational risk from the expansion project,
Fitch expects Royal Oaks will maintain a financial profile that is
consistent with the 'bb' assessment throughout the economic and
financial volatility assumed in Fitch's forward-looking stress case
scenario. MADS coverage has been consistent with the weak
assessment, averaging 0.9x over the past five years.
Increased debt and soft existing occupancy lead Fitch to believe
Royal Oaks will not achieve the financial results forecast in the
feasibility study. Fitch expects Royal Oaks to stabilize in 2027
with cash to adjusted debt around 50% and MADS coverage under 1.5x
as compared to the originally forecast 70% cash to adjusted debt
and 2.3x MADS coverage.
Asymmetric Additional Risk Considerations
No asymmetric risks are relevant to the rating.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Royal Oaks' liquidity position offers limited financial cushion.
Failure to sustain cash growth, even in a stress case, and improve
cash-to-adjusted debt could result in a rating downgrade;
- Operating ratios sustained above 110% beyond the next 12-18
months, NOM-A sustained below 11%, and revenue-only MADS coverage
sustained below .25x;
- Deterioration in ILU occupancy below 86% in the existing
community, inability to meet the marketing covenant, and/or
deterioration in occupancy in Inspirata Pointe below 70% would
further pressure the rating.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- The Outlook could be revised back to Stable if operating ratios
decrease below 105%, Royal Oaks achieves stabilized occupancy of
96%, and/or MADs coverage is sustained above 1.4x;
- An upgrade into the investment grade category is not likely in
the near term, and would require sustained operating improvement
and expectation of significantly stronger cash-to-adjusted debt.
PROFILE
People of Faith, Inc., d/b/a Royal Oaks, (the corporation) is a
Type A life plan community with 502 ILUs, 119 ALUs and 56 memory
care private suites, located in Sun City, AZ.
The OG includes the corporation only. There is a limitation on
asset transfers outside the OG under the indenture; they are
limited to 10% of total assets. The consolidated financials include
two non-OG members, Cactus Sky Holdings, LLC and People of Faith
Foundation Inc. (the foundation). Cactus Sky Holdings' purpose is
to purchase and hold land for future development. The foundation's
primary purpose is to support the corporation. The foundation had
cash and investments of $26 million at FYE24.
The corporation had a development fund (delineated in consolidating
statements of the audit and internal financial statements), which
maintained funds for capital projects and program enhancements. The
corporation's board approved a decision to consolidate
philanthropic efforts that resulted in the transfer of the assets
and liabilities of the development fund to the foundation in fiscal
2020. Fitch uses the corporation only (OG) column in its analysis.
Total operating revenue in fiscal 2024 for the corporation was $35
million.
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
data from Lumesis.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
SADIE ROSE: Sadie Unsecureds Will Get 5% of Claims Absent Sale
--------------------------------------------------------------
Sadie Rose Baking Co., and Temple Heights Properties, LLC filed
with the U.S. Bankruptcy Court for the Southern District of
California a Second Amended Disclosure Statement describing Second
Amended Joint Chapter 11 Plan of Reorganization.
Sadie Rose is a California S-corporation that operates a wholesale,
commercial bakery. Sadie Rose manufactures and distributes
high-quality artisan breads to restaurants, hotels and other food
providers throughout southern California.
Temple Heights owns the industrial building ("Temple Heights
Property") where the bakery is located. Jennifer Curran and Michael
Lipman own and operate both Debtors.
The Plan is an operating Plan. It provides that creditors will be
paid from the operation of Sadie Rose's bakery; from a new and
substantial capital contribution of $195,000 from Debtors'
principals paid on the first business date that is 14 days after
entry of the Court's order confirming the Plan plus money
sufficient to pay Section 503(b)(2) claim in full; and from money
Sadie Rose expects to receive from employee retention tax credits
("ERTC"). Payments from these sources is collectively referred to
as payment from Debtors' "Operations."
Alternatively, if during the Plan Term Debtors receive an offer to
purchase substantially all of their assets that would realize a
greater value for creditors, Debtors will, with notice to
creditors, sell their assets. Creditors will then be paid from
proceeds from the sale. The payment of Debtors' creditors through a
sale of substantial all of the Debtors' assets is hereafter
referred to as payment from a "Sale."
Class 7(a) consists of Temple Heights Non-Priority Unsecured
Claims. If there is no Sale, holders of allowed, non-priority
general unsecured Class 7(a) claims are paid in full before any
payments are made to Class 7(b) creditors. If there is a Sale,
Class 7(a) creditors will be paid from proceeds of the sale of the
Temple Heights Property before the payment of any Class 7(b) claim.
This Class is impaired.
Class 7(b) consists of Sadie Rose Non-Priority Unsecured Claims.
The allowed unsecured claims total $2,378,198.23. If there is no
Sale, holders of allowed, non-priority general unsecured Class 7(b)
claims receive a pro-rata share of $75,000. The Debtors estimate
this will provide creditors a dividend of approximately 5% on their
claims.
If there is a Sale, unsecured Class 7(b) creditors receive a
pro-rata distribution of the remaining proceeds, if any, from the
Sale after the payment of all senior classes.
Class 9 consists of Interest Holders Michael Lipman & Jennifer
Curran. The holders of equity in Debtors retain their equity
interests.
Under the Plan, all creditors of Temple Heights are paid in full,
secured creditors of Sadie Rose receive at least the value of their
collateral on the petition date and unsecured creditors of Sadie
Rose receive a pro-rata share of $75,000.
A full-text copy of the Second Amended Disclosure Statement dated
August 30, 2024 is available at https://urlcurt.com/u?l=LXhjlZ from
PacerMonitor.com at no charge.
Attorneys for the Debtors:
Paul J. Leeds, Esq.
Meredith King, Esq.
Franklin Soto Leeds, LLP
444 West C Street, Suite 300
San Diego, CA 92101
Telephone: (619) 872-2520
Facsimile: (619) 566-0221
Email: pleeds@fsl.law
mking@fsl.law
About Sadie Rose Baking Co.
Sadie Rose Baking Co. makes handmade artisan and specialty bread,
rolls, sandwich buns and flatbreads.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Cal. Case No. 23-03478) on Nov. 3,
2023. In the petition signed by Jennifer Curran, CEO, the Debtor
disclosed $2,212,893 in assets and $9,700,278 in liabilities.
Meredith King, Esq., at Franklin Soto Leeds LLP, is the Debtor's
legal counsel.
SAHIL PROMOTIONS: Seeks to Extend Plan Exclusivity to Jan. 24, 2025
-------------------------------------------------------------------
Sahil Promotions, Inc., asked the U.S. Bankruptcy Court for the
Northern District of Illinois to extend its exclusivity period to
file a chapter 11 plan of reorganization and disclosure statement
to January 24, 2025.
On or about July 22, 2024, the U.S. Trustee filed a motion to
convert or dismiss the case or to appoint a Chapter 11 trustee.
Pursuant to Section 1121(c)(1), only the Debtor may file a plan for
a period of 180 days after the petition for relief. The exclusive
period for the Debtor to file a plan expires on September 28, 2024,
unless the Court extends the period.
The Debtor requests an extension of the exclusive period to file a
plan and any disclosure statement to and including January 24,
2025. Of course, this request assumes that the Court denies the
motion of the U.S. Trustee to convert or dismiss the case or to
appoint a Chapter 11 trustee.
Sahil Promotions, Inc. is represented by:
Joel A. Schechter, Esq.
Law Offices of Joel A. Schechter
53 W. Jackson Blvd., Suite 1522
Chicago, IL 60604
Telephone: (312) 332-0267
Email: joel@jasbklaw.com
About Sahil Promotions Inc.
Sahil Promotions, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Banr. N.D. Ill. Case No.
24-04740) on April 1, 2024, listing $100,000 to $500,000 in assets
and $1 million to $10 million in liabilities. The petition was
signed by Bhavesh Patel as president.
Judge Jacqueline P. Cox presides over the case.
Joel A. Schechter, Esq., at the Law Offices Of Joel Schechter,
represents the Debtor.
SEASPAN CORP: S&P Affirms 'BB-' ICR, Outlook Stable
---------------------------------------------------
S&P Global Ratings affirmed all its ratings on Seaspan Corp.,
including its 'BB-' issuer credit rating.
The stable outlook reflects S&P's expectation that adjusted FFO to
debt will increase above 12% by the end of 2025, with further
improvement in subsequent years.
S&P said, "Our affirmation primarily reflects our expectation that
Seaspan's adjusted FFO to debt will improve to 12%-15% over the
next couple of years. Seaspan has augmented its vessel fleet over
the past few years, adding 55 new containerships since the
beginning of second-quarter 2022, with 39 delivered in the past 12
months (as of June 30, 2024). The company primarily used debt or
debt-like funding to finance these transactions, leading to an
increase in S&P Global Ratings-adjusted debt of about $3 billion
since June 30, 2023. Our adjusted debt includes lease obligations
that have increased sizably following a series of sale and
lease-back transactions by the company. The company also has 12
more vessels that will be delivered in second-half 2024, which we
assume will further increase debt.
The newbuild vessels are chartered with customers well in advance
and enter service immediately upon delivery. S&P's leverage
calculations include debt at the time of delivery. However, it
takes three to four quarters before a full year of earnings and
cash flow from the vessel are reflected in our annual adjusted
credit measures, which is partly why S&P puts less emphasis on its
expected credit measures in 2024. The company's debt sharply
increased over the past 12 months as Seaspan took delivery of a
large number of vessels, but the cash flows are gradually improving
with each passing quarter and have good visibility.
S&P said, "As such, while Seaspan's adjusted FFO to debt is
temporarily trending around 10%-12% since last year, we expect it
will improve to above 12% by the end of 2025 and sustain above that
level thereafter. This assumes adjusted EBITDA will increase to
$1.7 billion-$1.8 billion in 2025 from about $1.3 billion in 2023,
stemming primarily from new vessel charters. With no immediate
vessel-growth-related spending beyond 2024, we estimate the company
will generate significant annual free operating cash flow, which
could facilitate debt reduction.
"We believe Seaspan's recent shipbuilding contracts for delivery in
2027-2028 will preclude deleveraging. In June 2024, Seaspan entered
into shipbuilding contracts for the construction of 27 newbuild
containership vessels (four of which were novated to a customer),
ranging from 9,000-17,000 20-foot-equivalent units (TEU), to be
delivered between 2027 and 2028. All these vessel investments will
commence long-term charters upon delivery and likely add a large
amount of debt to Seaspan's capital structure, with committed
sources of funding in place for about half of these vessels.. We
had not expected any large newbuild vessel program beyond 2024, and
this primarily debt-funded growth plan will likely preclude
deleveraging. That said, we think Seaspan will manage its
distributions and capital structure such that the company's
adjusted FFO to debt remains above 12% on a pro forma basis."
Seaspan is the world's leading containership lessor, with customers
mostly under long-term contracts, which contributes to earnings
stability. Seaspan is a leading lessor, owner, and operator of
containerships globally. It leases its vessels primarily under
long-term, fixed-rate, time charters to the largest container
shipping liners. Seaspan's fleet consists of 176 containerships (as
of June 30, 2024) with a total capacity of about 1.8 million TEU.
Its fleet also has a relatively young average age of about 6.6
years and an average remaining contracted charter period of about
five years on a TEU-weighted basis. In our view, the company's
relatively large share of contracted volumes (at fixed prices) and
consistently high capacity utilization (averaging 98%-99% annually)
provide strong earnings visibility.
Including planned newbuilds entering service through 2029,
Seaspan's fleet represent about 16% of globally leased
containership capacity, well above its largest competitor. Just
over 62% of Seaspan's existing fleet comprises vessels with at
least 10,000 TEU of capacity, which S&P believes are increasingly
demanded by global liners.
Seaspan also benefits from its long-term relationships with the
world's largest container shipping liners. Large liners typically
prefer to lease vessels from operators with diverse funding
sources, a proven operating track record, and relatively modern
vessels (especially because they have lower fuel costs), which
should continue to benefit Seaspan.
Seaspan has charter contracts in place for almost all of its
capacity for the next two years, all of which are noncancellable
(take or pay) and U.S.-dollar denominated. It has a fixed-rate
contract profile (with a pro forma duration of over eight years)
and historically high vessel utilization, with about $23 billion of
gross contracted cash flows, which provide revenue and earnings
visibility. S&P said, "In our view, the company's laddered
contracts mitigate re-chartering risk, at least in the near term,
with less than 9% of the TEU capacity up for charter renewal in
2025 and 2026. Given that large vessels typically see less
volatility in charter rates, and with Seaspan's fleet skewed toward
10,000+ TEU capacity, we assume the company will realize relatively
stable average charter rates over the next few years. Also, we see
the risk of charter rate amendments or defaults by container liners
(Seaspan's customers) as low and assume its customers will deliver
on their commitments in our base case."
S&P said, "The stable outlook reflects our expectation that Seaspan
will generate very stable operating cash flows due in large part to
a large portion of its revenue generated from long-term,
fixed-price contracts. The stable outlook also reflects our view
that the company's adjusted FFO to debt will improve to above 12%
over the next few quarters as earnings expand on recent vessel
deliveries."
S&P could lower its rating on Seaspan within the next 12 months
if:
-- S&P expects adjusted FFO to debt will sustain below 12% for a
prolonged period. This could occur if the company's debt balance
increases to finance additional vessels or distributions to
shareholders; or
-- Market conditions in the shipping sector deteriorate for an
extended period, resulting in a decline in average daily charter
rates or reduced customer credit quality. This leads to unfavorable
changes to charter contracts or payment issues.
Although unlikely, S&P could raise the rating within the next 12
months if it expects the company will sustain adjusted FFO to debt
above 20%. This could occur if:
-- Average daily charter rates exceed S&P's assumptions;
-- There is sustained improvement in market conditions; and
-- The company remains prudent with use of debt and dividend
distributions.
SEVENTEEN00 LLC: Unsecureds Will Get 100% of Claims over 60 Months
------------------------------------------------------------------
Seventeen00 LLC filed with the U.S. Bankruptcy Court for the
Northern District of California a Combined Chapter 11 Plan of
Reorganization and Disclosure Statement dated August 30, 2024.
The Debtor is a holding company and was created to facilitate the
management of a mixed use property located at 1700 Barlow Lane
Sebastopol, CA 95472 (the "Rental Property"). Debtor is 100% owned
and managed by John Loe, who is the Debtor's Responsible Individual
in this case.
The Rental Property can best be described as a parcel with multiple
structures including two single family homes, a warehouse and land
used for farming. One of the homes will be utilized as a
"long-term" rental property. The second home will be utilized as a
"short-term" rental (AirBnB). The commercial warehouse and the
farmland will also be rented. The Rental Property is encumbered
with three mortgage liens.
The Debtor ran into financial trouble during the Covid pandemic
when the tenant of the Rental Property failed to make rent
payments. As a result, Debtor then fell behind on mortgage
payments. The tenant has been removed and the Debtor is in the
process of re-renting this home as well as renting the other assets
located on the Rental Property. Debtor filed the instant case to
stop an imminent trustee's sale of the Rental Property.
General unsecured creditors shall be paid 100% of their allowed
claims in monthly payments over 60 months.
Class 2(a) consists of Small Claims General Unsecured Creditors.
This class includes any creditor whose allowed claim is $1,000.00
or less, and any creditor in Class 2(b) whose allowed claim is
larger than $1,000.00 but agrees to reduce its claim to $1,000.00.
Each creditor will receive on the Effective Date of the Plan a
single payment equal to the lesser of its allowed claim or
$1,000.00. Claimants in this class are unimpaired and are not
entitled to vote on confirmation of the Plan since their claims are
paid in full, with interest, on the Effective Date of the Plan.
Class 2(b) consists of General Unsecured Claims. Creditors will
receive a pro-rata share of a fund totaling $1,584.13, created by
Debtor's payment of $26.40 per month for a period of 60 months,
starting on the 1st calendar day that follows the Effective Date.
Pro-rata means the entire amount of the fund divided by the entire
amount owed to creditors with allowed claims in this class. This
class is impaired and is entitled to vote on confirmation of the
Plan.
Pursuant to Section 1123(a)(8) of the Bankruptcy Code, Debtor will
fund the Plan from revenues generated from rental income from the
Rental Property and from the funds accumulated in the
Debtor-in-Possession bank accounts. The revenues from Debtor will
be derived from several sources.
A full-text copy of the Combined Plan and Disclosure Statement
dated August 30, 2024 is available at
https://urlcurt.com/u?l=XRPo7R from PacerMonitor.com at no charge.
Attorney for the Debtor:
E. Vincent Wood, Esq.
Shepherd & Wood LLP
2950 Buskirk Ave., #300
Walnut Creek, CA 94597
Tel: (925) 278-6680
Fax: (925) 955-1655
Email: general@shepwoodlaw.com
About Seventeen00 LLC
Seventeen00, LLC is a holding company and was created to facilitate
the management of a mixed use property located at 1700 Barlow Lane
Sebastopol, CA 95472 (the "Rental Property").
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-10240) on May 1,
2024, with $1 million to $10 million in both assets and
liabilities. John Loe, managing member, signed the petition.
Judge William J. Lafferty presides over the case.
E. Vincent Wood, Esq., at Shepherd & Wood, LLP, is the Debtor's
legal counsel.
SILVERGATE CAPITAL: Hires AlixPartners LLC as Financial Advisor
---------------------------------------------------------------
Silvergate Capital Corporation and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
AlixPartners, LLC as financial advisor.
The firm will render these services:
a. assist the Debtors with the development of their rolling
13-week cash receipts and disbursements forecasting, including
through the use of a tool designed to provide on time information
related to the Debtors' liquidity;
b. assist the Debtors in the design and implementation of a
restructuring strategy designed to maximize enterprise value,
taking into account the unique interests of all constituencies;
c. assist the Debtors with their communications and/or
negotiations with outside parties including the Debtors'
stakeholders, banks and potential acquirers of the Debtors' assets
and advisors to the foregoing;
d. assist in preparing for and filing a bankruptcy petition,
coordinating and providing administrative support for the
proceeding and developing the Debtors' disclosure statement and
plan of reorganization, or other appropriate case resolutions, if
necessary;
e. advise the Debtors on the financial reporting requirements
attendant to a bankruptcy filing, including but not limited to
court orders, court-approved transactions, emergence, and
fresh-start reporting;
f. assist with the preparation of documents such as a
liquidation analysis, the statements of financial affairs,
schedules of assets and liabilities, potential preferences
analyses, claims analyses, monthly operating reports and other
regular reports required by the Court;
g. together with bankruptcy counsel, and only as required,
meet with financial stakeholders, including the preferred
stockholders;
h. manage the claims and claims reconciliation processes;
i. provide post confirmation services, as may be necessary, to
support the chapter 11 plan and emergence;
j. assist the Debtors with such other matters as may be
requested that fall within AlixPartners' expertise and that are
mutually agreeable, including assistance in connection with any
governmental investigations.
AlixPartners' current standard hourly rates are:
Partner/ Partner &
Managing Director $1,200 to $1,495
Senior Vice President/
Director $825 to $1,125
Vice President $640 to $810
Analyst/ Consultant $230 to $625
AlixPartners received a retainer in the amount of $500,000.
John Boken, a partner and managing director at AlixPartners,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
John Boken
AlixPartners, LLP
555 S. Flower Street, Suite 4200
Los Angeles, CA 90071
Tel: (213) 234-3800
Email: jboken@alixpartners.com
About Silvergate Capital Corporation
Silvergate Capital Corporation is a Maryland corporation
headquartered in La Jolla, California. Until July 1, 2024, it was a
bank holding company subject to supervision by the Board of
Governors of the Federal Reserve.
Silvergate Capital Corporation filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-12158) on Sept. 17, 2024, listing $100 million to $500
million in assets and $10 million to $50 million in liabilities.
The petitions were signed by Elaine Hetrick as chief administrative
officer.
Paul N. Heath, Esq. at RICHARDS, LAYTON & FINGER, P.A. represents
the Debtor as counsel.
SILVERGATE CAPITAL: Hires Stretto Inc as Administrative Advisor
---------------------------------------------------------------
Silvergate Capital Corporation and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Stretto, Inc. as administrative advisor.
The firm will provide these services:
a. assist with, among other things, solicitation, balloting,
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a Chapter 11 plan, and in
connection with such services, process requests for documents from
parties in interest, including, if applicable, brokerage firms,
bank back-offices and institutional holders;
b. prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c. assist with the preparation of the Debtor's schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
d. provide a confidential data room, if requested;
e. manage and coordinate any distributions pursuant to a
Chapter 11 plan; and
f. provide such other processing, solicitation, balloting, and
other administrative services described in the Engagement
Agreement, but not included in the Section 156(c) Application, as
may be requested from time to time by the Debtor, the Court, or the
Office of the Clerk of the Bankruptcy Court.
The firm will be paid a retainer in the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Sheryl Betance, a partner at Stretto, Inc., 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:
Sheryl Betance
Stretto, Inc.
410 Exchange, Ste. 100
Irvine, CA 92602
Telephone: (714) 716-1872
Email: sheryl.betance@stretto.com
About Silvergate Capital Corporation
Silvergate Capital Corporation is a Maryland corporation
headquartered in La Jolla, California. Until July 1, 2024, it was a
bank holding company subject to supervision by the Board of
Governors of the Federal Reserve.
Silvergate Capital Corporation filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-12158) on Sept. 17, 2024, listing $100 million to $500
million in assets and $10 million to $50 million in liabilities.
The petitions were signed by Elaine Hetrick as chief administrative
officer.
Paul N. Heath, Esq. at RICHARDS, LAYTON & FINGER, P.A. represents
the Debtor as counsel.
SILVERGATE CAPITAL: Seeks to Hire Ordinary Course Professionals
---------------------------------------------------------------
Silvergate Capital Corporation and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to
retain professionals utilized in the ordinary course of business.
These OCPs have provided legal, technical, accounting, consulting,
and/or other related services to the Debtors, upon which they rely
on to manage their day-to-day operations.
The Debtors seek to pay OCPs 100 percent of the fees and expenses
incurred.
The Debtors do not believe that any of the OCPs have an interest
materially adverse to them, their estates, creditors, or other
parties in interest in connection with the matter upon which they
are to be engaged.
The OCPs' include:
Berkeley Research Group, LLC
PO Box 676158,
Dallas, TX 75267
-- Data retention and compliance
Crowe LLP
PO Box 51660
Los Angeles, CA 90051
-- Tax advisory
Gilbert LLP
700 Pennsylvania Avenue, SE, Suite 4000
Washington, DC 20003
-- Insurance counsel
Holland & Knight LLP
PO Box 936937
Atlanta, GA 31193
-- Counsel for Diem IP portfolio and one commercial dispute
Perkins Coie LLP
PO Box 24643
Seattle, WA 98124
-- Litigation counsel
Coppersmith Brockelman PLC
2800 North Central Avenue, Suite 1900
Phoenix, Arizona 85004
-- Local litigation counsel
About Silvergate Capital Corporation
Silvergate Capital Corporation is a Maryland corporation
headquartered in La Jolla, California. Until July 1, 2024, it was a
bank holding company subject to supervision by the Board of
Governors of the Federal Reserve.
Silvergate Capital Corporation filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-12158) on Sept. 17, 2024, listing $100 million to $500
million in assets and $10 million to $50 million in liabilities.
The petitions were signed by Elaine Hetrick as chief administrative
officer.
Paul N. Heath, Esq. at RICHARDS, LAYTON & FINGER, P.A. represents
the Debtor as counsel.
SILVERGATE CAPITAL: Taps Richards Layton & Finger as Co-Counsel
---------------------------------------------------------------
Silvergate Capital Corporation and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Richards, Layton & Finger, PA as co-counsel.
The firm's services include:
a. assisting in preparing all petitions, motions,
applications, orders, reports, and papers necessary or desirable to
commence the Debtors' chapter 11 cases;
b. advising the Debtors of their rights, powers, and duties as
debtors and debtors in possession under chapter 11 of the
Bankruptcy Code;
c. taking action to protect and preserve the Debtors' estates,
including the prosecution of actions on the Debtors' behalf, the
defense of actions commenced against the Debtors in their chapter
11 cases, the negotiation of disputes in which the Debtors are
involved, and the preparation of objections to claims filed against
the Debtors;
d. assisting in preparing on behalf of the Debtors all
motions, applications, answers, orders, reports, and papers in
connection with the administration of the Debtors' estates;
e. assisting in preparing the Debtors' chapter 11 plan;
f. assisting in preparing the Debtors' disclosure statement
and any related documents and pleadings necessary to solicit votes
on the Debtors' plan of reorganization;
g. prosecuting on behalf of the Debtors the proposed plan and
seeking approval of all transactions contemplated and in any
amendments; and
h. performing other necessary or desirable legal services in
connection with any such cases under the Bankruptcy Code.
The firm's current hourly rates are:
Directors $975 to $1,450 an hour
Counsel $925 to $950 an hour
Associates $525 to $825 an hour
Paraprofessionals $395 an hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer in the amount of $672,524.80.
Paul N. Heath, Esq., a director at Richards, Layton & Finger, also
provided the following in response to the request for additional
information set forth in Section D of the Revised U.S. Trustee
Guidelines:
a. the firm did not agree to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement;
b. None of the firm's professionals included in this
engagement have varied their rate based on the geographic location
for these chapter 11 cases;
c. the firm has advised the Debtors in connection with its
restructuring efforts and in contemplation of these chapter 11
cases since on or about July 1, 2024. The billing rates, except for
the firm's standard and customary periodic rate adjustments as set
forth above, and material financial terms have not changed
postpetition from the prepetition arrangement; and
d. the firm, in conjunction with the Debtors, is developing a
prospective budget and staffing plan for these chapter 11 cases.
Mr. Heath 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:
Paul N. Heath, Esq.
Richards, Layton & Finger, PA
920 N. King St., Ste. 200
Wilmington, DE 19801
Telephone: (302) 651-7700
Email: heath@rlf.com
About Silvergate Capital Corporation
Silvergate Capital Corporation is a Maryland corporation
headquartered in La Jolla, California. Until July 1, 2024, it was a
bank holding company subject to supervision by the Board of
Governors of the Federal Reserve.
Silvergate Capital Corporation filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-12158) on Sept. 17, 2024, listing $100 million to $500
million in assets and $10 million to $50 million in liabilities.
The petitions were signed by Elaine Hetrick as chief administrative
officer.
Paul N. Heath, Esq. at RICHARDS, LAYTON & FINGER, P.A. represents
the Debtor as counsel.
SINCLAIR TELEVISION: $740MM Bank Debt Trades at 22% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Sinclair Television
Group Inc is a borrower were trading in the secondary market around
78.1 cents-on-the-dollar during the week ended Friday, Oct. 4,
2024, according to Bloomberg's Evaluated Pricing service data.
The $740 million Term loan facility is scheduled to mature on April
3, 2028. About $716.2 million of the loan is withdrawn and
outstanding.
Sinclair Television Group, Inc. provides media broadcasting
services. The Company offers television broadcasting and
programming services.
SINCLAIR TELEVISION: $750MM Bank Debt Trades at 22% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Sinclair Television
Group Inc. is a borrower were trading in the secondary market
around 78.1 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $750 million Term loan facility is scheduled to mature on April
23, 2029. About $733.1 million of the loan is withdrawn and
outstanding.
Sinclair Television Group, Inc. provides media broadcasting
services. The Company offers television broadcasting and
programming services.
SINGLEPOINT INC: Reports $9.9-Mil. Net Loss in Fiscal Q2
--------------------------------------------------------
SinglePoint Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $9,882,556 on $5,447,937 of revenues for the three months ended
June 30, 2024, compared to a net loss of $1,344,924 on $8,149,480
of revenues for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $12,740,461 on $9,584,349 of revenues, compared to a net
loss of $10,252,846 on $13,868,850 of revenues for the same period
in 2023.
As of June 30, 2024, the Company had $15,144,205 in total assets,
$18,632,696 in total liabilities, and $3,488,491 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/2eeyhj7k
About SinglePoint Inc.
SinglePoint Inc. focuses on providing renewable energy solutions
and energy-efficient applications in the United States. It offers
solar and air purification services; and solar installation and
brokerage services. The company also operates as an online store;
supplies hydroponic supplies and nutrients to commercial and
individual farmers, as well as nutrients, lights, HVAC systems, and
other products to individuals that are interested in horticulture;
and offers automotive technology solutions for vehicle repairs. In
addition, it provides software and services to solar and renewable
energy companies through energywyze.com and solarcxm.com websites.
The company was founded in 2007 and is based in Phoenix, Arizona.
As of March 31, 2024, the Company had $16,672,459 in total assets,
$16,041,482 in total liabilities, and $630,977 in total
stockholders' equity.
Going Concern
The Company cautioned that as of June 30, 2024, the Company has yet
to achieve profitable operations and is dependent on its ability to
raise capital from stockholders or other sources to sustain
operations and to ultimately achieve viable operations. These
factors raise substantial doubt about the Company's ability to
continue as a going concern. As of June 30, 2024, the Company had
$253,816 in cash. The Company's net loss incurred for the period
ended June 30, 2024, was $12,740,461 and its working capital
deficit was $13,692,140 at June 30, 2024.
The Company's ability to continue in existence is dependent on its
ability to develop the existing businesses and to achieve
profitable operations. Since the Company does not anticipate
achieving profitable operations and/or adequate cash flows in the
near term, management will continue to pursue additional debt and
equity financing.
SKYX PLATFORMS: Falls Short of Nasdaq Bid Price Requirement
-----------------------------------------------------------
SKYX Platforms Corp. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 2, 2024, it
received notice from the Listing Qualifications Department of the
Nasdaq Stock Market LLC indicating that, because the closing bid
price for the Company's common stock was below $1.00 per share for
30 consecutive business days, the Company is currently not in
compliance with the $1.00 minimum bid price requirement and was
provided an initial period of 180 calendar days to close at or
above $1.00 for 10 consecutive business days as set forth in Nasdaq
Listing Rules 5550(a)(2) for continued listing on the Nasdaq
Capital Market and 5810(c)(3)(A).
The letter has no immediate effect on the listing of the Company's
common stock on the Nasdaq Capital Market and does not affect the
Company's reporting requirements with the Securities and Exchange
Commission.
In accordance with the Compliance Period Rule, the Company has been
provided an initial period of 180 calendar days, or until March 31,
2025, to regain compliance with the Bid Price Rule. If, at any
time before such date, the bid price for the Company's common stock
closes at or above $1.00 for a minimum of 10 consecutive business
days, Nasdaq will provide written notification to the Company that
it complies with the Bid Price Rule, unless Nasdaq exercises its
discretion to extend this 10 day period pursuant to Nasdaq Listing
Rule 5810(c)(3)(H).
In the event the Company does not regain compliance by March 31,
2025, the Company may be eligible for an additional 180 calendar
day compliance period to demonstrate compliance with the bid price
requirement. To qualify for the additional 180-day period, the
Company will be required to meet the continued listing requirement
for market value of publicly held shares and all other initial
listing standards for the Nasdaq Capital Market, with the exception
of the bid price requirement, and will need to provide written
notice to Nasdaq of its intention to cure the deficiency during the
second compliance period, by effecting a reverse stock split, if
necessary. If the Nasdaq staff determines that the Company will
not be able to cure the deficiency, or if the Company is otherwise
not eligible for such additional compliance period, Nasdaq will
provide notice that the Company's common stock will be subject to
delisting.
The Company intends to monitor the closing bid price of its common
stock and may, if appropriate, consider available options to regain
compliance with the Bid Price Rule, which could include effecting a
reverse stock split. However, there can be no assurance that the
Company will be able to regain compliance with the Bid Price Rule
or will otherwise be in compliance with other applicable Nasdaq
listing rules.
About SKYX Platforms Corp.
Sky Platforms' offers a series of highly disruptive
advanced-safe-smart platform technologies, with over 97 U.S. and
global patents and patent pending applications. Additionally, the
Company owns over 60 lighting and home decor websites for both
retail and commercial segments. The Company's technologies place
an emphasis on high quality and ease of use, while significantly
enhancing both safety and lifestyle in homes and buildings. The
Company believes that its products are a necessity in every room in
both homes and other buildings in the U.S. and globally.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has an accumulated deficit,
negative cash flows from operations and recurring net losses, which
raises substantial doubt about its ability to continue as a going
concern.
SKYX PLATFORMS: Files Certificates for New Series A Pref. Shares
----------------------------------------------------------------
SKYX Platforms Corp. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 30, 2024, it filed
the Certificate of Designation of Rights, Preferences and
Privileges of Series A Preferred Stock, designating 400,000 shares
of newly-authorized convertible Series A Preferred Stock, no par
value per share, and the Certificate of Designation of Rights,
Preferences and Privileges of Series A-1 Preferred Stock,
designating 400,000 shares of newly-authorized convertible Series
A-1 Preferred Stock, no par value per share, with the Division of
Corporations of the Florida Department of State.
About SKYX Platforms Corp.
Sky Platforms' offers a series of highly disruptive
advanced-safe-smart platform technologies, with over 97 U.S. and
global patents and patent pending applications. Additionally, the
Company owns over 60 lighting and home decor websites for both
retail and commercial segments. The Company's technologies place
an emphasis on high quality and ease of use, while significantly
enhancing both safety and lifestyle in homes and buildings. The
Company believes that its products are a necessity in every room in
both homes and other buildings in the U.S. and globally.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has an accumulated deficit,
negative cash flows from operations and recurring net losses, which
raises substantial doubt about its ability to continue as a going
concern.
SMART AXE: Seeks to Hire Reynolds Law as Bankruptcy Counsel
-----------------------------------------------------------
Smart Axe, Inc. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of California to hire Reynolds Law Corporation
as its attorneys.
The Debtor requires legal counsel to:
(a) prepare and file complete schedules and statements of
financial affairs;
(b) advise and represent the Debtor in its Chapter 11 case;
(c) seek employment of bankruptcy professionals;
(d) communicate and negotiate with creditors and other parties
involved in the Debtor's case;
(e) obtain court authority for actions necessary to administer
the Debtor's estate;
(f) propose and obtain confirmation of a plan of
reorganization; and
(g) provide other necessary legal services.
The firm received $26,500 from the Debtor as a pre-bankruptcy
retainer.
Stephen Reynolds, Esq., an attorney at the firm, will be paid at
his normal hourly rate of $425.
Mr. Reynolds disclosed in a court filing that his firm is a
"disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Stephen Reynolds, Esq.
Reynolds Law Corporation
424 Second Street, Suite A
Davis, CA 95616
Tel: (530) 297-5030
Fax: (530) 297-5077
Email: sreynolds@lr-law.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.
SOLDIER OPERATING: Affiliate Gets Interim OK to Use Cash Collateral
-------------------------------------------------------------------
Viceroy Petroleum, LP, an affiliate of Soldier Operating, LLC,
received interim approval from the U.S. Bankruptcy Court for the
Western District of Louisiana to use the cash collateral of its
secured creditors until Nov. 5.
As protection, MBark Global, LLC and other secured creditors were
granted replacement liens on post-petition properties. These liens
are automatically perfected by the court's order, without the need
for further documentation.
In addition, Viceroy must make weekly payments of $5,000 to its
bankruptcy counsel's trust account. The court reserves judgment on
the validity and priority of all pre-bankruptcy liens of
creditors.
An interim carve-out of $150,000 was set aside for administrative
costs, including U.S. Trustee fees, professional fees, and other
related expenses. However, any party reserves the right to object
to any of these expenses.
A final hearing is scheduled for Nov. 5. Objections are due by Oct.
29.
About Soldier Operating and
Viceroy Petroleum
Soldier Operating, LLC and Viceroy Petroleum, LP filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. La. Lead Case No. 24-50387) on May 13, 2024. At the
time of the filing, Soldier Operating disclosed $5,615,631 in
assets and $6,089,722 in liabilities.
Judge John W. Kolwe presides over the cases.
The Debtors tapped Bradley L. Drell, Esq., at Gold, Weems, Bruser,
Sues & Rundell, APLC as bankruptcy counsel; and Gordon, Arata,
Montgomery, Barnett, McCollam, Duplantis & Eagan, LLC as special
counsel.
The U.S. Trustee for Region 5 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee tapped Paul Douglas Stewart, Jr., Esq., at Stewart
Robbins Brown & Altazan, LLC, H. Kent Aguillard, Esq., and Caleb K.
Aguillard, Esq., as bankruptcy attorneys. Chaffe & Associates, Inc.
is the committee's investment banker.
SUCCESS VILLAGE: Hires Mark M. Kratter LLC as Attorney
------------------------------------------------------
Success Village Apartments Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Connecticut to hire the Law
offices of Mark M. Kratter, LLC as attorney.
The firm will render these services:
(a) give your applicant legal advice with respect to his
powers and duties as debtor-in-possession in the continued
management of his property;
(b) prepare, on behalf of your applicant as
debtor-in-possession, disclosure statement, answers, orders,
reports, plan and other legal papers; and
(c) perform all other legal services for your applicant as
debtor-in-possession which may be necessary, including the
preparation and filing of modified plans.
The firm has been paid a retainer of $20,000, $15,000 from the
Debtor and $5,000 from Attorney Dennis Bradley.
Mark M. Kratter will charge $350 per hour for his services.
Mark M. Kratter, owner of the law firm of Mark M. Kratter, LLC,
attests that his firm represents no interest adverse to the Debtor
or its estate and is disinterested as that term is defined by
section 101(14) of the Bankruptcy Code.
The counsel can be reached through:
Mark M. Kratter, Esq.
Law Offices of Mark M. Kratter, LLC
71 East Avenue, Suite O
Norwalk, CT 06851
Phone: (203) 678-8135
Fax: (203) 853-2317
About Success Village Apartments
Success Village Apartments Inc. -- https://www.svanow.com/ -- is an
apartment complex in Bridgeport, Connecticut.
Success Village Apartments Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ct. Case No. 24-50624) on Sept.
6, 2024. In the petition filed by Tyreke Bird, as president, the
Debtor estimated assets and liabilities between $1 million and $10
million each.
The Honorable Bankruptcy Judge Julie A. Manning oversees the case.
The Debtor is represented by Andre Cayo, Esq.
SUGAR CREEK: Closes Brewery, Sells Equipment After Filing
---------------------------------------------------------
Linden Wynn of Hoodline reports that St. Louis' O'Fallon Brewery
closes and auctions equipment after bankruptcy filing.
The St. Louis craft beer landscape is facing a significant change
as one of its prominent members, O'Fallon Brewery, has shuttered
its doors. The closure comes after the brewery filed for Chapter
11 bankruptcy earlier in the year, setting the stage for a
considerable auction of its brewing apparatus. According to
Fox2Now, the auction is set to commence on October 16 on
BidSpotter.com, where kegs, barrels, bottles, and shelving will be
up for grabs.
O'Fallon Brewery was recognized for its influence in the St. Louis
brewing scene, particularly for its seasonal pumpkin beer. KSDK and
the St. Louis Business Journal both reported on the closure and
subsequent sale of the building located at 45 Progress Parkway in
Maryland Heights. Jim Gorczyca, the brewery's owner, president, and
CEO, revealed to the St. Louis Post-Dispatch that a potential sale
of the business fell through after a year of negotiations.
Prospective bidders in the upcoming auction can expect a range of
equipment from a "multi-million dollar" production facility that
includes can and bottling lines. This catalogued sale paints a
clear picture of the brewery's former scale, which at one time
played a substantial role in regional beer production. Gorczyca
shared with the St. Louis Business Journal last year his hope to
sell both the brewery operations and the building to the same
buyer, a plan that ultimately did not materialize.
About Sugar Creek Acquisition
Sugar Creek is a regional craft brewery located in St. Louis,
Missouri.
Sugar Creek Acquisition LLC d/b/a O'Fallon Brewery LLC filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Mo. Case No. 23-42041) on June 12, 2023. The
petition was signed by James Gorczyca as manager. As of April 30,
2023, the Debtor estimated $4,182,851 in assets and $10,964,120 in
liabilities.
The Debtor tapped Spencer P. Desai, Esq., at The Desai Law Firm,
LLC as bankruptcy counsel and George Restovich, Esq., at Restovich
& Associates, LLC as special litigation counsel.
SURVWEST LLC: Gets Interim OK to Use Cash Collateral
----------------------------------------------------
SurvWest, LLC received interim approval from the U.S. Bankruptcy
Court for the District of Colorado to continue using its lenders'
cash collateral.
The interim order penned by Judge Thomas McNamara authorized the
use of cash collateral of Key Bank, N.A., the U.S. Small Business
Administration and TBK Bank, SSB while providing protection to
these lenders through replacement liens on the company's
post-petition assets.
TBK Bank's replacement lien extends to SurvWest's
debtor-in-possession deposit accounts and such lien is
automatically perfected without any further action by the bank or
the company.
SurvWest can access the lenders' cash collateral in accordance with
the budget it submitted to the court, subject to fluctuation by no
more than 5% for each expense line item and 10% of the overall
expense lines.
The final hearing is scheduled for Oct. 28. Objections are due by
Oct. 14.
About SurvWest LLC
SurvWest LLC, formerly known as SurvTech Solutions LLC, is a
diversified engineering firm specializing in surveying and mapping;
subsurface utility engineering (SUE); and utility coordination for
clients across the United States.
SurvWest filed Chapter 11 petition (Bankr. D. Colo. Case No.
24-15214) on September 6, 2024, with total assets of $7,301,456 and
total liabilities of $9,447,402. Mathew Barr, president, signed the
petition.
Judge Thomas B. Mcnamara handles the case.
The Debtor is represented by David V. Wadsworth, Esq., at Wadsworth
Garber Warner Conrardy, P.C.
TAKEOFF TECHNOLOGIES: Seeks to Extend Plan Exclusivity to Dec. 26
-----------------------------------------------------------------
Takeoff Technologies, Inc., and its affiliates asked the U.S.
Bankruptcy Court for the District of Delaware o extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to December 26, 2024, and February 24, 2025,
respectively.
On July 12, 2024, the Court entered an order (the "Bidding
Procedures Order") that, among other things, approved bidding
procedures in connection with the sale of the Debtors' assets (the
"Sale").
On August 9, 2024, the Debtors filed the Notice of Cancellation of
Auction in accordance with the Bidding Procedures Order and
subsequently announced Woolworths Group Limited (the "Purchaser")
as the party having submitted the highest and best offer for
certain of the Debtors' assets. On August 16, 2024, the Court
entered an order (the "Sale Order") approving the Sale to the
Purchaser. The Sale closed on August 30, 2024.
The Debtors explains that the sale and plan processes required (and
continue to require) negotiations and effort. At the conclusion of
the sale process, the Debtors and their advisors negotiated and
obtained entry of an order approving the Sale to the Purchaser,
which resolved certain objections of the Committee relating to the
Sale, allowing the Debtors, the Debtors' prepetition and
postpetition lenders, the Committee, the U.S. Trustee, and others
to forge a consensual path towards confirmation.
The Debtors claim that the requested extension of the Exclusive
Periods is reasonable given the current status of these chapter 11
cases and the progress achieved to date. The Debtors have made
significant progress in the months that these chapter 11 cases have
been pending, demonstrated most recently by the sale process and
global resolution with the Committee. As the Debtors move toward
confirmation and the eventual wind down of their estates, the
demands on their attention and resources will remain.
In addition to advancing toward confirmation, the Debtors and their
professionals will continue to focus on maximizing the value of
their estates by managing ongoing chapter 11 administrative tasks
for the benefit of their stakeholders. An extension of the
Exclusive Periods as requested herein will allow the Debtors to
finalize a chapter 11 plan that meets the requirements of the
Bankruptcy Code. Accordingly, the Debtors' efforts to date and the
tasks that remain to be completed justify the extension of the
Exclusive Periods.
Throughout the chapter 11 process, the Debtors have endeavored to
establish and maintain cooperative working relationships with its
primary creditor constituencies. Importantly, the Debtors are not
seeking the extension of the Exclusive Periods to delay
administration of these chapter 11 cases or to exert pressure on
its creditors, but rather to continue the orderly, efficient, and
cost-effective chapter 11 process. Thus, this factor also weighs in
favor of the requested extension of the Exclusive Periods.
The Debtors assert that termination of the Exclusive Periods would
adversely impact the administration of these chapter 11 cases. If
the Court were to deny the Debtors' request for an extension of the
Exclusive Periods, upon the expiration of the Exclusive Filing
Period, any party in interest would be free to propose a chapter 11
plan for the Debtors and solicit acceptances thereof. Such a ruling
could undermine the Debtors' progress in these chapter 11 cases and
thwart any meaningful opportunity for the Debtors to emerge from
chapter 11 with maximum value for their creditors and other
stakeholders.
Co-Counsel for the Debtors:
Justin Bernbrock, Esq.
Robert B. McLellarn, Esq.
SHEPPARD, MULLIN, RICHTER & HAMPTON LLP
321 North Clark Street, 32nd Floor
Chicago, Illinois 60654
Tel: (312) 499-6300
Fax: (312) 499-6301
E-mail: jbernbrock@sheppardmullin.com
rmclellarn@sheppardmullin.com
- and -
Alexandria G. Lattner, Esq.
650 Town Center Drive, 10th Floor
Costa Mesa, California 92626
Tel: (714) 513-5100
Fax: (714) 513-5130
E-mail: alattner@sheppardmullin.com
Co-Counsel for the Debtors:
Joseph M. Mulvihill, Esq.
Shella Borovinskaya, Esq.
Kristin L. McElroy, Esq.
YOUNG, CONAWAY, STARGATT & TAYLOR LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
E-mail: jmulvihill@ycst.com
sborovinskaya@ycst.com
kmcelroy@ycst.com
About Takeoff Technologies
Founded in 2016 by a group of former grocery executives, Takeoff
Technologies, Inc. and its affiliates operate one of the leading
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Takeoff
Technologies, Inc. and its affiliates. eGrocery, micro-fulfillment
solution companies in the world. The Debtors' business model
centers around the sale, subsequent maintenance, and support of the
equipment and software needed to operate micro-fulfillment centers
-- i.e. small, automated, robotic warehouses called
micro-fulfillment centers, either placed in grocery stores or near
the end-shoppers.
The Debtors filed Chapter 11 petition (Bankr. D. Del. Lead Case No.
24-11106) on May 30, 2024. At the time of the filing, Takeoff
Technologies reported $50 million to $100 million in assets and $10
million to $50 million in liabilities.
Judge Craig T. Goldblatt oversees the cases.
The Debtors tapped Sheppard, Mullin, Richter & Hampton, LLP as lead
bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as local
bankruptcy counsel; Huron Transaction Advisory, LLC as investment
banker; and Huron Consulting Services, LLC as financial and
restructuring advisor. John C. Didonato and Brett M. Anderson of
Huron Consulting Services serve as the Debtors' chief restructuring
officer and deputy chief restructuring officer, respectively. Kroll
Restructuring Administration LLC is the Debtors' claims and
noticing agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Kilpatrick Townsend & Stockton, LLP and Ashby &
Geddes, P.A. as legal counsels; Eversheds Sutherland (US), LLP as
co-counsel; and Dundon Advisers, LLC as financial advisor.
TALPHERA INC: Amends Purchase Agreements With Nantahala Affiliates
------------------------------------------------------------------
Talphera, Inc., reported in a Form 8-K filed with the Securities
and Exchange Commission that on Sept. 30, 2024, the Company amended
its securities purchase agreements, dated Jan. 17, 2024, with
entities affiliated with Nantahala Management, LLC, to extend to
June 30, 2025 the date by which the Company must achieve the
precedent conditions to the second closing thereunder. If prior to
the second closing, the Company consummates an equity financing,
then the purchasers shall be released from their obligation to
purchase additional shares of common stock and/or pre-funded
warrants pursuant to the Agreements.
About Talphera
Headquartered in San Mateo, California, Talphera, Inc. --
www.talphera.com -- is a specialty pharmaceutical company focused
on the development and commercialization of innovative therapies
for use in medically supervised settings. Talphera's lead product
candidate, Niyad is a lyophilized formulation of nafamostat and is
currently being studied under an investigational device exemption
(IDE) as an anticoagulant for the extracorporeal circuit, and has
received Breakthrough Device Designation status from the U.S. Food
and Drug Administration (FDA).
Walnut Creek, Calif.-based BPM LLP, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
March 6, 2024, citing that the Company has suffered recurring
operating losses and negative cash flows from operating activities
since inception, and expects to continue to incur operating losses
and negative cash flows in the future. These matters raise
substantial doubt about its ability to continue as a going concern.
TELLURIAN INC: Stockholders, Regulators Approve Merger Agreement
----------------------------------------------------------------
Tellurian Inc. reported in a Form 8-K filed with the Securities and
Exchange Commission that on Oct. 3, 2024, the Company convened a
special meeting of its stockholders.
Following the approval of the proposal to adjourn the Special
Meeting, if necessary or appropriate, to solicit additional proxies
if there are insufficient votes at the time of the Special Meeting
to approve the Merger Agreement Proposal, the Special Meeting was
adjourned until October 4, 2024 and the stockholders: (1) approved
the adoption of the Agreement and Plan of Merger, dated as of July
21, 2024, by and among Woodside Energy Holdings (NA) LLC,
Tellurian, and Woodside Energy (Transitory) Inc.; and (2) approved
on a non-binding advisory basis the compensation that will or may
become payable to the Company's named executive officers in
connection with the merger of Woodside Energy (Transitory) Inc.
with and into the Company, with the Company surviving such merger.
On Oct. 4, 2024, the Committee on Foreign Investment in the United
States notified the Company that it has cleared the Merger. All
regulatory approvals required for the completion of the Merger have
been received and the Company expects that the Merger will be
completed on or about Oct. 8, 2024, subject to the satisfaction of
customary closing conditions.
About Tellurian
Tellurian Inc., a Delaware corporation, is a Houston-based company
that is developing and plans to own and operate a portfolio of LNG
marketing and infrastructure assets that includes an LNG terminal
facility and related pipelines. The Driftwood terminal and related
pipelines are collectively referred to as the "Driftwood Project."
The Company also owns upstream natural gas assets. On Feb. 6,
2024, the Company announced that it was exploring a sale of those
assets. As of Dec. 31, 2023, the Company's upstream natural gas
assets consist of 30,034 net acres and interests in 161 producing
wells located in the Haynesville Shale trend of northern
Louisiana.
Houston, Texas-based Deloitte & Touche LLP, the Company's auditor
since 2016, issued a "going concern" qualification in its report
dated Feb. 23, 2024, citing that the Company has incurred recurring
losses from operations and has yet to establish an ongoing source
of revenues that is sufficient to cover its future operating costs
and obligations as they become due for the twelve months following
the date these consolidated financial statements are issued, which
raises substantial doubt about its ability to continue as a going
concern.
TERRAFORM LABS: Seeks to Extend Plan Exclusivity to Nov. 1
----------------------------------------------------------
Terraform Labs Pte. Ltd. ("TFL") and Terraform Labs Limited ("TLL")
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 November 1, 2024 and January 2,
2025, respectively.
The Debtors explain that these Chapter 11 Cases are undoubtedly
complex. The Debtors are actively involved in the wind down of
their operations and seeking to confirm their Plan, which
incorporates the SEC Settlement and will provide meaningful
recoveries for the Debtors' creditors, if confirmed. The number and
breadth of the legal and logistical challenges the Debtors are
facing as part of the wind down process and Plan confirmation are
significant and contribute to the complexity of the Chapter 11
Cases.
The Debtors claim that the nuances needed to complete actions to
wind down their operations require the Debtors' sophistication and
historical knowledge of the Debtors' business to liquidate the
business efficiently. Therefore, allowing other stakeholders to
propose a competing chapter 11 plan would cause unnecessary delay
in the wind down of the Debtors' business operations and
liquidation of the Debtors' estates, jeopardize the SEC Settlement
given the milestones in the SEC Settlement, significantly increase
the administrative claims against the Debtors' estates, and likely
result in lower recoveries available to creditors.
Undeniably, the Debtors have made tremendous progress in these
Chapter 11 Cases. The Plan, as proposed, embodies a comprehensive
settlement with the Debtors' key constituents, including the SEC,
implements an orderly wind down of the Debtors, and serves to
provide meaningful recoveries to the Debtors' stakeholders. The
Debtors, the Creditors' Committee, and the SEC have worked
collaboratively to construct the Plan and to discount such
accomplishments in these Chapter 11 Cases at this stage and allow
competing plans to be filed would be to ignore the hard fought
efforts of the Debtors and all parties involved.
The Debtors assert that they request this further extension of
exclusivity to allow them to confirm the Plan with the support of
their main constituencies without the distraction of competing
chapter 11 plans, not to pressure the creditors to agree to the
Debtors' requests in regard to the terms. The Debtors believe an
extension will allow the Debtors and their creditor constituents
the necessary time to confirm and consummate the Plan to the
benefit all stakeholders.
Further, an extension of the Exclusive Periods will not prejudice
the Debtors' stakeholders. On the contrary, an extension of the
Exclusive Periods will enable the Debtors to seek confirmation and
consummation of the Plan or an alternative chapter 11 plan, for the
benefit of all stakeholders. Allowing another party to propose a
competing plan at this juncture in the Chapter 11 Cases will only
hamper the Debtors' chances of confirming the Plan (or an
alternative plan) on a consensual basis and jeopardize the SEC
Settlement.
Attorneys for the Debtors:
Zachary I. Shapiro, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square, 920 North King Street
Wilmington, Delaware 19801
Tel: (302) 651-7700
Email: shapiro@rlf.com
Ronit Berkovich, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, New York 10153
Tel: (212) 310-8000
Email: ronit.berkovich@weil.com
About Terraform Labs
Terraform Labs Limited's parent is Terraform Labs Pte. Ltd., a
software development company. Its Parent's primary business purpose
is to develop and support (i) software used to create and run the
current Terra blockchain network, which was started in May 2022,
and (ii) an entire suite of tools, protocols, and applications that
operate on the Terra Blockchain, making transactions on the network
easier, faster, and more user friendly.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-11481) on July 1,
2024, with $100 million to $500 million in assets and $0 to $50,000
in liabilities. Chris Amani, Head of Company Operations of
Terraform Labs Pte. Ltd., Director of Terraform Labs Limited,
signed the petition.
The Debtor tapped RICHARDS, LAYTON & FINGER, P.A. as local counsel;
WEIL, GOTSHAL & MANGES LLP as attorney; DENTONS US LLP as special
litigation counsel; WONGPARTNERSHIP LLP as special foreign counsel;
and ALVAREZ & MARSAL NORTH AMERICA, LLC as financial advisor.
THRIVIFY LLC: Trustee Taps Keller Williams as Real Estate Broker
----------------------------------------------------------------
Kenneth Eiler, Chapter 11 trustee for Thrivify LLC, seeks approval
from the U.S. Bankruptcy Court for the District of Oregon to hire
Keller Williams Portland Premiere as his real estate broker.
The firm will market and sell the Debtor's commercial vacant land
of approximately 1.78 acres in Sisters, Oregon.
The broker shall be compensated in an amount equal to 2.5 percent
of the purchase price.
As disclosed in the court filings, the broker does not have any
connection with Debtor's creditors, any other party-in-interest, or
their respective attorneys or accountants.
The firm can be reached through:
Bradley King
Keller Williams Portland Premiere
16365 Boones Ferry Rd,
Lake Oswego, OR 97035
Phone: (503) 313-8262
About Thrivify LLC
Thrivify, LLC -- https://www.thelodgeinsisters.com -- owns and
operates an assisted living facility in Sisters, Ore., that
provides a variety of living options to choose from, including
independent living for active seniors, assisted living for those in
need of support with the activities of daily life, and short-term
respite stays.
Sisters, Ore.-based Thrivify was subject to an involuntary Chapter
11 petition (Bankr. D. Ore. Case No. 23-30538) filed on March 15,
2023. The alleged creditors who signed the petition are Clutch
Industries, Inc., Terence C Blackburn, and Sean A Blackburn.
Judge David W. Hercher oversees the case.
Kenneth S. Eiler, Chapter 11 trustee for Thrivify, tapped Lane
Powell, PC as legal counsel and Bennington & Moshofsky, P.C. as
accountant.
TREVENA INC: Receives Delisting Notification From Nasdaq
--------------------------------------------------------
Trevena, Inc., announced that on Oct. 4, 2024 the Company received
notice that the Nasdaq Hearings Panel had determined to delist the
Company's common stock from The Nasdaq Stock Market LLC due to the
Company's failure to comply with the minimum stockholder's equity
requirement under Nasdaq Listing Rule 5550(b)(1). As previously
disclosed, the Panel had provided the Company until Oct. 2, 2024,
to regain compliance with the Equity Standard Rule.
Trading in the Company's common stock will be suspended on Nasdaq
effective with the open of business on Oct. 8, 2024. As a result,
the Company expects its common stock to begin trading on the Pink
Open Market operated by the OTC Markets Group, Inc. (commonly
referred to as the "pink sheets"). There can be no assurance that
a broker will continue to make a market in the Company's common
stock or that trading of the common stock will continue on an
over-the-counter market or elsewhere.
About Trevena
Headquartered in Chesterbrook, Pa., Trevena, Inc. is a
biopharmaceutical company focused on developing and commercializing
novel medicines for patients affected by central nervous system, or
CNS, disorders. The Company's product, OLINVYK (oliceridine)
injection, was approved by the United States Food and Drug
Administration in August 2020. The Company initiated commercial
launch of OLINVYK in the first quarter of 2021.
Philadelphia, Pa.-based Ernst & Young LLP, the Company's auditor
since 2007, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company has suffered recurring
losses from operations and has stated that substantial doubt exists
about the Company's ability to continue as a going concern.
ULTRA HOLDINGS: Seeks to Tap Barber Law Firm as Bankruptcy Counsel
------------------------------------------------------------------
Ultra Holdings LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Arkansas to hire Barber Law Firm PLLC
as attorneys.
The firm's services include:
(a) advising the Debtor of his rights, powers and duties as
debtor-in-possession under the Bankruptcy Code;
(b) performing all legal services for and on behalf of the
Debtor that may be necessary or appropriate in the administration
of this bankruptcy case and the Debtor's business;
(c) advising the Debtor concerning, and assisting in, the
negotiation and documentation of financing agreements and debt
restructurings;
(d) counseling the Debtor in connection with the formulation,
negotiation, and consummation of a possible sale of the Debtor or
his assets;
(e) reviewing the nature and validity of agreements relating
to the Debtor's interests in real and personal property and
advising the Debtor of his corresponding rights and obligations;
(f) advising the Debtor concerning preference, avoidance,
recovery, or other actions that they may take to collect and to
recover property for the benefit of the estate and its creditors,
whether or not arising under Chapter 5 of the Bankruptcy Code;
(g) preparing on behalf of the Debtor all necessary and
appropriate applications, motions, pleadings, draft orders,
notices, schedules, and other documents and reviewing all financial
and other reports to be filed in this bankruptcy case;
(h) advising the Debtor concerning, and preparing responses
to, applications, motions, complaints, pleadings, notices, and
other papers that may be filed and served in this bankruptcy case;
(i) counseling the Debtor in connection with the formulation,
negotiation, and promulgation of a plan of reorganization and
related documents or other liquidation of the estate;
(j) working with and coordinating efforts among other
professionals to attempt to preclude any duplication of effort
among those professionals and to guide their efforts in the overall
framework of Debtor's reorganization or liquidation; and
(k) working with professionals retained by other parties in
interest in this bankruptcy case to attempt to structure a
consensual plan of reorganization, liquidation, or other resolution
for Debtor.
The firm will be paid at these rates:
James E. Smith, Of Counsel $400 per hour
Mark Hodge, Of Counsel $400 per hour
The firm received a retainer in the amount of $25,000.
James Smith, an attorney at law and owner of the law firm Barber
Law PLLC, disclosed in court filings that the firm is a
"disinterested person" within the meaning of sections 101(14) and
327(a) of the Bankruptcy Code.
The firm can be reached through:
James E. Smith, Esq.
Barber Law Firm PLLC
425 West Capitol Ave., Suite 3400
Little Rock, AK 72201
Email: jsmith@barberlawfirm.com
About Ultra Holdings
Ultra Holdings LLC is engaged in activities related to real
estate.
Ultra Holdings LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Ark. Case No. 24-12871) on Sept.3,
2024. In the petition filed by Thomas Chapin, as member, the Debtor
estimated assets and liabilities between $1 million and $10 million
each.
The Honorable Bankruptcy Judge Richard D. Taylor oversees the
case.
The Debtor is represented by James E. Smith, Esq. at BARBER LAW
FIRM, PLLC.
ULTRACUTS OF AMERICA: Hires A+ Accounting & Tax as Accountant
-------------------------------------------------------------
Ultracuts of America, Inc. seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Akshay Dave, CPA,
of A+ Accounting & Tax, as accountant.
The accountant will prepare and file the Debtor's 2023 U.S. Income
Tax Return (Form 1120-S); assist the Debtor in the preparation of
court-ordered reports, including Monthly Operating Reports; and
assist the Debtor with other ordinary accounting services on an as
needed basis.
The accountant will be compensated as follows:
a. A $1,500 initial retainer to be billed against at:
i. An hourly rate of $175 for services rendered by the
Accountant;
ii. a range of $100 to $50 per hour for services rendered
by accounting staff; and
iii. reimbursement of out of pocket costs such as computer
charges, copies and postage for the accounting services.
Akshay Dave, CPA, a partner at A+ Accounting & Tax, disclosed in a
court filing that the firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Akshay Dave, CPA
A+ Accounting and Tax
4002 McLane Dr.
Tampa, FL 33610
Tel: (813) 381-3809
Email: tax4002@gmail.com
About Ultracuts of America
Ultracuts of America, Inc. is a salon services provider based in
Tampa, Fla.
Ultracuts sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. M.D. Fla. Case No. 24-05468) on Sept. 13, 2024, with
$100,001 to $500,000 in both assets and liabilities. Ultracuts
President Eric Young signed the petition.
Judge Roberta A. Colton presides over the case.
Buddy D. Ford, Esq., represents the Debtor as legal counsel.
VANGUARD MEDICAL: Gets OK to Use Cash Collateral Until Nov. 15
--------------------------------------------------------------
Vanguard Medical, LLC received interim court approval to use the
cash collateral of its secured creditors until Nov. 15.
The interim order penned by Judge Joan Feeney of the U.S.
Bankruptcy Court for the District of Massachusetts authorized the
company to use the cash collateral to pay its expenses in
accordance with the budget it filed in August.
The expenses are only authorized in the amounts set forth in the
budget, subject to no more than a 10% variance.
To protect the interests of the U.S. Small Business Administration,
CHEDR, LLC, and Cardinal Health 105, LLC, the court granted these
creditors replacement liens on post-petition assets. These liens
will have the same priority as pre-bankruptcy liens and remain
valid to the extent their pre-bankruptcy security interests are
enforceable.
The next hearing is scheduled for Nov. 13. Objections from CHEDR
and Cardinal Health 105 that were overruled by the court for
interim relief will be reconsidered at the hearing.
About Vanguard Medical
Vanguard Medical, LLC is a Connecticut limited liability company
formed in September 2018. It conducts business throughout New
England including significant business in the Commonwealth of
Massachusetts.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 24-10561) on March 25,
2024, with $7,796,609 in assets and $6,694,550 in liabilities.
Clancy Purcell, chief executive officer, signed the petition.
Judge Janet E. Bostwick oversees the case.
Peter N. Tamposi, Esq., at the Tamposi Law Group, PC, is the
Debtor's bankruptcy counsel.
VANGUARD MEDICAL: Unsecureds Will Get 19.8% of Claims over 3 Years
------------------------------------------------------------------
Vanguard Medical, LLC, submitted a Second Amended Plan of
Reorganization under Subchapter V dated August 30, 2024.
The Debtor continues to operate its business and manage its assets
as debtor-in-possession as authorized by sections 1107(a) and 1108
of the Bankruptcy Code.
The total for filed and scheduled General Unsecured Claims against
the Debtor is approximately $3,977,039.26. The unsecured claims are
subject to objection by Debtor postconfirmation and final allowance
or disallowance by the Court. Any claim that is not identified in
Article 2.1 shall be treated as a General Unsecured Claim. Holders
of Allowed Claims in this class will be paid on a pro rata basis.
The Debtor's projections demonstrate anticipated payments which
total approximately 19.8% of the amount of such Allowed Claims,
comparing favorably with a minimum liquidation value of 10.20%. At
the very least the Debtor will pay a dividend of 10.2% of Allowed
Claims over the life of the Plan.
Class 3 consists of the Secured Auto Loan Claims. Holders of
Allowed claims in this class shall be paid over 3 years via
quarterly payments of combined principal and interest commencing on
the Effective Date at the lower of the creditor's contract interest
rate or 9% interest per annum, based on the prime rate of 8% plus
1%. Notwithstanding the foregoing, the holders of claims in this
class may receive such other less favorable treatment as may be
agreed upon by such holder and the Debtor.
Holders of Allowed claims in this class shall retain the Liens
securing the Class 3 Claims until payment in full of the Allowed
Class 3 Claim. Class 3 is impaired under the Plan. The holders of
Allowed Claims in this class shall be entitled to vote to accept or
reject the Plan with respect to the Class 3 Claims. Creditors with
both a Secured Claim and an Unsecured Claim shall have two votes.
Class 4 consists of General Unsecured Claims. In full and complete
satisfaction, settlement, release and discharge of the Class 4
Claims, each holder of an Allowed Class 4 Claim shall receive
quarterly payments commencing on the Effective Date equal to a pro
rata share of the cash distribution from the Debtor's Disposable
Income, over 3 years in the anticipated amount of 19.8% of the
amount of such Allowed Claim. As noted in the Liquidation Analysis,
this distribution is more favorable than such Claim would be paid
in a liquidation, which would net 10.2% of such claims. Disposable
Income means the income that is received by the Debtor and that is
not reasonably necessary to be expended for the payment of
expenditures necessary for the continuation, preservation, or
operation of the business of the Debtor. At the very least the
Debtor will pay a dividend of 10.2% of Allowed Claims over the life
of the Plan.
Any distribution to General Unsecured Creditors will be from
amounts remaining from the Disposable Income after (i) payment of:
Class 1, 2 and 3 claims (ii) the expenses of administering the
Estate (to the extent of such additional expenses, before or after
the Effective Date, not already included in the estimate for
Administrative Expense Claims), (iii) the Administrative Expense
Claims, and (iv) the Other Priority Claims. Class 4 is impaired
under the Plan. Each holder of a Class 4 Claim shall be entitled to
vote to accept or reject the Plan.
This Plan will be funded with available cash and cash flow from
ongoing business operation. The Debtor will continue to operate in
the ordinary course of business. Pursuant to section 1190(2) of the
Bankruptcy Code, the Plan provides for the submission of all or
such portion of the future earnings of the Debtor as is necessary
for the execution of the Plan.
Pursuant to the Debtor's financial, the Debtor's projected
Disposable Income will be used to make payment distributions under
the Plan. The Debtor believes that its three-year forecast is a
reasonable reflection of its past performance.
A full-text copy of the Second Amended Plan dated August 30, 2024
is available at https://urlcurt.com/u?l=fuPy29 from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Peter N. Tamposi, Esq.
Tamposi Law Group PC
159 Main Street
Nashua, NH 03060
Telephone: (603) 204-5513
Facsimile: (603) 204-5515
Email: peter@thetamposilawgroup.com
About Vanguard Medical
Vanguard Medical, LLC, is a Connecticut limited liability company
formed in September 2018. It conducts business throughout New
England including significant business in the Commonwealth of
Massachusetts.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 24-10561) on March 25,
2024. In the petition signed by Clancy Purcell, chief executive
officer, the Debtor disclosed $7,796,609 in assets and $6,694,550
in liabilities.
Judge Janet E. Bostwick oversees the case.
Peter N. Tamposi, Esq., at the Tamposi Law Group, PC, is the
Debtor's legal counsel.
VENUS CONCEPT: Extends Deadline to Complete Strategic Transaction
-----------------------------------------------------------------
As previously reported, on Feb. 8, 2024, the board of directors of
Venus Concept Inc. approved the award of transaction completion
bonuses to Rajiv De Silva, Hemanth Varghese, Ph.D., Domenic Della
Penna and Ross Portaro to be paid in accordance with transaction
completion bonus award letters upon completion of a Strategic
Transaction resulting in a Change of Control.
Each bonus payment is contingent upon the satisfaction of certain
terms and conditions set forth in the respective Award Letters,
including, but not limited to, (a) the successful completion of a
Strategic Transaction resulting in a Change of Control, as
determined by the Board, within the time period prescribed in the
Award Letters and (b) the Awardee is an active, full-time employee
of the Company, in good standing as determined in the reasonable
discretion of the Board, on the Payment Date (as defined in the
Award Letters).
On Sept. 24, 2024, the Board resolved to extend the time period
prescribed in the Awards Letters to successfully complete a
Strategic Transaction resulting in a Change of Control by an
additional 12 months. All other Award Letter terms and conditions
remain unamended and in full force and effect.
About Venus Concept
Toronto, Ontario-based Venus Concept Inc. is an innovative global
medical technology company that develops, commercializes and
delivers minimally invasive and non-invasive medical aesthetic and
hair restoration technologies and related services. The Company's
systems have been designed on cost-effective, proprietary and
flexible platforms that enable the Company to expand beyond the
aesthetic industry's traditional markets of dermatology and plastic
surgery, and into non-traditional markets, including family
medicine and general practitioners and aesthetic medical spas.
Toronto, Canada-based MNP LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has reported recurring net losses and
negative cash flows from operations that raise substantial doubt
about its ability to continue as a going concern.
VERTEX ENERGY: Fitch Lowers LongTerm IDR to D on Bankruptcy Filing
------------------------------------------------------------------
Fitch Ratings has downgraded Vertex Energy Inc.'s (Vertex) and
Vertex Refining Alabama LLC's Long-Term Issuer Default Ratings
(IDRs) to 'D' from 'CC' following the Chapter 11 bankruptcy filing
on Sept. 24, 2024. Fitch has also downgraded Vertex Refining
Alabama's senior secured term loan to 'CC'/'RR3' from
'CCC-'/'RR3'.
The company filed with a restructuring support agreement (RSA). The
RSA was supported by 100% of the company's prepetition term loan
lenders. Consenting term loan lenders have agreed to provide Vertex
with an $80 million debtor-in-possession (DIP) financing facility
subject to certain terms, which should help the company maintain
liquidity. Vertex will have an additional roll-up DIP facility of
up to $200 million based on conversion of the prepetition term
loan.
Key Rating Drivers
Negative EBITDA and FCF: Vertex should generate negative 2024
EBITDA and FCF after interest, capex and working capital changes
under Fitch's current crack spreads assumptions. Fitch expects
EBITDA interest coverage and leverage to be negative in 2024. Over
the last month, refining crack spreads have declined further in the
U.S. Gulf Coast area, where Vertex's only refinery is located. An
improvement in EBITDA generation is possible in 2025 depending on
the refining market conditions.
Insufficient Liquidity Cushion: Vertex's liquidity has been
deteriorating throughout 2024 due to negative FCF. Its
profitability is more sensitive to oil product crack spreads than
other rated peers, which typically have more complex and higher
margin refineries. The average U.S. Gulf Coast 2-1-1 light oil
refining crack spread decreased below the long-term average levels
in September 2024. Weak gasoline crack was partially offset by more
normal diesel margin. Future refining crack spreads can be very
volatile.
Renewable Fuel Production Halted: Vertex acquired Mobile refinery
from Shell plc (AA-/Stable) in 2022 and converted its hydrocracker
to renewable diesel (RD) unit in 2023. It has been generating
negative EBITDA from RD since its launch mainly due to weakening
market fundamentals. It stopped RD production in 2Q24. Conventional
fuel refining at the hydrocracker may improve the company's future
EBITDA.
Intermediation Liabilities Treated as Debt: Fitch adds the expected
amounts drawn under Vertex's intermediation agreements with
Macquarie Bank to debt. Vertex uses these facilities to pay for the
Mobile refinery's conventional oil and oil products inventory.
Outstanding liabilities under the facilities were $111 million at
Sept. 12, 2024, which was commensurate with approximately a quarter
of Vertex's debt at the petition date.
Derivation Summary
Fitch has downgraded Vertex to 'D' following the Chapter 11
bankruptcy filing.
Recovery Analysis
The recovery analysis assumes that Vertex would be liquidated
rather than reorganized as a going-concern (GC) in bankruptcy.
Fitch has assumed a 10% administrative claim.
Going-Concern Approach
Vertex's GC EBITDA reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation (EV). This value is based on mid-cycle
refining crack spreads and the successful hydrocracking unit
ramp-up.
An EV multiple of 3.5x was applied to the GC EBITDA to calculate a
post-reorganization EV. This is below the median 5.3x exit multiple
for energy in Fitch's Energy, Power and Commodities Bankruptcy
Enterprise Value and Creditor Recoveries (Fitch Case Studies -
September 2023). It is below the multiple used for Vertex's HY
refining peer Par Pacific Holdings (5.5x). Fitch views Par's
business profile as stronger due its diversification and higher
margins.
Liquidation Approach
The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors.
For liquidation value, Fitch applied an 85% advance rate to
Vertex's inventories as crude and refined products are standardized
and easily re-sellable. Fitch used 80% advance rate for the
company's receivables.
The maximum of these two approaches was the liquidation approach.
Inventory intermediation facility at level of Mobile refinery
(Vertex Refining Alabama LLC) of $111 million has effective
priority to the term loan and convertible notes. Vertex Refining
Alabama's $272 million term loan, which is secured by property,
plant and equipment as well as other assets, has lower priority
than the new money DIP facility and the intermediation facility.
The $15 million unsecured convertible notes issued by Vertex's
HoldCo are subordinated to the DIP facility, intermediation
facility and the term loan. Fitch did not add exit fees and
make-whole premia to the term loan principal.
The allocation of value in the liability waterfall results in
recovery corresponding to 'RR3' for the secured term loan.
RATING SENSITIVITIES
Rating sensitivities are not applicable given the company's Chapter
11 bankruptcy filing.
Liquidity and Debt Structure
DIP Facility Provides Liquidity: Vertex has secured a DIP facility
of up to $280 million, including the new money facility, to provide
the company with liquidity. Vertex had $422.5 million of debt at
the petition date.
Issuer Profile
Vertex is a small-scale company managing a 75 kb/d operable
capacity oil refinery located in Alabama that launched renewable
diesel production in 2023 but halted it in 2024. It also has legacy
businesses that process used oil products and metals and produces
ready-to-use recycled feedstock.
Summary of Financial Adjustments
Fitch adds obligations under inventory financing agreements to
Vertex's debt.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
Vertex has an ESG Relevance Score of '4' for Environmental Factors
due to its material exposure to extreme weather events (hurricanes)
that may lead to extended shutdowns. Its key Mobile refinery is
located on the Gulf Coast. This exposure has a negative impact on
the credit profile and is relevant to the rating in conjunction
with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Vertex Refining
Alabama LLC LT IDR D Downgrade CC
senior secured LT CC Downgrade RR3 CCC-
Vertex Energy Inc. LT IDR D Downgrade CC
VERTEX ENERGY: Taps Kurtzman Carson as Claims and Noticing Agent
----------------------------------------------------------------
Vertex Energy, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire
Kurtzman Carson Consultants, LLC dba Verita Global as claims and
noticing agent.
The firm will oversee the distribution of notices and will assist
in the maintenance, processing and docketing of proofs of claim
filed in the Debtors' Chapter 11 cases.
Prior to the petition date, the Debtor provided the firm a retainer
in the amount of $40,000.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Evan Gershbein, executive vice president of Kurtzman's Corporate
Restructuring Services, disclosed in a court filing that his firm
is a "disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Evan Gershbein
Kurtzman Carson Consultants, LLC
222 N. Pacific Coast Highway, 3rd Floor
El Segundo, CA 90245
Tel: (310) 823-9000
Fax: (310) 823-9133
Email: egershbein@kccllc.com
About Vertex Energy, Inc.
Vertex Energy, Inc., together with its subsidiaries, is an energy
transition company and marketer of refined products and renewable
fuels.
Vertex Energy, Inc. filed is voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
24-90507) on September 24, 2024, listing $772,368,000 in assets and
$642,819,000 in liabilities. The petitions were signed by R. Seth
Bullock as chief restructuring officer.
Jason G. Cohen, Esq. at BRACEWELL LLP represents the Debtors as
counsel.
VIANT MEDICAL: S&P Affirms 'B-' ICR, Outlook Stable
---------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating and debt
ratings on medical device contract manufacturer Viant Medical
Holdings Inc. and removed them from CreditWatch, where S&P placed
them with negative implications on June 6, 2024. The outlook is
stable.
S&P said, "We also assigned a 'B-' rating and '3' recovery rating
to the company's proposed first-lien debt. The '3' recovery rating
indicates our expectation for meaningful (50%-70%; rounded
estimate: 60%) recovery in the event of a payment default.
"The stable outlook reflects our view that the company's new
product wins will support high-single-digit to low-teen percent
organic revenue growth, leverage reduction to around 6x, and
improved cash flow generation through 2025.
"The rating affirmation reflects our belief that, if the proposed
transaction is successful, the company will have eliminated
near-term refinancing risk. Following transaction close and
assuming utilization of the delayed-draw term loan, Viant's
weighted average debt maturity profile would increase to around
seven years, from around one year previously. We believe the
extended maturity profile provides the company with ample runway to
execute its growth plan, including expanding its base business and
delivering on new program wins, enabling high-single-digit to
low-teen percent organic revenue growth, EBITDA margin expansion,
and near breakeven free operating cash flow (FOCF) generation by
2025. As such, we expect the company's leverage will decline to the
6x area by the end of 2025, compared to our expectation for
leverage in the 7x area in 2024.
"The proposed refinancing will also provide the company with full
availability under a new $100 million revolving credit facility and
add $31 million of cash to the balance sheet. We expect Viant will
carry approximately $50 million of cash at transaction close and
forecast EBITDA interest coverage of 1.6x in 2024 and 2.2x in 2025
as the company continues to improve its profitability and benefits
from additional reductions in benchmark interest rates.
"We expect new program wins will support EBITDA margin and free
cash flow expansion through 2025.New programs, including a
multi-year outsourcing agreement with a market leading
manufacturer, will represent a significant increase in the
company's volumes over the forecast period. We expect Viant's
fixed-cost leverage will help it expand S&P Global Ratings-adjusted
EBITDA margins to about 13.0%-13.5% in 2024 and 14%-14.5% in 2025.
We do not reflect maturity adjustments or other unrealized
contributions from new programs in our calculation of adjusted
EBITDA."
Elevated levels of capital expenditures (capex) to support new
programs also burdened Viant's ability to generate FOCF. The
company recorded sizable FOCF deficits in 2023 and through the
second quarter of 2024. With certain programs launching between the
fourth quarter of 2024 and third quarter of 2025, we expect Viant's
free cash flow will gradually improve to breakeven levels by late
2025. Furthermore, S&P believes the company has the ability to pare
back growth spending if cash flow deficits persist given that its
maintenance capex constitutes only about 25% of total capex.
S&P said, "In our view, Viant's value proposition and prospects for
sustained organic revenue growth is supported by its end-to-end
capabilities, participation in high-growth end markets, and recent
track record of new contract wins. We forecast the company will
grow revenue by 3% in 2024 (on a pro forma basis to reflect the
October 2023 sale of the Grand Rapids facility) and 9% in 2025,
with new programs contributing approximately 5% growth in the
latter year.
"We anticipate deleveraging to around 6x in 2025.Viant's new
capital structure would result in a modest increase in total gross
debt, inclusive of lease liabilities, to around $1 billion on an
S&P Global Ratings-adjusted basis, yielding pro forma adjusted
gross leverage of 6.9x in 2024. Our forecast assumes Viant will
prioritize reinvestment in the business, both to support new
program launches and new contract wins, which will preclude any
discretionary debt paydown. Still, our forecast for expanding
EBITDA margins and improving free cash flow generation support the
company's ability to reduce its leverage to around 6.0x in 2025.
"The stable outlook reflects our view that the company's new
product wins will support high-single-digit to low-teen percent
organic revenue growth, leverage reduction to around 6x, and
improved cash flow generation through 2025.
"We could lower the rating if the company's performance
deteriorates, or its capital structure becomes unsustainable. In
this scenario, the company's free cash flow deficits increase
sharply, resulting in tightening liquidity.
"We could raise the rating if we believe the company can
consistently sustain its S&P Global Ratings-adjusted leverage below
6x and FOCF to debt above 3%."
WESTERN RISE: Gets Court Approval to Use Cash Collateral
--------------------------------------------------------
Western Rise, Inc. got the green light from the U.S. Bankruptcy
Court for the District of Colorado to use the cash collateral of GZ
Impact Fund I, L.P. and its other secured creditors.
The use of cash collateral is restricted to the budget prepared by
the company, with a 10% variance. It will terminate by default or
on Oct. 31, unless GZ agrees otherwise.
Western Rise must make weekly payments of $15,000 to GZ starting
this month and it must provide replacement liens on post-petition
assets to each of its secured creditors. If these liens prove
inadequate, creditors will receive superpriority administrative
expense claims, according to the court order.
The order allows for potential extensions of the use of cash
collateral beyond October, subject to approval from GZ or further
court action.
About Western Rise
Western Rise, Inc. is a manufacturer of travel clothing and
accessories in Telluride, Colo.
Western Rise filed its voluntary petition for Chapter 11 protection
(Bankr. D. Colo. Case No. 24-13394) on June 19, 2024, with
$3,401,871 in assets and $5,266,556 in liabilities. Kelly Watters,
president, signed the petition.
Judge Joseph G. Rosania Jr. oversees the case.
The Debtor tapped Kutner Brinen Dickey Riley, PC as bankruptcy
counsel and Potomac Law Group, PLLC and Catalyst Law Group as
special counsel.
WHITTIER SEAFOOD: Hires Bush Kornfeld as Bankruptcy Counsel
-----------------------------------------------------------
Whittier Seafood, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Alaska to hire Bush Kornfeld LLP as their
bankruptcy counsel.
The firm's services include:
a. giving the Debtors legal advice with the respect to their
powers and duties as debtors-in-possession in the continued
operation of their businesses and management of their property;
b. preparing on behalf of the Debtors all necessary
applications, answers, orders, reports, and other legal papers;
c. advising the Debtors with respect to all processes
surrounding this jointly administered Chapter 11 case;
d. assisting the Debtors in review of all claims and in
determination of all issues associated with distribution on allowed
claims;
e. taking necessary action to avoid any liens subject to the
Debtors' avoidance; and
f. performing any and all other legal services for the Debtors
as may be necessary in this bankruptcy case.
The firm will be paid at these rates:
Attorneys $425 to $695 per hour
Clerks and paralegals $125 to $175 per hour
The firm holds the amount of $174,049.20 in trust as the balance
remaining of the advance deposit.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Thomas Buford, Esq., a partner at Bush Kornfeld LLP, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
James L. Day, Esq.
Thomas A. Buford, Esq.
Lesley Bohleber, Esq.
Bush Kornfeld LLP
601 Union Street, Suite 5000
Seattle, WA 98101-2373
Telephone: (206) 292-2110
Facsimile: (206) 292-2014
Email: jday@bskd.com
tbuford@bskd.com
lbohleber@bskd.com
About Whittier Seafood
Whittier Seafood, LLC owns and operates a fish processing plant in
Whittier, Alaska.
Whittier Seafood filed Chapter 11 petition (Bankr. D. Alaska Case
No. 24-00139) on Aug. 19, 2024, with $10 million to $50 million in
both assets and liabilities.
Judge Gary Spraker oversees the case.
Thomas A. Buford, Esq., at Bush Kornfeld, LLP is the Debtor's legal
counsel.
Gregory Garvin, Acting U.S. Trustee for Region 18, appointed an
official committee to represent unsecured creditors in the Debtor's
Chapter 11 case.
WIDEOPENWEST FINANCE: $730MM Bank Debt Trades at 16% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which WideOpenWest
Finance LLC is a borrower were trading in the secondary market
around 84.1 cents-on-the-dollar during the week ended Friday, Oct.
4, 2024, according to Bloomberg's Evaluated Pricing service data.
The $730 million Term loan facility is scheduled to mature on
December 20, 2028. About $709.9 million of the loan is withdrawn
and outstanding.
With its headquarters in Englewood, Colorado, WideOpenWest Finance,
LLC provides residential and commercial video, high speed data, and
telephony services to Midwestern and Southeastern markets in the
United States.
WINDSOR TERRACE: Pfister & Saso Revises Rule 2019 Statement
-----------------------------------------------------------
The law firm of Pfister & Saso, LLP, filed a third supplement to
verified statement pursuant to Rule 2019 of the Federal Rules of
Bankruptcy Procedure to disclose that in the Chapter 11 cases of
Windsor Terrace Healthcare, LLC, and its Affiliated Debtors, the
firm represents the Ad Hoc Group.
On August 2, 2024, the Ad Hoc Group filed the Second Supplement to
the Verified Statement of the Ad Hoc Group of Personal Injury and
Wrongful Death Tort Claimants Pursuant to Federal Rule of
Bankruptcy Procedure 2019.
The Ad Hoc Group continues to expand, and a revised and restated
Exhibit A is attached hereto. All other portions of the Original
Rule 2019 Statement remain complete and correct.
The names of the decedents or injured residents and the names of
any derivative claimants in brackets that follow:
1. Donald Knestrict [Katherine Felkins]
Case No. 34-2022-00313404
(Sacramento Cnty.) and Claim Nos. 11,
12 in 1:23-bk-11208 (Windsor Court)
and Nos. 18, 19 in 1:23-bk-11401
(Windsor Sacramento Estates)
2. Edilberto Pimentel [Aquilina Pimentel, Mary Ann
Pimentel, Edilberto Pimentel, Jr.]
Case No. 34-2021-00301511
(Sacramento Cnty.) and Claim Nos. 14,
15, 16, 17 in 1:23-bk-11212 (Windsor Elk Grove)
3. Timothy Scott [Gabriel Scott]
Case No. 34-2017-00218038
(Sacramento Cnty.) and Claim No. 23
in 1:23-bk-11401 (Windsor Sacramento Estates)
4. Kathryn Long [Richard Long, Jeannette Long]
Case No. STK-CV-2023-11595 (San
Joaquin Cnty.) and Claim Nos. 18, 19
in 1:23-bk-11215 (Windsor Hampton)
and 15, 16 in 1:23-bk-11218 (Windsor Skyline)
5. Ruby Evans [Willette Williams, Ronnie Evans, James
Evans]
Case No. FC5055755 (Solano Cnty.)
and Claim Nos. 15, 16, 17, 18 in 1:23-
bk-11220 (Windsor Vallejo)
6. Lawrence Leslie [Sara Leslie]
Case No. 24CV001372 (Sacramento
Cnty.) and Claim Nos. 24, 25 in 1:23-
bk-11213 (Windsor Elmhaven)
-and-
Carol Parks [Kimberly Emslander, Melanie Schwemer,
Charles Parks, Michael Parks]
Case No. 24CV001531 (Sacramento
Cnty.) and Claim Nos. 29, 30, 31, 32,
33 in 1:23-bk-11401 (Windsor Sacramento Estates)
7. Mary Carter [Nathan Floyd]
Case No. 19STCV11538 (Los Angeles
Cnty.) and Claim No. 26 in 1:23-bk-
11206 (Windsor Cheviot Hills)
8. Jerry Orrick [Joe Orrick]
Case No. 23CV002855 (Sacramento
Cnty.) and Claim No. 34 in 1:23-bk
11401 (Windsor Sacramento Estates)
9. Drena Humphries [Alan Humphries, George Humphries,
John Humphries]
Case No. 23STCV00307 (Los Angeles
Cnty.) and Claim No. 17 in 1:23-bk-
11214 (Windsor Gardens Convalescent Hospital)
-and-
James Portis [Patricia Portis]
Case No. 21STCV16326 (Los Angeles
Cnty.) and Claim No. 19 in 1:23-bk-
11206 (Windsor Cheviot Hills)
-and-
Iman Shabazz [Tiffany Harrison]
Claim No. 22 in 1:23-bk-11213
Windsor Elmhaven) and Claim No. 17
in 1:23-bk-11401 (Windsor Sacramento Estates)
-and-
Catherine Wicker
Case No. 22STCV01554 (Los Angeles
Cnty.) and Claim No. 21 in 1:23-bk-
11213 (Windsor Elmhaven)
10. Deborah Washington [Brandy Russell]
Case No. 34-2022-00329913
(Sacramento Cnty.) and Claim No. 20
in 1:23-bk-11210 (Windsor El Camino)
Attorneys for the Ad Hoc Group:
PFISTER & SASO, LLP
Robert J. Pfister, Esq.
10250 Constellation Boulevard, Suite 2300
Los Angeles, California 90067
Telephone: (310) 414-4901
Email: rpfister@pslawllp.com
-and-
Paul A. Saso, Esq.
524 Broadway, 11th Floor
New York, New York 10012
Telephone: (212) 416-4380
Email: psaso@pslawllp.com
About Windsor Terrace Healthcare
Windsor Terrace Healthcare, LLC and its affiliates are primarily
engaged in the businesses of owning and operating skilled nursing
facilities throughout the State of California. Collectively, the
Debtors own and operate 16 skilled nursing facilities, which
provide 24 hour, seven days a week and 365 days a year care to
patients who reside at those facilities.
In addition to the 16 skilled nursing facilities, the Debtors own
and operate one assisted living facility (which is Windsor Court
Assisted Living, LLC), one home health care center (which is S&F
Home Health Opco I, LLC), and one hospice care center (which is S&F
Hospice Opco I, LLC). The Debtors do not own any of the real
property upon which the facilities are located.
Windsor Terrace Healthcare and 18 affiliates filed Chapter 11
petitions (Bankr. C.D. Calif. Lead Case No. 23-11200) on Aug. 23,
2023. Two more affiliates, Windsor Sacramento Estates, LLC and
Windsor Hayward Estates, LLC, filed Chapter 11 petitions on Sept.
29.
At the time of the filing, Windsor Terrace Healthcare disclosed up
to $10 million in both assets and liabilities.
Judge Victoria S. Kaufman oversees the cases.
The Debtors tapped Levene, Neale, Bender, Yoo, and Golubchik, LLP
as bankruptcy counsel; Hooper, Lundy & Bookman, P.C. and Hanson
Bridgett, LLP as special counsels; and Province, LLC as financial
advisor. Stretto, Inc., is the Debtor's claims, noticing and
solicitation agent.
The U.S. Trustee for Region 16 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Troutman Pepper Hamilton Sanders, LLP is the Debtors' legal
counsel.
Jacob Nathan Rubin, the patient care ombudsman, is represented by
RHM Law, LLP.
WRENA LLC: U.S. Trustee Appoints Creditors' Committee
-----------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Chapter 11 case
of Wrena, LLC.
The committee members are:
1. Jamie Renaud (Controller)
Theta TTS, Inc.
8 Truman Rd.
Barrie, Ontario
Canada, L4N 8Y8
Phone: (705) 726-2620 (Ext. 108
Email: jrenaud@thetatts.com
2. Lucas M. Blower, Esq.
Eaton Corporation
1000 Eaton Boulevard
Cleveland, OH 44122
Phone: (877) 386-2273
Email: lucasmblower@eaton.com
3. Robert Eckert (President)
Per-fect Machine and Tool.
325 N. Riverview Ave.
Miamisburg, OH 45342
Phone: (734) 788-3675
Email: Robert.eckert@perfmt.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Wrena LLC
Wrena, LLC is a Tier 1 and Tier 2 automotive supplier in Tipp City,
Ohio.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-49047) on September
23, 2024, with $1 million to $10 million in both assets and
liabilities. Scott Eisenberg, chief restructuring officer, signed
the petition.
Judge Maria L. Oxholm oversees the case.
Wolfson Bolton Kochis PLL, Cascade Partners LLC and DWH Corp. serve
as the Debtor's legal counsel, investment banker and financial
advisor, respectively. Scott Eisenberg of DWH is the chief
restructuring officer.
XTI AEROSPACE: Extends Damon Bridge Note Maturity to Oct. 31
------------------------------------------------------------
XTI Aerospace, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 2, 2024, the
Company and Damon Motors Inc., a British Columbia corporation,
entered into a second letter agreement pursuant to which the
Company agreed to certain amendments to the Bridge Notes, which
amendments are deemed effective on the date that Damon received the
Requisite Holders' consent. Pursuant to the Second Letter
Agreements, the Bridge Notes were amended to (i) extend the
maturity date of the Bridge Notes to Oct. 31, 2024, subject to an
additional tolling period of 30 days at the election of Damon upon
notice by Damon to the note holders, and (ii) amend the definition
of Permitted Indebtedness in the Bridge Notes to include the
guaranties to be granted by Damon of all obligations of Grafiti
Holding Inc., a British Columbia corporation ("Spinco"), to certain
holders of notes issued by Spinco and the granting by Damon of
general security agreements to secure its obligations pursuant to
such guaranties.
On Oct. 26, 2023, XTI Aerospace purchased from Damon in a private
placement a convertible note in an aggregate principal amount of
$3.0 million (the "Original Bridge Note") and a five-year warrant
to purchase 1,096,321 shares of Damon common stock for a purchase
price of $3.0 million, pursuant to a securities purchase agreement.
The Original Bridge Note, the Original Bridge Note Warrant and the
Original SPA, together with all of the other convertible notes,
warrants and securities purchase agreements issued or entered into
by Damon, as applicable, in the Damon Private Placement, were
amended pursuant to the terms of letter agreements by and between
Damon and Damon securityholders representing more than 50% of the
aggregate principal amount of all then-outstanding Bridge Notes
(which is the minimum amount required to amend the Bridge Notes)
and at least 50.01% in interest of the Bridge Notes at the time of
the amendments (which is the minimum amount required to amend the
Bridge Note Warrants and the SPAs). Such letter agreements
included a letter agreement by and between the Company and Damon,
signed by the Company on June 18, 2024.
The Company, Damon, Spinco and 1444842 B.C. Ltd., a British
Columbia corporation ("Amalco Sub"), are parties to that certain
Business Combination Agreement, dated as of Oct. 23, 2023, as
amended on June 18, 2024 and Sept. 26, 2024 (as so amended and as
may be further amended from time to time), pursuant to which it is
proposed that Amalco Sub and Damon amalgamate under the laws of
British Columbia, Canada, with the amalgamated company continuing
as a wholly-owned subsidiary of Spinco, subject to the terms and
conditions of the Business Combination Agreement.
Unregistered Sales of Equity Securities
The Company issued an aggregate of 2,779,310 shares of common stock
to a holder of shares of the Company's Series 9 Preferred Stock, at
an effective price per share between $0.1898 and $0.2256, in
exchange for the return and cancellation of an aggregate of 550
shares of Series 9 Preferred Stock with an aggregate stated value
of $577,500, pursuant to the terms and conditions of exchange
agreements dated August 23, 2024 and Oct. 2, 2024. The Preferred
Exchange Shares were issued in reliance on the exemption from
registration provided by Section 3(a)(9) of the Securities Act, on
the basis that (a) the Preferred Exchange Shares were issued in
exchange for other outstanding securities of the Company; (b) there
was no additional consideration delivered by the holder in
connection with the exchange; and (c) there were no commissions or
other remuneration paid by the Company in connection with the
exchange.
About XTI Aerospace
XTI Aerospace (XTIAerospace.com) is the parent company of XTI
Aircraft Company (XTIAircraft.com), headquartered near Denver,
Colorado. XTI Aerospace is developing the TriFan 600, a vertical
lift crossover airplane (VLCA) that combines the vertical takeoff
and landing (VTOL) capabilities of a helicopter with the speed and
range of a fixed-wing business aircraft. The TriFan 600 is designed
to reach speeds of 345 mph and a range of 700 miles.
New York-based Marcum LLP, the Company's auditor since 2012, issued
a "going concern" qualification in its report dated April 16, 2024,
citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
XTI AEROSPACE: Inks 2nd Amendment to Business Combination Agreement
-------------------------------------------------------------------
XTI Aerospace, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Sept. 26, 2024, the
Company, Damon Motors Inc., a British Columbia corporation, Grafiti
Holding Inc., a British Columbia corporation ("Spinco"), and
1444842 B.C. Ltd., a British Columbia corporation ("Amalco Sub"),
entered into a Second Amendment to the Business Combination
Agreement, which, among other things, (i) adds as a condition to
the Business Combination that Spinco and/or Damon, collectively,
are to have received legally binding commitments for financing in
the amount of no less than $13,000,000 in aggregate gross proceeds,
(ii) tolls the date on which the Business Combination Agreement may
be terminated until Oct. 30, 2024, (iii) provides that if any
shareholder of Damon is released early from the lock-up agreement
contemplated by the Business Combination Agreement, then the
Company and holders of Spinco common shares prior to the effective
time of the Business Combination who are current or former
officers, directors, employees or consultants of Spinco will also
be released from their respective lock-up obligations to the same
extent and (iv) provides that the Business Combination Agreement
may be amended, supplemented or modified only by execution of a
written instrument signed by Spinco and Damon; provided, however,
that the Company's signature will also be required on any such
written instrument providing for an amendment, supplement or
modification that materially and adversely affects the rights of
the Company under the Business Combination Agreement or the rights
and interests of the applicable record date shareholders of the
Company receiving shares of Spinco pursuant to the Spinout (as
defined in the Business Combination Agreement).
As previously disclosed, XTI Aerospace entered into a Business
Combination Agreement, dated as of Oct. 23, 2023, with Damon Motors
Spinco and Amalco Sub, which agreement was amended by the Amendment
to Business Combination Agreement, dated as of June 18, 2024.
Pursuant to the Business Combination Agreement, it is proposed that
Amalco Sub and Damon amalgamate under the laws of British Columbia,
Canada, with the amalgamated company continuing as a wholly-owned
subsidiary of Spinco, subject to the terms and conditions of the
Business Combination Agreement.
About XTI Aerospace
XTI Aerospace (XTIAerospace.com) is the parent company of XTI
Aircraft Company (XTIAircraft.com), headquartered near Denver,
Colorado. XTI Aerospace is developing the TriFan 600, a vertical
lift crossover airplane (VLCA) that combines the vertical takeoff
and landing (VTOL) capabilities of a helicopter with the speed and
range of a fixed-wing business aircraft. The TriFan 600 is
designed to reach speeds of 345 mph and a range of 700 miles.
New York-based Marcum LLP, the Company's auditor since 2012, issued
a "going concern" qualification in its report dated April 16, 2024,
citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
YC RIVERGOLD: Reaches CMBS Settlement Agreement
-----------------------------------------------
YC Rivergold Hotel LLC submitted a Disclosure Statement for Second
Amended Plan of Reorganization dated August 30, 2024.
The Debtor did not file bankruptcy because of any operational
concerns. Rather, the Debtor filed bankruptcy to seek to
restructure and deaccelerate the asserted defaults and acceleration
of its prepetition mortgage following the Covid-19 pandemic, a
result the Debtor was unable to obtain without seeking bankruptcy
relief.
The Debtor operates its hotel under the "Four Points" label
pursuant to a franchise agreement with Marriott. Under that
franchise agreement, the Debtor is required to maintain certain
quality standards with respect to the hotel's appearance and
facilities. In the hospitality industry, this often requires a
periodic refresh or remodel of the premises, the term most often
used is a PIP, or a Property Improvement Plan.
More specifically, the Debtor has been in talks for several months
with Marriott concerning the likely scope and timing of the
renovations that Marriott will require the Four Points to undergo.
Marriott conducted its inspection of the hotel on August 28, 2023,
and the Debtor has received a report dated September 18, 2023, with
the initial results of that inspection and an outline of work that
will be required.
That report was effectively finalized in January 2024, and for
purposes of the feasibility budgets the Debtor has budgeted for an
outlay of approximately $2.746 million over this coming winter and
the following winter. In line with all of the other assumptions in
the feasibility budget, that $2.746 million is comprised of an
actual cost estimate of $2.196 million plus a 25% contingency
cushion of approximately $549,000.
The Debtor and Wells Fargo have reached the terms of a settlement
(the "CMBS Settlement Agreement") that will resolve all litigation
and provide a consensual path forward and have filed a motion for
approval thereof. The terms of the Settlement Agreement are
incorporated into the Plan.
Class 3 consists of the Allowed Administrative Convenience Claims
(each, a "Class 3 Claim"). Class 3 Claims shall be paid in full,
together with interest accruing at the Plan Interest Rate
(Unsecured) from the Petition Date to the Effective Date, within 14
days after the later of (i) the Effective Date and (ii) the date
such Class 3 Claim is Allowed. The amount paid shall be the lesser
of (i) the amount of each holder's Allowed Unsecured Claim and (ii)
the Convenience Claim Threshold. Class 3 is impaired.
Class 4 consists of all Allowed Unsecured Claims that are not Class
5 Claims and that have not made the Class 3 Election (each, a
"Class 4 Claim"). The Debtor shall pay Class 4 Claims in full by
making two quarterly payments of principal and interest on a pro
rata basis to each Holder of a Class 4 Claim, with such quarterly
payments commencing on the fifth day of the second full month
following the Effective Date and on the three-month anniversary of
such date, with the second such payment paying any remaining amount
of each such Holder's Class 6 Claim. Class 6 Claims may be pre-paid
in whole or part at any time, without penalty, provided that any
prepayments shall be made pro rata to the Holders of the Class 6
Claims. A Holder of a Class 4 Claim may elect to instead be
included in Class 3 by voluntarily reducing its Allowed Unsecured
Claim to the Administrative Convenience Threshold (the "Class 3
Election"). Class 4 is impaired.
Class 5 consists of the Allowed Large Unsecured Claims (each, a
"Class 5 Claim"). For purposes of this Plan, the Allowed Latrobe
Cure Claim shall be treated as a Class 5 Claim. The Debtor shall
pay Class 5 Claims in full by making seventy-two equal monthly
payments beginning on the fifth day of the first full month
following the Effective Date, as to which each Holder of a Class 5
Claim shall be entitled to its pro rata share. The Large Unsecured
Claims shall not accrue or be entitled to any interest following
the Petition Date. The Debtor may prepay Class 5 Claims in whole or
in part at any time, without penalty, provided that (i) any
prepayments shall be made pro rata to all Holders of Class 5 Claims
and (ii) no prepayments of the Class 5 Claims shall be made unless
all Claims in Classes 3 and 4 have been paid or (in the case of
Disputed Claims) provided for. Notwithstanding the foregoing,
payments to Class 5 Claims may be deferred and accrued to the
extent that the Debtor does not have funds to make required
payments to unclassified claims or claims in Classes 1 to 4 or by
agreement with holders of Class 5 Claims. Class 5 is impaired.
The funds required for implementation of this Plan and the
distributions under the Plan shall be provided from (i) revenues
from the regular operation of the Reorganized Debtor; (ii)
repayment of obligations owing to Reorganized Debtor under the
Intercompany Loans (if any and as necessary), and (iii) deferral or
accrual of Plan payments otherwise due to holders of Class 5 Claims
under the Plan.
A full-text copy of the Disclosure Statement dated August 30, 2024
is available at https://urlcurt.com/u?l=Gca21f from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Austin K. Barron, Esq.
STEP TWO LAW
3300 Arctic Blvd. Suite 201-1090
Anchorage, Alaska 99503
Tel: (877) 478-3789
E-mail: abarron@steptwolaw.com
About YC Rivergold Hotel
YC Rivergold Hotel LLC is part of the traveler accommodation
industry. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Alaska Case No. 23-00072) on April 29,
2023. In the petition signed by Baldev Johal, special bankruptcy
officer of YC Rivergold Holtel, LLC and managing member of YC
Rivergold Hotel MM, LLC, the Debtor disclosed up to $50 million in
both assets and liabilities.
Judge Gary Spraker oversees the case.
Austin K. Barron, Esq., at Step Two Law, is the Debtor's legal
counsel.
Wells Fargo, as lender, is represented by LANE POWELL LLC,
POLSINELLI PC, and Agentis PLLC.
YELLOH: To Cease All Operations in November 2024
------------------------------------------------
Kirk O'Neil of The Street reports that iconic frozen foods retail
delivery company Yelloh, formerly known as Schwan's, said it will
cease all operations in November 2024, citing multiple
insurmountable business challenges, including economic and market
headwinds and changing consumer lifestyles. The company has not
filed for bankruptcy as of October 1, 2024.
"It's with heavy hearts that we made the difficult decision to
cease operations of Yelloh," CEO Bernardo Santana said in a Sept.
23 statement. "We are thankful to our many loyal customers and
hard-working employees for everything they have done to support
us."
"I am deeply grateful for our employees' tireless and bold efforts,
and our customers' dedication. It has been our utmost pleasure and
honor to serve our customers their favorite meals and frozen
treats," Santana said.
The Marshall, Minn., frozen foods home delivery company was
established in 1952 as Schwan's, delivering frozen meals, foods,
treats, and ice cream to American homes in its fleet of yellow
trucks.
The company, which grew into the nation's largest fleet of freezer
trucks, began facing headwinds over the last 20 years from changing
consumer lifestyles and competitive pressures. The company also
began having nationwide staffing difficulties, and the Covid-19
pandemic in 2020 caused severe food supply chain disruption.
"Our concern is now for our employees and caring for them as we all
come to terms with the fact that this business – that served
millions of families and provided a livelihood for thousands over
the decades – has regrettably run its life cycle," Yelloh board
member Michael Ziebell said in a statement.
"Digital shopping has replaced the personal, at-the-door customer
interaction that was the hallmark of the company," Ziebell said.
Yelloh will wind down its operations over the next two months, the
statement said, and has already issued notices to employees under
the Worker Adjustment and Retraining Notification Act. Its final
day of delivery will be Nov. 8, 2024.
The direct-to-consumer frozen food delivery company employs about
1,100 workers and delivers products by direct shipping or its
yellow freezer trucks. Yelloh has not indicated whether it will
file for bankruptcy.
About Yelloh
Yelloh, formerly known as Schwan's Company, is a privately owned
company with approximately 11,000 employees. Based in Marshall,
Minnesota, the company sells frozen foods from home delivery
trucks, in grocery store freezers, by mail, and to the food service
industry.
YELLOW CORP: Creditors to Get Proceeds From Liquidation
-------------------------------------------------------
Yellow Corporation and affiliates filed with the U.S. Bankruptcy
Court for the District of Delaware a Disclosure Statement for the
Joint Chapter 11 Plan dated September 2, 2024.
Prior to commencing these chapter 11 cases, Yellow, a 99-year old
American company, was the largest unionized less-than-truckload
("LTL") carrier in the United States and the third largest LTL
freight carrier and the fifth largest transportation company in
North America.
The Debtors commenced these Chapter 11 Cases to execute value
maximizing section 363 sales to sell the Debtors' assets free and
clear of all Claims and Interests, followed by a chapter 11 plan.
The Debtors, prepetition secured lenders, and MFN (the then
proposed junior DIP lender) engaged in a series of negotiations to
pursue all value-maximizing avenues, funded through a significantly
less expensive DIP Facility (relative to that certain originally
proposed DIP Facility to be provided by certain investment funds
and accounts managed by affiliates of Apollo Capital Management,
L.P., Filed on the Petition Date at Docket No. 16) and use of Cash
Collateral.
Accordingly, the Debtors Filed the Debtors' Motion for Entry of an
Order (I) Approving the Debtors' Selection of a Real Estate
Stalking Horse Bidder, (II) Approving Bid Protections in Connection
Therewith, and (III) Granting Related Relief, seeking approval of
Estes Express Lines as the stalking horse bidder with an initial
bid of $1.525 billion dollars for all of the Debtors' owned and
leased real estate (the "Non-Rolling Stock Assets") under the Real
Estate Stalking Horse APA (the "Non Rolling Stock Stalking Horse
Motion"). The Bankruptcy Court entered an order approving the
Debtors' NonRolling Stock Stalking Horse Motion on September 21,
2023.
On November 28, 2023, the Debtors commenced an auction for 128
owned properties and 2 leased properties. Following a full, fair,
and robust sale and auction process, the Debtors received binding
offers pursuant to 21 Asset Purchase Agreements (as defined in the
Real Property Assets Sale Order) for these properties, totaling
approximately $1.88 billion of sale proceeds in the aggregate.
The Debtors determined that the Asset Purchase Agreements
constituted, in each case as applicable, the highest or otherwise
best offer for the applicable Acquired Assets and sought approval
of the sale transactions contemplated by the Asset Purchase
Agreements. A hearing was held on December 12, 2023 before the
Bankruptcy Court to consider approval of the Debtors' entry into
and performance under the Asset Purchase Agreements (the "Real
Property Asset Sale Hearing"). The Bankruptcy Court approved the
Debtors' Sale of one-hundred and twenty-eight Owned Real Properties
and two Leased Real Properties for approximately $1.88 billion on
December 12, 2023 (the "Real Property Assets Sale Order").
Generally, the Plan:
* provides the vesting of certain assets following the
Effective Date in the Liquidation Trust for the purpose of
distribution to Holders of Claims;
* designates a Liquidating Trustee to wind down the Debtors'
affairs, pay, and reconcile Claims, and administer the Plan in an
efficient manner; and
* contemplates recoveries to Holders of Administrative Claims
and Other Priority Claims as is necessary to satisfy section 1129
of the Bankruptcy Code.
Class 5 consists of General Unsecured Claims. Except to the extent
that a Holder of a General Unsecured Claim agrees to less favorable
treatment, in exchange for such General Unsecured Claim, each
Holder of an Allowed General Unsecured Claim shall receive (i) its
Pro Rata share of the GUC Liquidating Trust Interests and as a
Beneficiary shall receive, on the applicable Distribution Date, its
Pro Rata share of Distributable Proceeds derived from the
Liquidating Trust Assets available for distribution on each such
Distribution Date as provided under the Plan and Liquidating Trust
Agreement plus (ii) if and only to the extent Distributable
Proceeds are available after all Allowed General Unsecured Claims
are paid in full, in Cash, postpetition interest at the Federal
Judgment Rate from the Petition Date through the applicable
Distribution Date on which such Allowed General Unsecured Claim is
paid.
The Debtors shall fund the distributions and obligations under the
Plan with Cash on hand held by the Debtors on and after the
Effective Date, net Cash proceeds generated by the sale, lease,
liquidation, or other disposition of Estate property, including
pursuant to Third-Party Sale Transactions, and Cash generated by
the use, sale, lease, liquidation or other disposition of any
property belonging to the Liquidation Trust.
A full-text copy of the Disclosure Statement dated September 2,
2024 is available at https://urlcurt.com/u?l=DZCp53 from Epiq
Bankruptcy Solutions, claims agent.
Co-Counsel for the Debtors:
Patrick J. Nash Jr., P.C.
David Seligman, P.C.
Whitney Fogelberg, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
E-mail: patrick.nash@kirkland.com
david.seligman@kirkland.com
whitney.fogelberg@kirkland.com
- and -
Allyson B. Smith, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
E-mail: allyson.smith@kirkland.com
Laura Davis Jones, Esq.
Timothy P. Cairns, Esq.
Peter J. Keane, Esq.
Edward Corma, Esq.
PACHULSLKI STANG ZIEHL JONES LLP
919 North Market Street, 17th Floor
P.O. Box 8705
Wilmington, Delaware 19801
Tel: (302) 652-4100
Fax: (302) 652-4400
E-mail: ljones@pszjlaw.com
tcairns@pszjlaw.com
pkeane@pszjlaw.com
ecorma@pszjlaw.com
About Yellow Corporation
Yellow Corporation -- http://www.myyellow.com/-- operates
logistics and less-than-truckload (LTL) networks in North America,
providing customers with regional, national, and international
shipping services throughout. Yellow's principal office is in
Nashville, Tenn., and is the holding company for a portfolio of LTL
brands including Holland, New Penn, Reddaway, and YRC Freight, as
well as the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow
Corporation had $2,152,200,000 in total assets against
$2,588,800,000 in total liabilities. The petitions were signed by
Matthew A. Doheny as chief restructuring officer.
The Debtors tapped Kirkland & Ellis, LLP as restructuring counsel;
Pachulski Stang Ziehl & Jones, LLP as Delaware local counsel;
Kasowitz, Benson and Torres, LLP as special litigation counsel;
Goodmans, LLP as special Canadian counsel; Ducera Partners, LLC, as
investment banker; and Alvarez and Marsal as financial advisor.
Epiq Bankruptcy Solutions is the claims and noticing agent.
Milbank LLP serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
while White & Case, LLP and Arnold & Porter Kaye Scholer, LLP serve
as counsels to Beal Bank USA and the U.S. Department of the
Treasury, respectively.
On Aug. 16, 2023, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in the Chapter 11 cases.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP and
Benesch, Friedlander, Coplan & Aronoff, LLP as counsels; Miller
Buckfire as investment banker; and Huron Consulting Services, LLC,
as financial advisor.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
AA MISSION ACQ-A AAM US 0.6 (0.1) (0.7)
AA MISSION ACQUI AAM/U US 0.6 (0.1) (0.7)
AGENUS INC AGEN US 292.4 (220.8) (170.7)
ALCHEMY INVESTME ALCY US 124.6 (5.8) (0.7)
ALCHEMY INVESTME ALCYU US 124.6 (5.8) (0.7)
ALNYLAM PHARMACE ALNY US 4,009.6 (3.1) 2,117.6
ALPHAVEST ACQUIS ATMVU US 52.2 (0.9) (0.9)
ALTRIA GROUP INC MO US 34,387.0 (2,966.0) (4,242.0)
AMC ENTERTAINMEN AMC US 8,594.7 (1,696.6) (575.7)
AMERICAN AIRLINE AAL US 64,125.0 (4,746.0) (9,815.0)
AMNEAL PHARM INC AMRX US 3,509.9 (4.1) 371.1
ANNOVIS BIO ANVS US 5.0 (1.8) 1.0
APPIAN CORP-A APPN US 554.6 (45.7) 70.3
AQUESTIVE THERAP AQST US 117.6 (35.5) 90.1
AULT DISRUPTIVE ADRT/U U 0.8 (5.3) (2.6)
AUTOZONE INC AZO US 15,694.7 (4,838.2) (2,260.9)
AVEANNA HEALTHCA AVAH US 1,664.5 (119.0) (25.1)
AVIS BUDGET GROU CAR US 33,882.0 (482.0) (406.0)
BATH & BODY WORK BBWI US 4,948.0 (1,718.0) 169.0
BAUSCH HEALTH CO BHC US 26,495.0 (227.0) 842.0
BAUSCH HEALTH CO BHC CN 26,495.0 (227.0) 842.0
BELLRING BRANDS BRBR US 804.1 (243.2) 346.3
BEYOND MEAT INC BYND US 711.2 (590.0) 233.7
BIOAGE LABS INC BIOA US - - -
BIOCRYST PHARM BCRX US 472.4 (475.6) 258.9
BIOTE CORP-A BTMD US 92.9 (141.7) 15.5
BOEING CO/THE BA US 142,720.0 (17,982.0) 17,809.0
BOMBARDIER INC-A BBD/A CN 12,603.0 (2,144.0) 283.0
BOMBARDIER INC-A BDRAF US 12,603.0 (2,144.0) 283.0
BOMBARDIER INC-B BBD/B CN 12,603.0 (2,144.0) 283.0
BOMBARDIER INC-B BDRBF US 12,603.0 (2,144.0) 283.0
BOOKING HOLDINGS BKNG US 28,541.0 (4,276.0) 3,087.0
BOWLERO CORP - A BOWL US 3,114.0 (49.9) (68.8)
BRIDGEBIO PHARMA BBIO US 794.4 (1,082.1) 481.9
BRIDGEMARQ REAL BRE CN 194.8 (54.9) (75.6)
BRIGHTSPHERE INV BSIG US 533.1 (18.8) -
CALUMET INC CLMT US 2,670.9 (320.8) (424.5)
CANTOR PA CEP US 0.0 (0.3) (0.4)
CARDINAL HEALTH CAH US 45,121.0 (3,212.0) (756.0)
CARTESIAN THERAP RNAC US 347.7 (101.5) 98.7
CHENIERE ENERGY CQP US 17,515.0 (756.0) (658.0)
CHILDREN'S PLACE PLCE US 921.4 (68.9) (71.2)
CHOICE HOTELS CHH US 2,518.9 (146.8) (3.9)
CINEPLEX INC CPXGF US 2,247.5 (14.1) (277.7)
CINEPLEX INC CGX CN 2,247.5 (14.1) (277.7)
CLIPPER REALTY I CLPR US 1,274.6 (4.7) -
COMMSCOPE HOLDIN COMM US 8,821.0 (2,124.5) 93.7
COMMUNITY HEALTH CYH US 14,411.0 (879.0) 1,027.0
COMPOSECURE IN-A CMPO US 213.4 (209.1) 87.5
CONSENSUS CLOUD CCSI US 608.5 (124.4) 3.5
CONTANGO ORE INC CTGO US 93.6 (37.9) (24.9)
COOPER-STANDARD CPS US 1,767.0 (160.9) 218.9
CORE SCIENTIFIC CORZ US 761.5 (1,083.9) 43.0
CPI CARD GROUP I PMTS US 321.4 (44.6) 110.8
CROSSAMERICA PAR CAPL US 1,164.7 (8.2) (39.8)
DELEK LOGISTICS DKL US 1,623.3 (51.3) 26.5
DELL TECHN-C DELL US 82,687.0 (2,797.0) (14,490.0)
DENNY'S CORP DENN US 459.9 (53.2) (60.9)
DIGITALOCEAN HOL DOCN US 1,536.8 (253.8) 323.6
DINE BRANDS GLOB DIN US 1,693.5 (231.7) (74.6)
DOMINO'S PIZZA DPZ US 1,856.0 (3,891.1) 478.3
DOMO INC- CL B DOMO US 197.8 (166.4) (95.8)
DROPBOX INC-A DBX US 2,718.5 (371.3) 47.4
ECO BRIGHT FUTUR EBFI US 0.0 (0.1) (0.1)
ELUTIA INC ELUT US 41.9 (64.3) (9.5)
EMBECTA CORP EMBC US 1,267.5 (763.7) 410.4
EOS ENERGY ENTER EOSE US 248.8 (150.7) 115.1
ETSY INC ETSY US 2,448.1 (635.0) 794.5
EXCO RESOURCES EXCE US 1,032.7 (1,026.5) (421.2)
FAIR ISAAC CORP FICO US 1,708.8 (829.3) 293.9
FENNEC PHARMACEU FRX CN 63.2 (1.4) 54.4
FENNEC PHARMACEU FENC US 63.2 (1.4) 54.4
FERRELLGAS PAR-B FGPRB US 1,458.7 (298.3) 132.4
FERRELLGAS-LP FGPR US 1,458.7 (298.3) 132.4
FOGHORN THERAPEU FHTX US 328.6 (14.3) 238.8
GCM GROSVENOR-A GCMG US 543.9 (93.7) 125.0
GOAL ACQUISITION PUCKU US 4.0 (11.1) (13.4)
GOOSEHEAD INSU-A GSHD US 338.2 (19.7) 6.3
GRINDR INC GRND US 435.0 (41.7) 8.1
GUARDANT HEALTH GH US 1,609.3 (1.6) 1,088.4
HERBALIFE LTD HLF US 2,602.2 (1,037.2) 237.6
HILTON WORLDWIDE HLT US 15,737.0 (3,078.0) (1,537.0)
HP INC HPQ US 38,059.0 (1,392.0) (7,728.0)
HUMACYTE INC HUMA US 138.3 (28.3) 78.4
IMMUNITYBIO INC IBRX US 444.3 (697.4) 180.7
INSEEGO CORP INSG US 149.6 (101.8) (146.0)
INSPIRED ENTERTA INSE US 326.6 (77.4) 47.8
INTUITIVE MACHIN LUNR US 140.1 (10.4) (1.9)
IRONWOOD PHARMAC IRWD US 395.6 (321.7) 132.7
JACK IN THE BOX JACK US 2,745.2 (845.8) (249.2)
LAUNCH ONE ACQUI LPAAU US 0.2 (0.0) (0.3)
LAUNCH ONE ACQUI LPAA US 0.2 (0.0) (0.3)
LIFEMD INC LFMD US 63.8 (2.1) (6.6)
LINDBLAD EXPEDIT LIND US 858.3 (155.5) (99.0)
LOWE'S COS INC LOW US 44,934.0 (13,763.0) 4,091.0
M3-BRIGADE -A MBAV US 0.7 (0.0) (0.0)
M3-BRIGADE ACQUI MBAVU US 0.7 (0.0) (0.0)
MADISON SQUARE G MSGE US 1,552.7 (23.2) (286.7)
MADISON SQUARE G MSGS US 1,346.3 (266.3) (305.0)
MANNKIND CORP MNKD US 443.8 (225.8) 245.9
MARBLEGATE ACQ-A GATE US 7.0 (15.8) (0.4)
MARBLEGATE ACQUI GATEU US 7.0 (15.8) (0.4)
MARRIOTT INTL-A MAR US 25,740.0 (2,091.0) (4,783.0)
MARTIN MIDSTREAM MMLP US 535.1 (57.9) 26.3
MATCH GROUP INC MTCH US 4,368.9 (130.1) 773.6
MBIA INC MBI US 2,304.0 (1,985.0) -
MCDONALDS CORP MCD US 53,801.0 (4,824.0) 295.0
MCKESSON CORP MCK US 71,670.0 (1,381.0) (4,182.0)
MEDIAALPHA INC-A MAX US 198.2 (78.0) 11.5
METTLER-TOLEDO MTD US 3,249.2 (152.8) (102.9)
MSCI INC MSCI US 5,456.8 (734.5) (61.4)
NATHANS FAMOUS NATH US 58.5 (25.5) 30.8
NEW ENG RLTY-LP NEN US 383.7 (67.0) -
NOVAGOLD RES NG US 114.7 (37.8) 103.5
NOVAGOLD RES NG CN 114.7 (37.8) 103.5
NOVAVAX INC NVAX US 1,818.6 (431.7) 45.6
NUTANIX INC - A NTNX US 2,143.9 (728.1) 237.0
O'REILLY AUTOMOT ORLY US 14,393.2 (1,583.4) (2,443.7)
OMEROS CORP OMER US 356.3 (124.6) 143.5
OTIS WORLDWI OTIS US 9,858.0 (4,882.0) (1,657.0)
OUTLOOK THERAPEU OTLK US 47.1 (83.7) 3.1
PAPA JOHN'S INTL PZZA US 838.4 (445.2) (49.5)
PELOTON INTERA-A PTON US 2,185.2 (519.1) 580.8
PHATHOM PHARMACE PHAT US 319.4 (233.8) 257.8
PHILIP MORRIS IN PM US 65,782.0 (7,942.0) (1,388.0)
PITNEY BOWES INC PBI US 4,078.4 (427.9) (72.4)
PLANET FITNESS-A PLNT US 2,974.0 (319.8) 221.7
PRIORITY TECHNOL PRTH US 1,673.4 (64.6) 23.6
PRIORITY TECHNOL PRTHU US 1,673.4 (64.6) 23.6
PROS HOLDINGS IN PRO US 384.9 (83.0) 36.2
PTC THERAPEUTICS PTCT US 1,916.4 (963.7) 748.1
RAPID7 INC RPD US 1,526.6 (52.9) 95.8
RE/MAX HOLDINGS RMAX US 571.4 (69.2) 45.1
REALREAL INC/THE REAL US 407.4 (335.3) (4.4)
REDFIN CORP RDFN US 1,181.5 (12.8) 171.0
REVANCE THERAPEU RVNC US 494.8 (129.7) 256.5
RH RH US 4,376.4 (234.7) 208.7
RIGEL PHARMACEUT RIGL US 128.4 (29.9) 36.1
RINGCENTRAL IN-A RNG US 1,831.8 (328.8) 66.5
RUBRIK INC-A RBRK US 1,218.2 (499.3) 112.3
SABRE CORP SABR US 4,666.4 (1,476.9) 80.5
SBA COMM CORP SBAC US 9,786.2 (5,275.9) (1,999.6)
SCOTTS MIRACLE SMG US 3,489.3 (146.2) 684.0
SEAGATE TECHNOLO STX US 7,739.0 (1,491.0) 233.0
SEMTECH CORP SMTC US 1,368.0 (141.4) 317.1
SHOULDERUP TECHN SUACU US 9.6 (17.4) (4.6)
SIM ACQUISITI-A SIMA US 0.2 (0.0) -
SIM ACQUISITION SIMAU US 0.2 (0.0) -
SIRIUS XM HOLDIN SIRI US 11,185.0 (2,113.0) (1,458.0)
SIX FLAGS ENTERT FUN US 2,347.8 (682.1) (268.5)
SLEEP NUMBER COR SNBR US 883.6 (447.0) (723.2)
SPECTRAL CAPITAL FCCN US 0.1 (0.3) (0.3)
SPIRIT AEROSYS-A SPR US 6,858.6 (1,513.5) 870.9
SQUARESPACE IN-A SQSP US 1,000.9 (242.9) (140.4)
STARBUCKS CORP SBUX US 30,111.8 (7,937.4) (841.6)
STARDUST POWER I SDST US 1.9 (22.3) (11.4)
SYMBOTIC INC SYM US 1,558.4 379.3 323.2
TORRID HOLDINGS CURV US 487.5 (188.9) (28.4)
TOWNSQUARE MED-A TSQ US 579.6 (64.1) 26.4
TPI COMPOSITES I TPIC US 715.4 (274.3) 0.7
TRANSDIGM GROUP TDG US 21,828.0 (2,510.0) 5,210.0
TRAVEL + LEISURE TNL US 6,693.0 (884.0) 675.0
TRINSEO PLC TSE US 2,847.8 (413.8) 431.8
TRISALUS LIFE SC TLSI US 32.4 (24.1) 15.9
TRIUMPH GROUP TGI US 1,492.8 (119.6) 446.6
TUCOWS INC-A TC CN 758.2 (33.1) (15.2)
TUCOWS INC-A TCX US 758.2 (33.1) (15.2)
UNISYS CORP UIS US 1,867.8 (160.6) 315.7
UNITED PARKS & R PRKS US 2,756.9 (364.9) (92.7)
UNITI GROUP INC UNIT US 5,119.2 (2,492.4) -
VECTOR GROUP LTD VGR US 1,094.0 (713.3) 401.4
VERISIGN INC VRSN US 1,505.1 (1,816.4) (430.1)
VERITONE INC VERI US 321.8 (5.7) (39.7)
VOYAGER ACQ CORP VACHU US 0.4 (0.1) (0.5)
VOYAGER ACQUISIT VACH US 0.4 (0.1) (0.5)
WAYFAIR INC- A W US 3,436.0 (2,760.0) (385.0)
WINGSTOP INC WING US 451.8 (437.5) 78.3
WINMARK CORP WINA US 44.7 (42.2) 21.5
WORKIVA INC WK US 1,242.7 (77.7) 426.2
WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3)
WYNN RESORTS LTD WYNN US 13,289.8 (902.0) 771.5
XPONENTIAL FIT-A XPOF US 475.2 (100.8) (6.1)
YUM! BRANDS INC YUM US 6,395.0 (7,630.0) 499.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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*** End of Transmission ***