/raid1/www/Hosts/bankrupt/TCR_Public/241108.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, November 8, 2024, Vol. 28, No. 312
Headlines
2281 CHURCH: Taps Schwartz Conroy & Hack as Litigation Counsel
ABSOLUTE OILFIELD: Seeks to Hire Barron & Newburger as Attorney
ABSOLUTE OILFIELD: Seeks to Hire Martens Law as Special Counsel
AFRIN TRANSPORT: Hires RHM Law LLP as General Bankruptcy Counsel
AFRITEX VENTURES: Taps BlackBriar Advisors as Financial Advisor
AIR TRANSPORT: S&P Places 'BB+' ICR on CreditWatch Negative
ALMOND COW: Gets Interim OK to Use Cash Collateral Until Nov. 19
APEX AG SOLUTIONS: Hires KC Cohen Lawyer PC as Counsel
AVOCADO TREE: Seeks to Hire David Brownstein as Bankruptcy Counsel
BALTIMORE HOTEL: S&P Affirms 'B+' Senior Debt Rating, Outlook Pos.
BATTLE AXE: Gets Interim OK to Use Cash Collateral
BCP V EVERISE: S&P Alters Outlook to Stable, Affirms 'B-' ICR
BELT ENTERTAINMENT: Hires Krigel Nugent + Moore as Counsel
BLACK WOLF: Seeks to Hire Barbara N. Willard, PA CPA, as Accountant
BLUESKY MARKETING: Seeks to Tap Bradford Law Offices as Counsel
BLUESUMMIT MEDICAL: Gets Interim OK to Use Cash Collateral
BOY SCOUTS: J.S. Bound by Expedited Distribution Election
CAPE COD: Taps Jason Mills of BCM Advisory Group as CRO
CARMEN FRATICELLI: Blue View Loses Bid to Dismiss Bankruptcy Case
CELSIUS NETWORK: Court Grants Motion for Alternative Service
CHAMP ACQUISITION: S&P Rates New $500MM Senior Secured Notes 'B'
CHARITY PRIME: To Sell Property to Tanya Griffin for $2.9MM
CHIC COUTURE: Seeks to Hire Brian K. McMahon as Bankruptcy Counsel
COLLEGE OF SAINT ROSE: Seeks to Hire Ordinary Course Professionals
DIOCESE OF ALBANY: Insurers' Motions to Withdraw Reference Denied
DOGS ARE PEOPLE: Court Approves Use of Cash Collateral
DOVGAL ENTERPRISES: Sale of Markham Property OK'd
DRIP MORE: Hires Mirsky Corporate Advisors as Special Counsel
DRIP MORE: Hires Mirsky Corporate Advisors as Special Counsel
DRIP MORE: Hires Stonebridge Advisory Inc. as Appraiser
DRIP MORE: Seeks to Hire Stonebridge Advisory as Appraiser
DS26 LLC: Seeks to Hire Dickson Commercial as Broker
ELETSON HOLDINGS: Court Rules on Several Claim Objections
EMERALD TECHNOLOGIES: S&P Downgrades ICR to 'CCC+', Outlook Neg.
FAMILY OF CARE: Seeks to Hire YVS Law LLC as Bankruptcy Counsel
FERRELLGAS PARTNERS: S&P Alters Outlook to Neg., Affirms 'B' ICR
FLEET SERVICES: Hires Law Offices of Michael Jay Berger as Counsel
FOFCEE SPC: Hires Neeleman Law Group as Legal Counsel
FRANCHISE GROUP: S&P Lowers ICR to 'D' on Chapter 11 Filing
FULCRUM BIOENERGY: Committee Taps Layer 7 as Investment Banker
FULCRUM LOAN: Hires B. Riley Advisory as Financial Advisor
GDS EXPRESS: Court Rules in Favor of BMO in Stacy Lawsuit
GLOBAL TECH INDUSTRIES: Paul Strickland Appointed as Receiver
GMB TRANSPORT: Gets Interim OK to Use Cash Collateral Until Nov. 15
GRAND VALLEY: Appointment of Chapter 11 Trustee Appropriate
GRANITE ASSET: Taps Commercial Property Network as Realtor
HAZ MAT: Taps Christopher Lang of Bennett Thrasher as CRO
HONEY DO: Taps Two Dope Labs Media to Provide Marketing Services
HOSPITAL FOR SPECIAL: Taps Liz George as Conflicts Counsel
HOT CRETE: Cain & Skarnulis Revises Rule 2019 Statement
IMERYS TALC: Tort Claimants Tap Fried Frank as Special Counsel
IVANKOVICH FAMILY: Affiliate Seeks Cash Collateral Access
JOHN T. MCMAHAN: Court Denies Discharge Under Sec. 727(a)(2)(A)
JORDAN HEALTH: Hires Omni Agent Solutions as Administrative Agent
K & M AMUSEMENT: Seeks to Hire Douglas J. Beaton as Counsel
LCS UNLIMITED: Hires Bush Law Firm LLC as Counsel
LEFEVER MATTSON: Committee Taps Pachulski Stang Ziehl as Counsel
LEFEVER MATTSON: Taps Donald S. Davidson as Investigations Counsel
LEROUX CREEK: Seeks to Hire Bradley Group as Realtor
LITTLE RIVER: Court Tosses Trustee's Adversary Case v. United
MILLENNIA CARDIOVASCULAR: Taps Murray Moyer PLLC as Accountant
MISTY MOON: Gets Interim OK to Use Cash Collateral
NOSTRUM LABORATORIES: Taps Raymond James as Investment Banker
ONESOURCE COMMUNITY: Hires Winslow McCurry as Legal Counsel
OSTERIA DEL TEATRO: Seeks to Hire Shraiberg Page P.A. as Counsel
PURE FISHING: S&P Withdraws 'CCC' ICR Following Repayment of Debt
RAGING BULL: Trustee Taps Yip Associates as Financial Advisor
REFRESHING USA: Hires Brian Weiss of Force Ten Partners as CRO
RFC HOMES: Court Approves Interim Use of Cash Collateral
SB CONTRACTORS: Gets OK to Use Cash Collateral Until Nov. 22
SMITH GLOBAL: Hires Law Office of Vernon L. Ellicott as Counsel
SOLDIER OPERATING: Affiliate to Sell Office to Cactus Investment
STIMWAVE TECHNOLOGIES: Sanctions Order Affirmed in Perryman Suit
SVB FINANCIAL: Objection to No Liability Claims Sustained
TGI FRIDAY'S: Nov. 11 Deadline Set for Panel Questionnaires
THOMAS ROOFING: Gets Interim OK to Use Cash Collateral
TLC TRAVEL: Trustee Taps GrayRobinson PA as Legal Counsel
TRANSUNION: S&P Alters Outlook to Stable, Affirms 'BB+' ICR
TRUE VALUE: Hires Houlihan Lokey Capital as Financial Advisor
TRUE VALUE: Hires Omni Agent Solutions as Administrative Agent
TRUE VALUE: Hires Young Conaway Stargatt & Taylor as Co-Counsel
TRUE VALUE: Seeks to Hire Skadden Arps as Bankruptcy Counsel
TRUE VALUE: Taps Glenn Agre Bergman & Fuentes as Conflicts Counsel
TRUE VALUE: Taps Kunal S. Kamlani of M3 Advisory Partners as CTO
U.S. CREDIT: Hires Greenberg Glusker as Special Counsel
UNICORNS AND UNICORNS: Gets Final Approval for Cash Collateral Use
VERTEX ENERGY: Hires Mr. Bullock of Alvarez & Marsal as CRO
WALLAROO'S FURNITURE: Taps High Impact Furniture as Liquidator
WASHINGTON PRIME: Loses Bid to Exclude Testimony of Rockaway Expert
WHITTAKER CLARK: Prelim. Injunction in Brenntag Suit Appropriate
WHITTIER SEAFOOD: Hires Dock Street Brokers as Vessel Broker
WRENA LLC: Committee Hires McDonald Hopkins as Legal Counsel
YELLOW CORP: Court to Rule on Reconsideration Motion by Nov. 15
YOUNG TRANSPORTATION: Seeks to Hire Newman & Newman as Counsel
ZACHRY HOLDINGS: Unit Not Entitled to Levee Insurance Proceeds
*********
2281 CHURCH: Taps Schwartz Conroy & Hack as Litigation Counsel
--------------------------------------------------------------
2281 Church Avenue, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire Schwartz, Conroy
& Hack, PC as special litigation counsel.
The firm will render these services:
a. represent the Debtor in all aspects of the legal
malpractice lawsuit against Louis Klieger, Esq., including but not
limited to, preparation and filing of a summons and complaint,
discovery documents, and conduct a trial, if necessary, for Louis
Klieger's failure to represent the Debtor's interest in the state
court action commenced by State Court action captioned Calvin Cross
and Tralon Ellis v. Woodbine Caterers d/b/a Woodbine Ballroom,
David Oswald, 2281 Church Ave LLC, and Bad Dog Security, LLC,
bearing Index No. 516493/2018 (State Court Lawsuit), which led to
the entry of the Cross Ellis Default Judgment;
b. represent the Debtor in prosecution of the appeal to the
Appellate Division of the Supreme Court of the State of New York,
Second Judicial Department to vacate the Cross Ellis Default
Judgment; and
c. perform such other further legal services for the Debtor
which may be necessary.
The firm will be paid at these rates:
Evan S. Schwartz $550 per hour
Matthew Conroy $550 per hour
Paralegal $215 per hour
The firm has received an aggregate retainer of $5,000.
As disclosed in the court filings, Schwartz, Conroy & Hack, PC is
disinterested person according to Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Evan S. Schwartz
SCHWARTZ, CONROY & HACK, PC
666 Old Country Rd., Suite 900
Garden City, NY 11530
Telephone: (516) 745-1122
Facsimile: (516) 745-0844
About 2281 Church Avenue
2281 Church Avenue, LLC is the fee simple owner of two properties
in Brooklyn, N.Y., with a total value of $5.5 million.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 24-43449) on August 19,
2024, with $5,504,200 in assets and $2,437,642 in liabilities.
Oswald C. David, president, signed the petition.
Judge Jil Mazer-Marino oversees the case.
Kamini Fox, Esq., at Kamini Fox, PLLC represents the Debtor as
legal counsel.
ABSOLUTE OILFIELD: Seeks to Hire Barron & Newburger as Attorney
---------------------------------------------------------------
Absolute Oilfield Services LLC seeks approval from the Western
District of Texas to hire Barron & Newburger, P.C. as attorneys.
The firm will render these services:
(a) advise the Debtor of its rights, powers, and duties in the
continued management of its assets;
(b) review the nature and validity of claims asserted against
the property of the Debtor and advise concerning the enforceability
of such claims;
(c) prepare on behalf of the Debtor all necessary legal
documents and review all financial and other reports to be filed in
the Chapter 11 case;
(d) advise the Debtor concerning and prepare responses to,
legal papers which may be filed in the Chapter 11 case;
(e) counsel the Debtor in connection with the formulation,
negotiation, and promulgation of a plan of reorganization and
related documents;
(f) perform all other legal services for and on behalf of the
Debtor which may be necessary and appropriate in the administration
of the Chapter 11 case and its business; and
(g) work with professionals retained by other parties in
interest in this case to attempt to obtain approval of a consensual
plan of reorganization for the Debtor.
The firm will be paid at these rates:
Stephen Sather, Esq. $600 per hour
David Stern, Esq. $425 per hour
Other Attorneys $325 to $475 per hour
Support Staffs $75 to $120 per hour
Barron & Newburger will also seek reimbursement for expenses
incurred.
The firm received a retainer in the amount of $30,000.
Stephen Sather, Esq., an attorney at Barron & Newburger, 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:
Stephen W. Sather, Esq.
Barron & Newburger PC
7320 N. MoPac Expy., Ste. 400
Austin, TX 78731
Tel: (512) 476-9103
Fax: (512) 279-0310
Email: ssather@bn-lawyers.com
About Absolute Oilfield Services LLC
Absolute Oilfield Services LLC was founded in 2011 as a small
company that provided general roustabout services to the oil and
gas industry; supporting the South Texas Eagle Ford Shale Region.
Absolute Oilfield Services LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-11263) on
October 10, 2024. In the petition filed by James Michael Jackson,
as CEO, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge Shad Robinson oversees the case.
The Debtor is represented by Stehepn W. Sather, Esq. at BARRON &
NEWBURGER, P.C.
ABSOLUTE OILFIELD: Seeks to Hire Martens Law as Special Counsel
---------------------------------------------------------------
Absolute Oilfield Services LLC seeks approval from the Western
District of Texas to hire Martens Law as special counsel.
The firm will represent the Debtor in a suit to determine its sales
tax liability and to seek resolution of sales taxes imposed on
certain debtor costs.
The firm will be paid at these rates:
James "Jimmy" Martens, Attorney $525 per hour
Gordon Martens, Attorney $375 per hour
Valentyna Kravchuk, Attorney $275 per hour
Gilbert Zamora, Audit Defense Professional $350 per hour
Shelley McCarthy, Paralegal $125 per hour
Martens Law received a retainer in the amount of $50,000.
Jimmy Martens, Esq., partner with Martens Law, disclosed that his
firm is a "disinterested person" as defined in 11 U.S.C. 101(14).
The firm can be reached through:
James "Jimmy" Martens, Esq.
Martens Law
816 Congress Ave., Suite 1500
Austin, TX 78701
Phone: (512) 542-9898 x107
About Absolute Oilfield Services LLC
Absolute Oilfield Services LLC was founded in 2011 as a small
company that provided general roustabout services to the oil and
gas industry; supporting the South Texas Eagle Ford Shale Region.
Absolute Oilfield Services LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-11263) on
October 10, 2024. In the petition filed by James Michael Jackson,
as CEO, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge Shad Robinson oversees the case.
The Debtor is represented by Stehepn W. Sather, Esq. at BARRON &
NEWBURGER, P.C.
AFRIN TRANSPORT: Hires RHM Law LLP as General Bankruptcy Counsel
----------------------------------------------------------------
Afrin Transport, Inc. seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ RHM Law LLP as
general bankruptcy counsel.
The firm will provide these services:
a. advise and assist Debtor regarding compliance with the
requirements of the Office of the United States Trustee;
b. advise Debtor regarding matters of bankruptcy law,
including the rights and remedies of the Debtor in regard to its
assets and with respect to the claims of creditors;
c. advise Debtor regarding cash collateral matters;
d. conduct examinations of witnesses, claimants or adverse
parties and to prepare and assist in the preparation of reports,
accounts and pleadings;
e. advise Debtor concerning the requirements of the Bankruptcy
Code and applicable rules;
f. assist with the negotiation, formulation, confirmation and
implementation of a Chapter 11 plan of reorganization;
g. make any appearances in the Bankruptcy Court on behalf of
the Debtor; and
h. take such other action and to perform such other services
as the Debtor may require.
The firm will charge the Debtor for its legal services on flat fee
basis in accordance with its ordinary and customary rates.
RHM Law LLP will be paid a retainer in the amount of $50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Roksana D. Moradi-Brovia, Esq. a partner at RHM law 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:
Roksana D. Moradi-Brovia, Esq.
RHM Law LLP
17609 Ventura Boulevard, Suite 314
Encino, CA 91316
Tel: (818) 285-0100
Fax: (818) 855-7013
Email: nina@rhmfirm.com
About Afrin Transport, Inc.
Afrin Transport, Inc. is a trucking company in Anaheim, Calif.,
that offers same-day shipping services. It ships freight for a wide
variety of businesses throughout Southern California, including
warehouse delivery, to and from rail/intermodal delivery and
department store delivery.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12497) on October
1, 2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. John-Patrick Fritz serves as Subchapter V
trustee.
Matthew D. Resnik, Esq., at RHM Law, LLP represents the Debtor as
bankruptcy counsel.
AFRITEX VENTURES: Taps BlackBriar Advisors as Financial Advisor
---------------------------------------------------------------
Afritex Ventures, Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire BlackBriar
Advisors LLC as financial advisor
The firm's services include:
a. analysis of the Debtor's financial position;
b. preparation of cash flow forecasts and budgets;
c. preparation and direction of plan to improve liquidity;
d. review and management of disbursement based on available
liquidity to maintain operations;
e. assistance with preparation of the bankruptcy schedules,
including the Statement of Financial Affairs and supporting
schedules;
f. review and preparation of cash flow forecasts and budgets
to be filed with the Court;
g. preparation and/or review of required schedules and monthly
operating reports to support Chapter 11 administration;
h. administration of post-petition banking facilities, as
required;
i. negotiation with creditors to support the Client's
restructuring/reorganization plan; and
j. provision of such other duties as are mutually agreed upon.
The firm will be paid at these rates:
Partners and Managing Directors $650/hour
Senior Directors $525/hour
Directors $450/hour
Senior Financial Analysts $375/hour
Financial Analysts $300/hour
The firm will receive an initial retainer in the amount of
$50,000.
Harold Kessler, a principal at BlackBriar, attests that BlackBriar
is a "disinterested person" as that term is defined in Sec.
101(14), as modified by Sec. 1107(b) of the Bankruptcy Code.
The firm can be reached at:
Harold Kessler
BlackBriar Advisors LLC
3131 McKinney Ave., Suite 600
Dallas, TX 75204
Phone: (214) 599-8600
Cell: (214) 755-6292
Email: hkessler@blackbriaradvisors.com
About Afritex Ventures, Inc.
Afritex Ventures is a diversified investment holding company
specializing in the seafood industry. Headquartered in Dallas, the
Company develops and markets premium seafood products under
multiple brands.
Afritex Ventures, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
24-43390) on September 22, 2024, listing $1 million to $10 million
in assets and $1 million to $50 million in liabilities. The
petition was signed by David J. Diamond as director.
Judge Edward L Morris presides over the case.
Vickie L. Driver, Esq. at CROWE & DUNLEVY, P.C. represents the
Debtor as counsel.
AIR TRANSPORT: S&P Places 'BB+' ICR on CreditWatch Negative
-----------------------------------------------------------
S&P Global Ratings placed all its ratings on Air Transport Services
Group Inc. (ATSG), including the 'BB+' issuer rating, on
CreditWatch with negative implications.
S&P expects to resolve its CreditWatch in the first half of 2025,
when the transaction is expected to close.
The CreditWatch placement follows ATSG's announcement that it has
reached an agreement to be acquired by Stonepeak.
S&P said, "We typically view Stonepeak as a financial sponsor and
anticipate the acquisition to result in a more aggressive financial
policy, with a potentially higher level of debt. The proposed
transaction indicates an enterprise valuation of $3.1 billion. The
CreditWatch placement indicates that we could lower our ratings on
ATSG by one or more notches, depending on how we assess the
transaction's impact on the company's capital structure, financial
risk profile, and financial policy assessment."
The transaction is expected to close in the first half of 2025,
subject to customary closing conditions, including approval by
ATSG's shareholders and receipt of regulatory approvals. The merger
agreement includes a 'go-shop' period in which ATSG could solicit
proposals from third parties. It has fully committed equity
financing from funds affiliated with Stonepeak and fully committed
debt financing.
S&P said, "The negative CreditWatch reflects the likelihood that we
could lower our credit rating on ATSG by one or more notches due to
its proposed acquisition by Stonepeak, who we view as financial
sponsors. We expect to resolve our CreditWatch when the transaction
closes."
ALMOND COW: Gets Interim OK to Use Cash Collateral Until Nov. 19
----------------------------------------------------------------
Almond Cow, Inc. received interim approval from the U.S. Bankruptcy
Court for the Northern District of Georgia, Atlanta Division, to
use the cash collateral of its secured creditors.
The interim order, signed by Judge Lisa Ritchey Craig, approved the
use of cash collateral to pay operating expenses for the period
from Oct. 25 to Nov. 19 as set forth in the company's projected
budget.
J.P. Morgan Chase Bank N.A. and the U.S. Small Business
Administration have interest in the cash collateral on account of
their pre-bankruptcy loans.
As protection, J.P. Morgan, SBA and other potential secured
creditors will be given a replacement lien in post-petition
accounts receivable of the company and the proceeds thereof.
The final hearing is scheduled for Nov. 19. Objections are due by
Nov. 13.
About Almond Cow
Almond Cow Inc. -- https://almondcow.co -- is a plant-based milk
maker.
Almond Cow sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-61376) on October
25, 2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Brett Goodson, president of Almond Cow,
signed the petition.
Judge Lisa Ritchey Craig oversees the case.
The Debtor is represented by Ashley Reynolds Ray, Esq., at
Scroggins, Williamson & Ray, P.C.
APEX AG SOLUTIONS: Hires KC Cohen Lawyer PC as Counsel
------------------------------------------------------
Apex AG Solutions, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Indiana to employ KC Cohen,
Lawyer, PC as counsel.
The firm will provide these services:
a) give the Debtor legal advice with respect to its duties,
powers and responsibilities in this case;
b) investigate and pursue any actions on behalf of the estate in
order to recover assets for or best enable this estate to
reorganize fairly;
c) represent the Debtor in these proceedings in an effort to
maximize the value of the assets available herein, and to pursue
confirmation of a successful Plan of Reorganization; and
d) perform such other legal services as may be required and in
the interest of the estate herein.
The firm will be paid at these rates:
Christopher J. McElwee $275 per hour
Nicholas J Wildeman $200 per hour
Bobby H Macias (paralegal) $100 per hour
Pre-petition, the firm received from the Debtor the amount of
$9,238.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Christopher J. McElwee, Esq., a partner at KC Cohen, Lawyer, PC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Christopher J. McElwee, Esq.
KC Cohen, Lawyer, PC
1915 Broad Ripple Ave.
Indianapolis, IN 46220
Tel: (317) 715-1845
Email: kc@smallbusiness11.com
About Apex AG Solutions, LLC
Apex Ag Solutions LLC is a diversified full-service industrial
contractor specializing in grain, aggregate and industrial
maintenance.
Apex Ag Solutions LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-05408)
on October 6, 2024. In the petition filed by Torey Hunt, as
president, the Debtor reports total assets of $1,467,920 and total
liabilities of $2,094,515.
The Honorable Bankruptcy Judge James M. Carr handles the case.
The Debtor is represented by:
KC Cohen, Esq.
KC COHEN, LAWYER, PC
1915 Broad Ripple Ave.
Indianapolis, IN 46220
Tel: (317) 715-1845
E-mail: kc@esoft-legal.com
AVOCADO TREE: Seeks to Hire David Brownstein as Bankruptcy Counsel
------------------------------------------------------------------
Avocado Tree, LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Law Office of David
Brownstein as its general bankruptcy counsel.
The firm will render these services:
a. advise and assist the Debtor with regard to the
requirements of the Bankruptcy Court, Bankruptcy Code, Bankruptcy
Rules, and the Office of the United States Trustee as they pertain
to the Debtor;
b. advise and assist the Debtor with regard to certain rights
and remedies of its bankruptcy estate and the rights, claims and
interests of creditors;
c. represent the Debtor in any proceeding or hearing in the
Bankruptcy Court involving its estate unless the Debtor is
represented in such proceeding or hearing by other special
counsel;
d. conduct examinations of witnesses, claimants or adverse
parties and representing the Debtor in any adversary proceeding
except to the extent that any such adversary proceeding is in an
area outside of Brownstein's expertise or which is beyond
Brownstein's staffing capabilities;
e. prepare and assist the Debtor in the preparation of
reports, applications, pleadings and orders;
f. represent the Debtor with regard to obtaining use of cash
collateral including, but not limited to, negotiating and seeking
Bankruptcy Court approval of any cash collateral pleading or
stipulation and preparing any pleadings relating to obtaining use
of cash collateral;
g. assist the Debtor in the negotiation, formulation,
preparation and confirmation of a plan of reorganization and the
preparation and approval of a disclosure statement in respect of
the plan; and
h. perform any other services which may be appropriate in
Brownstein's representation of the Debtor during this Bankruptcy
Case.
The firm will receive a retainer in the amount of $28,000.
David Brownstein, a solo practitioner, will charge $525 per hour
for his services.
Mr. Brownstein assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Brownstein can be reached at:
David I. Brownstein, Esq.
LAW OFFICE OF DAVID I. BROWNSTEIN
Irvine, CA 92623
Tel: (949) 486-4404
Fax: (949) 861-6045
Email: david@brownsteinfirm.com
About Avocado Tree, LLC
Avocado Tree is primarily engaged in renting and leasing real
estate properties.
Avocado Tree, LLC filed its volutary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
24-11606) on September 4, 2024, listing $1 million to $10 million
in both assets and liabilities. The petition was signed by Abraham
Kordian as managing member.
Judge: Hon. Martin R Barash presides over the case.
David Brownstein, Esq. at the LAW OFFICE OF DAVID BROWNSTEIN
represents the Debtor as counsel.
BALTIMORE HOTEL: S&P Affirms 'B+' Senior Debt Rating, Outlook Pos.
------------------------------------------------------------------
S&P Global Ratings affirmed the 'B+' issue-level rating on
Baltimore Hotel Corp.'s debt.
The positive outlook reflects S&P's expectation that the hotel will
continue to increase revenue per available room (RevPAR) and
maintain recent operating margins and continue to expand reserve
account balances and the project's debt service coverage ratio
(DSCR) will continue to improve, with a median DSCR in the 'BB'
category (above 1.35x).
Baltimore Hotel Corp. (BHC) owns the Hilton Baltimore, which is
close to the Baltimore Convention Center (BCC) and has been
operated by Hilton Worldwide since August 2008. It is a 757-room
convention center hotel in downtown Baltimore's Inner Harbor area,
overlooking the Camden Yards baseball park and connected to BCC by
a pedestrian bridge. The hotel has meeting rooms; a
37,000-square-foot ballroom; and a 567-space, four-story parking
garage with two subterranean levels. The hotel's net revenue and
pledged city tax revenue secure the bonds. City revenue includes a
$7 million annual guarantee funded through the citywide hotel
occupancy tax revenue; a pledge of site-specific hotel occupancy
tax revenue, which will vary based on the project's occupancy; and
the tax increment payment, which is equal to the hotel's property
tax payment.
S&P said, "As part of a recent review of our credit analysis on the
project, we determined that S&P Global Ratings had misapplied
criteria in assigning a 'moderate' resiliency score. To correct
this error, we are no longer applying a 'moderate' resiliency score
and instead score resiliency as 'modest'. This leads to only a one
notch uplift for resiliency when we previously had two notches of
uplift for a moderate score.
"However, we had previously applied a '-1' holistic notch because
we had concerns about current levels of liquidity in the project
following the use of much of that liquidity to support project
operations and debt service during the COVID-19 period. Under our
updated analysis, we no longer consider the '-1' holistic
adjustment applicable. Taken together--the error correction and the
removal of the negative holistic adjustment--our 'B+' rating is
unchanged.
"Our downside scenario includes a stress on occupancy and daily
rate based on a cycle like that seen in the worst performing of the
top 25 markets during the global financial crisis of 2007-2009,
together with an increase in operating costs. Under this scenario,
project DSCRs are mostly below 1x through the debt term (we
consider from 2025 to end of the debt repayment to be the downside
stress period). The project has substantial liquidity that the
project could use to cover shortfalls in debt service for at least
six years. However, under our criteria, if the DSCRs during the
stress period are mostly below 1x, then resiliency for the project
does not reach the threshold for a moderate outcome regardless of
liquidity levels. The liquidity allows the project to survive at
least three years, and this means the project resiliency does meet
the requirements for a modest outcome."
With a minimum DSCR in the last period of 1.12x, the project has a
preliminary operations stand-alone credit profile (SACP) of 'b',
and the modest resiliency outcome leads to one notch of uplift to
'b+'.
The project has refilled its operating reserve to $5 million during
2024, has a full 12-month debt service reserve and is making
contributions to its FF&E reserve. S&P said, "As such, we see
liquidity in a stronger position than previously and no longer
apply a negative holistic notch to reflect relatively weaker
liquidity than other hotels. Instead, our holistic assessment is
neutral and there are no more adjustments, for an outcome of
'b+'."
S&P said, "The hotel has met our budget expectations in 2024 as
well and continues to increase gross revenue year over year.
Expenses remain well controlled as we expect to continue to see the
DSCR improve over time as a result.
"The positive outlook reflects our view that the hotel's expected
RevPAR and operating margin recovery will continue through 2024 and
the project will continue to replenish its reserves, with coverage
of at least 1.27x in 2024 and slowly improving in subsequent years.
We expect to review the project again in early 2025 to review if
the project has met these performance targets and if we continue to
forecast a median DSCR of above 1.35x.
"We could lower the rating if group business fell significantly or
cost pressures affected the hotel's operating margin significantly
and brought the DSCR closer to 1x for a consistent period. We may
also lower the rating if expected upcoming capital works and the
next soft renovation of the hotel interrupts occupancy
significantly or the hotel has insufficient funding for this
planned capital work.
"We could raise the rating if the hotel's RevPAR exceeded our base
case expectations, in particular if hotel occupancy levels met
management budget levels for 2024, leading to median DSCR above
1.35x, and liquidity continued to improve, particularly a fully
funded operating reserve and target contributions met for FF&E
reserves."
BATTLE AXE: Gets Interim OK to Use Cash Collateral
---------------------------------------------------
Battle Axe Construction, LLC received interim approval from the
U.S. Bankruptcy Court for the Southern District of Ohio, Western
Division, to use the cash collateral of CenterBank to pay its
operating expenses.
CenterBank's cash collateral consists of $129,372.49 in cash in the
bank and account receivables of the company.
As protection, CenterBank will receive a monthly payment of $2,500,
starting on Dec. 1. In addition, the lender will be granted a
replacement lien and a post-petition administrative expense claim
against the company's estate, with priority over other
administrative expenses.
The final hearing is scheduled for Dec. 4. Objections are due by
Nov. 26.
About Battle Axe Construction
Battle Axe Construction, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-12499) on
October 28, 2024, with $1,686,405 in assets and $2,357,478 in
liabilities. Joseph D. Jackson, a member of Battle Axe, signed the
petition.
Judge Beth A. Buchanan oversees the case.
Eric W. Goering, Esq., at Goering & Goering, LLC, represents the
Debtor as legal counsel.
BCP V EVERISE: S&P Alters Outlook to Stable, Affirms 'B-' ICR
-------------------------------------------------------------
S&P Global Ratings revised the outlook to stable from positive and
affirmed its 'B-' issuer credit rating on Delaware-based customer
experience service provider BCP V Everise Acquisition LLC. S&P's
issue-level ratings are unchanged.
The stable outlook reflects S&P's expectation for adjusted EBITDA
margins in the high-teens percent area, resulting in modest free
operating cash flow (FOCF) generation next year.
The outlook revision reflects weakening credit metrics amid a
challenging operating environment. S&P said, "We previously
expected revenue growth in the low-20% area following client wins,
expanding wallet share, and geographic expansion. However, the
company's top clients have had a drop in star ratings, which has
resulted in lower enrollment in their Medicare advantage plans.
This has led to weaker operating performance for Everise as these
clients have cut costs and reduced their business volumes with the
company. Everise has significant customer and end-market
concentration with health care and insurance providers, leaving the
company vulnerable to these changes. We now expect modest revenue
decline in 2024 and margins to contract by more than 200 basis
points (bps). While the company has shifted some costs offshore,
client wins concentrated in the U.S. have pressured profitability
given the higher costs relative to the company's offshore regions.
We believe these industry pressures are temporary and the company
should return to growth next year."
S&P said, "We expect weaker cash flows and an uptick in leverage
from earnings contraction. With lower volumes and higher costs, we
forecast weaker earnings will drive leverage above 5x in the next
year. The company refinanced its capital structure in 2023 which
increased its debt and interest expense. Given the constrained
operating environment, we forecast leverage remaining elevated than
previously expected. We do not expect any meaningful deleveraging
as we do not forecast the company to generate free operating
cashflows this year. Financial sponsor ownership further constrains
our view of financial policy.
"Everise's small size and scale in a competitive industry constrain
our ratings. Everise participates in the fragmented customer
engagement business process outsourcing (BPO) industry, which is
characterized by relatively low barriers to entry and intense price
competition. The industry is dominated by larger more diversified
peers such as Teleperformance and Concentrix who have the technical
expertise, language capabilities, and geographic scale to maintain
an industry advantage. Everise lags these peers and has significant
concentration in health care. Still, we believe the company's focus
in the more complex health care segment allows it to retain
comparable margins and the health care vertical is prone to less
cyclicality. However, we continue to monitor AI investments by the
larger players, which is a looming threat that can lead to
potential client losses.
"The stable outlook reflects our expectation for stable EBITDA
margins of 17% resulting in modest FOCF generation next year.
"Social factors are a negative consideration in our credit rating
analysis of Everise, reflecting the potential for personal data and
security breaches. We see these as risks for customer relationship
management (CRM) service providers in general. Such risks could
arise through increased regulatory oversight and fines or
reputational damage, affecting a firm's competitive advantage. That
said, we do not assess Everise as demonstrating company-specific
weaknesses in the processing of large volumes of client data
relative to other CRM providers.
"Governance is a moderately negative consideration, as it is for
most rated entities owned by private-equity sponsors. We believe
the company's highly leveraged financial risk profile points to
corporate decision-making that prioritizes the interests of the
controlling owners. This also reflects private-equity sponsors'
generally finite holding periods and focus on maximizing
shareholder returns."
BELT ENTERTAINMENT: Hires Krigel Nugent + Moore as Counsel
----------------------------------------------------------
Belt Entertainment, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Missouri to employ Krigel Nugent
+ Moore, P.C. as counsel.
The firm will provide these services:
(a) advise the Debtor with respect to its powers and duties as
Debtor and Debtor-in-Possession in the continued management and
operation of its business;
(b) attend meetings and negotiate with representatives of
creditors and other parties in interest;
(c) take all necessary action to protect and preserve the
estate;
(d) prepare on behalf of Debtor all motions, applications,
answers, orders, reports and papers necessary to the administration
of the estate;
(e) negotiate and prosecute on the Debtor's behalf all contracts
for the sale of assets, plan of reorganization, disclosure
statement, and all related agreements and documents, and take any
action that is necessary for the Debtor to obtain confirmation of
its Plan of Reorganization;
(f) appear before this Court and the United States Trustee; and
protect the interests of the Debtor's estate before the Court and
the U.S. Trustee; and
(g) perform all other necessary legal services and provide all
other necessary legal advice to the Debtor in connection with this
Chapter 11 proceeding.
The firm will be paid at these rates:
Sanford P. Krigel $400 per hour
Ivan L. Nugent $300 per hour
SJ Moore $300 per hour
Erlene W. Krigel $300 per hour
Karen Rosenberg $300 per hour
Dana Wilders $300 per hour
Lara Pabst $300 per hour
Sean Cooper $300 per hour
Jared Marsh $300 per hour
Legal Assistants $100 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Erlene Krigel, Esq., an attorney at Krigel Nugent + Moore,
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:
Erlene W. Krigel, Esq.
Krigel Nugent + Moore, PC
4520 Main Street, Suite 700
Kansas City, MO 64111
Telephone: (816) 756-5800
Facsimile: (816) 756-1999
About Belt Entertainment, LLC
Belt Entertainment, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 24-50306) on October
24, 2024, with up to $10 million in both assets and liabilities.
Michael White, managing member, signed the petition.
Judge Cynthia A. Norton oversees the case.
Erlene W. Krigel, Esq., at Krigel, Nugent + Moore, P.C., represents
the Debtor as legal counsel.
BLACK WOLF: Seeks to Hire Barbara N. Willard, PA CPA, as Accountant
-------------------------------------------------------------------
Black Wolf Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Barbara N.
Willard, PA CPA, as accountant.
The Debtor seeks to employ Ms. Willard for the purpose of preparing
its 2022/2023 tax returns, and tax consulting services.
Ms. Willard assured the court that she is a "disinterested person"
as defined within Sec. 101(14) of the Bankruptcy Code.
Ms. Willard can be reached through:
Barbara N. Willard, CPA
Barbara N. Willard, PA CPA
381 W Hickpochee Ave
LaBelle, FL 33935
Phone: (863) 675-0779
About Black Wolf Holdings
Black Wolf Holdings, LLC sells modular, and manufactured homes and
home sites to customers in South Florida and owns various lots and
home sites across Southwest part of the state as well as in
Mississippi.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01313) on August 30,
2024, with $1 million to $10 million in both assets and
liabilities. Amy Denton Mayer of Stichter Riedel Blain & Postler,
P.A. serves as Subchapter V trustee.
Judge Caryl E. Delano presides over the case.
Justin M. Luna, Esq., at Latham Luna Eden & Beaudine, LLP
represents the Debtor as legal counsel.
BLUESKY MARKETING: Seeks to Tap Bradford Law Offices as Counsel
---------------------------------------------------------------
Bluesky Marketing Group, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to hire
Bradford Law Offices to handle its Chapter 11 case.
The firm's hourly rates are:
Attorney $575
Paralegal $200
The firm shall received a retainer in the amount of $16,738. It
will also seek reimbursement for expenses incurred.
Danny Bradford, Esq., an attorney at Bradford Law Offices,
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:
Danny Bradford, Esq.
Bradford Law Offices
455 Swiftside Drive, #106
Cary, NC 27518
Telephone: (919) 758-8879
Facsimile: (919) 803-0683
Email: dbradford@bradford-law.com
About Bluesky Marketing Group
Bluesky Marketing Group, Inc. sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No.
24-03681) on October 22, 2024, listing $50,001 to $100,000 in
assets and $100,001 to $500,000 in liabilities.
Danny Bradford, Esq. at Paul D. Bradford, PLLC represents the
Debtor as counsel.
BLUESUMMIT MEDICAL: Gets Interim OK to Use Cash Collateral
----------------------------------------------------------
BlueSummit Medical Group, LLC and affiliates received interim
approval from the U.S. Bankruptcy Court for the Western District of
Virginia, Lynchburg Division, to use the cash collateral of their
secured creditors.
The companies require the use of cash collateral to operate the
businesses, pay employees, and fund other operating expenses
consistent with their budget.
Byline Bank, Oak Ridge, CT Corporation System, McKesson
Corporation, Kalamata Capital Group LLC/Black Olive Capital, LLC,
MNY Capital LLC, and Dynasty Capital 26, LLC assert an interest in
the companies' cash collateral.
As adequate protection, secured creditors will be granted
post-petition replacement liens to the same extent and with the
same validity and priority as their pre-bankruptcy liens. In
addition, Byline and Oak Ridge will receive monthly payments of
$8,500 and $6,500 respectively.
The next hearing is scheduled for Nov. 22.
About BlueSummit Medical Group
BlueSummit Medical Group, LLC is a regional home-based healthcare
company in Saint Joseph, Mo.
BlueSummit and its affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Va. Lead Case No. 24-61191)
on October 25, 2024. At the time of the filing, BlueSummit reported
$1 million to $10 million in both assets and liabilities.
Judge Rebecca Connelly oversees the cases.
Brittany B. Falabella, Esq., at Hirschler Fleischer, P.C.,
represents the Debtor as legal counsel.
BOY SCOUTS: J.S. Bound by Expedited Distribution Election
---------------------------------------------------------
Judge Laurie Selber Silverstein of the United States Bankruptcy
Court for the District of Delaware ruled on multiple motions filed
by J.S. in the bankruptcy case of The Boy Scouts of America by
which he seeks an order allowing him to change his Expedited
Distribution election and proceed under the standard Trust
Distribution Procedures or Independent Review Option.
In support of the Motions, J.S. submitted his own declaration and
that of Gary Jackson, his in-home caretaker. These declarations
offer contradictory reasons why J.S. should not be bound by the
Expedited Distribution election made on his ballot. In his initial
filings, J.S. stated that he suffers from dementia, was confused
when completing his ballot and did not understand what he was
signing. After the Court issued the scheduling order, J.S. filed
the affidavit of Mr. Jackson. Mr. Jackson asserted that he -- not
J.S. -- elected the Expedited Distribution on J.S.'s ballot. Mr.
Jackson further stated that he was confused by the ballot “and
thought [he] was doing the right thing.”
Trustee counters that although J.S. was not the subject of the
Court's prior Opinion dated February 5, 2024, the Court is bound by
the reasoning, which would mandate denial of the Motions.
Judge Silverstein says "J.S.'s first argument -- that he was
confused when he completed his ballot -- is squarely addressed by
my prior Opinion. Assuming J.S. completed his own ballot and was
confused, I see no facts that warrant distinguishing him from the
other abuse survivors who are bound by their mistaken election.
Therefore, to the extent he completed his own ballot, J.S. is bound
by his mistaken election for the reasons stated in my Opinion."
She adds, "J.S.'s second argument -- that Mr. Jackson erroneously
made the Expedited Distribution election on the ballot -- is not
squarely addressed in my Opinion. J.S.'s counsel argued at the
hearing that this situation is analogous to a forged ballot and
should put J.S. outside the scope of the February 5, 2024 Opinion.
I have previously permitted claimants who proved by a preponderance
of the evidence that their names were forged to have their claims
processed under the standard Trust Distribution Procedures or the
Independent Review Option notwithstanding the election made on the
forged ballot."
The Court notes J.S. bears the burden of proof to establish that
Mr. Jackson lacked authority to sign the ballot and elect the
Expedited Distribution Option on J.S.'s behalf. At argument, J.S.'s
counsel argued neither J.S. nor Mr. Jackson stated in their
declarations that Mr. Jackson “had guardianship or power of
attorney" over J.S. Counsel similarly argued that the supporting
documents attached to J.S.'s filings lacked any suggestion that Mr.
Jackson possessed authority to act for J.S. Absence of evidence,
however, is not sufficient to meetJ.S.'s burden of proof, the Court
states. According to Judge Silverstein, "Neither J.S. nor Mr.
Jackson affirmatively stated that Mr. Jackson was not authorized to
execute the ballot on J.S.'s behalf. Moreover, Mr. Jackson's
Declaration suggests that he had considerable authority to act on
J.S.'s behalf. Mr. Jackson states that in the course of his duties
as J.S.'s in-home caretaker he has 'to pay [J.S.'s] bills and
answer and write correspondence for him' and 'read his emails and
answer them for him.'"
The Court finds considering the evidence presented, J.S. has not
met his burden of proof to show Mr. Jackson was not authorized to
sign and return the ballot. Therefore, consistent with the February
5, 2024 Opinion, J.S. is bound by the Expedited Distribution
election made on his behalf regardless of any confusion on the part
of Mr. Jackson, the Court concludes.
A copy of the Court's decision dated October 22, 2024, is available
at https://urlcurt.com/u?l=RSDj5A
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
The Debtors obtained confirmation of their Third Modified Fifth
Amended Chapter 11 Plan of Reorganization (with Technical
Modifications) on September 8, 2022. The Order was affirmed on
March 28, 2023. The Plan was declared effective on April 19, 2023.
The Hon. Barbara J. House (Ret.) has been appointed as trustee of
the BSA Settlement Trust.
CAPE COD: Taps Jason Mills of BCM Advisory Group as CRO
-------------------------------------------------------
Cape Cod Lodge, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Massachusetts to employ Jason Mills, CFE and
BCM Advisory Group as chief restructuring officer.
The firm will render these services:
a. prepare an assessment of the business and operations;
b. manage and control the Debtor's operations and all
associated assets;
c. manage, hire and terminate employees, as deemed necessary;
d. take possession and manage all financial, business and
computer records and programs of the Debtor;
e. prepare an operating budget;
f. meet and work with vendors, suppliers, and any other party
deemed necessary to support the operation of the business;
g. maintain and ensure that appropriate state and federal
licenses are in place to operate;
h. review, maintain and ensure that the appropriate insurance
coverages and limits are in place to protect the business and
assets of the Debtor;
i. manage the monthly financial reporting; and
j. prepare necessary financial information for bankruptcy
filing.
BCM Advisory Group will charge these rates:
Jason Mills $300 per hour
Other Staff $150 to $200 per hour
The firm received a retainer in the amount of $5,000 from Howdy
Hospital LLC
Jason Mills, CFE, a member at BCM Advisory Group, 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:
Jason J. Mills
BCM Advisory Group LLC
22 Monument Sq., Ste. 401
Portland, ME 04101
Telephone: (207) 807-9516
About Cape Cod Lodge, LLC
Cape Cod Lodge, LLC in Orleans MA, sought relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Mass. Case No. 24-11706) on Aug.
22, 2024, listing as much as $1 million to $10 million in both
assets and liabilities. Taylor Perkins as manager, signed the
petition.
JOSEPH BUTLER serve as the Debtor's legal counsel.
CARMEN FRATICELLI: Blue View Loses Bid to Dismiss Bankruptcy Case
-----------------------------------------------------------------
Judge Maria de los Angeles Gonzalez of the United States Bankruptcy
Court for the District of Puerto Rico denied Blue View Capital
LLC's motion to dismiss the subchapter V bankruptcy case of Carmen
Maria Mercado Fraticelli and request for a four-year bar to
refile.
This case came before the court on October 15, 2024 for a hearing
to consider the confirmation of the subchapter V plan filed by
Carmen Maria Mercado Fraticelli and the motion to dismiss with a
four-year bar to refile filed by secured creditor Blue View Capital
LLC. At the hearing to consider the foregoing matters, the court
denied the confirmation of Debtor's subchapter V plan and took Blue
View's motion to dismiss with the bar to refile under advisement.
On May 31, 2024, Debtor filed a voluntary chapter 11 petition as a
subchapter V case.
Debtor listed a lot of two floor concrete residential property
located at Urb. Santa Teresita AX-8, Ponce, Puerto Rico as her only
real estate property in schedule A/B with a value of $125,000.
Debtor listed Blue View in schedule D as having a secured claim
over the Property in the amount of $123,154.15.
On August 5, 2024, Blue View filed proof of claim number 1 in the
amount of $283,593.07 for a loan secured by the Property. Debtor
has not objected to this claim.
On August 30, 2024, Debtor filed her subchapter V plan. The plan
proposed payment to Blue View's secured portion of the claim in the
amount of $125,000 in 120 installments of $1,515.63 with 8%
interest. The court set the hearing on confirmation for October 17,
2024.
On September 17, 2024, Blue View filed a motion to dismiss the case
with a four-year bar to re-file. On September 26, 2024, Debtor
opposed Blue View's dismissal request. The court scheduled the
hearing on the motion to dismiss also for October 17, 2024.
On October 3, 2024, Blue View filed an objection to the
confirmation of Debtor's plan. Debtor did not file a response to
Blue View's objection to confirmation before the October 17 hearing
on confirmation.
Upon Debtor's request and Blue View's consent, the court
rescheduled the hearing on the confirmation of the plan and the
motion to dismiss for October 15, 2024.
On October 22, 2024, Debtor filed an amended subchapter V plan, a
memorandum of law against dismissal, and a motion requesting a
valuation hearing to establish the value of the
Property. On even date, Blue View moved the court to strike all
three documents.
Debtor's amended plan proposes payment on Blue View's secured
portion of the claim in the amount of $125,000 in 180 installments
of $1,194.57 with 8% interest for a total payout of $215,055.66.
The amended plan also proposed payment on Blue View's unsecured
portion of the claim in the amount of $482.50 for 60 months for a
total payout of $28,950.00.
On October 28, 2024, Debtor opposed Blue View's motion to strike.
On October 30, 2024, the court granted Blue View's motion to strike
as to Debtor's memorandum of law against dismissal because the
motion to dismiss had already been submitted and taken under
advisement at the Hearing and denied as to the amended plan and the
request for valuation hearing.
At the Hearing, Blue View requested the dismissal of this case with
a four-year bar to refile arguing that the totality of
circumstances test for bad faith has been met and that cause for
dismissal has been established. It argued that:
(i) this is Debtor's second bankruptcy filing on the eve of
foreclosure which establishes a pattern of bad faith;
(ii) Debtor is circumventing the bar to refile
entered in the prior bankruptcy case number 21-0991;
(iii) this is a two-party dispute that should
have been resolved in the foreclosure case in state court;
(iv) only Blue View has filed a claim in
this case and Debtor's unsecured claims amount to nominal amounts;
(v) there is no equity for unsecured creditors;
(vi) while attempting to cram down Blue View's claim, Debtor has
failed to establish the value of the Property;
(vii) Debtor has failed to move her case expeditiously as
required by subchapter V; and (viii) Debtor intends to further
delay the case by proposing to amend her subchapter V at the
confirmation hearing stage.
Debtor opposed dismissal at the Hearing arguing that her petition
was not filed in bad faith. Debtor asserted that:
(i) the bar to refile in the prior case does not apply to
her;
(ii) Blue View's claim is partially secured because the Property
is worth less ($125,000) than the total amount of the debt
($258,593.07);
(iii) her unsecured debts amount to $164,593.07 considering
the unsecured portion of Blue View's claim;
(iv) she has enough income to present a feasible plan; and
(v) unlike chapter 13, subchapter V provides the mechanism for
her to modify Blue View's commercial loan claim secured with the
Property, which is not only her residence but also the place where
she conducts business.
Debtor also informed that she would submit an appraisal of the
Property to establish that the Property is worth $125,000 and that
she intends to amend her plan to modify the proposed treatment to
Blue View.
The court is cognizant that Debtor failed to present a confirmable
plan at the Hearing and in fact the confirmation of the plan was
denied at such time. But nothing in subchapter V requires her to
confirm the plan within a deadline upon its filing or limits her
ability to further amend the plan to achieve confirmation.
Moreover, the court notes that Debtor moved expeditiously to cure
the deficiencies of the plan which prompted the court to deny
confirmation at the Hearing.
Judge Gonzalez says the amended plan provides for adequate
protection payments to Blue View commencing on November 1, 2024
until confirmation, increases the proposed total payout to Blue
View in both secured and unsecured portions of its claim, and also
includes appropriate remedies in favor of Blue View in the event of
a default with the terms of the plan in compliance with the
cramdown provision of 11 U.S.C. Sec. 1191(b). The amended plan
contains the elements required for a confirmable
subchapter V plan.
Without passing judgment on the feasibility of Debtor's amended
plan at this time, the court finds that Debtor's subchapter V
petition has a valid reorganizational purpose. As such, the court
determines that Debtor's subchapter V petition was not filed in bad
faith and dismissal is not warranted.
A copy of the Court's decision dated October 30, 2024, is available
at https://urlcurt.com/u?l=UNZyta
Carmen Maria Mercado Fraticelli filed for Chapter 11 bankruptcy
protection (Bankr. D.P.R. Case No. 24-02341) on May 31, 2024,
listing under $1 million in both assets and liabilities. The Debtor
is represented by Juan Carlos Bigas Valedon, Esq.
CELSIUS NETWORK: Court Grants Motion for Alternative Service
------------------------------------------------------------
In the case captioned as MOHSIN Y. MEGHJI, LITIGATION
ADMINISTRATOR, AS REPRESENTATIVE FOR THE POST- EFFECTIVE DATE
DEBTORS, Plaintiff, v. ANTOINE CASTEL, et al., Defendants, Adv.
Pro. No. 24-04004 (MG) (Bankr. S.D.N.Y.), Chief Judge Martin Glenn
of the United States Bankruptcy Court for the Southern District of
New York granted the motion for alternative service filed by
Celsius Network LLC's litigation administrator.
On September 24, 2024, Mohsin Y. Meghji, as Litigation
Administrator for the post-effective date debtors ("Celsius" or
"Debtors"), filed a Motion for Alternative Service in connection
with the adversary proceedings related to the Debtors' bankruptcy
cases. The Plaintiff seeks entry of an order authorizing him to
effect service on the defendants in those adversary proceedings via
alternative means pursuant to Federal Rules of Civil Procedure
4(e)(1) and 4(f)(3), made applicable to the adversary proceedings
pursuant to Rule 7004(a)(1) of the Federal Rules of Bankruptcy
Procedure. Specifically, Plaintiff seeks to serve the Defendants
with copies of Plaintiff's Notice of Pretrial Conference in an
Adversary Proceeding and the applicable Adversary Complaint by
airdropping a non-fungible token to their cryptocurrency wallet
addresses. In support of the Motion, the Litigation Administrator
has filed two declarations by Jason Trager, a Senior Director of
the Blockchain and Digital Assets practice at FTI Consulting
Technology LLC. The Motion is unopposed. A hearing on it was held
on October 8, 2024.
The Litigation Administrator seeks to avoid fraudulent transfers
and recover estate property allegedly misappropriated from Celsius
by Jason Stone and KeyFi Inc. The Litigation Administrator alleges
that Stone and KeyFi wrongfully caused the transfer of Celsius
assets to wallets and cryptocurrency exchange accounts owned or
controlled by the Defendants and to or for the benefit of Stone and
KeyFi. The Plaintiff settled its case against Stone and KeyFi; the
Defendants in the ongoing adversary proceedings are the initial or
subsequent transferees who allegedly received Celsius assets from
Stone and KeyFi.
The Litigation Administrator has not been able to determine whether
the Defendants are within or outside of the United States, but he
asserts that their location does not matter --
wherever they may be in the world, service via NFT is permissible.
The Court agrees. Regardless of the Defendants' geographic
location, the Court has authority to permit alternative service.
The Court will authorize service via NFT.
The Court is satisfied based on the Trager Declarations that the
owners of the Defendant Wallets will be apprised of the actions
against them if service is made via NFT. Judge Glenn says, "As
Trager explains, each wallet is a pseudonymous identifier of a
single wallet-holder, and only that individual who owns a private
key to a given wallet can access the wallet. His uncontested
testimony indicates that it is highly unlikely that the wallets
have changed hands since the allegedly fraudulent transfers of
cryptocurrency into the wallets occurred -- i.e., it is unlikely
that service made upon the cryptocurrency wallets via NFT, like
service via email, will reach individuals other than the
appropriate defendants who controlled the wallets at the times of
those transactions."
The Court finds that service via NFT is the best possible way for
the Litigation Administrator to provide Defendants with notice.
Moreover, neither the Litigation Administrator nor the Court could
identify an international law prohibiting service via NFT.
Therefore, the Court finds that service via NFT in this case, where
no identifying information beyond wallet addresses is known, is
permissible even if the Defendants are outside of the United
States.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=3wYmoF
Attorneys for Plaintiff:
Mitchell P. Hurley, Esq.
Dean L. Chapman Jr., Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
One Bryant Park
New York, NY 10036
E-mail: mhurley@akingump.com
dchapman@akingump.com
- and -
Elizabeth D. Scott, Esq.
Nicholas R. Lombardi, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
2300 N. Field Street, Suite 1800
Dallas, TX 75201
E-mail: edscott@akingump.com
nlombardi@akingump.com
About Celsius Network
Celsius Network LLC -- http://www.celsius.network/-- is a
financial services company that generates revenue through
cryptocurrency trading, lending, and borrowing, as well as by
engaging in proprietary trading.
Celsius helps over a million customers worldwide to find the path
towards financial independence through a compounding yield service
and instant low-cost loans accessible via a web and mobile app.
Celsius has a blockchain-based fee-free platform where membership
provides access to curated financial services that are not
available through traditional financial institutions.
The Celsius Wallet claims to be one of the only online crypto
wallets designed to allow members to use coins as collateral to get
a loan in dollars, and in the future, to lend their crypto to earn
interest on deposited coins (when they're lent out).
Crypto lenders such as Celsius boomed during the COVID-19 pandemic,
drawing depositors with high interest rates and easy access to
loans rarely offered by traditional banks. But the lenders'
business model came under scrutiny after a sharp sell-off in the
crypto market spurred by the collapse of major tokens terraUSD and
luna in May 2022.
New Jersey-based Celsius froze withdrawals in June 2022, citing
"extreme" market conditions, cutting off access to savings for
individual investors and sending tremors through the crypto
market.
The list of major crypto firms that have filed for bankruptcy
protection in 2022 now includes Celsius Network, Three Arrows
Capital and Voyager Digital.
Celsius Network, LLC and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex
Mashinsky, the Debtors estimated assets and liabilities between $1
billion and $10 billion.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankrupty counsels; Fischer (FBC & Co.) as
special counsel; Centerview Partners, LLC as investment banker; and
Alvarez & Marsal North America, LLC as financial advisor. Stretto
is the claims agent and administrative advisor.
On July 27, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors. The committee tapped White & Case, LLP as
its bankruptcy counsel; Elementus Inc. as its blockchain forensics
advisor; M3 Advisory Partners, LP as its financial advisor; and
Perella Weinberg Partners, LP as its investment banker.
Shoba Pillay, Esq., is the examiner appointed in the Debtors'
Chapter 11 cases. Jenner & Block, LLP and Huron Consulting
Services, LLC, serve as the examiner's legal counsel and financial
advisor, respectively.
* * *
On November 9, 2023, the Bankruptcy Court entered the Findings of
Fact, Conclusions of Law, and Order Confirming the Modified Joint
Chapter 11 Plan of Celsius Network LLC and Its Debtor Affiliates.
The Effective Date of the Plan occurred January 31, 2024.
CHAMP ACQUISITION: S&P Rates New $500MM Senior Secured Notes 'B'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '3'
recovery rating to Champ Acquisition Corp.'s proposed $500 million
senior secured notes due 2031. The '3' recovery rating indicates
its expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery in the event of a payment default. The proposed notes are
a part of the dividend recapitalization transaction the company
announced on Nov. 1, 2024. S&P will withdraw its ratings on Champ's
existing $115 million revolver, $775 million first-lien term loan,
and $150 million second-lien term loan after they are repaid.
S&P said, "All of our existing ratings on the company are
unchanged. Our 'B' issuer credit rating on Champ remains on
CreditWatch, where we placed it with negative implications on Oct.
2, 2024, pending the completion of its debt refinancing."
CHARITY PRIME: To Sell Property to Tanya Griffin for $2.9MM
-----------------------------------------------------------
Charity Prime Realty, Inc. will seek permission from the U.S.
Bankruptcy Court for the Central District of California, Los
Angeles Division, at a hearing on November 20, 2024 at 9:00 a.m.,
to sell its Property located at 4028 Kenway Ave, Los Angeles, CA
90008.
The Property will be sold to Tanya Griffin for $2,900,000, or the
highest bidder, according to the terms and conditions set forth in
the California Residential Purchase Agreement and Joint Escrow
Instructions.
The Debtor seeks to use the sale proceeds to pay all liens,
including amounts due on trust deeds, property taxes, and or
homeowner association dues or fees, according to demand in escrow.
The Buyer has made the offer with the initial deposit of $50,000, a
financing loan of $2,600,000 and the balance of purchase price of
$250,000 to be deposited with Escrow Holder.
The Debtor proposes that the Buyer's offer be subject to overbid,
with these conditions:
-- Only qualified bidders may submit an overbid;
-- Each bid must be non-contingent, and upon the same terms
and conditions, other than the price, property to be sold "as is"
as those proposed in the purchase agreement;
-- All Interested bidders must contact the Debtor’s counsel
no later than 7 days prior to the hearing scheduled for the
motion;
-- The initial minimum overbid must be at least $20,000 over
the baseline offer of $2,900,000;
-- A qualified bidder must agree to pay into escrow, in
addition to the purchase price, an amount up to $2,000 for the
reimbursement of the Buyer's actual case-related expenses;
-- A qualified bidder must be prepared to make an "earnest
money" deposit of $2,000 before confirmation of the sale by the
court;
-- A qualified bidder must be prepared to close escrow within
60 days following the hearing on the Motion;
-- Appearance at the hearing may be in person or by
telephone;
-- For the reimbursement of the Buyer, in the case of a
successful overbid, of actual case-related expenses, up to $2,000
pursuant to an appropriate demand and subject to the Debtor's
review and approval prior to distribution; and
-- For the payment of all valid liens against the Real
Property, pursuant to a demand in escrow, and subject to the
Debtor's review and approval prior to the distribution.
According to the Debtor, the proposed overbid procedures will
ensure the Property will generate the greatest possible value to
the Estate. They also place appropriate checks upon overbidders to
ensure that only qualified bids are considered.
The Debtor's scheduled consensual liens is in favor of Velocity
Commercial Capital Loan, LLC / PHH Mortgage Corporation with an
estimated balance of approximately $2,012,539.
About Charity Prime Realty, Inc.
Charity Prime Realty, Inc. owns four rental properties all located
in California having a total comparable sale value of $6.8
million.
Charity Prime Realty, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
24-13284) on April 29, 2024, listing $6,800,000 in assets and
$4,422,000 in liabilities. The petition was signed by Jenero
Jefferson as manager.
Judge Sandra R. Klein presides over the case.
Onyinye N. Anyama, Esq., at ANYAMA LAW FIRM, APC, represents the
Debtor as counsel.
CHIC COUTURE: Seeks to Hire Brian K. McMahon as Bankruptcy Counsel
------------------------------------------------------------------
Chic Couture Online, LLC received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire Brian
K. McMahon, P.A. as counsel.
The firm will render these services:
(a) advise the Debtor with respect to its powers and duties;
(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 legal papers;
(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 Chapter 11 plan.
The firm will be paid at the rate of $450 per hour. The retainer is
$7,000. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mr. McMahon disclosed in a court filing that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Brian K. McMahon, Esq.
Brian K. McMahon, PA
1401 Forum Way, 6th Floor
West Palm Beach, FL 33401
Tel: (561) 478-2500
Fax: (561) 478-3111
Email: brian@bkmbankruptcy.com
About Chic Couture Online
Chic Couture Online, LLC, a company in Lauderdale Lakes, Fla., owns
and operates an online retail shop specializing in women's clothing
and accessories.
Chic Couture Online sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-20940) on October 22,
2024, with $100,001 to $500,000 in assets and $1 million to $10
million in liabilities. Johane Porsenna, president of Chic Couture
Online, signed the petition.
Judge Peter D. Russin oversees the case.
Brian K. McMahon, Esq., at Brian K. McMahon, PA, represents the
Debtor as legal counsel.
COLLEGE OF SAINT ROSE: Seeks to Hire Ordinary Course Professionals
------------------------------------------------------------------
The College Of Saint Rose seeks approval from the U.S. Bankruptcy
Court for the Northern District of New York 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:
Kessler PR Group
802 W. Park Avenue, Bldg. 3, Suite 301
Ocean Township, NJ 07712
-- Public Relations
UHY Advisors Northeast, Ins.
4 Tower Place, Executive Park, 7th Floor
Albany, NY 12203
Estimated Monthly Fee: $55,000
-- Audit Services
About College of Saint Rose
College of Saint Rose -- https://strose.edu -- is a New York-based
college.
College of Saint Rose sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-11131) on October 10,
2024. In the petition filed by Marcia J. White, as president the
Debtor reports estimated assets between $1 million and $10 million
and estimated liabilities between $50 million and $100 million.
The Debtor is represented by Cullen and Dykman LLP. Heller Kauffman
LLP as special counsel. FTI Consulting Inc. as financial advisor.
DIOCESE OF ALBANY: Insurers' Motions to Withdraw Reference Denied
-----------------------------------------------------------------
In the case captioned as THE ROMAN CATHOLIC DIOCESE OF ALBANY, NEW
YORK, et al., Plaintiffs, vs. CERTAIN UNDERWRITERS AT LLOYD'S,
LONDON, et al., Defendants, Case No. 1:23-cv-01654 (MAD)
(N.D.N.Y.), Judge Mae A. D' Agostino of the United States District
Court for the Northern District of New York denied the motions to
withdraw reference filed by the London Market Insurers and
Interstate Fire & Casualty Company with leave to renew.
On October 31, 2023, Plaintiffs initiated an adversary proceeding
by filing a complaint against Defendants. On November 21, 2023,
Defendants Certain Underwriters at Lloyd's, London (subscribing to
policies issued to the Diocese of Albany, New York for periods
effective from September 1, 1978 to September 1, 1991), Catalina
Worthing Insurance Ltd (CWIL) f/k/a Hartford Financial Products
International (as Part VII transferee of Excess Insurance Co.
Ltd.), RiverStone Insurance UK Limited (as successor in interest to
Terra Nova Insurance Co. Ltd. and Sphere Drake Insurance Co. PLC),
and Yasuda Fire & Marine Insurance Co. (UK) Ltd. (collectively,
"London Market Insurers" or "LMI") filed their answer to the
complaint. And on January 19, 2024, Defendant Interstate Fire &
Casualty Company ("Interstate"), filed its answer to the complaint.
Currently pending before the Court are LMI's and Interstate's
respective motions to withdraw the reference of the Adversary
Proceeding to this Court.
In their motion to withdraw reference, LMI argue that because (1)
the Bankruptcy Court cannot (i) adjudicate the private rights at
issue in the Adversary Proceeding, (ii) enter a final order on the
Claims, because the Claims exist only within the Bankruptcy Court's
non-core jurisdiction, or (iii) hold a jury trial on disputed
factual issues; and (2) all Orion4 factors favor withdrawal, LMI
are entitled to have the reference of the Claims withdrawn to this
Court. In its motion to withdraw reference, Interstate argues that
the Court should withdraw the reference of the Claims, as against
Interstate, for substantially the same reasons.
LMI and Interstate argue that the Court should withdraw the
reference of the Adversary Proceeding because it involves non-core
claims for which the Bankruptcy Court lacks authority to enter
final judgment, as the Claims are for state-law breach of contact
and declaratory relief, and because LMI and Interstate have
demanded a jury trial.
In the interest of brevity, for the purposes of the pending
motions, the Court will assume, without deciding, that the Claims
are non-core.
Although the presumed non-core nature of the Claims weighs in favor
of withdrawing the reference, the core/non-core determination does
not end the Court's inquiry. Upon careful analysis, the Court finds
that, even if the Claims are non-core, the Orion factors -- namely,
judicial efficiency and uniformity of bankruptcy administration --
favor the denial of LMI and Interstate's motions for withdrawal of
reference.
Accordingly, given the weight of the factors of judicial economy
and uniformity of bankruptcy administration, the Court declines to
withdraw the reference from the Bankruptcy
Court.
A copy of the Court's decision dated October 29, 2024, is available
at https://urlcurt.com/u?l=J7PN3G
About The Roman Catholic Diocese of Albany
The Roman Catholic Diocese of Albany is a religious organization in
Albany, N.Y. It covers 13 counties in Eastern New York, including a
portion of the 14th county. Its Mother Church is the Cathedral of
the Immaculate Conception in the city of Albany.
New York's Child Victims Act, which took effect in August 2019,
temporarily sets aside the usual statute of limitations for
lawsuits to give victims of childhood sexual abuse a year to pursue
even decades-old claims. Hundreds of new lawsuits have been filed
against churches and other institutions since the law took effect
on Aug. 14, 2019.
Facing the financial weight of new sexual misconduct lawsuits, at
least four of the eight Roman Catholic dioceses in the state, has
already sought Chapter 11 protection. The dioceses that have
declared bankruptcy include the Diocese of Rochester and the
Diocese of Rockville Centre on Long Island.
The Catholic Diocese of Albany sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No.
23-10244) on March 15, 2023. In the petition filed by Fr. Robert P.
Longobucco, the Debtor estimated assets between $10 million and $50
million and liabilities between $50 million and $100 million.
Judge Robert E. Littlefield, Jr. oversees the case.
The Debtor tapped Nolan Heller Kauffman, LLP as bankruptcy counsel;
Tobin and Dempf, LLP as special litigation counsel; Keegan Linscott
& Associates, PC as financial advisor; and Bonadio & Co., LLP as
accountant. Donlin, Recano & Company, Inc. is the claims and
noticing agent.
On April 17, 2023, the U.S. Trustee for Region 2 appointed two
separate committees to represent unsecured creditors and tort
claimants in the Debtor's Chapter 11 case.
The unsecured creditors' committee tapped Lemery Greisler, LLC as
legal counsel; Dundon Advisors, LLC as financial advisor; and
OneDigital Investment Advisors, LLC as special investment
consultant.
Stinson, LLP and OneDigital Investment Advisors serve as the tort
committee's legal counsel and special investment consultant,
respectively.
DOGS ARE PEOPLE: Court Approves Use of Cash Collateral
------------------------------------------------------
Dogs Are People Too, LLC received interim approval from the U.S.
Bankruptcy Court for the Northern District of Texas, Dallas
Division to use the cash collateral of Sunflower Bank.
The interim order approved the use of up to $47,016.71 of the
lender's cash collateral to pay the company's expenses, which
include $13,455.50 for payroll and payroll taxes.
The court authorizes Dogs Are People Too, LLC to use cash
collateral only as provided for in Exhibit A to the order until
November 23, 2024, and Copeford Holdings, LLC to use cash
collateral only as provided for in Exhibit B to the order during
the same period.
The debtors are required to provide adequate protection to
Sunflower Bank and the Small Business Administration (SBA) pursuant
to the terms and conditions set forth in the order.
The order grants replacement liens to the lenders on all of the
categories and types of collateral in which they held a security
interest as of the petition date, including cash collateral and the
proceeds thereof. The replacement liens are in addition to the
security interests of the lenders in the pre-petition collateral
and are valid, perfected, and enforceable as of the date of the
entry of the order.
The order also grants a superpriority administrative claim to the
lenders under Section 507(b) of the Bankruptcy Code and requires
the debtors to make adequate protection payments to the SBA and
Sunflower Bank as set forth in Exhibits A and B.
A final hearing on the motion is scheduled for November 19, 2024,
at 9:30 a.m.
About Dogs Are People Too
Dogs Are People Too, LLC is a company that specializes in products
or services related to pets, particularly dogs.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Texas Case No. 24-33079), with up to
$50,000 in assets and up to $500,000 in liabilities.
Judge Scott W. Everett oversees the case.
The Debtor is represented by:
Trey Andrew Monsour, Esq.
Fox Rothschild, LLP
2501 N. Harwood Street, Suite 1800
Dallas, TX 75201-1613
Telephone: (214) 231-5796
Email: tmonsour@foxrothschild.com
DOVGAL ENTERPRISES: Sale of Markham Property OK'd
-------------------------------------------------
Dovgal Enterprise LLC received the green light from the U.S.
Bankruptcy Court for the Northern District of Illinois, Eastern
Division, to sell its Property to Sam Express Prime LLC for
$8,000,000.
The Property is located at 2064 W. 167th Street, Markham, Illinois.
The Court authorized the Debtor to pay Byline Bank, Cook County
Treasurer and any other creditors in the Debtor's Schedules or on
the Court's Claims Register, with the exception of pending or
future filed objections to certain claims, from the closing
proceeds.
The Debtor is ordered to execute any and all documents necessary to
consummate the sale of the Property and to pay all closing costs
from the closing proceeds.
About Dovgal Enterprise LLC
Dovgal Enterprises, LLC is an Illinois limited liability company
engaged in the leasing and ownership of commercial real property
located at 2064 W. 167th Street, Markham, Illinois.
Dovgal Enterprises, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
24-10615) on July 23, 2024, with up to $1 million in both assets
and liabilities.
Judge Timothy A. Barnes presides over the case.
Scott R. Clar, Esq., at Crane, Simon, Clar & Goodman, represents
the Debtor as legal counsel.
DRIP MORE: Hires Mirsky Corporate Advisors as Special Counsel
-------------------------------------------------------------
Drip More, LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Mirsky Corporate
Advisors, APC as special counsel.
The firm will render these services:
a. represent the Debtor in the adversary proceeding relating
to the Harper Advance LLC Merchant Cash Agreements, identified as
Drip More, LLC v Harper Advance LLC (In re Drip More LLC),
Adversary Proceeding Case Number 8:24-ap-11703-SC;
b. represent the Debtor in state court litigation located in
New York (Harper Advance LLC v. Drip More, LLC et al., Case No.
606244/2024); and
c. represent the Debtor as "outside general counsel" in areas
such as corporate finance, debt and equity financing, and
commercial transactions.
The hourly rates of the firm's counsel are as follows:
Partners $650
Of Counsel $625
Associates $450 to $505
Paralegals $265
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer of $30,000 from the Debtor.
Steven Mirsky, Esq., a managing partner at Mirsky Corporate
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:
Steven J. Mirsky, Esq.
Mirsky Corporate Advisors
901 Dove St., Ste. 120
Newport Beach, CA 92660
Telephone: (848) 200-6837
Email: smirksy@mirskycorporateadvisors.com
About Drip More
Drip More LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-11703) on July 5, 2024. In the
petition filed by Brian Bereber, managing member, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Roksana D. Moradi-Brovia, Esq., at RHM Law LLP as
bankruptcy counsel; Steven J. Mirsky, Esq., at Mirsky Corporate
Advisors as special counsel; and Chris Yau, CPA, at Lighthouse
Consultants Inc. as bookkeeper.
DRIP MORE: Hires Mirsky Corporate Advisors as Special Counsel
-------------------------------------------------------------
Drip More LLC seeks approval from the U.S. Bankruptcy Court for the
Central District of California to employ Mirsky Corporate Advisors,
APC as special counsel.
The Debtor will:
a. represent the Debtor in the suit, Harper Advance LLC Merchant
Cash Agreements, Case Number 8:24-ap-11703-SC, captioned as Drip
More, LLC v Harper Advance LLC;
b. represent the Debtor in state court litigation located in New
York, Case No. 606244/2024, captioned as Harper Advance LLC v. Drip
More, LLC et al.; and
c. represent the Debtor as "outside general counsel" in areas
such as corporate finance, debt and equity financing, and
commercial transactions.
The firm will be paid at these rates:
Partners $650 per hour
Of Counsel $625 per hour
Associates $450 to $505 per hour
Paralegals $265 per hour
Mirsky Corporate Advisors will be paid a retainer in the amount of
$30,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Steven J. Mirsky, Esq., a partner at Mirsky Corporate Advisors,
APC, 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:
Steven J. Mirsky, Esq.
Mirsky Corporate Advisors, APC
901 Dove St., Ste. 120
Newport Beach, CA 92660
Tel: (949) 200-6837
Fax: (949) 521-0506
Email: smirsky@mirskycorporateadvisors.com
About Drip More LLC
Drip More LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-11703) on July 5, 2024. In the
petition filed by Brian Bereber, managing member, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Roksana D. Moradi-Brovia, Esq., at RHM Law LLP as
bankruptcy counsel; Steven J. Mirsky, Esq., at Mirsky Corporate
Advisors as special counsel; and Chris Yau, CPA, at Lighthouse
Consultants Inc. as bookkeeper.
DRIP MORE: Hires Stonebridge Advisory Inc. as Appraiser
-------------------------------------------------------
Drip More LLC seeks approval from the U.S. Bankruptcy Court for the
Central District of California to employ Stonebridge Advisory, Inc.
as appraiser.
The firm will appraise the Debtor's business and intellectual
property assets.
Stonebridge Advisory will be paid on a flat-fee basis in the total
amount of $1,050.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Daniel P. O'Connell
Stonebridge Advisory, Inc.
1055 E Colorado Blvd
Pasadena, CA 91106
Tel: (626) 866-3317
About Drip More LLC
Drip More LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-11703) on July 5, 2024. In the
petition filed by Brian Bereber, managing member, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Roksana D. Moradi-Brovia, Esq., at RHM Law LLP as
bankruptcy counsel; Steven J. Mirsky, Esq., at Mirsky Corporate
Advisors as special counsel; and Chris Yau, CPA, at Lighthouse
Consultants Inc. as bookkeeper.
DRIP MORE: Seeks to Hire Stonebridge Advisory as Appraiser
----------------------------------------------------------
Drip More, LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Stonebridge Advisory,
Inc. to appraise its business and intellectual property assets.
The firm will charge a flat-fee of $1,050 for its services.
Daniel O'Connell, president of Stonebridge Advisory, assured the
court that his firm is a "disinterested person" within the meaning
of Bankruptcy Code section 101(14).
The firm can be reached through:
Daniel P. O'Connell
Stonebridge Advisory, Inc.
1055 E Colorado Blvd
Pasadena, CA 91106
Phone: (626) 866-3317
Email: Dan@Stonebridgema.com
About Drip More
Drip More LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-11703) on July 5, 2024. In the
petition filed by Brian Bereber, managing member, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Roksana D. Moradi-Brovia, Esq., at RHM Law LLP as
bankruptcy counsel; Steven J. Mirsky, Esq., at Mirsky Corporate
Advisors as special counsel; and Chris Yau, CPA, at Lighthouse
Consultants Inc. as bookkeeper.
DS26 LLC: Seeks to Hire Dickson Commercial as Broker
----------------------------------------------------
DS26, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Nevada to employ Dickson Commercial Group, Inc. as
broker.
The firm will market and sell the Debtor's real property located at
1435 E. 4th St., Reno, NV 89512.
Dickson Commercial Group will be paid a commission of 2 percent of
the total sales price, unless there is a participating broker for
the buyer, in which case the total combined commission will be 3
percent.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Gerrit Hillebrand
Dickson Commercial Group, Inc
333 Holcomb Ave #300
Reno, NV 89502
Tel: (775) 850-3100
About DS26, LLC
DS26 LLC is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
DS26 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Nev. Case No. 24-50576) on June 10, 2024. In the
petition signed by M. Marie Murphy, as Manager of M3 Manager, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
Honorable Bankruptcy Judge Hilary L. Barnes handles the case.
The Debtor is represented by:
Kevin A. Darby, Esq.
DARBY LAW PRACTICE
499 W. Plumb Lane, Suite 202
Reno, NV 89509
Tel: (775) 322-1237
Fax: (775) 996-7290
Email: kevin@darbylawpractice.com
ELETSON HOLDINGS: Court Rules on Several Claim Objections
---------------------------------------------------------
The Honorable John P. Mastando III of the United States Bankruptcy
Court for the Southern District of New York overruled in part and
sustained in part the claim objections filed by Eletson Holdings
Inc. and its affiliates.
In 2018, the Debtors issued over $300,000,000 of notes pursuant to
an indenture. Despite promising noteholders payments of principal
and interest, the Debtors have largely failed to abide by their
obligations to the noteholders, resulting in, inter alia:
(i) two failed restructuring support agreements;
(ii) a strict foreclosure of thirteen vessels held by the
Debtors;
(iii) bondholder litigation for breach of contract under the
indenture; and
(iv) involuntary bankruptcy proceedings that were converted into
the instant cases.
Today, the Debtors allegedly owe $360,011,815.96 in unpaid
principal and interest under the notes and indenture.
Notwithstanding the various legal theories the Debtors have
advanced to challenge the claims of certain individual unpaid
noteholders, the Debtors cannot dispute that the underlying debt
has gone unpaid for many years.
Pending before the Court are several claim objections filed by the
Debtors. The Claim Objections assert that certain claims should be
disallowed, reduced, or reclassified under a variety of legal
theories.
The first objection pending before the Court is the Debtors' First
Omnibus Objection to Certain Claims. The Omnibus Claim Objection
seeks disallowance of certain claims filed against Holdings,
including:
(i) Claim No. 1 filed by Tracy Lee Gustafson (the "Gustafson
Claim");
(ii) Claim No. 3 filed by TR I/XII/W, J Fleishmann/Dorette (the
"Fleishmann/Dorette Claim"); and
(iii) Claim No. 15 filed by Middle East Shipping Agencies Overseas
Ltd. (the "Middle East Claim"), which claims the Debtors contend
are duplicative of certain claims filed by trustees under
applicable indentures.
The Debtors also objected to Claim No. 2 in the Holdings case
("Deutsche Bank" and the "Deutsche Bank Claim"), which claim the
Debtors assert is not supported by the Debtors' books and records.
The Omnibus Claim Objection is supported by the Declaration of
Vassilis E. Kertsikoff in Support of Debtors' Objections to Proofs
of Claim.
The second objection pending before the Court is the Debtors'
Objection to Claims of Pach Shemen LLC, VR Global Partners, LP, and
Alpine Partners (BVI) L.P.. The Objection to PC Claims is also
supported by the First Kertsikoff Declaration. The Objection to PC
Claims seeks disallowance of the following administrative expense
claims filed under Sections 503(b) and 507(a)(2) of the Bankruptcy
Code:
(i) Claim No. 17 in the Holdings case, Claim No. 4 in the
Finance case, and Claim No. 4 in the Agathonissos case filed by
Pach Shemen LLC (the "Pach Shemen Claims");
(ii) Claim No. 18 in the Holdings case, Claim No. 5 in the
Finance case, and Claim No. 5 in the Agathonissos case filed by VR
Global Partners LP (the "VR Global Claims"); and
(iii) Claim No. 19 in the Holdings case, Claim No. 6 in the
Finance case, and Claim No. 6 in the Agathonissos case filed by
Alpine Partners (BVI) L.P. ("Alpine," and collectively, the "Alpine
Claims").
The final objection pending before the Court is the Debtors'
Objection to Claims of Wilmington Savings Fund Society, FSB. The
Wilmington Claim Objection is also supported by the First
Kertsikoff Declaration.
In the Wilmington Claim Objection, the Debtors object to certain
proofs of claim filed by Wilmington Savings Fund Society, FSB
Trustee and Collateral Agent.
The Court held evidentiary hearings on the Objections on September
9 and 10, 2024, where it heard witness testimony, admitted evidence
into the record, and heard arguments of counsel.
The Objection to Duplicative Claims
In the Omnibus Claim Objection, the Debtors assert that the
Gustafson Claim and the Fleishmann/Dorette Claim are duplicative of
the Wilmington Claim, and that the Middle East Claim is duplicative
of the Deutsche Bank Claim.
The Court agrees with the Debtors that the Gustafson Claim,
Fleishmann/Dorette Claim, and Middle East Claim are duplicative.
The Court also notes that no responses were received to the Omnibus
Claim Objection. Accordingly, the Omnibus Claim Objection is
sustained and Claim Nos. 1, 3, and 15 in the Holdings case are
disallowed in their entirety.
The Objection to PC Claims
In the Objection to PC Claims, the Debtors argue that:
(i) the PC Claims should be disallowed in their entirety because
the Petitioning Creditors' claims are contingent as to liability
and subject to a bona fide dispute as to liability or amount under
Section 303 of the Bankruptcy Code;
(ii) the Petitioning Creditors' claims should be reduced because
the Petitioning Creditors seek reimbursement for fees and costs in
excess of what is permitted under Section 502(b) of the Bankruptcy
Code; and
(iii) the PC claims are subject to setoff due to affirmative
claims the Debtors hold against the Petitioning Creditors.
In response, the Petitioning Creditors argue that:
(i) the Debtors' arguments under Section 303(b) of the
Bankruptcy Code -- namely, that the Petitioning Creditors' claims
are contingent as to liability or subject to a bona fide dispute as
to liability or amount -- are moot because the Debtors voluntarily
converted these cases to Chapter 11;
(ii) all of the requested fees and expenses are allowable under
Section 503(b)(3)(A) and 503(b)(4) of the Bankruptcy Code; and
(iii) the PC Claims were filed by valid holders of notes issued
under the Indenture and are not subject to setoff.
The Court finds that the Petitioning Creditors did not act in bad
faith in bringing the involuntary petitions within the meaning of
Section 303 of the Bankruptcy Code.
With regard to the argument that the Petitioning Creditors' fees
are too high relative to the benefit these cases conferred on the
estates, the Court disagrees. The Court finds that such fees are
reasonable.
As with Wilmington, the Debtors have not articulated a concrete
claim against the Petitioning Creditors sufficient to setoff the PC
Claims. Moreover, the Court has not seen evidence that the Debtors
have a colorable claim under any of the theories identified given
the findings herein. Accordingly, the Debtors' Objection to PC
Claims is overruled in this respect.
The Objection to Wilmington Claims
With regard to the Wilmington Claims, the Debtors generally assert
in the Objection that:
(i) the Wilmington Pre-Petition Claims are improperly asserted
as fully secured claims;
(ii) the Wilmington Pre-Petition Claims should be reduced to the
extent they seek recovery for any entities or persons that are not
noteholders;
(iii) the Wilmington Pre-Petition Claims are inconsistent with the
Debtors' books and records; and
(iv) Wilmington is not entitled to reimbursement for fees, costs,
and expenses as a result of Wilmington's negligence, willful
misconduct, or bad faith.
Additionally, with regard to the Wilmington Administrative Claims,
the Debtors argue that Wilmington has not provided any basis for
reimbursement of its fees or expenses as required under the
Bankruptcy Code. Finally, the Debtors generally object to all of
Wilmington's claims until all affirmative claims that the Debtors
have against Wilmington have been resolved.
The Court agrees with the Debtors insofar as the Wilmington
Prepetition Claims should be reclassified as general unsecured
claims to the extent the collateral securing such claims has no
value. As Wilmington does not appear to dispute that there is no
collateral remaining to secure its claims, the Court sustains this
portion of the Objection to Wilmington Claims and finds that the
Wilmington Pre-Petition Claims should be reclassified as general
unsecured claims.
The Court finds that the Debtors have not rebutted the validity of
the Wilmington Pre-Petition Claims.
Debtors argue that Wilmington is not entitled to reimbursement for
fees, costs, and expenses under Section 7.07 of the Indenture as a
result of Wilmington's alleged negligence, willful misconduct, or
bad faith.
In response, Wilmington first asserts that Wilmington is authorized
and empowered as Trustee under the Indenture to exercise remedies
against the Debtors in the case of default, including by
instituting a judicial proceeding, and it may do so with or without
direction from the noteholders themselves. Wilmington also asserts
that Debtors' arguments that Wilmington acted in bad faith under
Section 303 of the Bankruptcy Code in bringing the involuntary
petitions are moot because the Debtors voluntarily converted these
cases to Chapter 11. The Court overrules this portion of the
Debtors' Objection to Wilmington Claims and finds that Wilmington
did not act in bad faith.
The Court agrees with Wilmington that the Wilmington Administrative
Claims are allowable administrative expenses. Aside from their
arguments relating to bad faith, the Debtors do not otherwise argue
that any time entries contained in Wilmington's claims are
unreasonable within the meaning of Sections 503(b)(3)(A) or (b)(4)
of the Bankruptcy Code.
The Debtors have not articulated a concrete claim against
Wilmington sufficient to setoff Wilmington's liquidated claims
under the Indenture or Wilmington's administrative expenses.
Moreover, the Court has not found that Wilmington acted in bad
faith as alleged. Accordingly, the Debtors' potential claims
against Wilmington do not prevent allowance of Wilmington's
claims.
The Court sustains the Objections in part, as follows:
i. The Gustafson Claim, the Fleishmann/Dorette Claim, and the
Middle East Claim are disallowed in their entirety;
ii. The Amended Wilmington Pre-Petition Claims are re-classified
as general unsecured claims to the extent the collateral securing
such claims has no value;
iii. The Wilmington Administrative Claims are allowed in the
amount of $1,843,156.14;
iv. The Wilmington Pre-Petition Claims are allowed and reduced by
$1,843,156.14, to $365,068,659.82, corresponding to the portion of
the Wilmington Administrative Claims that the Court deems allowed;
v. The PC Claims are allowed in a total amount of $2,594,805.56,
comprising:
(i) $2,234,807.36 for the Pach Shemen Claims;
(ii) $357,567.10 for the VR Global
Claims; and
(iii) $2,431.10 for the Alpine Claims.
All other arguments set forth in the Objections are overruled, and
the PC Claims and the Wilmington Claims are allowed except where
expressly noted above. .
A copy of the Court's decision dated October 28, 2024, is available
at https://urlcurt.com/u?l=prPXYm
About Eletson Holdings
Eletson Holdings Inc. is a family-owned international shipping
company, which touts itself as having a global presence with
headquarters in Piraeus, Greece as well as offices in Stamford,
Connecticut, and London.
At one time, Eletson claimed to own and operate one of the world's
largest fleets of medium and long-range product tankers and boasted
a fleet consisting of 17 double hull tankers with a combined
capacity of 1,366,497 dwt, 5 LPG/NH3 carriers with a combined
capacity of 174,730 cbm and 9 LEG carriers with capacity of 108,000
cbm.
Eletson Holdings, a Liberian company, is Eletson's ultimate parent
company and is the direct parent and owner of 100% of the equity
interests in the two other debtors, Eletson Finance (US) LLC, and
Agathonissos Finance LLC.
Eletson and its two affiliates were subject to involuntary Chapter
7 bankruptcy petitions (Bankr. S.D.N.Y. Case No. 23-10322) filed on
March 7, 2023 by creditors Pach Shemen LLC, VR Global Partners,
L.P. and Alpine Partners (BVI), L.P. The petitioning creditors are
represented by Kyle J. Ortiz, Esq., at Togut, Segal & Segal, LLP.
On Sept. 25, 2023, the Chapter 7 cases were converted to Chapter 11
cases.
The Honorable John P. Mastando, III is the case judge.
Derek J. Baker, Esq., represents the Debtors as bankruptcy
counsel.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors. The committee tapped Dechert, LLP as its
legal counsel.
EMERALD TECHNOLOGIES: S&P Downgrades ICR to 'CCC+', Outlook Neg.
----------------------------------------------------------------
S&P Global Ratings downgraded Emerald Technologies (U.S.)
AcquisitionCo. Inc. to 'CCC+' from 'B-'. S&P also lowered its
rating on its first-lien term loan to 'CCC+' from 'B-'. The '3'
recovery rating is unchanged.
The negative outlook reflects S&P's expectation that Emerald will
experience weak financial performance that will lead to negative
FOCF generation and high leverage in 2025. This could lead to
liquidity issues with its revolving credit facility maturity in
2026, that could affect its ability to sustain its mandatory debt
obligations.
Rating Action Rationale
S&P said, "Due to expected revenue decline, one-time restructuring
costs, increased debt amortization payments, we expect Emerald's
FOCF will remain negative in 2024 and 2025, which could hamper its
ability to meet mandatory debt obligations. We expect demand from
Emerald's large customers will remain weak in 2024 as orders get
pushed out due to inventory digestion issues, leading to expected
organic revenue decline in the 6%-8% area in 2024. This weak demand
has hampered utilization, causing its EBITDA margins to weaken in
the first half of 2024. Due to these headwinds, Emerald undertook a
cost savings initiative in second quarter of 2024 that will
increase its one-time restructuring costs and lower EBITDA margin
to the 2%-5% area in 2024. While we expect Emerald will be able to
continue to monetize its working capital more than $20 million in
2024, Emerald's capital expenditure (capex) will remain higher than
usual as it invested in its Malaysia factory. Due to these issues,
we expect Emerald will generate a FOCF deficit of more than $7
million in 2024.
"Demand from its largest customer should improve in the second half
of next year and new customer business orders could lead to between
12%-15% revenue increase in 2025. Emerald should also see large
one-time costs roll off leading to improved EBITDA margins to
10%-13% area in 2025. However, even with the improvement in EBITDA
generation, we still believe that Emerald's FOCF generation will be
constrained in 2025.
"Even though interest rates will decrease in 2025, Emerald's
interest expense will constrain most of its FOCF generation. Due to
the improved EMS demand, Emerald's working capital will become a
cash use as it builds out its EMS orders. Emerald will also have to
make an earnout payment related to a 2024 acquisition in 2025. We
expect those headwinds should lead to negative FOCF of more than
$10 million in 2025.
"As Emerald had about $27 million of total liquidity as of
second-quarter 2024, it could face liquidity issues over the next
two years given its revolving credit maturity in 2026. Due to
covenant issues in 2023, it had to amend its debt amortization
payments on its first-lien term loan to $6.6 million from $2.2
million, which we believe will pressure its liquidity as it
generates negative FOCF in 2024 and 2025. If there are more
headwinds to its business operations in 2025 and beyond, we expect
liquidity could become even more constrained leading to potential
for a distressed transaction."
Outlook
The negative outlook reflects S&P's expectation that Emerald will
experience weak financial performance that will lead to negative
FOCF generation and high leverage in 2025. This could lead to
potential liquidity issues that could affect its ability to sustain
its mandatory debt obligations.
Downside scenario
S&P said, "We could lower our rating on Emerald if we see elevated
risk of default on mandatory debt obligations or distressed
transaction over the next 12 months, due to a severe impact on
operating performance from a tougher macroeconomic environment or
if its large cost-savings plan disrupts business operations. We
could view a maturity extension or a debt exchange as a default if
it comes under distressed conditions; negative cash flow after debt
service without a highly credible path for improvement would likely
qualify."
Upside scenario
S&P could take a positive rating action if Emerald is able to
generate positive FOCF after its debt amortization payment without
meaningful contribution from working capital monetization. This
could occur if large customer demand improves and one-time costs
roll off leading to improved EBITDA generation.
Environmental, Social, And Governance
S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of Emerald, as is the
case for most rated entities owned by private-equity sponsors. We
believe the company's highly leveraged financial risk profile
points to corporate decision-making that prioritizes the interests
of the controlling owners. This also reflects the generally finite
holding periods and a focus on maximizing shareholder returns."
FAMILY OF CARE: Seeks to Hire YVS Law LLC as Bankruptcy Counsel
---------------------------------------------------------------
Family of Care Real Estate Holding Co. seeks approval from the U.S.
Bankruptcy Court for the District of Maryland to hire YVS Law, LLC
as counsel.
The firm's services include:
(a) advising the Debtor of its rights, powers and duties;
(b) advising the Debtor concerning, and assisting in the
negotiation and documentation of, financing agreements, debt
restructurings, cash collateral arrangements and related
transactions;
(c) representing the Debtor in defense of any proceedings
instituted to reclaim property or to obtain relief from the
automatic stay under Section 362(a) of the Bankruptcy Code;
(d) representing the Debtor in any proceedings instituted with
respect to the Debtor's use of cash collateral;
(e) reviewing the nature and validity of liens asserted
against the property of the Debtor and advising the Debtor
concerning the enforceability of such liens;
(f) advising the Debtor concerning the actions that it might
take to collect and to recover property for the benefit of its
estate;
(g) preparing legal documents and reviewing financial
reports;
(h) advising the Debtor concerning, and preparing responses
to, legal papers that may be filed and served in its Chapter 11
case;
(i) counseling the Debtor in connection with the formulation,
negotiation and promulgation of a plan of reorganization or
liquidation and related documents; and
(j) providing other legal services.
The firm will charge these hourly fees:
Members $485 to $595 per hour
Counsel/Senior Counsel $395 to $595 per hour
Associates $275 to $350 per hour
Paralegals $200 to $270 per hour
Law Clerks $150 to $260 per hour
Prior to filing of the Chapter 11 case, the firm received the
amount of $75,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Catherine Keller Hopkin, Esq., the firm's attorney who will be
providing the services, disclosed in a court filing that he is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Catherine Keller Hopkin, Esq.
YVS LAW, LLC
185 Admiral Cochrane Drive, Suite 130
Annapolis, MD 21401
Tel: (443) 569-0788
Fax: (410) 571-2798
E-mail: chopkin@yvslaw.com
About Family of Care Real Estate Holding Co.
Family of Care Real Estate Holding Co. is a community-focused
nonprofit company that offers care and advice to seniors and their
families.
Family of Care Real Estate Holding Co. sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 24-18782) on
October 18, 2024. In the petition filed by Terry Weaver, as chief
financial officer, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
The Debtor is represented by Catherine Keller Hopkin, Esq. at YVS
LAW, LLC.
FERRELLGAS PARTNERS: S&P Alters Outlook to Neg., Affirms 'B' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook on Ferrellgas Partners L.P.
to negative from stable and affirmed its 'B' issuer credit rating.
S&P's 'B' issue-level rating and '3' recovery rating on the senior
notes are unchanged, indicating its expectation for meaningful
(50%-70%; rounded estimate: 55%) recovery in the event of a payment
default.
The negative outlook reflects the refinancing risk related to
Ferrellgas' credit facility and 2026 notes, which could constrain
its liquidity over the next six months. The negative outlook also
incorporates the adverse judgement in the partnership's Eddystone
Rail Co. lawsuit.
The negative outlook reflects the company's heightened refinancing
risk, given the near-term maturities of its revolver and 2026
notes, which could negatively affect its liquidity. Ferrellgas'
$350 million senior secured revolving line of credit and $650
million senior unsecured notes mature by the end of March 2025 and
2026, respectively. S&P said, "With the partnership's use of
approximately $125 million of letters of credit to guarantee the
appeal bond for the Eddystone litigation, we believe its borrowing
capacity under the revolver is severely reduced over the near term.
This has constrained Ferrellgas' liquidity, which we expect will
deteriorate further if its 2026 notes become current."
The negative outlook on Ferrellgas reflects the refinancing risk
associated with its credit facility and 2026 notes, which could
constrain its liquidity over the next six months. S&P estimates the
partnership's S&P Global Ratings-adjusted debt to EBITDA will be in
the 6.0x–6.5x range in fiscal years 2025 and 2026.
S&P said, "We could lower our rating on Ferrellgas by multiple
notches if it is unable to refinance its 2026 notes before they
become current on March 31, 2025.
"We could revise our outlook on Ferrellgas to stable if it
successfully refinances its 2026 notes and revolver such that we
expect its liquidity will be adequate for the foreseeable future.
"Environmental factors are a negative consideration in our credit
rating analysis of Ferrellgas Partners L.P. The partnership
distributes propane and sells related equipment to residential,
commercial, agricultural, and wholesale customers across the U.S.
The demand for propane could fall if natural gas drilling and
production decline as part of the energy transition over time.
While propane is more environmentally friendly than other
hydrocarbons, climate change could adversely impact its demand as
the industry shifts its focus on generating low-carbon renewable
fuel. Furthermore, governance factors are also a negative credit
consideration because Ferrellgas operates as a master limited
partnership where the general partners are responsible for decision
making. However, we consider the partnership's management team as
having a good level of experience."
FLEET SERVICES: Hires Law Offices of Michael Jay Berger as Counsel
------------------------------------------------------------------
Fleet Services Group, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ the Law
Offices of Michael Jay Berger as attorney.
The firm's services include:
a. communicating with creditors of the Debtor;
b. reviewing the Debtor's Chapter 11 bankruptcy petition and
all supporting schedules;
c. advising the Debtor of its legal rights and obligations in
a bankruptcy proceeding;
d. working to bring the Debtor into full compliance with
reporting requirements of the Office of the United States Trustee
(the "OUST");
e. preparing status reports as required by the Court, and
responding to any motions filed in Debtor's bankruptcy proceeding;
f. responding to creditor inquiries;
g. reviewing of proofs of claim filed in Debtor's bankruptcy;
h. objecting to inappropriate claims;
i. preparing status reports as required by the court; and
j. preparing a Chapter 11 Plan of Reorganization for the
Debtor.
The firm will be paid at these rates:
Michael Jay Berger $645 per hour
Sofya Davtyan $595 per hour
Robert Poteete $475 per hour
Senior paralegals and law clerks $275 per hour
Paralegal $200 per hour
The firm was paid a retainer in the amount of $25,000.
It will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Michael Jay Berger, Esq., a partner at Law Offices of Michael Jay
Berger, 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:
Michael Jay Berger, Esq.
Sofya Davtyan, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Blvd. 6th Floor
Beverly Hills, CA 90212-2929
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: Michael.Berger@bankruptcypower.com
Sofya.Davtyan@bankruptcypower.com
About Fleet Services Group
Fleet Services Group, LLC is a diesel repair shop that provides
fleet maintenance and repair services for light, medium, and
heavy-duty fleets. With services ranging from engine repair to
custom welding and fabrication, Fleet Services Group has the means
and expertise to successfully perform a wide array of repair and
maintenance services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calid. Case No. 24-18551) on October
18, 2024. In the petition signed by Janelle Juarez, managing
member, the Debtor disclosed $179,140 in assets and $1,098,325 in
liabilities.
Judge Deborah J. Saltzman oversees the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger,
represents the Debtor as bankruptcy counsel.
FOFCEE SPC: Hires Neeleman Law Group as Legal Counsel
-----------------------------------------------------
Fofcee, SPC seeks approval from the U.S. Bankruptcy Court for the
Western District of Washington to employ Neeleman Law Group as
legal counsel.
The firm's services include:
a. assisting the Debtor in the investigation of the financial
affairs of the estate;
b. providing legal advice and assistance to the Debtor with
respect to matters relating to this case and creditor
distribution;
c. preparing all pleadings necessary for proceedings arising
under this case; and
d. performing all necessary legal services for the estate in
relation to this case.
The firm will be paid at these rates:
Principal $550 per hour
Associate $450 per hour
Paralegal $200 per hour
Neeleman Law Group received a retainer in the amount of $11,738.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jennifer L. Neeleman, Esq., a partner at Neeleman Law Group,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jennifer L. Neeleman, Esq.
Neeleman Law Group
1403 8th Street
Marysville, WA 98270
Tel: (425) 212-4800
Fax: (425) 212-4802
About Fofcee, SPC
Fofcee, SPC, is a special purpose corporation that has been
operating since its founding date in 2020. The company focuses on
targeted initiatives within its industry, leveraging innovation to
meet specific market needs. With a commitment to excellence and
customer satisfaction, Fofcee aims to deliver high-quality products
and services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No.24-12277) on September
10, 2024, with $21,927 in assets and $149,500 in laibilities.
Thomas D. Neeleman, signed the petition.
Judge Honorable Timothy W. Dore presides over the case.
Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C., represents
the Debtor as bankruptcy counsel.
FRANCHISE GROUP: S&P Lowers ICR to 'D' on Chapter 11 Filing
-----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Franchise
Group Inc. (FRG) to 'D' from 'CCC+'. At the same time, S&P lowered
its issue-level rating on the company's first-lien term loan to 'D'
from 'B-' and second-lien term loan to 'D' from 'CCC-'.
The downgrade follows FRG's Chapter 11 bankruptcy filing. As part
of the filing, FRG entered into a restructuring support agreement
with holders of approximately 80% of its first-lien debt that
proposes equitization of the first-lien debt into 100% of the
equity in the reorganized business.
FRG has also filed motions to ensure business continuity, including
employee wage payments and benefits. The company announced it
secured $250 million of debtor-in-possession financing to fund its
operations as it works through bankruptcy proceedings.
At the time of its filing, FRG's outstanding debt totaled
approximately $2 billion.
FRG's bankruptcy filing follows persistently weak operating
performance with declines in revenues and EBITDA amid macroeconomic
pressures and weaker consumer spending. The company's liquidity and
cash flows have been pressured during this time due to its heavily
indebted capital structure.
FRG is a franchisor and operator of franchised businesses. FRG
operates four segments: Vitamin Shoppe, American Freight, Pet
Supplies Plus, and Buddy's Home Furnishings.
FULCRUM BIOENERGY: Committee Taps Layer 7 as Investment Banker
--------------------------------------------------------------
The official committee of unsecured creditors of Fulcrum Bioenergy
Inc. seeks approval from the U.S. Bankruptcy Court for the District
of Delaware to hire Layer 7 Capital LLC as its investment banker.
The firm will render these services:
a. develop a comprehensive understanding of the Debtors'
assets and their valuations, specific to a data center investor;
b. develop marketing materials for interested buyers in the
data center sectors;
c. solicit interest from interested buyers;
d. coordinate with the Debtor's investment bank to help
maximize value in aggregate for the Debtor's assets;
e. coordinate with Dundon Advisors;
f. present at meetings of the Committee, as well as meetings
with other key stakeholders and parties;
g. perform such other advisory services for the Committee as
may be necessary or proper in these proceedings, subject to the
aforementioned scope; and
h. provide testimony on behalf of the Committee as and when
may be deemed appropriate.
Layer 7 Capital will receive a fixed fee of $50,000 plus 4 percent
of the aggregate purchase price of assets presently proposed to be
sold to the Stalking Horse in excess of the initial bid therefore
made by the Stalking Horse.
As disclosed in the court filings, Layer 7 Capital is a
"disinterested person" as that term is defined in Bankruptcy Code
Section 101(14).
The firm can be reached through:
Steve Kyong Lee
Layer 7 Capital LLC
170 Hamilton Avenue Suite 210
White Plains, NY 10601
Phone: (914) 437-8886
Email: info@layer7capital.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 LOAN: Hires B. Riley Advisory as Financial Advisor
----------------------------------------------------------
Fulcrum Loan Holdings, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ B. Riley Advisory Services as financial advisor.
The firm will provide these services:
a. assist the Debtors in a review of their strategic options;
b. assist the Debtors in developing financial projections and
liquidity projections;
c. assist the Debtors with negotiations with various
stakeholders;
d. assist the Debtors in implementing potential operational
and/or strategic enhancements;
e. assist the Debtors in preparation of the statutory reporting
requirements during the chapter 11 proceedings, including the
statements of financial affairs and associated schedules and,
during the pendency of the case, the Monthly Operating Reports
(MORs);
f. assist with the preparation of reports for, and
communications with, the Bankruptcy Court, creditors, and any other
constituents;
g. review, evaluate and analyze the financial ramifications of
proposed transactions for which the Debtors may seek Bankruptcy
Court approval;
h. provide appraisal and valuation services;
i. provide financial advice and assistance to the Debtor in
connection with asset sale transactions;
j. assist the Debtors in developing and supporting a proposed
Plan of Reorganization;
k. render Bankruptcy Court testimony in connection with the
foregoing, as required, on behalf of the Debtors; and
l. provide any other duty or task which falls within the normal
responsibilities of a Financial Advisor at the direction of
Management and/or Board.
The firm will be paid at these rates:
Marshall Glade, Managing Director $550 per hour
Noah Brill, Associate $265 per hour
Other $225 to $550 per hour
Prior to the filing date, the firm received invoice payments
totaling $31,999.60.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Marshall Glade, a managing director at B. Riley Advisory Services,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Marshall Glade
B. Riley Advisory Services
3445 Peachtree Road, Suite 1225
Atlanta, GA 30326
Tel: (470) 346-6842
Email: mglade@brileyfin.com
About Fulcrum Loan Holdings, LLC
Fulcrum Loan Holdings is engaged in activities related to real
estate.
Fulcrum Loan Holdings filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
24-56114) on June 11, 2024, listing $10 million to $50 million in
assets and $1 million to $10 million in liabilities. The petition
was signed by Ronald S. Leventhal as CEO of Manager of Managing
Member of Senior Member of Sole Member.
Benjamin Keck, Esq. at KECK LEGAL, LLC, is the Debtor's counsel.
GDS EXPRESS: Court Rules in Favor of BMO in Stacy Lawsuit
---------------------------------------------------------
In the case captioned as BMO HARRIS BANK, N.A., PLAINTIFF, vs.
CRAIG STACY, CASE NO. 5:22-cv-613 (N.D. Ohio), Chief Judge Sara
Lioi of the United States District Court for the Northern District
of Ohio granted default judgment in favor of BMO and against Stacy
on the amended complaint. BMO is awarded $326,677.75 in damages,
plus interest, and $25,032.65 in attorneys' fees and costs.
Before the Court is plaintiff BMO Harris Bank National
Association's motion for default judgment against defendant Craig
Stacy, pursuant to Federal Rule of Civil Procedure 55(b).
The claims in this case concern two lease agreements, both of which
were guaranteed by Stacy. Non-parties Noble's Inc. and Nuway
Logistics Group, LLC entered into separate lease agreements with
General Electric Capital Corporation and its affiliate GE TF Trust.
The Leases allowed the Companies to lease commercial vehicles from
the Lessors. Each Lease was supplemented by a Schedule A document,
which detailed specific lease terms including the vehicles leased,
the length of the lease, the monthly payment due, and the purchase
value of each vehicle.
Noble and Nuway are debtors in a pending bankruptcy proceeding In
re G.D.S. Express, Inc., et al., Case No. 19-53034 (Bankr. N.D.
Ohio). BMO has certified that the 11 U.S.C. Sec. 362 stay in that
case has not been extended to include Stacy, who is not a debtor in
the case.
Stacy entered into two Continuing Guaranty contracts in which he
agreed to "pay on demand the entire Indebtedness and all losses,
costs, attorneys' fees and expenses which may be suffered by" the
Lessors in the event either Company defaulted on their lease
obligations. After the lease relationships began, the Lessors
transferred their rights in the Leases and the Guaranties to BMO.
Eventually, each Company defaulted under their respective Lease by
failing to make timely payments, filing for bankruptcy, and
rejecting the Leases during bankruptcy proceedings. In response to
the Companies' defaults, BMO exercised its contractual right to
cancel the Leases.
Upon cancellation, BMO was entitled to certain damages and costs.
Specifically, each Company was required to pay any amount due as of
the Lease cancellation date, all future amounts due under the
Lease, and the purchase value of each leased vehicle as defined in
the applicable Schedule A document. Additionally, the Leases
provide for 18% annual interest on the damages due and require the
Companies to pay the attorneys' fees and costs incurred by BMO in
enforcing the Leases.
BMO alleges that Stacy breached the Guaranties by refusing to pay
the Companies' debts, and now seeks to recover the amounts owed by
the Companies from Stacy. Specifically, BMO asserts it is owed
$326,684.05 in damages, plus interest, and $27,298.15 in reasonable
attorneys' fees and costs. Stacy was served with the amended
complaint but did not answer or otherwise respond. BMO, after
several missed deadlines, repeated admonitions from the Court, and
a one-year delay, filed a motion for default judgment against Stacy
on October 8, 2024.
Accepting the amended complaint's well-pleaded factual allegations
as true, the Court finds that BMO has stated claims against Stacy
for breach of the Guaranties. The Court also finds that BMO has
produced sufficient evidence to recover damages, interest,
attorneys' fees, and costs from Stacy.
The Court finds that BMO is owed $20,270.34 under the Noble
Guaranty, plus additional accruing interest.
The Court also finds that BMO is owed $306,407.41 under the Nuway
Guaranty, plus additional accruing interest.
BMO also seeks to recover $25,134.00 in attorneys' fees and
$2,164.15 in related litigation costs. The Court finds these costs
to be reasonable and supported by the record. Accordingly, the
Court awards a total of $25,032.65 in attorneys' fees and costs.
A copy of the Court's decision dated October 28, 2024, is available
at https://urlcurt.com/u?l=B42hfi
GLOBAL TECH INDUSTRIES: Paul Strickland Appointed as Receiver
-------------------------------------------------------------
Lina Guerrero of Investing.com reports that Global Tech Industries
Group, Inc. entered receivership on October 28, 2024, with the
Nevada District Court appointing Paul L. Strickland as receiver
after legal action against the company's former leadership.
The report recounts that the court's September 18, 2024 ruling in
the case, White Rocks (BVI) Holdings Inc., et al., v. Reichman, et
al., led to the immediate dismissal of Global Tech's management
team, including David Reichman, Kathy Griffin, Frank Benintendo,
Donald Gilbert, and Ashfin Luke Rahbari.
According to the report, Strickland now holds full control over the
company's operations and assets, including staffing decisions,
management of all assets, including subsidiaries and financial
accounts, and responsibility for ensuring the company's adherence
to SEC and OTC Markets reporting requirements. The former
management is barred from actions like issuing securities,
incurring non-routine debt, selling assets, providing loans to
affiliates, withdrawing funds, or awarding bonuses to themselves
without court approval. The court also prohibits any lawsuits
against the receiver for actions taken under its authority unless
expressly allowed. Additionally, the receiver will be compensated
for services based on a percentage of the value of assets recovered
for the company.
According to Investingpro data, GTII has been unprofitable over the
last year and faces significant financial and operational hurdles.
About Global Tech Industries
Global Tech Industries Group, Inc., operates an online
cryptocurrency trading platform in the United States. It operates
Beyond Blockchain, a cryptocurrency trading platform, which allows
multi-currency clearing and direct settlements in Bitcoin,
Ethereum, Tether, Bitcoin Cash, Litecoin, Bitcoin SV, Aave,
Compound, Uniswap, Chainlink, and Yearn Finance. The company was
formerly known as Tree Top Industries, Inc. and changed its name to
Global Tech Industries Group, Inc. in July 2016. Global Tech
Industries Group was incorporated in 1980 and is based in New York.
GMB TRANSPORT: Gets Interim OK to Use Cash Collateral Until Nov. 15
-------------------------------------------------------------------
GMB Transport, LLC received interim approval from the U.S.
Bankruptcy Court for the Northern District of New York to use the
cash collateral of its secured creditors until Nov. 15.
The interim order approved the use of cash collateral of CFG
Merchant Solutions, LLC, Everest Business Funding, Prime Funding
Direct, LLC, and Panthers Capital to pay necessary expenses set
forth in GMB Transport's projected budget.
To protect the interest of secured creditors, GMB Transport will
make a monthly payment of $1,000 to CFG, $1,000 to Everest, and
$500 to Prime Funding.
Panthers, as a fourth position lien holder, has no equity in GMB
Transport's cash or cash equivalents at the time of the company's
bankruptcy filing and, as such, will not receive adequate
protection payments from the company.
The final hearing is scheduled for Nov. 12.
About GMB Transport LLC
GMB Transport LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. N.Y. Case No. 24-60857) on October 27,
2024, with up to $500,000 in assets and up to $1 million in
liabilities. Scott J. Bornt, chief executive officer, signed the
petition.
Judge Patrick G. Radel oversees the case.
Michael Boyle, Esq., at Boyle Legal LLC, represents the Debtor as
bankruptcy counsel.
GRAND VALLEY: Appointment of Chapter 11 Trustee Appropriate
-----------------------------------------------------------
Judge Pamela W. McAfee of the United States Bankruptcy Court for
the Eastern District of North Carolina ruled that appointment of a
chapter 11 trustee is appropriate in the bankruptcy cases of Top
Park Services, LLC; Time Out Properties, LLC; Grand Valley MHP,
LLC; Prairie Knolls MHP, LLC; and Rolling Acres MHP, LLC.
Northpoint Commercial Finance LLC filed its motion to convert or in
the alternative to appoint a chapter 11 trustee on October 3, 2024,
and sought an expedited hearing on that motion on the existing
hearing date of October 15, 2024, which was allowed.
The motion was joined by M&T Realty Capital Corporation, and by the
chapter 7 trustee of the related case of Toppos, LLC.
Toppos and the Debtors, together with the other affiliate entities,
are part of one business enterprise. Time Out is the "parent"
corporation of most of the affiliate parks, including the Park
Debtors. Neil Carmichael Bender, II is the 100% beneficial owner of
Toppos, the Debtors, and all of the non-debtor affiliate entities.
At some point, Northpoint provided chattel financing to Toppos,
eventually becoming the largest lender with a claim of over $20
million as of the filing of the Toppos case. Northpoint's debt is
guaranteed by all or substantially all of the affiliate entities,
including the Debtors and Mr. Bender individually.
At the same time, separate lenders hold the mortgages on the real
estate on which the affiliate parks are located. M&T holds the
liens on the Debtor Parks' real estate, as well as other parks
located in Illinois. M&T's claim arises from a note dated May 26,
2022, and the outstanding balance exceeds $26 million. The M&T
obligation, which went into default in June 2023 and matured on
November 1, 2023, is also guaranteed by Mr. Bender.
In its motion, Northpoint raised many of the same bases for
appointing a chapter 11 trustee for the Debtors as it had in the
Toppos case, describing the Debtors' management structure as
"hopelessly conflicted" and contending that the Debtors would not
act in a manner consistent with the fiduciary duties owed to
Northpoint and other creditors. Northpoint's motion also asserted
that the affiliate entities controlled by Mr. Bender have not
observed corporate formalities in the dealings between the Debtors
and Toppos, and that the eve-of-bankruptcy agreement between Top
Park and Toppos was to the detriment of creditors and to the
benefit of affiliate entities remaining outside of bankruptcy.
In his joinder of Northpoint's motion, the Toppos Trustee raised
concerns that current management of the Debtor Parks has failed to
maintain the manufactured homes in those parks, leaving them in
significant disrepair and subject to vandalism, causing continuing
damage to all of the affiliate Debtors' estates. The Toppos Trustee
further contends that Mr. Bender operates the affiliate entities in
a manner benefitting himself and to the detriment of the Debtors,
affiliates, and the tenants in the parks, as well as the creditors
of all of the affiliates, as shown by Mr. Bender's moving money
from the parks to Top Park to enable Top Park to pay his $200,000
salary and make other distributions for his benefit.
In its joinder, M&T maintains that "the Debtors' conflicted and
incestuous management structure has been exploited by Bender to
enrich himself at the creditors' expense." M&T contends that a
trustee is needed to manage the Debtors' liquidation to ensure that
the estates receive their fair share of value from any sale of the
Debtors' assets and to investigate claims against the affiliates
and insiders.
In response, the Debtors contend that the motion to convert or
appoint a trustee is premature, given that their petitions were
filed only on September 20, 2024, and that the shortened notice for
the October 15 hearing prejudiced their ability to prepare. They
also maintain that they have been busy with cash collateral
motions, the motion to transfer venue, and preparation of
schedules.
Substantively, the Debtors maintain that they have complied with
every obligation postpetition and have been model stewards of their
estates -- not even spending the funds authorized by the court to
have been spent pursuant to their cash collateral motions. They
also contend that there are justifications for the prepetition
business operations about which the moving parties complain, that
there are no irreconcilable conflicts, that they have a path to
reorganization for these Debtors, and that they should be given an
opportunity to propose and confirm chapter 11 plans.
Northpoint first sought conversion of the cases to cases under
chapter 7, and appointment of a trustee in the alternative. The
court determines in its discretion that in this case, and
considering the history of Toppos with this court, appointment of a
trustee is the better alternative. Conversion predetermines a
number of issues that are better suited for an informed, neutral
analysis, including whether to try to formulate and confirm a
plan15 (even if that plan is a liquidating plan), whether to
continue to seek substantive consolidation of the cases (and, if
applicable, any non-debtor affiliates), and ultimately whether to
convert these cases to chapter 7 or, if there is a reason to do so,
to reconvert Toppos to a chapter 11 case. Accordingly, the motion
to convert is denied.
With respect to the alternate motion, the court has reviewed the
evidence against the standards for appointment of a chapter 11
trustee either for cause or in the interests of the creditors and
the estate. In this case, the court concludes that appointment of a
trustee is necessary under either standard.
On October 25, 2024, the court entered an order finding that
Northpoint, as joined by the Toppos Trustee and M&T, met its burden
of proving by clear and convincing evidence that appointment of a
chapter 11 trustee is appropriate in all five of these cases both
for cause and because appointment of a trustee is in the interest
of creditors and the estates pursuant to 11 U.S.C. Sec. 1104(a)(1)
and (2), and appointing John C. Bircher III as Interim Chapter 11
Trustee.
Confirming the order entered on October 25, 2024, John C. Bircher
III is appointed interim chapter 11 trustee, and Mr. Bircher, the
BA, and the parties are directed to assess whether the operational
structure mandates the appointment of a different trustee for any
or all of these Debtors to maintain neutrality and meet the
fiduciary obligations to each estate. Absent a request for
appointment of a different trustee or for additional time to assess
the issue, the court will make Mr. Bircher's appointment permanent
on December 15, 2024.
A copy of the Court's decision dated October 29, 2024, is available
at https://urlcurt.com/u?l=tnidsq
About Grand Valley MHP
Grand Valley MHP, LLC operates in the mobile home park industry,
managing and providing residential spaces for mobile homeowners.
The company primarily focuses on leasing land and facilities to
individuals or families who own mobile homes, offering essential
services such as land maintenance, utility connections, and
sometimes community amenities.
Grand Valley MHP sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-03431 with $10
million to $50 million in both assets and liabilities. The petition
was signed by Neil Carmichael Bender, II as manager.
Judge Pamela W Mcafee oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq. at
Shraiberg Page P.A.
GRANITE ASSET: Taps Commercial Property Network as Realtor
----------------------------------------------------------
Granite Asset Group, LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Commercial Property
Network as realtor.
The firm will market and sell the Debtor's real property located at
110 Woodfern Road, Neshanic Station, Branchburg, NJ.
The realtor will receive a 5 percent commission on the sale price
of no buyer's broker is utilized; and 7 percent commission to be
shared with buyer's broker if one is utilized.
Commercial Property Network is a disinterested person under 11
U.S.C. Sec. 101(14), according to court filings.
The realtor can be reached through:
William Barish
Commercial Property Network
29 Emmons Drive A10,
Princeton, NJ 08540
Phone: (609) 921-8844
About Granite Asset Group, LLC
Granite Asset Group owns real properties located at 110 Woodfern
Rd, Units D1A, D1B & D4 Branchburg Township, NJ valued at $1.1
million and 110 Woodfern Rd, Unit A, Branchburg Township, NJ having
an appraised value of $815,000.
Granite Asset Group, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No.
24-18209) on August 19, 2024, listing $1,915,000 in assets and
$777,557 in liabilities. The petition was signed by Samuel Ornstein
as owner.
John O'Boyle, Esq. at NORGAARD OBOYLE HANNON represents the Debtor
as counsel.
HAZ MAT: Taps Christopher Lang of Bennett Thrasher as CRO
---------------------------------------------------------
Haz Mat Special Services, LLC filed an emergency application
seeking approval from the U.S. Bankruptcy Court for the Southern
District of Texas to employ Bennett Thrasher, LLP and designate
Christopher Lang as the CRO.
The firm will provide these services:
a. assist the Debtor in developing strategies to improve cash
flow and reduce expenses;
b. assist the Debtor in identifying and implementing both
short-term and long-term liquidity generating initiatives;
c. assist the Debtor in reporting to its pre- and
post-petition secured lenders;
d. assist the Debtor in complying with budgets;
e. assist the Debtor in amending or terminating leases and
contracts;
f. assist the Debtor in reporting to creditor constituencies;
g. assist the Debtor in complying with due diligence by
prospective business/asset acquirers;
h. assist in developing and implementing cash management
strategies, tactics and processes including developing a cash
receipts and disbursements forecasting tool;
i. assist the Debtor in the preparation of data required in
order to prepare the first day motions and related orders which may
be required by the Bankruptcy Court;
j. assist with the preparation of the Statement of Financial
Affairs, Schedules of Assets and Liabilities, and other regular
reports required in its Chapter 11 Case and in contract rejection
analysis in the Chapter 11 Case;
k. assist the Debtor in areas such as testimony before the
Bankruptcy Court on matters that are within BT's areas of
expertise; and
l. assist with such other matters as may be requested by the
Board that fall within BT's expertise and that are mutually
agreeable.
The firm will be paid an hourly rate for its services.
Bennett Thrasher will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Chris Lang, a partner at Bennett Thrasher, 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:
Chris Lang
Bennett Thrasher, LLP
5495 Belt Line Road, Suite 345
Dallas, TX 75254
Tel: (469) 936-7990
About Haz Mat Special Services, LLC
Haz Mat Special Services LLC HMSS specializes in 24/7 emergency
response Services and is ready for the most challenging
circumstances involving hazardous materials incidents in all modes
of transportation & fixed sites. The Company's focus is responding
to emergency situations involving hazardous materials, industrial
fires, explosions, Chem/Bio, WMDs, radiologicals (TENORM) or
weather related events occur.
Haz Mat Special Services LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-34269) on Sept.
13, 2024. In the petition filed by Joshua Williams, as sole member,
the Debtor estimated assets between $10 million and $50 million and
liabilities between $1 million and $10 million.
The Debtor is represented by Brandon Tittle, Esq. at TITTLE LAW
GROUP, PLLC.
HONEY DO: Taps Two Dope Labs Media to Provide Marketing Services
----------------------------------------------------------------
Honey Do Franchising Group, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Tennessee to hire Two
Dope Labs Media, LLC to provide marketing services.
The Debtor seeks marketing services including search engine
optimization to improve franchisor and franchisee website
visibility and ranking on search engine results pages.
The firm's rates are:
a. $1,500 per month for SEO services for Honey Do Franchising
Group, Inc., and
b. $3,000 per month for local SEO service for The Honey Do
Franchisees.
Jeffrey Miller, the principal of Two Dope Labs Media, LLC, 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:
Jeffrey Miller
Two Dope Labs Media, LLC
1580 N. Logan Street, Suite 600 #649338
Denver, CO 80203
About Honey Do Franchising Group
Honey Do Franchising Group, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. E.D. Tenn. Case No.
24-50596) on June 14, 2024, with up to $50,000 in assets and up to
$10 million in liabilities. Thomas Brad Fluke, chief executive
officer, signed the petition.
Judge Rachel Ralston Mancl presides over the case.
Brenda G. Brooks, Esq., at Moore & Brooks represents the Debtor as
legal counsel.
HOSPITAL FOR SPECIAL: Taps Liz George as Conflicts Counsel
----------------------------------------------------------
Hospital for Special Surgery, LLC, doing business as OneCore
Health, seeks approval from the U.S. Bankruptcy Court for the
Western District of Oklahoma to employ Liz George & Associates to
act as conflicts counsel.
The firm's services include:
a. advising the Debtors regarding their powers and duties as
debtors-in-possession;
b. advising and consulting on the conduct of these Chapter 11
cases, including all of the legal and administrative requirements
of operating in Chapter 11;
c. attending meetings and negotiating with representatives of
creditors and other parties in interest;
d. taking all necessary actions to protect and preserve the
Debtors' estates;
e. preparing pleadings in connection with these Chapter 11
cases;
f. representing the Debtors in connection with obtaining
authority to use cash collateral and obtain post-petition
financing;
g. appearing before the Court and any appellate courts to
represent the interests of the Debtors' estates;
h. taking any necessary actions on behalf of the Debtors to
negotiate, prepare and obtain approval of a disclosure statement
and confirmation of a Chapter 11 plan of reorganization and all
documents related thereto;
i. performing all other necessary legal services for the
Debtors in connection with the prosecution of these Chapter 11
cases; and
j. representing the Debtors in any litigation matters, if
necessary and to the extent not stayed.
The firm will be paid at these rates:
Lysbeth L. George $300 per hour
Paralegal $150 per hour
Liz George & Associates will seek reimbursement of actual,
necessary expenses and other charges.
Lysbeth George, CEO of Liz George & Associates, assured the court
that the firm is a "disinterested person" within the meaning of 11
U.S.C. 101(14).
The firm can be reached through:
Lysbeth George, Esq.
LIZ GEORGE AND ASSOCIATES
1801 S. Walker Ave., Suite F
Oklahoma City, OK 73139
Telephone: (405) 689-5502
Facsimile: (405) 689-5502
Email: liz@georgelawok.com
About Hospital for Special Surgery
Hospital for Special Surgery, LLC is a Medicare-certified surgical
specialty hospital in Oklahoma City that specializes in diagnostic,
surgical and rehabilitative services.
Hospital for Special Surgery sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 24-12862) on Oct.
7, 2024. In the petition filed by Steve Hockert, chief executive
officer, the Debtor disclosed $8,285,647 in total assets and
$21,797,844 in liabilities.
The Debtor tapped Crowe & Dunlevy serves as counsel and McEntire
Advisory, PLLC as financial advisor. Kurtzman Carson Consultants,
LLC, doing business as Verita Global, is the Debtor's claims,
noticing, and solicitation agent.
HOT CRETE: Cain & Skarnulis Revises Rule 2019 Statement
-------------------------------------------------------
The law firm of Cain & Skarnulis PLLC (C&S) filed an amended
verified statement pursuant to Rule 2019 of the Federal Rules of
Bankruptcy Procedure to disclose that in the Chapter 11 case of Hot
Crete LLC, the firm represents Donn Wurts, Jamie Wurts, Rowena
Hernandez, Edward Weltens, Julie Weltens, Jarratt Wade Landers,
Patricia Landers, Melissa Jordan, Nick Russell, Jeffrey Szastak,
and Heather Szastak (collectively, the Creditors).
Donn Wurts and Jamie Wurts have claims pending against Hot Crete
LLC in Donn Wurts and Jamie Wurts v. Hot Crete LLC et al., No. D
1-GN-24-003993, in the 261st Judicial District Court, Travis
County, Texas.
Rowena Hernandez has claims against Hot Crete LLC for damages
arising from the defective construction and installation of a
swimming pool and decking at Ms. Hernandez's residence.
Edward Weltens and Julie Weltens have claims against Hot Crete LLC
for damages arising from the defective construction and
installation of a swimming pool at the Weltens's residence.
Jarratt Wade Landers and Patricia Landers have claims pending
against Hot Crete LLC in Patricia Landers and Wade Landers vs.
Southpaw Pools, Inc., 23-1839-C425, in the 425th Judicial District
Court, Williamson County, Texas.
Melissa Jordan and Nick Russell have claims against Hot Crete LLC
for damages arising from the defective construction and
installation of a swimming pool at the Jordan and Russell
residence.
Jeffrey Szastak and Heather Szastak have claims against Hot Crete
LLC for damages arising from the defective construction and
installation of a swimming pool at the Szastak residence.
The Creditors' address and the nature and amount of disclosable
economic interests held in relation to the Debtors are:
1. Donn Wurts
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* $440,124.00
2. Jamie Wurts
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* $440,124.00
3. Rowena Hernandez
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* $241,950.00
4. Edward Weltens
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* $245,387.19
5. Julie Weltens
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* $245,387.19
6. Wade Landers
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* Unliquidated
7. Patricia Landers
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* Unliquidated
8. Melissa Jordan
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* Unliquidated
9. Nick Russell
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* Unliquidated
10. Jeffrey Szastak
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* $174,795.00
11. Heather Szastak
c/o Cain & Skarnulis PLLC
303 Colorado Street, Suite 2850
Austin, TX 78701
* Claims for breach of implied warranty, negligence, and
violations of the Texas Deceptive
Trade Practices Act.
* $174,795.00
The law firm can be reached at:
Ryan E. Chapple, Esq.
Michael Moody, Esq.
Joshua A. Eames-Cepero, Esq.
CAIN & SKARNULIS PLLC
303 Colorado Street, Suite 2850
Austin, Texas 78701
512-477-5000
512-477-5011—Facsimile
Email: rchapple@cstrial.com
mmoody@cstrial.com
jeames@cstrial.com
About Hot Crete LLC
Hot Crete LLC filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-10303) on
March 22, 2024, listing $1,000,001 to $10 million in both assets
and liabilities. The petition was signed by Edgar Castro as
president.
Todd Brice Headden, Esq. at Hayward PLLC represents the Debtor as
counsel.
IMERYS TALC: Tort Claimants Tap Fried Frank as Special Counsel
--------------------------------------------------------------
The Official Committee of Tort Claimants of Imerys Talc America,
Inc., and its affiliates seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to employ Fried, Frank, Harris,
Shriver & Jacobson LLP as its special litigation and corporate
counsel.
The Committee has requested that Fried Frank replace Willkie Farr &
Gallagher LLP as its special counsel to provide any and all of the
services to the Committee that it retained Willkie Farr to
perform.
The firm will be paid at these hourly rates:
Partners $2,250 to $1,615
Special Counsel $1,575 to $1,475
Associates $1,395 to $805
Discovery Attorneys $590 to $510
Paraprofessionals $580 to $400
Fried Frank will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Rachel Strickland, a partner of Fried Frank Harris Shriver &
Jacobson LLP, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Fried Frank can be reached through:
Rachel C. Strickland, Esq.
Daniel I. Forman, Esq.
Erin C. Ryan, Esq.
FRIED, FRANK, HARRIS, SHRIVER & JACOBSON LLP
One New York Plaza
New York, New York 10004
Email: Rachel.Strickland@friedfrank.com
Daniel.Forman@friedfrank.com
Erin.Ryan@friedfrank.com
About Imerys Talc America
Imerys Talc America, Inc. and its subsidiaries --
https://www.imerys-performance-additives.com/ -- are in the
business of mining, processing, selling and distributing talc. Its
talc operations include talc mines, plants and distribution
facilities located in Montana (Yellowstone, Sappington, and Three
Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and
Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also
utilizes offices located in San Jose, Calif., and Roswell, Ga.
Imerys Talc America and its subsidiaries, Imerys Talc Vermont,
Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The
Debtors were estimated to have $100 million to $500 million in
assets and $50 million to $100 million in liabilities as of the
bankruptcy filing.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Richards, Layton & Finger, P.A., and Latham &
Watkins LLP as their legal counsel, Alvarez & Marsal North America,
LLC as financial advisor, and CohnReznick LLP as restructuring
advisor. Prime Clerk, LLC, is the claims agent.
The U.S. Trustee for Region 3 appointed an official committee of
tort claimants in the Debtors' Chapter 11 cases. The tort
claimants' committee is represented by Robinson & Cole, LLP.
IVANKOVICH FAMILY: Affiliate Seeks Cash Collateral Access
---------------------------------------------------------
A&O Family LLC, an affiliate of Ivankovich Family, LLC, asked the
U.S. Bankruptcy Court for the Southern District of Florida, Miami
Division for authority to use up to $5 million of Royal Bank of
Canada's cash collateral.
The company requires the use of cash collateral to fund the payment
of property taxes and liens on three multi-family investment
properties in Texas to prevent the tax sales or foreclosures of
such properties, and a budget for renovations to improve the cash
flow of such properties through a secured loan to the respective
owners of such properties.
As of the most recently monthly operating report, A&O Family held
over $14 million in securities and bonds with RBC, which constitute
the bank's cash collateral. RBC's cash collateral included
$14,065,332.66 in bonds, $43,394.50 in cash, and $116,500 in
securities.
The equity cushion that RBC has in its pledged account will serve
as the primary form of adequate protection, according to its
attorney, Eyal Berger, Esq., at Akerman, LLP.
"A&O Family has more than $14 million of investment-grade bonds and
securities currently securing the $6 million line of credit to RBC
and submits that the resulting equity cushion is more than
sufficient to protect RBC's interest, especially given the nature
of the collateral," the attorney said in a motion filed in court.
A court hearing is scheduled for Nov. 13.
About Ivankovich Family
Ivankovich Family, LLC and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Lead Case
No. 24-15755) on June 10, 2024. Steven Ivankovich and Anthony
Ivankovich, managers, signed the petitions.
At the time of the filing, Ivankovich Family reported $50,001 to
$100,000 in both assets and liabilities
Judge Laurel M. Isicoff oversees the cases.
The Debtors tapped Eyal Berger, Esq., at Akerman, LLP as bankruptcy
counsel; Christenson Law Firm, LLP and Schoenberg Finkel Beederman
Bell Glazer, LLC as special counsel; Mandell Hahm Advisory Group,
Ltd. as accountant; and CohnReznick, LLP as financial advisor.
JOHN T. MCMAHAN: Court Denies Discharge Under Sec. 727(a)(2)(A)
---------------------------------------------------------------
In the case captioned as LAKE FOREST BANK & TRUST COMPANY,
Plaintiff, v. JOHN T. McMAHAN, Defendant, Adversary No. 18 A 00252
(Bankr. N.D. Ill.), the Honorable Janet S. Baer of the United
States Bankruptcy Court for the Northern District of Illinois ruled
that Mr. McMahan's discharge will be denied pursuant to section
727(a)(2)(A) of the Bankruptcy Code.
This matter is before the Court on the first amended complaint
filed by Lake Forest Bank & Trust Company against John T. McMahan,
seeking denial of the Debtor's discharge under 11 U.S.C. Sec.
727(a)(2)(A).
On May 14, 2018, the Debtor filed a petition for relief under
chapter 7 of the Bankruptcy Code.
The Debtor -- the defendant in this adversary -- is a doctor of
otolaryngology who has practiced in the Chicago area. At the time
of the filing of his chapter 7 bankruptcy case on, the Debtor was
also a clinical professor at Northwestern University Medical
School.
Prior to September 2014, the Debtor was the sole shareholder and
president of Northwestern Nasal and Sinus Associates, S.C. a/k/a
John T. McMahan, M.D., S.C. On or about September 1, 2014, the
Debtor ceased operations of Northwestern Nasal and became the sole
shareholder and president of McMahan-Clemis Institute of
Otolaryngology, S.C.. From September 1, 2014 to May 14, 2018, he
remained the only shareholder and officer of the medical practice.
In his capacity as president, the Debtor was solely responsible for
deciding if and when McMahan-Clemis would make a distribution to
its only shareholder -- the Debtor -- and he made that
determination whenever he needed money.
On July 20, 2018, the Bank filed an adversary complaint in the
bankruptcy case, objecting to the Debtor's discharge pursuant to
section 727(a)(2)(A). Thereafter, on February 13, 2019, the Bank
filed its first amended complaint.
The Bank is a creditor of the Debtor by virtue of a judgment which
it obtained on September 30, 2015 against the Debtor, among others,
in the aggregate amount of $1,546,015.56 in the Circuit Court of
Cook County, Illinois in the case captioned Lake Forest Bank &
Trust Company v. Northwestern Nasal and Sinus Associates, S.C.
a/k/a John T. McMahan, M.D., S.C. and Dr. John T. McMahan, Case No.
2014 CH 14584. The Judgment was awarded after a contested bench
trial.
In its Complaint, the Bank alleges that in the year prior to the
filing of his chapter 7 case, the Debtor engaged in a scheme
involving three bank accounts over which he had sole control to
transfer and/or conceal more than $500,000. According to the Bank,
the transfers and concealment were done in violation of citations
issued by the Bank following entry of the Judgment against the
Debtor and his medical practice. The Bank asserts that the Debtor's
actions constitute his intent to hinder, delay, or defraud his
creditors -- specifically the Bank -- in violation of section
727(a)(2)(A) and that, thus, the Debtor should be denied a
discharge in his bankruptcy case.
According to the Court, these transfers were all made during the
pendency of, and in violation of, the citations issued by the Bank
and the wage deduction/turnover order entered by the state court.
All of the transfers were made by the Debtor in his individual
capacity or as president of McMahan-Clemis. The Debtor failed to
produce any evidence that he ever sought permission from the state
court to make the transfers or to claim an exemption for the funds
at issue. Thus, Court finds that the Debtor transferred or
concealed his property within one year before the date of the
filing of the chapter 7 bankruptcy petition. Accordingly, the Bank
has established the first element under section 727(a)(2)(A).
Based on the evidence presented and a review of all relevant
documents, exhibits, arguments, and case law, the Court finds in
favor of the Bank and against the Debtor. Accordingly, the Debtor's
discharge will be denied.
A copy of the Court's decision dated October 30, 2024, is available
at https://urlcurt.com/u?l=zQOV84
John T. McMahan filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Ill. Case No. 16-06137) on February 24, 2016, listing under $1
million in both assets and liabilities.
The case was dismissed on November 2, 2016 on the United States
Trustee's motion.
On May 14, 2018, the Debtor filed a petition for relief under
chapter 7 of the Bankruptcy Code.
JORDAN HEALTH: Hires Omni Agent Solutions as Administrative Agent
-----------------------------------------------------------------
Jordan Health Products I, Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to
employ Omni Agent Solutions, Inc. as administrative agent.
The firm will provide these services:
a. assist with, among other things, solicitation, balloting
and tabulation of votes, and preparation of 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;
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
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.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Omni Agent Solutions will be paid a retainer in the amount of
$25,000.
The firm will also be reimbursed for reasonable out-of-pocket
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 Jordan Health Products I, Inc.
Jordan Health Products I, Inc., doing business as Avante Health
Solutions, is a provider of medical equipment solutions, selling
new and refurbished equipment, parts, service, support, and
training to healthcare facilities worldwide. Several Avante
businesses act as independent service organizations ("ISO") for
various medical facilities to provide maintenance and support
services for equipment manufactured and produced by other companies
(known as original equipment manufacturers, or "OEMs").
Jordan Health Products I, Inc. and its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-12271) on Oct. 8, 2024. In the petitions signed by Rob
Hubbard, chief restructuring officer, the Debtors disclosed up to
$100 million in estimated assets and up to $500 million in
estimated liabilities.
The Debtors tapped Polsinelli PC as counsel, Riveron Management
Services, LLC as restructuring advisor, and Livingstone Partners
LLC as investment banker. Omni Agent Solutions, Inc., is the
Debtors' notice, claims, and balloting agent.
K & M AMUSEMENT: Seeks to Hire Douglas J. Beaton as Counsel
-----------------------------------------------------------
K & M Amusement Center, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Massachusetts to employ Law
Office of Douglas J. Beaton to handle its Chapter 11 case.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
The Law Office of Douglas J. Beaton received from the Debtor a
retainer of $12,000.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Douglas J. Beaton, Esq.
Law Office Of Douglas J. Beaton
Jefferson Office Park, Route 114
North Andover, MA 01845,
Tel: (978) 975-2608
About K & M Amusement Center
K & M Amusement Center, LLC owns and operates an amusement park in
Tewksbury, Mass.
K & M Amusement Center sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-41064) on October
22, 2024, with $1 million to $10 million in both assets and
liabilities. Angelica Morales, manager, signed the petition.
Judge Elizabeth D. Katz oversees the case.
Douglas Beaton, Esq., at Beaton Law Firm, represents the Debtor as
bankruptcy counsel.
LCS UNLIMITED: Hires Bush Law Firm LLC as Counsel
-------------------------------------------------
LCS Unlimited, LLC seeks approval from the U.S. Bankruptcy Court
for the Middle District of Alabama to employ The Bush Law Firm, LLC
as counsel.
The firm will provide these services:
a. advising the Debtor-in-Possession as to the rights, powers
and duties of a debtor-in-possession;
b. preparing and filing the documents necessary to advance this
case including, but not limited to, answers, applications, motions,
proposed orders, responses, schedules and other necessary and
required legal documents;
c. representing the Debtor-in-Possession at the hearings in this
matter;
d. preparing and filing the status report and plan;
e. defending challenges to the automatic stay; and
f. providing such other legal services and preparing and/or
filing such other documents as may be necessary for
Debtor-in-Possession to carry out its duties and functions in this
case.
The firm will be paid at these rates:
Attorneys $350 per hour
Paralegals $75 per hour
The Bush Law Firm has been paid a retainer of $7,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Anthony B. Bush, Esq., a partner at The Bush Law Firm, 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:
Anthony B. Bush, Esq.
The Bush Law Firm, LLC
Parliament Place Professional Center
3198 Parliament Circle 302
Montgomery, AL 36116
Tel: (334) 263-7733
Fax: (334) 832-4390
Email: anthonybbush@yahoo.com
abush@bushlegalfirm.com
About LCS Unlimited, LLC
LCS Unlimited, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
D. Ala. Case No. 24-32330) on Oct. 15, 2024. The Debtor hires The
Bush Law Firm, LLC as counsel.
LEFEVER MATTSON: Committee Taps Pachulski Stang Ziehl as Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Lefever Mattson
and its affiliates seeks approval from the U.S. Bankruptcy Court
for the Northern District of California to employ Pachulski Stang
Ziehl & Jones LLP as its counsel.
The firm will render these services:
a. assist, advise, and represent the Committee in its
consultations with the Debtors and interaction with other creditor
constituencies, or parties in interest regarding the administration
of these cases;
b. assist, advise, and represent the Committee in analyzing
the Debtors' assets and liabilities, investigating the extent and
validity of liens and participating in and reviewing any proposed
asset sales, other asset dispositions, financing arrangements and
cash collateral stipulations or proceedings;
c. assist, advise, and represent the Committee in any manner
relevant to reviewing and determining the Debtors' rights and
obligations under unexpired leases and executory contracts;
d. assist, advise, and represent the Committee in
investigating the acts, conduct, assets, liabilities, and financial
condition of the Debtors, the operation of the Debtors' businesses
and the desirability of the continuance of any portion of the
businesses, and any other matters relevant to these cases or to the
formulation of a plan;
e. assist, advise, and represent the Committee in its
participation in the negotiation, formulation, and drafting of a
plan of reorganization or liquidation;
f. provide advice to the Committee on the issues concerning
the appointment of a trustee or examiner under section 1104 of the
Bankruptcy Code;
g. assist, advise, and represent the Committee in the
performance of all of its duties and powers under the Bankruptcy
Code and the Bankruptcy Rules and in the performance of such other
services as are in the interests of those represented by the
Committee;
h. assist, advise, and represent the Committee in the
evaluation of claims and any litigation matters; and
i. provide such other services to the Committee as may be
necessary in the cases.
The normal hourly rates of the attorneys of the firm are:
Debra I. Grassgreen $1,695
John D. Fiero $1,395
Jason H. Rosell $1,125
Brooke E. Wilson $650
PSZJ has agreed to a voluntary 15 percent discount of its normal
hourly attorney rates.
Debra Grassgreen, Esq., a partner at Pachulski Stang Ziehl & Jones,
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:
Debra I. Grassgreen, Esq.
Pachulski Stang Ziehl & Jones LLP
One Sansome Street, Suite 3430
San Francisco, CA 94104
Tel: (415) 263-7000
Fax: (415) 263-7010
Email: dgrassgreen@pszjlaw.com
About LeFever Mattson
LeFever Mattson, a California corporation, manages a large real
estate portfolio. Timothy LeFever and Kenneth W. Mattson each owns
50% of the equity in the company. Based in Citrus Heights, Calif.,
LeFever Mattson manages a portfolio of more than 200 properties,
comprised of commercial, residential, office, and mixed-use real
estate, as well as vacant land, located throughout Northern
California, primarily in Sonoma, Sacramento, and Solano Counties.
It generates income from the properties through rents and use the
proceeds to fund its operations.
LeFever Mattson and its affiliates filed voluntary Chapter 11
petitions (Bankr. N.D. Calif. Lead Case No. 24-10545) on September
12, 2024. At the time of the filing, LeFever Mattson listed $100
million to $500 million in assets and $10 million to $50 million in
liabilities.
Judge Charles Novack oversees the cases.
Thomas B. Rupp, Esq., at Keller Benvenutti Kim LLP represents the
Debtors as counsel. Kurtzman Carson Consultants, LLC is the
Debtors' claims and noticing agent.
LEFEVER MATTSON: Taps Donald S. Davidson as Investigations Counsel
------------------------------------------------------------------
Lefever Mattson and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Law Office of Donald S. Davidson, P.C. as special investigations
counsel.
The Debtors require the firm's highly specialized knowledge and
experience with governmental investigations to respond to the
multiple document and other requests and demands made by the
governmental authorities pursuing the Investigations, which are
ongoing and not stayed by the Chapter 11 Cases.
The firm will bill $680 per hour for its services.
As disclosed in the court filings, Law Office of Donald S. Davidson
does not hold or represent an interest adverse to the Debtors or
their estates with respect to the matters for which it will be
employed.
The firm can be reached through:
Donald S. Davidson, Esq.
Law Office of Donald S. Davidson
2950 Buskirk Ave Suite 300
Walnut Creek, CA 94597
Phone: (925) 964-3955
About LeFever Mattson
LeFever Mattson, a California corporation, manages a large real
estate portfolio. Timothy LeFever and Kenneth W. Mattson each owns
50% of the equity in the company. Based in Citrus Heights, Calif.,
LeFever Mattson manages a portfolio of more than 200 properties,
comprised of commercial, residential, office, and mixed-use real
estate, as well as vacant land, located throughout Northern
California, primarily in Sonoma, Sacramento, and Solano Counties.
It generates income from the properties through rents and use the
proceeds to fund its operations.
LeFever Mattson and its affiliates filed voluntary Chapter 11
petitions (Bankr. N.D. Calif. Lead Case No. 24-10545) on September
12, 2024. At the time of the filing, LeFever Mattson listed $100
million to $500 million in assets and $10 million to $50 million in
liabilities.
Judge Charles Novack oversees the cases.
Thomas B. Rupp, Esq., at Keller Benvenutti Kim LLP represents the
Debtors as counsel. Kurtzman Carson Consultants, LLC is the
Debtors' claims and noticing agent.
LEROUX CREEK: Seeks to Hire Bradley Group as Realtor
----------------------------------------------------
Leroux Creek Food Corporation, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Colorado to employ Susan L.
Bradley and The Bradley Group, LLC as realtor for Debtor Edward
Stuart Tuft.
Ms. Bradley intends to list Debtor's Red Hat Property located at
22079 Main Street, Austin, CO 81410 for sale at $350,000.
For their services, Mr. Tuft will pay Susan L. Bradley and The
Bradley Group a commission of 6 percent.
As disclosed in the court filings, Ms. Bradley and The Bradley
Group are disinterested persons as defined by 11 U.S.C. Sec.
101(14).
The firm can be reached through:
Susan L. Bradley
The Bradley Group, LLC
1501 Wazee st, #1C
Denver, CO 80202
Tel: (720) 327-4993
Email: susan@thebradleygroupmb.com
About Leroux Creek Food Corporation, LLC
Leroux Creek Food Corporation, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo.
Case No. 24-15015) on August 27, 2024, listing $1 million to $10
million in both assets and liabilities. The petition was signed by
Edward Tuft as president.
Jeffrey A. Weinman, Esq. at ALLEN VELLONE WOLF HELFRICH & FACTOR,
P.C. represents the Debtor as counsel.
LITTLE RIVER: Court Tosses Trustee's Adversary Case v. United
-------------------------------------------------------------
In the case captioned as JAMES STUDENSKY, CHAPTER 7 TRUSTEE FOR
LITTLE RIVER HEALTHCARE HOLDINGS, LLC, ET AL., PLAINTIFF, V.
UNITEDHEALTHCARE INSURANCE CO., ET AL., DEFENDANTS, ADVERSARY NO.
20-06093-RBK (Bankr. W.D. Tex.), Judge Ronald B. King of the United
States Bankruptcy Court for the Western District of Texas will deny
the requested relief sought by the Trustee in the adversary
proceeding. The Court will also allow United's proofs of claim.
After conversion to chapter 7, the Trustee filed adversary
proceedings against various parties for preferences, fraudulent
transfers, breach of contract, and tort claims. The Trustee filed
this adversary proceeding against UnitedHealthcare Insurance
Company, United Healthcare of Texas, Inc., UnitedHealthcare
Benefits of Texas, Inc., and UnitedHealthcare Community Plan of
Texas, L.L.C. because of the alleged improper denial of healthcare
claims submitted to United by Little River. United responded that
Little River had improperly billed pass-through claims for
laboratory testing and had paid kickbacks to healthcare providers
who used Little River for lab testing.
Little River entered into a Facility Participation Agreement with
United on October 1, 2014, to become an in-network provider for
United.
United filed two proofs of claim against Little River for breach of
contract, tortious interference, and for defrauding United into
paying more than $39 million for laboratory testing and other
claims that were not payable under the FPA. The Trustee also
objected to the United proofs of claim.
United's motion to withdraw the reference of this adversary
proceeding was denied by the district court.
The first critical issue to be decided is whether Little River
could validly engage in "passthrough billing" for laboratory
testing services performed by off-site labs which were not in
network with United. The second issue concerns providers who used
Little River for laboratory testing but received commissions or
kickbacks. The third issue is whether United systematically and
wrongfully denied or underpaid claims for lab testing done by
Little River and by out of network diagnostic labs. The final issue
is whether the proofs of claim of United should be allowed.
Judge King says the validity of the United proofs of claim has not
been rebutted because of the failure of proof of the denial or
underpayment of valid healthcare claims by United. Further, Little
River violated the FPA by engaging in pass-through billing of out
of network diagnostic lab testing and by paying kickbacks to
healthcare providers.
The Court finds the Trustee's requested relief will be denied and
the proofs of claim filed by United will be allowed.
A copy of the Court's decision dated October 29, 2024, is available
at https://urlcurt.com/u?l=qH7InQ
About Little River
Little River Healthcare Holdings, LLC and its subsidiaries operated
two rural hospitals -- one in Rockdale, Texas, and the other in
Cameron, Texas. They also operated imaging centers, surgery
centers, physical rehabilitation centers, and physician practices,
most of which operate in the Central Texas market.
Little River and its subsidiaries sought protection under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Case Nos. 18-60525 to
18-60532) on July 24, 2018. In the petitions signed by CRO Ronald
Winters, Little River estimated assets of less than $50,000 and
liabilities of $10 million to $50 million. Judge Ronald B. King
presided over the cases.
The Debtor tapped Waller Lansden Dortch & Davis, LLP, as legal
counsel; Duane Morris, LLP, as special counsel; Harney Management
Partners, LLC, as its healthcare consultant; and Epiq Bankruptcy
Solutions, LLC, as claims, noticing and balloting agent; H2C
Analytics, LLC, as its investment banker.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors. The Committee retained Norton Rose Fulbright
US LLP as its legal counsel; and CBIZ Accounting, Tax and Advisory
of New York, LLC, as its financial advisor.
The Office of the U.S. Trustee appointed Susan N. Goodman as
patient care ombudsman in the Debtors' cases.
On December 7, 2018, the Bankruptcy Court converted the Debtors'
cases to Chapter 7 proceedings and appointed
James Studensky to be the Chapter 7 trustee.
MILLENNIA CARDIOVASCULAR: Taps Murray Moyer PLLC as Accountant
--------------------------------------------------------------
Millennia Cardiovascular, PA seeks approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to
employ Murray Moyer PLLC as accountant.
Murray Moyer will complete general accounting ang bookkeeping needs
of the Debtor.
Murray Moyer shall bill a monthly flat rate of $1,500.
As disclosed in the court filing, Murray Moyer is "disinterested"
within the meaning on Sec. 327(a) of the Bankruptcy Code.
The firm can be reached through:
Justin Moyer, Esq.
Murray Moyer, PLLC
4600 Marriott Dr #250
Raleigh, NC 27612
Phone: (919) 695-9140
About Millennia Cardiovascular
Millennia Cardiovascular, PA sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-03494) on Oct. 4,
2024, listing under $1 million in both assets and liabilities.
Jason L. Hendren, Esq., at Hendren, Redwine & Malone PLLC serves as
the Debtor's counsel.
MISTY MOON: Gets Interim OK to Use Cash Collateral
---------------------------------------------------
Misty Moon Transport 2, Inc. received interim approval from the
U.S. Bankruptcy Court for the District of Maine to use the cash
collateral of its secured creditors.
The interim order approved the use of cash collateral to fund
operations and make payments in accordance with the company's
projected budget.
Bangor Savings Bank and Allegiant Partners, Inc., the company's
secured creditors, have interest in its assets, including cash
collateral on account of their pre-bankruptcy loans. As of the
petition date, Bangor and Allegiant Partners are owed $4,281 and
$20,000, respectively.
To protect Bangor's interest, the interim order authorized Misty
Moon to pay its secured creditor $2,000 per month, starting Nov.
15; grant the secured creditor replacement liens in all of its
assets; and file a Chapter 11 plan that proposes treatment of BSB's
secured claim that pays the claim over 12 months, at 11.25%
interest.
While Misty Moon does not propose that Allegiant Partners will
receive adequate protection payments during the interim period,
Allegiant Partners is the primary secured creditor and is
adequately secured by the assets of the company, according to the
company's attorney, Tanya Sambatakos, Esq., at Molleur Law Office.
The final hearing is scheduled for Dec. 3. Objections are due by
Nov. 22.
About Misty Moon Transport 2
Misty Moon Transport 2 Inc. is an independent service provider for
FedEx.
Misty Moon sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Maine Case No. 24-20218) on October 28,
2024, with $1,276,121 in assets and $3,043,852 in liabilities.
Morgan Morang, president, signed the petition.
Judge Peter G. Cary oversees the case.
Tanya Sambatakos, Esq., at Molleur Law Office, represents the
Debtor as bankruptcy counsel.
NOSTRUM LABORATORIES: Taps Raymond James as Investment Banker
-------------------------------------------------------------
Nostrum Laboratories Inc. seeks approval from the U.S. Bankruptcy
Court for the U.S. Bankruptcy Court for the District of New Jersey
to hire Raymond James & Associates, Inc. as investment banker.
The firm will render these services:
a. review and analyze the Debtor's business, operations,
properties, financial condition and Interested Parties on a
stand-alone and consolidated basis;
b. evaluate the debt capacity of the Debtor, including by
advising the Debtor generally as to available financing and assist
in the determination of an appropriate capital structure;
c. evaluate potential Transaction alternatives and
strategies;
d. prepare documentation within Raymond James' area of
expertise that is required in connection with a Transaction;
e. identify Interested Parties regarding one or more
particular Transactions;
f. contact Interested Parties on behalf of the Debtor and with
prior written consent by the Debtor, which Raymond James, after
consultation with the Debtor's management, believes meet certain
industry, financial, and strategic criteria and assist the Debtor
in negotiating and structuring a Transaction;
g. advise the Debtor as to potential Business Combination
Transactions;
h. advise the Debtor on tactics and strategies for negotiating
with holders of the Debtor's debt or other claims of the Debtor;
i. advise the Debtor on the timing, nature and terms of any
new securities, other considerations or other inducements to be
offered to their Stakeholders in connection with any Restructuring
Transaction; and
j. participate in the Debtor's board of directors meetings as
determined by the Debtor to be appropriate, and, upon request,
provide periodic status reports and advice to the board with
respect to matters falling within the scope of Raymond James's
retention.
The firm will be compensated as follows:
(a) Monthly Advisory Fee and Database Expense Amount. The
Company will pay Raymond James a non-refundable cash retainer (the
"Advisory Fee") of $50,000 upon the Company's receipt of Raymond
James's invoice for the Advisory Fee following the execution of
this Engagement Letter Agreement and $50,000 on the first business
day of every month thereafter during the term of this Engagement
Letter Agreement. Additionally, the Company will pay Raymond James
a flat expense charge of $1,000 for Raymond James's access to
electronic financial databases pertinent to this engagement, upon
the Company's signing of this Engagement Letter Agreement.
(b) Financing Transaction Fee. (i) If, during the Term or
during the twelve (12) months following any termination of this
Engagement Letter Agreement (the "Tail Period"), any Financing
Transaction is agreed upon and subsequently closes (the "Financing
Transaction Closing"), regardless of when such Financing
Transaction Closing occurs, whether on a stand-alone basis or to
consummate any other Transaction, the Company will pay Raymond
James immediately and directly out of the proceeds of the
placement, at the Financing Transaction Closing of each Financing
Transaction as a cost of sale of each Financing Transaction, a
nonrefundable cash transaction fee (the "Financing Transaction
Fee"), as a cost of such Financing Transaction, equal to the
greater of (A) $1,250,000 and (B) the sum of (1) three percent
(3.0%) of the Proceeds (as defined in the Engagement Letter
Agreement) of any debt capital raised and (2) 6 percent of equity
or equity-linked securities raised. Provided, however, that to the
extent the Financing Transaction includes an uncommitted accordion
or similar credit feature, the Financing Transaction Fee for such
accordion or similar feature will be payable upon the commitment of
such credit facility or its funding irrespective of the date of
such commitment or funding.
(c) Restructuring Transaction Fee. If, during the Term or
during the Tail Period, any Restructuring Transaction is agreed
upon and subsequently closes, or any amendment to or other changes
in the instruments or terms pursuant to which any Existing
Obligations were issued or entered into becomes effective (as
applicable, a "Restructuring Transaction Closing"), regardless of
when such Restructuring Transaction Closing occurs), the Company
will pay Raymond James a non-refundable cash transaction fee of
$1,500,000 (the "Restructuring Transaction Fee"). For the avoidance
of doubt, the Company will pay the Restructuring Transaction Fee,
as a cost of the Restructuring Transaction, to Raymond James upon
the earlier of (i) the closing of each Restructuring Transaction or
(ii) the date on which any amendment to or other changes in the
instruments or terms pursuant to which any Existing Obligations
were issued or entered into became effective.
(d) Business Combination Transaction Fee. (i) If, during the
Term or during the Tail Period, any Business Combination
Transaction is agreed upon and subsequently closes (the "Business
Combination Closing" and together with any Financing Closing or
Restructuring Closing, each a "Closing"), regardless of when such
Business Combination Closing occurs, the Company will pay Raymond
James immediately at the Business Combination Closing, as a cost of
such Business Combination Transaction, a non-refundable cash
transaction fee (the "Business Combination Transaction Fee" and
together with any Financing Fee or Restructuring Fee, each a
"Transaction Fee") based upon the "Transaction Value" in the
Transaction, equal to the sum of (A) $1,250,000 and (B) three
percent (3.0%) of the Transaction Value greater than $20,000,000.
(e) Break-up Fee. (i) If, during the Term or during the Tail
Period, the Company or its securityholders enters into a Definitive
Agreement regarding a Business Combination Transaction that is
later terminated, and the Company or its securityholders receive
any Net Break-Up Proceeds, the Company shall pay Raymond James a
cash fee (a "Break-Up Fee") equal to the lesser of (a) 35 percent
(35.0%) of all such Net Break-Up Proceeds promptly upon receipt
thereof by the Company or its securityholders or (b) the amount of
the Transaction Fee that would have been payable to Raymond James
under the Engagement Letter Agreement had the terminated
Transaction closed. If, within six (6) months following Raymond
Jame's receipt of a Break-Up Fee, a Transaction Closes with a
Transaction Fee payable to Raymond James, and in connection with
and consummation of such Transaction, the Company returns or
credits all or a portion of the Break-Up Proceeds against the
proceeds of such Transaction, Raymond James will credit a pro rata
portion of the Break-Up Fee against (but no more than) such
Transaction Fee.
Raymond James is a "disinterested person" within the meaning of
section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Geoffrey Richards
Raymond James & Associates, Inc.
320 Park Ave, 10th Floor
New York, NY 10022
Tel: (212) 885-1885
Email: geoffrey.richards@raymondjames.com
About Nostrum Laboratories
Nostrum Laboratories Inc. operates as a pharmaceutical company. The
Company offers sucralfate, and theophylline extended release (ER)
tablets, as well as piroxicam capsules, and carbamazepine ER
capsules.
Nostrum Laboratories Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-19611) on Sept. 30,
2024. In the petition filed by James Grainer, as chief financial
officer, the Debtor estimated assets between $50,000 and $100,000
and estimated liabilities between $10 million and $50,000.
The Honorable Bankruptcy Judge John K. Sherwood handles the case.
The Debtor is represented by David L. Bruck, Esq. at Greenbaum,
Rowe, Smith, et al.
ONESOURCE COMMUNITY: Hires Winslow McCurry as Legal Counsel
-----------------------------------------------------------
OneSource Community Mental Health Services of Virginia seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Virginia to employ Winslow, McCurry & MacCormac, PLLC as its
attorney.
The firm's services include:
a) advising the Debtor with respect to its powers and duties
as debtor in possession in the continued management and operation
of its business and properties;
b) advising and consulting on the conduct of the Bankruptcy
Case, including all of the legal and administrative requirements of
operating in Chapter 11;
c) attending meetings and negotiating with representatives of
Debtor's creditors and other parties in interest;
d) taking all necessary action to protect and preserve the
Debtor's estate;
e) preparing all pleadings, including motions, applications,
answers, orders, reports, and papers necessary or otherwise
beneficial to the administration of the Debtor's estate;
f) representing the Debtor in connection with obtaining
post-petition financing, if necessary;
g) advising the Debtor in connection with any potential sale
of assets;
h) appearing before the Court to represent the interests of
the Debtor's estate before the Court;
i) taking any necessary action on behalf of the Debtor to
negotiate, prepare on behalf of the Debtor, and obtain approval of
a Chapter 11 plan and documents related thereto; and
j) performing all other necessary or otherwise beneficial
legal services to the Debtor in connection with prosecution of this
Bankruptcy Case.
The firm will be paid as follows:
Christopher M. Winslow, Esq. $395 per hour
Senior Bankruptcy Paralegal $195 per hour
The firm received a retainer in the amount of $12,000, which
includes the filing fee of $1,738.
As disclosed in the court filings, Winslow, McCurry & MacCormac is
a "disinterested person" within the meaning of section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Christopher M. Winslow Esq.
WINSLOW, MCCURRY & MACCORMAC, PLLC
1324 Sycamore Square
Midlothian, VA 23113
Tel: (804) 423-1382
Fax: (804) 423-1383
Email: chris@wmmlegal.com
About OneSource Community Mental
Health Services of Virginia
OneSource Community Mental Health Services of Virginia, Inc. is a
full-service counseling and drug-treatment business.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Va. Case No. 24-34038) on October 24,
2024, with up to $1 million in assets and up to $10 million in
liabilities. Stephen A. Parson, Jr., chief executive officer,
signed the petition.
Christopher M. Winslow, Esq., at Winslow, McCurry & MacCormac,
PLLC, represents the Debtor as legal counsel.
OSTERIA DEL TEATRO: Seeks to Hire Shraiberg Page P.A. as Counsel
----------------------------------------------------------------
Osteria Del Teatro, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Shraiberg Page
P.A. as bankruptcy counsel.
The firm will provide these services:
a. advise the Debtor generally regarding matters of bankruptcy
law in connection with this case;
b. advise the Debtor of the requirements of the Bankruptcy
Code, the Federal Rules of Bankruptcy Procedure, applicable
bankruptcy rules;
c. represent the Debtor in all proceedings before this Court;
d. prepare and review motions, pleadings, orders,
applications, adversary proceedings, and other legal documents
arising in this case;
e. negotiate with creditors, prepare and seek confirmation of
a plan of reorganization and related documents, and assist the
Debtor with implementation of any plan; and
f. perform all other legal services for the Debtor, which may
be necessary.
The firm will be paid at these rates:
Attorneys $350 to $650 per hour
Legal Assistants $275 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Bradley S. Shraiberg, Esq., a partner at Shraiberg Page 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:
Bradley S. Shraiberg, Esq.
Samuel W. Hess, Esq.
Shraiberg Page P.A.
2385 N.W. Executive Center Drive, Suite 300
Boca Raton, FL 33431
Tel: (561) 443-0800
Fax: (561) 998-0047
Email: bss@slp.law
shess@slp.law
About Osteria Del Teatro, LLC
Osteria Del Teatro, LLC operates the Italian restaurant Osteria Del
Teatro in North Bay Village, Fla.
Osteria Del Teatro sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-20959) on October 22,
2024, with up to $50,000 in assets and up to $1 million in
liabilities. Gilberto Gonzalez, president of Osteria Del Teatro,
signed the petition.
Judge Robert A. Mark oversees the case.
Bradley S. Shraiberg, Esq., at Shraiberg Page PA, represents the
Debtor as legal counsel.
PURE FISHING: S&P Withdraws 'CCC' ICR Following Repayment of Debt
-----------------------------------------------------------------
S&P Global Ratings withdrew all its ratings, including the 'CCC'
issuer credit rating, on Pure Fishing Inc. following repayment of
debt.
Following the refinancing and restructuring of its first- and
second-lien debt, Pure Fishing no longer has any rated debt
outstanding. A substantial amount of the restructured debt was held
by the company's controlling owner, and in S&P's view the
transaction is not tantamount to default.
RAGING BULL: Trustee Taps Yip Associates as Financial Advisor
-------------------------------------------------------------
Jacqueline Calderin, Chapter 11 Trustee of Raging Bull Investments
Limited, seeks approval from the U.S. Bankruptcy Court for the
Southern District of Florida to hire Yip Associates as her
financial advisors.
The firm will render these services:
(a) review of all financial information prepared by the
Debtor, including but not limited to a review of the Debtor's
financial information as of the Petition Date, including, but not
limited to, examining its assets and liabilities;
(b) attend meetings with the Debtor, creditors, insiders, and
associates of such parties, and with federal, state, and local tax
authorities, if requested; and
(c) prepare the estate tax returns, and if required,
correspond with and/ or attend meetings with federal and local tax
authorities.
The firm will bill these hourly rates:
Partners $450 to $600
Directors $400
Managers $350
Seniors Associates $295
Associates $220
Paraprofessionals $150
Hylton Wynick, a partner at Yip Associates, assured the court that
his firm is a "disinterested person" as the term is defined in 11
U.S.C. 101(14).
The firm can be reached through:
Hylton Wynick, CIRA, CRFAC
YIP ASSOCIATES
One Biscayne Tower 2 S.
Biscayne Blvd., Suite 2690
Miami, FL 33131
Tel: (305) 787-3753
Fax: (888) 632-2672
E-mail: hwynick@yipcpa.com
About Raging Bull Investments Limited
Raging Bull Investments Limited is a limited partnership organized
under the laws of the State of Florida that owns a 1.5% working
interest in and to an oil & gas lease in Loving County, Texas.
Raging Bull Investments filed a petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-17916) on
Oct. 12, 2022. In the petition filed by Mark S. Croft, as manager
and partner, the Debtor reported assets between $500,000 and $1
million and liabilities between $10 million and $50 million.
The Debtor is represented by Craig I. Kelley, Esq., at Kelley,
Fulton & Kaplan, P.L.
REFRESHING USA: Hires Brian Weiss of Force Ten Partners as CRO
--------------------------------------------------------------
Refreshing USA, LLC and its affiliate seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ Force
Ten Partners, LLC, as chief restructuring officer.
The firm will provide these services:
(a) manage the affairs of Debtors, supervise Debtors'
professionals, and provide periodic reports to the Manager(s);
(b) oversee Debtors' restructuring efforts;
(c) supervise the engagement of Debtors' restructuring legal
counsel, investment banker, claims agent, and other professionals;
(d) seek to maximize the value of Debtors' assets and operations
through one or more of the following: obtain debtor-in-possession
financing, sale of one or more of Debtors' or their assets,
refinance of existing indebtedness, a recapitalization,
restructuring or reorganizing of Debtors' businesses, in whole or
in part;
(e) assist in connection with motions, responses, or other court
activity as directed by legal counsel;
(f) prepare periodic reporting to stakeholders, the Bankruptcy
Court, and the Office of the United States Trustee;
(g) prepare or supervise the preparation of cash budgets,
monthly operating reports, cash flow variance reports, schedules of
assets and liabilities, statements of financial affairs, and other
financial analysis or reporting;
(h) develop restructuring plans and other strategic alternatives
for maximizing the value of Debtors' and their assets and recommend
to the Manager(s) various plans and strategic alternatives from
time to time, and upon receipt of Manager(s) approval of a proposed
course of action, the CRO shall use commercially reasonable efforts
to attempt to implement such course of action, subject to, as
applicable, approval of any court of competent jurisdiction;
(i) oversee the formulation and preparation of Debtors'
disclosure statement(s) and plan(s) of reorganization, if
applicable, including the creation of financial projections and
supporting methodologies, and key assumptions;
(j) assist in negotiations with Debtors' creditors; and
(k) work with restructuring legal counsel to address objections
from parties in interest to the bankruptcy plan(s) or other courses
of action undertaken by Debtors.
The firm will be paid at these rates:
CRO $950 per hour
Partners $695 to $950 per hour
Managing Directors $600 to $695 per hour
Directors $550 to $595 per hour
Senior Associates $400 to $500 per hour
Analysts $325 to $375 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Brian Weiss, a partner at Force Ten Partners, LLC, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Brian Weiss
Force Ten Partners, LLC
5271 California Ave., Suite 270
Irvine, CA 92617
Tel: (949) 357-2360
About Refreshing USA, LLC
Alleged creditors filed an involuntary Chapter 11 petition for
Refreshing USA, LLC (Bankr. S.D. Tex. Case No. 24-33919) on August
27, 2024. The alleged petitioners are Donald E. Bonnie L. Gray of
Revocable Living Trust, Tyler Hellman and Annamarie Briggs. The
petitioners are represented by Ericka F. Johnson, Esq. and Steven
D. Adler, Esq. at BAYARD, P.A.
Judge Judge Jeffrey P. Norman presides over the case.
RFC HOMES: Court Approves Interim Use of Cash Collateral
--------------------------------------------------------
RFC Homes, LLC received interim approval from the U.S. Bankruptcy
Court for the Western District of Louisiana, Lake Charles Division
to use cash collateral.
The court authorizes the debtor to use cash collateral to pay
expenses, including water bills, grounds keeping, and maintenance
and repairs, not to exceed 15% of the monthly rental income. The
debtor is required to deposit all rental income into a separate
cash collateral account and pay the balance of the rental income to
Sabine State Bank (Lender) not later than the 10th day of each
month.
The lender will receive replacement liens on the debtor's accounts
receivable and equipment. Monthly rental income, after deducting
$1,000 for water, $300 for grounds keeping, and up to 15% for
maintenance, will be paid to the lender by the 10th of each month.
RFC Homes, LLC is required to maintain two Debtor-in-Possession
(DIP) accounts: one for operating expenses/payroll and another for
cash collateral.
The next final hearing is scheduled for October 30, 2024, at 10:30
a.m. Objections must be filed seven days prior.
About RFC Homes
RFC Homes, LLC filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No.
24-20406) on Sept. 3, 2024, listing $1 million to $10 million in
both assets and liabilities.
Judge John W. Kolwe oversees the case.
Wade N. Kelly, Esq., serves as the Debtor's legal counsel.
SB CONTRACTORS: Gets OK to Use Cash Collateral Until Nov. 22
------------------------------------------------------------
SB Contractors, LLC received interim approval from the U.S.
Bankruptcy Court for the Western District of Texas, San Antonio
Division, to use the cash collateral of its secured creditors.
The interim order, signed by Judge Michael Parker, authorized the
company to utilize the proceeds generated from its operations to
pay its expenses, including payroll, for the period Oct. 31 to Nov.
22 as set forth in its projected budget.
As adequate protection, any creditor holding a perfected
pre-bankruptcy lien on the company's cash will be granted a
replacement lien in all cash the company acquires or generates
after its Chapter 11 filing.
In addition, secured creditors will be granted a superpriority
administrative claim, which has priority over all other costs and
expenses, except for compensation of the company's bankruptcy
professionals.
About SB Contractors
SB Contractors, LLC is a Texas-based general contractor
specializing in heavy highway and commercial services.
SB Contractors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Texas Case No. 24-52121) on October
25, 2024, with $1 million to $10 million in both assets and
liabilities. William S. Simpson, authorized signatory, signed the
petition.
Judge Michael M. Parker oversees the case.
Todd Headden, Esq., at Hayward PLLC, represents the Debtor as legal
counsel.
SMITH GLOBAL: Hires Law Office of Vernon L. Ellicott as Counsel
---------------------------------------------------------------
Smith Global Media, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Law Office
of Vernon L. Ellicott as counsel.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
The firm received from the Debtor a retainer of $25,000. The firm
will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Vernon L. Ellicott, Esq., a partner at Law Office Of Vernon L.
Ellicott, 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:
Vernon L. Ellicott, Esq.
Law Office Of Vernon L. Ellicott
2625 Townsgate Road, Suite 330
Westlake Village, CA 91381
Tel: (805) 446-6262
Email: vle@vlelaw.com
About Smith Global Media, Inc.
Smith Global Media Inc. serves as a source for home theater and
media content. The Company is passionate about transforming living
spaces into immersive entertainment hubs, providing expert
insights, reviews, and the latest trends in the world of home
theaters.
Smith Global Media Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-11390) on August 21,
2024. In the petition filed by Harry Smith, as CEO, the Debtor
reports total assets of $75,001 and total liabilities of
$2,575,126.
The Honorable Bankruptcy Judge Martin R. Barash oversees the case.
The Debtor is represented by Vernon L. Ellicott, Esq. of the LAW
OFFICE OF VERNON L. ELLICOTT.
SOLDIER OPERATING: Affiliate to Sell Office to Cactus Investment
----------------------------------------------------------------
Soldier Operating LLC and its affiliate, Viceroy Petroleum, LP,
seek permission from the U.S. Bankruptcy Court for the Western
District of Louisiana, LaFayette Division, to sell a business
office, free and clear of all liens, claims, interests, and
encumbrances.
Viceroy Petroleum owns certain interests in oil, gas and/or mineral
leases, subleases, leasehold and contractual rights in mineral
interests, and other leasehold interests related to State Lease No.
340, Cote Blanche Island (CBI) field, St. Mary Parish, Louisiana.
Soldier Operating and Viceroy Petroleum indicate that they are in a
liquidity crisis and urgently need cash to continue operations
pending a larger restructuring transaction. If adequate funding is
made available, Viceroy Petroleum also would be in a position to
run diagnostics and possibly repair a crucial well at the CBI
field.
Viceroy Petroleum retained Chaffe & Associates, Inc. as investment
broker, which actively engaged in extensive market outreach
efforts, working towards both debtor-in-possession financing and a
restructuring transaction.
The Debtors' restructuring transaction would likely include a sale
of all or a substantial portion of Viceroy's oil and gas interests
in the CBI field.
The Debtors relate that their efforts to procure DIP financing have
generated no meaningful interest. The amount to be financed is
approximately $2,000,000, an amount viewed as insignificant in the
DIP financing market. Given the amount and non-traditional
character of proposed collateral, the Debtors have been unable to
obtain DIP financing. Pending a broader restructuring transaction,
Viceroy has elected to sell the office location used in its
operations.
Viceroy's office location is located at Lot One, Block One, Roans
Chapel Commercial Subdivision, Brazos County, Texas, which bears a
municipal address of 4359 Roans Chapel Rd, College Station, TX
77845.
The Property is subject to a secured claim by Citizens National
Bank in the amount of $489,001.
The Debtor wants to sell the Property to Cactus Investment Group,
LLC, which is owned by Scott Story, for a total price of $775,000,
free and clear of all liens, interests, and encumbrances, with a
provision for a six-month leaseback to Viceroy at a rate of $2,500
per month.
The terms of the Sale include:
-- The Property purchase agreement will not include a release
in favor of any entity;
-- The consummation of the transaction contemplated shall take
place within 30 days after the title company receives and approves
the most recent survey;
-- The Debtor seeks to authorize Matthew Ferguson, the
President of Viceroy Petroleum, to execute all approved transaction
documents;
-- Sale proceeds will be distributed in accordance with the
Court's Order; and
-- The Debtor seeks a surcharge of 4% of the total sales
price, or $31,000, constituting the real estate commission for the
real estate broker, Stafford Barrett Commercial Brokerage, who has
represented Cactus as the Buyer.
The Debtor says that prompt disposition of the Property is
necessary to infuse cash for its business operations, including
diagnostic and potential repair work of a well critical to
Debtor’s business operations.
The Debtor further asserts that it will be able to maintain
operations in the office for six months for only $2,500 per month,
which provides a cost savings of approximately $3,500 per month
compared to its ownership costs of the Property.
The Debtor also shows that its income from ordinary business
operations is projected, as of November 30, 2024, to be
insufficient to cash flow its post-petition payables.
About Soldier Operating LLC
and Viceroy Petroleum LP
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.
Viceroy Petroleum owns certain interests in oil, gas and/or mineral
leases, subleases, leasehold and contractual rights in mineral
interests, and other leasehold interests related to State Lease No.
340, Cote Blanche Island (CBI) field, St. Mary Parish, Louisiana.
Judge John W. Kolwe presides over the cases.
The Debtors tapped Bradley L. Drell, Esq., at Gold, Weems, Bruser,
Sues & Rundell, APLC as legal bankruptcy counsel. Viceroy
Petroleum retained Chaffe & Associates, Inc. as investment broker.
STIMWAVE TECHNOLOGIES: Sanctions Order Affirmed in Perryman Suit
----------------------------------------------------------------
In the case captioned as GARY PERRYMAN, et al., Appellants, v.
PROVINCE, LLC, AS LIQUIDATING TRUSTEE FOR THE SWTI LIQUIDATING
TRUST, Appellee, Civ. No. 24-199 (JLH) (D. Del.), Judge Jennifer L.
Hall of the United States District Court for the District of
Delaware will affirm the Sanctions Order issued by the United
States Bankruptcy Court for the District of Delaware.
This appeal arises in the Chapter 11 cases of Stimwave
Technologies, Inc. and Stimwave LLC. Appellants Gary Perryman,
Linda Perryman, and Brandyn Perryman appeal the Bankruptcy Court's
Order, dated February 6, 2024, which imposed narrow, non-monetary
sanctions based on Appellants' duplicative and serial filings,"
which frequently ignored applicable procedural rules and assert
baseless claims for relief, and which caused significant disruption
and needlessly increased the cost of the administration of these
cases, as set forth in detail in the Bankruptcy Court's
accompanying Memorandum Opinion, In re Stimwave Technologies, Inc.,
2024 WL 717770, at *9 (Bankr. D. Del. Feb. 21, 2024). The Sanctions
Order requires Appellants to seek leave from the Bankruptcy Court,
in accordance with a pre-filing screening procedure, before making
any additional pro se filings in the Chapter 11 cases.
The Liquidating Trustee filed the Sanctions Motion on January 13,
2024. The Sanctions Motion asserts that Appellants repeatedly have
filed "baseless and procedurally defective filings" that require
the Liquidating Trustee and Debtors to expend "substantial
resources" to the detriment of the estates and their creditors.
On February 6, 2024, the Bankruptcy Court issued the Sanctions
Order, which set certain prefiling screening procedures for
Appellants to obtain leave to make future pro se filings. To obtain
leave to make a filing, Appellants are to submit, by email, a short
summary of the proposed filing which explains "the legal purpose or
basis of the pleading," describes "the nature of the pleading with
specificity," indicates "whether the relief has been previously
sought in this or another court, and if so, when and where there
has been a ruling," and to the extent the filing seeks to assert a
claim, "sets forth the basis on which the Perrymans assert that a
late filing should be permitted." As the submission is made by
email directly to chambers, the request need not be mailed and will
not be docketed. The Sanctions Order further provides that the
Judge will review the submission in chambers and enter an order
denying or granting the request or scheduling it for hearing, as
appropriate.
On February 14, 2024, Appellants filed their Notice of Appeal with
respect to the Order.
The issue on appeal is whether the Bankruptcy Court abused its
discretion in imposing sanctions in the form of a pre-filing
injunction.
Appellants concede that "a district court has jurisdiction to
impose a pre-filing injunction to deter vexatious, abusive, and
harassing litigation." Appellants further concede that "the Court
must weigh all of the relevant circumstances," and consider four
factors in determining whether to impose such an injunction: (1)
the party's history of litigation, in particular, their filing of
vexatious, harassing, or duplicative lawsuits; (2) whether the
party had a good faith basis for pursuing the litigation, or simply
intended to harass; (3) the extent of the burden on the court and
other parties resulting from the party's filings; and (4) the
adequacy of alternative sanctions. Appellants further argue that a
prefiling injunction must be "tailored to protect the courts and
innocent parties, while preserving the legitimate rights of
litigants."
While the District Court agrees, it is unclear from Appellants'
opening brief which of the "relevant circumstances" they think the
Bankruptcy Court failed to weigh or which of the four factors it
failed to consider. In their reply, Appellants argue that the
Sanctions Order effectively prohibits the Creditors from filing
oppositions to matters that involve their Claims against the
Estate.
Judge Hall explains that according to Appellants, they are not
permitted to file electronically, and the pre-screening process
imposed by the Sanctions Order 'has added 10-14 days delay in the
ability to answer motions, respond to letters' or 'file responsive
pleadings before hearings,' which 'denies due process' and 'impedes
justice.' But any motion for leave required by the Sanctions Order
is not required to be filed at all—electrically or
otherwise—rather it is to be submitted instantaneously by email
to chambers. Appellants cite no examples where a motion for leave
has not been timely considered. There is no basis to find that
entry of the Sanctions Order was an abuse of discretion because it
is prohibitory or unworkable.
The District Court finds no abuse in the Bankruptcy Court's
exercise of discretion in entering the Sanctions Order imposing a
pre-filing screening protocol.
In sum, Appellants present no basis to conclude that the Bankruptcy
Court abused its discretion.
A copy of the Court's decision dated October 30, 2024, is available
at https://urlcurt.com/u?l=C1AS58
About Stimwave
Stimwave Technologies Incorporated and Stimwave LLC manufacture,
distribute, and provide ongoing support for implantable, minimally
invasive neurostimulators, which are used as a treatment for
chronic intractable pain.
The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 22-10541) on June 15, 2022. In
the petition signed by Aure Bruneau, as manager, the Debtors
disclosed up to $100 million in assets and up to $50 million in
liabilities.
Young Conaway Stargatt and Taylor, LLP and Gibson, Dunn and
Crutcher LLP serve as the Debtors' legal counsel. The Debtors also
tapped Honigman LLP and Jones Day as special counsel; Riverson RTS,
LLC as financial advisor; and GLC Advisors and Co., LLC and GLCA
Securities, LLC as investment bankers. Kroll Restructuring
Administration is the Debtors' administrative advisor and notice,
claims, solicitation and balloting agent.
On July 6, 2022, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in these cases. Culhane
Meadows, PLLC and Province, LLC serve as the committee's legal
counsel and financial advisor, respectively.
On March 21, 2023, the Court entered its Findings of Fact,
Conclusions of Law and Order Confirming the Second Amended Joint
Plan of Liquidation of Stimwave Technologies Incorporated and
Stimwave LLC. The Plan became effective on May 31, 2023. Under the
Plan, a liquidating trust was established, and Province, LLC, was
appointed as Liquidating Trustee for the SWTI Liquidating Trust.
SVB FINANCIAL: Objection to No Liability Claims Sustained
---------------------------------------------------------
Chief Judge Martin Glenn of the United States Bankruptcy Court for
the Southern District of New York sustained in part and overruled
in part without prejudice SVB Financial Group's eighth omnibus
claims objection.
The Objection seeks entry of an order disallowing and expunging
each of the Claims from the Debtor's claims register. The Debtor
indicates that, with the assistance of its professionals, it
reviewed the Claims to determine, among other things, whether such
Claims had already been satisfied by the Debtor and/or corresponded
to the notation of amounts outstanding in the Debtor's books and
records.
The Claims are comprised of:
(i) the Exhibit 1 Claims for which Debtor asserts no liability,
and
(ii) the Exhibit 2 claims for which the Debtor asserts there is
insufficient documentation.
The No Liability Claims
The Debtor seeks to disallow and expunge the No Liability Claims in
full on grounds that it lacks liability. The inclusion of the No
Liability Claims on the claims register, according to the Debtor,
"unjustifiably encumbers the Debtor's asset pool and hinders the
equitable treatment of legitimate creditors." The Debtor points to
section 502(b)(1) of the Bankruptcy Code, which provides that a
claim may not be allowed to the extent that "such
claim is unenforceable against the debtor."
There are fifteen No Liability Claims identified in Exhibit 1.
There are ten "Equity Awards" claims with three different levels of
substantiation.
The Debtor objects to these ten claims on the basis that the awards
were forfeited upon the claimants' termination of employment with
the Debtor when the Bank went into receivership, on March 10, 2023,
before either the "grant" date or the "vest" date and, therefore,
the Debtor has no liability with respect to these claims.
Judge Glenn says, "It is uncontested that the Bank ceased to be an
affiliate of the Debtor when it went into receivership. And when
the Bank went into receivership, all the employees of the Bank
ceased to be employed by an 'affiliate' of the Debtor. As of that
date, each of these claimants was no longer a 'Service Provider'
for the Debtor or one of its affiliates. The claimants' termination
resulted in the loss of any ungranted or unvested equity awards.
Because the claimants forfeited any ungranted or unvested awards
upon the termination of their employment with the Debtor, they are
not entitled to such awards."
The Insufficient Documentation Claims
The Debtor objects to the Insufficient Documentation Claims as
lacking the requisite documentation to "verify the existence of any
claim against the Debtor." The Debtor states that the claims
"attached only invoices and not the underlying contracts," and the
Debtor has no record of any contracts with the claimants as
counterparties.
There are five "Insufficient Documentation Claims" to which the
Debtor is objecting (Claim Nos. 222, 359, 432, 698, and 799). The
five claims can be subdivided into two separate subclasses: (i)
claims that show "Silicon Valley Bank" as the invoiced party
(Claims No. 432 and 698; collectively, the "Silicon Valley Bank
Claims"); and (ii) claims that show "SVB Financial Group" as the
invoiced party (Claim Nos. 222, 359, and 799; the "SVB Financial
Group Claims").
The Silicon Valley Bank Claims
Claim No. 432 attaches five invoices, each showing Silicon Valley
Bank as both the party to "bill to" and to "ship to." The invoices
go as far back as January 31, 2023. Similarly, Claim No. 698
attaches four invoices, each showing "Silicon Valley Bank" as the
"bill to" party. The earliest invoice dates back to May 31, 2021.
The SVB Financial Group Claims
Claim No. 222 attaches a single invoice dated May 4, 2023, showing
SVB Financial Group as the "bill to" party. Claim No. 799 also
attaches an invoice, dated Jan. 31, 2023, showing SVB Financial
Group as the "bill to" party. In addition, the proof of claim
states on the first page that "[t]he Debtor has listed you on
Schedule G as a counterparty to one or more executory contracts."
Finally, Claim No. 359 attaches to the Proof of Claim a summary of
the services provided.
The Debtor objects to the SVB Financial Group Claims by stating, in
essence, that they lack sufficient documentation to "verify the
Debtor is a party." However, it is the Debtor's burden to establish
that a proof of claim that has been presumed valid is legally
insufficient, which the Debtor has failed to do, the Court finds.
Judge Glenn holds, "The Objection is sustained as to the No
Liability Claims, which shall be expunged from the claims register.
As for the Insufficient Documentation Claims, the Objection to
Claim Nos. 432 and 698 is sustained, and those claims shall be
expunged from the claims register. The Objection to Claim Nos. 222,
359, and 799 is overruled without prejudice. For the avoidance of
doubt, the Debtor may still object to Claim Nos. 222, 359, and 799
on other grounds."
He adds, "As the SVB Financial Group Claims comply with all
applicable rules, those claimants have established their
presumption of validity, and the Debtor has failed to meet their
burden of proof to show that any of these claims are legally
insufficient. Therefore, the Objection to the SVB Financial Group
Claims is overruled without prejudice."
A copy of the Court's decision is available at
https://urlcurt.com/u?l=gRNF2t
Attorneys for Debtor:
James L. Bromley, Esq.
Christian P. Jensen, Esq.
Angela Zhu, Esq.
SULLIVAN & CROMWELL LLP
125 Broad Street
New York, NY 10004
E-mail: bromleyj@sullcrom.com
jensenc@sullcrom.com
zhua@sullcrom.com
About SVB Financial Group
SVB Financial Group (Pink Sheets: SIVBQ) is a financial services
company focusing on the innovation economy, offering financial
products and services to clients across the United States and in
key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state chartered bank. During the week of
March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a
severe "run-on-the-bank." On the morning of March 10, the
California Department of Financial Protection and Innovation seized
SVB and placed it under the receivership of the Federal Deposit
Insurance Corporation. SVB was the nation's 16th largest bank and
the biggest to fail since the 2008 financial meltdown.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Debtor had
assets of $19,679,000,000 and liabilities of $3,675,000,000 as of
Dec. 31, 2022.
The Hon. Martin Glenn is the bankruptcy judge.
The Debtor tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Centerview Partners, LLC as investment banker; and Alvarez & Marsal
North America, LLC as restructuring advisor. William Kosturos, a
partner at Alvarez & Marsal, serves as the Debtor's chief
restructuring officer. Kroll Restructuring Administration, LLC, is
the claims and noticing agent and administrative advisor.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP as
bankruptcy counsel; Cole Schotz P.C. as conflict counsel; Lazard
Freres & Co. LLC as investment banker; and Berkeley Research Group,
LLC as financial advisor.
TGI FRIDAY'S: Nov. 11 Deadline Set for Panel Questionnaires
-----------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy cases of TGI Friday's Inc.,
et al.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://tinyurl.com/4vvmxn8b and return by email it to
Elizabeth A. Young - elizabeth.a.young@usdoj.gov - at the Office of
the U.S. Trustee so that it is received no later than 4:00 p.m., on
Monday, Nov. 11, 2024.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About TGI Fridays
Founded in 1965 in New York City, New York, TGI Friday's Inc. and
affiliates are the owners and franchisors of original casual dining
bar and grill, TGI Fridays, offering classic American food and
beverages, with 39 restaurant locations being owned and operated by
the Company. The Company is known for bringing people together to
socialize and celebrate the liberating spirit of "Friday."
TGI Friday's Inc. and about 20 of its affiliates filed for
bankruptcy protection (Bankr. N.D. Texas, Lead Case No. 24-80069)
on November 2, 2024. In petitions signed by Kyle Richter as chief
restructuring officer, the Debtors reported $100 million to $500
million in estimated consolidated assets and estimated consolidated
liabilities.
The Hon. Stacey G. Jernigan presides over the cases.
Ropes and Gray LLP serves as the Debtors' general bankruptcy
counsel, and Foley & Lardner LLP serves as the Debtors'
co-bankruptcy counsel. Berkeley Research Group, LLC acts as
financial advisor to the Debtors and Stretto, Inc. is notice and
claims agent to the Debtors.
THOMAS ROOFING: Gets Interim OK to Use Cash Collateral
------------------------------------------------------
Thomas Roofing & Repair, Inc. received interim approval from the
U.S. Bankruptcy Court for the Middle District of Florida, Orlando
Division, to use the cash collateral of its senior secured
creditor, the U.S. Small Business Administration, until Dec. 11.
The company requires the use of SBA's cash collateral to pay its
expenses, including professional fees and monthly lease payments.
The SBA has a lien on the company's personal property and is owed
approximately $1.124 million.
As adequate protection, the company proposed to grant a replacement
lien to SBA and, if necessary, to CHTD Company and First Corporate
Solutions, which may assert a lien on or security interest in the
company's cash collateral.
The next hearing is scheduled for Dec. 11.
About Thomas Roofing & Repair
Thomas Roofing & Repair, Inc. provides roofing replacement and
repair services for commercial and residential properties.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05788) on October 26,
2024, with $466,403 in assets and $2,428,473 in liabilities.
Matthew Thomas, company owner, signed the petition.
Judge Tiffany P. Geyer oversees the case.
L. Todd Budgen, Esq., at Budgen Law, represents the Debtor as
bankruptcy counsel.
TLC TRAVEL: Trustee Taps GrayRobinson PA as Legal Counsel
---------------------------------------------------------
Luis E. Rivera, II, a Chapter 11 Trustee for TLC Travel Staff, LLC,
seeks approval from the U.S. Bankruptcy Court for the Middle
District of Florida to hire GrayRobinson, P.A. as his counsel.
The firm's services include:
(a) advising the Trustee with respect to his powers and duties
as Chapter 11 Trustee;
(b) preparing motions, pleadings, orders, applications,
adversary proceedings, and other legal documents necessary in the
administration of this Chapter 11 case;
(c) assisting the Trustee in negotiations; and
(d) performing all other legal services that may be necessary
for the proper preservation and administration of this Chapter 11
case.
Luis E. Rivera, II, Esq., managing shareholder at GrayRobinson,
disclosed in a court filing that his firm is "disinterested" as
that term is defined in Section 101(14) of the Bankruptcy Code.
Mr. Rivera's current hourly rate is $595. Other attorneys within
the law firm may assist the Debtor at hourly fees ranging from $275
to $1,500.
The firm can be reached through:
Luis E Rivera, II, Esq.
GrayRobinson, P.A.
1404 Dean Street, Suite 300
Fort Myers, Florida 33901
Phone: (239) 340-7979
Email: luis.rivera@gray-robinson.com
About TLC Travel Staff
TLC Travel Staff LLC specializes in medical staffing that provides
opportunities to professionals in hospitals, nursing homes, and
clinics.
TLC Travel Staff LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01546) on March 23,
2024. In the petition filed by Steve Ludders, as president/managing
member, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $10 million and $50 million.
The Honorable Bankruptcy Judge Roberta A Colton oversees the case.
The Debtor is represented by Chad Van Horn, Esq., at VAN HORN LAW
GROUP, P.A.
TRANSUNION: S&P Alters Outlook to Stable, Affirms 'BB+' ICR
-----------------------------------------------------------
S&P Global Ratings revised the outlook to stable from negative on
TransUnion. At the same time, S&P affirmed all its ratings on
TransUnion, including its 'BB+' issuer credit rating.
The stable outlook reflects S&P's expectation for TransUnion to
increase revenue by about 5% in 2025 and for leverage to improve to
about 3.5x in 2025, with free operating cash flow to debt of about
10% or higher.
S&P said, "The outlook revision reflects our view that TransUnion's
adjusted leverage will remain below 4.0x on a sustained basis. The
company's leverage spiked to 4.9x at the end of 2023 due to weak
operating conditions and elevated one-time expenses related to the
company's cost-saving initiatives that were announced in November
2023. Since then, the company has outperformed our growth
expectations, and TransUnion has executed its cost-saving plan,
resulting in leverage improving to 4.3x for the 12 months ended
Sept. 30, 2024. We expect leverage will continue to improve to
about 3.5x or below in 2025 and 2026 due to EBITDA growth and lower
net debt due to improved cash flow generation.
"We anticipate TransUnion's capital allocation priorities and
financial policy will support further deleveraging. The company
publicly stated a leverage target of 3x or lower, which would
equate to S&P Global Ratings-adjusted leverage of about 4.2x in
2024 but well below 4.0x in 2025 and beyond. We expect the change
between TransUnion's and our leverage calculation will shrink over
the next two years as one-time costs related to technology
transformation and cost optimization roll off."
TransUnion has been committed to reducing leverage since 2022. The
company has not made any acquisitions, has focused on cost cutting,
and has voluntarily repaid debt with its cash flow generation.
Given its public leverage targets, S&P expects TransUnion will make
prudent decisions regarding its capital allocation.
S&P said, "Negative operating trends in TransUnion's cyclical
business lines have stabilized in recent quarters, and we expect
about 5% revenue growth in 2025. One year ago, the company lowered
its guidance after reporting that its credit card origination,
personal lending, and marketing activity trends had weakened
materially. The company now reports that lending volumes are muted
but stable. As we look to 2025, we expect stable to favorable
trends across the company's cyclical and less cyclical business
segments. Through 2024, TransUnion has had strong mortgage-related
revenue growth despite lower inquiries primarily driven by pricing.
We expect pricing will help drive growth in 2025. In addition,
interest rate cuts should benefit consumer lending and refinancing
volume over the next one to two years. We expect U.S. market growth
will continue to be supported by identity based marketing
solutions, fraud mitigation services, and insurance. In addition,
we expect TransUnion's international markets to continue strong
growth in the 8%-10% range in 2025, albeit with decelerated growth
in India to the 15%-20% range after accounting for tightening
regulation on lending by the Reserve Bank of India.
"The stable outlook reflects our expectation for TransUnion to
increase revenue in the 5%-6% range in 2025 and for leverage to
improve to about 3.5x in 2025 with free operating cash flow to debt
of about 10% or higher.
"Social factors are a negative consideration in our credit rating
analysis of TransUnion. Our assessment reflects the
mission-critical importance of its services and highly sensitive
consumer financial data. In addition, there are high inherent risks
and adverse consequences (reputational damage, legal/regulatory
fines, and operational disruptions) if it fails to properly secure
its infrastructure and applications."
TRUE VALUE: Hires Houlihan Lokey Capital as Financial Advisor
-------------------------------------------------------------
True Value Company, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Houlihan
Lokey Capital, Inc. as financial advisor.
The firm's services include:
(a) assisting True Value in the development and distribution
of selected information, documents and other materials, including,
if appropriate, advising and assisting True Value in the
preparation of an offering memorandum (or similar document) (it
being expressly understood that the Company will remain solely
responsible for such materials and all of the information contained
therein);
(b) assisting True Value in soliciting, coordinating, and
evaluating indications of interest and proposals regarding any
Transaction(s) from current and/or potential lenders, equity
investors, acquirers and/or strategic partners;
(c) assisting True Value with the negotiation of any
Transaction(s), including participating in negotiations with
creditors and other parties involved in any Transaction(s);
(d) providing expert advice and testimony regarding financial
matters related to any Transaction(s), if necessary;
(e) attending meetings of the Company's Board of Directors,
creditor groups, official constituencies and other interested
parties, as True Value and Houlihan Lokey mutually agree; and
(f) providing such other financial advisory and investment
banking services as may be agreed upon by Houlihan Lokey and True
Value.
The firm will receive compensation as follows:
(a) Monthly Fees: In addition to the other fees provided for
herein, upon the Effective Date, and on every monthly anniversary
of the Effective Date during the term of this Agreement, the
Company shall pay Houlihan Lokey in advance, without notice or
invoice (although an invoice will be provided), a nonrefundable fee
of $150,000 ("Monthly Fee"). Each Monthly Fee shall be earned upon
Houlihan Lokey's receipt thereof in consideration of Houlihan Lokey
accepting this engagement and performing services as described
herein;
(b) 50 percent of the Monthly Fees previously paid to Houlihan
Lokey after the fourth (4th) month following the Effective Date
shall be credited against the next Transaction Fee to which
Houlihan Lokey becomes entitled hereunder after the relevant
Monthly Fee is paid (or Transaction Fee earned thereafter if such
next Transaction Fee is already reduced to zero) (it being
understood and agreed that no Monthly Fee shall be credited more
than once), except that, in no event, shall such Transaction Fee be
reduced below zero; and
(c) Transaction Fee(s): In addition to the other fees provided
for herein, the Company shall pay Houlihan Lokey the following
transaction fee(s):
i. Sale Transaction Fee. Upon the closing of each Sale
Transaction, Houlihan Lokey shall earn, and the Company shall
thereupon pay to Houlihan Lokey immediately and directly from the
gross proceeds of such Sale Transaction, as a cost of such Sale
Transaction, a cash fee equal to $2,500,000 plus a percentage of
the incremental gross proceeds distributed to the lenders under the
Company's Credit Agreement for application to the Obligations,
calculated as follows:
Threshold Rate
For incremental gross proceeds distributed to 0 percent
the lenders between $0 and $225 million
For incremental gross proceeds distributed to 1.25 percent
the lenders between $225 million and $325
million
For incremental gross proceeds distributed to 2.25 percent
the lenders above $325 million
ii. If more than one Sale Transaction is effectuated, (1)
the $325,000,000 threshold set forth above will be reduced by the
gross proceeds distributed to the lenders in prior Sale
Transactions for the purposes of calculating any subsequent Sale
Transaction Fee and (2) each sale after the first will result in an
incremental fee of $250,000 in addition to the Sale Transaction
Fee;
iii. Restructuring Transaction Fee. Upon the earlier to
occur of: (1) in the case of an out-of-court Restructuring
Transaction, the closing of such Restructuring Transaction, and (2)
in the case of an in-court Restructuring Transaction, the effective
date of a confirmed plan of reorganization or liquidation under
chapter 11, Houlihan Lokey shall earn, and the Company shall
promptly pay to Houlihan Lokey, a cash fee ("Restructuring
Transaction Fee") of $2,500,000; and
iv. Financing Transaction Fee. Upon the closing of each
Financing Transaction, Houlihan Lokey shall earn, and the Company
shall thereupon pay to Houlihan Lokey immediately and directly from
the gross proceeds of such Financing Transaction, as a cost of such
Financing Transaction, a cash fee ("Financing Transaction Fee")
equal to the sum of: (1) 1.5 percent of the gross proceeds of any
indebtedness raised or committed that is senior to other
indebtedness of the Company, secured by a first priority lien and
unsubordinated, with respect to both lien priority and payment, to
any other obligations of the Company, (2) 3.0 percent of the gross
proceeds of any indebtedness raised or committed that is secured by
a lien (other than a first lien) or is unsecured and/or is
subordinated, and (3) 5.0 percent of the gross proceeds of all
equity or equity-linked securities (including, without limitation,
convertible securities and preferred stock) placed or committed;
provided that no Financing Transaction Fee shall be payable in
connection with any "debtor in possession financing" or "exit
financing" provided by any one or more of the Lenders (as defined
in the Credit Agreement). Any warrants issued in connection with
the raising of debt or equity capital shall, upon the exercise
thereof, be considered equity for the purpose of calculating the
Financing Transaction Fee, and such portion of the Financing
Transaction Fee shall be paid upon such exercise and from the gross
proceeds thereof, regardless of any prior termination or expiration
of this Agreement. It is understood and agreed that if the proceeds
of any such Financing Transaction are to be funded in more than one
stage, Houlihan Lokey shall be entitled to its applicable
compensation hereunder upon the closing date of each stage. The
Financing Transaction Fee(s) shall be earned and payable in
accordance with the terms and conditions set forth herein in
respect of any sale of securities whether such sale has been
arranged by Houlihan Lokey, by another agent or directly by the
Company or any of its affiliates. Any non-cash consideration
provided to or received in connection with the Financing
Transaction (including but not limited to intellectual or
intangible property) shall be valued for purposes of calculating
the Financing Transaction Fee as equaling the number of Securities
issued in exchange for such consideration multiplied by (in the
case of debt securities) the face value of each such Security or
(in the case of equity securities) the price per Security paid in
the then current round of financing. The fees set forth herein
shall be in addition to any other fees that the Company may be
required to pay to any investor or other purchaser of Securities to
secure its financing commitment. The Financing Transaction Fees
payable hereunder shall be subject to a $1,000,000 minimum
Financing Transaction Fee payable upon the first Financing
Transaction Fee payable hereunder and for the avoidance of doubt,
any subsequent Financing Transaction Fee shall not be subject to
such minimum.
(d) Fifty percent (50 percent) of any Sale Transaction Fee,
Restructuring Transaction Fee, or Financing Transaction Fee paid
shall be credited once against the next or any simultaneous
Transaction Fee that becomes payable hereunder (or Transaction Fee
earned thereafter if such next Transaction Fee is already reduced
to zero), except that, in no event, shall such Transaction Fee be
reduced below zero. Transaction Fees shall be credited in order of
size, from smallest to largest at the time of the subsequent
Transaction. If the Transaction Fees are payable simultaneously, 50
percent of the smallest of the Transaction Fees will be credited
against the other simultaneously payable Transactions Fees in order
of size, from largest to smallest.
(e) The sum of all Monthly Fees and Transaction Fees hereunder
shall be subject to a cap of $6,000,000; however, such cap shall
not apply to any Financing Transaction Fee payable on the portion
of Financing provided by any non-Insider(s).
(f) Notwithstanding the foregoing, if an Insider participates
in a Financing Transaction, no Financing Transaction Fee shall be
payable on the portion of such Financing provided by any
Insider(s), unless Houlihan Lokey has commenced financing
discussions with third-parties and received a bonafide non-binding
proposal from a third- party to provide a comparable financing, in
which case such Financing Transaction Fee otherwise owed on the
amount provided by any Insider(s) shall be equal to 50 percent of
the applicable fees above (e.g., 0.75 percent of senior
indebtedness, 1.5 percent of subordinated indebtedness and 2.5
percent of equity).
(g) Expenses: In addition to all of the other fees and expenses
described in this Agreement, and regardless of whether any
Transaction is consummated, the Company shall, upon Houlihan
Lokey's request, reimburse Houlihan Lokey for its reasonable out
of-pocket expenses incurred from time to time, but in no event
greater than $50,000 without the Company's prior approval, which
approval shall not be unreasonably withheld (provided that such
limitation shall not affect the Company's obligations to otherwise
pay any such expenses under this Agreement).
(h) Houlihan Lokey shall, in addition, be reimbursed by the
Company for the reasonable and reasonably documented fees and
expenses of Houlihan Lokey's external legal counsel incurred in
connection with the negotiation and performance of this Agreement
and the matters contemplated hereby.
William Hardie, a managing director at Houlihan Lokey Capital,
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:
William H. Hardie
Houlihan Lokey Capital, Inc.
10250 Constellation Blvd. 5th Fl.
Los Angeles, CA 90067
Tel: (310) 553-8871
Fax: (310) 553-2173
About True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on October 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
TRUE VALUE: Hires Omni Agent Solutions as Administrative Agent
--------------------------------------------------------------
True Value Company, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Omni
Agent Solutions, Inc. as 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 True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on October 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
TRUE VALUE: Hires Young Conaway Stargatt & Taylor as Co-Counsel
---------------------------------------------------------------
True Value Company, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Young
Conaway Stargatt & Taylor, LLC as co-counsel.
The firm's services include:
(a) providing legal advice with respect to the Debtors' powers
and duties as debtors in possession in the continued operation of
their business, management of their properties, and the potential
sale of their assets;
(b) preparing documents in connection with and pursuing
confirmation of a plan and approval of a disclosure statement;
(c) preparing, on behalf of the Debtors, necessary
applications, motions, answers, orders, reports, and other legal
papers;
(d) appearing in Court and protecting the interests of the
Debtors before the Court; and
(e) performing all other legal services for the Debtors that
may be necessary and proper in the Chapter 11 Cases.
The firm will be paid at these hourly rates:
Edmon L. Morton $1,200
Kenneth J. Enos $995
Timothy R. Powell $630
Kristin L. McElroy $530
Debbie Laskin (paralegal) $385
In addition, the firm will seek reimbursement for expenses
incurred.
Young Conaway received a retainer payment in the amount of $80,000
on Oct. 9, 2024.
Mr. Morton 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) Young Conaway has not agreed to a variation of its
standard or customary billing arrangements for this engagement.
(b) None of the Firm's professionals included in this
engagement have varied their rate based on the geographic location
of the Chapter 11 Cases.
(c) Young Conaway was retained by the Debtors pursuant to the
Engagement Agreement, dated as of Oct. 8, 2024.
(d) The Debtors will be approving a prospective budget and
staffing plan for Young Conaway's engagement for the postpetition
period as appropriate. In accordance with the U.S. Trustee
Guidelines, the budget may be amended as necessary to reflect
changed or unanticipated developments.
Mr. Morton 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:
Edmon L. Morton, Esq.
Young Conaway Stargatt & Taylor, LLP
1000 N. King St.
Wilmington, DE 19801
Telephone: (302) 571-5728
About True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on October 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
TRUE VALUE: Seeks to Hire Skadden Arps as Bankruptcy Counsel
------------------------------------------------------------
True Value Company, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Skadden,
Arps, Slate, Meagher & Flom LLP as counsel.
The firm will render these services:
(a) advise the Debtors with respect to their powers and duties
as debtors in possession in the continued management and operation
of their business and properties;
(b) attend meetings and negotiate with representatives of
creditors and other parties in interest and advise and consult on
the conduct of the Chapter 11 Cases, including all of the legal and
administrative requirements of operating in chapter 11;
(c) take all necessary actions to protect and preserve the
Debtors' estates, including the prosecution of actions on the
Debtors' behalf, the defense of actions commenced against the
Debtors' estates, negotiations concerning litigation in which the
Debtors may be involved, and objections to claims filed against the
Debtors' estates;
(d) prepare on behalf of the Debtors motions, applications,
answers, orders, reports, and papers necessary to the
administration of the estates;
(e) negotiate and prepare on the Debtors' behalf: chapter 11
plan(s) or a sale of all or substantially all assets pursuant to
section 363 of the Bankruptcy Code and all related agreements
and/or documents, and take any necessary action on behalf of the
Debtors in connection with the Chapter 11 Cases;
(f) explore various strategic alternatives to address the
Debtors' financial circumstances;
(g) appear before this Court, any appellate courts, and the
U.S. Trustee, and protect the interests of the Debtors' estates
before such courts and the U.S. Trustee; and
(h) perform all other necessary legal services and provide all
other necessary legal advice to the Debtors in connection with the
Chapter 11 Cases.
The firm will be paid at these hourly rates:
Partners $1,860 to $2,370
Counsel $1,580 to $1,800
Associates $675 to $1,510
The firm received several payments to be held as an advanced
payment retainer totaling $7,250,000.
The following information is provided by Skadden pursuant to
paragraph D.1 of the U.S. Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Answer: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Answer: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
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.
Answer: Skadden represented the client in the 12 months
prepetition. During that representation, Skadden did not raise its
billing rates, and the material financial terms for the prepetition
engagement did not change.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Answer: The Debtors have developed a 13-week cash flow budget,
which includes a line item for "Professional Fees," including
Skadden's good-faith estimated fees. Using this budget as a guide,
Skadden and the Debtors expect to develop a Skadden specific
prospective budget and staffing plan to comply with the U.S.
Trustee's requests for information and additional disclosures and
with any orders of this Court. Recognizing that unforeseeable fees
and expenses may arise in complex chapter 11 cases, Skadden and the
Debtors may need to amend the Skadden budget as necessary to
reflect changed circumstances or unanticipated developments.
Skadden is a "disinterested person," as that term is defined in
section 101(14) of the Bankruptcy Code, and does not hold or
represent any interest adverse to the estates, according to court
filings.
The firm can be reached through:
Evan A. Hill, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
One Manhattan West
New York, NY 10001
Tel: (212) 735-3000
Fax: (212) 735-2000
Email: evan.hill@skadden.com
About True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on October 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
TRUE VALUE: Taps Glenn Agre Bergman & Fuentes as Conflicts Counsel
------------------------------------------------------------------
True Value Company, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Glenn
Agre Bergman & Fuentes LLP as conflicts counsel.
The firm will render these services:
a. provide legal advice and services regarding local rules,
practices, and procedures;
b. provide certain services in connection with administration
of the Chapter 11 Cases, including, without limitation, preparing
agendas, hearing notices and hearing binders of documents and
pleadings;
c. prepare, review and comment on proposed drafts of pleadings
to be filed with the Court as conflicts and efficiency counsel to
the Debtors;
d. provide legal advice with respect to the Debtors' rights
and duties as debtors in possession and continued business
operations;
e. assist, advise and represent the Debtors in analyzing the
Debtors' capital structure, investigating the extent and validity
of liens, cash collateral stipulations or contested matters;
f. assist, advise and represent the Debtors in any cash
collateral and/or post-petition financing transactions;
g. assist, advise and represent the Debtors in the preparation
of sale and bid procedures to auction the Debtors' assets;
h. assist, advise and represent the Debtors in any manner
relevant to preserving and protecting the Debtors' estates;
i. prepare on behalf of the Debtors all necessary
applications, motions, answers, orders, reports, and other legal
papers;
j. appear in the Court and to protect the Debtors' interests
before the Court;
k. represent the Debtors in the Conflicts Matters;
l. conduct investigations and analyses sufficient to advise
the Debtors regarding the Conflicts Matters;
m. perform all other necessary or requested litigation
services in connection with the Conflicts Matters;
n. at the request of the Debtors, appear in the Court and at
any meeting with the U.S. Trustee and any meeting of creditors at
any given time on behalf of the Debtors as their conflicts and
efficiency counsel; and
o. provide other legal advice and services, as requested by
the Debtors, from time to time.
The firm will be paid at these hourly rates:
Partners $1,100 to $1,700
Of Counsel $850 to $1,325
Associates $550 to $1,200
Senior Analysts &
Litigation Managers $400
Paralegals $300 to $400
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Glenn Agre received a retainer payment in the amount of $80,000 on
Oct. 10, 2024
Andrew K. Glenn, Esq., a partner at Glenn Agre Bergman & Fuentes
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:
Andrew K. Glenn, Esq.
Glenn Agre Bergman & Fuentes LLP
1185 Avenue of the Americas, 22nd Floor
New York, NY 10036
Tel: (212) 970-1600
Email: aglenn@glennagre.com
About True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on October 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
TRUE VALUE: Taps Kunal S. Kamlani of M3 Advisory Partners as CTO
----------------------------------------------------------------
True Value Company, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire M3
Advisory Partners, LP to provide a chief transformation officer and
supporting personnel.
The specific tasks that the M3 Professionals will perform include:
(a) supervising, and if necessary, assisting the Debtors in
the development and administration of its short-term cash flow
forecasting and related methodologies, as well as its cash
management planning;
(b) providing such assistance as reasonably may be required by
management of the Debtors in connection with (i) development of its
business plan, (ii) any restructuring plans and strategic
alternatives intended to maximize the enterprise value, and (iii)
any related forecasts that may be required by creditor
constituencies in connection with negotiations or by the Debtors
for other corporate purposes;
(c) supervising, and if necessary, assisting the professionals
who are representing the Debtors in the restructuring process
(including, but not limited to, the Chapter 11 Cases) or who are
working for the Debtors' various stakeholders to coordinate their
effort and individual work product in order to be consistent with
the Debtors' overall restructuring goals;
(d) assisting, if required, the Debtors in communications and
negotiations with its outside constituents, including creditors,
trade vendors and their respective advisors;
(e) assisting the Debtors in obtaining and presenting such
information as may be required by the parties in interest to the
Chapter 11 Cases, including any creditors' committees and the
Court;
(f) assisting the Debtors in the preparation of
financial-related disclosures required by the Court, including
schedules of assets and liabilities, statements of financial
affairs, and monthly operating reports;
(g) (i) having primary responsibility for, and final approval
rights (including, without limitation, the right to veto or
override the approval of any officer, employee or consultant of the
Debtors) over, all cash management of the Debtors, including all
banking transactions, collections and disbursements, (ii) having
final approval rights (including, without limitation, the right to
veto or override the approval of any officer, employee or
consultant of the Debtors) to authorize the expenditure of funds by
the Debtors, and (iii) approve all disbursements of the Debtors in
accordance with the budget required under that certain credit
agreement between the Debtors and certain of its affiliates, PNC
Bank, National Association and the other parties thereto, dated as
of April 20, 2018 (as amended, restated, modified and supplemented;
and
(h) providing such other services as are reasonable and
customary for a CTO in connection with an engagement of this nature
or as M3 and the Debtors shall otherwise agree in writing.
The CTO will provide additional services, in consultation with the
Board:
(a) serving as the principal liaison between the Debtors and
the Debtors' creditor and regulatory constituencies and other
stakeholders with respect to the financial and operational matters
related to the Debtors; and
(b) leading and directing the efforts of the Debtors and their
professional advisors to develop and implement restructuring plans
and other strategic alternatives intended to maximize the
enterprise value of the Debtors.
The firm will be paid at these hourly rates:
Managing Partner $1,415
Senior Managing Director $1,305
Managing Director $1,075 to $1,205
Senior Director $1,050
Director $880 to $990
Vice President $786
Senior Associate $680
Associate $575
Analyst $470
M3 received retainer payments from the Debtors totaling
$5,857,395.13.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mohsin Y. Meghji was originally designated as CTO, however Kunal S.
Kamlani assumed the position prior to filing and will serve as the
Debtors' CTO.
Kunal S. Kamlani, senior managing director at M3 Advisory Partners,
LP, 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:
Kunal S. Kamlani
M3 Advisory Partners, LP
1700 Broadway, 19th Floor
New York, NY 10019
Phone: (212) 202-2210
Email: kkamlani@m3-partners.com
About True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on October 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
U.S. CREDIT: Hires Greenberg Glusker as Special Counsel
-------------------------------------------------------
Stephen Darr, the Trustee for U.S. Credit, Inc. seeks approval from
the U.S. Bankruptcy Court for the District of Massachusetts to
employ Greenberg Glusker Fields Claman & Machtinger LLP as special
California litigation counsel.
The Debtor needs the firm's legal assistance in connection with a
Chapter 7 bankruptcy petition (Case No. 24-16517) filed in the
United States Bankruptcy Court in the Central District of
California.
The firm will be paid at these rates:
Brian L. Davidoff Partner $875 per hour
Cole F. Nicholas Associate $425 per hour
Paralegals $250 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Brian Davidoff, Esq., a partner at Greenberg Glusker, disclosed in
a court filing that his firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Brian L. Davidoff, Esq.
Greenberg Glusker Fields Claman & Machtinger LLP
2049 Century Park East, Suite 2600
Los Angeles, CA 90067
Tel: (310) 201-7520
Email: BDavidoff@ggfirm.com
About U.S. Credit, Inc.
U.S. Credit, Inc. develops and administers custom lending programs
for large retailers, point-of-sale platforms and educational
institutions. It conducts business in Hyannis, Mass.
U.S. Credit filed its Chapter 11 petition (Bankr. D. Mass. Case No.
24-10058) on Jan. 12, 2024, with $10 million to $50 million in both
assets and liabilities. Stephen Galvin, chief executive officer,
signed the petition.
Judge Janet E. Bostwick presides over the case.
The Debtor tapped Charles R. Bennett, Jr., Esq., at Murphy & King,
PC as legal counsel and Mid-Market Management Group as financial
advisor.
The U.S. Trustee for Region 1 appointed an official committee of
unsecured creditors in this Chapter 11 case. The committee tapped
Dentons Bingham Greenebaum, LLP as its legal counsel.
Stephen Darr, the court-appointed Chapter 11 trustee, is
represented by Douglas R. Gooding, Esq., at Choate Hall & Stewart,
LLP.
UNICORNS AND UNICORNS: Gets Final Approval for Cash Collateral Use
------------------------------------------------------------------
Unicorns and Unicorns, LLC received final approval from the U.S.
Bankruptcy Court for the Central District of California, Los
Angeles Division to Use Cash Collateral.
The order allows the Debtor to use cash collateral to pay expenses
outlined in Exhibit "A", which is total Monthly Expenses $120,315
to $132,027, until the case is converted or dismissed, or until an
order confirming a Chapter 11 plan of reorganization is entered.
The Debtor is authorized to deviate from the Budget by up to 15%
for any particular line item, provided it does not pay expenses
outside the approved categories.
The order also requires the debtor to provide adequate protection
to secured creditors, including paying U.S. Small Business
Administration $731/month and Itria Ventures LLC $1,000/month,
starting on November 15, 2024. Secured creditors are granted
replacement liens on the debtor's post-petition cash collateral
with the same validity, extent, and priority as their pre-petition
liens.
The debtor is required to segregate and hold in its cash collateral
DIP bank account all revenue exceeding the funds needed to pay the
expenses set forth in the budget. The debtor must also transfer
$500/month to the Subchapter V Trustee to be held in trust pending
court approval of a fee application.
About Unicorns and Unicorns LLC
The Debtor is a creative production studio specializing in branded
content, immersive experiences, product fabrication, and code.
Unicorns and Unicorns, LLC in Los Angeles, CA, filed its voluntary
petition for Chapter 11 protection (Bankr. C.D. Cal. Case No.
24-15827) on July 23, 2024, listing as much as $1 million to $10
million in both assets and liabilities. Adrianne McCurrach as
managing member, signed the petition.
VERTEX ENERGY: Hires Mr. Bullock of Alvarez & Marsal as CRO
-----------------------------------------------------------
Vertex Energy, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ R.
Seth Bullock of Alvarez & Marsal North America, LLC as chief
restructuring officer.
The firm's services include:
a. assisting the Debtors' finance personnel and financial
advisors in a financial review of the Debtors' business;
b. assisting in the management and analysis required for the
Debtors' debtor-in-possession financing facility;
c. assisting in the identification and implementation of cost
reduction and operational improvement opportunities;
d. assisting in the discussions with and providing information
to potential investors, secured lenders, official committees, the
U.S. Trustee as deemed necessary and appropriate by the Debtors;
e. assisting the overall financial reporting division in
managing the administrative requirements of the Bankruptcy Code,
including post-petition reporting requirements and claim
reconciliation efforts;
f. assisting the Debtors and their other advisors in developing
restructuring plans or strategic alternatives for maximizing the
enterprise value of their various business lines;
g. serving as the principal contact with the Debtors' key
constituents/creditors with respect to financial and operational
matters; and
h. performing such other services in connection with the
restructuring process as reasonably requested or directed by the
Board and other authorized personnel of the Debtors, consistent
with the role played by A&M in this matter and not duplicative of
services being performed by other professionals in these
proceedings.
The firm will be paid at these rates:
Managing Director $1,075 to $1,525 per hour
Director $825 to $1,075 per hour
Associates $625 to $825 per hour
Analysts $425 to $625 per hour
The firm received a retainer in the total amount of $150,000 from
the Debtors in connection with preparing for and conducting the
filing of these chapter 11 cases.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
R. Seth Bullock, a managing director at Alvarez & Marsal North
America, 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 through:
R. Seth Bullock
Alvarez & Marsal North America, LLC
700 Louisiana Street, Suite 3300
Houston, TX 77002
Telephone: (713) 571-2400
Facsimile: (713) 547-3697
Email: seth.bullock@alvarezandmarsal.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 in Houston.
Vertex Energy filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Texas 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.
Judge Christopher M. Lopez oversees the case.
Jason G. Cohen, Esq., at Bracewell, LLP represents the Debtors as
counsel.
WALLAROO'S FURNITURE: Taps High Impact Furniture as Liquidator
--------------------------------------------------------------
Wallaroo's Furniture and Mattresses LLC seek approval from the U.S.
Bankruptcy Court for the District of Utah to employ High Impact
Furniture Promotions, LLC, a Texas Limited Liability Company, as
liquidator.
The firm will conduct the liquidation of the inventory at three of
the Debtors’ stores located at stores located at 1001 N Division
St. Spokane, WA 99202, 325 W Prairie Shopping Center, Hayden, ID
83835 and 3651 W Market Center Dr. Riverton, UT 84065.
The firm will render these services:
(a) provide a team of furniture personnel, including but not
limited to a manager, who will manage the independent contractor
sales staff and HIP non-sales personnel; and
(b) provide assistance and direction with Sale-related
operations, including but not limited to, merchandising, display,
pricing, tagging, advertising, sales, service and other aspects
regarding the conduct of the Sale.
HIP will be paid a commission equal to 10 percent of gross sales at
the Premises, less the delivery charges and sales taxes each week.
The allocation of HIP’s Fee is 6 percent to HIP and 4 percent to
HIP Manager.
Independent Contractor Sales Personnel will be paid a weekly
commission of 6 percent of their Net Sales on all sales that have
been paid in full and signed and approved orders.
John Dixon, manager of High Impact Furniture Promotions, assured
the court that his firm does not hold any interest adverse to the
Debtor or its estate.
The firm can be reached through:
John Dixon
High Impact Furniture Promotions, LLC
9310 Nells Farm
Helotes, TX 78023
About Wallaroo's Furniture and Mattresses LLC
Wallaroo's Furniture and Mattresses LLC specializes in offering a
wide selection of high-end furniture and mattresses.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Utah Case No. 24-21395) on March 29,
2024. In the petition signed by Nathan Chetrit, managing member,
the Debtor disclosed up to $50,000 in assets and up to $10 million
in liabilities.
Judge Joel T. Marker oversees the case.
Geoffrey L. Chesnut, Esq., at RED ROCK LEGAL SERVICES, PLLC,
represents the Debtor as legal counsel.
WASHINGTON PRIME: Loses Bid to Exclude Testimony of Rockaway Expert
-------------------------------------------------------------------
In the case captioned as WPG ROCKAWAY COMMONS LLC, et al.,
Plaintiffs, VS. ROCKAWAY TOWNSHIP TAX COLLECTOR, et al.,
Defendants, ADVERSARY NO. 22-3317 (Bankr. S.D. Tex.), Judge Marvin
Isgur of the United States Bankruptcy Court for the Southern
District of Texas denied the motion filed by WPG Rockaway Commons
LLC, Rockaway Town Court, LLC, and Rockaway Town Plaza, LLC to
exclude the testimony of Louis Izenberg, the expert witness of
Rockaway Township Tax Collector, Rockaway Township Tax Assessor,
and the Township of Rockaway.
WPG filed this adversary proceeding against Rockaway, alleging that
certain WPG properties have been unfairly assessed by Rockaway
under New Jersey law. WPG seeks a determination of the market value
of the properties to determine its tax liability under Sec. 505 of
the Bankruptcy Code.
The issues pending before the Court are:
(i) whether the restricted appraisal reports and draft
restricted appraisal report are privileged;
(ii) if the reports are privileged, whether the privilege has
been waived voluntarily or inadvertently; and
(iii) whether Mr. Izenberg should be excluded as an expert
witness due to a lack of reliability under Federal Rule of Evidence
702.
Rockaway claims that the restricted appraisal reports and draft
restricted appraisal report are precluded from disclosure because
they are privileged under the work product doctrine,
attorney-client privilege, and settlement communications privilege.
According to the Court, the restricted appraisal reports are
privileged under the work product doctrine. The draft report is not
privileged, the Court notes.
The July 30, 2019, April 27, 2022, and August 31, 2023 restricted
appraisal reports are privileged under Rule 26, the Court finds.
The Court need not address whether the reports are protected by the
attorney-client privilege.
Rockaway also claims that Mr. Izenberg's April 6, 2022 draft report
is privileged under the work product doctrine. By Rockaway's own
admission, the draft was not communicated to any Rockaway counsel.
The report cannot be privileged under Rule 26(b)(4)(C). Rather,
Rockaway argues that "the draft report was used to create the April
27, 2022 Restricted Report," and it "is well-established law that
draft reports created in anticipation of litigation are
privileged." But Rule 26(b)(4)(B) does not apply to the April 6
draft report, which was used to create the April 27 restricted
appraisal report. The April 27 report was created for internal
consulting and advice to determine the merits of Rockaway's
position at trial and help determine trial and settlement strategy.
Because the April 27 report does not fall under Rule 26(a)(2)(B), a
draft of the report is not protected from disclosure under Rule
26(b)(4)(B), the Court concludes.
Mr. Izenberg is proffered as an expert to provide counter-appraisal
valuations of the subject properties. WPG argues that material
inconsistencies between Mr. Izenberg's restricted appraisal reports
and draft reports prepared prior to this adversary proceeding and
counter-appraisal reports prepared for this adversary proceeding
demonstrate his lack of reliability as an expert witness under
Federal Rule of Evidence 702. Rockaway argues that Mr. Izenberg's
restricted appraisal reports and draft reports are privileged and
cannot be used by WPG to attack
Mr. Izenberg's credibility. Rockaway argues in the alternative
that, if not privileged, the reports nevertheless do not
demonstrate any lack of reliability.
Mr. Izenberg's testimony will not be excluded under Federal Rule of
Evidence 702, the Court holds.
Judge Isgur says Mr. Izenberg's deposition testimony demonstrates a
consistent application of appraisal methods to available data. WPG
has not presented any evidence to suggest the available data was
incorrectly applied. WPG has failed to demonstrate that Mr.
Izenberg lacks reliability as an expert witness. Moreover,
questions relating to the bases and sources of an expert's opinion
affect the weight to be assigned that opinion rather than its
admissibility.
The Court notes that the discrepancies remain "fair game" at trial.
WPG may or may not be able to seriously damage Mr. Izenberg's
credibility. Those issues will go to the weight and not the
admissibility of his testimony, the Court states.
A copy of the Court's decision dated October 29, 2024, is available
at https://urlcurt.com/u?l=m0nQLq
About Washington Prime Group
Washington Prime Group Inc. (NYSE: WPG) --
http://www.washingtonprime.com/-- is a retail REIT and a
recognized leader in the ownership, management, acquisition and
development of retail properties. It combines a national real
estate portfolio with its expertise across the entire shopping
center sector to increase cash flow through rigorous management of
assets and provide new opportunities to retailers looking for
growth throughout the U.S.
Washington Prime Group and its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 21-31948) on
June 13, 2021. At the time of the filing, Washington Prime Group's
property portfolio consists of material interests in 102 shopping
centers in the United States totaling approximately 52 million
square feet of gross leasable area. The company operates 97 of the
102 properties.
As of March 31, 2021, Washington Prime Group had total assets of
$4.029 billion against total liabilities of $3.471 billion.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as lead bankruptcy counsel; Jackson Walker, LLP
as co-counsel; Alvarez & Marsal North America, LLC as restructuring
advisor; Guggenheim Securities, LLC as investment banker; Deloitte
Tax, LLP as tax services provider; and Ernst & Young, LLP as
auditor. Prime Clerk LLC is the claims agent, maintaining the page
http://cases.primeclerk.com/washingtonprime
SVPGlobal, the Debtors' lender, tapped Davis Polk & Wardwell, LLP
and Evercore Group, LLC as its legal counsel and investment banker,
respectively.
The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors in the Debtors' cases on June 25, 2021.
Greenberg Traurig, LLP and FTI Consulting, Inc. serve as the
committee's legal counsel and financial advisor, respectively.
On July 15, 2021, the U.S. Trustee appointed an official committee
of equity security holders. The equity committee tapped Porter
Hedges, LLP and Brown Rudnick, LLP as legal counsel; Province, LLC,
as financial advisor; and Newmark Knight Frank Valuation &
Advisory, LLC as real estate appraiser and valuation advisor.
WHITTAKER CLARK: Prelim. Injunction in Brenntag Suit Appropriate
----------------------------------------------------------------
In the case captioned as Whittaker, Clark & Daniels, Inc., et al.,
Plaintiffs, v. Brenntag, AG, et al., Defendants, Adv. Pro. No.
23-01245 (MBK) (Bankr. D.N.J.), Chief Judge Michael B. Kaplan of
the United States Bankruptcy Court for the District of New Jersey
granted in part and denied in part WCD's motion for preliminary
injunction.
After filing their chapter 11 petition, Debtors commenced the
instant adversary proceeding to address the Environmental and
Asbestos Claims. Debtors then filed a Summary Judgment motion as to
Counts I and IV. After oral argument and many months of stalled
mediation efforts among the parties, the Court issued a decision
and held that any Tort Claim that seeks to establish non-debtor
entities' liability on any grounds, including, without limitation,
that such entities are successors to, or alter egos of, the Debtors
-- such as Brenntag -- is property of the bankruptcy estate. Such
claims are referred to by the parties and the Court as "Successor
Liability Claims."
The Debtors then filed the "Settlement Motion", seeking approval of
an agreement between and among the Debtors, Brenntag, NICO, and DB
US Holding Corp. that purports to resolve all Estate Causes of
Action against the Contributing Parties and their Related Parties
(including Successor Liability Claims) as of the Effective Date of
the Settlement Agreement, in exchange for $535 million and mutual
releases.
The parties debate appropriate treatment of claims and litigation
involving a nondebtor, Brenntag. The Talc Claimants Committee
concedes that Successor Liability Claims cannot proceed in light of
the Court's Summary Judgment ruling, but asserts that direct claims
against Brenntag should be allowed to continue.
Debtors contend that the remaining direct claims against Brenntag
continue to be premised on allegations of pre-2004 talc/asbestos
exposure and, thus, implicate Debtors' conduct, operations, and
potential indemnification obligations owing Brenntag. The record
includes a detailed Schedule, listing such claims which Debtors
seek to stay and/or enjoin, pending resolution of their Settlement
Motion.
Debtors maintain that all of the 683 lawsuits identified in the
Schedule are either subject to the automatic stay or should be
enjoined for one of three reasons:
(1) because they include express Successor Liability Claims;
(2) because they contain a bifurcation stipulation in which the
plaintiff acknowledges Brenntag as successor to WCD; or
(3) because the claims allege pre-2004 exposure, rendering them
effective Successor Liability Claims and/or necessarily impacting
Debtors' rights and defenses and creating the potential for
litigation prejudice (by way of possible application of res
judicata and collateral estoppel, as well as record taint).
In determining whether a preliminary injunction is appropriate, the
Court considers the following factors:
(1) whether the movant has shown a reasonable probability of
success on the merits;
(2) whether the movant will be irreparably injured by denial of
the relief;
(3) whether granting preliminary relief will result in even
greater harm to the nonmoving party; and
(4) whether granting the preliminary relief will be in the
public interest.
The Court addresses the merits of the Motion and the second two
factors: whether extension of the automatic stay under Sec. 362(a)
to the nondebtors is appropriate; and whether the Court should, in
its discretion, issue the preliminary injunction.
The Court grants Debtor's Motion, in part, and enters a limited
preliminary injunction, and denies the Motion, in part, for the
specific purpose of granting limited stay relief.
The Court concludes that the actions identified in the Schedule are
subject to the automatic stay under Sec. 362 or, in the
alternative, that "unusual circumstances" exist warranting an
extension of the automatic stay to Brenntag under Sec. 362(a). It
believes it has appropriately balanced the competing interests at
stake. Significantly, these actions are not stayed indefinitely.
Debtors have filed a Settlement Motion that will be considered in
the near term and, if approved, would resolve their obligations to
Brenntag. Debtors acknowledge that injunctive relief would extend
only through the Court's issuance of a ruling on the Settlement
Motion.
The actions in the Schedule are stayed pending resolution of the
Settlement Motion or further Order of the Court.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=fKRTnD
About Whittaker, Clark & Daniels
Whittaker, Clark & Daniels, Inc. and affiliates, Brilliant National
Services Inc., Soco West Inc. and L.A. Terminals Inc., were engaged
in nonmetallic mineral mining and quarrying.
The Debtors sought Chapter 11 protection (Bankr. D.N.J. Lead Case
No. 23-13575) on April 26, 2023. The Debtors estimated $100 million
to $500 million in assets against $1 billion to $10 billion in
liabilities as of the bankruptcy filing.
The Hon. Michael B. Kaplan is the case judge.
The Debtors tapped Kirkland & Ellis LLP as general bankruptcy
counsel; Cole Schotz P.C. as co-bankruptcy counsel; and M3 Partners
LLC as financial advisor. Stretto, Inc. is the claims agent.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent talc claimants in the Debtors' Chapter 11
cases. The talc committee is represented by Cooley, LLP.
The Hon. Shelley Chapman was appointed as the future claimants'
representative (FCR) in the Chapter 11 cases. Willkie Farr &
Gallagher, LLP is the FCR's counsel.
WHITTIER SEAFOOD: Hires Dock Street Brokers as Vessel Broker
------------------------------------------------------------
Whittier Seafood, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Alaska to employ Dock
Street Brokers as their vessel broker.
The firm will market and sell to vessels owned by the Debtors,
known as the Lady Angela and Esther Point.
Dock Street Brokers will be paid a commission of 3 percent of the
sale price of the vessels. The minimum commission is $1,000.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jamie O'Neill.
Dock Street Brokers
6012 Seaview Ave NW
Seattle, WA 98107
Tel: (206) 789-5101
About Whittier Seafood, LLC
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.
WRENA LLC: Committee Hires McDonald Hopkins as Legal Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Wrena, LLC seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Michigan to employ McDonald Hopkins PLC as its counsel.
The firm's services include:
a. advising the Committee with respect to the Committee's
rights, powers, and duties in this chapter 11 case;
b. advising and preparing on behalf of the Committee all
necessary applications, motions, objections, answers, orders,
reports, and other pleadings to advance and protect the Committee's
interests;
c. attending meetings and negotiating with representatives of
the Debtor, creditors, and other parties in interest;
d. taking all necessary actions to protect and preserve the
Committee's interests, including prosecuting actions on the
Committee's behalf, defending any action commenced against the
Debtor, representing the Committee in negotiations concerning
litigation in which the Debtor is involved, and reviewing and
analyzing all claims filed against the Debtor's estate;
e. advising the Committee in connection with the use of cash
collateral, post-petition financing, or funding agreements;
f. advising the Committee in connection with any potential
sale of assets, disposition of assets, or change of control
transactions;
g. advising the Committee in its examination and analysis of
the conduct of the Debtor's affairs;
h. advising the Committee regarding tax matters;
i. appearing before the Court and any appellate courts to
represent the interests of the Committee; and
j. performing all other necessary legal services for the
Committee in connection with the prosecution of this chapter 11
case, including: (i) analyzing the Debtor's leases and contracts
and the assumption and assignment or rejection thereof, and (ii)
analyzing the validity of liens against the Debtor's assets.
The firm will be paid at these rates:
Members $420 to $1,060
Of Counsel $475 to $1,010
Associates $295 to $620
Paralegals $215 to $440
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Stephen M. Gross, Esq., a partner at McDonald Hopkins 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:
Stephen M. Gross, Esq.
McDonald Hopkins LLC
39533 Woodward Avenue, Suite 318
Bloomfield Hills, MI 48304
Tel: (248) 646-5070
Fax: (248) 646-5075
Email: sgross@mcdonaldhopkins.com
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.
YELLOW CORP: Court to Rule on Reconsideration Motion by Nov. 15
---------------------------------------------------------------
Judge Craig T. Goldblatt of the United States Bankruptcy Court for
the District of Delaware hopes to issue a decision on the pending
reconsideration motion filed by MFN Partners, LP and Mobile Street
Holdings, LLC, equity holders of Yellow Corporation and its
affiliates, that challenged the court's decision relating to two
regulations issued by Pension Benefit Guaranty Corporation by
November 15, 2024.
In a September 13, 2024 Memorandum Opinion, the Court concluded
that it would reject a challenge, asserted by the debtors and
certain holders of equity interests in the debtor, to two
regulations issued by the PBGC. Those regulations bear on the
calculation of the debtors' liability to various multi-employer
pension plans on account of the debtors' withdrawal from those
plans.
Though the Court rejected their arguments, the challengers raised
two particularly colorable points. The first argument is that the
relevant statute authorizes the PBGC to impose, by regulation or
other guidance, reasonable conditions on an eligible multiemployer
plan that receives special financial assistance relating to
withdrawal liability. The challengers argued that the regulations
at issue, whose net effect was to increase the withdrawal liability
employers owed the plans upon withdrawal, could not be described as
a condition that was being imposed on the plan. Second, the
challengers suggest that the regulations conflict with statutory
language that could be read to suggest that the special financial
assistance provided by the federal statute is an asset of the plan.
While the Court did not find the arguments advanced by the plans or
the PBGC on this point to be fully satisfactory, the Court
ultimately upheld the regulations for a reason that differed
somewhat from the parties' arguments.
In its Memorandum Opinion, the Court analogized the statutory grant
of authority to the PBGC, which allowed it to impose conditions on
the plans' receipt of federal funds, to Congress' Spending Clause
Power, which similarly grants authority to impose conditions on the
recipients of federal funds. In the context of the Spending Clause,
the Supreme Court has rejected the argument, implicit in the
challenge to the PBGC regulations, that an agreement to accept
federal funds can only alter the legal rights of the recipient of
those funds, not the legal rights of a third party. To make that
point, the Court relied on the Supreme Court decision in Philpott
v. Essex County Welfare Board. There, the Court held that the
Social Security Act, which said that benefits provided to
individuals under the act would not be subject to garnishment,
barred a government agency from exercising its state law
garnishment rights. It relied on that analogy to conclude that the
statutory language that limits the PBGC's authority to impose
conditions on the plans was not necessarily limited to what might
be accomplished merely by the plans' agreement.
MFN and Mobile Street seek reconsideration of the Court's decision.
Their motion argues that the Court erred in relying on Philpott and
offers three reasons why they believe the case does not support the
view that federal regulations may adversely impact the legal rights
of employers as a condition of the plans receiving federal funds.
The Court believes that principles of fairness and due process
counsel in favor of giving the motion for reconsideration a fair
hearing on the merits. It intends to consider and address the
arguments set forth in the motion for reconsideration and issue a
decision as promptly as possible.
A copy of the Court's decision dated October 29, 2024, is available
at https://urlcurt.com/u?l=6uzkNx
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.
YOUNG TRANSPORTATION: Seeks to Hire Newman & Newman as Counsel
--------------------------------------------------------------
Young Transportation Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Mississippi to hire Newman &
Newman 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 attach 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
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 applicant in court hearings and assist in the
preparation of contracts, reports, accounts, petitions,
applications, orders and other papers and documents as may be
necessary in the bankruptcy proceeding;
e. advise and consult with the Debtor in connection with any
reorganization plan which may be proposed in the proceeding and any
matters concerning applicant 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 the Debtors as
they become necessary in the bankruptcy proceeding.
The firm will be paid $350 per hour for J. Walter Newman IV, and
$175 per hour for legal assistants.
Newman & Newman will also be reimbursed for reasonable
out-of-pocket expenses incurred.
The firm received a retainer in the amount of $15,000 plus $1,738
filing fee.
J. Walter Newman IV, Esq., a partner at Newman & Newman, 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:
J. Walter Newman IV, Esq.
Newman & Newman
587 Highland Colony Parkway
Ridgeland, MS 39157
Tel: (601) 948-0586
Email: wnewman95@msn.com
About Young Transportation
Young Transportation Inc. operates in the general freight trucking
industry.
Young Transportation filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 24-13174) on
October 11, 2024, with $500,000 to $1 million in assets and $1
million to $10 million in liabilities. Daniel L. Young, president,
signed the petition.
Judge Jason D. Woodard handles the case.
The Debtor is represented by J. Walter Newman, IV, Esq., at Newman
& Newman.
ZACHRY HOLDINGS: Unit Not Entitled to Levee Insurance Proceeds
--------------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas ruled on the remaining issues relating
to the global settlement among Zachry Industrial, Inc., Golden Pass
LNG Terminal LLC, CB&I LLC, Chiyoda International Corporation and
CCZJV.
The global settlement resolved material disputes between the Golden
Pass owners. It also terminates disputes related to the Golden Pass
levee failure, facilitates completion of the GPX Project, and
poises Zachry to become profitable again. The settlement was
heavily negotiated in good faith.
There remain two disputed issues:
(1) whether Zachry is entitled to the proceeds of the
professional liability insurance claim for losses related to
repairing the Global Pass levee failure, and
(2) whether Zachry is entitled to funds in the joint venture
account for repair work completed and invoiced prior to the chapter
11 case.
In 2019, Golden Pass contracted to build a new natural gas export
facility in Sabine Pass, Texas. On January 30, 2019, Zachry, CB&I
and Chiyoda formed CCZJV, an unincorporated hybrid joint venture,
to provide design and construction services for the GPX Project.
The parties opened a joint venture receiving account at Bank of
America -- San Antonio for the purpose of receiving proceeds from
the Golden Pass Contract and making disbursements to the joint
venture partners. The CCZJV receives payments from the GPX Owner
for the joint venture's invoices in the account. Payments received
by the joint venture under the EPC Contract are joint venture
property
CCZJV is an insured under a Professional Liability Insurance Policy
Issued by Allied World Surplus Lines Insurance Company.
As of the September 5, 2024 Hearing, CCZJV had not resolved the
levee insurance claim with its insurer and had not received any
insurance proceeds.
Pending resolution of the CCZJV's insurance claim, the parties
entered into a Memorandum of Understanding on February 28, 2022. By
the terms of the MOU, the parties agreed to provisional
distributions by the joint venture in the amount of $26.2 million
to partially compensate parties for the levee repair costs. Zachry
received $13.5 million, CB&I received $7.7 million, and Chiyoda
received $5 million. The parties agreed that the provisional
payment amounts are subject to reconciliation upon finalization of
the final insurance claims, settlement amounts and such other
applicable adjustments. Zachry alleges it is entitled to
$8,185,140.00 in insurance proceeds and $1,737,377.00 in funds from
the receiving account.
On May 21, 2024, various Zachry entities filed for chapter 11.
On July 25, 2024, the Court entered an interim order approving a
global settlement by and among the Debtors, Golden Pass, CB&I,
Chiyoda and the CCZJV. On August 12, 2024, the Court entered a
final order approving the Settlement Agreement.
On August 20, 2024, Zachry filed the Emergency Motion to Interpret
and Enforce the Golden Pass Settlement Agreement.
On August 27, 2024, CB&I and Chiyoda filed a Joint Response to
Zachry's Emergency Motion. Zachry filed a Reply on August 80,
2024.
On September 5, 2024, the Court held a hearing on the Emergency
Motion.
Zachry claims that it is entitled to the Levee Insurance Proceeds
and funds in the Receiving Account aggregating $9,922,517.00.
Zachry believes the Settlement Agreement preserves those interests.
The Court disagrees with Zachry's interpretation. According to the
Court, the Settlement Agreement does not preserve Zachry's rights
to the joint venture's claim for Levee
Insurance Proceeds or in the funds in the Receiving Account.
The Court does not find grounds for "ordering otherwise" in a
manner that would entitle Zachry to CCZJV's insurance proceeds.
Zachry withdrew from the joint venture effective on the date of the
Interim Order, relinquishing its interests in the joint venture,
the Court notes.
Zachry argues that CB&I and Chiyoda would be unjustly enriched if
the remaining partners were to receive all the insurance proceeds
because Zachry "fronted the cost of relevant insurance policy, led
the rectification claim on behalf of the joint venture, and
incurred substantial additional costs pursuing the claim."
Judge Isgur says this argument is of no moment. All the parties,
including Zachry, received extraordinary benefits from this
Settlement Agreement. CB&I and Chiyoda released Zachry from $93
million in liabilities and Golden Pass released Zachry from $1.4
billion in liabilities. Zachry's claim that the remaining joint
venture partners are unjustly enriched for $8 million in potential
insurance proceeds has no more basis than saying that Zachry was
unjustly enriched by the release of its potential $1,493,000,000.00
in liabilities to Golden Pass and the joint venture.
Zachry also argues that it is entitled to funds in the Receiving
Account in an amount equal to its fees and expenses submitted to
the joint venture prior to the Petition Date. Its alleged share of
funds is $1,737,377.
The Court notes Zachry is no longer a party to the joint venture.
As of the date of the Settlement Agreement, the distribution from
the receiving account had not been made. Although Zachry argues
that it should have been made, Zachry withdrew from the joint
venture.
The preponderance of the evidence does not justify giving Zachry
any of the funds in the Receiving Account, the Court finds.
A copy of the Court's decision dated October 29, 2024, is available
at https://urlcurt.com/u?l=Rrf5it
About Zachry Holdings
Zachry Holdings, Inc., is the engineering, construction,
maintenance, turnaround and fabrication services offshoot of the
storied family-owned business that began as H.B. Zachry Company one
hundred years ago. The other offshoot, Zachry Construction, has
operated separately from Zachry Industrial since the two businesses
branched off from their common roots in 2008. The Zachry Group
provides engineering and construction services to clients in the
energy, chemicals, power, manufacturing, and industrial sectors
across North America.
None of the entities affiliated with Zachry Construction are
Debtors in the chapter 11 cases.
Zachry Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90377) on May 21, 2024, with $1 billion to $10 billion in
assets and liabilities.
James R. Old, general counsel, signed the petitions.
Judge Marvin Isgur presides over the case.
The Debtors tapped White & Case LLP as general bankruptcy counsel;
Susman Godfrey L.L.P. and Hicks Thomas, LLP as special litigation
counsel; and Kurtzman Carson Consultants as notice & claims agent.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
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