/raid1/www/Hosts/bankrupt/TCR_Public/241205.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, December 5, 2024, Vol. 28, No. 339
Headlines
1847 HOLDINGS: Posts $2.32 Million Net Income in Third Quarter
3480 MAIN: Public Sale Auction Set for January 2025
58 OCEAN AVENUE: Files Chapter 11, Jan. 2 Creditors' Meeting
ACCURIDE CORP: Committee Taps AlixPartners as Financial Advisor
ACCURIDE CORP: Committee Taps Morris James as Co-Counsel
ACCURIDE CORP: Committee Taps Morrison & Foerster LLP as Counsel
ACJK INC: Hires Becker Hoerner & Ysursa PC as Special Counsel
ACPRODUCTS HOLDINGS: Moody's Cuts CFR to Caa2, Outlook Stable
ADVANCED DOMINO: Seeks to Hire Alla Kachan P.C. as Counsel
AEL INVESTMENT: Hires Shaver Fire as Fire Protection Engineer
AFFINITY INTERACTIVE: S&P Downgrades ICR to 'CCC+', Outlook Stable
AGILITI INC: S&P Downgrades ICR to 'B-', Outlook Stable
ALABAMA RENTALS: Seeks to Hire Bush Law Firm LLC as Legal Counsel
ALL IN ONE: Seeks to Hire Aumann Auctions Inc. as Auctioneer
ALL IN ONE: Seeks to Hire Elder Valuation as Real Estate Broker
AMATA LLC: Janice Seyedin Named Subchapter V Trustee
AMERICAN OPEN: Hires Goe Forsythe & Hodges LLP as Counsel
AMERICAN TIRE: Hires Ernst & Young LLP as Financial Advisor
AMSPEC PARENT: S&P Assigns 'B' ICR, Outlook Stable
AN SM 1925 BROADWAY: Case Summary & Four Unsecured Creditors
ANDERSON TAP: Hires Goering & Goering LLC as Bankruptcy Counsel
ANDREW YOUNG: Can't Appeal D.A.Y. Chapter 7 Conversion
APACHE CORP: Sureties Lose Bid to Dismiss Adversary Case
AQUA POOL: Unsecureds to Get 3.88 Cents on Dollar in Plan
ATLANTIC HOME: Seeks to Hire Comer Law Firm as Counsel
AXENTIA CARD: Hires Protzman Law Firm as Special Counsel
BLACKMARKET BAKERY: Trustee Taps Bicher & Associates as Field Agent
BLACKMARKET BAKERY: Trustee Taps Grobstein as Financial Advisor
BLACKROCK AUTOMOTIVE: Samuel Dawidowicz Named Subchapter V Trustee
BLACKSTONE MORTGAGE: Moody's Rates New $450MM Secured Notes 'B1'
BLUE DUCK: U.S. Trustee Appoints Jason Rae as Chapter 11 Trustee
BURGERFI INT'L: Court Stays Donoghue et al. Suit Due to Bankruptcy
CAN B CORP: Incurs $3.26 Million Net Loss in Third Quarter
CANOPY AT WYLIE: Voluntary Chapter 11 Case Summary
CARE PAVILION: Seeks to Hire Baker & Hostetler LLP as Co-Counsel
CARE PAVILION: Taps Neil F. Luria of SOLIC Capital Advisors as CRO
CARE PAVILION: Taps Raines Feldman Littrell as Local Counsel
CBZ MGT: Apt. Residents Face Buyout Offers in Receivership
CENTENNIAL HOUSING: Bankr. Administrator Unable to Appoint Panel
CENTURY MINING: Seeks to Hire Campbell & Levine LLC as Counsel
CHARLIE'S HOLDINGS: Grosses $550K From Sale of Common Stock
CHARLIE'S HOLDINGS: Incurs $1.02 Million Net Loss in Third Quarter
CLEMENTS ELECTRIC: Hires Joyce W. Lindauer PLLC as Legal Counsel
COMPACT BRICK: Unsecured Creditors Will Get 78% of Claims in Plan
CONAIR HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B-' ICR
CRYPTO COMPANY: Incurs $102K Net Loss in Third Quarter
CVS HEALTH: S&P Assigns 'BB+' Rating on Junior Subordinated Notes
DFK TRANSPORTATION: Mark Politan Named Subchapter V Trustee
DHW WELL: Files Chapter 11 Bankruptcy, Dec. 27 Creditors' Meeting
DITECH HOLDING: $34,888.49 Montfort Claim Disallowed
ECHOSTAR CORP: Moody's Affirms Caa2 CFR, Outlook Negative
EDGIO INC: Seeks to Hire Reid Collins & Tsai as Special Counsel
EXPERTUS HEALTH: Court Rules on BCBST’s Judgment Lien Status Issue
EYENOVIA INC: Reports $7.9 Million Net Loss in Fiscal Q3
FACILITIES MANAGEMENT: Gets Interim OK to Use Cash Collateral
FILM FINANCE: Gets Green Light for January 2025 Chapter 11 Auction
FITZGERALD HILL: Trustee Hires Verdolino & Lowey as Accountant
FORUM ENERGY: S&P Alters Outlook to Stable, Affirms 'B' ICR
FORUM ENERGY: S&P Alters Outlook to Stable, Affirms 'B' ICR
FREE SPEECH: Alex Jones' Atty Asks Leniency Over Sandy Hook 'Error'
FTX TRADING: Judge Rejects News Orgs.' Bid to Seal Customer Names
FUEL HOMESTEAD: Hutchens Advises Live Oak & Newtek Small Business
FUTURE FINTECH: Incurs $4.93 Million Net Loss in Third Quarter
FUTURE LEGENDS 5: Katofsky, et al. Must Face Onset Lawsuit
GENESIS CONSTRUCTION: Hires Villa & White LLP as Legal Counsel
GLOBAL TECHNOLOGIES: Reports $256,549 Net Income for Q1 2025
GOL LINHAS: Plan Exclusivity Period Extended to March 20, 2025
GOLD FLORA: Taps Receivership Specialist
GOODLIFE PHYSICAL: No Patient Care Complaints, 10th PCO Report Says
GOOSEHEAD INSURANCE: S&P Assigns 'B+' ICR, Outlook Stable
GRAND VALLEY: Trustee Taps Williams Overman as Accountant
GREGG'S 2.0 MEXICAN: Seeks to Hire Calvin L. Jackson as Counsel
H-FOOD HOLDINGS: Gets OK to Hire H-Food Holdings as Claims Agent
H6 COMPANY: Rebecca Redwine Named Subchapter V Trustee
HALL CONSTRUCTION: L. Todd Budgen Named Subchapter V Trustee
HARADA FAMILY: Seeks to Hire Patten Peterman Bekkedahl as Counsel
HEALTHY EXTRACTS: Swings to $354,466 Net Income in Fiscal Q3
HELIUS MEDICAL: Posts $3.69 Million Net Loss in Fiscal Q3
HERTZ CORP: Noteholders Entitled to Receive Applicable Premiums
HOPEMAN BROTHERS: Court Stays Lagrange Suit Until March 11, 2025
I-ON DIGITAL: Reports $475,435 Net Loss in Fiscal Q3
INDEPENDENCE CONTRACT: Seeks Chapter 11 w/ $207Mil. Debt-Swap Plan
INDIVIDUALIZED ABA: U.S. Trustee Appoints J. Nathan Rubin as PCO
INSIGHT TERMINAL: City of Oakland Must Face Adversary Case
IRON MOUNTAIN: S&P Rates New $750MM Senior Unsecured Notes 'BB-'
JBRI CONSTRUCTION: Gets Final OK to Use Cash Collateral
JOONKO DIVERSITY: Lewis Brisbois Represents Certain Shareholders
JPK NEWCO: Disposable Income to Fund Plan Payments
K & M AMUSEMENT: Gets Court OK to Use Cash Collateral Until Dec. 12
KIX SCREENING: Hires Walker Law Office as Bankruptcy Counsel
KWAME CINQUE NKRUMAH: Creditor Loses Bid to Reopen Chapter 11 Case
LECAT TRINH: Unsecured Creditors to be Paid in Full in Plan
LOVING KINDNESS: U.S. Trustee Appoints Sara Flasher as PCO
MAT TRANSPORT: Seeks to Extend Plan Exclusivity to Feb. 17, 2025
MATTAMY GROUP: Moody's Alters Outlook on 'Ba2' CFR to Positive
MCCONNELL ROAD: Bankr. Administrator Unable to Appoint Committee
MCR HEALTH: Hires Buchanan Ingersoll as Special Counsel
MEDLIN EXPEDITED: Hires Hodges Doughty & Carson as Counsel
MEGA BROADBAND: S&P Alters Outlook to Stable, Affirms 'B+' ICR
MIDWEST CHRISTIAN: Plan Exclusivity Extended to Jan. 27, 2025
MINIM INC: Incurs $625K Net Loss in Third Quarter
MONTE JOHNSTON: Hires Sheffield Trackwell & Rapp as Accountant
MTL PARTNERS: Commences Subchapter V Bankruptcy Proceeding
NATHALIE BEAUTY: Seeks to Hire Julio E. Portilla as Counsel
NAVY PIER: Moody's Rates Series 2024B Revenue Bonds 'Ba2'
NORTH TAMPA: Ruediger Mueller of TCMI Named Subchapter V Trustee
NORTHWEST BIOTHERAPEUTICS: Posts $19.4-Mil. Net Loss in Fiscal Q3
NOSTRUM LABS: Citizens Bank Wins Summary Judgment in Mulye Suit
NUMBER HOLDINGS: Committee Taps MFSolomon as Special Tax Counsel
NWFI LLC: Christopher Simpson Named Subchapter V Trustee
ONCOCYTE CORP: Reports $13.5 Million Net Loss in Fiscal Q3
ONDAS HOLDINGS: Reports $9.5 Million Net Loss in Fiscal Q3
OPTINOSE INC: Swings to $467,000 Net Income in Fiscal Q3
OUTFRONT MEDIA: Reports $34.6 Million Net Income in Fiscal Q3
OZOP ENERGY: Swings to $2.1 Million Net Loss in Fiscal Q3
P MAIO CONSTRUCTION: Nancy Isaacson Named Subchapter V Trustee
P3 HEALTH: Net Loss Widens to $102.9 Million in Fiscal Q3
PAI HOLDCO: Moody's Cuts CFR to Caa2 & Alters Outlook to Negative
PARKER HEATING: Unsecureds to Get Share of Income for 5 Years
PETROQUEST ENERGY: U.S. Trustee Unable to Appoint Committee
PG&E CORP: S&P Alters Outlook to Positive, Affirms 'BB' ICR
PHYSMODO INC: Behrooz Vida Named Subchapter V Trustee
PLANET FINANCIAL: S&P Assigns 'B+' ICR, Outlook Stable
PM MANAGEMENT: Court Cuts Gutnicki's Fees by $201,191.91
PRAIRIE KNOLLS: Trustee Taps Williams Overman as Accountant
PRECISION SWISS: Hires Kornfield Nyberg Bendes as Legal Counsel
PREDICTIVE ONCOLOGY: Reports $3.1 Million Net Loss in Fiscal Q3
PREMIUM CRANE: Sec. 341(a) Meeting of Creditors on Dec. 27
RAINBOW PRODUCTION: U.S. Trustee Unable to Appoint Committee
RANGER BEARINGS: Seeks to Hire Craig M. Geno PLLC as Counsel
RAZEL & RUZTIN: PCO Reports Patient Care Complaints
RED RIVER: Brown, Otterbourg & Stutzman Revise Rule 2019 Statement
REFRESHING USA: Lender's Bid to Appoint Receiver Granted
REFRESHING USA: Seeks to Hire TAGeX Brands as Auctioneer
REGIONAL HOUSING: Hires SVN|Toomey Property Advisors as Broker
REGIONAL HOUSING: Taps CWFS-REDS as Real Estate Marketing Platform
RG AVIATION: Seeks to Hire Lau & Associates P.C. as Attorney
ROBERT STANFORD: Court Rules on Fraudulent Transfer Claims
ROLLING ACRES: Trustee Taps Williams Overman as Accountant
ROTM LOFTS: Taps Bernstein Shur Sawyer as Bankruptcy Counsel
RWDY INC: Court Confirms Amended Plan of Reorganization
SB CONTRACTORS: Hires Hayward PLLC as General Bankruptcy Counsel
SB CONTRACTORS: Taps Vine Financial Services as Bookkeeper
SHIRER FAMILY: Hires Michael Lepper as Financial Consultant
SKYX PLATFORMS: Reports $8.6 Million in Fiscal Q3
SPICEY PARTNERS: Seeks to Hire Ordinary Course Professionals
SPIRIT AIRLINES: U.S. Trustee Appoints Creditors' Committee
STRAIGHTPATH VENTURE: Court Okays Receiver's Plan of Distribution
STRONGHOLD CONSTRUCTION: Hires Grier Wright Martinez as Counsel
STUDIO PB: Seeks to Hire Patrick J. Gros CPA as Accountant
SUGARLOAF VENTURES: Hires Bluestone Faircloth & Olson as Counsel
T L C MEDICAL: U.S. Trustee Appoints Sandra Zervoudakis as PCO
TGI FRIDAY'S: Court Approves Dec. 27 Auction for All Assets
TIME OUT PROPERTIES: Trustee Hires Williams Overman as Accountant
TOP PARK SERVICES: Trustee Hires Williams Overman as Accountant
TRI-CITY SERVICE: Taps Hendren Redwine & Malone as Counsel
TRUE VALUE: Committee Taps Pachulski Stang as Legal Counsel
TRUE VALUE: Committee Taps Province LLC as Financial Advisor
VERITIV OPERATING: S&P Rates $550MM Senior Secured Notes 'B+'
VIEWBIX INC: Incurs $695K Net Loss in Third Quarter
VOYAGER DIGITAL: Metropolitan Commercial Bank Faces Fraud Suits
WEEPING MARY: Seeks to Hire Pohl PA as Bankruptcy Counsel
WELLPATH HOLDINGS: Court Administratively Stays Lentz Suit
WELLPATH HOLDINGS: Hall v. Masters Suit Can Proceed
WELLPATH HOLDINGS: Hall v. Masters, et al. Suit Can Proceed
WELLPATH HOLDINGS: Hires McDermott Will & Emery LLP as Counsel
WELLPATH HOLDINGS: Hoover v. Miller, et al. Case Can Proceed
WELLPATH HOLDINGS: Kineard v. Smith, et al. Suit Can Proceed
WELLPATH HOLDINGS: Nealy v. Masters, et al. Suit Can Proceed
WELLPATH HOLDINGS: Taps Lazard Freres as Investment Banker
WELLPATH HOLDINGS: Taps McDonald Hopkins as Counsel to the Board
WELLPATH HOLDINGS: Taps Mr. Dragelin of FTI Consulting as CRO/CFO
WELLPATH HOLDINGS: Taps MTS as Healthcare Investment Banker
WELLPATH HOLDINGS: Vega v. Carner, et al. Suit Can Proceed
WELLPATH HOLDINGS: Wean v. Masters, et al. Suit Can Proceed
YELLOW CORP: Fights Teamsters' Bid for 10th Circ. to Dismiss Claims
*********
1847 HOLDINGS: Posts $2.32 Million Net Income in Third Quarter
--------------------------------------------------------------
1847 Holdings LLC filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing net income of $2.32
million on $4.76 million of revenues for the three months ended
Sept. 30, 2024, compared to a net loss of $5.86 million on $4.68
million of revenues for the three months ended Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $12.95 million on $12.39 million of revenues compared
to a net loss of $8.78 million on $11.66 million of revenues for
the nine months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $16.89 million in total
assets, $43.17 million in total liabilities, and a total
shareholders' deficit of $26.27 million.
1847 Holdings said, "The Company has generated operating losses
since its inception and has relied on cash on hand, sales of
securities, external bank lines of credit, and issuance of
third-party and related party debt to support cashflows from
operations. The Company expects that within the next twelve months,
it will not have sufficient cash and other resources on hand to
sustain its current operations or meet its obligations as they
become due unless it obtains additional financing. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern."
Management Comments
Mr. Ellery W. Roberts, CEO of 1847 Holdings, commented, "We believe
the past few months have been transformative for 1847 Holdings as
we executed a series of strategic initiatives designed to position
the Company for sustained growth and maximize shareholder value
over the long term. We remain committed to executing our strategic
arbitrage model -- acquiring undervalued companies, enhancing their
performance, and selling them for a profit. This strategy allows
us to leverage market inefficiencies by acquiring assets at lower
valuations, improving their operational or financial performance,
and then unlocking value through sales or spin-offs at higher
valuations. A prime example of our strategy is the recent sale of
HMDT. By effectively executing our approach to enhance asset value
-- sometimes beyond what is reflected in the Company's reported
financials -- we were able to sell the business for $17 million,
more than double its original purchase price, despite a trailing
twelve month net loss of approximately $2.3 million attributable to
1847 Holdings. This highlights our ability to unlock value through
operational improvements and strategic decision-making.
"We aim to replicate this model with our next acquisition Target,
which reported a net income of $10.4 million for the trailing
twelve months ending September 30, 2024, with a purchase price of
approximately $18.75 million. We ended the third quarter of 2024
with $10.2 million of cash and cash equivalents, and restricted
cash that can be used in part to close this transaction.
Additionally, the successful completion of our $11.1 million public
offering allowed us to eliminate $6.9 million of debt,
significantly strengthening our balance sheet. The disposition of
ICU Eyewear further reduced net liabilities by $4.8 million. With
a strong acquisition pipeline, we expect the upcoming acquisition
to significantly boost profitability, deliver substantial cash
flow, and negate the need for near-term capital raises. We believe
these efforts establish a robust platform for sustainable growth
and enhanced shareholder value. By leveraging our industry
expertise and operational acumen, we intend to continue to identify
and capitalize on high-return opportunities, reinforcing our proven
growth model. We remain dedicated to driving value through
strategic acquisitions as we expand and fortify our portfolio for
long-term success," concluded Mr. Roberts.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1599407/000121390024100149/ea0220609-10q_1847hold.htm
About 1847 Holdings
Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com --
is an acquisition holding company focused on acquiring and managing
a group of small businesses, which the Company characterizes as
those with an enterprise value of less than $50 million, in a
variety of different industries headquartered in North America.
Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated April 25, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
working capital deficit, which raises substantial doubt about its
ability to continue as a going concern.
3480 MAIN: Public Sale Auction Set for January 2025
---------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code as enacted in New York, by virtue of certain events of default
under a partnership interests pledge and security agreement, dated
as of Dec, 23, 2021 ("pledged agreement"), executed and delivered
by 3480 Main Highway GP LLC and 3480 Main Highway Limited
Partnership LP ("pledgors"), and in accordance with it rights as
holder of the security, 3480 Main Highway Lender 2 LLC ("secured
party"), will offer for sale at public auction (i) all pledgors'
rights, title and interest in and to the following: 3480 Main
Highway LP ("mortgage borrower"), and (ii) certain related rights
and property relating thereto ("collateral").
Secured party's understanding is that the principal asset of the
pledged entity is the premises located at 3480 Main Highway, Miami,
Florida ("property"). The pledge agreement was thereafter modified
by that certain restructuring agreement, dated as of Dec. 21, 2023,
entered into by and among pledgors, secured party, pledged entity
and 3480 Main Highway Lender 1 LLC ("mortgage lender").
Moecker Auctions Inc. will conduct a public sale consisting of the
collateral, via online bidding, on Jan. 21, 2025, at 3:00 p.m. EST,
in satisfaction of an indebtedness in the approximate amount of
$4,714,315.07, including, interest on principal, and reasonable
fees and costs, plus default interest through Nov. 7, 2024, subject
to open charges and all additional costs, fees and disbursements
permitted by law.
Online bidding will be made available via zoom meeting:
Meeting link: https://bit.ly/3480HwayUCC
Meeting ID: 889 2970 5724
Passcode: 371341
On Tap Mobile +16465588656,,88929705724#,,,,*371341#
US Dial by you location: +1 646 558 8656 US (New York) +1 646 931
3860 US
Interested parties who intend to bid on the collateral must contact
Brett Rosenberg at Jones Lang LaSalle Americas Inc, 330 Madison
Avenue, New York, New York 10017, (212) 812-5926,
Brett.Rosenberg@jll.com, to receive the terms and conditions of
sale and bidding instructions by Nov. 6, 2024, by 4:00 p.m. Upon
execution of a standard confidentiality and non-disclosure
agreement, which can be found at
https://www.3480MainHighwayUCCSale.com/ , additional documentation
and information will be available.
Attorneys for the Secured Party can be reached at:
Jerold C. Feuerstein, Esq.
Kriss & Feuerstein LLP
360 Lexington Avenue, Suite 1200
New York, New York 10017
Tel: (212) 661-2900
58 OCEAN AVENUE: Files Chapter 11, Jan. 2 Creditors' Meeting
------------------------------------------------------------
On November 26, 2024, 58 Ocean Avenue LLC filed Chapter 11
protection in the District of New Jersey. According to court
filing, the Debtor reports $4,702,145 in debt owed to 1 and 49
creditors. The petition states funds will not be available to
unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 2,
2025 at 11:00 AM, TELEPHONIC MEETING.
About 58 Ocean Avenue LLC
58 Ocean Avenue LLC is the fee simple owner of the real property
located at 58 Ocean Ave., Deal, NJ 07723-1330 valued at $8
million.
58 Ocean Avenue LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-21708) on November 26,
2024. In the petition filed by Joseph Safdieh, as managing member,
the Debtor reports total assets of $8,000,000 and total liabilities
of $4,702,145.
The Debtor is represented by:
Scott J. Goldstein, Esq.
LAW OFFICES OF WENARSKY & GOLDSTEIN LLC
410 Route 10 West Ste 214
Ledgewood NJ 07852
Tel: (973) 927-5100
Fax: (973) 453-2869
Email: scott@wg-attorneys.com
ACCURIDE CORP: Committee Taps AlixPartners as Financial Advisor
---------------------------------------------------------------
The official committee of unsecured creditors of Accuride
Corporation and its affiliates seeks approval from the U.S.
Bankruptcy Court for District of Delaware to employ AlixPartners,
LLP as its financial advisor.
The firm will render these services:
a. review and evaluate the Debtors' current financial
condition, business plans and cash and financial forecasts, and
periodically report to the Committee regarding the same;
b. review the Debtors' cash management, tax sharing and
intercompany accounting systems, practices and procedures;
c. evaluate any proposed sale process and related bids, and
participate in any meetings with bidders or auction, as required;
d. review and investigate: (i) related party transactions,
including those between the Debtors and non-debtor subsidiaries and
affiliates (including, but not limited to, shared services expenses
and tax allocations) and (ii) selected other prepetition
transactions;
e. identify and/or review potential preference payments,
fraudulent conveyances and other causes of action that the various
Debtors' estates may hold against third parties, including each
other;
f. analyze the Debtors' assets and claims and assess potential
recoveries to the various creditor constituencies under different
scenarios.
g. assist in the development and/or review of the Debtors'
restructuring support agreement, plan of reorganization and
disclosure statement;
h. review and evaluate court motions filed or to be filed by
the Committee, the Debtors, or any other parties-in-interest, as
appropriate;
i. render expert testimony and litigation support services,
including eDiscovery services, as requested from time to time by
the Committee and its counsel, regarding any of the matters to
which AlixPartners is providing services;
j. attend Committee meetings and Court hearings as may be
required in the role of advisors to the Committee;
k. conduct eDiscovery, document review and forensic data
services required in conjunction with any document requests or
other discovery; and
l. assist with such other matters as may be requested that
fall within AlixPartners' expertise and are mutually agreeable.
AlixPartners' current standard hourly rates are:
Partner / Partner &
Managing Director $1,200 to $1,495
Senior Vice President / Director $825 to $1,125
Vice President $640 to $810
Analyst / Consultant $230 to $625
In addition, the firm will be reimbursed for reasonable
out-of-pocket expenses incurred.
David MacGreevey, a partner and managing director at AlixPartners,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
David MacGreevey
AlixPartners, LLP
909 Third Avenue, Floor 30
New York, NY 10022
Telephone: (212) 490-2500
Facsimile: (212) 490-1344
Email: dmacgreevey@alixpartners.com
About Accuride Corp.
Accuride Corporation and its affiliates are a global leader in
steel and aluminum wheels and wheel-end components and assemblies,
supplying innovative products to over 1,000 customers in the
commercial vehicles, passenger cars, agriculture, construction and
industrial equipment markets.
Headquartered in Livonia, Michigan, the Debtors are part of a
global enterprise that employs approximately 3,600 individuals at
facilities in the United States, Canada, Mexico, Germany, France,
Turkey, Russia, and China.
Accuride's U.S. entities first filed for Chapter 11 protection in
October 2009, also in Delaware, to restructure in excess of $675
million in debt. The Court confirmed the Company's Plan of
Reorganization in February 2010.
On Oct. 9, 2024, Accuride Corp. and its U.S. entities filed
voluntary petitions for protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12289). Accuride
reported $500 million to $1 billion in assets and liabilities as of
the bankruptcy filing.
In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis
LLP as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP, as
local bankruptcy counsel; Quinn Emanuel Urquhart & Sullivan, LLP as
special counsel; and Perella Weinberg Partners LP as investment
banker. Alvarez & Marsal North America, LLC is the CRO provider and
Omni Agent Solutions is the claims agent.
ACCURIDE CORP: Committee Taps Morris James as Co-Counsel
--------------------------------------------------------
The official committee of unsecured creditors of Accuride
Corporation and its affiliates seeks approval from the U.S.
Bankruptcy Court for District of Delaware to employ Morris James
LLP as its co-counsel.
The firm's services include:
a. providing legal advice and assistance to the Committee in
its consultations with the Debtors relative to the Debtors'
administration of its reorganization;
b. reviewing and analyzing all applications, motions, orders,
statements of operations and schedules filed with the Court by the
Debtors or third parties, advising the Committee as to their
propriety, and, after consultation with the Committee, taking
appropriate action;
c. preparing necessary applications, motions, answers, orders,
reports, and other legal papers on behalf of the Committee;
d. representing the Committee at hearings held before the
Court and communicating with the Committee regarding the issues
raised, as well as the decisions of the Court; and
e. performing other legal services for the Committee which may
be reasonably required in this proceeding.
The firm will be paid at these hourly rates:
Eric J. Monzo, Partner $825
Brya M. Keilson, Partner $790
Siena B. Cerra, Associate $390
Stephanie Lisko, Paralegal $365
Douglas J. Depta, Paralegal $365
In addition, the firm will seek reimbursement for expenses
incurred.
The firm 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. Morris James did not agree to a variation of its standard
or customary billing arrangements for this engagement;
b. None of the professionals included in this engagement have
varied their rate based upon the geographic location of the Chapter
11 Cases; and
c. The Committee retained Morris James on Oct. 23, 2024. The
billing rates for the period prior to this application are the same
as indicated in this application;
d. Morris James anticipates filing a budget at the time it
files its interim fee applications. In accordance with the United
States Trustee Guidelines, the budget may be amended as necessary
to reflect changed circumstances or unanticipated developments.
Eric J. Monzo, Esq., a partner at Morris James, 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:
Eric J. Monzo, Esq.
500 Delaware Avenue, Suite 1500
Wilmington, DE 19801
Telephone: (302) 888-6800
Email: emonzo@morrisjames.com
About Accuride Corp.
Accuride Corporation and its affiliates are a global leader in
steel and aluminum wheels and wheel-end components and assemblies,
supplying innovative products to over 1,000 customers in the
commercial vehicles, passenger cars, agriculture, construction and
industrial equipment markets.
Headquartered in Livonia, Michigan, the Debtors are part of a
global enterprise that employs approximately 3,600 individuals at
facilities in the United States, Canada, Mexico, Germany, France,
Turkey, Russia, and China.
Accuride's U.S. entities first filed for Chapter 11 protection in
October 2009, also in Delaware, to restructure in excess of $675
million in debt. The Court confirmed the Company's Plan of
Reorganization in February 2010.
On Oct. 9, 2024, Accuride Corp. and its U.S. entities filed
voluntary petitions for protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12289). Accuride
reported $500 million to $1 billion in assets and liabilities as of
the bankruptcy filing.
In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis
LLP as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP, as
local bankruptcy counsel; Quinn Emanuel Urquhart & Sullivan, LLP as
special counsel; and Perella Weinberg Partners LP as investment
banker. Alvarez & Marsal North America, LLC is the CRO provider and
Omni Agent Solutions is the claims agent.
ACCURIDE CORP: Committee Taps Morrison & Foerster LLP as Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Accuride
Corporation and its affiliates seeks approval from the U.S.
Bankruptcy Court for District of Delaware to employ Morrison &
Foerster LLP as its counsel.
The firm's services include:
(a) advising the Committee in connection with its powers and
duties under the Bankruptcy Code, the Bankruptcy Rules, and the
Local Rules;
(b) assisting and advising the Committee in its consultation
with the Debtors relative to the administration of these Chapter 11
Cases;
(c) attending meetings and negotiating with the
representatives of the Debtors and other parties in interest;
(d) assisting and advising the Committee in its examination
and analysis of the conduct of the Debtors' affairs;
(e) assisting and advising the Committee in connection with
any sale of the Debtors' assets pursuant to Section 363 of the
Bankruptcy Code;
(f) assisting the Committee in the review, analysis, and
negotiation of any Chapter 11 plan(s) of reorganization or
liquidation that may be filed and assisting the Committee in the
review, analysis, and negotiation of the disclosure statement
accompanying any such plan(s);
(g) taking all necessary action to protect and preserve the
interests of the Committee;
(h) generally preparing on behalf of the Committee all
necessary motions, applications, answers, orders, reports, replies,
responses, and papers in support of positions taken by the
Committee;
(i) appearing, as appropriate, before this Court, the
appellate courts, and the U.S. Trustee, and protecting the
interests of the Committee before those courts and before the U.S.
Trustee; and
(j) performing all other necessary legal services in these
cases as may be directed by the Committee.
Morrison & Foerster's standard hourly rates are as follows:
Partners $1,325 to $2,250
Senior Of Counsel $1,325 to $2,250
Of Counsel $1,135 to $1,750
Associates $725 to $1,295
Paraprofessionals $360 to $600
The following is provided in response to the request for additional
information set forth in Paragraph D.1. of the U.S. Trustee
Guidelines:
Question 1: Did you agree to any variations from, or
alternatives to, your standard or customary billing arrangements
for this engagement?
Response: No.
Question 2: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question 3: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Morrison & Foerster did not represent the Committee
prior to these Chapter 11 Cases.
Question: 4 Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: The Committee and Morrison & Foerster expect to
develop a prospective budget and staffing plan to comply with the
U.S. Trustee's requests for information and additional disclosures,
and any other orders of the Court, recognizing that in the course
of these Chapter 11 Cases there may be unforeseeable fees and
expenses that will need to be addressed by the Committee and
Morrison & Foerster.
As disclosed in the court filings, Morrison & Foerster is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code, as required by Section 328 of the Bankruptcy Code,
and does not hold or represent an interest adverse to the Debtors,
their estates, their creditors, or the Committee and the members
thereof.
The firm can be reached through:
Lorenzo Marinuzzi, Esq.
Morrison & Foerster LLP
250 West 55th Street
New York, NY 10019
Telephone: (212) 468-8000
Facsimile: (212) 468-7900
Email: lmarinuzzi@mofo.com
About Accuride Corp.
Accuride Corporation and its affiliates are a global leader in
steel and aluminum wheels and wheel-end components and assemblies,
supplying innovative products to over 1,000 customers in the
commercial vehicles, passenger cars, agriculture, construction and
industrial equipment markets.
Headquartered in Livonia, Michigan, the Debtors are part of a
global enterprise that employs approximately 3,600 individuals at
facilities in the United States, Canada, Mexico, Germany, France,
Turkey, Russia, and China.
Accuride's U.S. entities first filed for Chapter 11 protection in
October 2009, also in Delaware, to restructure in excess of $675
million in debt. The Court confirmed the Company's Plan of
Reorganization in February 2010.
On Oct. 9, 2024, Accuride Corp. and its U.S. entities filed
voluntary petitions for protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12289). Accuride
reported $500 million to $1 billion in assets and liabilities as of
the bankruptcy filing.
In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis
LLP as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP, as
local bankruptcy counsel; Quinn Emanuel Urquhart & Sullivan, LLP as
special counsel; and Perella Weinberg Partners LP as investment
banker. Alvarez & Marsal North America, LLC is the CRO provider and
Omni Agent Solutions is the claims agent.
ACJK INC: Hires Becker Hoerner & Ysursa PC as Special Counsel
-------------------------------------------------------------
ACJK, Inc. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Illinois to employ Becker, Hoerner & Ysursa,
PC as special counsel.
The Debtor needs the firm's legal assistance in connection with a
case (Adversary Case No. 23-3026).
The firm will be paid as follows:
(i) $10,000 retainer from Debtor for payment of anticipated
attorney's fees and $10,000) for anticipated expenses;
(ii) a maximum of $10,000 in attorney's fees at the hourly rate
of two $250 per hour;
(iii) a contingent fee equal to 33 percent of the gross amount
recovered by settlement, or 40 percent of the gross amount
recovered from the claim in the event of a new trial or appeal.
Thomas Ysursa, a partner at Becker, Hoerner & Ysursa, 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:
Thomas Ysursa, Esq.
Becker, Hoerner & Ysursa, PC
5111 W Main St.
Belleville, IL 62226
Tel: (618) 235-0020
About ACJK, Inc.
ACJK Inc. d/b/a Medicap Pharmacy --
https://granitecity.medicap.com/ -- is a local pharmacy that offers
services such as immunizations, medication therapy management,
multi-dose packaging, medication synchronization, important health
screenings, and expert care.
ACJK Inc. filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ill. Case No. 23-30045) on January 30,
2023. In the petition filed by Mark Allen, manager, the Debtor
reported assets and liabilities between $1 million and $10 million
each.
The case is overseen by Honorable Bankruptcy Judge Laura K.
Grandy.
The Debtor tapped Michael J Benson, Esq., at A Bankruptcy Law Firm,
LLC as bankruptcy counsel and Mark Cuker, Esq., at Jacobs Law
Group, PC as litigation counsel.
ACPRODUCTS HOLDINGS: Moody's Cuts CFR to Caa2, Outlook Stable
-------------------------------------------------------------
Moody's Ratings downgraded ACProducts Holdings, Inc.'s (dba
Cabinetworks) corporate family rating to Caa2 from Caa1, and its
probability of default rating to Caa2-PD/LD from Caa1-PD. Moody's
further downgraded the company's senior secured first lien term
loan B to Caa2 from B3 and its senior unsecured notes to Ca from
Caa3. The rating outlook is changed to stable from negative.
Moody's appended a limited default designation ("/LD") to the PDR
to reflect the repurchase of about $116 million of the $550 million
6.375% senior unsecured notes due May 2029 by a related party at a
significant discount to par in the third quarter of 2024. Moody's
consider this repurchase a default given the economic loss to
creditors. The transactions did not constitute an event of default
under the terms of the loans. A related party had previously
repurchased $200 million of the senior unsecured notes in the
second quarter of 2022, which at the time Moody's also considered a
default. The $316 million of repurchased senior unsecured notes
remain outstanding.
The "/LD" designation to Cabinetworks' Caa2-PD PDR will be removed
in approximately three business days.
"The downgrade of the CFR to Caa2 reflects strains on Cabinetworks'
liquidity due to an increasingly unsustainable capital structure
and higher likelihood of a debt restructuring or default," said
Griselda Bisono, VP – Senior Analyst at Moody's Ratings. Moody's
expect the company's lackluster operating performance will continue
into 2025 and result in material cash burn. Key credit metrics
including leverage and interest coverage will remain weak in 2025,
including debt-to-EBITDA of about 13x and EBITA-to-interest expense
coverage of 0.7x.
The downgrade of the term loan to Caa2 reflects weakened recovery
for that class of debt, which now comprises a lower share of the
overall capital structure compared to 2021 when the term loan was
initially rated. The Caa2 rating of the company's $1,355 million
term loan is at the same level as the CFR, despite the term loan's
first lien on substantially all assets not pledged to the revolver,
because the ABL revolver has a first priority on the relatively
more liquidity ABL collateral, including accounts receivable,
inventory, deposit accounts and cash.
The stable outlook reflects continued low but steady growth in the
new residential construction end market, which should support
demand for kitchen cabinets. In addition, the outlook considers the
lack of near-term debt maturities and the presence of some
alternative sources of liquidity, which temporarily stabilizes an
otherwise weak liquidity profile.
Governance considerations are relevant to the rating action due to
the related party purchase of company debt.
RATINGS RATIONALE
The Caa2 CFR reflects Cabinetworks' high debt leverage, weak
interest coverage and low margin profile. Moody's expect the
company's sales volume will continue to be negatively impacted by
weak remodeling demand, due in large part to low existing home sale
activity. This trend is further exacerbated by the discretionary
nature of cabinets and consumer preference for lower-cost
renovations. The rating is also constrained by Cabinetworks'
reliance on big box retailers, which exposes the company to
inventory corrections such as de-stocking. While the cost of
hardwood lumber, Cabinetworks' largest commodity exposure, has
remained stable over the past two years, it is still above
pre-pandemic levels. Additionally, the rating considers
Cabinetworks' broad product portfolio, diverse distribution
network, and national scale.
Cabinetworks' liquidity will remain weak over the next 12 to 18
months reflecting annual negative free cash flow in excess of $30
million and an increased reliance on the $275 million asset-based
(ABL) revolver due May 2026. At September 30, 2024, the company had
$46 million of unrestricted cash and $144 million available under
its ABL revolver.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Cabinetworks meaningfully recovers
its profitability and attains a more sustainable capital structure.
Moody's also expect the company to maintain at least adequate
liquidity before considering an upgrade.
The ratings could be downgraded if the company experiences a
deterioration in its liquidity, if there's an increased likelihood
of debt restructuring and/or an expectation of weaker recovery in
the event of default. Failure to improve its sales volume and cash
flow generation could also lead to a downgrade.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
Cabinetworks Group, headquartered in Ann Arbor, MI, is a national
manufacturer and distributor of kitchen and bathroom cabinetry. For
the 12 months ended September 30, 2024, the company generated about
$1.8 billion in revenue.
ADVANCED DOMINO: Seeks to Hire Alla Kachan P.C. as Counsel
----------------------------------------------------------
Advanced Domino, Inc. dba Domino Supermarket seeks approval from
the U.S. Bankruptcy Court for the Eastern District of New York to
employ Alla Kachan, P.C. as counsel.
The firm will provide these services:
a. assist to debtor in administering this case;
b. make such motions or taking such action as may be
appropriate or necessary under the Bankruptcy Code;
c. represent Debtor in prosecuting adversary proceeding to
collect assets of the estate and such other actions as Debtor deem
appropriate.
d. take such steps as may be necessary for Debtor to marshal
and protect the estate's assets;
e. negotiate with Debtor's creditors in formulating a plan of
reorganization for Debtor in this case.
f. draft and prosecute the confirmation of Debtor's plan of
reorganization in this case; and
g. render such additional services as Debtor may require in
this case;
The firm will be paid at these rates:
Clerk and Paraprofessional $250 per hour
Attorney $475 per hour
The Debtor paid the firm an initial retainer in the amount of
$18,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Alla Kachan, Esq., a partner at Law Offices of Alla Kachan, P.C.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Alla Kachan, Esq.
Law Offices of Alla Kachan, P.C.
2799 Coney Island Avenue, Suite 202
Brooklyn, NY 11235
Tel: (718) 513-3145
About Advanced Domino, Inc
Advanced Domino Inc., doing business as Domino Supermarket, is a
grocery store in Brooklyn, NY that offers a variety of food and
household items for local residents.
Advanced Domino Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44263) on October 15,
2024. In the petition filed by Victoria Salkinder, as CEO, the
Debtor reports total assets of $800,667 and total liabilities of
$1,219,101.
The Honorable Bankruptcy Judge Elizabeth S. Stong handles the
case.
The Debtor is represented by Alla Kachan, Esq. at LAW OFFICES OF
ALLA KACHAN, P.C..
AEL INVESTMENT: Hires Shaver Fire as Fire Protection Engineer
-------------------------------------------------------------
AEL Investment Group, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Shaver Fire
Engineering & Design, LLC as fire protection engineer.
The firm will be serving as the Debtor's expert witness regarding
fire engineering matters, preparing a Federal Rule of Civil
Procedure 26(a)(2)(B) report, and provide expert testimony.
The firm will be paid at $287 per hour, and a retainer in the
amount of $3,000.
Shaver Fire Engineering & Design will also be reimbursed for
reasonable out-of-pocket expenses incurred.
Derrick Shaver, a partner at Shaver Fire Engineering & Design, 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:
Derrick Shaver
Shaver Fire Engineering & Design, LLC
9047 Neely Lane
Knoxville, TN 37922
Tel: (865) 658-8292
About AEL Investment Group, LLC
AEL Investment Group, LLC, a Miami-based company, filed a petition
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.
Fla. Case No. 24-16739) on July 3, 2024, with $1 million to $10
million in both assets and liabilities. Enrique E. Larach, Sr.,
authorized member, signed the petition.
Judge Corali Lopez-Castro presides over the case.
Bradley S. Shraiberg, Esq., at Shraiberg Page, PA, is the Debtor's
legal counsel.
AFFINITY INTERACTIVE: S&P Downgrades ICR to 'CCC+', Outlook Stable
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S. gaming
operator Affinity Interactive to 'CCC+' from 'B-'. The outlook is
stable. At the same time, S&P lowered its issue-level rating on the
company's $545 million first-lien senior secured notes to 'CCC+'
from 'B-', with a '3' recovery rating.
The stable outlook reflects S&P's expectation for Affinity to
maintain an excess cash balance and generate sufficient cash flow
to service its debt over the next year.
S&P said, "We view Affinity's capital structure as unsustainable
because we expect the company to sustain S&P Global
Ratings-adjusted leverage above 8x through 2026, when it would
likely begin to explore refinancing its senior notes. The downgrade
reflects weaker than expected credit metrics and our forecast for
leverage sustained above 8x. As of Sept. 30, 2024, the company's
S&P Global Ratings-adjusted leverage increased significantly to 13x
from 8.3x at the end of last year due to a substantial decline in
EBITDA. We also attribute heightened leverage to a sizable sponsor
distribution paid in 2023. The EBITDA decline this year was caused
by weak demand driving a mid-single-digit percent decline in
same-store revenue, coupled with a mid-single-digit percent
increase in expenses for investments in gaming equipment and events
to drive demand that did not materialize as planned. In addition,
the sale of its Rail City casino in October 2023 modestly decreased
EBITDA. We forecast that leverage will improve to 9x by the end of
2025 as a material one-time, severance-related expense in the
second quarter of 2024 rolls off. In addition, targeted expense
reduction will likely boost EBITDA margins by about 400 basis
points, sparking a mid-20% increase in adjusted EBITDA. Our
base-case forecast incorporates a low- to mid-single-digit percent
increase in revenue in 2025, slightly above S&P Global Ratings'
economic forecast for a 2% increase in U.S. consumer spending.
Affinity is investing in updates to its casino floor products and
targeted enhancements to its entertainment at its Primm property
that we expect to be a small tailwind to 2025 revenue growth. There
is upside potential to our forecast should the investments to
improve revenue growth meet management's expectations, lowering S&P
Global Ratings-adjusted leverage about half a turn.
"Beyond 2025, we forecast low-single-digit percentage revenue
growth and 100 basis points of EBITDA margin improvement in 2026 as
the company continues to rationalize expenses to operate more
efficiently. Still, we forecast Affinity's adjusted leverage would
be about 8.5x at the end of 2026 when the company would likely
begin to explore refinancing its $545 million senior secured
first-lien notes due in 2027. S&P Global Ratings-adjusted leverage
calculation would equate to about 7x as Affinity calculates per its
credit agreement. As such, we believe there is significant
refinancing risk. In addition, the company will not generate enough
free cash flow to pay down a material portion of the debt prior
maturity. Affinity's fixed-rate senior secured note is at 6.875%,
and our EBITDA forecast for 2026 would not support potentially
higher interest on refinancing to cover fixed charges. Nonetheless,
our base-case scenario does not anticipate a liquidity shortfall
over the next 12 months because we forecast a meaningful cash
balance sufficient to cover fixed charges."
Affinity remains vulnerable to EBITDA volatility because of event
risks, macroeconomic uncertainty, and competition. Affinity is
somewhat vulnerable to adverse weather, particularly flooding,
given the location of its St. Jo Frontier casino on the Missouri
River and Mark Twain casino near the Mississippi River, both in
Missouri. Most recently, results were impaired because of inclement
weather at its Lakeside property in the second quarter of 2023 and
across its portfolio throughout the year. In 2019, revenue and
EBITDA were slowed by flooding on the Missouri River that damaged
and forced temporary closure of the St. Jo Frontier.
Affinity's customer demographics have been more affected by higher
prices and reduced savings following a period of significant
inflation. S&P expects that pressure to continue in 2025 and that
higher-than-expected unemployment could affect our base-case.
Historically, severe declines during recessions have not hit
regional gaming operators such as Affinity because they rely on
nearby customers who drive to their properties. With fewer
discretionary dollars, customers may opt to stay closer to home
rather than travel to destination casinos. However, customers may
spend less per visit in times of economic stress. Affinity's Primm
properties are particularly sensitive to gas prices and competitive
marketing from Southern California casinos.
S&P said, "In addition, we believe Silver Sevens is vulnerable to
volatility because of indirect competition from Las Vegas Strip
properties. Given that the Silver Sevens targets value-oriented
customers, we believe that when Las Vegas Strip properties discount
rooms, the Silver Sevens becomes less attractive and its cash flow
can drop. While some of these issues will likely not repeat, they
underscore some persistent operating risks.
"The stable outlook reflects our expectation for Affinity to
maintain an excess cash balance and generate sufficient cash flow
to service its debt over the next year.
"We would likely lower the rating if Affinity cannot meaningfully
improve EBITDA to support a refinancing and a default scenario
becomes more likely. Additionally, since Affinity's debt is trading
significantly below par, should the company or its owners pursue a
restructuring in some form of its senior secured note, we would
likely view a transaction as tantamount to a default and lower the
ratings to 'D'.
"Higher ratings are unlikely over the next year given our forecast
for adjusted leverage to remain above 9x through 2025. We could
raise the rating if we expect the company would maintain EBITDA
interest coverage above 1.5x in a refinancing scenario,
incorporating our expectation for a higher interest rate.
Additionally, we would need to believe that credit market
conditions and Affinity's operating performance would support a
refinancing."
AGILITI INC: S&P Downgrades ICR to 'B-', Outlook Stable
-------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
medical equipment provider Agiliti Inc. to 'B-' from 'B'. S&P also
lowered its issue-level ratings on its first-lien debt to 'B-' from
'B'.
S&P said, "Our stable outlook reflects our expectation that revenue
will increase about 6% in 2025 based on growth in certain medical
equipment rentals, maintenance and repair services, higher capital
sales as well as price increases. At the same time, we expect the
company to generate breakeven to modestly positive adjusted FOCF
beginning in 2025.
"We expect Agiliti's leverage will remain elevated, at above 6x
through 2025, with limited FOCF. Agiliti has underperformed our
EBITDA expectations following its buyout by Thomas H. Lee Partners
L.P. (THL) earlier this year. This is mainly because of higher
service delivery costs resulting from increased labor expense,
higher equipment maintenance costs associated with a government
contract, and pricing pressure. We believe the company's EBITDA
will be burdened due to the step-up in the company's cost base
through at least mid-2025 (at which point we expect a large decline
in its government-related preventative maintenance costs), and
potentially longer depending on its ability to secure price
increases as contracts with group purchasing organizations (GPOs)
come up for renewal and to stabilize labor costs. We also expects
the government to reduce its stockpile of ventilators, hindering
EBITDA somewhat in 2025. Thus, we expect lower S&P Global
Ratings-adjusted EBITDA margin of 20%-21% over the next couple
years, compared 24.8% in 2023 (and 28%-30% pre-COVID).
"We expect Agiliti's leverage will rise to about 7.1x in 2024,
reducing to 6.4x in 2025. Our updated leverage forecast
incorporates the upsize of the company's incremental first-lien
term loan by $100 million in April 2024 (total $400 million
compared to our initial expectation of $300 million), which
increased its leverage by about 0.3x. At the same time, we expect
the company to generate negative FOCF in 2024 because of its weaker
earnings, higher interest expense, and one-time costs related to
the take-private transaction. Further, despite our expectation for
earnings growth in 2025 due to higher pricing on some contracts and
partial normalization of preventative maintenance costs, we expect
the company's FOCF generation will remain limited until 2026.
Longer term, we believe the company will need to secure positive
price adjustments on renewed contracts, reduce customer churn,
shorten its sales cycle, and stabilize labor costs to return to
higher levels of cash flow.
"Although we expect demand for certain peak-need equipment will
remain below pre-COVID-19 levels, we believe growth in specialty
and surgical equipment rental and recurring repair and maintenance
work will support low- to mid-single-digit percent revenue growth
in 2025. The company's year-to-date results in 2024 revenue were
largely in line with our projections, and we expect certain
operating dynamics to continue in 2025. This includes reduced
demand for some peak-need medical equipment rental, such as
infusion pumps, ventilators, and patient monitoring systems, after
a spike in purchases amid the COVID-19 pandemic led to higher
equipment ownership within health care facilities. As the estimated
lifespan for equipment is 5-12 years, the near-term growth
prospects in its equipment rental business are limited. In
addition, we expect increased customer attrition due to previously
reduced service levels to have a slight impact on the company's
revenue in 2025.
"On the other hand, growth trends in specialty and surgical
equipment rental and recurring repair and maintenance work remain
favorable as they are more correlated with procedure volumes. We
expect 2024 revenue growth of about 2%-3% and 4%-6% in 2025, driven
by mid-single-digit percent growth in the equipment solutions and
clinical engineering segments, improved customer service levels,
and redoubled sales efforts. This is partially offset by the
decline in onsite managed services due to the reduced scope of
government contracts.
"Our stable outlook reflects our expectation that revenue will
increase about 6% in 2025 based on growth in certain medical
equipment rentals, maintenance and repair services, higher capital
sales as well as price increases. At the same time, we expect the
company to generate breakeven to modestly positive adjusted FOCF
beginning in 2025.
"We could lower the rating if we believe the company's capital
structure is no longer sustainable. This could occur if Agilti is
unable to improve its S&P Global Ratings-adjusted EBITDA margin,
including through price increases, such that leverage sustains
above 7x and FOCF remains negative.
"While unlikely over the next 12 months, we could raise our rating
on the company if we believe the company can consistently sustain
its S&P Global Ratings-adjusted leverage below 6x and free
operating cash flow to debt above 3%."
ALABAMA RENTALS: Seeks to Hire Bush Law Firm LLC as Legal Counsel
-----------------------------------------------------------------
Alabama Rentals, Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Alabama to hire The Bush Law Firm, LLC
as legal 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 $11,738.
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 Alabama Rentals, Inc.
Alabama Rentals, Inc. is in the business of renting commercial and
industrial machinery and equipment.
Alabama Rentals, Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No.
24-03559) on Nov. 22, 2024, listing $1 million to $10 million in
both assets and liabilities. The petition was signed by Chris
Campbell as sole shareholder.
Judge D Sims Crawford presides over the case.
Anthony Brian Bush, Esq. at THE BUSH LAW FIRM, LLC represents the
Debtor as counsel.
ALL IN ONE: Seeks to Hire Aumann Auctions Inc. as Auctioneer
------------------------------------------------------------
All In One Management and Services, Inc. seeks approval from the
U.S. Bankruptcy Court for Central District of Illinois to employ
Thomas E. Walsh of Aumann Auctions, Inc. as auctioneer.
The firm will be appraising the Debtor's personal property in this
case, including but not limited to equipment, inventory and
vehicles.
Mr. Walsh at a rate of $175 per hour for onsite work including
travel and $125 per hour for composition of the appraisal report.
Mr. Walsh 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:
Thomas E. Walsh
Aumann Auctions, Inc.
20114 IL Route 16
Nokomis, IL 62075
Tel: (217) 563-2523
About All In One Management and Services
All In One Management and Services, Inc. sought relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Case No.
24-70883) on Oct. 31, 2024. In the petition signed by Pamela L.
Frazier, president, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge Mary P. Gorman oversees the case.
Jeana K. Reinbold, Esq., at Sgro, Hanrahan, Durr, Rabin & Reinbold
LLP serves as the Debtor's counsel.
ALL IN ONE: Seeks to Hire Elder Valuation as Real Estate Broker
---------------------------------------------------------------
All In One Management and Services, Inc. seeks approval from the
U.S. Bankruptcy Court for Central District of Illinois to employ
Michael D. Elder of Elder Valuation Services as real estate
broker.
The broker will prepare an appraisal of the commercial real estate
located at 801 East South Grand Avenue, Springfield, IL 62703.
The Debtor proposes to compensate Elder at the flat rate of $1,000.
Mr. Elder assured the court that his firm does not hold or
represent an interest adverse to the bankruptcy estate.
The broker can be reached through:
Michael D. Elder
Elder Valuation Services
3000 Professional Dr
Springfield, IL 62703
Phone: (217) 414-2201
About All In One Management and Services
All In One Management and Services, Inc. sought relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Case No.
24-70883) on Oct. 31, 2024. In the petition signed by Pamela L.
Frazier, president, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge Mary P. Gorman oversees the case.
Jeana K. Reinbold, Esq., at Sgro, Hanrahan, Durr, Rabin & Reinbold
LLP serves as the Debtor's counsel.
AMATA LLC: Janice Seyedin Named Subchapter V Trustee
----------------------------------------------------
The U.S. Trustee for Region 11 appointed Janice Seyedin as
Subchapter V trustee for Amata, LLC.
Ms. Seyedin will be paid an hourly fee of $295 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Seyedin declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
About Amata LLC
Amata, LLC is primarily engaged in renting and leasing real estate
properties.
Amata sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Ill. Case No. 24-17012) on November 12, 2024,
with up to $50,000 in assets and up to $10 million in liabilities.
Ronald Bockstahler of Amata Holdings, LLC, sole member and manager
of Amata, signed the petition.
Judge David D. Cleary presides over the case.
Jeffrey C. Dan, Esq., at Goldstein & McClintock, LLLP represents
the Debtor as legal counsel.
AMERICAN OPEN: Hires Goe Forsythe & Hodges LLP as Counsel
---------------------------------------------------------
American Open Space Remedies LLC seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Goe Forsythe & Hodges LLP as counsel.
The firm will render these services:
(a) advise and assist the Debtor with respect to compliance
with the requirements of the United States Trustee;
(b) advise the Debtor regarding matters of bankruptcy law;
(c) advise the Debtor regarding assumption and rejection of
executory contracts and leases;
(d) represent the Debtor in any proceedings or hearings in the
Bankruptcy Court where its rights under the Bankruptcy Code may be
litigated or affected;
(e) conduct examinations of witnesses, claimants, or adverse
parties and to prepare and assist in the preparation of reports,
accounts, and pleadings related to this Chapter 11 case;
(f) advise the Debtor concerning the requirements of the
Bankruptcy Court and applicable rules as the same affect it in this
proceeding;
(g) assist the Debtor in negotiation, formulation,
confirmation, and implementation of a Chapter 11 plan of
reorganization;
(h) make any bankruptcy court appearances on behalf of the
Debtor; and
(i) take such other action and perform such other services as
the Debtor may require of the firm in connection with this Chapter
11 case.
The firm's counsel and staff will be paid at these hourly rates:
Robert Goe, Attorney $695
Marc Forsythe, Attorney $695
Ronald Hodges, Attorney $695
Brian Van Marter, Of Counsel $625
Greg Preston, Of Counsel $625
Dixon Gardner, Attorney $575
Reem Bello, Attorney $565
Charity Manee, Attorney $535
Ryan Riddles, Attorney $475
Taylor DeRosa, Of Counsel $475
Arthur Johnston, Paralegal $210
Britney Bailey, Paralegal $210
Kerry Murphy, Paralegal $225
Arthur Johnston $210
Lauren Gillen, Paralegal $195
Evan Siegel $175
The firm received a pre-petition retainer of $75,000 on November 8,
2024 from Beaumont 1600, LLC, manager of the Debtor and creditor of
the Debtor.
Mr. Goe 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:
Robert P. Goe, Esq.
Goe Forsythe & Hodges LLP
17701 Cowen, Lobby D, Suite 210
Irvine, CA 92614
Tel: (949) 796-2460
Fax: (949) 955-9437
Email: rgoe@goeforlaw.com
About American Open Space Remedies LLC
American Open Space Remedies LLC in Irvine, CA, sought relief under
Chapter 11 of the Bankruptcy Code filed its voluntary petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 24-12885) on Nov.
8, 2024, listing $100 million to $500 million in assets and $10
million to $50 million in liabilities. Scott Krentel, manager of
Beaumont 1600, LLC, signed the petition.
Judge Scott C Clarkson oversees the case.
GOE FORSYTHE & HODGES LLP serve as the Debtor's legal counsel.
AMERICAN TIRE: Hires Ernst & Young LLP as Financial Advisor
-----------------------------------------------------------
American Tire Distributors Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Ernst & Young LLP as tax, valuation, and financial accounting
advisory services provider.
The firm will render these services:
(a) Bankruptcy Tax Services:
-- Assist the Debtors in developing and understanding the
tax implications associated
with the Debtors' chapter 11 cases, restructuring, or other plan.
(b) Valuation and Accounting Services:
-- As required, assist the Debtors with the valuation of
certain tangible assets, intangible assets, and debt/equity
instruments that will be recorded on the Debtors' Emergence Date
balance sheet in accordance with ASC 852. Assist the Debtors with
certain tax valuation requirements related to the emergence. The
tax valuation purpose will include estimating the fair market value
of the shareholder's equity of certain Debtor legal entities and
the fair market value of certain assets and liabilities associated
with the legal entities as of the Emergence Date.
-- As required, assist the Debtors with the fresh start
accounting and reporting requirements in accordance with ASC 852,
Reorganizations. In addition, EY LLP will provide ad hoc advisory
services with respect to the Debtors' financial accounting and
reporting matters that may arise related to the emergence.
The firm will be paid at these rates:
Partner/Principal $1,450
Managing Director $1,350
Senior Manager $1,050
Manager $940
Senior $660
Staff $440
EY LLP received a retainer from the Debtors in the amount of
approximately $100,000, which was subsequently replenished for a
total amount of approximately $200,000 for tax advisory services.
George Harrison, a partner at Ernst & Young, assured the court that
his firm does not hold or represent an interest adverse to the
Debtors or their estates; and is a "disinterested person" within
the meaning of section 101(14) of the Bankruptcy Code.
The firm can be reached through:
George J. Harrison
Ernst & Young LLP
100 North Tryon Street, Suite 3800
Charlotte, NC 28202
Phone: (704) 372-6300
About American Tire Distributors
Headquartered in Huntersville, N.C., American Tire Distributors
Inc. and its affiliates are the largest distributor of replacement
tires in North America based on dollar amount of wholesale sales.
With their network of over 115 distribution centers and 1,500
delivery vehicles, the Debtors service a geographic region covering
more than 90 percent of the replacement tire market for passenger
vehicles and light trucks in the United States. The Debtors carry
many of the nation's leading tire brands including Michelin,
Pirelli, and Continental. In addition, the Debtors' proprietary
Hercules brand is a leading private tire brand in North America.
American Tire Distributors and its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No. 24-12391) on October 22, 2024. In its petition, American Tire
Distributors reported $1 billion to $10 billion in both assets and
liabilities.
Judge Craig T. Goldblatt oversees the cases.
The Debtors tapped Kirkland & Ellis as bankruptcy counsel;
Pachulski Stang Ziehl & Jones, LLP as Delaware counsel; AP
Services, LLC as restructuring advisor; and Moelis & Company, LLC
as financial advisor. Donlin, Recano & Company, Inc. is the notice
and claims agent and administrative advisor.
AMSPEC PARENT: S&P Assigns 'B' ICR, Outlook Stable
--------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to AmSpec
Parent LLC, a provider of testing, inspection, and certification
(TIC) services primarily in the energy and chemical (E&C) sectors
in North America.
S&P said, "We also assigned our 'B' issue rating and '3' recovery
rating to the proposed revolving credit facility, first-lien term
loan, and DDTL. This indicates our expectations for meaningful
recovery (50%-70%; rounded estimate: 60%) in the event of a payment
default.
"The stable outlook reflects our expectation that AmSpec's cash
position and liquidity resources are sufficient to absorb expected
negative free operating cash flow (FOCF) as the company invests in
expansion over the next few years.
"Our rating reflects AmSpec's solid position within the TIC
industry, offset by its relatively modest scale and end market
concentration. We believe participants in the TIC industry
benefit from some barriers to entry and have services that are
somewhat difficult to replicate for new entrants." In addition,
participants in the industry are required to have accreditations
for services that are performed and subject to regulatory
requirements that amplify demand for their services. AmSpec has
leading market share for E&C TIC services in North America and
meaningful market share globally. The company is positioned well,
but we regard its services as niche given the total scale of the
market.
Additionally, the company has some end market concentration as 76%
of its revenues are tied to E&C. The balance of revenues are
generated between renewables and low emission fuels (14%) and
agriculture and food (10%), which could be end markets that support
higher growth over the next few years, but are a relatively small
portion of the company's overall revenue base. Despite the
concentration in E&C, we do not believe the company has substantial
exposure to related fluctuation in commodity prices because tests
and inspection services are conducted where there is demand for
products further downstream such as cargo transfer and storage,
blending, and chemical compound testing.
S&P said, "We forecast revenue growth in the mid-single digit to
low double digit percent area and S&P Global Ratings-adjusted
EBITDA margins in the high-teens percent area in 2025, reflecting
continued demand for TIC services despite the potential for slower
macroeconomic growth. We expect AmSpec will continue to expand
its nearly 200 accreditations (allowing the company to perform more
work on a wider variety of services) over the next few years.
Additionally, the company's capital investments will create new
facilities and expand existing facilities, thereby adding capacity
to meet demand for its service offering."
One of the main capabilities the company provides for E&C customers
is blend-related services. There is some overlap in functions that
can be performed for E&C-related end markets in these facilities.
Accordingly, this makes network capacity in AmSpec's labs somewhat
fungible for many of the services it offers, allowing it to perform
work as there is demand. That said, S&P expects EBITDA margins will
remain in the high-teens percent area, in part due to differences
in economies of scale in geographies it operates in. AmSpec
generates a lower EBITDA margin in Europe, the Middle East, and
Africa and Asia-Pacific compared with the more mature North
American market, from which it derives over half of its revenue.
S&P said, "We believe AmSpec's liquidity position is sufficient to
withstand modestly negative FOCF in 2025. We forecast negative
reported FOCF in 2025 and modestly positive FOCF in 2026. We expect
capital expenditure (capex) will be meaningfully elevated as the
company builds new facilities and expands existing facilities to
add service capacity in the lab network. We estimate it will use
more than two-thirds of our forecast capex over the next few years
for these expansion projects. The company can pull back on its
capex spend, but doing so could scale back future growth potential.
At the close of the transaction, we expect the company will have
sufficient cash on hand to offset negative FOCF in the near term.
"Given the financial-sponsor ownership of the company, we believe
it could pursue more aggressive actions over the next few years
that limit deleveraging. We note the sponsor is not taking a
dividend as part of the proposed transaction and could hold off
from doing so in the near term. We also note the company has not
issued debt under its existing DDTL. However, given the limited
track record of the company, we remain uncertain about its
financial policy over the longer term.
"Further, we believe AmSpec could look to fund acquisitions with
debt should the company choose to pursue more aggressive expansion
over the next few years. That said, given the uncertainty in the
timing for potential acquisitions or a releveraging transaction to
fund a dividend, we do not include them in our forecast and expect
S&P Global Ratings-adjusted debt to EBITDA of 4.5x in 2024 and 4x
in 2025.
"The stable outlook reflects our expectation that underlying market
conditions will remain solid, allowing AmSpec's revenues to grow in
the mid-single digit to low double digit percent area in 2025 while
S&P Global Ratings-adjusted EBITDA margins remain in the high-teens
percent area, resulting in debt to EBITDA in the mid-4x area in
2024. We expect liquidity will remain appropriate for the rating
despite expected FOCF deficit spending over the next few years due
to sizable investments in growth and greenfield project capex.
"We could downgrade AmSpec within the next 12 months if its
operating performance worsens due to weakening economic conditions
that reduce demand for TIC services and if we expect its S&P Global
Ratings-adjusted debt to EBITDA will exceed 6x or its reported FOCF
will be negative (excluding growth and greenfield projects-related
capex).
"While unlikely within the next 12 months, we could upgrade AmSpec
if the sponsor demonstrates and commits to a prudent capital
allocation such that it maintains debt to EBITDA toward 4x and
meaningfully positive reported FOCF (including growth and
greenfield project-related capex)."
AN SM 1925 BROADWAY: Case Summary & Four Unsecured Creditors
------------------------------------------------------------
Debtor: AN SM 1925 Broadway Holdings, LLC
2934 1/2 Beverly Glen Circle, #515
Los Angeles, CA 90077
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
District of Delaware
Case No.: 24-12710
Judge: Hon. Brendan Linehan Shannon
Debtor's Counsel: William J. Burton, Esq.
Kevin G. Collins, Esq.
BARNES & THORNBURG LLP
222 Delaware Avenue, Suite 1200
Wilmington DE 19801
Tel: (302) 300-3434
Email: william.burton@btlaw.com
kevin.collins@btlaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Alex Nerush as sole member and manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ZPLUYOI/AN_SM_1925_Broadway_Holdings_LLC__debke-24-12710__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Four Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. GC Broadway, LLC Litigation Claim Unknown
c/o Gortikov Capital
2633 Lincoln Blvd, Suite 209
Santa Monica, California 90405
2. Bryan Gortikov Litigation Claim Unknown
c/o Gortikov Capital
2633 Lincoln Blvd, Suite 209
Santa Monica, California 90405
3. Christensen Law LLC Professional $109,650
1201 N. Market St., Suite 1404 Services
Wilmington, DE 19801
4. Precise Construction Inc. Maintenance Unknown
5456 W 119th St. Services
Inglewood Ca 90304
ANDERSON TAP: Hires Goering & Goering LLC as Bankruptcy Counsel
---------------------------------------------------------------
Anderson Tap House LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Ohio to hire Goering & Goering,
LLC as its attorneys.
The firm will render these services:
(a) take all necessary actions to protect and preserve the
property of the bankruptcy estate;
(b) prepare on behalf of the Debtor all necessary legal papers
in connection with the administration of the estate herein;
(c) negotiate and prepare on behalf of the Debtor and the
estate a plan of reorganization and all related documents; and
(d) perform all other necessary legal services in connection
with this Chapter 11, Subchapter V case.
The firm's current hourly rates are:
Eric W. Goering $550
Alexis Mize $350
Paralegal $175
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received $18,812 as retainer fee, plus $1,738 filing fee.
Eric Goering, partner with the law firm of Goering & Goering,
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:
Eric W. Goering, Esq.
Goering & Goering, LLC
220 West Third Street
Cincinnati, OH 45202
Telephone: (513) 621-0912
About Anderson Tap House LLC
Anderson Tap House LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No.
24-12762) on Nov. 22, 2024, listing $50,001 to $100,000 in assets
and $500,001 to $1 million in liabilities.
Judge Beth A Buchanan presides over the case.
Eric W. Goering, Esq., at Goering and Goering, represents the
Debtor as legal counsel.
ANDREW YOUNG: Can't Appeal D.A.Y. Chapter 7 Conversion
------------------------------------------------------
In the case captioned as ANDREW L. YOUNG, Debtor-Appellant, v. LAKE
COUNTY TREASURER, Creditor-Appellee, No. 24-1415 (7th Cir.), the
United States Court of Appeals for the Seventh Circuit affirmed the
decision of the United States District Court for the Northern
District of Indiana, Hammond Division, that dismissed an appeal of
an order converting D.A.Y. Investments, LLC's bankruptcy proceeding
to
Chapter 7.
D.A.Y. Investments, LLC filed for bankruptcy protection under
Chapter 11.
Young and limited liability companies of which he was the sole
member (including D.A.Y.) filed for Chapter 11 bankruptcy. The
bankruptcy court jointly administered the cases and the same
counsel represented each debtor. The Treasurer in Lake County,
Indiana, the creditor, moved to convert each Chapter 11 case into a
Chapter 7 proceeding. The debtors, including Young, jointly opposed
the Treasurer's motions. The bankruptcy court, with the Treasurer's
agreement, postponed the motions while the parties litigated
discovery disputes and a threshold question related to the motions.
Meanwhile, the bankruptcy court held status conferences on the
motions at which the same counsel represented all the debtors.
The Treasurer eventually moved for summary judgment on each of its
motions to convert. Each debtor, including D.A.Y., opposed their
corresponding motion for summary judgment. Young did not join
D.A.Y.'s response or oppose the motion for summary judgment
directed against D.A.Y., but he attended oral argument on the
motions. The bankruptcy court granted the Treasurer's motion for
summary judgment and converted D.A.Y.'s bankruptcy proceeding to
Chapter 7. D.A.Y. then moved to reconsider. Young did not join that
motion, and the bankruptcy court denied it.
Appearing pro se in the district court, Young appealed the
bankruptcy court's order against D.A.Y., but D.A.Y. itself did not
appeal, and Young represented himself, not D.A.Y. The Treasurer
moved to dismiss Young's appeal for lack of standing for two
reasons: First, in the bankruptcy court Young did not object to the
motion to convert D.A.Y.'s bankruptcy, and second, he was not
aggrieved by the order against D.A.Y., a legally distinct limited
liability company. The district court granted the Treasurer's
motion. Without reaching the second contention, it accepted the
first argument that Young lacked standing because he did not join
D.A.Y. in opposing summary judgment on the motion to convert
D.A.Y.'s bankruptcy. The district court denied Young's motion to
reconsider, and he appealed to this court.
This appeal turns on whether Young had standing in the district
court to appeal the bankruptcy court's order converting D.A.Y.'s
bankruptcy.
Young argues that his pecuniary interest and right to sue derive
from the possibility that he might not later receive income from
D.A.Y. or its assets. He cites dicta from a case stating that
managers of a debtor corporation might be able to appeal a
bankruptcy court's order directed against that corporation if the
managers themselves have been injured pecuniarily.
The Seventh Circuit concludes that Young seems to assume that the
conversion deprived him of conjectured income he might receive in
the future, if D.A.Y. successfully reorganizes in its bankruptcy
proceeding. But to acquire standing, injuries must be 'imminent,'
not 'conjectural.' Thus, without an immediate pecuniary loss
directly from the conversion order itself, Young lacked standing to
appeal it in his personal, individual capacity as a member of
D.A.Y.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=9SyeIl
Wadsworth, Illinois-based Andrew L. Young filed for
Chapter 11 bankruptcy protection on November 23, 2009 (Bankr. N.D.
Ill. Case No. 09-44322). Gregory K. Stern, Esq., at Gregory K.
Stern, P.C., assists the Company in its restructuring effort. The
Company was estimated to have assets at $10 million to $50 million
in assets and liabilities at $1 million to $10 million in its
Chapter 11 petition.
APACHE CORP: Sureties Lose Bid to Dismiss Adversary Case
--------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas denied the Sureties' motion to dismiss
the case captioned as APACHE CORPORATION, Plaintiff, VS. ZURICH
AMERICAN INSURANCE COMPANY, et al., Defendants, ADVERSARY NO.
23-3137 (Bankr. S.D. Tex.).
On June 21, 2023, Zurich American Insurance Company, HCC
International Insurance Company PLC, Philadelphia Indemnity
Insurance Company, and Everest Reinsurance Company sued Apache
Corporation in Harris County state court in an attempt to discharge
their obligations under certain surety bonds and letters of credit
issued in Apache's favor pursuant to a decommissioning agreement
between Apache and Fieldwood Energy LLC. Apache removed the state
court lawsuit to the District Court and moved to enforce an
injunction contained in Fieldwood's plan of reorganization. The
District Court held that the state court lawsuit violated the plan
injunction by raising claims that were released pursuant to the
plan and the Court's confirmation order. The District Court
declared the state court lawsuit void.
Apache asserted a counterclaim against the Sureties in state court.
Following the removal, Apache filed its first amended counterclaim
against the Sureties in this Court on August 14, 2023. On January
19, 2024, Apache filed a motion for leave to pursue its
counterclaim against Everest Reinsurance Company and Philadelphia
Indemnity Insurance Company. On September 12, 2024, the Court
authorized Apache to assert its counterclaim and entered an order
treating the counterclaim as Apache's operative complaint filed on
the date of entry of the order.
On October 14, 2024, Everest and Philadelphia filed a motion to
dismiss Apache's complaint under Federal Rules of Civil Procedure
12(b)(1) and (5). ECF No. 118. Everest and Philadelphia contend
that Apache's complaint asserts only post-effective date state law
causes of action, and accordingly, that the Court does not have
post-confirmation jurisdiction to adjudicate Apache's claims.
Everest and Philadelphia also argue that the complaint must be
dismissed because Apache has failed to serve the complaint as
required by Federal Rule of Civil Procedure 4. HCCI and Zurich
joined the motion on November 18, 2024.
The Sureties' contentions center around the argument that this
adversary proceeding involves the litigation of post-confirmation
state-law-based rights under contracts between nondebtors (i.e.,
the surety bonds). They contend, because resolution of the dispute
would not involve, or only nominally involve, rights created by
Fieldwood's plan and plan documents, the Court does not have
post-confirmation jurisdiction to adjudicate the claims under 28
U.S.C. Sec. 1334.
The Court has, at a minimum, related to jurisdiction over Apache's
claims. Fieldwood's plan and the confirmation order preserve the
Court's jurisdiction with respect to post-confirmation disputes
relating to the enforcement or implementation of the plan.
According to the Court, Apache's claims require the interpretation
and enforcement of Fieldwood's plan. The Court has jurisdiction to
interpret and enforce its own prior orders. The Sureties' lack of
service argument is premature, the Court finds.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=GWaV1i
About Fieldwood Energy
Fieldwood Energy -- https://www.fieldwoodenergy.com/ -- is a
portfolio company of Riverstone Holdings focused on acquiring and
developing conventional assets, primarily in the Gulf of Mexico
region. It is the largest operator in the Gulf of Mexico owning an
interest in approximately 500 leases covering over two million
gross acres with 1,000 wells and 750 employees.
Fieldwood Energy and its 13 affiliates previously sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 18-30648) on
Feb. 15, 2018, with a prepackaged plan that would deleverage $3.286
billion of funded by $1.626 billion.
On Aug. 3, 2020, Fieldwood Energy and its 13 affiliates again filed
voluntary Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No.
20-33948). Mike Dane, senior vice president and chief financial
officer, signed the petitions.
At the time of the filing, the Debtors disclosed $1 billion to $10
billion in both assets and liabilities.
Judge David R. Jones oversees the cases.
The Debtors tapped Weil, Gotshal & Manges LLP as their legal
counsel, Houlihan Lokey Capital, Inc. as investment banker, and
AlixPartners, LLP as financial advisor. Prime Clerk LLC is the
claims, noticing, and solicitation agent.
The first-lien group employed O'Melveny & Myers LLP as its legal
counsel and Houlihan Lokey Capital, Inc. as its financial advisor.
The RBL lenders employed Willkie Farr & Gallagher LLP as their
legal counsel and RPA Advisors, LLC as their financial advisor.
Meanwhile, the cross-holder group tapped Davis Polk & Wardwell LLP
and PJT Partners LP as its legal counsel and financial advisor,
respectively.
On Aug. 18, 2020, the Office of the U.S. Trustee appointed a
committee of unsecured creditors. Stroock & Stroock & Lavan, LLP
and Conway MacKenzie, LLC, serve as the committee's legal counsel
and financial advisor, respectively.
AQUA POOL: Unsecureds to Get 3.88 Cents on Dollar in Plan
---------------------------------------------------------
Aqua Pool Care, Inc., filed with the U.S. Bankruptcy Court for the
District of South Carolina a Small Business Plan of Reorganization
under Subchapter V dated November 4, 2024.
The Debtor is a pool builder and pool service company operating in
Easley, South Carolina. The Debtor operates with a team of 7
employees and hires day labor on a 1099 basis, as needed to
complete projects.
The Debtor's financial struggles began in early 2021 when supply
chains throughout our economy, but most importantly for this Debtor
in necessary pool equipment, were disrupted. Delays in the
completion of projects based upon the unavailability of necessary
components caused disruptions in the Debtor's income cycle during a
time when its expenses were increasing.
By the Spring of 2024, the Debtor fell into arrears with its
suppliers, equipment lenders, vehicle lenders, and taxing
authorities. To resolve its troubles, the Debtor moved out of its
custom showroom and workshop, finding a suitable space and storage
at one quarter of the expense. However, at this point with
judgments and arrearages compounding, the Debtor filed its petition
for relief pursuant to Subchapter V of Chapter 11 of the Bankruptcy
Code on August 5, 2024 (the "Petition Date").
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $430,277. The final Plan
payment is expected to be paid on January 15, 2030.
The Debtor's Plan is dependent upon revenue generated from the
continued operations in (i) pool building, (ii) service of pools,
and (iii) retail sales of pool equipment and supplies. The Debtor's
Plan is largely consistent with its post-petition activities,
absent the disruptions caused by Hurricane Helene in the upstate of
South Carolina in late September 2024 into the first weeks of
October 2024. The Debtor has identified that a cash reserve of
approximately $16,000 is needed to maintain consistency throughout
the slower winter months of its business. With such sufficient
reserves, the Debtor's Plan assumes average monthly receivables of
approximately $177,000 and average cost of goods and expenses of
approximately $170,000.
This Plan of Reorganization proposes to pay creditors of the Debtor
from income generated through the continued operation of the
Debtor's retail business.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 3.88 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 3 consists of all general unsecured claims. Holders of claims
in Class 3 will be paid pro-rata distributions on their Allowed
Claims from the Debtor's disposable income payments, after payment
of all Priority Tax Claims. This class is Impaired.
Class 4 consists of Insider Claims/Equity Security Holders of the
Debtor. The statutory insiders holding claims will be subordinated
to Class 3 of the Plan. Class 4 also contains claims based upon a
vehicle and golf cart that are used personally by Mr. and Mrs.
Bishop. Pursuant to this Plan, the Debtor abandons any interest in
the assets that secure these claims, and such obligations will be
assumed by Mr. and Mrs. Bishop. The equity interests in the form of
the Bishops' 100% stock of the Debtor shall remain with the
Bishops. Class 4 claims will receive no distribution pursuant to
this Plan.
The Debtor will fund the plan from earning generated from its
reorganized business operations. Due to the nature of the Debtor's
business, profitability is achieved in the months of April through
July. Therefore, the Debtor will be required to maintain a cash
reserve to fund its operations during the slower winter months of
the year. To fund its operation without further need of
reorganization, the Debtor requires $16,000 in cash reserves at the
start of each year.
A full-text copy of the Plan of Reorganization dated November 4,
2024 is available at https://urlcurt.com/u?l=owdkaH from
PacerMonitor.com at no charge.
Attorney for the Debtor:
W. Harrison Penn, Esq.
PENN LAW FIRM, LLC
1517 Laurel Street
Columbia, SC 29201
Tel:(803) 771-8836
E-mail: hpenn@pennlawsc.com
About Aqua Pool Care
Aqua Pool Care, Inc., specializes in building custom inground
swimming pools, swimming pool repair, vinyl liner replacement,
swimming pool renovation, including deck and tile work, and weekly
and bi-weekly swimming pool cleaning service. The company is based
in Easley, S.C.
Aqua Pool Care filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. D. S.C. Case No. 24-02858) on August 5,
2024, with $796,612 in assets and $1,215,376 in liabilities.
Richard K. Bishop, president, signed the petition.
Judge Helen E. Burris presides over the case.
W. Harrison Penn, Esq., at Penn Law Firm, LLC represents the Debtor
as bankruptcy counsel.
ATLANTIC HOME: Seeks to Hire Comer Law Firm as Counsel
------------------------------------------------------
Atlantic Home FL, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Comer Law Firm as
counsel.
The firm will provide these services:
a. give advice to the Debtor with respect to their powers and
duties as debtors in possession and the continued management of its
business operations;
b. advice the Debtor with respect to their responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the Court'
c. prepare motions, pleadings, orders, application, adversary
proceedings, and other legal documents necessary in the
administration of the case;
d. protect the interest of the Debtor in all matters pending
before the court;
e. represent the Debtor in negotiation with their creditors in
the preparation of a plan.
The firm will be paid at these rates:
Kevin Comer, Attorney $325 per hour
Paralegal $125 per hour
The firm received a retainer in the amount of $10,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Kevin Comer, Esq., a partner at Comer Law Firm, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Kevin Comer, Esq.
Comer Law Firm
2135 1/2 2nd Avenue North
St. Petersburg, FL 33713
Tel: (727) 729-2719
Email: kevin@comer.work
About Atlantic Home FL, LLC
Atlantic Home FL, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-20795) on
October 18, 2024, with up to $50,000 in assets and up to $1 million
in liabilities.
Judge Mindy A. Mora presides over the case.
Kevin Comer, Esq., represents the Debtor as legal counsel.
AXENTIA CARD: Hires Protzman Law Firm as Special Counsel
--------------------------------------------------------
Axentia Card Solutions, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Kansas to employ Protzman Law Firm as
Special Counsel.
The Debtor needs the firm's legal assistance in connection with a
possible litigation against James C. Miller, John Donahue, Thomas
Haug, Sat Harbor Management, LLC., Sag Harbor Asset Management,
LLC, and Sag Harbor Opportunity Fund, LP.
The firm will be paid a contingency fee of 40 percent of any amount
recovered.
Andrew Protzman, Esq., a partner at Protzman Law Firm, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Andrew Protzman, Esq.
Protzman Law Firm
4001 W 114th St Suite 110
Leawood, KS 66211
Tel: (844) 437-8381
About Axentia Card Solutions, LLC
An involuntary petition was filed against Axentia Card Solutions
LLC (Bankr. D. Kan. Case No. 24-20686) on June 5, 2024.
Judge Robert D. Berger presides over the case. In an August 29,
2024 Order, Judge Berger held that the Debtor's Motion to Dismiss
Involuntary Bankruptcy or, in the Alternative to Convert to Chapter
11, is denied in part and granted in part. The Debtor's request for
dismissal of the involuntary bankruptcy is denied without
prejudice. The Debtor's request to convert the case to Chapter 11
of the Bankruptcy Code is granted.
Judge Robert D Berger presides over the case.
Evans & Mullinix, P.A. represents the Debtor as counsel.
BLACKMARKET BAKERY: Trustee Taps Bicher & Associates as Field Agent
-------------------------------------------------------------------
David Andrew Wood, the trustee appointed in the Chapter 11 case of
Blackmarket Bakery Inc., seeks approval from the U.S. Bankruptcy
Court for the Southern District of California to employ Bicher &
Associates as his field agent and forensic accounting analyst.
The firm will render these services:
i. Agent Services
-- interview employees;
-- work with bookkeeper to obtain accounting records;
-- work with bookkeeper and Debtor's principal to obtain
Trustee's access to bank accounts;
-- zoom and telephone calls with team re: business
operations;
-- any assignments by David A. Wood, Josh Teeple;
-- all banking transactions;
-- verification of sales and deposits;
-- monitoring bank accounts online and cash flow;
-- identifying creditor claims including reviewing accounts
payable;
-- inventory/supply issues;
-- personnel issues;
-- meeting with employees re: Trustee's role on a go forward
basis;
-- insurance status verification;
-- trustee liaison;
-- meetings with principals;
-- review business and financial documents and records to
assist in identifying assets of the Estate;
-- insurance and Medicare payment issues; and
-- other assignments requested by the Trustee in the
furtherance of his duties
ii. Professional Services
-- asset analysis;
-- other assignments requested by the Trustee in the
furtherance of his duties.
The firm's current hourly billing rates, are:
Lori J. Ensley, Field Agent $120
Lori J. Ensley, Professional Services $250
Robert Bicher, Professional
Administrative Services $350
As disclosed in the court filings, Bicher & Associates is a
"disinterested person" within the meaning of Bankruptcy Code
Section 101(14).
The firm can be reached through:
Robert F. Bicher
Lori J. Ensley
Bicher & Associates
1220 Monte Vista Dr.
Redlands, CA 92373
Tel: (909) 793-8068
About Blackmarket Bakery
Blackmarket Bakery, Inc. is a small chain of women-owned bakeries
in San Diego, Calif.
Blackmarket Bakery filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. S.D. Cal. Case No. 24-03364) on
Sept. 4, 2024, with up to $50,000 in assets and up to $10 million
in liabilities. Rachel Klemek, president, signed the petition.
Judge J. Barrett Marum oversees the case.
Steven E. Cowen, Esq., at S. E. Cowen Law serves as the Debtor's
counsel.
David Andrew Wood was appointed as the trustee in this Chapter 11
case. He tapped Fennemore LLP as his counsel.
BLACKMARKET BAKERY: Trustee Taps Grobstein as Financial Advisor
---------------------------------------------------------------
David Andrew Wood, the trustee appointed in the Chapter 11 case of
Blackmarket Bakery Inc., seeks approval from the U.S. Bankruptcy
Court for the Southern District of California to employ Grobstein
Teeple LLP as his financial advisors.
The firm will render these services:
a. obtain and evaluate financial records;
b. evaluate assets and liabilities of the Debtor and Estate;
c. evaluate tax issues related to the Debtor and Estate;
d. prepare tax returns;
e. provide litigation consulting if required; and
f. provide accounting and consulting services requested by the
Debtor and their counsel.
The firm will be paid at these rates:
Partners $425 to $700 per hour
Managers/Directors $325 to $485 per hour
Professionals $145 to $375 per hour
Paraprofessionals $115 to $200 per hour
The firm received a retainer of $45,000.
Grobstein Teeple LLP will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Joshua Teeple, a partner at Grobstein Teeple 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:
Joshua R. Teeple
Grobstein Teeple LLP
6300 Canoga Avenue, Suite 1500W
Woodland Hills, CA 91367
Tel: (818) 532-1020
About Blackmarket Bakery
Blackmarket Bakery, Inc. is a small chain of women-owned bakeries
in San Diego, Calif.
Blackmarket Bakery filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. S.D. Cal. Case No. 24-03364) on
Sept. 4, 2024, with up to $50,000 in assets and up to $10 million
in liabilities. Rachel Klemek, president, signed the petition.
Judge J. Barrett Marum oversees the case.
Steven E. Cowen, Esq., at S. E. Cowen Law serves as the Debtor's
counsel.
David Andrew Wood was appointed as the trustee in this Chapter 11
case. He tapped Fennemore LLP as his counsel.
BLACKROCK AUTOMOTIVE: Samuel Dawidowicz Named Subchapter V Trustee
------------------------------------------------------------------
The U.S. Trustee for Region 2 appointed Samuel Dawidowicz as
Subchapter V trustee for Blackrock Automotive Center, LLC.
Mr. Dawidowicz will be paid an hourly fee of $525 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Dawidowicz declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Samuel Dawidowicz
215 East 68th Street
New York, NY 10065
Phone: (917) 679-0382
About Blackrock Automotive Center
Blackrock Automotive Center, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44694) on
November 12, 2024.
Judge Elizabeth S. Stong presides over the case.
Richard S. Feinsilver, Esq. represents the Debtor as legal counsel.
BLACKSTONE MORTGAGE: Moody's Rates New $450MM Secured Notes 'B1'
----------------------------------------------------------------
Moody's Ratings has assigned a B1 rating to Blackstone Mortgage
Trust, Inc.'s (BXMT) $450 million of senior secured notes due 2029.
BXMT's B1 corporate family rating and existing B1 senior secured
notes and senior secured bank credit facility ratings were
unaffected by this transaction or the company's recent $450 million
senior secured Term Loan B5 issuance due 2028. BXMT's rating
outlook is stable.
RATINGS RATIONALE
The B1 rating on BXMT's new senior secured notes reflects the
notes' senior secured position in the company's capital hierarchy
and strong collateral coverage. BXMT's senior secured notes and
term loans will rank pari-passu. The transactions are leverage
neutral and will extend BXMT's maturity profile. BXMT intends to
use the net proceeds from the new senior secured notes and term
loan issuances and cash from the balance sheet to repay $592
million of its existing Term Loan B1 due 2026 and $408 million of
its Term Loan B3 due 2026.
BXMT's B1 CFR reflects the strength of the company's competitive
positioning in the commercial real estate (CRE) lending sector
resulting from its affiliation with Blackstone Inc, and its good
liquidity and leverage profile. BXMT also has a longer operating
history than most rated non-bank US CRE lenders that spans industry
cycles. Credit constraints include the company's sizeable amount of
problem loans, especially related to its office loans, and its high
reliance on secured funding that encumbers its earning assets and
limits its access to the unsecured debt markets.
The stable outlook reflects Moody's view that despite expected
weakening in asset quality and profitability, BXMT's capital
position and funding profile will remain stable and supportive of
the company's credit profile over the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
BXMT's ratings could be upgraded if the company: 1) reduces its
problem loans and exposure to office properties without increasing
portfolio risk; 2) strengthens its capital position; 3) reduces its
ratio of secured debt to total assets below 70%; and 4)
demonstrates predictable profitability and asset quality that
compares favorably with peers.
BXMT's ratings could be downgraded if the company: 1) experiences a
continued sizable deterioration in asset quality, leading to
outsized losses; 2) further weakens its capitalization; or 3)
shrinks the amount of funding available under secured borrowing
facilities, its primary liquidity source.
The principal methodology used in this rating was Finance Companies
published in July 2024.
BLUE DUCK: U.S. Trustee Appoints Jason Rae as Chapter 11 Trustee
----------------------------------------------------------------
Kevin Epstein, the U.S. Trustee for Region 6, asked the U.S.
Bankruptcy Court for the Northern District of Texas to approve the
appointment of Jason Rae as Chapter 11 trustee for Blue Duck
Energy, Ltd.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Northern District of Texas on November 7.
Mr. Rae disclosed in a court filing that he does not have any
connection with Blue Duck Energy, creditors and other parties
involved in the Chapter 11 case.
About Blue Duck Energy
Blue Duck Energy, Ltd., a company in Dallas, Texas, sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
N.D. Texas Case No. 24-20224) on Aug. 14, 2024, with $10 million to
$50 million in both assets and liabilities. James Kondziela,
manager of the Debtor's general partner, signed the petition.
Judge Robert L. Jones oversees the case.
Bonds Ellis Eppich Schafer Jones, LLP, led by Joshua N. Eppich, is
the Debtor's legal counsel.
BURGERFI INT'L: Court Stays Donoghue et al. Suit Due to Bankruptcy
------------------------------------------------------------------
Judge Analisa Torres of the United States District Court for the
Southern District of New York stayed the case captioned DENNIS J.
DONOGHUE, and MARK RUBENSTEIN, Plaintiffs, -against- JOHN ROSATTI,
and THE JOHN ROSATTI FAMILY TRUST Dated AUGUST 27, 2001,
Defendants, and BURGERFI INTERNATIONAL, INC., Nominal Defendant,
Case No. 23 Civ. 6400 (AT) (S.D.N.Y.) pending BurgerFi's Chapter 11
proceeding.
Plaintiffs bring this action under Section 16(b) of the Securities
Exchange Act of 1934, codified as amended at 15 U.S.C. Sec. 78p(b),
to recover profits realized by Defendants from their short-swing
trading of stock issued by Nominal Defendant, BurgerF1
International, Inc.
On September 11, 2025, BurgerFi filed for Chapter 11 bankruptcy in
Delaware, triggering an automatic stay under 11 U.S.C. § 362(a),
halting most actions against it. Four days later, Plaintiffs argued
the stay doesn’t apply to this case, as it concerns a statutory
claim for their benefit, not a direct claim against BurgerFi.
Although Plaintiffs brought this action on behalf of Nominal
Defendant BurgerFi, their claim is not a classically derivative
claim because the Section 16(b) cause of action "is a statutory
enabling right directly empowering the shareholder to sue," not "a
derivative or secondary right grounded on rights and interests
possessed primarily by the corporation and emanating from common
law, Courts in this District therefore disagree about whether
Section 362(a)'s automatic stay applies to a pending Section 16(b)
suit.
The Court concludes that Section 362(a)'s automatic stay applies.
The Court reads the statute's plain language as encompassing this
action, which Plaintiffs brought "against" BurgerFi, even if only
as a nominal defendant. In addition, the Second Circuit has held,
albeit in a nonprecedential opinion, that the cause of action to
recover short-swing profits becomes the exclusive 'property' of the
debtor-in-possession at the moment the debtor files for bankruptcy
protection. Accordingly, if Plaintiffs wish to pursue this action,
they must first obtain permission from the bankruptcy court.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=HQIgzl
About BurgerFi Int'l
BurgerFi International, Inc. (NASDAQ:BFI) is a multi-brand
restaurant company that develops, markets, and acquires fast-casual
and premium-casual dining restaurant concepts around the world,
including corporate-owned stores and franchises. BurgerFi
International, Inc. is the owner and franchisor of two brands with
a combined 144 locations: (i) Anthony's, a premium pizza and wing
brand with 51 restaurants (50 corporate-owned casual restaurant
locations and one dual brand franchise location), as of Sept. 10,
2024, and (ii) BurgerFi, among the nation's fast-casual better
burger concepts with 93 BurgerFi restaurants (76 franchised and 17
corporate-owned) as of Sept. 10, 2024.
BurgerFi International, Inc. and 114 affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code on Sept. 11, 2024 (Bankr. D. Del. Lead Case
No. 24-12017). The cases are pending before the Honorable Judge
Craig T Goldblatt.
Raines Feldman Littrell LLP serves as the Debtors' counsel. Force
Ten Partners' Jeremy Rosenthal serves as the Company's Chief
Restructuring Officer. Sitrick And Company serves as strategic
communications advisor to the Company. Stretto is the claims
agent.
CAN B CORP: Incurs $3.26 Million Net Loss in Third Quarter
----------------------------------------------------------
Can B Corp. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $3.26 million
on $15,269 of total revenues for the three months ended Sept. 30,
2024, compared to a net loss of $4.16 million on $418,957 of total
revenues for the three months ended Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $11.45 million on $656,652 of total revenues compared
to a net loss of $7.93 million on $1.78 million of total revenues
for the same period a year ago.
As of Sept. 30, 2024, the Company had $1.86 million in total
assets, $11.64 million in total liabilities, and a total
stockholders' deficit of $9.79 million.
As of Sept. 30, 2024, the Company had cash and cash equivalents of
$7,879 and negative working capital of $10,049,951. For the nine
months ended Sept. 30, 2024, the Company incurred losses of
$11,452,404 which made the total accumulated deficit $113,933,102
through Sept. 30, 2024. According to the Company, these factors
raise substantial doubt as to its ability to continue as a going
concern.
Can B Corp said, "The Company is currently funding its operations
on a month-to-month basis through third party loans. In March
2024, certain equipment used in the operation of the Company's hemp
division was sold in an auction conducted under Article 9 of the
Uniform Commercial Code. The auction resulted in proceeds of
approximately $300,000 which were applied to the Company's
obligations under convertible notes held by Arena Special
Opportunities Partners I, L.P. and its affiliates. In June 2024,
the Company's Board of Directors concluded that as a result of the
impact of the auction on the hemp division, it is no longer
feasible to continue the Company's hemp operations. As a result,
the Company will no longer pursue the development, manufacture or
sale of hemp derived products.
"Historically, revenues from the Company's hemp division supported,
in part, its durable medical equipment business conducted through
Duramed. Due to the elimination of support from the hemp division,
Duramed is operating with reduced staff which has adversely
impacted revenues.
"The Company's ability to continue its operations is dependent on
the execution of management's plans, which include protecting and
commercializing the cannabis patents recently acquired by Nascent,
raising litigation funding to support Nascent's patent protection
efforts, continuing to collect Duramed receivables, reestablishing
the Company's production of the Longevity Brand Superfood drink mix
for Brooke Burke Body, Inc., restructuring outstanding indebtedness
and raising of capital through the debt and/or equity markets. The
condensed consolidated financial statements do not include any
adjustments that might be necessary should the Company be unable to
continue as a going concern. If the Company is not to continue as
a going concern, it would likely not be able to realize its assets
at values comparable to the carrying value or the fair value
estimates reflected in the balances set out in its financial
statements.
"There can be no assurances that the Company will be successful in
generating additional cash from equity or debt financings or other
sources to be used for operations. Should the Company not be
successful in obtaining the necessary financing to fund its
operations, it would need to curtail certain or all operational
activities and/or contemplate the sale of its assets, if
necessary."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1509957/000149315224046837/form10-q.htm
About Can B Corp
Can B Corp., headquartered in Hicksville, N.Y., focuses on
promoting health and wellness through the development, manufacture,
and sale of products containing cannabinoids derived from hemp
biomass, along with the licensing of durable medical devices.
CANOPY AT WYLIE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: The Canopy at Wylie LLC
10601 Clarence Drive
Suite 250
Frisco TX 75033
Chapter 11 Petition Date: December 3, 2024
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 24-42936
Debtor's Counsel: Gary G. Lyon, Esq.
BAILEY JOHNSON & LYON, PLLC
Attn: Gary G Lyon
6401 W. Eldorado Parkway
McKinney TX 75070
Tel: (214) 620-2034
E-mail: glyon.attorney@gmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Darren Stover as managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ZEWY5OY/The_Canopy_at_Wylie_LLC__txebke-24-42936__0001.0.pdf?mcid=tGE4TAMA
CARE PAVILION: Seeks to Hire Baker & Hostetler LLP as Co-Counsel
----------------------------------------------------------------
Bedrock Care, LLC; Care Pavilion Operating, LLC; Cliveden
Operating, LLC; MAPA Operating, LLC; Maplewood Operating, LLC;
Milton Operating, LLC; Parkhouse Operating, LLC; Tucker Operating,
LLC; Watsontown Operating, LLC; and York Operating, LLC
(collectively the "Care Pavilion Debtors") seek approval from the
U.S. Bankruptcy Court for the Western District of Pennsylvania to
employ Baker & Hostetler LLP as co-counsel.
The Debtors in these Chapter 11 cases other than the Care Pavilion
Debtors are: Pottsville Operations, LLC; Pottsville Propco, LLC;
Hampton House Operations, LLC; Hampton House Propco, LLC; Kingston
Operations, LLC; Kingston Propco, LLC; Williamsport North
Operations, LLC; Williamsport Propco, LLC; Williamsport South
Operations, LLC; Yeadon Operations, LLC; and Yeadon Propco, LLC
(collectively, the "Pottsville Debtors"). This Application pertains
to the Care Pavilion Debtors.
The firm's services include:
a. advising the Debtors with respect to their powers and
duties as debtors in possession in the continued management and
operation of their business;
b. advising and consulting the Debtors in connection with the
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 necessary actions to protect and preserve the
Debtors' estates;
e. preparing, on behalf of the Debtors, pleadings, including
motions, applications, answers, orders, reports, and papers
necessary or otherwise beneficial to the administration of the
Debtors' estates;
f. advising the Debtors in connection with any sale of their
assets;
g. consulting with the Debtors regarding tax matters;
h. appearing before the Court and any appellate courts to
represent the interests of the Debtors' estates before those
courts; and
i. performing all other necessary or otherwise beneficial
legal services and providing legal advice to the Debtors in these
Chapter 11 Cases.
Baker received initial retainers of $50,000 on June 6, 2024,
$15,000 on August 8, 2024, $30,000 on Sep 11, 2024, and $125,000 on
Oct. 31, 2024. The retainers totaled $335,462.
The following information is provided in response to the request
for additional information set forth in paragraph D.1 of the U.S.
Trustee Guidelines.
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: Yes, the hourly rates set forth in the Green
Declaration are consistent with the rates that Baker charges other
comparable chapter 11 clients, and the rate structure provided by
Baker is appropriate and is not significantly different from: (a)
the rates that Baker charges in other non-bankruptcy
representations; or (b) the rates of other comparably skilled
professionals for similar engagements. However, Baker has agreed to
reduce the rates of its New York lawyers by 20% to the extent any
of Baker's New York lawyers work on the engagement.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed post-petition, explain the
difference and the reasons for the difference.
Response: Baker's rates did not change upon the filing of these
Chapter 11 Cases. The hourly rates of Baker's professionals are set
forth in the Green Declaration.
Question: Has your client approved your prospective budget and
staffing plans, and if so, for what budget period?
Response: Fees for all professionals in these Chapter 11 Cases
have been included in the budgets for post-petition financing.
These budgets have been approved by the Debtors. The Debtors have
not requested a specific staffing plan, but Baker expects that the
individuals identified in the Green Declaration will provide the
bulk of the services in these Chapter 11 Cases.
As disclosed in the court filings, Baker and its partners, counsel,
or associates are "disinterested persons" within the meaning of
section 101(14) of the Bankruptcy Code, and do not hold or
represent any interest adverse to the Debtors' estates.
The firm can be reached through:
Elizabeth A. Green, Esq.
Jimmy D. Parrish, Esq.
Andrew V. Layden, Esq.
BAKER & HOSTETLER LLP
SunTrust Center, Suite 2300
200 South Orange Avenue
Orlando, FL 32801-3432
Tel: (407) 540-7920
Fax: (407) 841-0168
E-mail: egreen@bakerlaw.com
jparrish@bakerlaw.com
alayden@bakerlaw.com
About Pottsville Operations, LLC
Pottsville Operations LLC and its affiliates own and operates six
skilled nursing facilities in Pennsylvania. Collectively,
Pottsville has 925 beds across the six facilities, and 759
residents currently at the Facilities as of the Petition Date.
Pottsville acquired the facilities in May of 2021.
Pottsville Operations LLC and its 10 affiliates sought relief under
sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Lead Case No. 24-70418) on Oct. 15, 2024. In the petition
signed by Neil Luria, as chief restructuring officer, Pottsville
reports estimated assets between $1 million and $10 million and
estimated liabilities between $10 million and $50 million.
Bankruptcy Judge Jeffery A Deller handles the cases.
The Debtors tapped BAKER & HOSTETLER LLP as general bankruptcy
counsel; and RAINES FELDMAN LITTRELL, LLP as local counsel. SOLIC
Capital Advisors LLC is serving as financial advisor, and Solic's
Neil Luria has been tapped as CRO of the Debtors. STRETTO, INC., is
the claims agent.
CARE PAVILION: Taps Neil F. Luria of SOLIC Capital Advisors as CRO
------------------------------------------------------------------
Bedrock Care, LLC; Care Pavilion Operating, LLC; Cliveden
Operating, LLC; MAPA Operating, LLC; Maplewood Operating, LLC;
Milton Operating, LLC; Parkhouse Operating, LLC; Tucker Operating,
LLC; Watsontown Operating, LLC; and York Operating, LLC
(collectively the "Care Pavilion Debtors") seek approval from the
U.S. Bankruptcy Court for the Western District of Pennsylvania to
employ SOLIC Capital Advisors, LLC a chief restructuring officer
and other additional personnel and designate Neil F. Luria as CRO.
The Debtors in these Chapter 11 cases other than the Care Pavilion
Debtors are: Pottsville Operations, LLC; Pottsville Propco, LLC;
Hampton House Operations, LLC; Hampton House Propco, LLC; Kingston
Operations, LLC; Kingston Propco, LLC; Williamsport North
Operations, LLC; Williamsport Propco, LLC; Williamsport South
Operations, LLC; Yeadon Operations, LLC; and Yeadon Propco, LLC
(collectively, the "Pottsville Debtors"). This Application pertains
to the Care Pavilion Debtors.
The firm will render these services:
a. review cash reports prepared by the Care Pavilion Debtors
(and reports prepared by the Care Pavilion Debtors' administrative
service provider), including review and follow-up on weekly actual
receipts and disbursements, and inter-bank account transfers;
b. support various liquidity management activities as
requested by the Care Pavilion Debtors to maintain adequate
liquidity, including effectiveness of liquidity stabilization
initiatives;
c. assess and validate the Care Pavilion Debtors' cash and
financial projections, including assumptions of weekly cash
forecast projections;
d. provide contingency planning and execution support for
potential strategic alternative, including the sale of the Care
Pavilion Debtors' assets under Section 363 of the Bankruptcy Code
or plan of reorganization or liquidation;
e. assist with bankruptcy preparations and bankruptcy
administration including assistance to counsel and the Care
Pavilion Debtors' claims agent in development of first day motions
and bankruptcy schedules;
f. assist management and the Care Pavilion Debtors' legal
counsel in the review of any threatened or unforeseen litigation,
contingent liabilities, and regulatory related or submission
requirements;
g. engage with the Care Pavilion Debtors' creditors, the
creditors committee, and other constituencies in the case and
assist in the preparation of due diligence information, reports to,
and negotiations with, such constituencies;
h. assist in the formulation, development, negotiation, and
approval of any disclosure statement and plan of reorganization;
i. assist the Care Pavilion Debtors with respect to
bankruptcy-related claims estimation, claims management, and
reconciliation processes;
j. assist the Care Pavilion Debtors in preparing reporting
required during these Care Pavilion Cases including, but not
limited to, monthly operating reports, creditor matrices,
statements of financial affairs, and schedules of assets and
liabilities; and
k. perform such other professional services as may be
requested by the Care Pavilion Debtors and agreed to by SOLIC.
The firm will charge $225,000 per month for its services.
The firm received a retainer in the amount of $252,111.52.
As disclosed in the court filings, SOLIC is a "disinterested
person" as defined under section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Neil F. Luria
SOLIC Capital
150 North Wacker Drive, Suite 2120
Chicago, IL 60606
Phone: (847) 583-1618
Email: info@soliccapital.com
About Pottsville Operations, LLC
Pottsville Operations LLC and its affiliates own and operates six
skilled nursing facilities in Pennsylvania. Collectively,
Pottsville has 925 beds across the six facilities, and 759
residents currently at the Facilities as of the Petition Date.
Pottsville acquired the facilities in May of 2021.
Pottsville Operations LLC and its 10 affiliates sought relief under
sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Lead Case No. 24-70418) on Oct. 15, 2024. In the petition
signed by Neil Luria, as chief restructuring officer, Pottsville
reports estimated assets between $1 million and $10 million and
estimated liabilities between $10 million and $50 million.
Bankruptcy Judge Jeffery A Deller handles the cases.
The Debtors tapped BAKER & HOSTETLER LLP as general bankruptcy
counsel; and RAINES FELDMAN LITTRELL, LLP as local counsel. SOLIC
Capital Advisors LLC is serving as financial advisor, and Solic's
Neil Luria has been tapped as CRO of the Debtors. STRETTO, INC., is
the claims agent.
CARE PAVILION: Taps Raines Feldman Littrell as Local Counsel
------------------------------------------------------------
Bedrock Care, LLC; Care Pavilion Operating, LLC; Cliveden
Operating, LLC; MAPA Operating, LLC; Maplewood Operating, LLC;
Milton Operating, LLC; Parkhouse Operating, LLC; Tucker Operating,
LLC; Watsontown Operating, LLC; and York Operating, LLC
(collectively the "Care Pavilion Debtors") seek approval from the
U.S. Bankruptcy Court for the Western District of Pennsylvania to
employ Raines Feldman Littrell, LLP as local counsel.
The Debtors in these Chapter 11 cases other than the Care Pavilion
Debtors are: Pottsville Operations, LLC; Pottsville Propco, LLC;
Hampton House Operations, LLC; Hampton House Propco, LLC; Kingston
Operations, LLC; Kingston Propco, LLC; Williamsport North
Operations, LLC; Williamsport Propco, LLC; Williamsport South
Operations, LLC; Yeadon Operations, LLC; and Yeadon Propco, LLC
(collectively, the "Pottsville Debtors"). This Application pertains
to the Care Pavilion Debtors.
Raines Feldman Littrell's services include:
a) advising the Care Pavilion Debtors with respect to their
powers and duties as debtors and debtors-in-possession in the
continued management and operation of their businesses and
assisting the Care Pavilion Debtors and Lead Counsel in complying
with the Local Rules and other procedures of the Court;
b) assisting Lead Counsel in taking all necessary action to
protect and preserve the Care Pavilion Debtors' estate, including
the prosecution of actions on their behalf, defense of any actions
commenced against the estate, and negotiations concerning all
litigation in which the Care Pavilion Debtors may be involved, and
any objections to claims filed against the Care Pavilion Debtors'
estates;
c) to the extent requested, attending meetings and negotiating
with representatives of creditors and other parties in interest and
advising and consulting on the conduct of the Care Pavilion Cases,
including all of the legal and administrative requirements of
operating in chapter 11;
d) assisting Lead Counsel in preparing motions, applications,
answers, orders, reports, and other pleadings necessary to
administer the Care Pavilion Debtors' estate and assist the Care
Pavilion Debtors with operating in chapter 11;
e) appearing before the Court, appellate courts, and any other
courts to protect the interest of the Care Pavilion Debtors'
estate;
f) assisting Lead Counsel in preparing and negotiating on the
Care Pavilion Debtors' behalf plan(s) of reorganization, disclosure
statement(s), sale of assets, and all related agreements and/or
documents and taking any necessary action on behalf of the Care
Pavilion Debtors to obtain confirmation; and
g) performing all other services assigned by the Care Pavilion
Debtors, in consultation with Lead Counsel, to Raines as co-counsel
to the Care Pavilion Debtors, and to the extent Raines determines
that such services fall outside of the scope of services
historically or generally performed by the firm as co-counsel in a
bankruptcy proceeding, Raines will file a supplemental declaration
pursuant to Bankruptcy Rule 2014 and give parties in interest an
opportunity to object.
The firm will be paid at these rates:
Partners/Senior Attorneys $495 - $1200 per hour
Associates $415 - $595 per hour
Raines Feldman Littrell received a total pre-petition retainer in
the amount of $50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The following information is provided in response to the request
for additional information set forth in paragraph D.1. of the U.S.
Trustee Guidelines.
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No. The hourly rates set forth in the Engagement
Agreement are consistent with the rates that Raines charges other
comparable chapter 11 clients, and the rate structure provided by
Raines is
appropriate and is not significantly different from: (a) the rates
that Raines charges in other non-bankruptcy representations; or (b)
the rates of other comparably skilled professionals for similar
engagements.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed post-petition, explain the
difference and the reasons for the difference.
Response: The billing rates and material financial terms for the
prepetition engagement are set forth in the Engagement Agreement.
Question: Has your client approved your prospective budget and
staffing plan, and if so for what budget period?
Response: Fees for all professionals in these Care Pavilion
Cases have been included in the budgets for post-petition
financing. These budgets have been approved by the Care Pavilion
Debtors. The Care Pavilion Debtors have not requested a specific
staffing plan, but Raines expects that the individuals identified
in the Schimizzi Declaration will provide the bulk of the services
in these Care Pavilion Cases.
Daniel Schimizzi, Esq., a partner at Raines Feldman Littrell 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:
Daniel Schimizzi, Esq.
Raines Feldman Littrell LLP
11 Stanwix StreetSuite 1100
Pittsburgh, PA 15222
Telephone: (412) 899-6474
Email: dschimizzi@raineslaw.com
About Pottsville Operations, LLC
Pottsville Operations LLC and its affiliates own and operates six
skilled nursing facilities in Pennsylvania. Collectively,
Pottsville has 925 beds across the six facilities, and 759
residents currently at the Facilities as of the Petition Date.
Pottsville acquired the facilities in May of 2021.
Pottsville Operations LLC and its 10 affiliates sought relief under
sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Lead Case No. 24-70418) on Oct. 15, 2024. In the petition
signed by Neil Luria, as chief restructuring officer, Pottsville
reports estimated assets between $1 million and $10 million and
estimated liabilities between $10 million and $50 million.
Bankruptcy Judge Jeffery A Deller handles the cases.
The Debtors tapped BAKER & HOSTETLER LLP as general bankruptcy
counsel; and RAINES FELDMAN LITTRELL, LLP as local counsel. SOLIC
Capital Advisors LLC is serving as financial advisor, and Solic's
Neil Luria has been tapped as CRO of the Debtors. STRETTO, INC., is
the claims agent.
CBZ MGT: Apt. Residents Face Buyout Offers in Receivership
----------------------------------------------------------
Michael Abeyta of CBS News reports that Whispering Pines Apartments
residents have observed improvements but claim the buyout offers
are too low to support relocation.
According to the report, in early 2024, Aurora gained national
attention due to gang activity at apartment complexes owned by CBZ
Management. This scrutiny uncovered additional issues, including
unsafe and unsanitary living conditions at several properties, most
notably Whispering Pines Apartments. The city came close to
shutting down the complex due to its hazardous conditions. However,
residents now report signs of improvement.
According to CBS News, Whispering Pines resident named Aurelio, who
declined to provide his last name, acknowledged changes since the
property came under receivership in the fall. Despite the past
issues, he and his roommates value the affordability of their home.
"We're fine here, and we're calm," he said in Spanish. While
improvements are evident, Aurelio criticized the new management's
$1,200 buyout offer for tenants to move out, describing it as
inadequate. "Twelve hundred dollars is very little," he said.
V Reeves, an advocate with Housekeys Action Network Denver, echoed
this sentiment, explaining that $1,200 wouldn't cover even a
security deposit, let alone rent in Aurora or Denver. "This will
result in many becoming houseless, especially as tenants are often
given less than a week to vacate under threat of police
enforcement, instead of the 25-day notice required in formal
evictions," Reeves said.
Court records show that the new management has addressed numerous
issues, including trash removal, repairing broken windows, pest
control, and the installation of security cameras and new locks.
Additionally, gang activity, which previously brought media
attention to the complex, appears to have subsided. However,
management noted that some tenants' failure to pay rent is
hampering further improvements. Reeves clarified that their
organization educated tenants on their rights under the Warranty of
Habitability, which allows withholding rent to cover necessary
repairs. "We weren't advising tenants to stop paying rent outright
but informing them of their rights," Reeves said, adding that
management has refused tenant requests for meetings to discuss
concerns.
Aurelio, who has kept up with his rent payments, acknowledged the
high cost of housing elsewhere as a significant challenge. "I'm
paying this month because the manager has already requested it," he
said.
Despite these difficulties, Aurelio and his roommates have decided
to remain at Whispering Pines. "We've thought about it, and we're
staying," he said. "Wherever you go, you still have to pay. Nothing
is free."
About CBZ Management
CBZ Management owns and operates apartment complexes including
Whispering Pines Apartment.
CENTENNIAL HOUSING: Bankr. Administrator Unable to Appoint Panel
----------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina disclosed in a filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Centennial Housing & Community Services Corp.
About Centennial Housing & Community Services
Centennial Housing & Community Services Corp. is a 25-bed critical
access hospital offering a broad range of healthcare services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-03769) on October 29,
2024, with $6,970,517 in assets and $11,730,050 in liabilities.
Todd Mobley, chairman of the board of directors, signed the
petition.
Judge Joseph N. Callaway oversees the case.
Jason L. Hendren, Esq., at Hendren, Redwine & Malone, PLLC,
represents the Debtor as legal counsel.
CENTURY MINING: Seeks to Hire Campbell & Levine LLC as Counsel
--------------------------------------------------------------
Century Mining LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of West Virginia to hire Campbell &
Levine, LLC as counsel.
The firm's services include:
a. providing legal advice with respect to the Debtor's duties
in this case and management of its assets;
b. taking all necessary action to protect and preserve the
Debtor's estate;
c. preparing, on behalf of the Debtor, all necessary motions,
answers, orders, reports and other legal papers in connection with
the administration of the Debtor's estate;
d. performing any and all other legal services for the Debtor
in connection with this case and the formulation and implementation
of a plan of reorganization;
e. assisting the Debtor in preparing for and the filing of a
plan of reorganization at the earliest possible date; and
f. performing such legal service as the Debtor may request
with respect to any matter appropriate to assisting the Debtor in
its efforts to reorganize.
The firm will be paid a these rates:
Douglas A. Campbell, Esq. $850
Stanley E. Levine, Esq. $725
David B. Salzman, Esq. $775
Philip E. Milch, Esq. $750
Paul J. Cordaro, Esq. $550
Jeanne S. Lofgren, Esq. $550
Shannon M. Clougherty, Esq. $525
Frederick D. Rapone, Jr., Esq. $450
Kathryn L. Harrison, Esq. $400
Heather L. Penn $140
Theresa M. Matiasic $130
Kaitlan A. Monahan $100
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Paul Cordaro, Esq., a member of Campbell & Levine, 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 at:
Campbell & Levine, LLC
Paul J. Cordaro, Esq.
Campbell & Levine, LLC
Kathryn L. Harrison, Esq.
310 Grant St., Suite 1700
Pittsburgh, PA 15219
Tel: (412) 261-0310
Fax: (412) 261-5066
Email: pcordaro@camlev.com
kharrison@camlev.com
About Century Mining LLC
Century Mining LLC produces metallurgical coal that is used by
steel manufacturers around the globe.
Century Mining LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D.W.V. Case No.
24-00598) on Nov. 22, 2024, listing $50 million to $100 million in
both assets and liabilities. The petition was signed by Keith
Hainer as president.
Judge David L. Bissett presides over the case.
David B. Salzman, Esq. at CAMPBELL & LEVINE, LLC represents the
Debtor as counsel.
CHARLIE'S HOLDINGS: Grosses $550K From Sale of Common Stock
-----------------------------------------------------------
Charlie's Holdings, Inc. reported in a Form 8-K filed with the
Securities and Exchange Commission that on Nov. 22, 2024, it
entered into subscription agreements with investors for the sale of
an aggregate of 6,875,000 shares of its common stock, par value
$0.001 per share, at a purchase price per share of $0.08. The
Offering generated gross proceeds to the Company of approximately
$550,000, which will be used for working capital purposes. The
Offering was undertaken in reliance on Section 4(a)(2) under the
Securities Act of 1933, as amended, as a transaction not involving
a public offering.
About Charlie's Holdings Inc.
Charlie's Holdings, Inc.'s objective is to become a leader in two
broad product categories: (i) non-combustible nicotine-related
products, and (ii) alternative alkaloid vapor products. Through
its Charlie's subsidiary, the Company formulates, markets, and
distributes premium, nicotine-based and alternative alkaloid vapor
products. Charlie's products are produced through contract
manufacturers for sale through select distributors, specialty
retailers, and third-party online resellers throughout the United
States and in select international markets.
Fort Washington, Pa.-based Mazars USA LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated April 15, 2024, citing that the Company has incurred
significant operating losses, has negative cash flows from
operations, and has an accumulated deficit. The Company is
dependent on its ability to increase revenues and obtain financing
to execute its development plans and continue operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
CHARLIE'S HOLDINGS: Incurs $1.02 Million Net Loss in Third Quarter
------------------------------------------------------------------
Charlie's Holdings, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $1.02 million on $1.62 million of total revenues for the three
months ended Sept. 30, 2024, compared to a net loss of $708,000 on
$2.71 million of total revenues for the three months ended Sept.
30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $3.03 million on $6.72 million of total revenues
compared to a net loss of $2.07 million on $10.71 million of total
revenues for the same period a year ago.
As of Sept. 30, 2024, the Company had $4.22 million in total
assets, $5.48 million in total liabilities, and a total
stockholders' deficit of $1.26 million.
Charlie's Holdings said, "The Company operates in a rapidly
changing legal and regulatory environment; new laws and regulations
or changes to existing laws and regulations could significantly
limit the Company's ability to sell its products, and/or result in
additional costs. Additionally, the Company was required to obtain
approval from the United States Food and Drug Administration
("FDA") to continue selling and marketing certain of products used
for the vaporization of nicotine in the United States. Currently,
a substantial portion of the Company's sales are derived from
products that are subject to approval by the FDA. There was a
significant cost associated with the application process and there
can be no assurance the FDA will approve previous and/or future
applications. For the nine months ended September 30, 2024, the
Company's revenue declined, the Company generated a loss from
operations of approximately $2,553,000, and a consolidated net loss
of approximately $3,034,000. Cash used in operations was
approximately $1,244,000. The Company had a stockholders' deficit
of $1,262,000 at September 30, 2024. During the nine months ended
September 30, 2024, the Company's working capital position
decreased to a deficit of $1,392,000 from $332,000 as of December
31, 2023. Considering these facts, the issuance of one or several
Marketing Denial Orders ("MDOs") from the FDA would increase the
potential for inventory obsolescence and uncollectable accounts
receivables and potentially require us to remove products from
circulation. These regulatory risks, as well as other
industry-specific challenges, our low working capital and cash
position remain factors that raise substantial doubt about the
Company's ability to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1134765/000143774924035717/chuc20240930_10q.htm
About Charlie's Holdings Inc.
Charlie's Holdings, Inc. (OTCQB: CHUC)'s objective is to become a
leader in two broad product categories: (i) non-combustible
nicotine-related products, and (ii) alternative alkaloid vapor
products. Through its Charlie's subsidiary, the Company
formulates, markets, and distributes premium, nicotine-based and
alternative alkaloid vapor products. Charlie's products are
produced through contract manufacturers for sale through select
distributors, specialty retailers, and third-party online resellers
throughout the United States and in select international markets.
Fort Washington, Pa.-based Mazars USA LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated April 15, 2024, citing that the Company has incurred
significant operating losses, has negative cash flows from
operations, and has an accumulated deficit. The Company is
dependent on its ability to increase revenues and obtain financing
to execute its development plans and continue operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
CLEMENTS ELECTRIC: Hires Joyce W. Lindauer PLLC as Legal Counsel
----------------------------------------------------------------
Clements Electric Texas, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire Joyce
W. Lindauer, PLLC as bankruptcy counsel to handle the Chapter 11
proceedings.
The firm will be paid at these rates:
Joyce W. Lindauer $595 per hour
Laurance Boyd, Associate Attorney $295 per hour
Dian Gwinnup, Paralegal $250 per hour
The firm will be paid a retainer in the amount of 16,738. It will
also be reimbursed for reasonable out-of-pocket expenses incurred.
Joyce W. Lindauer, Esq., a partner at Joyce W. Lindauer, PLLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy
Code.
The firm can be reached at:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
About Clements Electric Texas
Clements Electric Texas, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-33418) on
October 30, 2024, with $50,001 to $100,000 in assets and $100,001
to $500,000 in liabilities.
Judge Michelle V. Larson presides over the case.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC
represents the Debtor as bankruptcy counsel.
COMPACT BRICK: Unsecured Creditors Will Get 78% of Claims in Plan
-----------------------------------------------------------------
Compact Brick Pavers, Inc. filed with the U.S. Bankruptcy Court for
the Middle District of Florida a Plan of Reorganization dated
November 4, 2024.
The Debtor is a paving and flooring contractor located in Sarasota
County. The majority of the Debtor's customers are located in
Sarasota and Manatee Counties; however, the Debtor does occasional
work in Hillsborough and Pinellas Counties as well.
The Plan under Chapter 11 of the Bankruptcy Code proposes to pay
creditors of the Debtor from the Debtor's current and future
earnings.
This Plan provides for one class of priority claims; five classes
of secured claims; one class of general unsecured claims; and one
class of equity security holders. Unsecured creditors holding
allowed claims will receive a distribution of approximately 78% of
their allowed claims, if all general unsecured claims are allowed.
This Plan also provides for the payment of administrative and
priority claims under the terms to the extent permitted by the Code
or by agreement between the Debtor and the claimant.
Class 7 consists of General Unsecured Claims. Claimants in this
class will be paid their allowed claims over twenty quarters
without interest, with payments commencing on the start of the
calendar quarter immediately following the Effective Date of the
Plan and continuing quarterly thereafter. In the event that this
quarter starts less than thirty days after the entry of the
Confirmation Order, payment shall not commence until the following
quarter. The quarterly payments shall be as follows:
Quarters 1-4: $54,000
Quarters 5-8: $77,000
Quarters 9-12: $107,000
Quarters 13-16: $136,000
Quarters 17-20: $176,000
Promissory notes will be issued to each creditor in this class with
allowed claims to evidence payments, which promissory notes shall
be enforceable in any court of competent jurisdiction. The amount
of the distribution will be considered final and binding thirty
days after the filing of the Certificate of Substantial
Consummation by the Debtor.
Class 8 consists of Equity Security Holders of the Debtor. Current
equity will retain ownership in the Debtor post-confirmation. No
distributions will be made to equity until such time as all
payments in Class 7 have been made.
Brendan Cromwell, Terrance Roe, and Brian Roe will continue to
manage the Debtor post-confirmation. The Plan will be funded by the
continued operations of the Debtor.
A full-text copy of the Plan of Reorganization dated November 4,
2024 is available at https://urlcurt.com/u?l=hbWia1 from
PacerMonitor.com at no charge.
Attorney for Debtor:
Buddy D. Ford, Esq.
Jonathan A. Semach, Esq.
Heather M. Reel, Esq.
Buddy D. Ford, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: (813) 877-4669
Fax: (813) 877-5543
Email: Buddy@tampaesq.com
Email: Jonathan@tampaesq.com
Email: Heather@tampaesq.com
About Compact Brick Pavers
Compact Brick Pavers Inc. is a family owned and operated company
offering commercial and residential construction services. Its
services include pool remodeling, flooring, brick paver
installation, countertop installation & fabrication, exterior &
interior painting, commercial renovations, cabinetry and house
cleaning/construction cleaning.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-04042) on July 17,
2024, with $147,469 in assets and $2,571,452 in liabilities. Taylor
Santos, secretary, signed the petition.
Judge Catherine Peek McEwen presides over the case.
Buddy D. Ford, Esq., at BUDDY D. FORD, P.A., is the Debtor's legal
counsel.
CONAIR HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B-' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its rating outlook on U.S.-based Conair
Holdings LLC to negative from stable.
S&P said, "Concurrently, we affirmed our 'B-' issuer credit rating
on the company and our 'B-' rating on its first-lien term loan. The
recovery rating remains '3', reflecting our expectation for
meaningful (50%-70%; rounded estimate: 50%) recovery in the event
of a payment default.
"The negative outlook reflects the possibility that we may lower
the ratings within the next 12 months if we believe the capital
structure could become unsustainable.
"Our outlook revision to negative reflects Conair's
weaker-than-expected operating performance through the first three
quarters of 2024, tight EBITDA interest coverage ratio, and the
uncertain operating environment. Conair reported
weaker-than-expected operating performance, with a year-over-year
sales decline in the first three quarters of fiscal 2024, compared
with our expectation of low-single-digit percent sales growth. The
company's beauty product categories experienced lower demand due to
constrained consumer budgets, lower foot traffic in the mass
channel, and consolidation in the drug store channel. We estimate
Conair's S&P Global Ratings-adjusted EBITDA declined about 16% in
the first three quarters of 2024, compared with the same period the
previous year. Conair realized cost savings from Project Evolution
and benefitted from lower ocean freight costs in the first half of
the year. However, these benefits were more than offset by
increased spending on advertising, promotion, investment in digital
capabilities, restructuring actions, and duplicate costs related to
opening a new distribution center."
Sales improved sequentially and increased year over year in the
third quarter (ended Sept. 30, 2024), including the contribution
from the acquisition of Fulham (now Cuisinart Outdoors), which
closed in August 2023. The company reported year-over-year sales
growth in its culinary segment while its beauty segment continued
to experience lower demand and share losses in certain product
categories. The company's Cuisinart brand continued to perform well
and reported growth in coffee makers, cookware, cutlery, and air
fryers. However, the company incurred one-time costs related to
organizational restructuring and network optimization. Conair also
delayed the ramp up of a new distribution facility and the closure
of redundant facilities into 2025 to ensure satisfactory customer
service levels during the key second half selling season, which
resulted in higher costs. S&P now forecasts S&P Global
Ratings-adjusted leverage of about 8.2x in fiscal 2024, compared
with 7.5x for fiscal 2023.
S&P said, "While we forecast low-single-digit percent sales growth
in fiscal 2025 from continued strength in Cuisinart, new product
launches, and international expansion, we view the company's
exposure to potentially higher U.S. tariffs on imports and port
strikes as key downside risks to our forecast. Approximately 70% of
the company's sales are generated in the U.S. The company is
analyzing various alternatives to mitigate these risks and has
historically passed on higher import tariffs to customers to
protect profitability. Nonetheless, a significant new increase on
imports tariffs from China could have a negative effect on
operating performance. We believe the company may be at a
disadvantage compared with peers that have more diversified supply
chains. In addition, prolonged port strikes on the East Coast could
result in West Coast port congestion and supply chain constraints.
As a result, we believe the company's EBITDA interest coverage,
including interest rate hedging derivatives, could decline below
1.5x, which we would view as an indication of a potentially
unsustainable capital structure.
"The company reported negative free operating cash flow (FOCF), but
we believe it maintains adequate liquidity. Conair reported
negative FOCF for the first three quarters of fiscal 2024, compared
with positive FOCF for the same period the previous year. The
decline was driven by lower demand, higher advertising and
promotion spending, restructuring costs, and higher working capital
and distribution costs due to the delayed ramp up of the new
distribution center.
"We expect FOCF to turn positive in 2025 as the Hagerstown
distribution facility ramp up and restructuring actions are
completed in the first quarter of 2025. However, there are
significant risks to our forecast given the uncertainty around
tariffs and port strikes and the measures the company may need to
take to mitigate the negative impact."
Conair borrowed under its asset-based lending (ABL) facility to
finance higher inventory due to the delayed ramp up of its
distribution center. As a result, its liquidity cushion, including
cash on hand and ABL availability, declined in the third quarter.
Nonetheless, S&P believes the company's current liquidity cushion
is adequate to cover its principal liquidity needs over the next 12
months, including its peak working capital needs and capital
expenditure (capex).
S&P said, "The negative outlook reflects the possibility that we
may lower the ratings within the next 12 months if we believe the
capital structure may become unsustainable.
"We could lower our ratings on Conair if it were unable to offset
higher import tariffs or required material investments to move its
supply chain, which led to EBITDA interest coverage, including
interest rate hedges, declining below 1.5x, or the company
continuing to generate negative FOCF."
This could also occur if:
-- The macroenvironment weakened, leading to lower consumer
discretionary spending; or
-- The expected benefits of the company's investments in
advertising, promotion, digital capabilities, and a new
distribution center were not realized.
S&P could revise its outlook to stable if Conair improved EBITDA
interest coverage closer to 2x and generates positive FOCF. S&P
believes this could happen if:
-- Conair sustains market share and organic sales growth in both
its culinary and beauty segments;
-- The company realizes expected cost savings from Project
Evolution; and
-- The ramp up of the new distribution center is completed as
planned without significant additional investments.
S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of Conair Holdings LLC.
Our assessment of the company's financial risk profile as highly
leveraged reflects corporate decision-making that prioritizes the
interests of the controlling owners, in line with our view of the
majority of rated entities owned by private-equity sponsors. Our
assessment also reflects the generally finite holding periods and a
focus on maximizing shareholder returns."
CRYPTO COMPANY: Incurs $102K Net Loss in Third Quarter
------------------------------------------------------
The Crypto Company filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $102,145 on $10,299 of services revenue for the three months
ended Sept. 30, 2024, compared to a net loss of $358,845 on
$124,195 of services revenue for the three months ended Sept. 30,
2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $3.33 million on $35,946 of services revenue compared
to a net loss of $3.92 million on $379,107 of services revenue for
the same period during the prior year.
As of Sept. 30, 2024, the Company had $1.27 million in total
assets, $6.05 million in total liabilities, and a total
stockholders' deficit of $4.78 million.
The Company has incurred significant losses and experienced
negative cash flows since inception. As of Sept. 30, 2024, the
Company had cash of $6,662. In addition, the Company's net loss
was $3,333,613 for the nine months ended Sept. 30, 2024 and the
Company had a working capital deficit of $6,027,288. As of Sept.
30, 2024, the accumulated deficit amounted to $47,739,745. As a
result of the Company's history of losses and financial condition,
there is substantial doubt about the ability of the Company to
continue as a going concern.
Crypto Co said, "The ability to continue as a going concern is
dependent upon the Company generating profitable operations in the
future and/or obtaining the necessary financing to meet its
obligations and repay its liabilities arising from normal business
operations when they come due. Management is evaluating different
strategies to obtain financing to fund the Company's expenses and
achieve a level of revenue adequate to support the Company's
current cost structure. Financing strategies may include, but are
not limited to, private placements of capital stock, debt
borrowings, partnerships and/or collaborations. There can be no
assurance that any of these future-funding efforts will be
successful."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1688126/000149315224046833/form10-q.htm
About Crypto Company
Malibu, Calif.-based The Crypto Company --
https://www.thecryptocompany.com/ -- is engaged in the business of
providing consulting services and education for blockchain
technology and for the building of technological infrastructure and
enterprise blockchain technology solutions. During 2023, the
Company generated revenues and incurred expenses solely through
these consulting operations. In February 2022, the Company
acquired bitcoin mining equipment and entered into an arrangement
with a third party to host and operate the equipment. However, by
the end of 2022, the Company had exited that Bitcoin mining
business.
CVS HEALTH: S&P Assigns 'BB+' Rating on Junior Subordinated Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating to CVS
Health Corp.'s proposed junior subordinated notes due 2054. S&P it
assigning intermediate equity content to this hybrid issuance
primarily because it can absorb losses by allowing interest
deferral, is subordinate to all senior debt obligations, and has
characteristics of permanence.
The company intends to use the proceeds for general corporate
purposes and to purchase the notes being tendered, which include
senior unsecured notes across various maturities. The transaction
will result in a lower S&P Global Ratings-adjusted debt balance
because S&P only include 50% of the principal in its adjusted debt
calculation. Additionally, there will be a small amount of
incremental deleveraging because a portion of the tendered debt
will likely be redeemed below par. The transaction will boost
liquidity as a portion of the proceeds will be used to retire some
of the nearly $3.8 billion of maturities in 2025 and the $800
million of commercial paper outstanding as of Sept. 30, 2024.
S&P said, "Our 'BBB' long-term issuer credit rating and negative
outlook are unaffected given the transaction's relatively small
impact on our adjusted credit metrics. We continue to expect
significant deleveraging from operating results in 2025 but also
see elevated uncertainty around the go-forward profitability of the
Aetna business."
DFK TRANSPORTATION: Mark Politan Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Mark Politan, Esq.,
at Politan Law, LLC, as Subchapter V trustee for DFK
Transportation, LLC.
Mr. Politan will be paid an hourly fee of $425 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Politan declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Mark J. Politan, Esq.
Politan Law, LLC
88 East Main Street #502
Mendham, NJ 07945
Cell: (973) 768-6072
Email: mpolitan@politanlaw.com
About DFK Transportation
DFK Transportation, LLC owns and operates minibuses and vans used
in connection with the transportation of children to and from
school and school related activities.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D.N.J.
Case No. 23-10311) on Jan. 13, 2023, with $50,001 to $100,000 in
assets and $100,001 to $500,000 in liabilities.
Judge Stacey L. Meisel oversees the case.
The Debtor is represented by Bruce W. Radowitz, Esq., at Bruce W.
Radowitz, Esq. PA.
DHW WELL: Files Chapter 11 Bankruptcy, Dec. 27 Creditors' Meeting
-----------------------------------------------------------------
On November 27, 2024, DHW Well Service Inc. filed Chapter 11
protection in the Western District of Texas. According to court
documents, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on December 27,
2024 at 10:00 AM, TELEPHONIC MEETING. CONFERENCE
LINE:(866)909-2905, PARTICIPANT CODE:5519921#.
About DHW Well Service Inc.
DHW Well Service, Inc. operates as a service provider and
manufacturer of oil and gas industry. The Company offers lease
crew, haul, and remediation services. DHW Well Service serves in
the United States. [BN]
DHW Well Service Inc. sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-52436)
on November 27, 2024. In the petition filed by Keith Martin, as
president, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
Honorable Bankruptcy Judge Craig A. Gargotta handles the case.
The Debtor is represented by:
William R. Davis, Jr., Esq.
LANGLEY & BANACK, INC.
745 E. Mulberry Ave. Suite 700
San Antonio, TX 78212
Tel: (210) 736-6600
Email: wrdavis@langleybanack.com
DITECH HOLDING: $34,888.49 Montfort Claim Disallowed
----------------------------------------------------
The Honorable James L. Garrity of the United States Bankruptcy
Court for the Southern District of New York entered a Memorandum
Decision and Order sustaining the objection of the Plan
Administrator and the Consumer Claims Trustee in the bankruptcy
case of Ditech Holding Corporation to, and disallowing, the proof
of claim filed by Julie Montfort.
Julie D. Montfort is acting pro se herein. She timely filed Proof
of Claim No. 1912 as a secured claim in the amount of $34,888.49
against Ditech Financial, LLC. The Plan Administrator and the
Consumer Claims Trustee jointly filed their Fifty-Fourth Omnibus
Objection seeking to disallow proofs of claim, including the Claim,
that do not provide sufficient information or documentation to
substantiate liability on the part of Ditech Financial.
In substance, the Consumer Claims Trustee contends that the Court
should disallow the Claim because it fails to state a claim for
relief against Ditech Financial.
At a Sufficiency Hearing, the Court employs the legal standard of
review applied to a motion to dismiss for failure to state a claim
upon which relief may be granted under Rule 12(b)(6) of the Federal
Rules of Civil Procedure. On November 21, 2024, the Court held the
Sufficiency Hearing.
The Court finds the Claim fails to state a claim to relief against
Ditech Financial. Accordingly, the Court sustains the Objection and
disallows the Claim.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=1ZfiP9
Attorneys for the Consumer Claims Trustee:
Richard Levin, Esq.
JENNER & BLOCK, LLP
1155 Avenue of the Americas
New York, NY 10036
E-mail: rlevin@jenner.com
About Ditech Holding Corporation
Fort Washington, Pennsylvania-based Ditech Holding Corporation and
its subsidiaries -- http://www.ditechholding.com/-- are
independent servicer and originator of mortgage loans.
Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor. Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.
Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.
On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors. The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.
On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later. A
Consumer Claims Trustee has been appointed in the case and is
represented by Richard Levin, Esq., at Jenner & Block, LLP.
ECHOSTAR CORP: Moody's Affirms Caa2 CFR, Outlook Negative
---------------------------------------------------------
Moody's Ratings has affirmed the Caa2 corporate family rating and
Caa2-PD probability of default rating of EchoStar Corporation
(EchoStar) following the completion of a debt exchange at DISH
Network Corporation (DISH), the addition of $5.36 billion of new
debt capital at EchoStar and the closing of a PIPE transaction that
raised $400 million of incremental equity capital. Moody's assigned
a Caa1 rating to EchoStar's new $5.36 billion 10.75% senior
spectrum secured notes due 2029. Moody's also assigned Caa1 ratings
to EchoStar's $2.29 billion 6.75% senior spectrum secured notes due
2030 and $1.9 billion 3.875% convertible senior spectrum secured
notes due 2030, both issued to holders of DISH's 0% convertible
notes due 2025 and 3.375% convertible notes due 2026 that
participated in the debt exchange; only a combined $184 million of
DISH's 2025 and 2026 convertible notes currently remain outstanding
at DISH. All other ratings are affirmed at EchoStar and its
subsidiaries, which include Hughes Satellite Systems Corporation
(Hughes), DISH and DISH DBS Corporation (DBS, a wholly-owned
subsidiary of DISH). EchoStar's speculative grade liquidity rating
(SGL) of SGL-4, reflecting weak liquidity, is maintained. The
outlook for EchoStar, DISH, Hughes and DBS is negative.
RATINGS RATIONALE
EchoStar's Caa2 CFR reflects high consolidated debt, continued
subscriber losses across pay TV, retail wireless and broadband
satellite, declining revenue and EBITDA, margin pressures, ongoing
operating and capital investing necessary to fully support
subscriber growth potential in the company's DISH and Hughes
businesses, limited visibility and substantial debt maturities of
approximately $7 billion through 2026 following a failed separate
debt exchange transaction involving DBS's outstanding debt. Moody's
now expect the company's debt leverage (Moody's adjusted) to remain
at very elevated levels of around 13.8x and 15.2x at year-end 2024
and 2025, respectively. A successful completion of a complicated
debt exchange transaction at DBS and separate from the DISH debt
exchange was a necessary contingency of an agreement by DIRECTV
Financing, LLC (DIRECTV, B1 review for downgrade) to acquire DBS,
with regulatory approval also needed but not expected until late
2025. On November 22, DIRECTV ended its agreement to acquire DBS.
The successful debt maturity extensions under the separate DISH
debt exchange, combined with new debt and equity capital raises,
are a credit positive for helping advance the growth trajectory of
the company's nascent wireless business. However, this nominally
positive development is negatively offset by the still significant
debt maturities of approximately $5.3 billion at DBS and its
unrestricted subsidiary, DISH DBS Issuer LLC, and $1.5 billion at
Hughes through year-end 2026. These sizable debt maturities are
largely the result of the failed DBS debt exchange and DIRECTV's
termination of its acquisition of DBS, which would have included
the assumption of outstanding debt. Moody's currently anticipate
that EchoStar will generate approximately $7 billion of negative
free cash flow for the three-year period spanning from 2024 through
2026 before any debt refinancings.
Without firmer evidence of sustained subscriber wins, churn
mitigation and a profitable growth track for its wireless business
efforts, the potential for third party equity investments or
partnerships with strategic players to meaningfully bolster
EchoStar's liquidity over the next two years is unlikely in Moody's
view. The company's equity market valuation remaining low relative
to its overall debt outstanding underscores the difficulties of
accessing meaningful equity capital. Moody's believe EchoStar will
not have certainty of access to traditional debt capital markets
over the next two years. The high cost of additional senior
spectrum secured debt issuances are likely the only current avenue
the company has to pursue for debt capital sourcing. While an
intercompany loan currently secures 3.45–3.55 GHz mid-band
spectrum licenses held by DISH's wholly-owned subsidiary Weminuche
LLC, there is likely sufficient unencumbered spectrum still
available in EchoStar's portfolio that could potentially support
meaningful additional spectrum secured debt issuances in the
future. However, the growing aggregate amount of secured debt in
EchoStar's capital structure does pressure secured debt instrument
level ratings. Additional capital raises may also prove more
difficult than recent efforts if capital investing and operating
expenditures exceed company expectations. While Moody's view
spectrum assets that produce little or no associated subscriber
cash flow as having greater valuation range uncertainty, there is
potential for better than average recoveries based on spectrum
assets across the capital structure. However, the ability to
transfer spectrum licenses is dictated by the FCC and the universe
of potential license recipients is comprised of relatively small
number of potential bidders. In Moody's view, future distressed
exchange actions or a restructuring of EchoStar (or an entity
within the company's organizational structure) are potential
outcomes over the next two years without a meaningful equity
capital infusion. Such an equity capital infusion would better
finance the operating cash deficits necessary to sustain EchoStar's
overall evolution to a primarily wireless broadband-based business
profile that can operate on a sustainable basis with a more
appropriate capital structure.
Given Moody's expectations for liquidity to steadily tighten over
the next 18-24 months, EchoStar's execution runway remains short to
accomplish many things, including: 1) demonstrate firmer evidence
for the fundamental and long-term sustainability of DISH's wireless
business model; 2) slow the pace of DBS's negative operating and
subscriber trends to better harvest cash flow to address portions
of upcoming debt maturities; and 3) improve Hughes' operating and
subscriber trends. Moody's believe the company's current pro forma
balance sheet cash can only meet its minimum liquidity
requirements, including nominal debt maturities, through June 2026,
before a substantial amount of debt begins to mature in the second
half of 2026. DISH may very well need to invest much more in its
wireless growth plan and infrastructure than currently understood
to be even adequately positioned to optimize its network to create
value through commercialization efforts in a highly competitive
wireless market.
EchoStar's rating also considers that the company's controlling
shareholder, Charles Ergen, has a demonstrated willingness to be
highly acquisitive and to generally avoid equity dilution to the
detriment of creditors, as supported by recent efforts to incent
debtholders to forfeit portions of their debt principal through
coercive debt exchanges. The rating is additionally constrained by
the company's extremely limited transparency regarding fiscal
policy and financial guidance. Further, highly flexible indenture
covenants that provide for additional debt issuance ability could
further drive debt leverage (Moody's adjusted) higher and impair
creditor recoveries in the event of a bankruptcy or other
restructuring.
As of September 30, 2024, EchoStar had $2.8 billion of restricted
and unrestricted cash and cash equivalents and marketable
investment securities combined; about $2 billion of this was used
to pay off a debt maturity at DBS in November. That $2.8 billion
amount as of September 30, 2024 excludes the approximate gross
proceeds from November debt and equity capital raises aggregating
around $5.75 billion. The company has no revolving credit facility.
DISH's need for capital to fund wireless customer growth and the
continued build-out of its wireless network further strains
liquidity. Further increases in debt without accompanying equity
capital raises of meaningful size would increase financial risks at
a time when DISH's wireless business model and strategy still
remain at the early start-up stage and while DBS is unlikely to see
secular pressures recede in its pay TV business.
The instrument ratings reflect both the probability of default of
EchoStar, as reflected in the Caa2-PD PDR, an average expected
family recovery rate of 50% at default and the loss given default
assessment of the debt instruments in the capital structure based
on a priority of claims.
DISH's $3.5 billion of 11.75% senior spectrum secured notes due
2027, rated Caa1, benefit from a first priority lien on the
company's 600 MHz spectrum licenses. These senior spectrum secured
notes have a loan-to-value maximum ratio requirement of 0.35 to
1.00 of the 600 MHz of spectrum collateral. As of January 17, 2023,
the fair market value of the 600 MHz spectrum was appraised by a
third party at $10.04 billion, or slightly below the maximum 0.35
to 1.00 ratio requirement under the senior spectrum secured notes'
indenture; the company may be required to seek additional spectrum
appraisals under certain conditions. Based on recent spectrum sale
activity in the industry, the market value of this 600 MHz spectrum
could be higher than the recently appraised $10.04 billion,
providing the company with potentially incremental debt capacity.
The FCC prohibits security interests in FCC spectrum licenses and
some potential uncertainty exists as to the ability to perfect a
security interest in the proceeds of a sale of FCC licenses, but in
Moody's view the negative pledge against any other encumbrances of
the spectrum collateral helps mitigate some of that potential
deficiency for the senior spectrum secured notes. The senior
spectrum secured notes also benefit from a first priority lien on
the equity of DISH Orbital Corporation, the intermediate holding
company of DBS, as well as an unsecured guarantee from DISH
Wireless Holding, L.L.C. (the intermediate parent of some of DISH's
various other spectrum entities) and unsecured guarantees from
other select (but not all) material subsidiaries of DISH. The
senior spectrum secured notes do not have guarantees from DBS's
direct operating subsidiaries, any subsidiaries directly holding
spectrum or subsidiaries holding assets of DISH's retail wireless
business. DISH's $184 million of senior unsecured convertible
notes, rated Caa3, are subordinated to the company's senior
spectrum secured notes with respect to the designated spectrum
assets, and do not benefit from any equity pledges or guarantees.
EchoStar's recently issued 10.75% senior spectrum secured notes due
2029, $2.29 billion 6.75% senior spectrum secured notes due 2030
and $1.9 billion 3.875% convertible senior spectrum secured notes
due 2030 are all rated Caa1, and benefit from a first priority lien
on the company's AWS-3 and AWS-4 spectrum licenses. The three
EchoStar senior spectrum secured notes benefit from the following
spectrum assets guarantors that own the spectrum licenses:
Northstar Wireless, LLC, SNRWireless LicenseCo, LLC, DBSD
Corporation and GammaAcquisition L.L.C. Further, the three EchoStar
senior spectrum secured notes benefit from the following equity
pledge guarantors: Northstar Spectrum, LLC, SNR Wireless HoldCo,
LLC, DBSD Services Limited and GammaAcquisition HoldCo, L.L.C.
These combined eight spectrum assets guarantors and equity pledge
guarantors are dispersed subsidiaries within the organizational
structures of both EchoStar and DISH. As of October 23, 2024, the
last time the fair market value of the AWS-3 and AWS-4 spectrum was
appraised by a third party, the aggregate outstanding debt of these
three EchoStar senior spectrum secured notes was below the maximum
0.375 to 1.00 ratio to appraised value requirement under the
indenture governing the three EchoStar senior spectrum secured
notes. The company also has the ability to issue second lien
spectrum secured notes on this same AWS-3 and AWS-4 spectrum up to
a level, when combined with existing senior spectrum secured notes,
not to exceed 60% of appraised market value.
DBS's debt is currently evenly divided between $4.5 billion of
senior unsecured notes, which are rated Caa3 and are subordinated
to DBS's Caa1 rated $5.25 billion of senior secured notes. The
senior secured notes are secured by first priority liens on
substantially all existing and future tangible and intangible
assets. Proceeds of these senior secured notes were used to
partially fund a $6.75 billion intercompany loan to DISH from DBS,
which now totals approximately $7.6 billion outstanding and which
includes interest paid in kind. Shortly after the EchoStar's
acquisition of DISH on December 31, 2023, the company transferred
$4.7 billion of this intercompany loan to EchoStar Intercompany
Receivable LLC, an unrestricted entity at EchoStar, with the
remainder of the intercompany loan continuing to be an asset of
DBS. The intercompany loan is secured by 3.45–3.55 GHz mid-band
spectrum licenses held by DISH's wholly-owned subsidiary Weminuche
LLC. DBS's senior unsecured notes uniquely and solely benefit from
a secured interest in the secured intercompany loan to DISH, but
this intercompany loan is not included as collateral for DBS's
senior secured notes. The Caa1 rating on the senior secured notes
reflects uncertainty regarding the evolution of the capital
structure going forward and the valuation of assets within the DBS
entity.
On September 29, 2024, DBS's unrestricted subsidiary, DISH DBS
Issuer LLC (SubscriberCo), received $2.5 billion in financing from
TPG Angelo Gordon and other co-lenders in the form of term loans
and mandatorily redeemable preferred shares that are structurally
senior to DBS's existing senior secured and senior unsecured notes.
These SubscriberCo term loans and mandatorily redeemable preferred
shares are not rated.
Hughes' debt is comprised of two classes of debt: 1) Caa1-rated
$750 million senior secured notes due August 2026; and 2)
Caa3-rated $750 million senior unsecured notes due August 2026. The
Caa1 rating on the secured notes is one notch above the Caa2 CFR
given preferential access to realization proceeds and loss
absorption capacity provided by the unsecured notes. This reflects
uncertainty regarding the evolution of the capital structure going
forward and the valuation of assets within the Hughes entity. The
Caa3 rating on the unsecured notes is one notch below EchoStar's
Caa2 CFR to reflect their junior ranking in the debt capital
structure. As there is uncertainty surrounding EchoStar's
go-forward capital structure and potential additional asset
transfers, Moody's have aligned the ratings on Hughes' secured and
unsecured notes with the secured and unsecured debt at DISH and
DBS.
EchoStar's Credit Impact Score of CIS-5 reflects the company's very
aggressive financial strategy and risk management policies and weak
management credibility and track record which is further
exacerbated by the company's notable lack of transparency with
investors, elevated and rising debt leverage, dwindling liquidity
and very limited financial flexibility. In addition, the company
faces negative exposure to secular societal trends in its pay TV
business at DBS, which generates a still significant portion of the
company's overall revenue and profits. This declining linear pay
television distribution business will continue to face substantial
risk from social and demographical trends as consumers move to
direct-to-consumer video-on-demand services and continue to cancel
their traditional linear bundled pay TV services. DISH, which
remains in the still nascent stages of developing a
facilities-based wireless business, has and will likely continue to
propel EchoStar's overall debt leverage (Moody's adjusted) to
higher levels in order to fund marketing and subscriber acquisition
costs, finance potential purchases of additional wireless spectrum
and meet FCC network buildout deadlines.
The negative outlook primarily reflects the extremely high
execution risks associated with the company's costly and
capital-intensive strategy to build and grow an evolving and
still-to-be-proven wireless business model as it also specifically
confronts subscriber and revenue declines at DBS, as well as
overall margin pressures and negative free cash flow. In addition,
the company faces difficult capital allocation choices at Hughes
regarding business model evolution in a competitive end market.
With very limited visibility into growth progress over the next
12-18 months and extremely high and increasing debt leverage
(Moody's adjusted), Moody's believe the possibility of additional
distressed debt exchanges will remain an ongoing and significant
risk, especially given EchoStar's low equity valuation and weak
debt trading levels across all of its subsidiary entities. Moody's
view the company's ability to source sufficient capital necessary
to successfully deliver sustained revenue growth and free cash flow
generation as very limited given steady and sizable debt maturities
over the next several years.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given the capital needs and the still early start-up nature of the
5G network build-out at DISH, the secular pressures at DBS, ongoing
business strategy evolution at Hughes and steady and sizable
upcoming debt maturities across the company, a rating upgrade of
EchoStar is unlikely in the near term. However, an upgrade could
occur if material equity capital is raised from a strategic
investor or investors, such that little or no additional debt is
likely to be needed for the company to complete the bulk of the
buildout of its wireless business and materially fund operating
cash deficits with ample cushion over several years. The company
would also need to have fully refinanced or extended current debt
maturities totaling approximately $7 billion through 2026. In
addition, an upgrade would be dependent upon the company
maintaining sufficient liquidity to fund all cash operating
deficits, including all debt maturities, for a forward period of at
least two years. Further, the company would need to have adequately
slowed or mitigated secular legacy revenue pressures and
demonstrated sustainable progress gaining meaningful subscriber
share in the wireless industry, while also reducing debt and debt
leverage (Moody's adjusted) to support a sustainable pathway to
producing strong and stable free cash flow.
EchoStar's ratings could be downgraded if the company's liquidity
position and operating performance or ability to service its debt
deteriorates further. In addition, a downgrade would be likely if,
in Moody's view, default likelihood was higher or likely debtholder
recovery was expected to be lower.
Headquartered in Englewood, Colorado, EchoStar Corporation is a
provider of technology, networking services and television
entertainment and connectivity. The company offers consumer,
enterprise and government solutions through its various
subsidiaries, including Hughes Satellite Systems Corporation, DISH
Network Corporation and DISH DBS Corporation.
LIST OF AFFECTED RATINGS
Issuer: EchoStar Corporation
Assignments:
Senior Secured, Assigned Caa1
Affirmations:
Probability of Default Rating, Affirmed Caa2-PD
LT Corporate Family Rating, Affirmed Caa2
Outlook:
Outlook, Remains Negative
Issuer: Dish DBS Corporation
Affirmations:
Backed Senior Secured, Affirmed Caa1
Senior Unsecured, Affirmed Caa3
Outlook:
Outlook, Remains Negative
Issuer: DISH Network Corporation
Affirmations:
Backed Senior Secured, Affirmed Caa1
Senior Unsecured, Affirmed Caa3
Outlook:
Outlook, Remains Negative
Issuer: Hughes Satellite Systems Corporation
Affirmations:
Senior Secured, Affirmed Caa1
Senior Unsecured, Affirmed Caa3
Outlook:
Outlook, Remains Negative
The principal methodology used in these ratings was
Telecommunications Service Providers published in November 2023.
EDGIO INC: Seeks to Hire Reid Collins & Tsai as Special Counsel
---------------------------------------------------------------
Edgio Inc seeks approval from the U.S. Bankruptcy Court for the
District of Delaware to employ Reid Collins & Tsai LLP as special
counsel.
Since November 2023, Reid Collins & Tsai has represented the
Debtors in connection with investigating potential claims and
causes of action against certain third parties arising out of the
events described in paragraphs 58 through 71 of the First Day
Declaration and pre-suit activities related thereto (Potential
Litigation).
The firm will continue to represent the Debtors in connection with
the Potential Litigation, including analyzing potential claims and
causes of action, preparing and prosecuting any lawsuit, and
pursuing settlement negotiations, in each case, solely in
connection with the Potential Litigation.
The firm will be paid a contingency fee in the amount of either (a)
25 percent if the Potential Litigation is resolved through
settlement prior to the filing of a complaint or (b) 35 percent if
a complaint is filed of the gross amount of any cash payment to the
Debtors.
Jeremy Wells, a partner of Reid Collins & Tsai LLP, assured the
court that his firm does not hold or represent any interest adverse
to the Debtors or their estates with respect to the matters on
which it is to be employed.
The firm can be reached through:
Jeremy Wells, Esq.
Reid Collins & Tsai LLP
1301 S Capital of Texas Hwy
Building C, Suite 300
Austin, TX 78746
About Edgio Inc.
Edgio Inc. (NASDAQ: EGIO) helps companies deliver online
experiences and content faster, safer, and with more control. Its
developer-friendly, globally scaled edge network, combined with our
fully integrated application and media solutions, provide a single
platform for the delivery of high-performing, secure web properties
and streaming content. Through this fully integrated platform and
end-to-end edge services, companies can deliver content quicker and
more securely, thus boosting overall revenue and business value.
Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to
sell its assets to lender Lynrock Lake Master Fund LP for a credit
bid of $110 million, absent higher and better offers.
The Hon. Karen B. Owens presides over the cases.
Edgio disclosed $379,013,042 in total assets against $368,613,842
in total liabilities as of June 30, 2024.
The Debtors tapped MILBANK LLP as general bankruptcy counsel;
RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES
(USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and
RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY GROUP
is serving as strategic communications advisor to the Debtors. OMNI
AGENT SOLUTIONS, INC., is the claims agent.
EXPERTUS HEALTH: Court Rules on BCBST’s Judgment Lien Status Issue
--------------------------------------------------------------------
Judge Jimmy L. Croom of the United States Bankruptcy Court for the
Western District of Tennessee will grant in part and deny in part
Expertus Health, LLC's motion pursuant to 11 U.S.C. Sec. 506(a)(1)
to determine the status of a judgment lien held by BlueCross
BlueShield of Tennessee, Inc. for the purpose of negotiating a sale
of the property to Braden Health, LLC.
At issue in this case is the value of real property in Linden,
Tennessee, purchased by the Debtor in 2020. Debtor asserts that
liens with priority over BCBST's judgment lien exceed $900,000.00
and the maximum current fair market value of the property is
$700,000.00. As such, Debtor argues that BCBST's claim is wholly
unsecured. Debtor asks the Court to enter an order determining that
BCBST's judgment lien is void and that BCBST does not hold a claim
against the bankruptcy estate within the meaning of 11 U.S.C. Sec.
101(5).
At the time of filing bankruptcy, the majority of Debtor's assets
consisted of four tracts of real property and a commercial building
in Linden, Tennessee:
(1) a 38,722 square-foot commercial building and 6.8 acres of
real property at 2718 Squirrel Hollow Drive;
(2) 1.19 acres on Highway 13 South;
(3) 3.3 acres on Airport Road; and
(4) 9.6 acres on Highway 13 South.
Debtor entered into an Asset Purchase Agreement with Nelandes Cole,
NelMed Holdings, LLC, and Perry Community Hospital, LLC in 2020 to
purchase the Linden Property for $500,000.00. Prior to the sale,
the NelMed Entities operated Perry Community Hospital on the first
three parcels of the Linden Property (the Squirrel Hollow tract,
the Airport Road tract, and the 3.3. acre tract). Debtor operated
the hospital after its purchase of the property in 2020 until its
closure in 2021.
Prior to finalization of the sale to Debtor, BCBST instituted
arbitration proceedings against the NelMed Entities for breach of
contract, unjust enrichment, negligent misrepresentation, and
constructive fraud. The arbitration panel issued a final award in
favor of BCBST on May 12, 2022, and the Circuit Court of Hamilton
County, Tennessee, confirmed the award and issued a final judgment
on August 23, 2022, in the principal amount of $5,009,386.37.
On March 22, 2024, Debtor filed an adversary proceeding against
several entities seeking, in part, a declaratory judgment that
various liens against the Linden Property, including those held by
BCBST, never attached to the property and are void. (Adv. Proc. No.
24-5010). That adversary proceeding is in the pre-trial stage and
is still pending at this time.
Debtor filed its Sec. 506 Motion on September 27, 2024. It asked
the Court to determine the value of the Linden Property in order to
negotiate a sale thereof to Braden Health. Based on an appraisal
obtained by Braden Health in March 2024, Debtor argued that there
is no equity in the property to support BCBST's judgment lien. It
also asserted that BCBST does not have a claim against Debtor, but
potentially only an in rem lien on the Linden property.
BCBST filed an objection to the Sec. 506 Motion on October 22,
2024. BCBST argued first that Debtor and/or Weil have an obligation
to pay BCBST based on an asset purchase agreement executed in 2020.
Second, BCBST argued that Debtor's motion was premature because a
valuation hearing under Sec. 506(a)(1) must take place "in
conjunction with any hearing on such disposition or use or on a
plan affecting such creditor's interest." BCBST asserted that, at
the time of filing its objection, no motion to sell the property
was pending and, thus, the issue of value under Sec. 506(a)(1) was
not ripe for decision. Third, BCBST argued that the sale to Braden
Health will principally benefit Weil and that various issues during
the sale of the Linden Property to Debtor make the transactions at
issue in this case suspect. In making this argument, BCBST noted
that a proposed sale of the Linden Property to Braden Health did
not include the 9.6 acre tract on Highway 13 South. Thus, BCBST
argued that allowing Debtor to strip the lien on that parcel would
unfairly benefit Debtor.
On October 23, 2024, Debtor filed a motion to sell part of the
Linden Property to Braden Health for $500,000.00 pursuant to 11
U.S.C. Sec. 363(b)(1) and (f). Debtor seeks to sell three tracts of
the property to Braden Health:
(1) the hospital building and 6.8 acres at 2718 Squirrel Hollow
Drive;
(2) the 1.19 acre tract on Highway 13 South; and
(3) the 3.3 acre tract on Airport Road.
The Court conducted a hearing on Debtor's Sec. 506 Motion motion
and BCBST's objection October 31, 2024. At the hearing on the Sec.
506 Motion, the Court heard testimony from two witnesses: (1)
Wesley Robert Jordan of Jordan Home Solutions and (2) Larry Snyder
of VMG Health.
The Court will enter an order as follows:
1. Based on the evidence presented at the hearing, the Court
concludes that the current fair market value of the three parcels
of real property that Debtor is seeking to sell to Braden Health,
(1) the 38,722 square-foot commercial building and 6.8 acres of
real property at 2718 Squirrel Hollow Drive, (2) the 1.19 acre
tract on Highway 13 South, and (3) the 3.3 acre tract on Airport
Road, in their "as is" condition is $580,000.00 for purposes of the
Sec. 506 Motion. The Court therefore concludes that there is no
equity or value to which BCBST's lien can attach and its lien is
avoided under 11 U.S.C. Sec. 506(a)(1). The Court's decision on
valuation and lien avoidance contained herein is contingent upon:
(a) entry of an order approving Debtor's Sale Motion for a purchase
price of up to the total amount of the stipulated liens superior to
BCBST's lien. This Sec. 506 order will only become a final order if
Debtor's Sale Motion is granted and the sale to Braden Health is
consummated. The Court's findings and conclusions with respect to
the avoidance of BCBST's lien are not binding in any other
scenario; and
(b) Debtor's withdrawal of its objection to Braden Health's Proof
of Claim or, in the alternative, the Court overruling Debtor's
objection.
2. The Court will enter an order denying Debtor's request to void
BCBST's judgment lien as to the 9.6 acre tract at Hwy 13 South in
Linden, Tennessee. Debtor explicitly stated in the Sale Motion that
the proposed sale to Braden Health excludes the 9.6 acre tract and
that Debtor "is retaining this excluded parcel of real property."
Snyder did not examine that tract of real property in appraising
the property. Although Debtor valued this tract of real property at
$30,700.00 on Schedule A/B of its chapter 11 petition, no evidence
of its value was presented to the Court at the Sec. 506 Hearing. As
such, the Court cannot determine the value of this piece of real
property and/or whether there is value to support BCBST's judgment
lien.
3. The Court will also enter an order denying Debtor's request to
declare that BCBST does not have a claim against the bankruptcy
estate without prejudice. Neither party presented evidence to the
Court as to the validity of BCBST's claim at the Sec. 506 Hearing.
As such, that issue was not properly before the Court.
4. Lastly, the Court will enter an order overruling BCBST's
objection to the Sec. 506 Motion.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=k46yHN
About Expertus Health LLC
Expertus Health owns a commercial building & 6.8 acres located at
2718 Squirrel Hollow Dr., Linden, TN, valued at $1.74 million. The
Debtor also owns three other properties in Linden, TN valued at
$80,100.
Expertus Health, LLC in Linden, TN, filed its voluntary petition
for Chapter 11 protection (Bankr. W.D. Tenn. Case No. 23-11673) on
December 20, 2023, listing $1,959,712 in assets and $678,813 in
liabilities. Jason Weil as single member/CEO, signed the petition.
Judge Jimmy L. Croom oversees the case.
C. Jerome Teel, Jr., at TEEL & GAY, PLC, serves as the Debtor's
legal counsel.
EYENOVIA INC: Reports $7.9 Million Net Loss in Fiscal Q3
--------------------------------------------------------
Eyenovia, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $7,887,853 on $1,625 of revenue for the three months ended
September 30, 2024, compared to a net loss of $7,338,733 on $1,198
of revenue for the three months ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $29,863,653 on $29,243 of revenue, compared to a net
loss of $19,293,959 on $1,198 of revenue for the same period in
2023.
Michael Rowe, Chief Executive Officer, commented, "We achieved
another significant commercial milestone during the third quarter
with the U.S. launch of clobetasol, the first new ocular steroid
approved in over 15 years. Clobetasol perfectly complements our
mydriasis product, Mydcombi, and allows us to further leverage our
sales force while adding significant value to eye doctors and
surgeons. We also experienced accelerating sales momentum with
Mydcombi, now having reached 230 offices as of September 30th.
"We also took a meaningful step forward in the development of our
Gen-2 Optejet device with the commencement of manufacture of
registration batches, with Mydcombi as our lead product. We look
forward to submitting for FDA approval of this advanced technology
with Mydcombi in 2025, and a possible approval in 2026, if
successful.
"Regarding MicroPine, which we are developing for pediatric
progressive myopia, we are preparing for an interim analysis of the
Phase 3 CHAPERONE data this quarter that, if successful, we expect
will meaningfully accelerate its remaining development path. We
also executed several co-development agreements to evaluate novel
therapeutics in our Optejet dispenser as potential treatments for
dry eye disease. Together, these indications represent
multi-billion-dollar addressable markets in the U.S. alone."
"With two differentiated commercial products, another in late Phase
3 development, multiple opportunities in dry eye, and the advanced
Gen-2 Optejet technology platform, I believe we are creating a
foundation from which we can drive significant growth and value
creation in the months and years to come," Mr. Rowe concluded.
As of September 30, 2024, the Company had $22,796,091 in total
assets, $19,076,788 in total liabilities, and $3,719,303 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/2myp39xf
About Eyenovia
New York, N.Y.-based Eyenovia, Inc. is an ophthalmic technology
company commercializing Mydcombi (tropicamide and phenylephrine HCL
ophthalmic spray) for inducing mydriasis for routine diagnostic
procedures and in conditions where short-term pupil dilation is
desired, preparing for the commercialization of clobetasol
propionate ophthalmic suspension 0.05% ("clobetasol propionate"),
for the treatment of post-operative inflammation and pain following
ocular surgery, and developing the Optejet delivery system both for
use in combination with its own drug-device therapeutic programs
and for out-licensing for use in combination with therapeutics for
additional indications. The Company's aim is to improve the
delivery of topical ophthalmic medication through the ergonomic
design of the Optejet, which facilitates ease-of-use and delivery
of a more physiologically appropriate medication volume, with the
goal to reduce side effects and improve tolerability and introduce
digital health technology to improve therapy compliance and
ultimately medical outcomes.
In its Quarterly Report for the three months ended September 30,
2024, Eyenovia reported that it had unrestricted cash and cash
equivalents of approximately $7.2 million and an accumulated
deficit of approximately $175.4 million as of September 30, 2024.
For the nine months ended September 30, 2024 and 2023, the Company
used cash in operations of approximately $24.0 million and $17.5
million, respectively. The Company does not have recurring
significant revenue and has not yet achieved profitability. The
Company expects to continue to incur cash outflows from operations
for the near future. The Company expects that it will continue to
incur significant research and development and selling, general and
administrative expenses and, as a result, it will eventually need
to generate significant product revenues to achieve profitability.
These circumstances raise substantial doubt about the Company's
ability to continue as a going concern for at least one year from
the date that the financial statements were issued.
For the years ended December 31, 2023 and 2022, Eyenovia incurred
net losses of approximately $27.3 million and $28 million,
respectively.
FACILITIES MANAGEMENT: Gets Interim OK to Use Cash Collateral
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
signed a stipulation and order authorizing the interim use of cash
collateral by Facilities Management Services of Pennsylvania, Inc.
The stipulation and order approved the use of cash collateral of
PNC Bank, National Association, a secured creditor of the company,
for business expenses set forth in the company's projected budget.
The budget shows operating expenses of $108,170.30 for Nov. 11 to
Dec. 11; $107,170.30 for Dec. 11 to Jan. 11; and $106,670.30 for
Jan. 11 to Feb. 11.
As adequate protection for the use of PNC Bank's cash collateral,
Facilities Management Services was ordered to make payments to the
bank in the amounts and on the dates required under the loan
documents.
The company was also ordered to grant replacement liens to PNC Bank
on its post-petition property, with the same priority as the bank's
pre-bankruptcy lien.
The next hearing is scheduled for Feb. 5, 2025.
About Facilities Management Services
of Pennsylvania
Facilities Management Services of Pennsylvania, Inc. filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Pa. Case No. 24-13194) on September 10, 2024,
listing $500,001 to $1 million in both assets and liabilities.
Judge Ashely M Chan presides over the case.
David B. Smith, Esq., at Smith Kane Holman, LLC represents the
Debtor as legal counsel.
FILM FINANCE: Gets Green Light for January 2025 Chapter 11 Auction
------------------------------------------------------------------
Rick Archer of Law360 reports that on December 3, 2024, a Delaware
bankruptcy judge authorized Film Finance Inc., a company that funds
high-profile film projects, to move forward with an auction of its
assets early 2024.
This approval followed the company's decision to remove protections
for its baseline bidder, which had faced opposition from the U.S.
Trustee's Office.
About Film Finances Inc.
Film Finances Inc. is a film production service company owned by
private equity firm 777 Partners.
Film Finances Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12566) on November 4,
2024. In its petition, the Debtor reports estimated assets and
liabilities between $50 million and $100 million each.
The Debtor is represented by Ericka Fredricks Johnson of
Bayard P.A.
FITZGERALD HILL: Trustee Hires Verdolino & Lowey as Accountant
--------------------------------------------------------------
Donald Lassman, the Chapter 11 Trustee of Fitzgerald Hill LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
Massachusetts to employ Verdolino & Lowey, P.C. as accountant.
The firm's services include:
a. preparing and filing all necessary estate tax returns;
b. preparing monthly operating reports;
c. advising the Trustee with respect to the investigation of
the Debtor's financial condition and prepetition and postpetition
financial activities;
d. providing an examination of proofs of claim filed and to be
filed herein;
e. providing identification of claims and causes of action
that may be asserted by the Trustee;
f. making possible formulation of a plan of reorganization of
the Debtor and the evaluation of plans of reorganization submitted
or to be submitted by other parties in interest;
g. analyzing and preparing other financial documentation
required in this case;
h. advising the Trustee on tax matters relative to the
administration of the estate;
i. performing all necessary accounting services as reasonably
required by the administration of the estate; and
j. performing such other duties as the Trustee deems
necessary.
The firm will be paid at these rates:
Principals $565 per hour
Managers $275 to $450 per hour
Staff $225 to $395 per hour
Bookkeepers $225 to $300 per hour
Clerical $95 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Craig R. Jalbert, a partner at Verdolino & Lowey, P.C., disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Craig R. Jalbert, Esq.
Verdolino & Lowey, P.C.
124 Washington Street
Foxboro, MA 02035
Tel: (508) 543-1720
Email: cjalbert@vlpc.com
About Fitzgerald Hill LLC
Fitzgerald Hill LLC sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 24-11583) on Aug. 5,
2024.
In the petition filed by John O'Toole & Grant Hester, as managers,
the Debtor estimated assets and liabilities between $1 million and
$10 million each.
Judge Janet E Bostwick presides over the case.
The Debtor is represented by Peter M. Daigle, Esq. at DAIGLE LAW
OFFICE.
FORUM ENERGY: S&P Alters Outlook to Stable, Affirms 'B' ICR
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating and
revised its outlook on Houston-based oilfield products and services
provider Forum Energy Technologies Inc. to stable from negative
because S&P no longer believes there is a heightened refinancing or
liquidity risk.
Subsequently, S&P withdrew all ratings on Forum, including its 'B'
issuer credit rating and 'B+' issue-level rating, at the issuer's
request.
S&P revised its outlook on Forum to stable from negative, following
the refinancing of its August 2025 notes.
Forum used the proceeds from its privately placed $100 million of
10.5% secured bond issuance, along with cash on hand, to fund the
redemption of its remaining $61 million 9% senior secured notes due
August 2025 and remaining $58 million seller term loan due December
2026. As a result, S&P no longer believes there is a heighted
refinancing or liquidity risk because the company is no longer
likely to trigger the springing maturity on its asset-backed
lending credit facility to May 2025; this would have happened if
its 2025 notes remained outstanding at that date and likely would
have resulted in a less-than-adequate liquidity position and
possible ratings downgrade. The stable outlook reflects our
expectation that credit measures will remain appropriate for the
rating, including average funds from operations to debt of about
35%-40%, and that the company will generate $50 million in free
operating cash flow (FOCF) over the next 12 months.
Subsequently, S&P withdrew all ratings on Forum, including its 'B'
issuer credit rating and 'B+' issue-level rating, at the issuer's
request.
FORUM ENERGY: S&P Alters Outlook to Stable, Affirms 'B' ICR
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating and
revised its outlook on Houston-based oilfield products and services
provider Forum Energy Technologies Inc. to stable from negative
because S&P no longer believes there is a heightened refinancing or
liquidity risk.
Subsequently, S&P withdrew all ratings on Forum, including its 'B'
issuer credit rating and 'B+' issue-level rating, at the issuer's
request.
S&P revised its outlook on Forum to stable from negative, following
the refinancing of its August 2025 notes.
Forum used the proceeds from its privately placed $100 million of
10.5% secured bond issuance, along with cash on hand, to fund the
redemption of its remaining $61 million 9% senior secured notes due
August 2025 and remaining $58 million seller term loan due December
2026. As a result, S&P no longer believes there is a heighted
refinancing or liquidity risk because the company is no longer
likely to trigger the springing maturity on its asset-backed
lending credit facility to May 2025; this would have happened if
its 2025 notes remained outstanding at that date and likely would
have resulted in a less-than-adequate liquidity position and
possible ratings downgrade. The stable outlook reflects our
expectation that credit measures will remain appropriate for the
rating, including average funds from operations to debt of about
35%-40%, and that the company will generate $50 million in free
operating cash flow (FOCF) over the next 12 months.
Subsequently, S&P withdrew all ratings on Forum, including its 'B'
issuer credit rating and 'B+' issue-level rating, at the issuer's
request.
FREE SPEECH: Alex Jones' Atty Asks Leniency Over Sandy Hook 'Error'
-------------------------------------------------------------------
Aaron Keller of Law360 reports that the lead attorney in Alex
Jones' $1.44 billion defamation trial in Connecticut admitted on
December 2, 2024 that he "made a mistake" by approving the release
of confidential records of several Sandy Hook Elementary School
victims to other attorneys representing Jones.
He argued that he should face no disciplinary action or at most a
reprimand in the simplified case.
About Free Speech Systems
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public. Free Speech Systems is a family-run business
founded by Alex Jones.
FSS is presently engaged in the business of producing and
syndicating Jones' radio and video talk shows and selling products
targeted to Jones' loyal fan base via the Internet. Today, FSS
produces Alex Jones' syndicated news/talk show (The Alex Jones
Show) from Austin, Texas, which airs via the Genesis Communications
Network on over 100 radio stations across the United States and via
the internet through websites including Infowars.com.
Due to the content of Alex Jones' shows, Jones and FSS have faced
an all-out ban of Infowars from mainstream online spaces. Shunning
from financial institutions and banning Jones and FSS from major
tech companies began in 2018.
Conspiracy theorist Alex Jones has been sued by victims' family
members over Jones' lies that the 2012 Sandy Hook Elementary School
shooting was a hoax.
Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet
TV, LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April
18, 2022.
FTX TRADING: Judge Rejects News Orgs.' Bid to Seal Customer Names
-----------------------------------------------------------------
Clara Geoghegan of Law360 reports that on December 3, 2024, a
federal judge in Delaware ruled against reversing an order that
permitted the defunct crypto platform FTX Trading Ltd. to keep
customer names confidential in public bankruptcy filings.
The judge rejected an appeal from prominent news organizations
seeking to unseal the information, stating that sealing the details
helped preserve FTX's assets and shielded creditors from potential
cybercrime.
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.
FUEL HOMESTEAD: Hutchens Advises Live Oak & Newtek Small Business
-----------------------------------------------------------------
The law firm of Hutchens Law Firms LLP filed a verified statement
pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure
to disclose that in the Chapter 11 case of Fuel Homestead, LLC, the
firm represents the following secured creditors:
1. Live Oak Banking Company; and
2. Newtek Small Business Finance, LLC.
The firm regularly represents the creditors as their attorney of
record in bankruptcy matters that occur in the Eastern District of
North Carolina.
The firm does not believe that there is any conflict of interest in
representing the creditors in this bankruptcy case. This firm does
not own, nor has it ever owned any claim against the Debtor in this
case, nor in the equity securities of the Debtor. Both creditors
have been informed of this issue and agreed to allow this firm to
represent them both simultaneously.
The law firm can be reached at:
HUTCHENS LAW FIRM LLP
Joseph J. Vonnegut, Esq.
Post Office Box 2505
4317 Ramsey Street
Fayetteville, North Carolina 28302
(910) 864-6888
(910) 864-6177 fax
About Fuel Homestead
Fuel Homestead, LLC, a company in Raleigh, N.C., sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case
No. 24-03699) on October 22, 2024, with up to $100,000 in assets
and up to $10 million in liabilities. Christopher Shawn Stewart,
member-manager, signed the petition.
Philip M. Sasser, Esq., at Sasser Law Firm, represents the Debtor
as bankruptcy counsel.
FUTURE FINTECH: Incurs $4.93 Million Net Loss in Third Quarter
--------------------------------------------------------------
Future FinTech Group Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $4.93 million on $5.18 million of revenue for the three months
ended Sept. 30, 2024, compared to a net loss of $2.45 million on
$23.74 million of revenue for the three months ended Sept. 30,
2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $10.06 million on $14.50 million of revenue compared to
a net loss of $6.23 million on $30.82 million of revenue for the
nine months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $53.40 million in total
assets, $17.65 million in total liabilities, and $35.75 million in
total stockholders' equity.
The Company incurred operating losses and had negative operating
cash flows and may continue to incur operating losses and generate
negative cash flows as the Company implements its future business
plan. The Company's operating losses amounted $10.70 million, and
it had negative operating cash flows amounted $13.52 million as of
Sept. 30, 2024. The Company said these factors raise substantial
doubts about the Company's ability to continue as a going concern.
The Company has raised funds through issuance of convertible notes
and common stock.
"The ability of the Company to continue as a going concern is
dependent upon its ability to successfully execute its new business
strategy and eventually attain profitable operations. The
accompanying financial statements do not include any adjustments
that may be necessary if the Company is unable to continue as a
going concern," said Future Fintech.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1066923/000121390024100164/ea0220814-10q_future.htm
About Future FinTech Group
New York, N.Y.-based Future FinTech Group Inc. is a holding Company
incorporated under the laws of the State of Florida. The Company
historically engaged in the production and sale of fruit juice
concentrates (including fruit purees and fruit juices), fruit
beverages (including fruit juice beverages and fruit cider
beverages) in the PRC. Due to drastically increased production
costs and tightened environmental laws in China, the Company had
transformed its business from fruit juice manufacturing and
distribution to financial technology-related service businesses.
The main business of the Company includes supply chain financing
services and trading in China, asset management business in Hong
Kong, and cross-border money transfer service in the UK. The
Company also expanded into brokerage and investment banking
business in Hong Kong and cryptocurrency mining farm in the U.S.
Orange, Calif.-based Fortune CPA, Inc., the Company's auditor since
2023, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has suffered losses from
operations, which raise substantial doubt about its ability to
continue as a going concern.
FUTURE LEGENDS 5: Katofsky, et al. Must Face Onset Lawsuit
----------------------------------------------------------
Judge David Barlow of the United States District Court for the
District of Utah denied the defendants' motion for reconsideration
of the order that refused to stay proceedings against them in the
case captioned as ONSET FINANCIAL, INC., a Utah corporation,
Plaintiff, v. FUTURE LEGENDS LLC, a Nevada limited liability
company, JEFF KATOFSKY, TRUSTEE OF KATOFSKY FAMILY TRUST, and JEFF
KATOFSKY, an individual, Defendants, Case No. 2:24-cv-00133-DBB-CMR
(D. Utah).
Onset Financial, Inc. sued Future Legends LLC, Jeff Katofsky,
Trustee of Katofsky Family Trust, and Jeff Katofsky on January 11,
2024 in the Third Judicial District Court of Salt Lake County. On
February 22, 2024, Defendants removed the case to federal court. On
May 16, 2024, Onset moved for summary judgment for damages based on
Defendants' alleged failure to pay amounts owed under lease and
guaranty agreements, as well as for a writ of replevin and
injunction regarding the leased property. The motion is currently
pending before the court. On October 15, 2024, Defendants filed a
notice with the District Court, stating that Future Legends 5, LLC
-- a nonparty -- filed for chapter 11 bankruptcy. As such, on
October 16, 2024, the District Court issued a docket text order
staying proceedings against Future Legends 5, LLC but noting that
the stay does not apply to the remaining parties -- namely the
Defendants.
On October 17, 2024, Defendants filed a motion for reconsideration.
The District Court notes the motion does not state the rule under
which it is being filed or analyze the reconsideration factors.
Instead, it states that "Future Legends 5, LLC owns a portion of
the Future Legends Complex," and that this case seeks debts and
recovery of assets that are owned and controlled by Future Legends
5, LLC. On November 12, 2024, Defendants disclosed that "no parent
corporation or publicly held corporation own[s] 10% or more of
Future Legends" and disclosed its members. Absent from that list
was Future Legends 5, LLC.
Under 11 U.S.C. Secs. 103(a), 362(a), an automatic stay applies to
the debtor and property of the debtor's estate.
Judge Barlow says the bankruptcy petition solely listed Future
Legends 5, LLC as the debtor and did not mention any party to this
case. Unless the bankruptcy court expressly extends the stay to
others, it applies by its literal terms only to the debtor. The
party seeking to invoke an extension of the stay under Sec. 105(a)
must affirmatively seek an order from the bankruptcy court.'
Defendants have not done so.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=v9dMGD
About Future Legends 5 LLC
Future Legends 5 LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Future Legends 5 LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 24-51031) on October 14,
2024. In the petition filed by Jeff Katofsky, as managing member,
the Debtor reports estimated assets between $50 million and $100
million and estimated liabilities between $10 million and $50
million.
The Honorable Bankruptcy Judge Hilary L. Barnes handles the case.
The Debtor is represented by:
Brett A. Axelrod, Esq.
FOX ROTHSCHILD LLP
1980 Festival Plaza Drive
Suite 70
Las Vegas, NV 89135
Tel: (702) 262-6899
Email: baxelrod@foxrothschild.com
GENESIS CONSTRUCTION: Hires Villa & White LLP as Legal Counsel
--------------------------------------------------------------
Genesis Construction Group Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of Texas to employ Villa
& White LLP as counsel.
The firm will provide these services:
a. assist and advise the Debtor relative to its operations as
a debtor-in-possession, and relative to the overall administration
of this Chapter 11 case;
b. represent the Debtor at hearings to be held before this
Court and communicate with its creditors regarding the matters
heard and the issues raised, as well as the decisions and
considerations of this Court;
c. prepare, review, and analyze pleadings, orders, operating
reports, schedules, statements of affairs, and other documents
filed and to be filed with this Court by the Debtor
or other interested parties in this Chapter 11 case; advise the
Debtor as to the necessity, propriety and impact of the foregoing
upon this Chapter 11 case; and consent or object to pleadings or
orders on behalf of the Debtor;
d. assist the Debtor in preparing such applications, motions,
memoranda, adversary proceedings, proposed orders and other
pleadings as may be required in support of positions taken by the
Debtor, as well as preparing witnesses and reviewing documents
relevant thereto;
e. coordinate the receipt and dissemination of information
prepared by and received from the Debtor and the Debtor's
accountants, and other retained professionals, as well as such
information as may be received from accountants or other
professionals engaged by any official committee;
f. confer with the professionals as may be selected and
employed by any official committee;
g. assist and counsel the Debtor in its negotiations with
creditors, or Court appointed representatives or interested third
parties concerning the terms, conditions, and import of a plan of
reorganization and disclosure statement to be proposed and filed by
the Debtor;
h. assist the Debtor with such services as may contribute or
are related to the confirmation of a plan of reorganization in this
Chapter 11 case;
i. assist and advise the Debtor in its discussions and
negotiations with others regarding the terms, conditions, and
security for credit, if any, during this Chapter 11 case;
j. conduct such examination of witnesses as may be necessary
in order to analyze and determine, among other things, the Debtor's
assets and financial condition, whether the Debtor has made any
avoidable transfers of its property, and whether causes of action
exist on behalf of the Debtor's estate; and
k. assist the Debtor generally in performing such other
services as may be desirable or required pursuant to § 1107 of the
Bankruptcy Code.
The firm will be paid at an hourly rate of $400, and will be
reimbursed for reasonable out-of-pocket expenses incurred.
Morris E. "Trey" White III, Esq., a partner at Villa & White 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:
Morris E. "Trey" White III, Esq.
Villa & White LLP
100 NE Loop 410 #615
San Antonio, TX 78216
Tel: (210) 225-4500
Email: treywhite@villawhite.com
About Genesis Construction Group Inc.
Genesis Construction Group Inc. offers unparalleled expertise in
restoration, remodeling, and commercial contracting.
Genesis Construction Group Inc. sought relief under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-52089) on Oct.
22, 2024. In the petition filed by David Tidwell, as president,
the Debtor estimated assets and liabilities between $1 million and
$10 million.
The Honorable Bankruptcy Judge Craig A. Gargotta handles the case.
The Debtor is represented by Morris E. "Trey" White, III, Esq. at
VILLA & WHITE LLP.
GLOBAL TECHNOLOGIES: Reports $256,549 Net Income for Q1 2025
------------------------------------------------------------
Global Technologies, Ltd. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net income of $256,549 on $669,431 of revenues for the three months
ended September 30, 2024, compared to a net income of $1,224,822
with no reported revenues for the three months ended September 30,
2023.
As of September 30, 2024, the Company had $8,505,716 in total
assets, $6,716,696 in total liabilities, and $1,789,020 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/2s3a5h3s
About Global Technologies
Headquartered in Parsippany, NJ, Global Technologies, Ltd --
http://www.globaltechnologiesltd.info/-- is a multi-operational
company with a strong desire to drive transformative innovation and
sustainable growth across the technology and service sectors,
empowering businesses and communities through advanced, scalable
solutions that enhance connectivity, efficiency, and environmental
stewardship. The Company envisions a future where technology
seamlessly integrates into every aspect of life, improving the
quality of life and the health of the planet. The Company's vision
is to lead the industries it serves with groundbreaking initiatives
that set new standards in innovation, customer experience, and
corporate responsibility, thereby creating enduring value for all
shareholders.
Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated Sept. 20, 2024, citing that the Company suffered an
accumulated deficit of $(166,666,296), and a negative working
capital of $(6,304,772). These matters raise substantial doubt
about the Company's ability to continue as a going concern.
As of June 30, 2024, Global Technologies had $8.36 million in total
assets, $6.83 million in total liabilities, and $1.53 million in
total stockholders' equity.
GOL LINHAS: Plan Exclusivity Period Extended to March 20, 2025
--------------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York extended GOL Linhas Aereas Inteligentes S.A.,
and its affiliates' exclusive periods to file a plan of
reorganization and obtain acceptance thereof to March 20, 2025 and
May 19, 2025, respectively.
As shared by Troubled Company Reporter, the Debtors explain that
the companies, led by the Restructuring Committee, used the prior
extension of the Exclusive Periods to work toward consensus among
representatives of the Debtors' largest creditor constituencies,
Abra and the Committee.
The Debtors believe that these negotiations will lay the groundwork
for a value-maximizing chapter 11 plan and avoid potentially costly
litigation that would only serve to delay the Debtors' successful
emergence from chapter 11 and otherwise deplete value that would be
available for distribution to creditors. In addition, the Debtors
believe that reaching agreement on these key issues will allow the
Debtors to begin meaningful negotiations with other key
stakeholders, such as the Gol 2026 Senior Secured Notes Ad Hoc
Group, to build further consensus for a chapter 11 plan.
The Debtors claim that the sheer size of the Debtors' cases alone
warrants the requested extension of their Exclusive Periods. Given
the size and complexity of these Chapter 11 Cases, the current
Exclusive Periods are inadequate to finalize negotiations on the
terms of a chapter 11 plan and raise the necessary exit capital,
especially where, as here, the Debtors did not have the ability to
"prenegotiate" a plan with their key stakeholders before the
Petition Date.
Moreover, the fact that the terms of the final order approving the
DIP Financing (the "DIP Order") provides the Debtors with the
unilateral right (which the Debtors have exercised) to extend the
maturity of the DIP Financing and the related milestones, including
those related to the plan confirmation process, consistent with the
proposed extension of their Exclusive Periods, is an indication
that the Debtors' stakeholders understood at the outset of these
Chapter 11 Cases that the Debtors would likely need additional time
to formulate and confirm a consensual chapter 11 plan.
The Debtors' Counsel:
Evan R. Fleck, Esq.
Andrew C. Harmeyer, Esq.
Bryan V. Uelk, Esq.
MILBANK LLP
55 Hudson Yards
New York, NY 10001
Telephone: (212) 530-5000
Facsimile: (212) 530-5219
E-mail: efleck@milbank.com
aharmeyer@milbank.com
buelk@milbank.com
- and -
Gregory A. Bray, Esq.
MILBANK LLP
2029 Century Park East, 33rd Floor
Los Angeles, CA 90067
Telephone: (424) 386-4000
Facsimile: (213) 629-5063
E-mail: gbray@milbank.com
- and -
Andrew M. Leblanc, Esq.
Erin E. Dexter, Esq.
MILBANK LLP
1850 K St. NW, Suite 1100
Washington, DC 20006
Telephone: (202) 835-7500
Facsimile: (202) 263-7586
E=mail: aleblanc@milbank.com
edexter@milbank.com
About Gol GOLL4.SA
GOL Linhas Aereas Inteligentes S.A. provides scheduled and
non-scheduled air transportation services for passengers and cargo;
and maintenance services for aircraft and components in Brazil and
internationally. The company offers Smiles, a frequent-flyer
program to approximately 20.5 million members, allowing clients to
accumulate and redeem miles. It operates a fleet of 146 Boeing 737
aircraft with 674 daily flights. The company was founded in 2000
and is headquartered in Sao Paulo, Brazil.
GOL Linhas Aereas Inteligentes S.A. and its affiliates and its
subsidiaries voluntarily filed for Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 24-10118) on Jan. 25, 2024.
GOL Linhas estimated $1 billion to $10 billion in assets as of the
bankruptcy filing.
The Debtors tapped Milbank Llp as counsel, Seabury Securities Llc
as restructuring advisor, financial advisor and investment banker,
Alixpartners, LLP, as financial advisor, and HUGHES Hubbard & Reed
LLP as aviation related counsel. Kroll Restructuring
Administration LLC is the claims agent.
GOLD FLORA: Taps Receivership Specialist
----------------------------------------
Juan Spínelli of Benzinga repors that Gold Flora Corp. faces
receivership amid financial challenges. According to MJBiz Daily,
financial recovery firm Global Assets Liens & Foreclosure has filed
an ex parte application for receivership in Santa Barbara Superior
Court, citing unpaid invoices totaling over $236,725. The hearing
is set for November 27, 2024.
According to Benzinga, Global Assets has nominated Kevin Singer of
Receivership Specialists -- known for his expertise in
cannabis-related cases involving Herbl, High Times, and StateHouse
Holdings -- as the receiver for Gold Flora. The company, already
under a limited receivership in Delaware, has reported losses
exceeding $37 million. Recent filings reveal that Gold Flora is
facing a critical liquidity crisis. A proxy statement outlined
plans for a 1-for-50 reverse stock split and the issuance of
additional shares as part of its financial recovery strategy. Chief
Financial Officer Marshall Minor also disclosed a 10% payroll
reduction during a November 14, 2024, earnings call as part of
broader cost-cutting measures.
Amid its financial struggles, CEO Laurie Holcomb announced the
launch of Gramlin, a new cannabis product line, as part of efforts
to expand Gold Flora's portfolio. This initiative aims to stabilize
operations following the company's 2023 merger with TPCO Holdings,
also known as The Parent Co., the report states
The all-stock merger created a new parent entity, Gold Flora Corp.,
granting the company access to a $5 million line of credit from The
Parent Co. at a 10% annual interest rate secured by Gold Flora's
assets. The deal was expected to streamline operations and deliver
annual savings of $20–$25 million. However, the company's ongoing
financial difficulties suggest these benefits have not yet been
realized, according to report.
About Gold Flora Corp.
Gold Flora Corporation is a female-led, vertically-integrated
cannabis leader that owns and operates multiple premium indoor
cannabis cultivation facilities, 16 retail dispensaries in
strategic geographies, a distribution business selling first party
and third party brands into hundreds of dispensaries across
California, and a robust portfolio of 8 cannabis brands, including
Gramlin, one of the fastest growing brands in the state. The
Company's retail operations include Airfield Supply Company,
Caliva, Coastal, Calma, King's Crew, Varda, Deli, and Higher Level
dispensaries, and its distribution company operates under the name
Stately Distribution.
GOODLIFE PHYSICAL: No Patient Care Complaints, 10th PCO Report Says
-------------------------------------------------------------------
Tamar Terzian, the court-appointed patient care ombudsman, filed
with the U.S. Bankruptcy Court for the Central District of
California her 10th interim report regarding the quality of patient
care provided at Goodlife Physical Medicine Corp.'s health care
facilities.
In the report which covers the period from August 17 to October 17,
the PCO finds that each patient's medical records are well
maintained and accessible for staff using an electronic medical
record and is currently in the process of changing to Athens as the
database to store patient information. Any grievances by the
patients are also notated in their own medical records. After
discussions with the COO, there are no patient complaints related
to patient's care.
The PCO toured the facilities with the Chief Operating Officer
Andrew Tripplett. She met with the director of the facility and
spoke with staff regarding the day-to-day operations of the
facility. The PCO observed patient treatments open area where most
machines are for exercising. There were a few patients in the exam
rooms as well.
The PCO checked all medication stored on the premises to assure
that they are properly stored and access is limited. Medication was
properly stored and appropriately labeled. Moreover, Goodlife does
not have any controlled substances on site.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=p9TY0l from PacerMonitor.com.
The ombudsman may be reached at:
Tamar Terzian, Esq.
Terzian Law Group
1122 E. Green Street
Pasadena, CA 91106
Telephone: (818) 242-1100
Facsimile: (818) 242-1012
Email: tterzian@terzlaw.com
About Goodlife Physical Medicine Corp
Goodlife Physical Medicine Corp, a company in Redondo Beach,
Calif., filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10340) on Jan. 23,
2023. At the time of the filing, the Debtor reported up to $50,000
in assets and $1 million to $10 million in liabilities.
Judge Sandra R. Klein oversees the case.
The Debtor is represented by Leslie A. Cohen, Esq., at Leslie Cohen
Law, PC.
Tamar Terzian, Esq., at Terzian Law Group is the patient care
ombudsman appointed in the Debtor's Chapter 11 case.
GOOSEHEAD INSURANCE: S&P Assigns 'B+' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its 'B+' long-term issuer credit rating
to Goosehead Insurance Inc. (Goosehead).
S&P said, "We also assigned our 'B+' issue-level rating and '3'
recovery rating to the proposed $300 million first-lien term loan
due 2032 and proposed $75 million revolving credit facility due
2030.
"The stable outlook reflects our expectations for continued
performance momentum and for the company's overall credit profile
to remain in line with our rating over the next 12 months.
"Our 'B+' rating reflects the company's relatively small size and
narrow focus within the highly fragmented and competitive U.S.
insurance brokerage industry, balanced by its strong positioning
and proven capabilities within its niche . Goosehead generated
total revenue of about $284 million for the 12 months ended Sept.
30, 2024, which makes it one of the smallest companies among our
rated peers. Furthermore, the company has a narrow focus on
personal lines and meaningful geographic concentration, with three
states representing over 60% of total written premiums in 2023. We
believe these factors make Goosehead more susceptible to
volatility, adverse trends, and competitive industry pressures than
peers that are larger and more diversified.
"Nevertheless, we recognize that Goosehead has established itself
as a highly capable agency with a strong performance record,
enabled by its differentiated business model and tech-forward
capabilities. With total written premiums of over $3.5 billion for
the 12 months ended Sept. 30, 2024, Goosehead ranks among the top 5
personal lines agencies by premium.
"We expect Goosehead's differentiated business model will continue
to support favorable performance momentum . Goosehead has a solid
track record of robust organic revenue growth, with a compound
annual growth rate of about 36% from 2019 through 2023 on
consistently strong new business and retention trends. Along with
healthy lead flow from referral partner relationships and other
digital sources, we largely attribute the company's strong growth
to its franchise-driven growth strategy and differentiated agent
model that separates service and sales functions."
With a dedicated network of service agents to handle renewals and
other ongoing client service needs, Goosehead's franchise and
corporate sales agents can focus solely on driving new business. In
addition to enabling strong agent productivity for new business,
having these service centers allows Goosehead to standardize and
maintain high service quality, as reflected by its high net
promoter scores.
Goosehead's franchise model has also been a key driver and lever of
growth. Franchisees retain 80% of new business commissions versus
50% for renewals, which heavily incentivizes new business
generation over renewals. S&P believes this also attracts more
entrepreneurial and growth-minded talent, which further reinforces
new business generation and broader expansion.
While reductions in franchises and agents have recently weighed on
top-line growth, S&P sees revenue growth re-accelerating to at
least 20% in 2025. Since 2022, Goosehead has been increasingly
focused on improving agent productivity levels to drive growth,
rather than expanding by just increasing headcount or franchise
units. As part of this "shrink-to-grow" strategy, the company has
reduced its overall agent headcount and closed several hundred
underperforming franchises.
This naturally led to decelerated growth in written premiums and
revenue. However, S&P believes the company has implemented
appropriate measures and is well positioned to achieve its
aggressive growth strategy--namely, greater selectivity related to
franchise expansion, continued improvements to its existing
tech-forward capabilities, and an enhanced recruiting function with
more stringent standards.
S&P said, "For full-year 2024, we expect solid but slower top-line
growth of 10%-15%, which reflects the company's shift in focus to
quality over quantity. We then see revenue growth accelerating to
20%-25% in 2025 as Goosehead returns to adding (higher quality)
franchise units and sustains strong agent productivity levels.
"We expect credit measures to remain in line with the current
rating over the next 12 months. Pro forma the proposed
transaction, we estimate S&P Global Ratings-adjusted leverage of
slightly over 4x and EBITDA interest coverage of near 3x for the 12
months ended Sept. 30, 2024. We expect robust earnings growth over
the next 12 months to improve these metrics, including leverage of
3.2x-3.7x and coverage in the mid-4x area."
Goosehead has historically maintained stronger credit metrics
relative to its more comparable broker peers, most of which are
highly leveraged and owned by private-equity sponsors. Furthermore,
the company generally does not engage in merger and acquisition
(M&A) activity, and its franchise model is less capital intensive
than M&A. S&P therefore does not expect Goosehead will need to
raise debt to support ongoing expansion.
S&P said, "We see leverage potentially dipping below 3x after 2025
on continued earnings growth. However, we believe Goosehead would
likely raise debt to return leverage toward its publicly stated
target of 3x-4x per the company's calculations (S&P Global
Ratings-adjusted leverage is about 0.5x higher since we include
lease-related adjustments), which is commensurate with our current
ratings.
"The stable outlook reflects our expectation that Goosehead will
maintain robust performance momentum over the next 12 months,
including organic growth of about 20% and meaningful margin
expansion. While we expect strong earnings growth to drive steady
improvements to credit metrics, we believe these measures will
remain commensurate with our current ratings through 2025,
including leverage above 3.0x and coverage well below 6.0x."
S&P may consider a downgrade over the next 12 months if earnings or
credit metrics deteriorate such that we expect leverage above 5.0x
and coverage nearing 2.0x on a sustained basis. This could result
from:
-- A revenue decline due to lost market share, poor retention, and
declining productivity rates among sales agents;
-- Margin contraction related to operational missteps and
macroeconomic conditions that are worse than expected; or
-- A more aggressive financial policy.
S&P said, "While unlikely over the next 12 months, we may consider
an upgrade if Goosehead is able to meaningfully enhance its scale
and diversification, along with a longer track record of consistent
margin growth and stability. We may also consider an upgrade if we
believe the company can achieve leverage well below 3.0x on a
sustained basis."
GRAND VALLEY: Trustee Taps Williams Overman as Accountant
---------------------------------------------------------
John C. Bircher III, Trustee of Grand Valley MHP, LLC received
approval from the U.S. Bankruptcy Court for the Eastern District of
North Carolina to hire Williams Overman Pierce, LLP as accountant.
The firm will render these services:
a. give accounting and tax advice to the Trustee;
b. prepare any and all quarterly and annual State and Federal
Tax Returns; and
c. perform any other accounting services for the Trustee as
may be necessary in these Chapter 12 proceedings.
The firm will be paid at its normal hourly rates.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Edward Golden, a member at Williams Overman Pierce, 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:
Edward Golden
Williams Overman Pierce, LLP
328 E. Market St., Suite 100
Greensboro, NC 27401
Tel: (336) 275-1686
Fax: (919) 782-2552
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 filed Chapter 11 petition (Bankr. S.D. Fla. Case
No. 24-19715) on September 20, 2024, with $10 million to $50
million in both assets and liabilities. On October 1, 2024, the
case was transferred to the U.S. Bankruptcy Court for the Eastern
District of North Carolina and was assigned a new case number (Case
No. 24-03431).
Judge Pamela W. Mcafee oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq., at
Shraiberg Page P.A.
GREGG'S 2.0 MEXICAN: Seeks to Hire Calvin L. Jackson as Counsel
---------------------------------------------------------------
Gregg's 2.0 Mexican LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Georgia to hire Calvin L. Jackson,
P.C., as its legal counsel.
The firm will render these services:
a. advise the Debtor with respect to the duties and powers as
debtor in possession and the continued operation of its business;
b. prepare necessary applications, answers, reports and other
legal papers;
c. prepare pleadings and applications, and conduct
examinations incidental to the administration of the estate;
d. prepare and file statement of financial affairs and
schedule of assets and liabilities;
e. take action to the proper preservation and administration
of the estate;
f. prepare and file a plan of reorganization; and
g. perform all other legal services.
Jackson will charge an hourly fee of $250. The receive a retainer
in the amount of $4,300.
Calvin Jackson, Esq., disclosed in a court filing that he and other
members of his firm do not hold any interest adverse to the
Debtor's estate.
Jackson can be reached through:
Calvin L. Jackson, Esq.
Calvin L. Jackson, P.C.
P.O. Box 7221
Warner Robins, GA 31095
Phone: (478) 923-9611
Email: cljpc@mgacoxmail.com
About Gregg's 2.0 Mexican LLC
Gregg's 2.0 Mexican LLC sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 24-51758) on
Nov. 22, 2024, listing up to $50,000 in assets and $50,001 to
$100,000 in liabilities.
Judge Robert M Matson presides over the case.
Calvin L. Jackson, Esq. at Calvin L. Jackson, P.C. represents the
Debtor as counsel.
H-FOOD HOLDINGS: Gets OK to Hire H-Food Holdings as Claims Agent
----------------------------------------------------------------
H-Food Holdings, LLC and its affiliates received approval from the
U.S. Bankruptcy Court for the Southern District of Texas to hire
Kroll Restructuring Administration LLC as its claims and noticing
agent.
The firm will oversee the distribution of notices and will assist
in the maintenance, processing and docketing of proofs of claim
filed in the Debtors' Chapter 11 cases.
Prior to the petition date, the Debtors provided Kroll an advance
in the amount of $75,000.
Benjamin Steele, managing director at Kroll, disclosed in a court
filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Benjamin J. Steele
Kroll Restructuring Administration LLC
55 East 52nd Street, 17th Floor
New York, NY 10055
About H-Food Holdings, LLC
Founded in 2009 in Grand Rapids, Michigan, the Debtors are a
contract manufacturer of food products, producing and supplying,
among other things, nutrition bars, frozen packaged foods, meal
kits, snacks, sauces, refrigerated trays, overwrap, custom
packaging solutions, and more to customers. As the largest food
co-manufacturer in North America, the Debtors manufacture some of
the most valued and recognizable brands, and the Debtors' key
customers include many of the leading consumer packaged goods
customers in North America.
H-Food Holdings, LLC and its affiliates filed their voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Lead Case No. 24-90586) on Nov. 22, 2024, listing
$1,000,000,001 to $10 billion in both assets and liabilities. The
petitions were signed by Robert M. Caruso as chief restructuring
officer.
Judge Alfredo R. Perez presides over the case.
John F Higgins, IV, Esq., at Porter Hedges LLP represents the
Debtor as counsel. The Debtors tapped ROPES & GRAY LLP as general
bankruptcy counsel; EVERCORE GROUP LLC as investment banker;
ALVAREZ & MARSAL NORTH AMERICA, LLC as financial advisor; and KROLL
RESTRUCTURING ADMINISTRATION LLC as claims and noticing agent.
H6 COMPANY: Rebecca Redwine Named Subchapter V Trustee
------------------------------------------------------
Brian Behr, the U.S. Bankruptcy Administrator for the Eastern
District of North Carolina, appointed Rebecca Redwine as Subchapter
V trustee for H6 Company.
The Subchapter V trustee will receive an hourly fee of $375 and
reimbursement for work-related expenses.
Ms. Redwine disclosed in an affidavit that she is "disinterested"
according to Section 101(14) of the Bankruptcy Code.
About H6 Company
H6 Company sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-03976) on November 13,
2024, with $100,001 to $500,000 in assets and $1 million to $10
million in liabilities.
Judge David M. Warren presides over the case.
Richard Preston Cook, Esq., at Richard P. Cook, PLLC represents the
Debtor as legal counsel.
HALL CONSTRUCTION: L. Todd Budgen Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Region 21 appointed L. Todd Budgen, Esq., a
practicing attorney in Longwood, Fla., as Subchapter V trustee for
Hall Construction Co. Inc.
Mr. Budgen will be paid an hourly fee of $400 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Budgen declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
L. Todd Budgen, Esq.
P.O. Box 520546
Longwood, FL 32752
Tel: (407) 232-9118
Email: Todd@C11Trustee.com
About Hall Construction Co.
Hall Construction Co. Inc. sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06165) on
November 13, 2024, with up to $50,000 in assets and up to $500,000
in liabilities.
Judge Tiffany P. Geyer presides over the case.
Scott W. Spradley, Esq., at the Law Offices of Scott W. Spradley,
P.A. represents the Debtor as bankruptcy counsel.
HARADA FAMILY: Seeks to Hire Patten Peterman Bekkedahl as Counsel
-----------------------------------------------------------------
Harada Family Dental Care, P.C. seeks approval from the U.S.
Bankruptcy Court for the District of Montana to hire Patten,
Peterman, Bekkedahl & Green, PLLC as its attorneys.
The firm will render general counseling and local representation of
the Debtor before the bankruptcy court in connection with this
Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
James A. Patten, Esq. $450
Molly S. Considine, Esq. $350
Other attorneys $250 - $450
Other Paralegals $190 - $195
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer of $2,915.84 from the Debtor.
James Patten, Esq., a partner at Patten, Peterman, Bekkedahl &
Green, disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
James A. Patten, Esq.
Molly S. Considine, Esq.
PATTEN, PETERMAN, BEKKEDAHL & GREEN, PLLC
2817 2nd Avenue North, Ste. 300
P.O. Box 1239
Billings, MT 59103
Telephone: (406) 252-8500
Facsimile: (406) 294-9500
Email: apatten@ppbglaw.com
mconsidine@ppbglaw.com
About Harada Family Dental Care
Harada Family Dental Care is a privately owned dental group.
Harada Family Dental Care, P.C. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Montana
Case No. 24-40076) on Nov. 22, 2024, listing $73,202 in assets and
$1,174,825 in liabilities. The petition was signed by Christopher
W. Harada as president.
James A. Patten, Esq. at Patten, Peterman, Bekkedahl & Green
represents the Debtor as counsel.
HEALTHY EXTRACTS: Swings to $354,466 Net Income in Fiscal Q3
------------------------------------------------------------
Healthy Extracts Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net income
of $354,466 on $744,916 of net revenue for the three months ended
September 30, 2024, compared to a net loss of $247,924 on $613,541
of net revenue for the three months ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $393,742 on $2,342,091 of net revenue, compared to a
net loss of $2,094,316 on $1,816,968of net revenue for the same
period in 2023.
As of September 30, 2024, the Company had $2,467,837 in total
assets, $1,664,876 in total liabilities, and $802,961 in total
stockholders' equity.
Since its inception, the Company has been engaged substantially in
financing activities and developing its business plan and incurring
startup costs and expenses. As a result, the Company incurred
accumulated net losses from Inception (December 19, 2014) through
the nine months ended September 30, 2024 of $18,793,415. Due to its
negative cash flow, the Company has substantial doubt about the
entity's ability to continue as a going concern within the next 12
months. In addition, the Company's development activities since
inception have been financially sustained through equity financing.
Management plans to keep seeking funding through debt and equity
financing which are intended to mitigate the conditions that have
raise substantial doubt about the entity's ability to continue as a
going concern.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/5n6zrtsd
About Healthy Extracts
Headquartered in Henderson, Nev., Healthy Extracts Inc. --
www.healthyextractsinc.com -- is a platform for acquiring,
developing, patenting, marketing, and distributing plant-based
nutraceuticals. The Company's proprietary and patented products
target select high-growth categories within the multibillion-dollar
nutraceuticals market, such as heart, brain, and immune health.
Lakewood, Colo.-based BF Borgers CPA PC, the Company's former
auditor, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company's significant operating
losses raise substantial doubt about its ability to continue as a
going concern.
Healthy Extracts' net loss for the year ended December 31, 2023 was
$2,472,931, compared to a loss for the year ended December 31, 2022
of $983,121.
* * *
Effective May 8, 2024, the Company dismissed BF Borgers CPA PC as
its independent registered public accounting firm and engaged Bush
& Associates CPA LLC as a replacement. The decision to change
independent registered public accounting firms was made with the
recommendation and approval of the Company's Audit Committee after
the firm and its owner, Benjamin F. Borgers, were charged by the
Securities and Exchange Commission with deliberate and systemic
failures to comply with Public Company Accounting Oversight Board
(PCAOB) standards in its audits and reviews incorporated in more
than 1,500 SEC filings from January 2021 through June 2023; falsely
representing to their clients that the firm's work would comply
with PCAOB standards; fabricating audit documentation to make it
appear that the firm's work did comply with PCAOB standards; and
falsely stating in audit reports included in more than 500 public
company SEC filings that the firm's audits complied with PCAOB
standards. Borgers agreed to pay a $14 million civil penalty and
agreed to permanent suspensions from appearing and practicing
before the Commission as accountants, effective immediately.
HELIUS MEDICAL: Posts $3.69 Million Net Loss in Fiscal Q3
---------------------------------------------------------
Helius Medical Technologies, Inc. filed with the U.S. Securities
and Exchange Commission its Quarterly Report on Form 10-Q reporting
a net loss of $3.69 million on $51,000 of total revenue for the
three months ended September 30, 2024, compared to a net loss of
$3.66 million on $143,000 of total revenue for the three months
ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $7.81 million on $368,000 of total revenue, compared
to a net loss of $7.81 million on $510,000 of total revenue for the
same period in 2023.
As of September 30, 2024, the Company had $5.6 million in total
assets, $1.8 million in total liabilities, and $3.8 million in
total stockholders' equity.
As of September 30, 2024, Helius Medical Technologies had cash and
cash equivalents of $3.5 million. For the nine months ended
September 30, 2024, the Company had an operating loss of $10.8
million, and as of September 30, 2024, its accumulated deficit was
$167.8 million. For the nine months ended September 30, 2024, the
Company had $0.3 million of net revenue from the commercial sale of
products. The Company expects to continue to incur operating losses
and net cash outflows until such time as it generates a level of
revenue to support its cost structure. There is no assurance that
the Company will achieve profitable operations, and, if achieved,
whether it will be sustained on a continued basis. These factors
indicate substantial doubt about the Company's ability to continue
as a going concern within one year after the date the consolidated
financial statements were filed.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/ycyrxn85
About Helius Medical
Helius Medical Technologies, Inc. -- http://www.heliusmedical.com/
-- is a neurotechnology Company focused on neurological wellness.
Its purpose is to develop, license or acquire non-implantable
technologies targeted at reducing symptoms of neurological disease
or trauma.
Helius Medical Technologies reported a net loss of $8.85 million
for the year ended Dec. 31, 2023, compared to a net loss of $14.07
million for the year ended Dec. 31, 2022.
HERTZ CORP: Noteholders Entitled to Receive Applicable Premiums
---------------------------------------------------------------
The United States Court of Appeals for the Third Circuit affirmed
in part and reversed in part the decisions of the United States
Bankruptcy Court for the District of Delaware in the case captioned
as Wells Fargo Bank, N.A., as Indenture Trustee, Appellant v. The
Hertz Corporation; Dollar Rent A Car, Inc.; Dollar Thrifty
Automotive Group, Inc.; Donlen Corporation; DTG Operations, Inc.;
DTG Supply, LLC; Firefly Rent A Car LLC; Hertz Car Sales LLC; Hertz
Global Services Corporation; Hertz Local Edition Corp.; Hertz Local
Edition Transporting, Inc.; Hertz System, Inc.; Hertz Technologies,
Inc.; Hertz Transporting, Inc.; Rental Car Group Company, LLC;
Smartz Vehicle Rental Corporation; Thrifty Car Sales, Inc.;
Thrifty, LLC; Thrifty Insurance Agency, Inc.; Thrifty Rent A Car
System, LLC; and TRAC Asia Pacific, Inc. U.S. Bank National
Association, as Indenture Trustee v. The Hertz Corporation (3rd
Cir.).
Hertz Corporation and certain affiliates, crippled by the COVID
pandemic, filed for protection under Chapter 11 of the Bankruptcy
Code in May 2020. To give a sense of its then-bleak prospects,
Hertz warned in an SEC filing of a significant risk that the
Stockholders will receive no recovery under the Chapter 11 cases
and that our common stock will be worthless.
As the economy recovered, however, so did Hertz's financial
prospects. It emerged from bankruptcy a year later via a confirmed
plan of reorganization that sold the company to a group of private
equity funds. The Plan promised to leave all of Hertz's creditors
unimpaired -- in other words, it would not alter any of their
rights. Therefore, none of Hertz's creditors could vote on the
Plan; as a matter of law, they were all conclusively presumed to
accept it.
To be precise, the Plan paid off Hertz's pre-petition debt,
including unsecured bonds maturing biennially from 2022 to 2028.
But the Plan did not pay holders of the Notes contract rate
interest for Hertz's time in bankruptcy. Instead, it paid interest
for that period at the much lower applicable federal judgment rate.
Hertz also did not pay the Noteholders certain charges provided in
the Notes, specifically, variable fees designed to compensate
lenders for their lost profits when a borrower pays them back ahead
of schedule. These fees are generically called make-wholes. If
Hertz had redeemed the Notes in mid-2021 without filing for Chapter
11, it would have owed the Noteholders the Applicable Premiums and
contract rate interest, combined totaling more than $270 million.
The savings effectively went to the Stockholders: The Plan gave
them roughly four times that amount in a combination of cash and
equity in the reorganized Hertz. The Noteholders, unsurprisingly,
object to that result.
Among the issues the Third Circuit address are two questions of
bankruptcy law unresolved in this Circuit: Does Sec. 502(b)(2)'s
prohibition on claims "for unmatured interest" cover make-whole
fees like the Applicable Premiums, and does the Bankruptcy Code as
a whole require solvent debtors to pay unimpaired creditors
interest accruing post-petition at the contract rate?
Hertz argues that make-whole fees are the economic equivalent of
interest and must be disallowed under Sec. 502(b)(2). It concedes,
however, that the Bankruptcy Code requires solvent debtors to pay
unimpaired creditors like the Noteholders post-petition interest,
but, in its view, only at the federal judgment rate. So the company
tells the Third Circuit the Noteholders received everything they
were entitled under the Code.
The Noteholders disagree. They claim the Applicable Premiums should
not be disallowed as unmatured interest because they do not fit the
dictionary definition of that term. In any event, they say that
pre-Bankruptcy Code caselaw grants them an equitable right to
payment in full (i.e., both contract rate interest and the
Applicable Premiums) because Hertz is solvent. So, since the
confirmed Plan classified them as unimpaired, they must receive
interest at the contract rate.
The Third Circuit says per the Noteholders, if we side with Hertz
and cancel the otherwise enforceable fees and interest at issue, we
will bless an outcome anathema to our law—a windfall to the
Stockholders, who sit at the lowest rung of payment priority, by
letting them 'pocket hundreds of millions of dollars that Hertz had
promised to pay the Noteholders' that it could easily afford to
repay in full. They reject Hertz's view that we are addressing only
subtleties of insolvency law and see this dispute as more
fundamental.
The Third Circuit determines that the Applicable Premiums must be
disallowed under Sec. 502(b)(2), for they fit both the dictionary
definition of interest and are its economic equivalent. But it
agrees with the Noteholders that they have a right to receive
contract rate interest and the Applicable Premiums because Hertz
was solvent.
According to the Third Circuit, allowing Hertz to cancel more than
a quarter billion dollars of interest otherwise owed to the
Noteholders, while distributing a massive gift to the Stockholders,
would impermissibly deviate from the basic priority rule the Code
establishes for final distributions of estate value in business
bankruptcies.
About Hertz Corp.
Hertz Corp. and its subsidiaries -- http://www.hertz.com/--
operate a worldwide vehicle rental business under the Hertz,
Dollar, and Thrifty brands, with car rental locations in North
America, Europe, Latin America, Africa, Asia, Australia, the
Caribbean, the Middle East, and New Zealand. They also operate a
vehicle leasing and fleet management solutions business.
On May 22, 2020, The Hertz Corporation and certain of its U.S. and
Canadian subsidiaries and affiliates filed voluntary petitions for
reorganization under Chapter 11 in the U.S. Bankruptcy Court for
the District of Delaware (Bankr. D. Del. Case No. 20-11218).
Judge Mary F. Walrath oversees the cases.
The Debtors have tapped White & Case LLP as their bankruptcy
counsel, Richards, Layton & Finger, P.A., as local counsel, Moelis
& Co. as investment banker, and FTI Consulting as financial
advisor. The Debtors also retained the services of Boston
Consulting Group to assist the Debtors in the development of their
business plan. Prime Clerk LLC is the claims agent.
The U.S. Trustee for Regions 3 and 9 appointed a Committee to
represent unsecured creditors in Debtors' Chapter 11 cases. The
Committee has tapped Kramer Levin Naftalis & Frankel LLP as its
bankruptcy counsel, Benesch Friedlander Coplan & Aronoff LLP as
Delaware counsel, UBS Securities LLC as investment banker, and
Berkeley Research Group, LLC, as financial advisor. Ernst & Young
LLP provides audit and tax services to the Committee.
* * *
Hertz Global and its subsidiaries emerged from Chapter 11
bankruptcy at the end of June 2021. Hertz won approval of a Plan of
Reorganization that unimpaired all classes of creditors (who are
legally deemed to have accepted it) and was approved by more than
97% of voting shareholders. The Plan provided for the existing
shareholders to receive more than $1 billion of value.
Recovery by shareholders of close to $8 a share was made possible
after a fierce competition among bidders for control in the
company. Initial offers from potential bidders for Hertz in its
bankruptcy offered nothing for equity. Hertz in May 2021 selected
investment firms Knighthead Capital Management LLC and Certares
Management LLC, joined by other investors including Apollo Global
Management Inc. and a group of existing shareholders, as the
winning bidders for control of the bankrupt company. A rival group
that included Centerbridge Partners LP, Warburg Pincus LLC and
Dundon Capital Partners LLC was outbid at auction.
Hertz's Plan eliminated over $5 billion of debt, including all of
Hertz Europe's corporate debt, and will provide more than $2.2
billion of global liquidity to the reorganized Company. Hertz also
emerged with (i) a new $2.8 billion exit credit facility consisting
of at least $1.3 billion of term loans and a revolving loan
facility, and (ii) an $7 billion of asset-backed vehicle financing
facility, each on favorable terms.
HOPEMAN BROTHERS: Court Stays Lagrange Suit Until March 11, 2025
----------------------------------------------------------------
Judge Carl J. Barbier of the United States District Court for the
Eastern District of Louisiana ordered that all proceedings in the
case captioned as IRMA LEE LAGRANGE VERSUS EAGLE, INC. ET AL.,
CIVIL ACTION NO: 23-628 (E.D. La.), are stayed until March 11,
2025. At the end of this period, upon party motion, the Court will
reassess whether a stay is still warranted.
Plaintiffs file a Memorandum in Opposition to Stay of Entire Case
Pending Bankruptcy Proceedings against Hopeman Brothers, Inc. In
contrast, Defendant Huntington Ingalls Incorporated ("Avondale")
files a Memorandum in Support of Stay of Entire Case Pending
Bankruptcy Proceedings. Having considered the legal memoranda, the
record, and the applicable law, the Court finds that this case
should be stayed for a limited duration.
This matter arises from Plaintiff Irma Lee LaGrange's alleged
contraction of mesothelioma as a result of asbestos exposure by
laundering her husband's work clothes. Her husband, Allen C.
LaGrange, worked at Avondale's Bridge City, Louisiana shipyard from
1973 until 1996. Allen was allegedly exposed to asbestos at the
Avondale shipyard through his work as a laborer, welder, and
pipefitter. This work created dust that accumulated on his clothes.
Asbestos materials were used pursuant to contracts between the
United States Government and Avondale, and a joiner contractor
between Avondale and subcontractor Hopeman Brothers, Inc.
Filed in Louisiana state court, this action was removed pursuant to
federal officer jurisdiction of 28 U.S.C. Sec. 1442(a)(1). Five
months after removal, Ms. Lagrange passed away. Nearly eight months
later, Avondale informed the Court of Ms. Lagrange's passing, and
counsel for Plaintiff subsequently moved to substitute Ms.
Lagrange's surviving children as party plaintiffs.
In July of 2024, Hopeman filed notice of its voluntary petition of
Chapter 11 bankruptcy in the United States Bankruptcy Court for the
Eastern District of Virginia. In response, the Court stayed this
action as to Hopeman and requested party briefing on whether this
matter should be stayed in its entirety until the bankruptcy
proceeding against Hopeman is completed.
The Court notes Plaintiffs insist no exception is present to stay
the entirety of this matter. From their forecast, a stay related to
Hopeman's bankruptcy would necessarily be indefinite, causing
significant hardship to Plaintiffs. Although advocating for a full
stay of the proceedings, Avondale does not completely tie this
litigation to Hopeman's bankruptcy resolution, however. Instead,
Avondale notes the bankruptcy court is currently weighing whether
non-bankruptcy claims can proceed against Liberty Mutual Insurance
Company, the insurer of Hopeman and Hopeman subsidiary Wayne
Manufacturing Corporation. Liberty Mutual and Wayne are also
parties to this asbestos litigation.
Judge Barbier concludes that although sympathetic to Plaintiffs'
desire for an expedient resolution, the balance of party interests
favors a brief stay to permit the bankruptcy court to determine the
status of co-defendants in this and similar actions. Denying a stay
would risk co-defendants suffering the clear inequity of the
enforcement of a standard at odds with the underlying bankruptcy
action. Further, tying this stay to the bankruptcy court's
resolution of the co-defendant question both provides a limited
timeframe and promotes judicial economy.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=vv7ir7
About Hopeman Brothers, Inc.
During the 1980s, Hopeman Brothers, Inc. transitioned its business
away from ship joining and into manufacturing check-out counters
used in commercial retail stores such as Walmart. In 2002, Hopeman
spun off its cabinet-making business into Cinnabar Solutions, Inc.
In 2003, Hopeman sold substantially all of its remaining
shipbuilding-related assets to an unrelated party, US Joiner LLC,
pursuant to an asset purchase agreement, dated as of December 23,
2003. Since the asset sale in 2003, Hopeman has had no business
operations and exists solely to defend and, when appropriate,
settle asbestos-related claims.
Hopeman Brothers filed Chapter 11 petition (Bankr. E.D. Va. Case
No. 24-32428) on June 30, 2024, with $50 million to $100 million in
both assets and liabilities.
The Debtor tapped Hunton Andrews Kurth, LLP as bankruptcy counsel;
Blank Rome, LLP as special insurance counsel; Courington, Kiefer,
Sommers, Marullo & Matherne, LLC as special asbestos counsel; and
Stout Risius Ross, LLC as financial advisor. Kurtzman Carson
Consultants, LLC is the claims and noticing agent.
I-ON DIGITAL: Reports $475,435 Net Loss in Fiscal Q3
----------------------------------------------------
I-ON Digital Corp. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $475,435 for the three months ended September 30, 2024, compared
to a net loss of $114,110 on $32,625 of net sales for the three
months ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $1,208,962 on $32,625 of net sales, compared to a net
loss of $441,915 on $65,250 of net sales for the same period in
2023.
As of September 30, 2024, the Company had $18,597,774 in total
assets, $2,113,778 in total liabilities, and $16,483,996 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mr3vx555
About I-On
Chicago, Ill.-based I-ON Digital Corp. was incorporated on July 5,
1999, and is engaged in providing digital-based enterprise
solutions, including the digitization and distribution of precious
metals, primarily gold, and other asset-based digital securities on
the blockchain.
New York, N.Y.-based Kreit & Chiu CPA LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated June 6, 2024. The report noted that the Company had an
accumulated deficit of $3,496,501 and $2,691,363 at December 31,
2023 and 2022, respectively; working capital deficits of $707,969
and $0 at December 31, 2023 and 2022, respectively; net losses of
$805,138 and $27,625 for the years ended December 31, 2023 and
2022, respectively; and net cash used in operating activities of
approximately $498,834 and $792,936 for the years ended December
31, 2023 and 2022, respectively. These matters raise substantial
doubt about the Company's ability to continue as a going concern.
I-ON Digital reported a net loss of $805,138 and $27,625 for the
years ended December 31, 2023 and 2022, respectively.
INDEPENDENCE CONTRACT: Seeks Chapter 11 w/ $207Mil. Debt-Swap Plan
------------------------------------------------------------------
Rick Archer and Yun Park of Law360 report that Independence
Contract Drilling, a provider of oil and gas drilling services, has
sought Chapter 11 bankruptcy protection in a Texas court, citing
more than $230 million in debt and a prearranged debt-for-equity
restructuring plan.
About Independence Contract Drilling
Independence Contract Drilling provides oil and gas drilling
services.
Independence Contract Drilling sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90612)
on December 2, 2024. In the petition signed by J. Anthony Gallegos,
Jr., as president and chief executive officer, the Debtor reports
total assets as of Sept. 30, 2024 amouting to $356,854,000 and
total debts as of Sept. 30, 2024 of $216,785,000
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
Debtors'
Lecal Counsel: Duston McFaul, Esq.
Maegan Quejada, Esq.
SIDLEY AUSTIN LLP
1000 Louisiana Street, Suite 5900
Houston, Texas 77002
Tel: (713) 495-4500
Fax: (713) 495-7799
Email: dmcfaul@sidley.com
mquejada@sidley.com
- and -
Michael Sabino, Esq.
787 Seventh Avenue
New York, New York 10019
Tel: (212) 839-5300
Fax: (212) 839-5599
Email: msabino@sidley.com
Debtors'
Financial &
Restructuring
Advisor: RIVERON CONSULTING, LLC
Debtors'
Investment
Banker: PIPER SANDLER & CO.
Debtors'
Claims &
Noticing
Agent: KROLL RESTRUCTURING ADMINISTRATION LLC
INDIVIDUALIZED ABA: U.S. Trustee Appoints J. Nathan Rubin as PCO
----------------------------------------------------------------
Tracy Hope Davis, the U.S. Trustee for Region 17, appointed J.
Nathan Rubin as patient care ombudsman for Individualized ABA
Services for Families, LLC.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Northern District of California on
November 6.
Section 333 of the Bankruptcy Code provides that J. Nathan Rubin,
as the patient care ombudsman, shall:
* Monitor the quality of patient care provided to patients of
the Debtors, to the extent necessary under the circumstances,
including, to the extent necessary, interviewing patients,
physicians, and other appropriate interested parties;
* In the event that the patient care ombudsman determines that
the quality of patient care provided to patients of the Debtors are
declining significantly or are otherwise being materially
compromised, file with the Court a motion or a written report with
notice to the parties in interest immediately upon making such
determination;
* As required by Section 333(b)(2) of the Bankruptcy Code, not
later than 60 days after the date of appointment, and not less
frequently than at 60-day intervals thereafter, report to the Court
after notice to the parties in interest, at a hearing or in
writing, regarding the quality of patient care provided to patients
of the Debtors.
Mr. Rubin disclosed in a court filing that he is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The ombudsman may be reached at:
J. Nathan Rubin, M.D.
4955 Van Nuys Blvd., #308,
Sherman Oaks, CA 91403
Telephone: (818) 501-1455
Email: jnrubinmd@yahoo.com
About Individualized ABA Services
for Families
Individualized ABA Services for Families, LLC sought relief under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Calif. Case No. 24-41559) on October 2, 2024, with total assets of
$193,244 and total liabilities of $1,635,914. Raajna Naidu, chief
executive officer, signed the petition.
Judge William J. Lafferty oversees the case.
The Debtor is represented by Michael Jay Berger, Esq., at the Law
Offices of Michael Jay Berger.
INSIGHT TERMINAL: City of Oakland Must Face Adversary Case
----------------------------------------------------------
Judge Joan A. Lloyd of the United States Bankruptcy Court for the
Western District of Kentucky denied the City of Oakland's motion to
dismiss the case captioned as INSIGHT TERMINAL SOLUTIONS, LLC, as
the Reorganized Debtor, Plaintiff(s) v. CITY OF OAKLAND,
Defendant(s), Adv. Proc. No. 24-03007 (Bankr. W.D. Ky.).
Plaintiff's sublandlord, Oakland Bulk and Oversized Terminal, LLC,
and the City executed a series of contracts, including a
Development Agreement dated July 16, 2013, and the Army Base
Gateway Development Project Ground Lease for West Gateway, dated
February 16, 2016,that vested in OBOT the right to develop and
operate the Terminal. The City and its outside counsel acknowledged
early on that coal was a likely bulk commodity to be handled by the
Terminal.
Arguably due to political pressures and after the execution of the
Ground Lease, the City passed an ordinance that prohibited the
handling, storage and transportation of coal within the City, and
applied the Ordinance only to the Terminal through a resolution.
Thereafter, OBOT filed a federal civil action against the City
challenging the validity of the Ordinance and Resolution.
On September 24, 2018, OBOT and Plaintiff entered into the Army
Base Gateway Redevelopment Project Sub-Ground Lease for West
Gateway, which granted Plaintiff the right (and obligation) to
develop and operate the Terminal. However, the City abandoned all
pretense of complying with the federal courts and refused to
perform its contractual obligations under the DA or Ground Lease,
which, according to the Debtor, was an effort to achieve the goals
of the Resolution that was struck down by the federal courts.
On or about November 22, 2018, the City attempted to terminate its
Ground Lease with OBOT and subsequently refused to process
Plaintiff's design permit applications and schedule meetings. The
City also refused to issue Plaintiff the valid estoppel certificate
and non-disturbance agreement that the City was obligated to
provide under the Ground Lease.
Because the City refused to honor its obligations, Plaintiff was
unable to access additional capital and pay back its loan to Autumn
Wind Lending, and Plaintiff was forced to file a petition for
Chapter 11 bankruptcy protection with this Court.
On December 4, 2018, OBOT filed a lawsuit against the City in the
Superior Court of California, County of Alameda seeking relief for
the City's improper Ground Lease termination. Following a bench
trial, the court (1) entered a November 22, 2023 Statement of
Decision detailing the City's bad faith acts and omissions; and
(ii) on January 23, 2024, entered Judgment in favor of OBOT -- and
against the City -- finding, in pertinent part, that: (a) OBOT is
not in default of the Ground Lease; (b) the City's November 22,
2018 termination of the Ground Lease was unlawful and invalid, and,
therefore, void; and (c) the City's termination of the Development
Agreement, with respect to the Premises, is also void.
On March 11, 2024, Plaintiff filed the Complaint seeking to hold
the City accountable for its interference with Plaintiff's
third-party contract and prospective economic advantage and the
damages directly resulting therefrom, which Plaintiff believes to
be at least one billion dollars. The Complaint seeks to hold the
City accountable for its improper acts and omissions with respect
to the Debtor's utilization and monetization of the Sub-Ground
Lease to develop a rail-to-ship bulk commodity terminal at the
former Oakland Army Base, the damages from which directly led to
the Debtor filing its bankruptcy petition with this Court.
On May 1, 2024, the Defendant, City of Oakland, filed a Motion to
Dismiss this Adversary Proceeding.
The City seeks dismissal of the Complaint under Federal Rule of
Civil Procedure 12(b), incorporated into this proceeding under
Bankruptcy Rule 7012(b), on two grounds: first, dismissal for lack
of subject-matter jurisdiction pursuant to Federal Rule 12(b)(1),
and second, dismissal for failure to state a claim upon which
relief can be granted pursuant to Federal Rule 12(b)(6).
The City argues that this adversary proceeding falls outside the
broad ambit of the district court's bankruptcy jurisdiction under
28 U.S.C. Sec. 1334(b). The City is mistaken.
It is well established that a bankruptcy court's subject matter
jurisdiction derives from 28 U.S.C. Sec. 1334.
Relying on the factor-driven analysis from a bankruptcy court
opinion from the Eastern District of Kentucky in Tew v. ED&F Man
Capital Markets, Ltd. (In re Tew), No. 20-51078, 2023 WL 7981684,
at *7 (Bankr. E.D. Ky. Nov. 16, 2023), the City argues in its
Motion to Dismiss that the Court lacks jurisdiction because:
(a) the City did not actively participate in the
chapter 11 case,
(b) the subject claims are not rooted in bankruptcy and lack a
close nexus with the chapter 11 case,
(c) the Debtor reorganized rather than liquidated, and
(d) the Plan does not adequately preserve Jurisdiction over the
subject claims.
The City is wrong on all counts, the Court finds.
The Court determines that the matters asserted in the Complaint are
related to this bankruptcy case and are relevant to the execution
of the confirmed Plan. The Complaint's allegations are inextricably
intertwined with the Debtor's chapter 11 case and the restructuring
contemplated in the Plan. That is to say the outcome of this
adversary proceeding could conceivably have an effect on the estate
being administered in bankruptcy"
Plaintiff asserts two causes of action against the City: tortious
interference with prospective economic advantage and tortious
interference with contract. The City argues that the tortious
interference with prospective economic advantage claim is barred by
the California Tort Claims Act, the statute of limitations, the
City's pending appeal of the California judgment and because a
breach of contract is not an independent act sufficient to support
tort claims. None of these positions are with merit, the Court
finds.
Plaintiff's claims are permitted by statute, are not time barred as
the City admitted in prior statements to the Court and because the
City's misconduct continues, the automatic stay under California
law only stays enforcement of the California Judgment, and
Plaintiff has not asserted a cause of action for breach of
contract. The Court finds Plaintiff meets the pleading requirements
to state claims against the City for tortious interference with
prospective economic advantage and tortious interference with
contract.
Judge Lloyd explains that the City's argument that Plaintiff's
claims fail because a breach of contract is not an adequate
independent act to support tort claims is misplaced. No contract
between the City and ITS exists and ITS has not asserted a breach
of contract claim against the City. Because the Complaint properly
pleads all of the elements of tortious interference with
prospective economic advantage, and because the City has not moved
to dismiss Plaintiff's claim for tortious interference with
contract, the Motion should be denied.
She concludes that the jurisdiction of this Court is clearly
established based on the City's voluntary participation in the
bankruptcy case, the related-to nature of the claims, and the broad
jurisdiction retained under the Confirmation Plan. Moreover, ITS's
claims are timely and well-pled, as they are not barred by the
California Tort Claims Act, statute of limitations, or any
automatic stay pending appeal. Therefore, the City's Motion to
Dismiss is denied.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=EjNqIQ
About Insight Terminal Solutions
Insight Terminal Solutions -- http://insightterminals.com/
-- is an Oakland, Calif.-based company that provides terminal and
stevedoring services at the Oakland Bulk and Oversized Terminal
(OBOT) for a variety of bulk agriculture and mineral commodities.
Insight Terminal Solutions and its affiliate Insight Terminal
Holdings, LLC filed voluntary petitions for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Ky. Lead Case No. 19-32231)
on July 17, 2019. The petitions were signed by John J. Siegel,
Jr., manager.
At the time of filing, Insight Terminal Solutions was estimated to
have $1 million to $10 million in assets and $10 million to $50
million in liabilities. Insight Terminal Holdings was estimated to
have up to $50,000 in assets and $1 million to $10 million in
liabilities.
Andrew David Stosberg, Esq., at Middleton Reutlinger, represents
the Debtor.
On April 27, 2020, Autumn Wind Lending, LLC filed its Chapter 11
Plan of Reorganization for Insight Terminal. On May 26, 2020,
Insight Terminal filed its Chapter 11 Plan. On July 19, 2020,
Insight Terminal filed its First Amended Chapter 11 Plan.
On November 3, 2020, following a hearing before the Bankruptcy
Court, Insight Terminal withdrew its Amended Chapter 11 Plan and
the Court entered an Order of Confirmation of the Amended Plan of
Creditor Autumn Wind Lending.
IRON MOUNTAIN: S&P Rates New $750MM Senior Unsecured Notes 'BB-'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '3'
recovery rating to Iron Mountain Inc.'s (IRM) proposed $750 million
senior unsecured notes due 2033. The '3' recovery rating indicates
its expectation for meaningful (50%-70%; rounded estimate: 55%)
recovery in the event of a default.
S&P views the transaction as leverage neutral and believe it will
increase the company's available liquidity. IRM intends to use the
proceeds from the notes to repay a portion of its outstanding
revolver balance.
The company's S&P Global Ratings-adjusted net leverage was elevated
at 6.6x for the 12 months ended Sept. 30, 2024, due to its
increased growth capital expenditure (capex) and restructuring
costs. However, pro forma for the expected EBITDA from its
pre-leased data centers, IRM’s leverage was about 6.2x, which is
in line with our expectations. The company's elevated growth capex
supports our forecast for a double-digit percent increase in its
revenue and EBITDA over the next three years.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
S&P has updated its recovery analysis to reflect IRM's new notes
issuance and subsequent partial revolver repayment.
Simulated default assumptions
-- Simulated default year: 2028
-- EBITDA at emergence: $1,475 million
-- EBITDA multiple: 6.0x
-- Going-concern valuation: $8,852 million
-- Real estate (40% stress to book value): $2,614 million
-- Gross recovery value: $11,466 million
S&P said, "Our simulated default scenario assumes a default in 2028
due to financial stress arising from a deep cyclical downturn and
an accelerating shift away from paper, as well as increased
competitive and technological pressures that hinder its digital
storage and data center development.
"We estimate a gross recovery value of about $11.5 billion, which
comprises about $8.9 billion of going-concern value plus about $2.6
billion of real estate value (assumes 40% stress to book value)
because the company has significant unencumbered real estate from
its storage facilities and recent growth investments in data
centers.
"Our $8.9 billion going-concern valuation assumes emergence EBITDA
of $1.475 billion, to which we applied a 6.0x multiple."
Simplified waterfall
-- Net direct recovery available to senior secured debt: $2,082
million
-- Recovery from unencumbered value: $1,446 million
-- Total recovery for senior secured debt: $3,528 million
-- Senior secured debt outstanding at default: $4,642 million
--Recovery expectations: 70%-90% (rounded estimate: 75%)
-- Recovery from unencumbered value: $6,813 million
-- Unsecured debt outstanding at default: $9,315 million
-- Aggregate deficiency claims of senior secured debt: $2,560
million
-- Other unsecured claims: $191 million
-- Total unsecured claims: $12,066 million
--Recovery expectations: 50%-70% (rounded estimate: 55%)
JBRI CONSTRUCTION: Gets Final OK to Use Cash Collateral
-------------------------------------------------------
JBRI Construction Services, LLC received final approval from the
U.S. Bankruptcy Court for the Southern District of Texas, Houston
Division to use the cash collateral of M&T Equipment Finance
Corporation and other secured creditors.
The final order approved the use of cash collateral to fund the
company's operating expenses and make payments to secured creditors
as set forth in its monthly operating budget. The budget shows
$162,182.21 in operating expenses and $13,691.45 in secured
creditors' payments.
As adequate protection for the use of cash collateral, JBRI was
ordered to make monthly payments of $651.72 to Ally Auto Finance,
$5,532.23 to Ford Auto Finance, $3,397.50 to Kubota, and $4,110 to
M&T.
In addition, M&T was granted replacement liens on all property that
is currently subject to any pre-bankruptcy liens in favor of M&T to
the same extent and with the same priority and validity of its
pre-bankruptcy liens.
As of the petition date, M&T is owed $79,038.60 on account of the
$159,408 loan it provided to JBRI. The loan is secured by certain
assets of the company, including cash proceeds of such assets,
which constitute M&T's cash collateral.
About JBRI Construction Services
JBRI Construction Services, LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 24-35173) on
November 4, 2024, with total assets of $1,240,722 and total
liabilities of $1,597,807. Thomas Benevegnu, president of JBRI,
signed the petition.
Judge Eduardo V. Rodriguez handles the case.
The Debtor is represented by Julie M. Koenig, Esq., at Cooper &
Scully, P.C.
JOONKO DIVERSITY: Lewis Brisbois Represents Certain Shareholders
----------------------------------------------------------------
In the Chapter 11 case of Joonko Diversity Inc., certain
shareholders filed a verified statement pursuant to Rule 2019 of
the Federal Rules of Bankruptcy Procedure.
In the second half of 2024, the Certain Shareholders contacted
Lewis Brisbois Bisgaard & Smith LLP ("LBBS") to represent them in
connection with the Debtor’s bankruptcy case.
LBBS represents only the Certain Shareholders and does not
represent, or purport to represent, any other entity in connection
with the Debtor's chapter 11 case. LBBS does not represent the
Certain Shareholders as a "committee" and does not undertake to
represent the interests of, and is not a fiduciary for, any
creditor, party in interest, or entity other than the Certain
Shareholders. In addition, the Certain Shareholders does not
represent or purport to represent any other entities in connection
with the Debtor's chapter 11 case.
Upon information and belief formed after due inquiry, LBBS does not
hold any claim against, or interests in, the Debtor or its estate,
other than claims for fees and expenses incurred in representing
the Certain Shareholders.
The Certain Shareholders' address and the nature and amount of
disclosable economic interests held in relation to the Debtors are:
1. Funds and/or accounts, or subsidiaries of such funds and/or
accounts, managed, advised or
controlled by Timberline Holdings III, LLC or affiliate thereof
3800 Colonnade Parkway,
Suite 430 Birmingham, AL 35243
* Preferred Seed 1 Stocks (603,614)
* Preferred Seed 3 Stocks (299,857)
* Preferred A 1 Stocks (680,100)
2. Funds and/or accounts, or subsidiaries of such funds and/or
accounts, managed, advised or
controlled by Martin Damsky or a subsidiary thereof
3508 Mill Run Road
Birmingham, AL 35223
* Preferred Seed 1 Stocks (219, 497)
3. Funds and/or accounts, or subsidiaries of such funds and/or
accounts, managed, advised or
controlled by BHM Venture Investment, LLC or a subsidiary
thereof
3517 Spring Valley Ct
Birmingham, AL 35223
* Preferred Seed 1 Stocks (263,397)
4. Funds and/or accounts, or subsidiaries of such funds and/or
accounts, managed, advised or
controlled by Kapor Enterprises, Inc. or a subsidiary thereof
2148 Broadway,
Oakland, CA 94612
* Preferred A 2 Stocks (340, 050)
5. Funds and/or accounts, or subsidiaries of such funds and/or
accounts, man-aged, advised or
controlled by Kapor Capital or a subsidiary thereof
2148 Broadway,
Oakland, CA 94612
* Preferred Seed 1 Stocks (768,234)
* Preferred Seed 2 Stocks (1,097,487)
* Preferred A 1 Stocks (680,100)
6. Funds and/or accounts, or subsidiaries of such funds and/or
accounts, managed, advised or
controlled by Bronze Valley Corporation or a subsidiary thereof
420 20th Street N, Unit 2200,
Birmingham, AL
* Preferred Seed 1 Stocks (219,497)
Counsel to the Certain Shareholders:
LEWIS BRISBOIS BISGAARD & SMITH LLP
Rafael X. Zahralddin, Esq.
500 Delaware Avenue, Suite 700
Wilmington, DE 19801
Telephone: (302) 295-9440
Facsimile: (302) 985-6004
Email: rafael.zahralddin@lewisbrisbois.com
-and-
Minyao Wang, Esq.
77 Water Street, Suite 2100
New York, New York 10005
(212) 232-1300
Email: Minyao.Wang@lewisbrisbois.com
About Joonko Diversity Inc.
Joonko Diversity Inc. is an AI-powered employee recruitment
venture.
Joonko Diversity sought relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 24-11007) on May 14, 2024. In the
petition filed by Ilan Band, as chief executive officer, the Debtor
estimated assets between $1 million and $10 million and estimated
liabilities up to $50,000.
McDermott Will & Emery LLP, led by David R. Hurst, is the Debtor's
counsel.
JPK NEWCO: Disposable Income to Fund Plan Payments
--------------------------------------------------
JPK NewCo, LLC, filed with the U.S. Bankruptcy Court for the
District of Columbia a Plan of Reorganization under Subchapter V
dated November 4, 2024.
The Debtor has classified all Claims and Interests in accordance
with Sections 1122, 1123 and 1190 of the Bankruptcy Code.
Class 1 consists of Allowed General Unsecured Claims. In full and
complete satisfaction, discharge and release of the Class 1 Claims,
the Debtor shall pay the Holders of Allowed Class 1 Claims, without
interest, their pro-rata shares of all available projected
disposable income, paid semi-annually beginning sixty days after
the Effective Date and continuing during the term of this Plan.
Pending resolution of the Note Litigation, payments to Holders of
Allowed Class 1 Claims shall total no less than $5,000.00 each
semi-annual period and will be paid by drawing on the DIP Financing
if other funds are not then available. Class 1 General Unsecured
Claims that are undisputed total $50,000.00.
In addition, there are two scheduled general unsecured claims that
have not been assigned a value because they are disputed and
unliquidated. Holders of Class 1 General Unsecured Claims are
expected to receive one hundred percent of the principal amount of
their Allowed Claims with interest at the contract rate. Class 1 is
impaired and therefore the Holders of Class 1 Claims are entitled
to vote to accept or reject the Plan.
Class 2 consists of Equity Interests. On the Effective Date, the
legal, equitable and contractual rights of the Debtor in its assets
and properties shall be retained unaltered. Class 2 is Unimpaired.
As a result, pursuant to Section 1126(f) of the Bankruptcy Code,
the holders of the equity interests in the Debtor are conclusively
deemed to have accepted the Plan and, therefore, are not entitled
to vote to accept or reject the Plan.
Except as otherwise provided in this Plan or the Confirmation
Order, all property of the Debtor's estate shall, pursuant to
Sections 1141(b) and 1141(c) of the Bankruptcy Code, vest in the
Debtor as of the Effective Date free and clear of any Claim of any
Creditor provided for by this Plan.
The sources and value of funds and assets for distribution is as
follows:
* The collection of the amounts due under the Energy Morocco
Note.
* The collection of the amounts due under the Notes.
* DIP Financing. WCP shall make advances to the Debtor from
time to time with existing balances not to exceed $100,000.00 at
any time. The amounts advanced shall accrue interest at the rate of
Prime plus 3% per annum and shall be secured by a first priority
lien on and against all of the Debtor's assets. The liens and
security interests granted to WCP under this Plan shall become and
are duly perfected without the necessity for the execution, filing
or recording of financing statements, security agreements and other
documents which might otherwise be required pursuant to applicable
non-bankruptcy law for the creation or perfection of such liens and
security interests.
Except as otherwise set forth in the Plan, the term of the Plan
begins on the Effective Date and ends on the sixtieth month
subsequent to that date.
The Debtor's regular disposable income is not calculable at this
time because, it substantially depends upon the results of the Note
Litigation. As addressed in Section 4.3, the sources of funds are
the collection of the amounts due under the Energy Morocco Note and
the Notes, and will be supplemented by DIP Financing to the extent
necessary to make the required $5,000.00 in total semi-annual
payments to Holders of Allowed Class 1 Claims.
If the Debtor is able to recover the amounts due under the Notes,
Unsecured Creditors holding Allowed Claims will receive payment of
their Claims in full. If the Debtor is unable to recover the
amounts due under the Notes, Holders of Allowed Claims will be paid
pro rata from the Debtor's Disposable Income in accordance with the
priorities set forth in the Bankruptcy Code and this Plan.
A full-text copy of the Plan of Reorganization dated November 4,
2024 is available at https://urlcurt.com/u?l=7qWaac from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Jeffrey M. Orenstein, Esq.
Wolff & Orenstein, LLC
15245 Shady Grove Road
Suite 465, North Lobby
Rockville, MD 20850
Tel: (301) 250-7232
Email: jorenstein@wolawgroup.com
About JPK NewCo
Shaheen Sariri, a creditor of JPK NewCo, LLC, filed an involuntary
Chapter 11 bankruptcy petition against the company (Bankr. D.D.C.
Case No. 24-00262) on July 23, 2024.
The petitioning creditor is represented by Kristen E. Burgers,
Esq., at Hirschler Fleischer PC.
The Debtor tapped the VerStandig Law Firm, LLC as special counsel.
K & M AMUSEMENT: Gets Court OK to Use Cash Collateral Until Dec. 12
-------------------------------------------------------------------
K & M Amusement Center, LLC received interim approval from the U.S.
Bankruptcy Court for the District of Massachusetts to use cash
collateral through Dec. 12.
The debtor must submit a reconciled budget and monthly bank
balances by Dec. 6 and provide projected budgets for December 2024
to February 2025.
The next hearing is set for Dec. 12.
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.
KIX SCREENING: Hires Walker Law Office as Bankruptcy Counsel
------------------------------------------------------------
KIX Screening and Protection LLC seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Walker Law Office as counsel.
The firm will provide these services:
a. advise and assist Debtor regarding compliance with the
requirements of the United States Trustee;
b. advise 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. conduct examinations of witnesses, claimants or adverse
parties and to prepare and assist in the preparation of reports,
accounts and pleadings;
d. advise concerning the requirements of the Bankruptcy Code
and applicable rules;
e. assist with the negotiation, formulation, confirmation and
implementation of a Chapter 11 plan;
f. make any appearances in the Bankruptcy Court on behalf of
the debtor; and
g. take such other action and to perform such other services
as the debtor may require.
The firm will be paid at $300 per hour.
Walker Law Office will be paid a retainer in the amount of $5,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Rhonda Walker, a partner at Walker Law Office, 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:
Rhonda Walker
Walker Law Office
440 E. Huntington Drive., Suite 300
Arcadia, CA 91006
Tel: (626) 577-7322
Fax: (626) 628-3210
About KIX Screening and Protection LLC
KIX Screening and Protection LLC, filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 4-03413) on Sept. 11, 2024. The
Debtor hires Walker Law Office as counsel.
KWAME CINQUE NKRUMAH: Creditor Loses Bid to Reopen Chapter 11 Case
------------------------------------------------------------------
Chief Judge Ann M. Nevins of the United States Bankruptcy Court for
the District of Connecticut New Haven Division denied the motion
filed by self-represented creditor Robert E. Artis to reopen the
Chapter 11 case of Kwame Cinque Nkrumah pursuant to 11 U.S.C. Sec.
362(d)(4).
Artis filed three motions in this closed Chapter 11 bankruptcy
case, including a motion to reopen the case, a motion to waive the
$1,167 fee, and a motion to then dismiss the case after obtaining
in rem relief pursuant to 11 U.S.C. Sec. 362(d)(4). Movant's goal
appears to be obtaining prospective relief from the automatic stay,
for two years, to prevent the automatic stay from shielding real
property known as 216 Spring Street, New Haven, Connecticut alleged
to be owned by Kwame Cinque Nkrumah. Relief under Bankruptcy Code
Sec. 362(d)(4) would prevent the automatic stay from affecting the
Property, even if it is transferred to another person and that
person files a future bankruptcy case. Importantly, this type of
future in rem relief is limited to a period of two years after the
court enters an order granting relief under Bankruptcy Code Sec.
362(d)(4).
Accordingly, 28 U.S.C. Sec. 1930 provides no authority for a
waiver, and the Court has no authority to waive the filing fee for
the Motion to Reopen or the 362(d)(4) Motion. For those reasons,
the Fee Waiver will be denied.
Movant seeks to reopen this Chapter 11 case, which was dismissed in
early 2022 and closed on March 11, 2022, to obtain in rem relief
from the automatic stay pursuant to 11 US.C. Sec. 362(d)(4). Movant
argues "numerous filings" by the Debtor and members of his family
indicate an abuse of the bankruptcy system, hindering Movant's
efforts to foreclose on the Property. The Court interprets the
Motions as asserting that the Debtor is engaged in a scheme to
delay, hinder, or defraud Movant's foreclosure efforts within the
meaning of Bankruptcy Code Sec. 362(d)(4)(B) and that this alleged
scheme constitutes "other cause" within the meaning of Bankruptcy
Code Sec. 350(b).
Considering the totality of the circumstances, the Court has not
been provided with a sufficient evidentiary record at this time to
conclude that this bankruptcy filing was intended to be part of "a
scheme to delay, hinder, or defraud" Movant.
Judge Nevins concludes tat it's clear at the outset that no relief
would be forthcoming by granting the motion to reopen' because
Movant has not set forth a sufficient legal basis for the Court to
grant prospective stay relief under 11 U.S.C. Sec. 362(d)(4)(B).
Accordingly, there is also not sufficient 'cause' to reopen this
case pursuant to 11 U.S.C. Sec. 350(b). Importantly, the Court
cannot find, and Movant has not offered, any authority to support
that the Court may -- at any time -- re-open a long-ago closed case
for the purpose of providing prospective relief under Sec.
362(d)(4). Because the Court cannot grant such relief here, the
362(d)(4) Motion is moot.
The Motion to Reopen is denied, the Court holds.
The 362(d)(4) Motion will not be acted upon as "[a]ny substantive
motion filed with the Motion to Reopen may not be acted upon unless
and until the Motion to Reopen is granted."
A copy of the Court's decision is available at
https://urlcurt.com/u?l=AxWu1P
Kwame Cinque Nkrumah sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Conn. Case No. 21-30912). The case was
dismissed in early 2022 and closed on March 11, 2022.
LECAT TRINH: Unsecured Creditors to be Paid in Full in Plan
-----------------------------------------------------------
LeCat Trinh, LLC, filed with the U.S. Bankruptcy Court for the
Central District of California a Plan of Reorganization dated
November 4, 2024.
The Debtor is a single member LLC. The sole managing member is
Barbara Nguyen. Debtor owns real estate located at 385 N.
Equestrian Drive, Orange, CA 92869.
The property is a single family residence consisting of 12,288
square feet of living area on a 43,560 lot. There were two recent
appraisals of the property in the amounts of $5,225,000.00 and
$5,500,000.00. The property is encumbered by a 1st Trust Deed with
a balance of approximately $2,000,000.00 and a 2nd Trust Deed with
a balance of approximately $1,900,000.00.
The Debtor was in the process of refinancing the property however
the 2nd TD initiated foreclosure proceedings and was not willing to
extend the foreclosure to allow completion of the refinancing.
This Plan is a plan of reorganization. In other words, the Debtor
seeks to make payments under the Plan to holders of allowed claims.
The timing of payments to particular creditor groups will depend
upon their classification under the Plan.
The Debtor had expected to obtained a refinance of the Property
prior to the maturity of the private money loans but delays in loan
approval led to a scheduled foreclosure by the holder of the 2 nd
Trust Deed.
Class 3 consists of General Unsecured Claims. In the present case,
the Debtor estimates that Class 3 general unsecured debt totals
$33,154.59. Class 3 will be paid in full on the effective date of
the plan through a capital contribution from Debtor's managing
member. This Class is impaired.
The Plan will be funded from capital contributions from Debtor's
managing member.
A full-text copy of the Plan of Reorganization dated November 4,
2024 is available at https://urlcurt.com/u?l=TUtdWJ from
PacerMonitor.com at no charge.
Proposed Attorney for the Debtor:
Thomas B. Ure, Esq.
Ure Law Firm
8280 Florence Avenue, Suite 200
Downey, CA 90240
Telephone: (213) 202-6070
Facsimile: (213) 202-6075
Email: tom@urelawfirm.com
About LeCat Trinh
LeCat Trinh, LLC, is a single member LLC that owns real estate
located at 385 N. Equestrian Drive, Orange, CA 92869.
The Debtor sought relief under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Cal. Case No. 24-11956) on August 5, 2024, listing up
to $10 million in both assets and liabilities.
Judge Scott C. Clarkson oversees the case.
Thomas B. Ure, Esq., at Ure Law Firm, serves as the Debtor's
counsel.
LOVING KINDNESS: U.S. Trustee Appoints Sara Flasher as PCO
----------------------------------------------------------
Andrew Vara, the U.S. Trustee for Regions 3 and 9, appointed Sara
Flasher, Esq., as patient care ombudsman for Loving Kindness
Healthcare Systems, LLC.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Western District of Pennsylvania on
November 7.
Section 333 of the Bankruptcy Code provides that Ms. Flasher, as
the patient care ombudsman, shall:
* Monitor the quality of patient care provided to patients of
the Debtor, to the extent necessary under the circumstances,
including, to the extent necessary, interviewing patients,
physicians, and other appropriate interested parties;
* In the event that the patient care ombudsman determines that
the quality of patient care provided to patients of the Debtor is
declining significantly or is otherwise being materially
compromised, file with the Court a motion or a written report with
notice to the parties in interest immediately upon making such
determination; and
* As required by Section 333(b)(2) of the Bankruptcy Code, not
later than 60 days after the date of appointment, and not less
frequently than at 60-day intervals thereafter, report to the Court
after notice to the parties in interest, at a hearing or in
writing, regarding the quality of patient care provided to patients
of the Debtor.
Ms. Flasher disclosed in a court filing that she is a
"disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The ombudsman may be reached at:
Sara J. Flasher, Esq.
P.O. Box 384
Warren, PA 16365
Phone: 412-977-2437
Email: legal007@aol.com
About Loving Kindness Healthcare Systems
Loving Kindness Healthcare Systems LLC is a state-licensed Home
Health Care Agency.
Loving Kindness Healthcare Systems sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 24-22610) on
Oct. 25, 2024, with up to $50,000 in assets and up to $10 million
in liabilities. Copa Davis, a member of Loving Kindness Healthcare
Systems, signed the petition.
Robert S. Bernstein, Esq., at Bernstein-Burkley PC represents the
Debtor as legal counsel.
MAT TRANSPORT: Seeks to Extend Plan Exclusivity to Feb. 17, 2025
----------------------------------------------------------------
Mat Transport, Inc. asked the U.S. Bankruptcy Court for the
District of Arizona to extend its exclusivity periods to file a
plan of reorganization and obtain acceptance thereof to February
17, 2025 and April 18, 2025, respectively.
The Debtor explains that its premises at Grand Avenue suffered
substantial damage during a storm the day after the Petition Date.
The Debtor's outdoor shade structures were torn apart by the high
winds in the storm and portions of the shade structures landed on
the roof, damaging the roof and dangling precariously, causing a
dangerous situation. The building that had previously served as the
Debtor's main base of operations was virtually unusable.
The Debtor claims that since the debris has been hauled away and
the Debtor obtained the required insurance, the Debtor has been
able to successfully obtain numerous shipping contracts and
preliminary analysis shows that it has approximately $9000 in
profit for October. Moreover, the roofing contractor is expected to
begin roof repairs. The Debtor believes that it will continue to
increase the number of contracts and its profitability in November
and beyond.
However, because of the unfortunate storm-related delays in getting
the business back on track, the Debtor currently has little data
from which to project its income and expenses and demonstrate plan
feasibility, and the monthly operating reports filed to date do not
reflect the Debtor's true profit potential. The requested time
extension will allow the Debtor to project its income and expenses
more accurately and will also provide additional operating data to
creditors through the additional monthly operating reports. It will
also allow the Debtor time to seek appropriate post-petition
financing to assist with its cash flow.
Moreover, the Debtor is still working to resolve the property
boundary issue with Beth Israel Congregation so that it can more
effectively market and more profitably sell its Jackson Street
Property, which will help resolve the debt owed to West Valley
National Bank and will improve the Debtor's financial situation,
which in turn will benefit all of its creditors. The requested
extension will allow time for the Debtor to seek and obtain this
Court's approval of the proposed resolution of the boundary issue
and to market and hopefully sell the Jackson Street Property
shortly thereafter.
Finally, the Debtor needs to obtain appraisals of its trucks so
that it can negotiate appropriate plan treatments for the claims
secured by the trucks. However, it has been difficult to find an
available appraiser. The Debtor has located an appraiser who has
agreed to assist but is unavailable until mid-December. The
requested extension will allow the Debtor time to obtain appraisals
and negotiate with the creditors for an appropriate plan treatment
of their claims.
Mat Transport, Inc. is represented by:
D. Lamar Hawkins, Esq.
Guidant Law, PLC
402 E. Southern Ave.
Tempe AZ 85282
Telephone: (602) 888-9229
Facsimile: (480) 725-0087
Email: lamar@guidant.law
About Mat Transport
Mat Transport, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 24-05932) on July 22,
2024. In the petition signed by Marko Tomovic, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Madeleine C. Wanslee oversees the case.
D. Lamar Hawkins, Esq., at Guidant Law, PLC, serves as the Debtor's
counsel.
MATTAMY GROUP: Moody's Alters Outlook on 'Ba2' CFR to Positive
--------------------------------------------------------------
Moody's Ratings has affirmed Mattamy Group Corporation's Ba2
corporate family rating, Ba2-PD probability of default rating, and
Ba3 senior unsecured notes ratings. The outlook is changed to
positive from stable.
"The change in outlook to positive reflects Mattamy's strong
operating results, growing scale and Moody's expectation that
Mattamy's debt/cap leverage will be around or below 35% through
fiscal 2026, underpinned by its leading market position in the
Canadian housing market" said Mikhil Mahore, Moody's Ratings
analyst.
RATINGS RATIONALE
Mattamy Group Corporation (Ba2 CFR) benefits from: (1) geographic
diversification across both Canada and the US with leading market
share in key communities; (2) high gross margins (31% at LTM
August-24) compared to US peers, supported by a large, low-cost
land position in the supply-constrained Greater Toronto Area (GTA);
(3) Moody's expectation that debt to book capitalization will be
around or below 35% in fiscal 2025 and 2026; and (4) strong revenue
visibility underpinned by mostly a build-to-order long-term
strategy and structural advantages in Canada's housing market.
The company is constrained by: (1) affordability challenges
negatively impacting new home sales demand and prices; (2) long
land supply and land development strategy exposing the company to
negative free cash flow; and (3) a lengthy entitlement process in
Canada requiring the maintenance of a large land bank.
Mattamy has good liquidity. As of August 2024, close to CAD1.2
billion is available under the company's CAD2.1 billion revolving
credit facilities expiring in November 2027. Uses are comprised of
Moody's estimate of negative free cash flow of around CAD100
million and debt maturities of about CAD138 million related to
project specific financings in the next four quarters. Mattamy has
ample headroom under financial covenants in its credit agreements,
which include debt to capitalization, interest coverage and minimum
net worth. The company has strong sources of alternate liquidity to
raise cash given its robust land inventory position, with assets
largely unencumbered.
The Ba3 rating assigned to Mattamy's senior unsecured notes, one
notch below the Ba2 CFR, reflects the notes' junior position
relative to the secured debt in Mattamy's capital structure.
The positive rating outlook reflects Moody's expectation that over
the next 12 to 18 months, Mattamy will maintain good liquidity as
it improves and sustains its adjusted debt to book capitalization
below 35% and maintains its consolidated gross margins above 25%.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Mattamy's ratings could be upgraded if the company increases its
scale while sustaining adjusted debt to book capitalization at or
below 35% throughout the year and EBIT interest coverage above
6.0x. An upgrade would also require positive free cash flow
generation, maintenance of a very good liquidity profile and more
conservative financial policy.
The ratings could be downgraded if gross margins, compress well
below 20%, if adjusted debt to book capitalization is maintained at
or above 45%, or if EBIT interest coverage remains below 5.0x. Any
material weakening of liquidity could also result in a downgrade.
The principal methodology used in these ratings was Homebuilding
and Property Development published in October 2022.
Mattamy Group Corporation, established in 1978 with headquarters in
Toronto, Ontario, constructs single-family homes and high-rise
buildings and has a presence in in Canada and the US.
MCCONNELL ROAD: Bankr. Administrator Unable to Appoint Committee
----------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina disclosed in a filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
McConnell Road South -- GSO LLC.
About McConnell Road South -- GSO
McConnell Road South -- GSO, LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-03767) on
October 29, 2024, with $10 million to $50 million in both assets
and liabilities. Zachary Tran, manager at McConnell Road South,
signed the petition.
Judge David M. Warren handles the case.
The Debtor is represented by Charles M. Ivey III, Esq., at Ivey,
McClellan, Siegmund, Brumbaugh & McDonough, LLP.
MCR HEALTH: Hires Buchanan Ingersoll as Special Counsel
-------------------------------------------------------
MCR Health, Inc. and AllCare Options, LLC seek approval from the
U.S. Bankruptcy Court for the Middle District of Florida to employ
Buchanan Ingersoll & Rooney PC as special counsel.
The firm will act as fact witnesses in an investigation involving
certain of the Debtors' former officers, directors, employees and
vendors.
The firm will be paid at these rates:
Attorneys $270 to $1,885 per hour
Paralegals $195 to $415 per hour
Prior to the petition date, the Debtors provided the firm with an
advance payment of $1,000,000 to establish a retainer for
professional services to be rendered and expenses to be incurred by
the firm. As a result of accrued interest, as of November 8, 2024,
the balance of the retainer was $1,001,323.75.
As of the petition date, the firm was owed $588,452.47, comprised
of $534,085.90 for fees and $54,366.57 in expenses, including
payments advanced for the consultants, for pre-petition services.
The Debtors request the Bankruptcy Court that the firm be permitted
to apply the Retainer to its Pre-Petition Claim.
Allison L. Borgatti, Esq., a shareholder at Buchanan Ingersoll &
Rooney, 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:
Allison L. Borgatti, Esq.
Buchanan Ingersoll & Rooney, PC
401 E. Jackson St., Suite 2400
Tampa, FL 33602
Tel: (813) 222-8180
About MCR Health, Inc.
MCR Health, Inc. and AllCare Options, LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Lead Case
No. 24-06604) on November 8, 2024, with $10 million to $50 million
in both assets and liabilities. Mary Ruiz, board chair, signed the
petitions.
Judge Roberta A. Colton oversees the cases.
Steven M. Berman, Esq., at Shumaker, Loop & Kendrick, LLP,
represents the Debtors as legal counsel.
MEDLIN EXPEDITED: Hires Hodges Doughty & Carson as Counsel
----------------------------------------------------------
Medlin Expedited + Leasing, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Tennessee to employ
Hodges Doughty & Carson, PLL as to handle its Chapter 11 case.
The firm will be paid at these rates:
Thomas H. Dickenson, Esq. 325 per hour
Jason L. Rogers, Esq. 325 per hour
Paralegals $100 per hour
The Debtor paid the firm a pre-petition retainer in the amount of
$5,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Thomas H. Dickenson, Esq., a partner at Hodges, Doughty & Carson,
PLL, 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:
Thomas H. Dickenson, Esq.
Hodges, Doughty & Carson, PLLC
P.O. Box 869
Knoxville, TN 37901
Tel: (865) 292-2243
About Medlin Expedited + Leasing, LLC
Medlin Expedited + Leasing LLC is part of the general freight
trucking industry.
Medlin Expedited + Leasing LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tenn. Case No.
24-32009) on November 14, 2024. In the petition filed by Susan
Medlin, as chief manager, the Debtor reports total assets of
$895,225 and total liabilities of $1,607,849.
Honorable Bankruptcy Judge Suzanne H. Bauknight handles the case.
The Debtor is represented by Thomas H. Dickenson, Esq. at HODGES,
DOUGHTY & CARSON, PLLC.
MEGA BROADBAND: S&P Alters Outlook to Stable, Affirms 'B+' ICR
--------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based internet and
cable TV provider Mega Broadband Investments Intermediate I LLC
(doing business as Vyve Broadband) to stable from positive and
affirmed its 'B+' issuer credit rating.
In addition, S&P affirmed its 'B+' issue-level rating and '4'
recovery rating on Vyve’s senior secured first-lien debt. The
incremental debt modestly reduces recovery prospects for first-lien
lenders to 40% from 45% under its hypothetical default scenario.
The stable outlook reflects S&P Global Ratings' expectation that
Vyve’s private equity ownership and the potential for further
distributions will likely keep leverage above 5x over the next
year.
The outlook revision reflects the likelihood that Vyve’s leverage
will remain elevated as financial policy considerations offset
high-single digit percent earnings growth. Solid growth in
broadband revenue combined with recent cost savings should enable
the company to grow earnings 7%-9% in 2025. However, S&P believes
that the company’s financial policy under private equity
ownership precludes any long-term credit metric improvement and
that leverage will likely remain above 5x.
Private equity sponsor GTCR and Cable One maintain a 55% and 45%
interest in Vyve, respectively. Between July 1 and Sept. 30, 2025,
the put option to purchase the remaining stake from private-equity
firm GTCR LLC can be exercised.
Higher average revenue per user (ARPU) coupled with modest
subscriber growth should enable Vyve to increase broadband revenue
around 5% in 2025. S&P said, "We expect Vyve's subscriber base will
increase 1%-2% in 2025, better than its relatively flat subscriber
trends in 2024. This is primarily due to headwinds from the
expiration of the Affordable Connectivity Program (ACP) in 2024,
which won’t repeat in 2025. ACP accounted for about 7% of
Vyve’s high-speed data (HSD) customers, driving weaker subscriber
additions this year. We expect net HSD subscriber additions of
3,000-4,000 in 2025. Our base-case forecast assumes that
residential HSD revenue will increase around 5% in 2025 due to
mid-single-digit percent ARPU growth as customers roll off
promotions, upgrade to faster speeds, and opt into wifi modems from
the company's eero brand."
S&P said, "We believe fiber-to-the-home (FTTH) competitors, such as
AT&T, will take market share because they offer very fast data
speeds, which could increase churn. Furthermore, Vyve is not as
well positioned as larger peers Comcast Corp. and Charter
Communications Inc. to effectively defend against FTTH competition
given its scale disadvantages and limited financial flexibility to
profitably bundle mobile service via a mobile virtual network
operator (MVNO) agreement with its in-home broadband product.
Still, we recognize that only about 35% of Vyve's footprint
overlaps with operators offering gigabyte speeds, noticeably better
than peers like Cable One at roughly 50%."
Fixed wireless access (FWA) will continue to pressure cable
subscriber additions for the next year or so. The technology works
well and is offered at lower prices. Therefore, S&P believes FWA
could make it more challenging for Vyve to add customers at the
lower end of the market, limiting its ability to take share from
digital subscriber line (DSL). FWA network capacity will eventually
become constrained, but it is unclear when. Furthermore, wireless
operators are deploying mid-band spectrum nationwide, enabling them
to offer faster data speeds. S&P believes FWA subscribers may skew
more rural because these markets have lower mobile data traffic
than urban areas.
However, the low density of rural markets means that not all homes
will be reachable by mid-band spectrum, which could insulate Vyve
to some degree, given the rural nature of its footprint.
The stable outlook reflects S&P Global Ratings' expectation that
Vyve’s private equity ownership and potential for further
distributions will limit improvement in leverage over the
long-term.
S&P said, "We could lower the rating if the company completes a
dividend or debt-financed acquisition that pushes leverage above
6.5x.
"We could raise the rating if leverage declines below 5x and free
operating cash flow (FOCF) to debt approaches 5%. In addition, an
upgrade would be contingent on removing any overhang of the
aggressive nature of Vyve’s controlling sponsor ownership."
MIDWEST CHRISTIAN: Plan Exclusivity Extended to Jan. 27, 2025
-------------------------------------------------------------
Judge Kathy Surratt-States of the U.S. Bankruptcy Court for the
Eastern District of Missouri extended Midwest Christian Villages,
Inc., and its affiliates' exclusive periods to file a plan of
reorganization and obtain acceptance thereof to January 27, 2025
and March 31, 2025, respectively.
As shared by Troubled Company Reporter, the Debtors have continued
to implement the marketing and sale process including continuing to
respond to due diligence inquiries from potential bidders and site
visits by those potential bidders as well as negotiate various
stalking horse transaction documents since the Petition Date. As
described in the Notice of Stalking Horse Bidders, the Debtors
selected certain stalking horse bidders for the sale of
substantially all of their assets.
The Debtors explain that the sale and marketing process is ongoing,
and the Debtors are targeting an auction date of November 12, 2024
to consider submitted Qualified Bids and Qualified APAs. As
demonstrated further, granting an extension of the Exclusive
Periods will help progress these cases and allow the Debtors to
focus on completing their ongoing marketing and sale process and
closing a going concern sale of their facilities.
The Debtors assert that they have focused on obtaining first day
and final relief from this Court needed to fund and operate their
facilities and retain their workforce. Operating in chapter 11
raises additional complications.
The Debtors further assert that they continue to respond to formal
or informal information requests from various parties and their
advisors, including, without limitation, the Committee, the Office
of the United States Trustee, UMB Bank, N.A., in its capacities as
successor master trustee, successor bond trustee and DIP lender
(referred to collectively in such capacities as "UMB"), and various
other creditors.
Co-Counsel to the Debtors:
Stephen O'Brien, Esq.
DENTONS US LLP
211 N Broadway Ste 3000
St. Louis, MO 63102
Telephone: (314) 241-1800
Email: stephen.obrien@dentons.com
Robert E. Richards, Esq.
Samantha Ruben, Esq.
DENTONS US LLP
233 S. Wacker Drive, Suite 5900
Chicago, Illinois 60606-6404
Telephone: (312) 876-8000
Email: robert.richards@dentons.com
samantha.ruben@dentons.com
-and-
David A. Sosne, Esq.
SUMMERS COMPTON WELLS LLC
903 South Lindbergh Blvd., Suite 200
St. Louis, Missouri 63131
Telephone: (314) 991-4999
Email: dsosne@scw.law
About Midwest Christian Villages Inc.
Midwest Christian Villages Inc. operates a mix of independent,
assisted and skilled nursing campuses in 10 locations across the
Midwest, serving over 1,000 residents.
Midwest Christian Villages and its affiliates filed their voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Mo. Lead Case No. 24-42473) on July 16, 2024, listing
$1 million to $10 million in assets and $10 million to $50 million
in liabilities. The petitions were signed by Kate Bertram, chief
operating officer.
Judge Kathy Surratt-States oversees the cases.
The Debtors tapped Stephen O'Brien, Esq., at Dentons US, LLP and
Summers Compton Wells, LLC as bankruptcy counsels; B.C. Ziegler and
Company as investment banker; and Plante Moran as auditor and tax
consultant. Kurtzman Carson Consultants, LLC, doing business as
Verita Global, is the claims and noticing agent.
The U.S. Trustee for Region 13 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Cullen and Dykman, LLP as general counsel;
Sandberg Phoenix & von Gontard P.C. and Schmidt Basch, LLC as local
counsel; and Province, LLC as financial advisor.
MINIM INC: Incurs $625K Net Loss in Third Quarter
-------------------------------------------------
Minim, Inc., filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $625,067 on
$0 of net sales for the three months ended Sept. 30, 2024, compared
to a net loss of $6.82 million on $6.70 million of net sales for
the three months ended Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $4.37 million on $639,893 of net sales compared to a
net loss of $16.49 million on $24.64 million of net sales for the
same period a year ago.
As of Sept. 30, 2024, the Company had $433,196 in total assets,
$992,050 in total liabilities, and a total stockholders' deficit of
$558,854.
Minim stated, "At September 30, 2024, we believe our current cash
and cash equivalents may not be sufficient to fund working capital
requirements, capital expenditures and operations during the next
twelve months. Our ability to continue as a going concern will
depend on our ability to obtain additional equity or debt
financing, attain further operating efficiencies, reduce or contain
expenditures and increase revenues. Based on these factors,
management determined that there is substantial doubt regarding our
ability to continue as a going concern. The Company will continue
to monitor its costs in relation to its sales and adjust
accordingly.
"Our future liquidity and capital requirements will be influenced
by numerous factors, including the extent and duration of any
future operating losses, the level and timing of future sales and
expenditures, the results and scope of ongoing research and product
development programs, working capital required to support our sales
growth, funds required to service our debt, the receipt of and time
required to obtain regulatory clearances and approvals, our sales
and marketing programs, our need for infrastructure to support our
sales growth, the continuing acceptance of our products in the
marketplace, competing technologies and changes in the market and
regulatory environment."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1467761/000182912624007675/miniminc_10q.htm
About Minim Inc.
Minim was founded in 1977 as a networking company and now delivers
intelligent software to protect and improve the WiFi connections.
Headquartered in Manchester, New Hampshire, Minim held the
exclusive global license to design, manufacture, and sell consumer
networking products under the Motorola brand until 2023. The
Company's cable and WiFi products, with an intelligent operating
system and bundled mobile app, were sold in leading retailers and
e-commerce channels in the United States. Its AI-driven cloud
software platform and applications make network management and
security simple for home and business users, as well as the service
providers that assist them -- leading to higher customer
satisfaction and decreased support burden.
MONTE JOHNSTON: Hires Sheffield Trackwell & Rapp as Accountant
--------------------------------------------------------------
Monte Johnston Building Contractor LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Sheffield, Trackwell & Rapp, LLC as accountant.
The firm will provide these services:
-- Annual tax return preparation for the federal Form 1120S &
Texas Franchise Tax Report;
-- Annual tax return preparation for Monte Johnston's Form
1040;
-- Additional consulting, as needed.
The firm will be paid $3,000 to $5,000 for the preparation of the
annual tax returns.
Greg Rapp, a partner at Sheffield, Trackwell & Rapp, 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:
Greg Rapp, Esq.
Sheffield, Trackwell & Rapp, LLC
2500 Tanglewilde St., Suite 425
Houston, TX 77063
Tel: (713) 974-4660
Fax: (713) 782-5299
About Monte Johnston Building
Monte Johnston Building Contractor, LLC is a full-service
residential and commercial construction company in Graham, Texas.
Monte Johnston Building Contractor filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas
Case No. 24-70274) with $429,251 in assets and $1,176,029 in
liabilities. Brad Odell, Esq., at Mullin Hoard & Brown, LLP, serves
as Subchapter V trustee.
Judge Scott W. Everett presides over the case.
Robert C. Lane, Esq., at The Lane Law Firm represents the Debtor as
bankruptcy counsel.
MTL PARTNERS: Commences Subchapter V Bankruptcy Proceeding
----------------------------------------------------------
On November 27, 2024, MTL Partners LLC filed Chapter 11 protection
in the Middle District of Florida. According to court documents,
the Debtor reports $2,244,020 in debt owed to 1 and 49 creditors.
The petition states funds will be available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on December 23,
2024 at 10:00 AM, telephonically via US Trustee - Orlando.
About MTL Partners LLC
MTL Partners LLC, doing business as Collier's Furniture Expo, is a
furniture store in Sanford, Florida, offering stationary sofas,
reclining sofas, stationary sectionals, and reclining sectionals.
MTL Partners LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06518) on
November 27, 2024. In the petition filed by Michael Collier, as
managing member, the Debtor reports total assets of $97,459 and
total liabilities of $2,244,020.
Honorable Bankruptcy Judge Grace E. Robson handles the case.
The Debtor is represented by:
Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
NATHALIE BEAUTY: Seeks to Hire Julio E. Portilla as Counsel
-----------------------------------------------------------
Nathalie Beauty Salon of NYC Corp. seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire Law
Office of Julio E. Portilla, P.C. as attorneys.
The firm's services include:
a. providing legal advice with respect to the Debtor's powers
and duties under the Bankruptcy Code in the continued operation of
its business and the management of its property;
b. negotiating, drafting and pursuing all documentation
necessary in the Debtor's Chapter 11 case, including, without
limitation, any debtor-in-possession financing arrangements and the
disposition of the Debtor's assets, by sale or otherwise;
c. preparing legal papers;
d. negotiating with creditors, preparing a plan of
reorganization and taking the necessary legal steps to consummate
the plan;
e. appearing in court;
f. attending meetings and negotiating with representatives of
creditors, the United States Trustee, and other parties involved in
the Debtor's Chapter 11 case;
g. advising the Debtor on bankruptcy law, corporate law,
corporate governance, tax, litigation and other issues attendant to
its business operations;
h. taking all necessary actions to protect and preserve the
Debtor's estate including prosecuting actions on the Debtor's
behalf, defending any action commenced against the Debtor, and
representing the Debtor in negotiations concerning litigation in
which it is involved, including objections to claims filed against
the estate; and
i. performing other necessary legal services.
Law Office of Julio E. Portilla will charge $475 to $575 per hour
for attorneys, while paralegals will bill an hourly rate of $125
per hour.
The firm received an advanced payment retainer in the amount of
$10,000.
As disclosed in court filings, the Law Office of Julio E. Portilla
is a "disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Julio E. Portilla, Esq.
Law Office of Julio E. Portilla, P.C.
555 Fifth Avenue, 17th Floor
New York, NY 10017
Tel: (212) 365-0292
Fax: (212) 365-4417
Email: jp@julioportillalaw.com
About Nathalie Beauty Salon
Nathalie Beauty Salon of NY Corp. sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11537)
on September 5, 2024, with up to $50,000 in assets and up to
$500,000 in liabilities.
Judge John P. Mastando III presides over the case.
Julio E. Portilla, Esq., at the Law Office of Julio E. Portilla,
P.C. represents the Debtor as bankruptcy counsel.
NAVY PIER: Moody's Rates Series 2024B Revenue Bonds 'Ba2'
---------------------------------------------------------
Moody's Ratings has assigned an initial Ba2 rating to Navy Pier,
Inc.'s (IL) proposed approximately $34 million Revenue Refunding
Bonds, Series 2024B (Navy Pier, Inc.) issued through the Illinois
Finance Authority. The bonds will have an expected maturity date in
2049. Navy Pier, Inc. (NPI) had approximately $57 million of debt
outstanding as of fiscal year end (December 31) 2023. The outlook
is stable.
RATINGS RATIONALE
Assignment of the Ba2 rating reflects Navy Pier, Inc.'s (NPI) brand
strength and strategic positioning as a highly visible cultural
institution in Chicago hosting approximately 8 million visitors per
year. The popularity and scale of the pier offers prospects for
continued earned revenue growth and philanthropic opportunities as
visitor numbers are rebounding from pandemic driven decline. NPI
benefits from good diversity across its earned revenue streams and
the expense base retains some flexibility. Budget predictability is
enhanced with most of its expenses locked in through various
service agreements and tenant arrangements. Management has
exhibited a good track record of balancing budgets, thinking
creatively to enhance revenue opportunities, and meeting the pier's
most important capital needs, indicative of its good financial
strategy. That management credibility, under Moody's ESG framework,
is a key driver of the rating action.
NPI has limited financial flexibility. Total cash and investments
cover total adjusted debt and operating expenses around 0.4x and
0.3x, respectively. Further, operating cash flow provides limited
resources for reinvestment, contributing to NPI's fair strategic
positioning. Capital expenditures, most of which is depreciation,
consume nearly 20% of NPI's total operating expenses, very high for
the sector. EBIDA is thin relative to NPI's debt service
obligations, providing pro forma debt service coverage of around
1.5x. Any material strengthening of margins will likely have to
come from philanthropy or government support, both of which have
uncertain growth prospects. Fundraising support has strengthened in
recent years, but the track record is short and historically NPI
has received no government support for operations.
RATING OUTLOOK
The stable outlook incorporates gradual improvement of EBIDA and
debt service coverage, but acknowledges that cash flow for
reinvestment will remain thin. It further incorporates maintenance
of unrestricted liquidity with no new debt.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING
-- Strengthened reserve levels, particularly unrestricted
liquidity, that affords greater financial flexibility
-- EBIDA margins that provide at least 2x debt service coverage on
a sustained basis, generating enough excess cash flow for capital
and other reinvestment needs
-- Sustained and stronger fundraising, contributing to reserve
growth, providing funding for reinvestment, and a revenue
diversifier
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING
-- Decline in total cash and investments and unrestricted
liquidity, with monthly days cash on hand below 60 days
-- Inability to sustain at least 1x debt service coverage
-- Lack of internal and external sources of funding to sustainably
support capital needs
-- Additional debt absent a rise in EBIDA
LEGAL SECURITY
Both the Series 2024A bonds (privately placed) and the Series 2024B
bonds (public offering) are supported by a security interest in
gross revenue and a Leasehold Mortgage. The Leasehold Mortgage
grants a security interest in the Mortgaged Property, which
constitutes all of NPI's rights, title and interest as tenant under
the Ground Lease with the MPEA. The Series 2024B bonds are further
secured by a debt service reserve fund, initially funded in an
amount equal to MADS.
USE OF PROCEEDS
The proceeds from the sale of the Series 2024B bonds, combined with
the Series 2024A bonds, will be used to refund the prior
indebtedness of NPI.
PROFILE
Established in 1916, the Navy Pier is a not-for-profit landmark
with a legacy of public recreation. The pier, hosting over 8
million visitors in 2024, offers free admission to all its
visitors, which include Chicago residents and citizens from around
the world. The pier's operations are diverse, and span cultural
attractions, events, public programming, conference and meeting
engagements, and commercial retail.
Navy Pier, Inc. is a 501(c)(3) not-for-profit organization
established on January 4, 2011, for the purpose of managing,
operating and redeveloping Navy Pier. The pier is owned by the
Metropolitan Pier and Exposition Authority ("MPEA"), a local
government entity established by the Illinois General Assembly. NPI
was created to relieve MPEA the obligation to steward and develop
the pier. MPEA maintains its oversight over Navy Pier by having
three ex-officio board members. MPEA does not have any management
oversight of the Pier's operations, so long as the operations and
redevelopment remain consistent with the agreed-upon tenets of the
Centennial Vision. NPI, at its convenience, maintains the right to
return oversight and management of Navy Pier to MPEA. While MPEA is
backstopped by the State, NPI is not - and NPI does not receive
operating or capital support from MPEA.
METHODOLOGY
The principal methodology used in this rating was Nonprofit
Organizations (Other Than Healthcare and Higher Education)
published in August 2024.
NORTH TAMPA: Ruediger Mueller of TCMI Named Subchapter V Trustee
----------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Ruediger Mueller of TCMI,
Inc. as Subchapter V trustee for North Tampa Pet Depot, LLC.
Mr. Mueller will be paid an hourly fee of $350 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Mueller declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Ruediger Mueller
TCMI, Inc.
1112 Watson Court
Reunion, FL 34747
Telephone: (678) 863-0473
Facsimile: (407) 540-9306
Email: truste@tcmius.com
About North Tampa Pet Depot
North Tampa Pet Depot, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06710) on
November 14, 2024, with $50,001 to $100,000 in assets and $100,001
to $500,000 in liabilities.
Judge Catherine Peek Mcewen presides over the case.
James W. Elliott, Esq. at Mcintyre Thanasides Bringgold, Elliott
Grimaldi Guito, PA represents the Debtor as legal counsel.
NORTHWEST BIOTHERAPEUTICS: Posts $19.4-Mil. Net Loss in Fiscal Q3
-----------------------------------------------------------------
Northwest Biotherapeutics, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $19.4 million on $357,000 of total revenue for the
three months ended September 30, 2024, compared to a net loss of
$23.5 million on $406,000 of total revenue for the three months
ended September 30, 2023.
The Company has incurred annual net operating losses since its
inception. For the nine months ended September 30, 2024, the
Company reported a net loss of $55.6 million on $1.2 million of
total revenue, compared to a net loss of $48.6 million on $1.5
million of total revenue for the same period in 2023. The Company
used approximately $36.8 million of cash in its operating
activities during the nine months ended September 30, 2024.
As of September 30, 2024, the Company had $29.3 million in total
assets, $93.6 in total liabilities, $15.9 million in mezzanine
equity, and $80.1 million in total stockholders' deficit.
The Company does not expect to generate material revenue in the
near future from the sale of products and is subject to all of the
risks and uncertainties that are typically faced by biotechnology
companies that devote substantially all of their efforts to
research and development and clinical trials and do not yet have
commercial products. The Company expects to continue incurring
annual losses for the foreseeable future. The Company's existing
liquidity is not sufficient to fund its operations, anticipated
capital expenditures, working capital and other financing
requirements until the Company reaches significant revenues. Until
that time, the Company will need to obtain additional equity and/or
debt financing, especially if the Company experiences downturns in
its business that are more severe or longer than anticipated, or if
the Company experiences significant increases in expense levels
resulting from being a publicly-traded company or from expansion of
operations. If the Company attempts to obtain additional equity or
debt financing, the Company cannot assume that such financing will
be available to the Company on favorable terms, or at all.
Because of recurring operating losses and operating cash flow
deficits, there is substantial doubt about the Company's ability to
continue as a going concern for at least one year from November 12,
2024.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3t6zrabw
About Northwest Biotherapeutics
Northwest Biotherapeutics, Inc., is a biotechnology company focused
on developing personalized immune therapies for cancer. The Company
has developed a platform technology, DCVax, which uses activated
dendritic cells to mobilize a patient's own immune system to attack
their cancer.
Tampa, Florida-based Cherry Bekaert LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated March 5, 2024, citing that the Company has recurring losses
and negative cash flows from operations that raise substantial
doubt about its ability to continue as a going concern.
NOSTRUM LABS: Citizens Bank Wins Summary Judgment in Mulye Suit
---------------------------------------------------------------
Judge Robert Kirsch of the United States District Court for the
District of New Jersey granted Citizens Bank, N.A.'s motion for
summary judgment in the case captioned as CITIZENS BANK, N.A.,
Plaintiff, v. NIRMAL MULYE, et al., Defendants, Civil Action No.
23-545 (RK) (RL8) (D.N.J.).
Defendant Nirmal Mulye filed an opposition to the Motion.
On December 31, 2020, Plaintiff Citizens Bank, N.A.'s predecessor.
Investors Bank, extended three different credit facilities as part
of a Loan Agreement to Nostrum Laboratories, Inc., a generic
pharmaceutical manufacturer. In total, Citizens loaned NLI $22
million across a line-of-credit loan, a revolving-line-of-credit
loan, and a term loan. These loans were backed by two guarantors:
Nostrum Pharmaceuticals, LLC and Defendant Nirmal Mulye. Defendant
Mulye, as CEO and Chairman of NLI's Board of Directors, signed a
guaranty agreement, dated December 31, 2020.
On June 2, 2022, Citizens sent a notice of default of the Loan
Agreement to Obligors. Following that notice, the parties engaged
in negotiations and signed an agreement modifying the Loan
Agreement on June 30, 2022.
Between August and October 2022, Obligors -- through their general
counsel and CFO, with outside counsel -- negotiated a Forbearance
Agreement with Citizens. The Forbearance Agreement was signed by
both parties on October 31, 2022.
On January 30, 2023, Citizens filed suit seeking recovery of the
Loans from Defendant Mulye as the guarantor of the Loans. After
months of discovery. Citizens filed the subject Motion for Summary
Judgment pursuant to Federal Rule of Civil Procedure 56 for
repayment of the Loans, as well as applicable interest, fees, and
costs.
The parties do not dispute that they entered into a Loan Agreement
and a Forbearance Agreement, and as of May 15, 2024, "the
outstanding principal and interest owed for the Loans is:
$17,265,467.07 with interest accruing at a rate of 3.6% per annum,
plus additional PIK interest accruing at a rate of 0.50% per
annum." Moreover, they do not dispute that Mulye guaranteed
repayment of the Loans under the Guaranty.
Consequently, Citizens has met their initial burden to show there
are undisputed facts indicating money is due, and in an amount
certain, plus interest. The burden shifts to Mulye to assert
disputed facts that create a genuine issue of material fact to
defeat summary judgment. In an attempt to do so, Mulye puts forth
seven groups of defenses.
Mulye's principal defense is that the entire lawsuit is barred by
the fact that the parties are operating under an extended
forbearance agreement. In other words, Mulye argues Citizens
ratified an extension of the Forbearance Agreement that would last
as long as NLI maintained its financial stability and timely made
scheduled interest and installment payments, and pending NLI's
efforts to obtain financing and pursue new product launches and
cost-cuttmg measures.
Following the expiration of the Forbearance Agreement, Citizens
issued two default notices to NLI on December 6, 2022 and January
30, 2023. Mulye does not deny the existence or receipt of these
notices but disputes their effect.
Mulye's second argument is that Citizens ratified an extended
forbearance agreement because they continued to demand and accept
NLI's performance under the Forbearance Agreement, following its
expiration, including that NLI make scheduled installment
payments.
Although not encompassing completely distinct assertions from the
prior defense, Mulye also raises defenses of misrepresentation and
fraud. Mulye makes two arguments both relating to the Forbearance
Agreement. Mulye first argues that prior to signing the Forbearance
Agreement, NLI was implicitly assured" that Citizens would review
and consider granting the extension prior to the expiration date
set forth in the Forbearance Agreement and therefore. Citizens is
estopped from reneging on that assurance. Second, Mulye alleges he
was fraudulently induced into a consulting relationship (per the
Forbearance Agreement) with Dalto Consulting, who is purportedly
loyal to Citizens.
Mulye also asserts a defense under the doctrine of economic duress.
This defense, which purports to "render any waivers in the
Forbearance Agreement unenforceable," fails as well, the Court
finds. Mulye's proffered, but specious, unsupported claim that he
was somehow "improperly lured" and there was "inadequate
consideration" does not sufficiently show that Citizens performed a
"wrongful or unlawful" act that deprived Mulye of its "unfettered
will." There is no possible defense here of economic duress, the
Court concludes.
Mulye also asserts that Citizens's "unclean hands" precludes both
the Forbearance Agreement and the extended forbearance agreement
from being enforced against him. Notwithstanding that this defense
is also premised, in part, on the existence of an extended
forbearance agreement, it fails because an unclean hands defense
only bars equitable relief, the Court finds. According to the
Court, since the claim in this case is for a legal right, i.e., a
breach of contract claim for money damages, the unclean hands
defense fails as a matter of law.
The Court finds none of Mulye's defenses create a genuine issue of
material fact to defeat summary judgment.
The Court reserves its ruling as to the exact amount owed, a
Judgment Order will follow this determination.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=flVRtm
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.
NUMBER HOLDINGS: Committee Taps MFSolomon as Special Tax Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Number Holdings,
Inc., seeks approval from the U.S. Bankruptcy Court for the
District of Delaware to employ MFSolomon Tax Consulting LLC as its
special tax counsel.
MFS will assist the Committee in connection with the Debtors'
proposed plan tax structure and assist the Committee in maximizing
any tax attributes in connection therewith. MFS will assist in
conducting diligence, negotiating for any Plan improvements, and
advising the Committee with respect to the Debtors' proposed tax
structure under the Plan.
MFS expects to be compensated at its standard hourly rates. At
present, Michael F. Solomon, a partner at MFS, will be the only MFS
professional working on this matter and his hourly rate is $1,075.
Mr. Solomon assured the court that his firm is a "disinterested
person" as that term is defined in Sec. 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Michael F. Solomon, Esq.
MFSolomon Tax Consulting LLC
6279 Via Campo Verde Rancho
Santa Fe, CA, 92067
Tel: (858) 914-3000
About Number Holdings, Inc.
Founded in 1982, 99 Cents Only Stores LLC -- http://www.99only.com/
-- operate over 370 "extreme value" retail stores in California,
Arizona, Nevada and Texas under the business names "99¢ Only
Stores" and "The 99 Store." The Company offers its customers a wide
array of quality products -- from everyday household items, to
fresh produce, deli, and other grocery items, to an assortment of
seasonal and party merchandise -- many of which are still priced at
or below 99.99 cents. The Company's stores are primarily located in
urban areas and underserved communities, many of which lack close
access to traditional grocery stores.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10719) on April 7,
2024. In the petition signed by Christopher J. Wells, as chief
restructuring officer, the Debtor disclosed up to $10 billion in
both assets and liabilities.
Judge Kate Stickles oversees the case.
The Debtors tapped Milbank LLP as general bankruptcy counsel,
Morris, Nichols, Arsht & Tunnel LLP as Delaware bankruptcy counsel,
Jefferies LLC as investment banker, Alvarez & Marsal North America,
LLC as financial advisor, Hilco Merchant Resources, LLC and Hilco
Real Estate, LLC as retail consultant and real estate consultant,
and Kroll Restructuring Administration LLC as claims and noticing
agent.
NWFI LLC: Christopher Simpson Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Region 14 appointed Christopher Simpson, Esq.,
at Osborn Maledon P.A. as Subchapter V trustee for NWFI, LLC and
affiliates.
Mr. Simpson will be paid an hourly fee of $495 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Simpson declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Christopher C. Simpson
Osborn Maledon, P.A.
2929 N. Central Avenue, 21st Fl.
Phoenix, AZ 85012
Phone: (602) 640-9349
Fax: (602) 640-9050
Email: csimpson@omlaw.com
About NWFI LLC
NWFI, LLC offers customizable pizzas and salads made from scratch
using fresh ingredients.
NWFI sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Ariz. Case No. 24-09699) on November 13, 2024, with
$500,000 to $100,000 in assets and $1 million to $10 million in
liabilities. Doug Doyle, company owner, signed the petition.
Andrew A. Harnisch, Esq., at May, Potenza, Baran & Gillespie, P.C.
represents the Debtor as legal counsel.
ONCOCYTE CORP: Reports $13.5 Million Net Loss in Fiscal Q3
----------------------------------------------------------
Oncocyte Corporation filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $13.5 million on $115,000 of net revenue for the three months
ended September 30, 2024, compared to a net loss of $6.5 million on
$429,000 of net revenue for the three months ended September 30,
2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $27.2 million on $395,000 of net revenue, compared to
a net loss of $11.8 million on $1.2 million of net revenue for the
same period in 2023.
As of September 30, 2024, the Company had $70.2 million in total
assets, $60.5 million in total liabilities, and $9.7 million in
total shareholders' equity.
Oncocyte has incurred operating losses and negative cash flows
since inception and had an accumulated deficit of $317.0 million as
of September 30, 2024. At September 30, 2024, the Company had $3.4
million of cash and cash equivalents. On October 4, 2024, the
Company raised additional capital. The Company expects to continue
to incur operating losses and negative cash flows for the near
future. The Company's expectation to generate operating losses and
negative operating cash flows in the future and the need for
additional funding to support its planned operations raise
substantial doubt regarding its ability to continue as a going
concern for a period of one year after the date that the financial
statements were issued.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mr6ymbtz
About Oncocyte Corp.
Irvine, Calif.-based Oncocyte Corporation is a molecular
diagnostics technology company. The Company's tests are designed to
help provide clarity and confidence to physicians and their
patients. VitaGraft is a clinical blood-based solid organ
transplantation monitoring test. GraftAssure is a research use only
(RUO) blood-based solid organ transplantation monitoring test.
DetermaIO is a gene expression test that assesses the tumor
microenvironment to predict response to immunotherapies. DetermaCNI
is a blood-based monitoring tool for monitoring therapeutic
efficacy in cancer patients.
ONDAS HOLDINGS: Reports $9.5 Million Net Loss in Fiscal Q3
----------------------------------------------------------
Ondas Holdings Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $9,526,268 on $1,480,792 of net revenue for the three months
ended September 30, 2024, compared to a net loss of $7,292,461 on
$2,665,190 of net revenue for the three months ended September 30,
2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $27,672,088 on $3,063,652 of net revenue, compared to
a net loss of $30,706,098 on $10,730,145 of net revenue for the
same period in 2023.
As of September 30, 2024, the Company had $80,158,656 in total
assets, $47,063,442 in total liabilities, $18,176,422 in redeemable
noncontrolling interest, and $14,918,792 in total shareholders'
equity.
"Ondas had a strong quarter operationally marked by the receipt of
significant orders at OAS and deeper engagement with railroad
customers at Ondas Networks," said Eric Brock, Chairman and CEO of
Ondas Holdings. "OAS secured multiple orders totaling $14.4 million
for our Iron Drone Raider and Optimus System drone platforms from a
major military customer. This signals our entry into military
markets and establishes our Iron Drone Raider system as a third
revenue-generating technology platform in Ondas' portfolio. Ondas
Networks is benefiting from increased visibility on Class I
railroads' network plans and realized a significant milestone, with
distribution partner Siemens securing an order from Metra, a
transit rail operator serving passengers in Chicago.
"At Ondas Networks, we believe Metra's order for a system-wide
upgrade of the 900 MHz wireless network to the new A-block with the
jointly developed next-generation Advanced Train Control Systems
(ATCS) platform confirms that Ondas Networks and Siemens have
established a comprehensive deployment and migration plan to
support adoption of the dot16 wireless standard by railroads in
North America. That was further demonstrated during Q3 with
Siemens' receipt of an additional order from a Class I Railroad for
an expansion of an existing live 900 MHz network, also in Chicago.
In short, we are demonstrating the robustness of the dot16 standard
as we start 900 MHz upgrades in Chicago –- the most complex
railroad wireless environment in the country."
"Our exceptional efforts at OAS are translating into significant
results as we have positioned the Iron Drone Raider system as a
leading candidate to own the category for 'hard kill'
counter-uncrewed autonomous system (UAS) infrastructure. In
addition, our Optimus System will now be deployed to secure
military bases and border checkpoints, demonstrating the
exceptional capabilities of this market-leading system in high
value security markets. We see growing demand for aerial security
and inspection from 'drone-in-a-box' systems. As we scale with
customers for military and public safety drone-as-a-first-responder
(DFR) security applications with Optimus, we see evidence that
security officials and project managers in military, public safety
and critical industrial markets are increasingly appreciating OAS'
ability to satisfy the most demanding requirements to secure and
protect high value assets and locations."
Brock concluded, "Ondas remains in a strong position, with leading
technology platforms addressing large, high value end markets and
increased evidence of customer acceptance across both business
units. Indeed, the third quarter represented the largest bookings
quarter in Ondas' history. Further, we raised $10.5 million in
capital between Ondas Holdings and our business units during both
the third quarter and fourth quarter-to-date, demonstrating
continued investor support. Our top line revenue has been delayed,
mainly due to 900 MHz timeline extensions with Ondas Networks rail
customers, and supply chain and market-related issues stemming from
the Gaza conflict in Israel. Nonetheless, a strengthening order
book and customer pipeline at OAS as well as improving engagement
with the railroad customers at Ondas Networks bodes well for our
outlook. I expect a strong end to 2024 and am optimistic about our
ability to drive significant growth in 2025."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/y4eu3k6a
About Ondas Holdings
Marlborough, Mass.-based Ondas Holdings Inc. is a provider of
private wireless, drone, and automated data solutions through its
subsidiaries Ondas Networks Inc., Ondas Autonomous Holdings Inc.,
Airobotics, Ltd, and American Robotics, Inc. Ondas Networks,
American Robotics, and Airobotics together provide users in
defense, homeland security, public safety, and other critical
industrial and government security and infrastructure markets with
improved connectivity, situational awareness, and data collection
and information processing capabilities.
Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated April 1, 2024, citing that the
Company has experienced recurring losses from operations, negative
cash flows from operations, and a working capital deficit as of
Dec. 31, 2023.
OPTINOSE INC: Swings to $467,000 Net Income in Fiscal Q3
--------------------------------------------------------
OptiNose, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net income
of $467,000 for the three months ended September 30, 2024, compared
to a net loss of $9.3 million for the three months ended September
30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $21.2 million, compared to a net loss of $25.5
million for the same period in 2023.
The Company reported $20.4 million in net revenue from sales of
XHANCE during the three-month period ended September 30, 2024, an
increase of 3% compared to $19.8 million during the three-month
period ended September 30, 2023. For the nine-month period ended
September 30, 2024, the Company reported $55.8 million in net
revenue from sales of XHANCE, an increase of 9% compared to the
nine-month period ended September 30, 2023.
"While our revenue in third quarter was not in line with our
expectations, we believe that we are now observing a clear
inflection in new prescription demand," stated CEO Ramy Mahmoud,
MD, MPH. "We believe the recent accelerating trend in new
prescription demand reinforces the magnitude of the longer-term
opportunity. In addition, we believe that our experience in the
initial phases of the launch has improved our understanding of the
key drivers of adoption and that this experience will help support
achievement of our peak year objective."
As of September 30, 2024, the Company had $131.02 million in total
assets, $172.12 million in total liabilities, and $41.1 million in
total shareholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3apbb9sd
About OptiNose, Inc.
Yardley, Pa.-based OptiNose, Inc. is a specialty pharmaceutical
company focused on the development and commercialization of
products for patients treated by ear, nose and throat (ENT) and
allergy specialists.
Philadelphia. Pa.-based Ernst & Young LLP, the Company's auditor
since 2016, issued a "going concern" qualification in its report
dated March 7, 2024, citing that the Company has incurred recurring
losses from operations, has a working capital deficiency and
expects to not be in compliance with certain debt covenants, and
has stated that substantial doubt exists about the Company's
ability to continue as a going concern.
OUTFRONT MEDIA: Reports $34.6 Million Net Income in Fiscal Q3
-------------------------------------------------------------
OUTFRONT Media Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net income
attributable to the Company of $34.6 million on $451.9 million of
total revenue for the three months ended September 30, 2024,
compared to a net income attributable to the Company of $17 million
on $454.8 million of total revenue for the three months ended
September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net income attributable to the Company of $184.2 2 million on
$1.3 billion of total revenue, compared to a net loss attributable
to the Company of $485.6 million on $1.3 billion of total revenue
for the same period in 2023.
As of September 30, 2024, the Company had $5.2 billion in total
assets, $4.5 billion in total liabilities, $13.5 million in
redeemable noncontrolling interests, $119.8 million of preferred
stock, and $618.2 million in total shareholders' equity.
"The strength of our U.S. Media business accelerated slightly in
the third quarter, with 5% revenue growth and 11% Adjusted OIBDA
growth" said Jeremy Male, Chairman and Chief Executive Officer of
OUTFRONT Media. "2024 has been a solid year thus far, and we are on
track to achieve the high-end of our full-year Consolidated AFFO
growth target."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/4vp2h8vk
About OUTFRONT Media Inc.
Headquartered in New York, OUTFRONT Media Inc. leases advertising
space on out-of-home advertising structures and sites.
OUTFRONT Media reported a net loss attributable to the Company of
$430.4 million for the year ended December 31, 2023, compared to a
net income of $147.9 million for the year ended December 31, 2022.
* * *
Egan-Jones Ratings Company, on September 10, 2024, maintained its
'CCC' foreign currency and local currency senior unsecured ratings
on debt issued by OUTFRONT Media Inc.
OZOP ENERGY: Swings to $2.1 Million Net Loss in Fiscal Q3
---------------------------------------------------------
Ozop Energy Solutions, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $2,093,083 on $74,286 of revenue for the three months
ended September 30, 2024, compared to a net loss of $321,058 on
$172,559 of revenue for the three months ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $4,808,669 on $1,267,980 of revenue, compared to a
net loss of $6,281,346 on $4,205,083 of revenue for the same period
in 2023.
As of September 30, 2024, the Company had $2,493,011 in total
assets, $32,840,819 in total liabilities, and $30,347,808 in total
shareholders' deficit.
As of September 30, 2024, Ozop had an accumulated deficit of
$223,479,149 and a working capital deficit of $30,760,584
(including derivative liabilities of $666,677). As of September 30,
2024, the Company was in default of $3,315,000 plus accrued
interest on debt instruments due to non-payment upon maturity
dates. These factors, among others, raise substantial doubt about
the ability of the Company to continue as a going concern for one
year from the date of the issuance of these financial statements.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/yuxp6eu2
About Ozop Energy
Warwick, N.Y.-based Ozop Energy Solutions, Inc. operates in the
renewable, electric vehicle, energy storage, and energy resiliency
sectors. It is engaged in multiple business lines that include
project development as well as equipment distribution.
P MAIO CONSTRUCTION: Nancy Isaacson Named Subchapter V Trustee
--------------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Nancy Isaacson,
Esq., at Greenbaum, Rowe, Smith & Davis, LP, as Subchapter V
trustee for P Maio Construction, LLC.
Ms. Isaacson will be paid an hourly fee of $410 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Isaacson declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Nancy Isaacson, Esq.
Greenbaum, Rowe, Smith & Davis, LP
75 Livingston Avenue
Roseland, NJ 08068
Phone: (973) 535-1600
Email: nisaacson@greenbaumlaw.com
About P Maio Construction
P Maio Construction, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 24-20885) on November
1, 2024, with $100,001 to $500,000 in both assets and liabilities.
Mark Politan, Esq., at Politan Law, LLC represents the Debtor as
bankruptcy counsel.
P3 HEALTH: Net Loss Widens to $102.9 Million in Fiscal Q3
---------------------------------------------------------
P3 Health Partners Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $102.9 million on $362.1 million of total operating revenue for
the three months ended September 30, 2024, compared to a net loss
of $37.3 million on $288.4 million of total operating revenue for
the three months ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $181.2 million on $1.1 billion of total operating
revenue, compared to a net loss of $117.3 million on $919.5 million
of total operating revenue for the same period in 2023.
As of September 30, 2024, the Company had $833.3 million in total
assets, $569.4 million in total liabilities, $143.4 million in
redeemable non-controlling interest, and $120.5 million in total
shareholders' equity.
"As we execute on our strategic initiatives, we believe P3 will be
well-positioned to unlock the value built within our platform and
generate sustainable, profitable growth in the medium and long
term," said Aric Coffman, CEO of P3. "We have identified more than
$130 million of potential improvement opportunities, and while
near-term dynamics have negatively affected our financial results,
demand for our platform has never been stronger as we continue to
deliver value to patients, payors and our PCP partners. Our
business model is fundamentally strong, as shown by our member and
top-line growth, quality outcomes, and provider retention."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/2yv8hbjs
About P3 Health Partners
Henderson, Nev.-based P3 Health Partners Inc is a patient-centered
and physician-led population health management company and, for
accounting purposes, the successor to P3 Health Group Holdings, LLC
and its subsidiaries after the consummation of a series of business
combinations in December 2021 with Foresight Acquisition Corp. As
the sole manager of P3 LLC, P3 operates and controls all of the
business and affairs of P3 LLC and P3's only assets are equity
interests in P3 LLC.
Going Concern
As of June 30, 2024, and December 31, 2023, the Company had $73.1
million and $36.3 million, respectively, in unrestricted cash and
cash equivalents available to fund future operations. The Company's
capital requirements will depend on many factors, including the
pace of the Company's growth, ability to manage medical costs, the
maturity of its members, and its ability to raise capital. The
Company continues to explore raising additional capital through a
combination of debt financing and equity issuances. When the
Company pursues additional debt and/or equity financing, there can
be no assurance that such financing will be available on terms
commercially acceptable to the Company. If the Company is unable to
obtain additional funding when needed, it will need to curtail
planned activities in order to reduce costs, which will likely have
an unfavorable effect on the Company's ability to execute on its
business plan and have an adverse effect on its business, results
of operations, and future prospects. As a result of these matters,
substantial doubt exists about the Company's ability to continue as
a going concern within one year after the date the financial
statements are issued.
PAI HOLDCO: Moody's Cuts CFR to Caa2 & Alters Outlook to Negative
-----------------------------------------------------------------
Moody's Ratings downgraded PAI Holdco, Inc.'s (Parts Authority)
corporate family rating to Caa2 from Caa1 and probability of
default rating to Caa2-PD from Caa1-PD. Moody's also downgraded the
company's senior secured bank credit facility to Caa2 from B3. The
outlook has been changed to negative from stable.
RATINGS RATIONALE
The downgrade reflects Moody's view that leverage will remain at
unsustainable levels while ongoing negative free cash flow will
continue to hurt the company's liquidity. Parts Authority has weak
liquidity and is reliant on its unrated ABL revolver since the
company holds a de minimis amount of cash.
Governance was a key consideration for this rating action due to
aggressive financial strategies and risk management practices
resulted in high financial leverage, ongoing negative free cash
flow and weak liquidity. The credit impact score was revised to
CIS-5 from CIS-4 to reflect these risks and a track record that has
failed to adequately address the declining operating results. The
CIS-5 indicates that the rating is lower than it would have been if
ESG risk exposures did not exist and that the negative impact is
more pronounced than for issuers scored CIS-4.
The two notch downgrade of the senior secured bank credit facility
to Caa2 reflects Moody's expectation of lower recovery prospects
because of the increased commitments to the $400 million ABL
revolver that has priority over the term loan. The ABL revolver has
increased from $125 million in 2020 to $400 million in July 2024.
Moody's expect negative free cash flow in 2024 and 2025 as the
company's earnings are constrained, but it continues to spend on
investing in working capital.
Moody's forecast unsustainable leverage of approximately 10x
debt/EBITDA for the next 12-18 months. Moody's expect revenue
growth in the low-to-mid single digits and modest EBITDA growth
over the forecast period but its pace of growth is not enough to
bring leverage to a sustainable level. The company has increased
the size of the ABL revolver over the last three years and Moody's
expect Parts Authority will need to draw heavily on its ABL
revolver over the forecast horizon.
These credit weaknesses are partly counterbalanced by Parts
Authority's strengths, including its respectable scale in the auto
parts aftermarket, and its geographic diversification throughout 22
states across the US.
The automotive aftermarket parts sector has historically benefited
from serving an end market that had limited flexibility to defer
the replacement of critical automotive components. However, the
current environment has proved challenging as customers have not
only deferred replacing parts, but have also opted to trade down to
lower cost components when purchases do occur. Moody's expect that
Parts Authority will continue to see modest revenue growth as it
benefits from offering products across a variety of price points.
The negative outlook reflects Moody's concerns for continued
negative free cash flow in conjunction with an unsustainable
capital structure. The company's elevated debt balance reduces its
ability to absorb a weaker demand environment or any other negative
shocks.
Moody's project Parts Authority to have weak liquidity over the
next 12 months constrained by Moody's expectations of negative free
cash flow. The company holds a negligible amount of cash and is
reliant on its $400 million ABL revolver for liquidity. As of
September 29, 2024, the ABL revolver had $121 million of net
availability. There are no near term debt maturities until the ABL
revolver expires in July 2027.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could downgrade the ratings if for any reason Moody's
believe the probability of default has increased. This could
include the increased probability of a distressed exchange, or a
decline in Moody's estimate of recoveries in the event of a
default.
Parts Authority would need to materially improve its operating
performance and liquidity, and reduce its probability of default
before Moody's would consider an upgrade.
The principal methodology used in these ratings was Distribution
and Supply Chain Services published in February 2023.
Headquartered in Lake Success, New York, PAI Holdco, Inc. is
leading automotive aftermarket replacement parts distributor
serving the do-it-for-me (DIFM) installer channel and the
do-it-yourself (DIY) e-commerce channel. Parts Authority purchases
branded parts from manufacturers for resale and distributes
-630,000 SKUs to customers across the US through a national
footprint of approximately 270 locations.
The company has been majority-owned by private equity sponsor
Kohlberg & Company since a leveraged buyout in October 2020.
PARKER HEATING: Unsecureds to Get Share of Income for 5 Years
-------------------------------------------------------------
Parker Heating & Cooling, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of Illinois a First Subchapter V
Plan of Reorganization dated November 4, 2024.
The Debtor operates a HVAC service business specializing in the
repair and installation of HVAC systems.
At the onset of the Covid outbreak, Debtor made efforts to retain
employees but struggled with cash flow due to decreased business.
During this time, Debtor sought various loans to cover operating
expenses and payroll, including loans from Merchant Cash Advance
("MCA") lenders. The terms of the MCA loans were unfavorable, and
although Debtor attempted to refinance these loans, the refinance
proved unsuccessful.
The Debtor is now addressing its financial situation as a whole and
Debtor felt that a Chapter 11 reorganization was the best business
decision for its long-term future. Through this bankruptcy, Debtor
hopes to stabilize operations and formulate a plan of
reorganization that will maximize recoveries for the benefit of
creditors.
This Plan provides for eleven classes of Secured Claims; one Class
of Priority Claims; one Class of Unsecured Claims; and one Class of
Allowed Interests. This Plan also provides for the payment of
Administrative Expense Claims and Priority Tax Claims.
Class 13 consists of General Unsecured Claims. The holders of
Allowed General Unsecured Claims will receive their Pro Rata share
of Excess Monthly Income on the first day of the month after Class
1 Claims are paid in full, and quarterly thereafter for five years
or the holders of Allowed Class 13 Claims are paid in full,
whichever is shorter. General Unsecured Claims in Class 13 are
Impaired.
Class 14 consists of all Allowed Interests in Debtor. All Class 14
Allowed Interests will be retained on the Effective Date and
therefore are unimpaired under the Plan.
All of Debtor's Excess Monthly Income will be used to fund the
Plan. After resolution through this Plan and the stipulation with
Hunter Caroline of the claims of the MCA Claimants, Debtor's cash
flow will increase substantially without the interference of
levies, high interest rate automatic draws, and other restrictions
on Debtor's cash flow.
A full-text copy of the Subchapter V Plan dated November 4, 2024 is
available at https://urlcurt.com/u?l=EUiQ5i from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
Robert E. Eggman, Esq.
Thomas H. Riske, Esq.
Nathan R. Wallace, Esq.
Carmody MacDonald P.C.
12 S. Central Ave., Suite 1800
St. Louis, MO 63105
Telephone: (314) 854-8600
Facsimile: (314) 854-8600
Email: ree@carmodymacdonald.com
About Parker Heating & Cooling
Parker Heating & Cooling, Inc., provides heating and air
conditioning services. The company is based in Marion, Ill.
Parker filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Ill. Case No. 24-40304) on Aug. 5,
2024, listing $329,222 in assets and $1,456,253 in liabilities.
Parker President Jerry Parker signed the petition.
Judge Laura K. Grandy presides over the case.
Robert E. Eggmann, Esq., at Carmody MacDonald, P.C., is the
Debtor's legal counsel.
PETROQUEST ENERGY: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The U.S. Trustee for Region 3 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of PetroQuest Energy, Inc.
About PetroQuest Energy
PetroQuest Energy Inc. is an oil and gas exploration company in
Lafayette, La.
PetroQuest Energy sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12609) on November 13,
2024. In its petition, the Debtor reported assets between $100,000
and $500,000 and liabilities of $115.5 million.
Judge Craig T. Goldblatt presides over the case.
The Debtor is represented by Patrick J. Reilley, Esq., at Cole
Schotz P.C.
PG&E CORP: S&P Alters Outlook to Positive, Affirms 'BB' ICR
-----------------------------------------------------------
S&P Global Ratings revised its outlooks on PG&E Corp. and Pacific
Gas and Electric Co. (Pac Gas) to positive from stable, reflecting
its stronger balance sheet from the issuance of common stock and
the mandatory convertible preferred stock, along with reimbursement
from the wildfire fund.
S&P said, "At the same time, we affirmed the 'BB' issuer credit
ratings on PG&E and Pac Gas, the 'BB' rating on PG&E's senior
unsecured debt (the recovery rating remains '3', 65% estimated
recovery), and the 'BBB' rating on Pac Gas' senior secured
first-mortgage bonds (FMBs; the recovery rating remains '1+', 150%
estimated recovery).
"The positive outlooks reflect the potential for an upgrade within
the next 12 months as PG&E and Pac Gas continue to implement
wildfire mitigation strategies, including those in line with the
utility's 2024 wildfire mitigation plan and ongoing system
hardening against wildfires. In addition, PG&E must maintain funds
from operations (FFO) to debt consistently above 13%.
"The positive outlook reflects our expectation that PG&E continues
to improve its wildfire mitigation efforts, without weakening its
financial performance.
"We expect PG&E will continue reduce its wildfire risks by
implementing wildfire mitigation strategies and system hardening
toward wildfires. Also, we expect that PG&E will continue with
operational initiatives including public safety power shutoffs
(PSPS) and enhanced powerline safety settings (EPSS) to mitigate
against wildfires."
PG&E's operational management has been effective during the 2024
wildfire season.
S&P said, "Due to climate change, reflected in persistently dry
conditions and high wind events, we expect Pac Gas' service
territory will remain susceptible to wildfires, with over half the
territory in high-fire-threat districts. Despite these conditions,
we believe the company's strategies have resulted in
less-destructive wildfire seasons in 2023 and 2024." PG&E is
employing enhanced technology, identifying high-wind conditions,
actively pursuing the undergrounding of 10,000 circuit miles of
distribution lines in high-fire-threat districts, enhancing risk
modeling and planning, continuing vegetation management programs,
and effectively using PSPS and EPSS.
The use of equity and high equity hybrids bolsters PG&E's balance
sheet and management's commitment to maintaining financial measures
within its financial risk profile category of significant.
The recent $1 billion common stock and $1.4 billion mandatory
convertible preferred stock (MCPS) issuances will bolster PG&E's
balance sheet by providing about $2.4 billion of proceeds. As per
our hybrid criteria, the MCPS, which converts to common equity
after three years, will receive low (0%) equity content in year
one, and high (100%) equity content in years two and three. The
proceeds can be used to pay for growing capital spending tied to
numerous initiatives including wildfire mitigation efforts such as
the undergrounding of distribution lines in the high-fire-threat
districts. The issuance follows a summer 2024 securitization
issuance that reimbursed the company for about $1.4 billion of
wildfire costs. Capital spending is expected to average almost $13
billion per year over the 2025-2028 period, including PG&E's
ongoing system hardening and other wildfire mitigation efforts. FFO
to debt for the 12-months-ended September 2024, was 13.9% but we
expect FFO to debt will improve to the 14%-17% range during the
2024-2028 period.
The positive outlooks on PG&E and Pac Gas reflect our expectation
that PG&E will consistently maintain FFO to debt above 13% while
PG&E and Pac Gas continue benefitting from wildfire mitigation
efforts, including progress on their 10-year undergrounding plan.
S&P could affirm its ratings on PG&E and Pac Gas and revise the
outlooks to stable within the next 12 months if:
-- PG&E does not consistently maintain FFO to debt above 13%;
-- The companies' management of regulatory risk materially
weakens; or
-- Business risk increases.
S&P could raise its ratings on PG&E and Pac Gas within the next 12
months if:
-- Pac Gas' wildfire mitigation plan is approved;
-- The company is not found to be the cause of a catastrophic
wildfire;
-- The company makes further progress with its 10-year
undergrounding plan;
-- Pac Gas maintains its safety certification;
-- California's other investor-owned utilities are not found to be
the cause of a catastrophic wildfire that could deplete the
Wildfire Fund sooner than expected; and
-- PG&E's FFO to debt is consistently greater than 13%.
PHYSMODO INC: Behrooz Vida Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 6 appointed Behrooz Vida, Esq., at the
Vida Law Firm, PLLC as Subchapter V trustee for Physmodo Inc.
Mr. Vida will be paid an hourly fee of $450 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Vida declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Behrooz P. Vida, Esq.
The Vida Law Firm, PLLC
3000 Central Drive
Bedford, TX 76021
Telephone: (817) 358-9977
Facsimile: (817) 358-9988
Email: behrooz@vidalawfirm.com
About Physmodo Inc.
Physmodo Inc. is a merchant wholesaler of professional and
commercial equipment and supplies.
Physmodo sought relief under Subchapter V of Chapter 11 of the U.S.
Bankruptcy N.D. Texas Case No. 24-33699) on November 14, 2024, with
assets between $100,000 and $500,000 and liabilities between $1
million and $10 million. Andrew Menter, chief executive officer,
signed the petition.
The Debtor is represented by:
Melissa S. Hayward, Esq.
Hayward PLLC
10501 N. Central Expressway
Suite 106
Dallas, TX 75231
Tel: 972-755-7100
Email: mhayward@haywardfirm.com
PLANET FINANCIAL: S&P Assigns 'B+' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue rating and '1' recovery
rating to Planet Home Lending's senior secured term loan and its
'B-' issue rating and '4' recovery rating to PFG's proposed
unsecured notes issuance.
The stable outlook reflects S&P Global Ratings' expectation that
PFG will continue to enhance its scale by improving its mortgage
origination and servicing operations. S&P expects leverage,
measured as gross debt to EBITDA, to remain above 5.0x and EBITDA
coverage to exceed 1.5x on a sustained basis.
Planet Financial Group (PFG) is a residential mortgage originator
and servicer, and its main operating subsidiary is Planet Home
Lending LLC.
S&P's 'B-' issuer credit rating on PFG reflects that its owned
mortgage servicing rights (MSR) portfolio has grown meaningfully
over the past few years. As a result, the company benefits from
more recurring sources of revenue than its more volatile production
platform. Since year-end 2022, PFG has grown its owned MSR book to
$92 billion as of June 2024, from around $61 billion.
Furthermore, PFG's MSR portfolio is predominately Ginnie Mae loans,
which typically carry higher risk than conventional loans. That
said, PFG's 60-day delinquency rate on the portfolio is fairly low
at around 3.7%, with average FICO scores of 703.
PFG originates and purchases residential mortgages and MSRs. PFG
generates revenue and earnings through servicing fees on its MSR
portfolio and gain-on-sale margins on its origination volumes.
Operating with a national footprint, the company services mortgage
pools for the Government National Mortgage Assn. (Ginnie Mae) and
government-sponsored entities, including the Federal National
Mortgage Assn. (Fannie Mae) and the Federal Home Loan Mortgage
Corp. (Freddie Mac).
PFG predominately originates MSRs through its correspondent lending
channel and seeks to recapture refinancing business through its
retail retention program. While the company's originations business
has held steady during a high-interest-rate environment, its
volumes declined to $4 billion year over year as of the quarter
ended June 30, 2024, from $7.4 billion. S&P said, "We think
originations may be pressured through the first half of 2025 as
home purchase volume remains low and interest rates remain
elevated. That said, we think potentially lower interest rates
could lead to improved loan origination profitability and an
increase in refinance volumes recaptured by the company's retail
retention business in 2025 and 2026."
S&P said, "We take a balanced view of PFG's business position and
operating model. We view the company's origination volume and the
broader residential real estate market as largely dependent on
interest rates and the underlying health of the U.S. economy,
resulting in cyclical and volatile earnings. Additionally, we view
the U.S. residential mortgage market as highly competitive because
the underlying product is a largely standardized commodity that
conforms to Fannie Mae, Freddie Mac, or Federal Housing
Administration underwriting standards."
Furthermore, MSRs are a Level 3 asset class whose value is subject
to change based on interest rates, prepayment speed assumptions,
and the company's ability to retain customers. As a result,
mark-to-market valuation changes can have a substantial impact on a
company's generally accepted accounting principles earnings and
equity position. PFG manages this risk through its use derivatives
contracts to hedge its MSR exposures, particularly with respect to
interest rate volatility.
S&P thinks PFG has been able to sustain its MSR portfolio growth
through meaningful leverage. During the 12 months ended June 30,
2024, PFG's debt to adjusted EBITDA eased to 8.4x from 11.0x year
over year. As of June 30, 2024, PFG's leverage consisted of:
-- MSR and advance financing, which totaled $1.1 billion (the
borrowing base of which comprises MSRs for Ginnie Mae, Fannie Mae,
and Freddie Mac securitizations; servicing advances; and certain
receivables);
-- Corporate debt of $156 million; and
-- Lease liabilities of around $18.8 million.
In 2023, Planet Financial Group received an equity injection from
external parties for the right to receive excess cash flows from a
pool of MSRs totaling over $3 billion of unpaid principal balance.
S&P said, "We include the full $352 million (as of June 30, 2024)
of non-controlling interests associated with these transactions as
debt due to PFG's inability to stop payments on the same in the
event of default. While this transaction acts as a softer form of
leverage, we also think the increase in equity for PFG enables the
group to maintain a higher risk-based capital ratio."
PFG improved its EBITDA interest coverage ratio due to the growth
of its MSR book. During the 12 months ended June 30, 2024, interest
coverage improved to 1.7x from 1.4x year over year. S&P expects
this trend to continue as the company ramps up its MSR portfolio to
become self-sustainable in the long term.
S&P said, "We view financial sponsor ownership as a negative given
the potential for increased leverage and dividend payments to the
sponsor. The company is owned and controlled by MHR Fund
Management, a private equity company that invests across the
capital structure. At the same time, we believe MHR's long-term
investment horizon and long-standing partnership support PFG and
its subsidiaries' growth. We believe that since MHR does not have a
required dividend policy, PFG is able to reinvest its cash flow to
grow its operations without the pressure of raising additional debt
to execute a dividend recapitalization."
S&P views Planet Home Lending as a core subsidiary of PFG.
PFG owns 100% of PHL, with no other material operating activities,
assets, or liabilities held at the parent company. As a result, the
'B-' rating on Planet Home Lending is in line with the rating on
the parent given Planet Home Lending's long-term strategic
importance to the operations of PFG.
S&P said, "Our stable outlook reflects our expectation that PFG
will continue to enhance its scale by improving its mortgage
origination and servicing operations. We expect leverage, measured
as gross debt to EBITDA, to remain above 5.0x and EBITDA coverage
to exceed 1.5x on a sustained basis. We also expect PFG to continue
to comply with its debt covenants."
S&P could lower its ratings on PFG if we expect liquidity to become
constrained or if the company sustains S&P Global Ratings-adjusted
EBITDA interest coverage near 1.0x. This could occur if:
-- Housing inventory remains low, pressuring originations and
keeping EBITDA from rebounding over the next 12 months;
-- The company does not effectively manage costs to maintain
margins and improve cash flow generation; or
-- Management prioritizes significant growth over debt reduction
before EBITDA rebounds.
S&P does not expect to upgrade the company in the next 12 months.
An upgrade would be predicated on the company's operating
performance improving such that debt to EBITDA falls below 5.0x and
interest coverage exceeds 2.0x, on a sustained basis.
PM MANAGEMENT: Court Cuts Gutnicki's Fees by $201,191.91
--------------------------------------------------------
Judge Stacey G. C. Jernigan of the United States Bankruptcy Court
for the Northern District of Texas granted in part and denied in
part the amended first and final fee application of Gutnicki LLP.
This fee dispute arises in the context of four related and
administratively consolidated Subchapter V, Chapter 11 cases.
The Gutnicki Final Fee Application requests compensation and
reimbursement of expenses for their representation of the four
Debtors -- PM Management - Killeen I NC LLC; PM Management -
Killeen II NC LLC; PM Management - Killeen III NC LLC; and PM
Management - Portfolio VIII NC LLC -- in the amount of $865,813.44
for the period of January 29, 2024, through June 12, 2024. Within
that total amount, Gutnicki requests fees in the amount of $839,020
and reimbursement of expenses in the amount of $26,793.44.
A party-in-interest, HCK, LP, filed an objection to the Gutnicki
Final Fee Application essentially arguing that the fees requested
were too much -- considering the size and complexity of these cases
-- and also arguing that Debtors' counsel and its
client-representative had conflicts of interest with the Debtors'
non-debtor, indirect parent company that further warranted a
reduction in fees.
The Debtors, at the time of the filing of the Sub V Cases, on
January 29, 2024, managed three SNFs, one of which also had a
connected ALF -- all of which are located in or near Killeen,
Texas. HCK, LP, the objecting party, is a successor-in-interest to
the landlords that were parties to a Master Lease on the Killeen
Facilities.
The Court finds and is of the opinion that the Objection should be
partially sustained.
The Court finds and concludes that the fees should be reduced by
$201,191.91
Gutnicki is awarded on a final basis the total sum of $664,621.49,
representing Allowed Fees in the amount of $637,828.09 (reflecting
a fee reduction of $201,191.91) and Allowed Expenses in the amount
of $26,793.44.
According to the Court, Gutnicki is entitled to draw down on its
remaining retainer to make payment on the Allowed Amount. Russell
Nelms, the Liquidating Trustee is authorized and directed to pay
Gutnicki the remaining Allowed Amount.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=k5GmH5
About PM Management
PM Management - Killeen I NC, LLC, a company in Dallas, Texas, and
its affiliates own and operate nursing care facilities.
The Debtors filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Texas Lead Case No. 24-30240) on
January 29, 2024, with $1 million to $10 million in both assets and
liabilities. Kevin O'Halloran, chief restructuring officer, signed
the petitions.
Judge Stacey G. Jernigan oversees the cases.
The Debtors tapped Gutnicki, LLP as bankruptcy counsel.
PRAIRIE KNOLLS: Trustee Taps Williams Overman as Accountant
-----------------------------------------------------------
John C. Bircher III, the Trustee for Prairie Knolls MHP, LLC,
received approval from the U.S. Bankruptcy Court for the Eastern
District of North Carolina to employ Williams Overman Pierce, LLP
as accountant.
The firm will render these services:
a. give accounting and tax advice to the Trustee;
b. prepare any and all quarterly and annual State and Federal
Tax Returns; and
c. perform any other accounting services for the Trustee as
may be necessary in these Chapter 12 proceedings.
The firm will be paid at its normal hourly rates.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Edward Golden, a member at Williams Overman Pierce, 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:
Edward Golden
Williams Overman Pierce, LLP
328 E. Market St., Suite 100
Greensboro, NC 27401
Tel: (336) 275-1686
Fax: (919) 782-2552
About Prairie Knolls MHP, LLC
Prairie Knolls MHP, LLC is a company that owns and operates a
mobile home park. It provides residential spaces for mobile homes,
offering community living environments for individuals and
families.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-03432) 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.
PRECISION SWISS: Hires Kornfield Nyberg Bendes as Legal Counsel
---------------------------------------------------------------
Precision Swiss Products, Inc., seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Kornfield, Nyberg, Bendes, Kuhner & Little, P.C. as attorney.
The firm will provide these services:
a. give the Debtor legal advice with respect to its powers
and duties as debtor-in-possession and the continued operation of
its business and management of its property;
b. prepare on behalf of the Debtor, as debtor-in-possession,
the necessary applications, answers, orders, reports and other
legal papers; and
c. perform all other legal services for the Debtor which may
be necessary in the bankruptcy case.
The firm will be paid at these rates:
Eric A. Nyberg $525 per hour
Chris D. Kuhner $525 per hour
Sarah L. Little $475 per hour
Gail Michael, paralegal $ 75 per hour
The firm was paid a pre-petition retainer in the amount of
$50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Chris D. Kuhner, Esq., a partner at Kornfield, Nyberg, Bendes,
Kuhner & Little, P.C., disclosed in a court filing that the firm is
a "disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Chris D. Kuhner, Esq.
Kornfield, Nyberg, Bendes,
Kuhner & Little, P.C.
1970 Broadway, Suite 600
Oakland, CA 94612
Tel: (510) 763-1000
Fax: (510) 273-8669
Email: c.kuhner@kornfieldlaw.com
About Precision Swiss Products Inc.
Precision Swiss Products Inc. is a privately held California
corporation which specializes in the manufacturing and selling
highly specialized components and assemblies equipment for medical,
semiconductor, aviation and defense companies.
Precision Swiss Products Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-51678) on
November 4, 2024. In the petition signed by Norbert Kozar, chief
executive officer, the Debtor disclosed up to $50 million in both
assets and liabilities.
The Debtor is represented by:
Chris Kuhner, Esq.
KORNFIELD, NYBERG, BENDES,
KUHNER & LITTLE P.C.
1970 Broadway, Ste 600
Oakland, CA 94612
Tel: (510) 763-1000
Fax: (510) 273-8669
PREDICTIVE ONCOLOGY: Reports $3.1 Million Net Loss in Fiscal Q3
---------------------------------------------------------------
Predictive Oncology Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $3,094,690 on $345,686 of revenue for the three months
ended September 30, 2024, compared to a net loss of $3,163,450 on
$676,626 of revenue for the three months ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $10,494,794 on $1,012,232 of revenue, compared to a
net loss of $10,508,620 on $1,308,102 of revenue for the same
period in 2023.
As of September 30, 2024, the Company had $7,498,234 in total
assets, $5,531,265 in total liabilities, and $1,966,969 in total
shareholders' equity.
Predictive Oncology has incurred significant and recurring losses
from operations for the past several years and, as of September 30,
2024, had an accumulated deficit of $178,256,677. The Company had
cash and cash equivalents of $3,078,955 as of September 30, 2024,
and needs to raise significant additional capital to meet its
operating needs. The Company had short-term obligations of
$3,816,766 and long-term operating lease obligations of $1,704,453
as of September 30, 2024. The Company does not expect to generate
sufficient operating revenue to sustain its operations in the near
term. During the nine months ended September 30, 2024, the Company
incurred negative cash flows from continuing operating activities
of $8,913,589. Although the Company has attempted to improve its
cash flows from continuing operating activities by bolstering
revenues and continues to seek ways to generate revenue through
business development activities, there is no guarantee that the
Company will be able to improve its cash flows from continuing
operating activities sufficiently or achieve profitability in the
near term. As a result of these conditions, substantial doubt
exists about the Company's ability to continue as a going concern
within one year after the date the condensed consolidated financial
statements were issued.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/22x7khbt
About Predictive Oncology
Headquartered in Pittsburgh, Pennsylvania, Predictive Oncology Inc.
is a knowledge and science-driven company that applies artificial
intelligence to support the discovery and development of optimal
cancer therapies, which can ultimately lead to more effective
treatments and improved patient outcomes. The Company uses AI and
a proprietary biobank of 150,000+ tumor samples, categorized by
tumor type, to provide actionable insights about drug compounds to
improve the drug discovery process and increase the probability of
drug compound success. The Company offers a suite of solutions for
oncology drug development from early discovery to clinical trials.
Minneapolis, Minnesota-based BDO USA, P.C., the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated March 28, 2024, citing that the Company has suffered
recurring losses from operations and has an accumulated deficit
that raises substantial doubt about its ability to continue as a
going concern.
PREMIUM CRANE: Sec. 341(a) Meeting of Creditors on Dec. 27
----------------------------------------------------------
On November 27, 2024, Premium Crane LLC filed Chapter 11 protection
in the Middle District of Florida. According to court filing, the
Debtor reports $3,076,549 in debt owed to 50 and 99 creditors. The
petition states that funds will be available to unsecured
creditors.
A meeting of creditors under Sec. 341(a) to be held on December 27,
2024 at 9:30 AM, TELEPHONIC MEETING. CONFERENCE LINE:866-910-0293,
PARTICIPANT CODE:7560574.
About Premium Crane LLC
Premium Crane LLC is a limited liability company.
Premium Crane LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-07071) on
November 27, 2024. In the petition filed by David Anglin, as AMBR,
the Debtor reports total assets of $3,041,564 and total liabilities
of $3,076,549.
Honorable Bankruptcy Judge Roberta A. Colton oversees the case.
The Debtor is represented by:
Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: (813) 877-4669
Fax: (813) 877-5543
Email: All@tampaesq.com
RAINBOW PRODUCTION: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The U.S. Trustee for Region 3 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Rainbow Production Services, LLC.
About Rainbow Production Services
Rainbow Production Services, LLC and its affiliates sought Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 24-12564) on
Nov. 4, 2024. At the time of the filing, Rainbow Production
Services reported $10 million to $50 million in both assets and
liabilities.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Bayard, PA and Levene, Neale, Bender, Yoo &
Golubchik, LLP as legal counsel. Donlin, Recano & Company, Inc. is
the claims and noticing agent.
RANGER BEARINGS: Seeks to Hire Craig M. Geno PLLC as Counsel
------------------------------------------------------------
Ranger Bearings, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Tennessee to hire the Law Offices of
Craig M. Geno, PLLC as its counsel.
The firm will provide these services:
a. advise and consult with the Debtor-in-Possession regarding
questions arising from certain contract negotiations which will
occur during the operation of business by the
Debtor-in-Possession;
b. evaluate and attack claims of various creditors who may
assert security interests in the assets and who may seek to disturb
the continued operation of the business;
c. appear in, prosecute, or defend suits and proceedings, and
to take all necessary and proper steps and other matters and things
involved in or connected with the affairs of the estate of the
Debtor;
d. represent the Debtor in court hearings and to assist in the
preparation of contracts, reports, accounts, petitions,
applications, orders and other papers and documents as may be
necessary in this proceeding;
e. advise and consult with Debtor in connection with any
reorganization plan which may be proposed in this proceeding and
any matters concerning Debtor which arise out of or follow the
acceptance or consummation of such reorganization or its rejection;
and
f. perform such other legal services on behalf of Debtor as
they become necessary in this proceeding.
The firm will be paid at these rates:
Craig M. Geno $500 per hour
Associates $275 per hour
Paralegals $250 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm received a retainer in the amount of $22,000.
Craig M. Geno, Esq., a partner at Law Offices of Craig M. Geno,
PLLC, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Craig M. Geno, Esq.
Law Offices of Craig M. Geno, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Tel: (601) 427-0048
Fax: (601) 427-0050
Email: cmgeno@cmgenolaw.com
About Ranger Bearings, LLC
Ranger Bearings, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No.
24-25657) on Nov. 13, 2024, listing $1 million to $10 million in
both assets and liabilities. The petition was signed by Haines
O'Neil as managing member of American Railway Services, LLC.
Judge Denise E Barnett presides over the case.
Craig M. Geno, Esq. at Law Offices Of Craig M. Geno, PLLC
represents the Debtor as counsel.
RAZEL & RUZTIN: PCO Reports Patient Care Complaints
---------------------------------------------------
Blanca Castro, the patient care ombudsman, filed with the U.S.
Bankruptcy Court for the Northern District of California a report
regarding the quality of patient care provided at Razel & Ruztin
LLC's assisted care living facility.
The local Long-Term Care Ombudsman (LTCO) visited the facility on
September 20 and October 15. During these visits, they met with
residents and staff, including supervisor Marilou Labadan and
Lynette Sandoval (Admissions and Marketing Coordinator.) The
facility is licensed for 72 beds and had a census of 49, with 30
residents in assisted living and 19 residents in the memory care
wing, at the time of last visit.
The Ombudsman observed that residents appeared kempt, evidenced by
clean clothes, groomed hair, with no odors. Residents reported no
shortages of linens or towels.
The Ombudsman notes reported continued delayed responses to
requests for assistance. Residents reported waiting from 30 minutes
to 1 to 1 1/2 hours to get assistance, including delayed wound
care. At least one recent caregiver/kitchen staff member resigned
during the reporting period. Two new caregivers have recently been
hired, as per Ms. Labadan.
The Ombudsman has noted concerns about perceived staff harassment
of residents after filing a complaint. Residents are to be free of
intimidation or any punitive actions resulting from the exercise of
their right to complain about the perceived conditions of their
facility, as per California Code of Regulations - Title 22, Section
87468.1, Residential Care Facilities for the Elderly.
The Ombudsman cited that the facility appeared clean during all
visits. The entranceways were clear, and the floors were clean.
Resident’s rooms were tidy, clean, and put together. Halls and
exits were also clear and free from obstructions.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=jQLkup from PacerMonitor.com.
The ombudsman may be reached at:
Blanca Castro
2880 Gateway Oaks Dr., Ste. 200
Sacramento, CA 95833
Telephone: (916) 928-2500
Email: blanca.castro@aging.ca.gov
About Razel & Ruztin
Razel & Ruztin, LLC, doing business as Walnut Creek Willows, filed
its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41003) on July 9,
2024, listing up to $50,000 in assets and up to $1 million in
liabilities. Judge Charles Novack presides over the case.
Arasto Farsad, Esq., at Farsad Law Office, P.C. serves as the
Debtor's bankruptcy counsel.
Blanca Castro is the patient care ombudsman appointed in the
Debtor's cases.
RED RIVER: Brown, Otterbourg & Stutzman Revise Rule 2019 Statement
------------------------------------------------------------------
The law firms of Brown Rudnick LLP, Otterbourg P.C. and Stutzman,
Bromberg, Esserman & Plifka, PC 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 Red River Talc LLC, the
law firms represent the Coalition of Counsel for Justice for Talc
Claimants.
This Amended Verified Statement amends the Initial Verified
Statement solely to remove the following law firms as members of
the Coalition effective as of November 21, 2024: (1) Ashcraft &
Gerel, LLP and (2) Robinson Calcagnie, Inc.
Other than the changes noted, all other aspects of the Initial
Verified Statement remain unchanged, including the lists of the
clients represented by each of the remaining members of the
Coalition, and the relevant Client acknowledgements.
The names and addresses of each of the Coalition Members, are as
follows:
1. Beasley Allen Crow Methvin Portis & Miles, PC
218 Commerce St
Montgomery, AL, 36104
* Number of Clients: 11,503
2. Golomb Legal, PC
One Logan Square
130 N. 18th Street, 16th Fl.
Philadelphia, PA 19103
* Number of Clients: 788
3. Levin Sedran & Berman, LLP
510 Walnut Street, Suite 500
Philadelphia, PA 19106
* Number of Clients: 4
4. Levin, Papantonio, Proctor, Buchanan, O’Brien, Barr, Mougey,
PA
316 S Baylen Street
Pensacola, FL 32502
* Number of Clients: 447
Co-Counsel For The Coalition Of Counsel For Justice For Talc
Claimants:
STUTZMAN, BROMBERG, ESSERMAN & PLIFKA, PC
Sander L. Esserman, Esq.
Peter C. D’Apice, Esq.
2323 Bryan Street, Ste. 2200
Dallas, TX 75201-2689
Telephone: (214) 969-4900
Facsimile: (214) 969-4999
Email: esserman@sbep-law.com
dapice@sbep-law.com
-and-
BROWN RUDNICK LLP
David J. Molton, Esq.
Jeffrey L. Jonas, Esq.
Eric R. Goodman, Esq.
Gerard T. Cicero, Esq.
Susan Sieger-Grimm, Esq.
Seven Times Square
New York, NY 10036
Telephone: (212) 209-4800
Facsimile: (212) 209-4801
Email: dmolton@brownrudnick.com
jjonas@brownrudnick.com
egoodman@brownrudnick.com
gcicero@brownrudnick.com
ssieger-grimm@brownrudnick.com
-and-
Melanie L. Cyganowski, Esq.
Adam C. Silverstein, Esq.
Sunni P. Beville, Esq.
Jennifer S. Feeney, Esq.
230 Park Avenue
New York, NY 10169
Telephone: (212) 661-9100
Facsimile: (212) 682-6104
Email: mcyganowski@otterbourg.com
asilverstein@ otterbourg.com
sbeville@ otterbourg.com
jfeeney@otterbourg.com
About J&J Talc Units
LLT Management, LLC (formerly known as LTL Management LLC) was a
subsidiary of Johnson & Johnson that was formed to manage and
defend thousands of talc-related claims and oversee the operations
of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue
streams, including royalty revenue streams based on third-party
sales of LACTAID, MYLANTA/MYLICON and ROGAINE products.
LTL Management first filed a petition for Chapter 11 protection
(Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
In the 2021 case, LTL Management tapped Jones Day and Rayburn
Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP
and Shook, Hardy & Bacon LLP as special counsel; McCarter &
English, LLP as litigation consultant; Bates White, LLC as
financial consultant; and AlixPartners, LLP as restructuring
advisor. Epiq Corporate Restructuring, LLC, served as the claims
agent.
On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9
reconstituted the talc claimants' committee and appointed two
separate committees: (i) the official committee of talc claimants
I, which represents ovarian cancer claimants, and (ii) the official
committee of talc claimants II, which represents mesothelioma
claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
Re-Filing of Chapter 11 Petition
On Jan. 30, 2023, a panel of the Third Circuit issued an opinion
directing this Court to dismiss the 2021 Chapter 11 Case on the
basis that it was not filed in good faith. Although the Third
Circuit panel recognized that the Debtor "inherited massive
liabilities" and faced "thousands" of future claims, it concluded
that the Debtor was not in financial distress before the filing.
On March 22, 2023, the Third Circuit entered an order denying the
Debtor's petition for rehearing. The Third Circuit entered an
order denying LTL's stay motion on March 31, 2023, and, on the dame
day, issued its mandate directing the Bankruptcy Court to dismiss
the 2021 Chapter 11 Case.
The Bankruptcy Court entered an order dismissing the 2021 Case on
April 4, 2023.
Johnson & Johnson on April 4, 2023, announced that its subsidiary
LTL Management LLC (LTL) has re-filed for voluntary Chapter 11
bankruptcy protection (Bankr. D.N.J. Case No. 23-12825) to obtain
approval of a reorganization plan that will equitably and
efficiently resolve all claims arising from cosmetic talc
litigation against the Company and its affiliates in North
America.
In the new filing, J&J said it has agreed to contribute up to a
present value of $8.9 billion, payable over 25 years, to resolve
all the current and future talc claims, which is an increase of
$6.9 billion over the $2 billion previously committed in connection
with LTL's initial bankruptcy filing in October 2021. LTL also has
secured commitments from over 60,000 current claimants to support a
global resolution on these terms.
In August 2023, U.S. Bankruptcy Judge Michael Kaplan in Trenton,
New Jersey, ruled that the second bankruptcy case should be
dismissed.
3rd Try
In May 2024, J&J announced its subsidiary LLT Management LLC is
soliciting support for a consensual prepackaged bankruptcy plan to
resolve its talc-related liabilities. Under the terms of the plan,
a trust would be funded with over $5.4 billion in the first three
years and more than $8 billion over the course of 25 years, which
J&J calculates to have a net present value of $6.475 billion.
Claimants must cast their vote to accept or reject the Plan by July
26, 2024. If the Plan is accepted by at least 75% of voters, a
bankruptcy may be filed under the case name In re: Red River Talc
LLC in a bankruptcy court in Texas or in the bankruptcy court of
another jurisdiction. Epiq Corporate Restructuring, LLC is serving
as balloting and solicitation agent for LLT.
On Sept. 20, 2024, Red River Talc LLC filed a Chapter 11 bankruptcy
petition (Bankr. S.D. Tex. Case No. 24-90505).
Porter Hedges LLP and Jones Day serve as counsel in the new Chapter
11 case. Epiq is the claims agent.
Paul Hastings LLP is counsel to the Ad Hoc Committee of Supporting
Counsel. Randi S. Ellis is the proposed prepetition legal
representative of future claimants.
REFRESHING USA: Lender's Bid to Appoint Receiver Granted
--------------------------------------------------------
In the case captioned as WATER FOR COMMERCE FUND MANAGEMENT, LLC,
Plaintiff, v. REFRESHING USA, LLC., et al., Defendants, Case No.
24-2368-DDC-BGS (D. Kan.), Magistrate Judge Brooks G. Severson of
the United States District Court for the District of Kansas granted
Water for Commerce Fund Management, LLC's renewed motion for
appointment of receiver.
Plaintiff contends the appointment of a Receiver is necessary to
keep, manage, and protect, and exercise the power of sale over,
certain vending machines, vending machine inventory, and other
collateral in the possession of the named Defendants Refreshing
Arizona, LLC, Refreshing California, L.L.C., Refreshing Carolinas,
L.L.C., Refreshing Colorado, L.L.C., Refreshing DC, L.L.C.,
Refreshing Florida, L.L.C., Refreshing Georgia, L.L.C., Refreshing
Great Lakes, L.L.C., Refreshing Las Vegas, L.L.C., Valley Vending,
L.L.C., Refreshing New England, L.L.C., Refreshing New Mexico,
L.L.C., Refreshing Texas, L.L.C., Refreshing Washington L.L.C., and
Vendpro, L.L.C.
Plaintiff asks that the receivership remain pending until the
disposition of this action, subject to the power of sale to
liquidate the collateral in the Receiver's business judgment.
Plaintiff asserts that the appointment of a Receiver is necessary
to protect Plaintiff's Collateral, which consists largely of
vending machines, the inventory used to stock the vending machines,
and the revenue generated by the vending machine business.
According to Plaintiff, the Receivership Defendants, together with
affiliate Refreshing USA, have failed to make required loan
payments since the payment that was due in December 2023, and
Plaintiff is informed and, therefore, believes that Borrowers have
been neglecting responsibility for replenishing inventory and
servicing the machines resulting in waste and potential value
deterioration of Plaintiff's Collateral. Further exacerbating
matters, Borrowers' principal and guarantor of the indebtedness
owed to Plaintiff, Ryan Wear, has been accused of orchestrating a
massive Ponzi scheme involving the misappropriation of more than
$100 million in bond proceeds. While the allegations focus on fund
misappropriation involving funds and assets of other
Wear-controlled entities, the allegations implicate the use of the
Borrowers' assets (Plaintiff's Collateral) to advance Wear's
unlawful activities.
Plaintiff continues that a recent filing in the involuntary
bankruptcy case of Refreshing USA reflects ongoing irresponsible
conduct by Mr. Wear that supports the immediate need for a receiver
to prevent continued deterioration and waste of Plaintiff's
Collateral. The collateral consists of, among other things, various
vending machines, equipment, and inventory located throughout the
country.
Because no Defendants have answered Plaintiff's Complaint or even
entered an appearance in this case, as discussed infra, no
opposition has been filed to the motion.
The Dreymoor court considered the following factors in a motion for
appointment of a receiver that was not conducted ex parte: "(1) the
existence of a valid claim by the moving party; (2) the probability
that fraudulent conduct has occurred or will occur to frustrate the
claim; (3) imminent danger that property will be lost, concealed,
or diminished in value; (4) inadequacy of available legal remedies;
(5) lack of a less drastic equitable remedy; and (6) the likelihood
that appointment of a receiver will do more harm than good."
The Court finds there is a valid basis to appoint a receiver in
this instance. Plaintiff has established the factors necessary for
the ex parte appointment of a receiver.
The first factor for appointing a receiver ex parte is whether
Plaintiff has established the general character and probable value
of the property. According to the Court, Plaintiff has identified
the general character of the subject collateral as consisting
largely of vending machines, the inventory used to stock the
vending machines, and the revenue generated by the vending machine
business. Plaintiff concedes it is not aware of facts sufficient to
establish the general value of the Collateral because the records
that Borrowers have provided are either outdated or unreliable,
given the allegations in the New York Action. Plaintiff has
adequately addressed this factor, the Court concludes.
The next factor for an ex parte appointment under Kansas law is
whether the circumstances present establish the existence of an
immediate and irreparable injury. Plaintiff asserts that Mr. Wear
has made attempts to sell the collateral vending machines while
also making efforts to assert new liens and impose junior liens on
the collateral. Plaintiff's counsel further contends that the
collateral has been comingled, making it difficult for Defendant
Refreshing USA to determine which collateral belongs to whom, even
absent evidence of any malicious intent. Thus, Plaintiff argues,
the appointment of a receiver is the only way for the
Receivership Defendants to be actively represented in an effort to
make sure their property is not lost or mistakenly assigned to
another entity in the other pending Court proceedings in Texas and
Washington, the Court notes.
The Court finds that Plaintiff has established the existence of
irreparable and immediate harm. Plaintiff has adequately
established the factors necessary for the Court to appoint a
receiver on an ex parte basis under Kansas law.
The Dreymoor court considered the following factors in a motion for
appointment of a receiver that was not conducted ex parte: "(1) the
existence of a valid claim by the moving party; (2) the probability
that fraudulent conduct has occurred or will occur to frustrate the
claim; (3) imminent danger that property will be lost, concealed,
or diminished in value; (4) inadequacy of available legal remedies;
(5) lack of a less drastic equitable remedy; and (6) the likelihood
that appointment of a receiver will do more harm than good."
Plaintiff has adequately established all five factors.
As to the first Dreymoor factor, Plaintiff has established that the
claim is valid pursuant to terms of loan agreement, guaranty, and
default, the Court finds.
Next, Plaintiff has adequately explained the probability of the
occurrence of fraudulent conduct, which is the second Dreymoor
factor.
Plaintiff has also adequately established the third Dreymoor factor
-- imminent danger that the collateral property will be lost,
concealed, or diminished in value if a receiver is not appointed,
the Court finds.
The next Dreymoor factors are the inadequacy of available legal
remedies and the lack of a less drastic equitable remedy. Given the
refusal by all of the Defendants to be involved in the present
litigation as well as the ongoing related litigation in other
jurisdictions, the Court sees few, if any, other alternatives for
Plaintiff.
Plaintiff has also addressed the final Dreymoor factor by
establishing the likelihood that appointment of a receiver will do
more to protect the Defendants rather than harm them. In the
present instance, Plaintiff is asking for the receivership for the
express purpose of protecting the subject collateral. As to the
related proceedings in Texas and Washington, jurisdiction of those
actions extends only to the Defendants involved therein and the
related assets. Further, Plaintiff is not a creditor of the
entities involved in those bankruptcies, so there is no fiduciary
duty owed to Plaintiff by the professionals appointed as receivers
in those proceedings. Plaintiff contends this creates a risk that
collateral will be misidentified in those proceedings, again even
without malicious intent.
Plaintiff asserts that an appointed receiver herein will have
fiduciary duties to Plaintiff and will be accountable to this
Court. This, in turn, will benefit the Receivership Defendants by
protecting and identifying the subject collateral. According to
Plaintiff, because the Receivership Defendants have chosen to not
take an active role in this case, they will actually be more
protected if a receiver is appointed than if not. The potential for
harm is imminent because, according to Plaintiff, the longer the
appointment of a receiver is delayed, the more likely it is that
collateral will be misidentified or misassigned to another party.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=EdTUVJ
About Refreshing USA
Alleged creditors filed an involuntary Chapter 11 petition for
Refreshing USA, LLC (Bankr. S.D. Texas 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.
On November 14, 2024, the case was transferred to the U.S.
Bankruptcy Court for the Eastern District of Washington and was
assigned a new case number (Case No. 24-01863). The case is jointly
administered with the Chapter 11 cases filed by Water Station
Management, LLC and Creative Technologies, LLC (Case Nos. 24-01864
and 24-01866).
The jointly administered cases are related to the Chapter 11 case
filed by Ideal Property Investments, LLC (Bankr. E.D. Wash. Case
No. 24-01421).
Judge Frederick P. Corbit oversees the jointly administered cases.
Tonkon Torp, LLP is the Debtors' legal counsel.
REFRESHING USA: Seeks to Hire TAGeX Brands as Auctioneer
--------------------------------------------------------
Refreshing USA, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Eastern District of Washington to employ
TAGeX Brands as auctioneer.
The firm will sell and auction the Debtor's vehicles, equipment,
supplies, vending machines, and water machines.
The firm will be paid as:
(i) TAGeX's fee for project management, security, and sales,
which fees are set out in the Agreement, will be deducted from the
initial net proceeds of sales conducted by TAGeX; any remaining
expenses and fees will be deducted from net proceeds of subsequent
sales conducted by TAGeX; and
(ii) Debtors will retain 80 percent of auction proceeds and
TAGeX will retain a commission of 20 percent of auction proceeds.
Neal Sherman, Chief Executive Officer at TAGex Brands, 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:
Neal Sherman
TAGex Brands
200 Canal View Blvd Suite 302
Rochester, New York 14623
Tel: (800) 572-4480
About Refreshing USA, LLC
Alleged creditors filed an involuntary Chapter 11 petition for
Refreshing USA, LLC (Bankr. S.D. Texas 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.
On November 14, 2024, the case was transferred to the U.S.
Bankruptcy Court for the Eastern District of Washington and was
assigned a new case number (Case No. 24-01863). The case is jointly
administered with the Chapter 11 cases filed by Water Station
Management, LLC and Creative Technologies, LLC (Case Nos. 24-01864
and 24-01866).
The jointly administered cases are related to the Chapter 11 case
filed by Ideal Property Investments, LLC (Bankr. E.D. Wash. Case
No. 24-01421).
Judge Frederick P. Corbit oversees the jointly administered cases.
Tonkon Torp, LLP is the Debtors' legal counsel.
REGIONAL HOUSING: Hires SVN|Toomey Property Advisors as Broker
--------------------------------------------------------------
Regional Housing & Community Services Corp and its affiliates seek
approval from the U.S. Bankruptcy Court for the Northern District
of Georgia to employ SVN|Toomey Property Advisors as broker.
The firm will market and sell the Debtor's real properties located
in 6830 River Road, Columbus, GA 31904; 1360 West Gordon Street,
Douglas, GA 31533; 249 Holland Drive, Savannah, GA 31419; and 3300
Lynchburg Drive, Montgomery, AL 36116, including all improvements,
business value, and all personal property used in connection with
the operation of the property as an assisted living facility.
The firm will be paid a commission of 6 percent of the Sales Price
of each property, provided, however, that the firm shall be paid in
any event a minimum commission of $50,000, per property, at
closing.
Justin Toomey, a partner at SVN|Toomey Property 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 at:
Justin Toomey
SVN|Toomey Property Advisors
250 Congress Street
Mobile, AL 36603
Tel: (251) 544-5484
About Regional Housing & Community Services Corp
Regional Housing & Community Services Corp. and its affiliates
filed a voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-41034) on Aug.
26, 2021. At the time of the filing, Regional Housing & Community
Services listed as much as $100,000 in both assets and
liabilities.
Judge Paul W. Bonapfel oversees the cases.
The Debtors tapped Scroggins & Williamson, P.C. as legal counsel;
GGG Partners, LLC as interim management services provider; and SLIB
II, Inc., doing business as Senior Living Investment Brokerage, as
investment banker. Kurtzman Carson Consultants, LLC is the claims,
noticing and balloting agent.
Greenberg Traurig, LLP serves as counsel for indenture trustee, UMB
Bank, N.A.
Melanie S. McNeil, Esq., at Melanie S. McNeil is the patient care
ombudsman appointed in the Debtors' cases.
REGIONAL HOUSING: Taps CWFS-REDS as Real Estate Marketing Platform
------------------------------------------------------------------
Regional Housing & Community Services Corp. and its affiliates seek
approval from the U.S. Bankruptcy Court for the Northern District
of Georgia to employ CWFS-REDS LLC as to provide real estate
marketing platform.
The services that CWFS-REDS LLC will provide to the Debtors
include, but shall not be limited to, assistance in marketing the
real properties of the Debtor known as 6830 River Road, Columbus,
GA 31904; 1360 West Gordon Street, Douglas, GA 31533; 249 Holland
Drive, Savannah, GA 31419; and 3300 Lynchburg Drive, Montgomery, AL
36116, for sale, identification of potential buyers, and hosting an
online auction.
The firm will be paid a commission of 5 percent of the purchase
price for each property.
Damian Smoter, a partner at CWFS-REDS 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:
Damian Smoter
CWFS-REDS LLC
900 19th St NW 8th Floor
Washington, DC 20006
Tel: (800) 915-7015
About Regional Housing & Community Services Corp.
Regional Housing & Community Services Corp. and its affiliates
filed a voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-41034) on Aug.
26, 2021. At the time of the filing, Regional Housing & Community
Services listed as much as $100,000 in both assets and
liabilities.
Judge Paul W. Bonapfel oversees the cases.
The Debtors tapped Scroggins & Williamson, P.C. as legal counsel;
GGG Partners, LLC as interim management services provider; and SLIB
II, Inc., doing business as Senior Living Investment Brokerage, as
investment banker. Kurtzman Carson Consultants, LLC is the claims,
noticing and balloting agent.
Greenberg Traurig, LLP serves as counsel for indenture trustee, UMB
Bank, N.A.
Melanie S. McNeil, Esq., at Melanie S. McNeil is the patient care
ombudsman appointed in the Debtors' cases.
RG AVIATION: Seeks to Hire Lau & Associates P.C. as Attorney
------------------------------------------------------------
RG Aviation LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania to hire Lau & Associates,
P.C., as attorneys.
The firm will render these services:
a. advise the Debtor of its rights, powers and duties as
debtor-in-possession;
b. assist the Debtor in its investigation of the acts,
conduct, assets, liabilities and financial condition of the Debtor,
the operation of the Debtor's business and the desirability to
continue such business;
c. advise and participate with the Debtor and performing
services regarding the development of a plan or reorganization;
d. assist the Debtor in requesting the appointment of a
Trustee or Examiner in the event that the Committee determines that
such action is necessary and appropriate; and
e. perform such other legal services as may be required and
requested by the Debtor as being in the best interest of all of the
Debtor's unsecured creditors.
Shawn J. Lau, a partner of Lau & Associates, bills at the rate $225
an hour and associates and paralegals bill at standard hourly
rate.
Lau & Associates will be paid a retainer in the amount of $7,000,
plus filing fee.
Lau & Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Shawn J. Lau, a partner of Lau & Associates, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Lau & Associates can be reached at:
Shawn J. Lau, Esq.
LAU & ASSOCIATES, P.C.
4228 St. Lawrence Avenue
Reading, PA 19606
Tel: (610) 370-2000
Fax: (610) 370-0700
E-mail: shawn_lau@msn.com
About RG Aviation LLC
RG Aviation LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No.
24-14201) on Nov. 22, 2024, listing $1 million to $10 million in
assets and liabilities. The petition was signed by Rafael Guerrero
as authorized representative of the Debtor.
Judge Patricia M Mayer presides over the case.
Shawn Lau, Esq. at LAU & ASSOCIATES PC represents the Debtor as
counsel.
ROBERT STANFORD: Court Rules on Fraudulent Transfer Claims
----------------------------------------------------------
Judge Tamara O. Mitchell of the United States Bankruptcy Court for
the Northern District of Alabama ruled on fraudulent transfer
claims in the case captioned as THOMAS E. REYNOLDS, Plaintiff, vs.
AXOS BANK, WORLD BUSINESS LENDERS, LLC; and WBL SPO I, LLC,
Defendants, A.P. No. 21-00031-TOM (Bankr. N.D. Ala.).
This adversary proceeding came before the Court on February 5
through February 7, 2024, for a trial on the Amended Complaint
filed by Thomas E. Reynolds as Chapter 7 Trustee for the bankruptcy
estate of Robert Fletcher Stanford, Sr. and Frances Sharples
Stanford against Axos Bank, World Business Lenders, LLC and WBL SPO
I, LLC.
On May 3, 2019, the same date that the Debtors filed their Chapter
11 bankruptcy petition, the Debtors also put their business,
American Printing Company, Inc. into a Chapter 11 case. APC was a
commercial printing company located in Birmingham, Alabama. Mr.
Stanford, who served as the president and CEO of APC, testified
that by January 2019 APC was not profitable, and that the Debtors
themselves owed liabilities that exceeded their assets.
In December 2018, APC started looking for financing to keep the
company going. APC contacted Republic Business Credit and Alantes
Corporate Finance to explore long-term financing, and Alantes
referred APC to WBL, a servicer for Axos, for a short-term bridge
loan. On December 26, 2018, APC submitted a Business Loan
Application to WBL for a loan in the amount of $350,000. WBL
required that the Stanfords, as owners of APC, be guarantors of the
debt. In addition, the Stanfords were required to pledge collateral
to secure the loan to APC. They agreed to mortgage an unencumbered
condo they owned in Florida that Mr. Stanford believed to be worth
$375,000 at the time, according to his testimony.
In order to pay the loan, the Stanfords put the Florida Condo up
for sale. On April 25, 2019, the Florida Condo sold for $360,000.
From the closing of the Florida Condo, $275,988.28 of the sale
proceeds were paid to SPO to pay off the APC loan, which included
principal of $202,665.40, accrued interest of $3,346.14, and a
prepayment premium of $69,976.74. Together, APC and the Stanfords
paid $319,111.92 on account of the loan.
The Trustee seeks to avoid the Stanfords' obligations under the
Guaranty, avoid the Mortgage, and avoid the transfer of the loan
payoff. Further, the Trustee seeks to recover from Axos, WBL, and
SPO the value of the interest conveyed by the Mortgage and to
recover the loan payoff from SPO.
In this case, certain elements of the fraudulent transfer claims
need little discussion. The Stanfords owned the Florida Condo. They
transferred an interest in the Florida Condo by way of the Mortgage
to Axos, and incurred an obligation by executing the Guaranty.
These events took place only months before the Stanfords filed
their bankruptcy petition. This leaves the Trustee with the burden
of proving that, at the time of the transfer and obligation, the
Stanfords were insolvent or became insolvent as a result, and that
the Stanfords did not receive reasonably equivalent value in
exchange.
Judge Mitchell concludes that in order for APC to obtain a loan
from Axos Bank, the Stanfords executed a personal guaranty of the
debt and mortgaged their unencumbered Florida Condo to secure the
debt. The transaction was completed at a time the Stanfords were
insolvent, just months before they filed their bankruptcy petition.
While the Stanfords received some benefit from the loan to APC, the
benefit was not reasonably equivalent to the value of the Guaranty
or Mortgage or to the loan payoff made with the proceeds of the
Florida Condo sale. The Trustee has proven by a preponderance of
the evidence that the Stanfords made fraudulent transfers that are
due to be avoided under Bankruptcy Code Sec. 548, and further that
he is entitled to recover the transfers under Sec. 550(a). The
Defendants have not successfully established defenses to the
Trustee's recovery under Sec. 548(c) or Sec. 550(b).
The Court enters an order as follows:
1. The Mortgage executed by the Stanfords in favor of Axos Bank is
a fraudulent transfer avoidable under 11 U.S.C. Sec. 548(a)(1)(B)
and is hereby avoided.
2. The Guaranty executed by the Stanfords in favor of Axos Bank is
a fraudulent obligation avoidable under 11 U.S.C. Sec. 548(a)(1)(B)
and is hereby avoided.
3. The loan payoff to WBL SPO I, LLC is a fraudulent transfer
avoidable under 11 U.S.C. Sec. 548(a)(1)(B) and is hereby avoided.
4. The Trustee is entitled to recovery from the Defendants in the
amount of $275,988.28 pursuant to 11 U.S.C. Sec. 550(a)(1)-(a)(2).
A copy of the Court's decision is available at
https://urlcurt.com/u?l=ZtfgLp
Robert Fletcher Stanford, Sr. and Frances Sharples Stanford sought
Chapter 11 protection (Bankr. N.D. Ala. Case No. 19-01846) on May
3, 2019. The Debtors tapped Frederick Mott Garfield, Esq., at
Spain & Gillon, LLC as counsel.
ROLLING ACRES: Trustee Taps Williams Overman as Accountant
----------------------------------------------------------
John C. Bircher III, the Trustee for Rolling Acres MHC LLC,
received approval from the U.S. Bankruptcy Court for the Eastern
District of North Carolina to employ Williams Overman Pierce, LLP
as accountant.
The firm will render these services:
a. give accounting and tax advice to the Trustee;
b. prepare any and all quarterly and annual State and Federal
Tax Returns; and
c. perform any other accounting services for the Trustee as
may be necessary in these Chapter 12 proceedings.
The firm will be paid at its normal hourly rates.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Edward Golden, a member at Williams Overman Pierce, 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:
Edward Golden
Williams Overman Pierce, LLP
328 E. Market St., Suite 100
Greensboro, NC 27401
Tel: (336) 275-1686
Fax: (919) 782-2552
About Rolling Acres MHC
Rolling Acres MHC, LLC filed Chapter 11 petition (Bankr. S.D. Fla.
Case No. 24-19718) on September 20, 2024, with $1 million to $10
million in both assets and liabilities. On October 1, 2024, the
case was transferred to the U.S. Bankruptcy Court for the Eastern
District of North Carolina and was assigned a new case number (Case
No. 24-03433).
Judge Pamela W. Mcafee oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq., at
Shraiberg Page P.A.
ROTM LOFTS: Taps Bernstein Shur Sawyer as Bankruptcy Counsel
------------------------------------------------------------
The ROTM Lofts, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Maine to hire Bernstein, Shur, Sawyer & Nelson,
P.A. as general bankruptcy counsel.
The firm's services include:
(a) advising the Debtor with regard to the requirements of the
Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules, Local Rules,
and the Office of the United States Trustee, as they pertain to the
Debtor;
(b) advising the Debtor with regard to certain rights and
remedies of the bankruptcy estate and rights, claims, and interests
of creditors and bringing such claims as the Debtor, in its
business judgment, decides to pursue;
(c) representing the Debtor in any proceeding or hearing in
the Bankruptcy Court involving the estate;
(d) conducting 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 BSSN's expertise);
(e) reviewing and analyzing various claims of the Debtor's
creditors and treatment of such claims and preparing, filing, or
prosecuting any objections thereto or initiating appropriate
proceedings regarding leases or contracts to be rejected or
assumed;
(f) preparing and assisting the Debtor with the preparation of
reports, applications, pleadings, motions, and orders;
(g) assisting the Debtor in the analysis, formulation,
negotiation, and preparation of all necessary documentation
relating to the sale of the Debtor's assets, as appropriate;
(h) assisting the Debtor in the negotiation, formulation,
preparation, and confirmation of a plan; and
(i) performing any other services that may be appropriate in
BSSN's representation of the Debtor as general bankruptcy counsel
in the case.
The hourly rates of the firm's counsel and staff are as follows:
Sam Anderson, Attorney $560
Adam R. Prescott, Attorney $495
Letson Douglass Boots, Attorney $350
Jennifer Novo, Attorney $295
Karla Quirk, Paraprofessional $230
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. Prescott disclosed in a court filing that the firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Adam R. Prescott, Esq.
Bernstein, Shur, Sawyer & Nelson, P.A.
100 Middle Street
P.O. Box 9729
Portland, ME 04104
Telephone: (207) 228-7145
Facsimile: (207) 774-1127
About The ROTM Lofts, LLC
The ROTM Lofts, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Maine Case No.
24-10257) on Nov. 21, 2024, listing $1 million to $10 million in
both assets and liabilities. The petition was signed by Geoffrey
Houghton as manager and authorized party.
Judge Michael A Fagone presides over the case.
Adam Prescott, Esq. at BERNSTEIN SHUR SAWYER & NELSON, P.A.
represents the Debtor as counsel.
RWDY INC: Court Confirms Amended Plan of Reorganization
-------------------------------------------------------
Judge John S. Hodge of the United States Bankruptcy Court for the
Western District of Louisiana confirmed RWDY Inc.'s Amended Plan of
Reorganization with Immaterial Modifications Dated November 13,
2024.
The Court, having considered the Plan and the evidence presented at
the Confirmation Hearing on November 20, 2024, including the
proffers, statements and representations of counsel, and pursuant
to Federal Rule of Civil Procedure 52(a)(1), as incorporated by
Bankruptcy Rule 7052, issued its oral ruling on the record at the
Confirmation Hearing and in accordance with the Court's ruling on
the record, makes the following findings of fact and conclusions of
law:
Votes to accept or reject the Plan have been solicited with proper
and sufficient notice and tabulated fairly, in good faith, and in a
manner consistent with the Bankruptcy Code, the Bankruptcy Rules
and, as applicable, the local rules.
The Plan Proponent has the burden of proving the elements of
Section 1129(a) (and if applicable, Section 1129(b)) of the
Bankruptcy Code by a preponderance of the evidence and they have
met that burden as further found and determined herein.
The Plan complies with all applicable provisions of the Bankruptcy
Code as required by Section 1129(a)(1) of the Bankruptcy Code,
including, without limitation, Sections 1122 and 1123 of the
Bankruptcy Code.
The Plan satisfies Sections 1122(a) and 1123(a)(1) of the
Bankruptcy Code by designating separate Classes of Claims, and each
of which contains Claims that are substantially similar to the
other Claims within that Class. The Plan satisfies Sections
1123(a)(2) through (4) of the Bankruptcy Code by specifying the
treatment of each Class that is impaired, and by providing the same
treatment for each Claim within a particular Class.
The Plan and various documents set forth therein provide adequate
means for the Plan's implementation, including, inter alia: (i) the
property of the estate vesting in the Reorganized Debtor, (ii) the
Reorganized Debtor continuing to operate its business following the
Effective Date, (iii) the Reorganized Debtor being required to
timely fund and transfer payments authorized under this Plan to
recipients, and (iv) paying the United States Trustee quarterly
fees incurred pursuant to 28 U.S.C. Sec. 1930(a)(6). Accordingly,
the Plan satisfies Section 1123(a)(5) of the Bankruptcy Code.
The Plan Proponent has proposed and solicited the Plan in good
faith and not through any means prohibited by law. The Plan is the
result of extensive, good-faith, arm's-length negotiations between
the Plan Proponent and the Claim Holders and, as evidenced by
strong creditor support for the Plan, achieves the goals broadly
embodied in the Bankruptcy Code. Therefore, the Plan complies with
Section 1129(a)(3) of the Bankruptcy Code.
Any payment made or to be made by the Debtor for services or for
costs and expenses in connection with this Chapter 11 case, or in
connection with the Plan and incidental to the Chapter 11 case, has
been approved by the Court or is subject to the Court's approval as
reasonable, thereby satisfying Section 1129(a)(4) of the Bankruptcy
Code.
In accordance with Section 1123(b)(3)(B) of the Bankruptcy Code,
the Proponent sufficiently identified the management of the
Reorganized Debtor. Therefore, the Plan complies with Section
1129(a)(5) of the Bankruptcy Code..
With respect to each impaired Class of Claims, each Holder in such
Class has either accepted the Plan or will receive or retain, under
the Plan, property of a value, as of the Effective Date, that is
not less than the amount such Holder would receive or retain if the
Debtor were liquidated on the Effective Date under Chapter 7 of the
Bankruptcy Code. Therefore, the Plan complies with Section
1129(a)(7) of the Bankruptcy Code.
The following Classes are impaired and, as indicated in the Ballot
Summary at Docket No. 494, have accepted the Plan because, pursuant
to Section 1126(c) of the Bankruptcy Code, more than one-half (1/2)
of the number and at least two-thirds (2/3) of the dollar amount
actually voting have accepted the Plan: Class 2 (Seacoast Business
Funding), Class 4 (RWDY Distribution Trust), Class 5 (Jason
Brazzel), Class 9 (Holders of General Unsecured Claims), and Class
10 (Equity Interest Holders). No Class voted to reject the Plan.
Class 2, Class 4, Class 5, and Class 9 are impaired under the Plan.
Therefore, the Plan is confirmable because it satisfies Section
1129(b)(1) of the Bankruptcy Code.
The treatment of Administrative Claims and Other Priority Claims
pursuant to the Plan satisfies the requirements of Sections
1129(a)(9)(A) and (B) of the Bankruptcy Code.
The Plan has been accepted by Class 2, Class 4, Class 5, and Class
9, each of which is impaired under the Plan. Because at least one
impaired Class of Claims has accepted the Plan, excluding any
acceptance of the Plan by an insider, the Plan satisfies the
requirements of Section 1129(a)(10) of the Bankruptcy Code.
Confirmation of the Plan is not likely to be followed by the
liquidation, or the need for further financial reorganization, of
the Debtor or any successor of the Debtor under the Plan.
Therefore, the Plan complies with Section 1129(a)(11) of the
Bankruptcy Code.
All fees payable under 28 U.S.C. Sec. 1930 will be paid on or
before their due date. Therefore, the Plan complies with Section
1129(a)(12) of the Bankruptcy Code.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=jDo69v
Attorneys for RWDY, Inc.:
Robert W. Raley, Esq.
ROBERT W. RALEY ESQ.
290 Benton Spur Road
Bossier City, LA 71111
Tel: 318-747-2230
E-mail: bankruptcy@robertraleylaw.com
- and -
Curtis R. Shelton, Esq.
AYRES, SHELTON, WILLIAMS, BENSON & PAINE, LLC
Suite 1400, Regions Tower
333 Texas Street (71101)
P. O. Box 1764
Shreveport, LA 71166-1764
Telephone: (318) 227-3500
Direct Dial: (318) 227-3306
Facsimile: (318) 227-3806
Cell Phone: (318) 470-9010
E-mail: curtisshelton@arklatexlaw.com
About RWDY Inc.
RWDY Inc. -- https://www.rwdyinc.com/ -- is an oil and energy
company based out of 1302 Dekort St, Copperas Cove, Texas.
RWDY filed a petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. La. Case No. 22-11308) on Dec. 21, 2022, with $10
million to $50 million in both assets and liabilities. Mark Allen,
manager, signed the petition.
Judge John S. Hodge oversees the case.
The Debtor tapped Robert W. Raley, Esq., at Ayres, Shelton,
Williams, Benson & Paine, LLC as legal counsel; Leland G. Horton,
Esq., at Bradley Murchison Kelly & Shea LLC as special counsel; and
Postlethwaite & Netterville, APAC as accountant.
SB CONTRACTORS: Hires Hayward PLLC as General Bankruptcy Counsel
----------------------------------------------------------------
SB Contractors, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Texas to employ Hayward PLLC as general
bankruptcy counsel.
The firm will provide these services:
a. give the Debtor legal advice with respect to its powers
and duties as Debtor as Debtor-in-Possession in the continued
operation of its business and management of its property;
b. advise the Debtor of its responsibilities under the
Bankruptcy Code and assist with such;
c. preparation and filing of the voluntary petition and other
paperwork necessary to commence this proceeding;
d. assisting the Debtor in preparing and filing the required
Schedules, Statement of Affairs, Monthly Financial Reports, and any
amendments thereto;
e. assisting the Debtor in preparing the Initial Debtors
Report and other documents required by the Bankruptcy Code, the
Federal Rules of Bankruptcy Procedure, the Local Rules of this
Court and the administrative procedures of the Office of the United
States Trustee; and
f. representing the Debtor in connection with adversary
proceedings and other contested and uncontested matters, both in
this Court and in other courts of competent jurisdiction,
concerning any and all matters related to these bankruptcy
proceedings and the financial affairs of the Debtor;
g. representing the Debtor in the negotiation and
documentation of any sales or refinancing of property of the
estate, and in obtaining the necessary approvals of such sales or
refinancing by this Court; and
h. assisting the Debtor in the formulation of a plan of
reorganization and disclosure statement, and in taking the
necessary steps in this Court to obtain approval of such disclosure
statement and confirmation of such plan of reorganization.
The firm will be paid at these rates:
Todd Headden $400 per hour
Other attorneys $300 to $550 per hour
Paralegals $150 to $195 per hour
Legal Assistants $95 per hour
The firm was paid a retainer in the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Todd Headden, Esq., a partner at Hayward PLLC, disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Todd Headden, Esq.
Hayward PLLC
7600 Burnet Road, Suite 530
Austin, TX 78757
Tel:(737) 881-7100
Email: theadden@haywardfirm.com
bnorwood@haywardfirm.com
About SB Contractors
SB Contractors LLC is a Texas based general contractor specializing
in heavy highway and commercial services.
SB Contractors LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy (Bankr. W.D. Tex. Case No. 24-52121) on Oct.
25, 2024. In the petition filed by William Simpson, as authorized
signatory, the Debtor estimated assets and liabilities between $1
million and $10 million each.
Michael G. Colvard has been appointed as Subchapter V trustee.
The Debtor is represented by Todd Headden, Esq., at HAYWARD PLLC.
SB CONTRACTORS: Taps Vine Financial Services as Bookkeeper
----------------------------------------------------------
SB Contractors LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Texas to hire Vine Financial Services,
LLC as bookkeeper.
Vine's services are needed to provide routine bookkeeping services
of the Debtor, including:
a. bookkeeping services;
b. business tax return;
c. personal tax return;
d. state tax reporting;
e. monthly bank and credit card account reconciliations;
f. monthly journal entries, as needed and review of the
general ledger;
g. monthly financial statement preparation;
h. maintenance of the system integration with quickbooks
online and other integrations;
i. monthly Chapter 11 operating reports for the Court; and
j. other bookkeeping and accounting services.
The firm will charge $100 per hour to provide bookkeeping services
as well as completing Debtor’s monthly operating reports.
Christel Ricks Gustafson, a partner at Vine Financial Partners,
disclosed in a court filing that the firm is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Christel Ricks Gustafson
Vine Financial Partners, LLC
4425 S. MopacExpy.
Bldg. IV, Suite 701,
Austin, TX 75735
Email: christel@vinefp.com
About SB Contractors
SB Contractors LLC is a Texas based general contractor specializing
in heavy highway and commercial services.
SB Contractors LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy (Bankr. W.D. Tex. Case No. 24-52121) on Oct.
25, 2024. In the petition filed by William Simpson, as authorized
signatory, the Debtor estimated assets and liabilities between $1
million and $10 million each.
Michael G. Colvard has been appointed as Subchapter V trustee.
The Debtor is represented by Todd Headden, Esq. at HAYWARD PLLC.
SHIRER FAMILY: Hires Michael Lepper as Financial Consultant
-----------------------------------------------------------
Shirer Family Casket Company, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Louisiana to employ
Michael Lepper as financial consultant.
The firm will provide these services:
a. review financial statements, audit reports, and key metrics
and conduct a thorough analysis of all financial statements;
b. meet with the member, management, and employees to build
relationships and understand their expectations
c. assess the efficiency of current financial systems and
processes, identifying areas for improvement or modernization;
d. advise the company on aligning financial strategies with
its short-term and long-term of the Company's goals while assessing
and enhancing risk management practices; and
e. advise on optimizing cash flow and developing strategies,
including creating or updating financial projections, budgets, and
forecasts for Company's management.
The firm will be paid at the rate of $100 per hour, and a retainer
of $2,500 per month.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael Lepper, 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.
About Shirer Family Casket Company, LLC
Shirer Family Casket Company, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-11860)
on September 25, 2024, with $100,001 to $500,000 in assets and
$500,001 to $1 million in liabilities.
Judge Meredith S. Grabill presides over the case.
Evan Park Howell, III, Esq. at the Law Office of Evan Howell
represents the Debtor as bankruptcy counsel.
SKYX PLATFORMS: Reports $8.6 Million in Fiscal Q3
-------------------------------------------------
SKYX Platforms Corp. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $8,621,306 on $22,168,919 of revenue for the three months ended
September 30, 2024, compared to a net loss of $7,183,776 on
$21,617,579 of revenue for the three months ended September 30,
2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $25,760,456 on $62,592,888 of revenue, compared to a
net loss of $27,412,260 on $36,611,659 of revenue for the same
period in 2023.
As of September 30, 2024, the Company had $64,970,206 in total
assets, $61,135,636 in total liabilities, and $3,834,570 in total
stockholders' equity.
Management Commentary
Company's Management, Board members, and Senior Advisors include
former CEO's and executives from Fortune 100 companies including
Nielsen, Microsoft, Disney, GE, Home Depot, Office Depot, Chrysler,
among others.
"The third quarter of 2024 was highlighted by our continued market
penetration and positioning that includes our announced
collaboration with Home Depot and Wayfair which we believe can be
significant for our growth to both retail and professional markets.
Additionally, the Ruee Appliances collaboration will assist us with
product variety, gross margins, future distribution channels, and
sales and marketing programs with key stakeholders in such
channels. We believe we have accelerated our cadence of sales,
notably managing our cash burn, while our e-commerce platform with
over 60 websites is providing additional cash flow to the Company,
which, when combined with our existing cash enhanced by our $11
Million equity raise in October 2024, enhances our cash position to
continue executing our business plan. We believe we will be cash
flow positive during 2025."
"We are encouraged by our path to the builder/commercial segments,
large online and brick-and-mortar retail partners as well as our
future potential to realize incremental licensing, subscription,
and AI/data aggregation revenues."
"Furthermore, our e-commerce website platform with 60 websites
enhances the acceleration of marketing, distribution channels,
collaborations, licensing and sales to both professional and retail
segments. Our websites include banners, videos, and educational
materials regarding the simplicity, cost savings, timesaving, and
lifesaving aspects of the Company's patented technologies."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3zt7wvee
About SKYX Platforms Corp.
SKYX Platforms Corp. offers a series of highly disruptive
advanced-safe-smart platform technologies, with over 97 U.S. and
global patents and patent pending applications. Additionally, the
Company owns over 60 lighting and home decor websites for both
retail and commercial segments. The Company's technologies place an
emphasis on high quality and ease of use, while significantly
enhancing both safety and lifestyle in homes and buildings. The
Company believes that its products are a necessity in every room in
both homes and other buildings in the U.S. and globally.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has an accumulated deficit,
negative cash flows from operations and recurring net losses, which
raise substantial doubt about its ability to continue as a going
concern.
For the year ended December 31, 2023, SKYX Platforms reported a net
loss of $39.7 million, compared to a net loss of $27 million for
the same period in 2022.
SPICEY PARTNERS: Seeks to Hire Ordinary Course Professionals
------------------------------------------------------------
Spicey Partners Real Estate Holdings, LLC seeks approval from the
U.S. Bankruptcy Court for the Southern District of Texas 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:
a. Pederson & Houpt
161 North Clark Street, Suite 2700
Chicago, IL 60601
b. Cameron & Mittleman LLP
301 Promenade Street
Providence, RI 02908
c. PFK O'Connor Davies LLP
2 Bethesda Metro Center, Suite 540
Bethesda, MD 20814
About Spicey Partners Real Estate Holdings, LLC
Spicey Partners Real Estate Holdings, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Case No. Case No. 24-90572) on Nov. 15, 2024, listing $10
million to $50 million in assets and $100 million to $500 million
in liabilities. The petitions were signed by David G. Howe as chief
operating officer.
Judge Christopher M Lopez presides over the case.
David Robert Eastlake, Esq. at Greenberg Traurig, LLP represents
the Debtor as counsel.
SPIRIT AIRLINES: U.S. Trustee Appoints Creditors' Committee
-----------------------------------------------------------
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Spirit
Airlines, Inc. and its affiliates.
The committee members are:
1. Lufthansa Technik AG
HAM T/TJA
Weg Beim Jager 193
22335 Hamburg, Germany
Attn: Stefan Foster
Stefan.forster@lht.dlh.de
2. AGI Ground, Inc.
9130 S. Dadeland Blvd, Suite #1801
Miami, FL 33156
Attn: Angelo Gencarelli
agencarelli@agi.aero
3. Airline Pilots Association, International
7950 Jones Branch Dr., Suite 400S
McLean, VA 22102
Attn: Andy Nelson
Andy.Nelson@alpa.org
4. AerCap
AerCap Ireland Limited
Aviation House
Westpark
Shannon, Co. Clare
Ireland, V14 AN29
Attn: Shane O’Reilly and Kelli Walsh
soreilly@aercap.com
kwalsh@aercap.com
5. JSA International U.S. Holdings, LLC
909 Montgomery Street, Suite 500
San Francisco, CA 94133
Attn: Sruti Prakash
SPrakash@JSA.co
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Spirit Airlines
Spirit Airlines, Inc. (NYSE: SAVE) is a low-fare carrier committed
to delivering the best value in the sky by offering an enhanced
travel experience with flexible, affordable options. Spirit serves
destinations throughout the United States, Latin America and the
Caribbean with its Fit Fleet, one of the youngest and most
fuel-efficient fleets in the U.S. On the Web:
http://wwww.spirit.com/
Spirit Airlines filed Chapter 11 petition (Bankr. S.D.N.Y. Case No.
24-11988) on Nov. 18, 2024, after reaching terms of a pre-arranged
plan with bondholders. At the time of the filing, Spirit Airlines
reported $1 billion to $10 billion in both assets and liabilities.
Judge Sean H. Lane oversees the case.
The Debtor tapped Davis Polk & Wardwell, LLP as legal counsel;
Alvarez & Marsal North America, LLC as financial advisor; and Epiq
Corporate Restructuring, LLC as claims agent.
Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel
for the Ad Hoc Group of Convertible Noteholders.
Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC
represent the Ad Hoc Group of Senior Secured Noteholders.
STRAIGHTPATH VENTURE: Court Okays Receiver's Plan of Distribution
-----------------------------------------------------------------
In the case captioned as SECURITIES AND EXCHANGE COMMISSION,
Plaintiff, -against- STRAIGHTPATH VENTURE PARTNERS LLC, et al.,
Defendants, Case No. 22-cv-3897 (LAK) (S.D.N.Y.), Judge Lewis A.
Kaplan of the United States District Court for the Southern
District of New York granted the motion filed by Melanie L.
Cyganowski, the court-appointed receiver for StraightPath Venture
Partners, to approve the proposed plan of distribution of assets.
The SEC brought this action against StraightPath Venture Partners
LLC, StraightPath Management LLC, and the three founders and
beneficial owners as well as a former manager of StraightPath for
alleged violations of the federal securities laws, including the
Investment Advisers Act of 1940, and the rules promulgated
thereunder. The Founder Defendants subsequently were indicted, and
now await trial, on multiple counts of fraud and one count of
obstruction of justice.
The essence of the various claims and charges is that the
Individual Defendants caused the Straightpath Entities or funds run
by them fraudulently to obtain approximately $393 million of
investor funds, ostensibly to acquire for the benefit of investors
so-called "shares" in private companies that allegedly had the
potential to "go public" or have another "Liquidity Event". The
Individual Defendants ultimately used about $272 million to acquire
Pre-IPO Shares. But investor funds were commingled and used also
for purposes other than those intended, and the investors were
charged excessive and undisclosed markups in acquiring the PreIPO
shares. Moreover, it appears there was a substantial shortfall in
the Pre-IPO Shares actually acquired.
In 2023, the defendants in this case consented to the entry of a
preliminary injunction, a freeze order, and the appointment of a
receiver to oversee the assets of the funds and the StraightPath
Entities. The receiver then formulated a proposed plan of
distribution of the receivership assets, considered comments from
45 of the 2,200 investors as well as the Founder Defendants, and
now now moves for an order approving the proposed plan of
distribution. The Founder Defendants oppose the motion on a variety
of grounds. The SEC unreservedly endorses the receiver's proposed
plan.
The Founder Defendants acknowledge that the receivership order to
which they consented authorizes the receiver to propose a
distribution plan "if appropriate." They contend, however, that the
proposal is premature and therefore inappropriate. In the main,
they contend, among other things, that the receiver should hold on
to the shares of the remaining Pre-IPO Companies that she retains
in the hope that they eventually will have successful initial
public offerings and generate more money for the receivership
estate. In other words, they argue that such a course would be more
in line with investors' original expectations.
The Court agrees with the receiver that investor expectations do
not solely determine the distribution in this receivership, given
StraightPath's commingling and diversion of funds, which defrauded
investors of their bargains. Judge Kaplan supports the distribution
plan, requiring the receiver to hold remaining Pre-IPO shares for
two years unless earlier liquidation ensures sufficient proceeds.
This approach balances fairness with efficiency, avoiding premature
liquidation and prolonged litigation.
The Founder Defendants next claim that the proposed plan improperly
would convert the receivership into a liquidation proceeding by
authorizing the liquidation of all pre-IPO shares without Court
approval.
The Founder Defendants object also to the proposed pro rata
distribution of a portion of the receivership assets. They claim,
first, that this matter is not analogous to the Ponzi scheme cases
to which this rule previously has been applied and second that any
pro rata distribution would reward investors "arbitrarily" as
compared to an attempt to honor investors' initial investment
decisions.
The Founder Defendants object to the proposed distribution of the
Escrow Funds and surplus Pre-IPO Shares prior to the adjudication
of the SEC's claims against the defendants.
Finally, the Founder Defendants and some investors object to the
treatment of the receivership as a Qualified Settlement Fund. Among
other things, they contend that:
(1) the receiver was not required to create a QSF under the
Receivership Order, and thus it was inappropriate for her to do so;
(2) the receivership does not meet one of the requirements for
treatment as a QSF under 26 C.F.R. Sec. 1.468B-1 of the regulations
under the Internal Revenue Code; and
(3) there were "alternative approaches" that the receiver could
have taken instead of defaulting to QSF status.
Judge Kaplan concludes that he's considered all objections of the
Founder Defendants and other interested persons to the motion and
find them unpersuasive in the context of this case. The investors'
objections largely track those raised by the Founder Defendants and
are unpersuasive for the same reasons. He finds that the plan
provides for a fair, reasonable and equitable allocation and
distribution of the relevant assets.
For these reasons, the receiver's motion is granted in all
respects. The receiver is authorized to take all action deemed
necessary and appropriate in her discretion to implement the terms
of the Plan. The receiver may alter, amend, or modify the Plan,
without further court order, one mor more times, after entry of
this Order, if such alteration, amendment or modification does not
materially alter the Plan. All opposition not withdrawn or resolved
by this Order is overruled in all respects. The Court retains
jurisdiction to hear and determine all matters arising from the
implementation of this Order.
On June 14, 2022, Melanie L. Cyganowski was appointed to serve as
the Court-appointed receiver for the SP Ventures Fund LLC, SP
Ventures Fund 2 LLC, SP Ventures Fund 3 LLC, SP Ventures Fund 4 LLC
,SP Ventures Fund 5 LL, SP Ventures Fund 6 LLC, SP Ventures Fund 7
LLC, SP Ventures Fund 8 LLC, SP Ventures Fund 9 LLC, StraightPath
Venture Partners LLC and StraightPath Management LLC pursuant to
an order of the Hon. Lewis A. Kaplan. She is represented by Erik
Weinick and Michael Pantzer at Otterbourg.
Straightpath Venture Partners LLC is an investment adviser
incorporated in Delaware as a limited liability company on May 11,
2017, which served as the investment adviser to each of the SP
Funds.
STRONGHOLD CONSTRUCTION: Hires Grier Wright Martinez as Counsel
---------------------------------------------------------------
Stronghold Construction Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of North Carolina to
employ Grier Wright Martinez, PA counsel.
The firm will render these legal services:
(a) advise the Debtor regarding its powers and duties;
(b) negotiate, prepare, and pursue confirmation of a Chapter
11, subchapter V plan and all related agreements and/or documents;
(c) take all necessary action to protect and preserve the
Debtor's estate;
(d) prepare legal papers;
(e) perform any and all other legal services for the Debtor in
connection with this Chapter 11 case;
(f) advise and assist the Debtor regarding all aspects of the
plan and confirmation process at the earliest possible date; and
(g) give legal advice and perform legal services with respect
to other issues relating to the foregoing.
The firm received a retainer in the amount of $50,000.
The hourly rates of the firm's counsel and staff are:
Joseph W. Grier, III $695
A. Cotten Wright $450
Michael L. Martinez $425
Anna S. Gorman $410
Paraprofessionals $190
In addition, the firm will seek reimbursement for expenses
incurred.
Michael Martinez, Esq., an attorney at Grier Wright Martinez,
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:
Michael L. Martinez, Esq.
Grier Wright Martinez, PA
521 E. Morehead St., Ste. 440
Charlotte, NC 28202
Tel: (704) 375-3720
Fax: (704) 332-0215
Email: mmartinez@grierlaw.com
About Stronghold Construction Inc.
The Debtor is a professional roofing and restoration services
provider.
Stronghold Construction Inc. in Johnson City, TN, sought relief
under Chapter 11 of the Bankruptcy Code filed its voluntary
petition for Chapter 11 protection (Bankr. W.D.N.C. Case No.
24-31014) on Nov. 21, 2024, listing $1,891,844 in assets and
$2,241,228 in liabilities. Lincoln Koontz as president, signed the
petition.
Judge Ashley Austin Edwards oversees the case.
GRIER WRIGHT MARTINEZ, PA serve as the Debtor's legal counsel.
STUDIO PB: Seeks to Hire Patrick J. Gros CPA as Accountant
----------------------------------------------------------
Studio PB LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of Louisiana to employ Patrick J. Gros, CPA as
accountant.
The firm will prepare tax returns, monthly operating reports, and
to assist Debtor in determining feasibility of the plan of
reorganization during the pendency on an hourly fee basis.
Patrick J. Gros, CPA will be paid at these rates:
Patrick J. Gros, CPA $250 per hour
Manager $175 per hour
Seniors $140 per hour
Staff $95 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Patrick J. Gros, CPA, a President at Patrick J. Gros, CPA,
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:
Patrick J. Gros
Patrick J. Gros, CPA
651 River Hignlands Boulevard
Covington, LA 70433
Tel: (985) 898-3512
Email: info@PJGrosCPA.com
About Studio PB LLC
Studio PB LLC is a physical fitness company in Metairie, Louisiana
offering a total body workout focused on low-impact/high-intensity
movements that improve strength and flexibility for every body.
Studio PB LLC sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-11449) on July
25, 2024. In the petition filed by Mark Conner, as managing member,
the Debtor reports total assets of $61,906 and total liabilities of
$1,658,086.
The Honorable Bankruptcy Judge Meredith S. Grabill handles the
case.
The Debtor is represented by Robin R. De Leo, Esq. at THE DE LEO
LAW FIRM, LLC.
SUGARLOAF VENTURES: Hires Bluestone Faircloth & Olson as Counsel
----------------------------------------------------------------
Sugarloaf Ventures LP seeks approval from the U.S. Bankruptcy Court
for the Northern District of California to hire Bluestone,
Faircloth & Olson, LLP to handle its Chapter 11 case.
The hourly rates of the firm's counsel and staff are:
Steven M. Olson, Esq. $575
Marshall E. Bluestone, Esq. $475
Jacob M. Faircloth, Esq. $425
Morgan Vendrick $250
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received an advance payment of $9,000.
Steven Olson, Esq., a partner at Bluestone Faircloth & Olson,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Steven M. Olson, Esq.
Bluestone Faircloth & Olson, LLP
1825 4th Street
Santa Rosa, CA 95404
Telephone: (707) 526-4250
Facsimile: (707) 526-0347
Email: steve@bfolegal.com
About Sugarloaf Ventures LP
Sugarloaf Ventures LP is the parent company of Sugarloaf Wine Co.
Sugarloaf Ventures LP sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-10673) on November 1,
2024. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge William J. Lafferty handles the case.
The Debtor is represented by Steven M. Olson, Esq. at Bluestone
Faircloth & Olson, LLP.
T L C MEDICAL: U.S. Trustee Appoints Sandra Zervoudakis as PCO
--------------------------------------------------------------
Mary Ida Townson, the U.S. Trustee for Region 21, appointed Sandra
Zervoudakis as patient care ombudsman for T L C Medical Group,
Inc.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Southern District of Florida on Nov. 7.
Section 333 of the Bankruptcy Code provides that the patient care
ombudsman shall:
* Monitor the quality of patient care provided to patients of
the healthcare provider, to the extent necessary under the
circumstances, including interviewing patients and physicians;
* Not later than 60 days after the date of this appointment,
and not less frequently than at 60-day intervals thereafter, report
to the court after notice to the parties in interest, at a hearing
or in writing, regarding the quality of patient care provided to
patients of the healthcare provider; and
* If such ombudsman determines that the quality of patient
care provided to patients of the healthcare provider is declining
significantly or is otherwise being materially compromised, file
with the court a motion or a written report, with notice to the
parties in interest immediately upon making such determination;
and
* Shall maintain any information obtained by such ombudsman
under section 333 of the Bankruptcy Code that relates to patients
(including information relating to patient records) as confidential
information. Such ombudsman may not review confidential patient
records unless the court approves such review in advance and
imposes restrictions on such ombudsman to protect the
confidentiality of such records.
Ms. Zervoudakis disclosed in a court filing that she is a
"disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The ombudsman may be reached at:
Sandra Zervoudakis, M.S., LMHC, CAP
6123 NW 31st Avenue
Boca Raton, FL 33496
Phone: (954)254-6773
Email: Sandra16m@yahoo.com
About TLC Medical Group Inc.
TLC Medical Group Inc. provides diagnosis and treatment of heart
and circulatory disorders. It is based in Port St. Lucie, Fla.
TLC Medical Group sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21588) on November 4,
2024, with total assets of $1,905,679 and total liabilities of
$2,093,600. Anthony Lewis, president of TLC Medical Group, signed
the petition.
Judge Mindy A. Mora handles the case.
The Debtor is represented by Susan D. Lasky, Esq., at Susan D.
Lasky, PA.
TGI FRIDAY'S: Court Approves Dec. 27 Auction for All Assets
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
approved the bidding procedures for the sale of substantially all
of the assets of TGI Friday's Inc. and its debtor-affiliates,
subject to better and higher offer and, free and clear of liens,
claims and encumbrances.
Copies of the bidding procedures motion, the bidding procedures
order, the bidding procedures, and the stalking horse asset
purchase agreement are available for download at
https://cases.stretto.com/TGIFridays or from the Debtors' claims
and noticing agent, Stretto Inc. via telephone by calling (833)
505-4418 (Toll-Free) or (714) 886-6213 (international) or via
email at TeamTGIFriday@stretto.com.
Any interested bidder should contact Richard Klein at (917)
520-3540; rklein@hilcocf.com or Hilco Corporate Finance LLC, the
Debtors' investment banking advisor.
The deadline to submit a bid for the assets of the Debtors is Dec.
20, 2024, at 4:00 p.m. (Prevailing Central Time). An auction will
take place on Dec. 27, 2024, at 9:00 a.m. (Prevailing Central
Time). Objections to the sale of the Debtors' assets, if any, must
be filed no later than 12:00 p.m. (Prevailing Central Time) on Dec.
30, 2024.
A sale hearing will be conducted by the Court to consider the sale
on or before Jan. 2, 2025, at 9:30 a.m. (Prevailing Central Time),
subject to the Court's availability.
About TGI Friday's
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
Nov. 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. Stretto, Inc., is notice and
claims agent to the Debtors.
TIME OUT PROPERTIES: Trustee Hires Williams Overman as Accountant
-----------------------------------------------------------------
John C. Bircher III, the Trustee for Time Out Properties, LLC,
received approval from the U.S. Bankruptcy Court for the Eastern
District of North Carolina to employ Williams Overman Pierce, LLP
as accountant.
The firm will render these services:
a. give accounting and tax advice to the Trustee;
b. prepare any and all quarterly and annual State and Federal
Tax Returns; and
c. perform any other accounting services for the Trustee as
may be necessary in these Chapter 12 proceedings.
The firm will be paid at its normal hourly rates.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Edward Golden, a member at Williams Overman Pierce, 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:
Edward Golden
Williams Overman Pierce, LLP
328 E. Market St., Suite 100
Greensboro, NC 27401
Tel: (336) 275-1686
Fax: (919) 782-2552
About Time Out Properties, LLC
Time Out is a holding company that owns 100% of the equity in each
of Prairie Knolls, Grand Valley MHP, LLC, and Rolling Acres MHC,
LLC, each of which own and operate a mobile home park.
Time Out Properties, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-19722) on
September 20, 2024, with $1 million to $50 million in both assets
and liabilities. The petition was signed by Neil Carmichael Bender,
II as manager.
Judge Scott M Grossman oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq. at
Shraiberg Page P.A.
TOP PARK SERVICES: Trustee Hires Williams Overman as Accountant
---------------------------------------------------------------
John C. Bircher III, the Trustee for Top Park Services, LLC,
received approval from the U.S. Bankruptcy Court for the Eastern
District of North Carolina to employ Williams Overman Pierce, LLP
as accountant.
The firm will render these services:
a. give accounting and tax advice to the Trustee;
b. prepare any and all quarterly and annual State and Federal
Tax Returns; and
c. perform any other accounting services for the Trustee as
may be necessary in these Chapter 12 proceedings.
The firm will be paid at its normal hourly rates.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Edward Golden, a member at Williams Overman Pierce, 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:
Edward Golden
Williams Overman Pierce, LLP
328 E. Market St., Suite 100
Greensboro, NC 27401
Tel: (336) 275-1686
Fax: (919) 782-2552
About Top Park Services, LLC
Top Park Services, LLC is a Fort Lauderdale-based company involved
in the management and operation of mobile home parks.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-03434) 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.
TRI-CITY SERVICE: Taps Hendren Redwine & Malone as Counsel
----------------------------------------------------------
Tri-City Service LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of North Carolina to hire Hendren, Redwine
& Malone, PLLC to handle its Chapter 11 case.
The firm received a total retainer of $22,500 from the Debtor's
president.
`
Jason Hendren, Esq., an attorney at Hendre, Redinw & Malone,
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:
Rebecca F. Redwine, Esq.
Hendren, Redwine & Malone PLLC
4600 Marriott Drive Suite 150
Raleigh, NC 27612
Telephone: (919) 420-7867
Facsimile: (919) 420-0475
Email: rredwine@hendrenmalone.com
About Tri-City Service LLC
Tri-City Service LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No.
24-04063) on Nov. 21, 2024, listing up to $50,000 in assets and $1
million to $10 million in liabilities. The petition was signed by
Yehia Hussein as manager.
Judge Pamela W Mcafee presides over the case.
Jason L. Hendren, Esq. at Hendren Redwine & Malone, PLLC represents
the Debtor as counsel.
TRUE VALUE: Committee Taps Pachulski Stang as Legal Counsel
-----------------------------------------------------------
The official committee of unsecured creditors of True Value
Company, LLC and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Pachulski
Stang Ziehl & Jones LLP as its counsel.
The firm will render these services:
a. assisting, advising, and representing the Committee in its
consultations with the Debtors regarding the administration of the
Chapter 11 Cases;
b. assisting, advising, and representing the Committee with
respect to the Debtors' retention of professionals and advisors
with respect to the Debtors' business and the Chapter 11 Cases;
c. assisting, advising, and representing 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, asset dispositions, financing
arrangements, and cash collateral stipulations or proceedings;
d. assisting, advising, and representing the Committee in any
manner relevant to reviewing and determining the Debtors' rights
and obligations under leases and other executory contracts;
e. assisting, advising, and representing the Committee in
investigating the acts, conduct, assets, liabilities, and financial
condition of the Debtors, the Debtors' operations, and the
desirability of the continuance of any portion of those operations,
and any other matters relevant to the Chapter 11 Cases or to the
formulation of a plan;
f. assisting, advising, and representing the Committee in
connection with any sale of the Debtors' assets;
g. assisting, advising, and representing the Committee in its
participation in the negotiation, formulation, or objection to any
plan of liquidation or reorganization;
h. assisting, advising, and representing the Committee in
understanding its powers and duties under the Bankruptcy Code and
the Bankruptcy Rules and in performing other services as are in the
interests of those represented by the Committee;
i. assisting, advising, and representing the Committee in the
evaluation of claims and on any litigation matters, including
avoidance actions; and
j. providing such other services to the Committee as may be
necessary in the Chapter 11 Cases.
The normal hourly rates of the attorneys of the firm are:
Partners $995 to $1,825
Of Counsel $1,075 to $1,295
Associates $795
Paraprofessionals $595 to $645
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The Firm provides the following responses to the questions set
forth in Part D of the Appendix B Guidelines for Reviewing
Applications for Compensation and Reimbursement of Expenses Filed
under United States Code by Attorneys in Larger Chapter 11 Cases
(the "Revised UST 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 post petition, explain the
difference and reasons for the difference?
Answer: N/A
Question: Has your client approved your respective budget and
staffing plan, and, if so, for what budget period?
Answer: N/A
Bradford Sandler, Esq., a partner at Pachulski Stang Ziehl & Jones
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 through:
Bradford J. Sandler, Esq.
Pachulski Stang Zichl & Jones LLP
919 North Market Street, 17th Floor
Wilmington, DE 19899
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
Email: bsandler@pszjlaw.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: Committee Taps Province LLC as Financial Advisor
------------------------------------------------------------
The official committee of unsecured creditors of True Value
Company, LLC and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Province, LLC
as its financial advisor.
The firm's services include:
a. becoming familiar with and analyzing the Debtors' DIP
budget, assets and liabilities, and overall financial condition;
b. reviewing financial and operational information furnished
by the Debtors;
c. monitoring the sale process, interfacing with the Debtors'
professionals, and advising the Committee regarding the process;
d. scrutinizing the economic terms of various agreements,
including, but not limited to, various professional retentions;
e. analyzing the Debtors' proposed business plans and
developing alternative scenarios, if necessary;
f. assessing the Debtors' various pleadings and proposed
treatment of unsecured creditor claims therefrom;
g. preparing, or reviewing as applicable, avoidance action and
claim analyses;
h. assisting the Committee in reviewing the Debtors' financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, DIP budgets, and
monthly operating reports;
i. advising the Committee on the current state of these
chapter 11 cases;
j. advising the Committee in negotiations with the Debtors and
third parties as necessary;
k. if necessary, participating as a witness in hearings before
the Court with respect to matters upon which Province has provided
advice; and
l. providing other activities as are approved by the
Committee, the Committee's counsel, and as agreed to by Province.
Province's current standard hourly rates are:
Managing Directors and Principals $870 to $1,450
Vice Presidents, Directors,
and Senior Directors $690 to $950
Analysts, Associates,
and Senior Associates $370 to $700
Other / Para-Professional $270 to $410
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Sanjuro Kietlinski, a partner at Province, 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:
Sanjuro Kietlinski
Province, LLC
2360 Corporate Circle, Suite 340,
Henderson, NV 89074
Tel: (702) 685-5555
Email: pnavid@provincefirm.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.
VERITIV OPERATING: S&P Rates $550MM Senior Secured Notes 'B+'
-------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '3'
recovery rating to Veritiv Operating Co.'s $600 million first-lien
term loan B and $550 million senior secured notes. The '3' recovery
rating indicates its expectation of meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a payment default.
Veritiv plans to use the proceeds to finance the $1.135 billion
acquisition of Orora Packaging Solutions, a Buena Park,
Calif.-based packaging distributor specializing in custom packaging
solutions and services. S&P said, "We expect the acquisition will
complement Veritiv's custom packaging and distribution segment,
consistent with the company's efforts expand its packaging and
converting exposure, while continuing to shift away from noncore
business into a pure packaging company. As part of the transaction,
Veritiv will also upsize its asset-based lending revolver (ABL) to
$1.1 billion from $825 million. We expect the revolver to have $87
million drawn at close. While the issuance will increase leverage
above our 5.0x downside trigger in the short term, we expect the
company will be able to deleverage below 5x from improved operating
performance and incremental EBITDA from the acquisition, as well as
acquisition synergies."
On Oct. 17, 2024, the company merged the Verde Purchaser legal
entity into Verde Operating Co. S&P said, "As a result, we withdrew
the rating on Verde Purchaser LLC and assigned the 'B+' issuer
credit rating to Veritiv, with a stable outlook. At the same time
we assigned our 'B+' issue level and '3' recovery rating to
Veritiv's outstanding $800 million term loan B and $700 million
senior secured notes."
VIEWBIX INC: Incurs $695K Net Loss in Third Quarter
---------------------------------------------------
Viewbix Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $695,000 on
$6.28 million of revenues for the three months ended Sept. 30,
2024, compared to a net loss of $1.78 million on $15.72 million of
revenues for the three months ended Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $10.07 million on $23.62 million of revenues compared
to a net loss of $2.21 million on $63.73 million of revenues for
the same period during the prior year.
As of Sept. 30, 2024, the Company had $30.80 million in total
assets, $16.93 million in total current liabilities, $2.30 million
in total non-current liabilities, and $11.57 million in total
equity.
Viewbix said, "The Company experienced a decrease in its revenues
from the digital content and search segments, as a result of the
Cortex Adverse Effect, a decrease in user traffic acquired from
third party advertising platforms, an industry-wide decrease in
advertising budget, changes and updates to internet browsers'
technology, which adversely impacted the Company's ability to
acquire traffic in the search segment and a decrease in revenues
from routing of traffic acquired from third-party strategic
partners in the search segment, as a result of lack of availability
of suppliers credit from such third party strategic partners. As a
result of the foregoing, the Company's operations were adversely
affected.
"The decline in revenues and other circumstances described above
raise substantial doubts about the Company's ability to continue as
a going concern during the 12-month period following the issuance
date of this Quarterly Report."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/797542/000149315224046797/form10-q.htm
About Viewbix
Headquartered in Ramat Gan, Israel, Viewbix and its subsidiaries,
Gix Media and Cortex Media Group Ltd., operate in the field of
digital advertising. The Group has two main activities that are
reported as separate operating segments: the search segment and the
digital content segment. The search segment develops a variety of
technological software solutions, which perform automation,
optimization, and monetization of internet campaigns, for the
purposes of obtaining and routing internet user traffic to its
customers. The search segment activity is conducted by Gix Media.
The digital content segment is engaged in the creation and editing
of content, in different languages, for different target audiences,
for the purposes of generating revenues from leading advertising
platforms, including Google, Facebook, Yahoo and Apple, by
utilizing such content to obtain and route internet user traffic
for its customers. The digital content segment activity is
conducted by Cortex.
Tel Aviv, Israel-based Brightman Almagor Zohar & Co., A Firm in the
Deloitte Global Network, the Company's auditor since 2012, issued a
"going concern" qualification in its report dated March 25, 2024,
citing that the Company's non-compliance with its debt covenants as
of Dec. 31, 2023 and the decrease in revenues and positive cash
flows from operations may result in the Company's inability to
repay its debt obligations during the 12-month period following the
issuance date of these financial statements. These conditions
raise a substantial doubt about the Company's ability to continue
as a going concern.
VOYAGER DIGITAL: Metropolitan Commercial Bank Faces Fraud Suits
---------------------------------------------------------------
Sarah Jarvis of Law360 reports that Metropolitan Commercial Bank,
the former banking partner of Voyager Digital, faces a 53-count
lawsuit in New York federal court accusing it of complicity in the
misconduct of the now-defunct crypto lender and seeking
accountability for repaying platform users.
About Voyager Digital Holdings
Based in Toronto, Canada, Voyager Digital Holdings Inc. --
https://www.investvoyager.com/ -- ran a cryptocurrency platform.
Voyager claimed to offer a secure way to trade over 100 different
crypto assets using its easy-to-use mobile application. Through its
subsidiary Coinify ApS, Voyager provided crypto payment solutions
for both consumers and merchants around the globe.
Voyager Digital Holdings Inc. and two affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead
Case No. 22-10943) on July 5, 2022. In the petition filed by
Stephen Ehrlich, chief executive officer, the Debtors estimated
assets and liabilities between $1 billion and $10 billion.
Judge Michael E. Wiles oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP as general bankruptcy
counsel; Berkeley Research Group, LLC, as financial advisor; Moelis
& Company as investment banker; Consello Group as strategic
financial advisor; Deloitte Tax, LLP as tax services provider; and
Deloitte & Touche, LLP, as accounting advisor. Stretto, Inc., is
the claims agent.
On July 19, 2022, the U.S. Trustee for Region 2 appointed an
official committee of unsecured creditors in the Chapter 11 cases.
The committee tapped McDermott Will & Emery, LLP as bankruptcy
counsel; FTI Consulting, Inc., as financial advisor; Cassels Brock
& Blackwell, LLP as Canadian counsel; and Epiq Corporate
Restructuring, LLC, as noticing and information agent.
The committee also tapped the services of Harney Westwood &
Riegels, LP, in connection with Three Arrows Capital Ltd.'s
liquidation proceedings in British Virgin Islands.
On July 6, 2022, the Debtors filed a joint Chapter 11 plan of
reorganization.
* * *
Following an auction process, the Debtors in September 2022
selected the bid submitted by FTX US' West Realm Shires Inc. as the
winning bid for the assets. But after a series of events, FTX
collapsed in November 2022, before the sale could be completed.
After reopening bidding, Voyager Digital selected the offer from
U.S. exchange BAM Trading Services Inc. (doing business as
"Binance.US") as the highest and best bid for its assets. Binance's
bid is valued at $1.022 billion.
In April 2023, Binance.US called off its deal to buy assets of
bankrupt crypto lender Voyager Digital, citing a "hostile and
uncertain regulatory climate."
WEEPING MARY: Seeks to Hire Pohl PA as Bankruptcy Counsel
---------------------------------------------------------
Weeping Mary Bowling Green, SC seeks approval from the U.S.
Bankruptcy Court for the District of South Carolina to hire Robert
A. Pohl, Esq. of POHL, PA as its bankruptcy counsel.
The firm's services include:
a. providing the Debtor with legal advice with respect to its
powers and duties in the continued management and control of its
assets, and its responsibilities regarding its liabilities to
creditors;
b. providing legal advice regarding the Debtor's
responsibility to provide insurance and bank account information
and file monthly operating reports, plan of reorganization,
disclosure statement, and final report; and
c. preparing bankruptcy schedules, statement of financial
affairs, reports, plan of reorganization and other documents.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Attorneys $425 per hour
Paralegals $75 per hour
The firm will be paid a retainer in the amount of $3,262 and will
be reimbursed for its out-of-pocket expenses.
Robert Pohl, Esq., a partner at Pohl, PA, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Robert A. Pohl, Esq.
POHL, PA
P.O. Box 27290
Greenville, SC 29616
Tel: (864) 233-6294
Fax: (864) 558-5291
Email: Robert@POHLPA.com
About Weeping Mary Bowling Green
Weeping Mary Bowling Green, SC filed Chapter 11 petition (Bankr. D.
S.C. Case No. 24-03409) on Sept. 19, 2024, with $100,001 to
$500,000 in both assets and liabilities.
Judge Helen E. Burris oversees the case.
Robert Pohl, Esq., at Pohl Bankruptcy, LLC is the Debtor's legal
counsel.
WELLPATH HOLDINGS: Court Administratively Stays Lentz Suit
----------------------------------------------------------
Magistrate Judge Kimberly G. Altman of the United States District
Court for the Eastern District of Michigan administratively stayed
the case captioned as GARY LENTZ, Plaintiff, v. MICHIGAN DEPARTMENT
OF CORRECTIONS, et al., Defendants, Case No. 2:24-cv-10198 (E.D.
Mich.) as to Defendant Wellpath, LLC. The case will proceed against
all of the other defendants, including Wilanowski, Farris, and
Obiakor.
On November 15, 2024, the Wellpath Defendants filed a "Suggestion
of Bankruptcy and Notice of Stay", the purpose of which is to
inform the Court that Wellpath has filed a voluntary bankruptcy
petition under Chapter 11 in the United States Bankruptcy Court for
the Southern District of Texas.
As to Wellpath, under 11 U.S.C. Sec. 362, all proceedings against
the debtor, i.e., Wellpath, are automatically stayed. Therefore,
the case will be administratively stayed as to Wellpath.
As to the individual Wellpath Defendants -- Wilanowski, Farris, and
Obiakor --- the district court has "jurisdiction concurrent with
the originating bankruptcy court to determine the applicability of
the bankruptcy court's automatic stay."
The order from Wellpath's bankruptcy proceeding does not cite 11
U.S.C. Sec. 105(a) and does not set forth the
preliminary-injunction factors or contain any analysis on the
subject, the district court notes.
No preliminary injunction has been issued, and neither the district
court nor the bankruptcy court can otherwise "extend" the automatic
stay to non-debtor defendants.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=1ckBug
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Hall v. Masters Suit Can Proceed
---------------------------------------------------
Judge Sheri Polster Chappell of the United States District Court
for the Middle District of Florida denied the defendants' request
to stay the case captioned as WENDALL HALL, Plaintiff, v. MALINDA
MASTERS, Defendant, Case No.: 2:22-cv-530-SPC-KCD (M.D. Fla.).
Before the Court is the defendants' Suggestion of Bankruptcy and
Notice of Stay. Wellpath Holdings, Inc. and affiliated entities --
one of which is presumably the defendants' employer -- have
declared Chapter 11 bankruptcy in the United States Bankruptcy
Court for the Southern District of Texas, Case No. 24-90533. The
defendants ask the Court to apply the automatic stay to this case
The court in Wellpath's bankruptcy case has extended the stay to
"lawsuits filed as of the Petition Date in which a Debtor is named
as one of the defendants therein." Rider 1 to Wellpath's
bankruptcy petition lists the Debtors. None of those Debtors are
named as a defendant in this case. Also, this Court lacks
jurisdiction to stay the case because the plaintiff filed a notice
of appeal.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=4oMdpP
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Hall v. Masters, et al. Suit Can Proceed
-----------------------------------------------------------
Judge Sheri Polster Chappell of the United States District Court
for the Middle District of Florida denied the defendants' request
to stay the case captioned as WENDALL HALL, Plaintiff, v. MELINDA
MASTERS, JON CARNER, HOUSTON and COURTNEY JONES, Defendants, Case
No.: 2:23-cv-105-SPC-KCD (M.D. Fla.).
Before the Court is the defendants' Suggestion of Bankruptcy and
Notice of Stay. Wellpath Holdings, Inc. and affiliated entities --
one of which is presumably the defendants' employer -- have
declared Chapter 11 bankruptcy in the United States Bankruptcy
Court for the Southern District of Texas, Case No. 24-90533. The
defendants ask the Court to apply the automatic stay to this case.
The court in Wellpath's bankruptcy case has extended the stay to
"lawsuits filed as of the Petition Date in which a Debtor is named
as one of the defendants therein." Rider 1 to Wellpath's
bankruptcy petition lists the Debtors. None of those Debtors are
named as a defendant in this case.
Judge Chappell says, "Because the automatic stay does not protect
the defendants and the bankruptcy court has not enjoined litigation
of claims against them, this case may proceed. If the bankruptcy
court extends the stay to the defendants, they shall promptly
notify the Court and the plaintiff."
A copy of the Court's decision is available at
https://urlcurt.com/u?l=ONMqNT
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Hires McDermott Will & Emery LLP as Counsel
--------------------------------------------------------------
Wellpath Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
McDermott Will & Emery LLP as counsel.
The firm's services include:
a. advising 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. advising and consulting on the conduct of these Chapter 11
Cases, including the legal and administrative requirements of
operating in chapter 11;
c. attending meetings and negotiating with representatives of
the Debtors' creditors, equity holders, and other
parties-in-interest;
d. reviewing and commenting on proposed drafts of pleadings in
connection with these Chapter 11 Cases, including motions,
applications, answers, orders, reports, and papers necessary or
otherwise beneficial to the administration of the Debtors'
estates;
e. advising the Debtors in connection with any potential sale
of assets or transfer of operations;
f. at the request of the Debtors, appearing before the Court
and any appellate courts to represent the interests of the Debtors'
estates as their bankruptcy co-counsel;
g. advising the Debtors regarding tax matters;
h. assisting the Debtors in reviewing, assessing, estimating,
and resolving claims asserted against the Debtors' estates;
i. advising the Debtors regarding insurance and regulatory
matters; and
j. performing all other necessary legal services for the
Debtors in connection with the prosecution of these Chapter 11
Cases.
The firm's current hourly rates are:
Partners $1,500 to $2,290
Counsel $980 to $1,395
Associates $895 to $1,485
Paraprofessionals $135 to $1,290
The firm received an advance payment retainer in the amount of
$250,000.
The following is provided in response to the request for additional
information set forth in Paragraph D.1. of the Revised UST
Guidelines:
Question: Did McDermott agree to any variations from, or
alternatives to, McDermott's standard billing arrangements for this
engagement?
Answer: No. McDermott and the Debtors have not agreed to any
variations from, or alternatives to, McDermott's standard billing
arrangements for this engagement. The rate structure provided by
McDermott is appropriate and is not significantly different from
(a) the rates that McDermott charges for other non-bankruptcy
representations or (b) the rates of other comparably skilled
professionals.
Question: Do any of the McDermott professionals in this
engagement vary their rate based on the geographic location of the
Debtors' Chapter 11 Cases?
Answer: No. The hourly rates used by McDermott in representing
the Debtors are consistent with the rates that McDermott charges
other comparable chapter 11 clients, regardless of the location of
these Chapter 11 Cases.
Question: If McDermott has represented the Debtors in the 12
months prepetition, disclose McDermott's billing rates and material
financial terms for the prepetition engagement, including any
adjustments during the 12 months prepetition. If McDermott's
billing rates and material financial terms have changed
postpetition, explain the difference and the reasons for the
difference.
Answer: McDermott's currently hourly rates for services rendered
on behalf of the Debtors range as follows:
Billing Category U.S. Range
Partners $1,500 to $2,290
Counsel $980 to $1,395
Associates $895 to $1,485
Paraprofessionals $135 to $1,290
Question: Have the Debtors approved McDermott's budget and
staffing plan, and, if so, for what budget period?
Answer: Yes, pursuant to the DIP Order, professionals proposed
to be retained by the Debtors are required to provide weekly
estimates of fees and expenses incurred in these Chapter 11 Cases.
Felicia Gerber Perlman, Esq., partner of McDermott Will & Emery
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.
The firm can be reached at:
Felicia Gerber Perlman, Esq.
McDermott Will & Emery LLP
444 W. Lake Street, Suite 4000
Chicago, IL 60606
Tel: (312) 372-2000
Fax: (312) 984-7700
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc.,
is a provider of medical and mental healthcare in jails, prisons,
and inpatient and residential treatment facilities.
Wellpath Holdings and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 24-90533) on November 11, 2024. Timothy Dragelin, chief
restructuring officer and chief financial officer, signed the
petitions.
At the time of the filing, the Debtors reported $1 billion to $10
billion in assets and liabilities.
Judge Alfredo R. Perez oversees the cases.
The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery,
LLP as bankruptcy counsel; FTI Consulting, Inc. as financial
advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as
investment banker.
WELLPATH HOLDINGS: Hoover v. Miller, et al. Case Can Proceed
------------------------------------------------------------
Judge Sheri Polster Chappell of the United States District Court
for the Middle District of Florida denied the defendants' request
to stay the case captioned as JAMES HOOVER, Plaintiff, v. MILLER,
CARDENAS DAKOTA, TOWNSEND and ROOKS, Defendants, Case No.:
2:23-cv-1124-SPC-NPM (M.D. Fla.).
Before the Court is the defendants' Suggestion of Bankruptcy and
Notice of Stay. Wellpath Holdings, Inc. and affiliated entities --
one of which is presumably the defendants' employer -- have
declared Chapter 11 bankruptcy in the United States Bankruptcy
Court for the Southern District of Texas, Case No. 24-90533. The
defendants ask the Court to apply the automatic stay to this case.
The court in Wellpath's bankruptcy case has extended the stay to
"lawsuits filed as of the Petition Date in which a Debtor is named
as one of the defendants therein." Rider 1 to Wellpath's bankruptcy
petition lists the Debtors. None of those Debtors are named as a
defendant in this case.
Judge Chappell says, "Because the automatic stay does not protect
the defendants and the bankruptcy court has not enjoined litigation
of claims against them, this case may proceed. If the bankruptcy
court extends the stay to the defendants, they shall promptly
notify the Court and the plaintiff."
A copy of the Court's decision is available at
https://urlcurt.com/u?l=U8DkVq
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Kineard v. Smith, et al. Suit Can Proceed
------------------------------------------------------------
Senior Judge John E. Steele of the United States District Court for
the Middle District of Florida denied the defendants' request to
stay the case captioned as MICHAEL BARRY KINEARD, Plaintiff, v.
TRAYVIS SMITH and GIDEON L DAVID, Defendants, Case No:
2:23-cv-559-JES-NPM (M.D. Fla.),
Before the Court is the defendants' Suggestion of Bankruptcy and
Notice of Stay. Wellpath Holdings, Inc. and affiliated entities --
one of which is presumably the defendants' employer -- have
declared Chapter 11 bankruptcy in the United States Bankruptcy
Court for the Southern District of Texas, Case No. 24-90533. The
defendants ask the Court to apply the automatic stay to this case.
The court in Wellpath's bankruptcy case has extended the stay to
"lawsuits filed as of the Petition Date in which a Debtor is named
as one of the defendants therein." Rider 1 to Wellpath's bankruptcy
petition lists the Debtors. None of those Debtors are named as a
defendant in this case.
Judge Steele says, "Because the automatic stay does not protect the
defendants and the bankruptcy court has not enjoined litigation of
claims against them, this case may proceed. If the bankruptcy court
extends the stay to the defendants, they shall promptly notify the
Court and the plaintiff."
A copy of the Court's decision is available at
https://urlcurt.com/u?l=S0X4Vm
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Nealy v. Masters, et al. Suit Can Proceed
------------------------------------------------------------
Senior Judge John E. Steele of the United States District Court for
the Middle District of Florida denied the defendants' request to
stay the case captioned as TONNIE NEALY, Plaintiff, v. MELINDA
MASTERS, JON CARNER, and DOCTOR LEE, Defendants, Case No:
2:23-cv-123-JES-KCD (M.D. Fla.).
Before the Court is the defendants' Suggestion of Bankruptcy
and Notice of Stay (Doc. 50). Wellpath Holdings, Inc. and
affiliated entities -- one of which is presumably the defendants'
employer -- have declared Chapter 11 bankruptcy in the United
States Bankruptcy Court for the Southern District of Texas, Case
No. 24-90533. The defendants ask the Court to apply the automatic
stay to this case.
The court in Wellpath's bankruptcy case has extended the stay to
"lawsuits filed as of the Petition Date in which a Debtor is named
as one of the defendants therein." Rider 1 to Wellpath's bankruptcy
petition lists the Debtors. None of those Debtors are named as a
defendant in this case. Also, this Court lacks jurisdiction to stay
the case because the plaintiff filed a notice of appeal.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=Z4Hy6I
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Taps Lazard Freres as Investment Banker
----------------------------------------------------------
Wellpath Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Lazard Freres & Co. LLC as investment banker.
The firm's services include:
-- reviewing and analyzing the Debtors' business, operations,
and financial projections;
-- evaluating the Debtors' potential debt capacity in light of
their projected cash flows;
-- assisting in the determination of a capital structure for the
Debtors;
-- assisting in the determination of a range of values for the
Debtors on a going concern basis;
-- assisting in analyzing potential Financing and Liability
Management Transactions or other capital structure or strategic
alternatives, including any Transaction;
-- evaluating the financial terms of any proposed Transaction;
-- advising the Debtors on tactics and strategies for
negotiating with the Stakeholders;
-- rendering financial advice to the Debtors and participating
in meetings or negotiations with the Stakeholders, rating agencies,
or other appropriate parties in connection with any Transaction;
-- advising the Debtors on the timing, nature, and terms of new
securities, other consideration or other inducements to be offered
pursuant to any Transaction;
-- advising and assisting the Debtors in evaluating any
potential Financing transaction by the Debtors, and, subject to
Lazard's agreement so to act and, if requested by Lazard, to
execution of appropriate agreements, on behalf of the Debtors,
contacting potential sources of capital as the Debtors may
designate, and assisting the Company in implementing such
Financing;
-- assisting the Debtors in preparing documentation within our
area of expertise that is required in connection with any
Transaction;
-- assisting the Debtors in identifying and evaluating
candidates for any potential Majority Sale, advising the Debtors in
connection with negotiations, and aiding in the consummation of any
such Sale Transaction;
-- attending meetings of the Board of Managers of the Debtors
with respect to matters on which we have been engaged to advise
hereunder and advising the Board of Managers of the Debtors as
appropriate;
-- providing testimony, as necessary, with respect to matters on
which we have been engaged to advise hereunder in any proceeding
before the Court; and
-- providing the Debtors with other financial advice related to
the foregoing.
The firm will be paid as follows:
(a) A monthly fee of $200,000 (the "Monthly Fee"), payable on
the first day of each month thereafter until the termination of
Lazard's engagement pursuant to Section 10 of the Engagement
Letter. One-half (i.e., 50%) of all Monthly Fees paid shall, with
respect to September 2024 and each month thereafter, be credited
(without duplication) against any Sale Transaction Fee,
Restructuring Fee, or Financing Fee (each as defined below) payable
under the Engagement Letter.
(b) A fee (the "Sale Transaction Fee") payable upon consummation
of any Sale Transaction that is consummated following to the
commencement of chapter 11 proceedings and incorporates all or a
majority of the assets or all or a majority or controlling interest
in the equity securities of the Debtors (a "Majority Sale" and,
such fee, a "Majority Sale Fee") equal to the greater of (i) the
fee calculated based on the Aggregate Consideration as set forth in
Schedule I attached to the Engagement Letter or (ii) the
Restructuring Fee (defined below); provided, however, that (A) in
the event that the Debtors have retained and paid a Court-approved
co-advisor to assist Lazard in any Majority Sale process, the
Majority Sale Fee shall be reduced by the lesser of (1) the amount
paid to such co-advisor and (2) $1,000,000 or (B) in the event the
Debtors have retained a Court-approved co-advisor to assist Lazard
in any Majority Sale process, and if a Majority Sale is consummated
and the buyer or buyers do not include any existing debt or
security holders of the Debtors, the Majority Sale Fee may be
reduced by the lesser of (1) the amount paid to such co-advisor for
such Majority Sale and (2) an amount equal to 37.5% of the fee
calculated based on the Aggregate Consideration as set forth in
Schedule 1 attached to the Engagement Letter. For the avoidance of
doubt, (i) the credit amount pursuant to clauses (A) and (B) of the
preceding proviso, if applicable, would credit against the greater
of (1) the fee calculated based on the Aggregate Consideration as
set forth in Schedule I attached to the Engagement Letter or (2)
the Restructuring Fee; and (ii) a sale of Recovery Solutions that
is consummated following the commencement of Chapter 11 proceedings
shall constitute a Majority Sale.
(c) A fee (the "Financing Fee") payable upon consummation of a
Financing6 equal to the applicable percentages of gross proceeds
(including, for the avoidance of doubt, any committed but unfunded
amounts) as follows based on the type of Financing: (i) 1.5% of any
senior secured debt financing, plus (ii) 2.5% of any junior
secured, last-out, unsecured, or subordinated debt financing, plus
(iii) 3.5% of any equity, equity-linked, or equity-stapled or
similarly bundled equity financing (including preferred or common
equity, convertible debt, debt bundled, or stapled with equity or
equity-linked financing, options, warrants, or other rights to
acquire interests). To the extent that the type of Financing issued
(including any "stapled" or similarly bundled securities) would
qualify as more than one of the types of Financings listed above,
the highest applicable fee percentage shall apply; provided,
however, that no Financing Fee shall be earned or payable to Lazard
with respect to any proceeds provided by HIG managed funds /
affiliates if Lazard has not provided assistance or run a financing
process; provided, further, that for any proposed DIP Financing,
the Financing Fee shall be earned and shall be payable upon the
earlier of execution of a commitment letter or a definitive
agreement with respect to the Financing; provided, further, that,
to the extent that Lazard is paid a fee in connection with a
proposed DIP Financing and the Court does not provide any required
approval with respect thereto, Lazard shall return such fee to the
Debtors (less any Monthly Fees that have accrued).
(d) A fee (the "Restructuring Fee") equal to $7 million payable
upon the consummation of a Restructuring;7 provided, however, that,
to the extent that the Debtors do not run a Majority Sale process
following the commencement of chapter 11 proceedings and the
Debtors, prior to a chapter 11 filing, have paid $1,000,000 to a
co-advisor that was retained by the Debtors, the Restructuring Fee
shall be reduced by $1,000,000.
(e) For the avoidance of any doubt, more than one fee may be
payable pursuant to each of clauses (b) and (d) above, but only one
Restructuring Fee or Majority Sale Fee shall be payable, whichever
is greater.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Christian Tempke, a Managing Director in the Restructuring &
Liability Management Group at Lazard Freres & Co. 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:
Christian Tempke
Lazard Freres & Co. LLC
30 Rockefeller Plaza
New York, NY 10012
Tel: (212) 632-6000
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc.,
is a provider of medical and mental healthcare in jails, prisons,
and inpatient and residential treatment facilities.
Wellpath Holdings and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 24-90533) on November 11, 2024. Timothy Dragelin, chief
restructuring officer and chief financial officer, signed the
petitions.
At the time of the filing, the Debtors reported $1 billion to $10
billion in assets and liabilities.
Judge Alfredo R. Perez oversees the cases.
The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery,
LLP as bankruptcy counsel; FTI Consulting, Inc. as financial
advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as
investment banker.
WELLPATH HOLDINGS: Taps McDonald Hopkins as Counsel to the Board
----------------------------------------------------------------
CCS-CMGC Intermediate Holdings 2, Inc., one of the Debtors in the
bankruptcy case of Wellpath Holdings, Inc. and its affiliates,
seeks approval from the U.S. Bankruptcy Court for the Southern
District of Texas to employ McDonald Hopkins LLC as special counsel
to the special committee of the CCS-CMGC Intermediate Holdings 2,
Inc. board of directors, at the sole direction of the independent
directors of the CCS Board.
The firm will provide assistance and counsel to the Special
Committee, including with respect to an independent investigation
of potential claims relating to CCS-CMGC Intermediate Holdings 2,
Inc.
The firm will be paid at these rates:
Members $845 to $980 per hour
Associates $480 to $515 per hour
Paralegals $225 to $425 per hour
CCS paid $150,000 to McDonald Hopkins, which, as stated in the
Engagement Letter, constituted an advance prepayment retainer.
The following is provided in response to the request for additional
information set forth in paragraph D.1. of the Revised UST
Guidelines:
a. Question: Did McDonald Hopkins agree to any variations from,
or alternatives to, McDonald Hopkins' standard billing arrangements
for this engagement?
Answer: No. McDonald Hopkins did not agree to any variations
from, or alternatives to, McDonald Hopkins' standard billing
arrangements for this engagement. The rate structure provided by
McDonald Hopkins is appropriate and is not significantly different
from (a) the rates that McDonald Hopkins charges for other
non-bankruptcy representations or (b) the rates of other comparably
skilled professionals.
b. Question: Do any of the McDonald Hopkins professionals in
this engagement vary their rate based on the geographic location of
the Debtors' chapter 11 cases?
Answer: No. The hourly rates used by McDonald Hopkins
included in this engagement are consistent with the rates that
McDonald Hopkins charges other comparable chapter 11 clients,
regardless of the location of these chapter 11 cases.
c. Question: If McDonald Hopkins has represented the Debtors in
the 12 months prepetition, disclose McDonald Hopkins' billing rates
and material financial terms for the prepetition engagement,
including any adjustments during the 12 months prepetition. If
McDonald Hopkins' billing rates and material financial terms have
changed post-petition, explain the difference and the reasons for
the difference.
Answer: From McDonald Hopkins' engagement, effective as of
October 28, 2024, to the Petition Date, McDonald Hopkins followed
the hourly billing rates set forth in this Declaration and set
forth in the Engagement Letter, attached hereto as Exhibit 1.
d. Question: Have the Debtors approved McDonald Hopkins' budget
and staffing plan, and, if so, for what budget period?
Answer: Yes. McDonald Hopkins has submitted to CCS for
approval a staffing plan and budget for McDonald Hopkins that
covers the time period from the Petition Date through and including
February 11, 2025.
David A. Agay, 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:
David A. Agay, Esq.
McDonald Hopkins LLC
300 North LaSalle Street Suite 1400
Chicago, IL 60654
Tel: (312) 280-0111
Fax: (312) 280-8232
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc.,
is a provider of medical and mental healthcare in jails, prisons,
and inpatient and residential treatment facilities.
Wellpath Holdings and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 24-90533) on November 11, 2024. Timothy Dragelin, chief
restructuring officer and chief financial officer, signed the
petitions.
At the time of the filing, the Debtors reported $1 billion to $10
billion in assets and liabilities.
Judge Alfredo R. Perez oversees the cases.
The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery,
LLP as bankruptcy counsel; FTI Consulting, Inc. as financial
advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as
investment banker.
WELLPATH HOLDINGS: Taps Mr. Dragelin of FTI Consulting as CRO/CFO
-----------------------------------------------------------------
Wellpath Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
FTI Consulting, Inc. to designate Timothy J. Dragelin as the chief
restructuring and chief financial officer.
The firm's services include:
-- provide corporate management functions, including leading the
accounting and finance teams, overseeing the cost savings analyses,
assessing strategic alternatives, and providing advice and
guidance;
-- assist with contingency planning, including preparation of
associated required financial and operating information, assistance
with operational readiness, and due diligence support for any new
financing in connection with such contingency plans;
-- assist with the development of creditor, customer, and
employee communications plans;
-- assist with the development of management incentive and
employee retention plans that may be required to maintain key
individuals and continuity through transactions;
-- assist with business plan projections and scenarios as needed
to support management and the Debtors' investment banker with
developing strategic and operational alternatives, responding to
diligence requests, negotiating purchase agreements, and
negotiating with lenders and/or new investors;
-- assist with managing liquidity and the preparation of cash
and liquidity forecasts, including a rolling 13-week cash flow
forecast, cash receipts, and disbursement analyses, and budget vs.
actual reporting;
-- assist with sizing/budgeting for contingency reserves, and
developing strategies to conserve cash, preserve optionality, and
extend liquidity runway;
-- assist with procurement and vendor management;
-- If requested, assist the Debtors in interviews for the full
time CFO position;
-- provide such other advisory services as may be agreed upon by
FTI and the Debtors.
-- assist with the preparation of financial related disclosures
required by the Court, including Monthly Operating Reports;
-- assist with the identification and implementation of
short-term cash management procedures;
-- assist and provide advice with respect to the identification
of core business assets and the disposition of assets or
liquidation of unprofitable operations;
-- assist with the identification of executory contracts and
leases and performance of cost/benefit evaluations with respect to
the assumption or rejection of each;
-- assist in the preparation of financial information for
distribution to creditors and others, including, cash flow
projections and budgets, cash receipts, and disbursement analyses,
analyze various asset and liability accounts, and analyze proposed
transactions for which Court approval is sought;
-- attend meetings and assist in discussions with potential
investors, banks, the Debtor's prepetition debt holders, any
statutory committee appointed in these chapter 11 cases, the Office
of the United States Trustee for Region 7 (the "U.S. Trustee"), and
other parties in interest and professionals hired by the same, as
requested;
-- analyze creditor claims by type, entity, and individual
claim, and assist with the development of databases, as necessary,
to track such claims;
-- assist in the preparation of information and analysis
necessary for the confirmation of a plan in these chapter 11 cases;
and
-- render such other general business consulting or such other
assistance as Debtor's management or counsel may deem necessary
that are consistent with the role of a CRO and CFO and not
duplicative of services provided by other professionals in this
proceeding.
Services rendered by Mr. Dragelin will be performed at a fixed fee
of $175,000 per month (the "Monthly Fee"). In accordance with the
Engagement Letter, a completion fee of $900,000 shall be payable to
FTI upon the completion of those transactions described in detail
in the Engagement Letter.
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:
Timothy J. Dragelin
FTI Consulting, Inc.
909 Third Avenue
New York, NY 10022
Tel: (646) 726-4919
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc.,
is a provider of medical and mental healthcare in jails, prisons,
and inpatient and residential treatment facilities.
Wellpath Holdings and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 24-90533) on November 11, 2024. Timothy Dragelin, chief
restructuring officer and chief financial officer, signed the
petitions.
At the time of the filing, the Debtors reported $1 billion to $10
billion in assets and liabilities.
Judge Alfredo R. Perez oversees the cases.
The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery,
LLP as bankruptcy counsel; FTI Consulting, Inc. as financial
advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as
investment banker.
WELLPATH HOLDINGS: Taps MTS as Healthcare Investment Banker
-----------------------------------------------------------
Wellpath Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
MTS Health Partners, L.P. as a healthcare investment banker.
The firm's services include:
-- familiarize itself, to the extent it deems appropriate and
feasible, with the business, operations, financial condition, and
prospects of the Debtors;
-- assist the Debtors in identifying and evaluating candidates
for any Transaction;
-- contact potential candidates that may be appropriate for
consummating one or more Transactions as acceptable to the Debtors,
and, in rendering such services, MTS may meet with representatives
of such candidates and provide such representatives with such
information about the Debtors as may be appropriate;
-- advise and assist the Debtors in considering the desirability
of effecting one or more Transactions, and, if determined
appropriate by the Debtors, in developing and implementing a
general strategy for accomplishing and negotiating the
Transaction(s);
--- advise and assist senior management of the Debtors in making
presentations to the Board of Directors concerning any Transaction,
as appropriate;
-- provide such other financial advisory services in connection
with one or more potential Transactions as the Debtors reasonably
and specifically requests and as MTS agrees; and
-- participate in hearings before any applicable Insolvency
Authority with respect to the matters upon which MTS has provided
advice, including, as relevant, coordinating with the Debtors'
legal counsel with respect to testimony in connection therewith.
The firm will be paid as follows:
a) The Debtors agreed to pay a non-refundable work fee of
$1,000,000 (the "MTS Work Fee") payable to MTS upon the execution
and delivery of the Engagement Letter by the Debtors. The amount of
any MTS Work Fee actually paid by the Debtors shall be creditable
one time against the payment of any Wellpath Transaction Fee, RS
Transaction Fee, Corrections Transaction Fee, SFD Transaction Fee,
or LG Transaction Fee (it being understood that once the MTS Work
Fee has been credited against a fee, it may not be credited against
any other fee);
(b) A transaction fee (the "Wellpath Transaction Fee") payable
upon consummation of any Wellpath Sale Transaction. The Transaction
Fee shall equal the applicable percentage of the Aggregate
Consideration set forth in Exhibit A of the Engagement Letter. For
any Wellpath Sale Transaction involving an Aggregate Consideration
between the thresholds set forth in Exhibit A of the Engagement
Letter, the Wellpath Transaction Fee shall be determined by
interpolating between the two closest percentages. In the event
that the Debtors retain a court-approved co-advisor to assist MTS
in any Wellpath Sale Transaction process, and if a Wellpath Sale
Transaction is consummated and the buyer or buyers do not include
any existing debt or security holders of the Company, the Wellpath
Transaction Fee may be reduced by an amount equal to 62.5% of the
fee calculated based on the Aggregate Consideration as set forth in
Exhibit A of the Engagement Letter;
(c) A transaction fee (the "RS Transaction Fee") payable upon
consummation of any RS Sale Transaction. The RS Transaction Fee
shall equal the applicable percentage of the Aggregate
Consideration set forth in Exhibit A of the Engagement Letter. For
any RS Sale Transaction involving an Aggregate Consideration
between the thresholds set forth in Exhibit A of the Engagement
Letter, the RS Transaction Fee shall be determined by interpolating
between the two closest percentages; provided that, in the event
that the Debtors retain a court-approved co-advisor to assist MTS
in any RS Sale Transaction process, and if a RS Sale Transaction is
consummated and the buyer or buyers do not include any existing
debt or security holders of the Debtors, the RS Transaction Fee may
be reduced by an amount equal to 62.5% of the fee calculated based
on the Aggregate Consideration as set forth in Exhibit A of the
Engagement Letter. For the avoidance of doubt, only one Wellpath
Transaction Fee and RS Transaction Fee shall be payable, whichever
is greater;
(d) A transaction fee (the "Corrections Transaction Fee")
payable upon consummation of any Corrections Sale Transaction;
provided, however, that in no event shall the Corrections
Transaction Fee be less than $1,500,000 (the "Corrections Minimum
Fee") regardless of the Aggregate Consideration. The Corrections
Transaction Fee shall equal the applicable percentage of the
Aggregate Consideration set forth in Exhibit A of the Engagement
Letter, and for any Corrections Sale Transaction involving an
Aggregate Consideration between the thresholds set forth in Exhibit
A of the Engagement Letter, the Corrections Transaction Fee shall
be determined by interpolating between the two closest
percentages;
(e) A transaction fee (the "SFD Transaction Fee") payable upon
consummation of any SFD Sale Transaction; provided, however, that,
in no event shall the SFD Transaction Fee be less than $1,500,000
(the "SFD Minimum Fee"), regardless of the Aggregate Consideration.
The SFD Transaction Fee shall equal the applicable percentage of
the Aggregate Consideration set forth in Exhibit A of the
Engagement Letter, and for any SFD Sale Transaction involving an
Aggregate Consideration between the thresholds set forth in Exhibit
A of the Engagement Letter, the SFD Transaction Fee shall be
determined by interpolating between the two closest percentages;
and
(f) A transaction fee (the "LG Transaction Fee") payable upon
consummation of any LG Sale Transaction; provided, however, that in
no event shall the LG Transaction Fee be less than $1,500,000 (the
"LG Minimum Fee"), regardless of the Aggregate Consideration. The
LG Transaction Fee shall equal the applicable percentage of the
Aggregate Consideration set forth in Exhibit A of the Engagement
Letter, and for any LG Sale Transaction involving an Aggregate
Consideration between the thresholds set forth in Exhibit A of the
Engagement Letter, the LG Transaction Fee shall be determined by
interpolating between the two closest percentages.
Jason Schoenholtz, a partner at MTS Health Partners, L.P.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jason Schoenholtz
MTS Health Partners, L.P.
623 Fifth Avenue, 14th Floor
New York, NY 10022
Tel: (212) 887-2100
Fax: (212) 887-2111
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc.,
is a provider of medical and mental healthcare in jails, prisons,
and inpatient and residential treatment facilities.
Wellpath Holdings and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 24-90533) on November 11, 2024. Timothy Dragelin, chief
restructuring officer and chief financial officer, signed the
petitions.
At the time of the filing, the Debtors reported $1 billion to $10
billion in assets and liabilities.
Judge Alfredo R. Perez oversees the cases.
The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery,
LLP as bankruptcy counsel; FTI Consulting, Inc. as financial
advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as
investment banker.
WELLPATH HOLDINGS: Vega v. Carner, et al. Suit Can Proceed
----------------------------------------------------------
Judge Sheri Polster Chappell of the United States District Court
for the Middle District of Florida denied the defendants' request
to stay the case captioned as JUAN FRANCISCO VEGA, Plaintiff, v.
JON P. CARNER, DAKOTA CARDENAS, JOHN DOE and JANE DOE, Defendants,
Case No.: 2:23-cv-202-SPC-KCD (M.D. Fla.).
Before the Court is the defendants' Suggestion of Bankruptcy and
Notice of Stay. Wellpath Holdings, Inc. and affiliated
entities—one of which is presumably the defendants' employer --
have declared Chapter 11 bankruptcy in the United States Bankruptcy
Court for the Southern District of Texas, Case No. 24-90533. The
defendants ask the Court to apply the automatic stay to this case.
While the Court has entered judgment and closed this case, the time
to file a notice of appeal has not elapsed.
The court in Wellpath's bankruptcy case has extended the stay to
"lawsuits filed as of the Petition Date in which a Debtor is named
as one of the defendants therein.” Rider 1 to Wellpath's
bankruptcy petition lists the Debtors. None of those Debtors are
named as a defendant in this case.
Judge Chappell says, "Because the automatic stay does not protect
the defendants and the bankruptcy court has not enjoined litigation
of claims against them, this case may proceed. If the bankruptcy
court extends the stay to the defendants, they shall promptly
notify the Court and the plaintiff."
A copy of the Court's decision is available at
https://urlcurt.com/u?l=K43G80
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Wean v. Masters, et al. Suit Can Proceed
-----------------------------------------------------------
Judge Sheri Polster Chappell of the United states District Court
for the Middle District of Florida denied the defendants' request
to stay the case captioned as RICHARD WEAN, Plaintiff, v. MELINDA
MASTERS, YEN LE and JON P. CARNER, Defendants, Case No.:
2:23-cv-302-SPC-NPM (M.D. Fla.).
Before the Court is the defendants' Suggestion of Bankruptcy and
Notice of Stay. Wellpath Holdings, Inc. and affiliated entities --
one of which is presumably the defendants' employer -- have
declared Chapter 11 bankruptcy in the United States Bankruptcy
Court for the Southern District of Texas, Case No. 24-90533. The
defendants ask the Court to apply the automatic stay to this case.
The court in Wellpath's bankruptcy case has extended the stay to
"lawsuits filed as of the Petition Date in which a Debtor is named
as one of the defendants therein." Rider 1 to Wellpath's
bankruptcy petition lists the Debtors. None of those Debtors are
named as a defendant in this case.
Judge Chappell says, "Because the automatic stay does not protect
the defendants and the bankruptcy court has not enjoined litigation
of claims against them, this case may proceed. If the bankruptcy
court extends the stay to the defendants, they shall promptly
notify the Court and the plaintiff."
A copy of the Court's decision is available at
https://urlcurt.com/u?l=G0WY39
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
YELLOW CORP: Fights Teamsters' Bid for 10th Circ. to Dismiss Claims
-------------------------------------------------------------------
Beverly Banks of Law360 reports that Yellow Corp. asserts that the
Tenth Circuit should ignore the Teamsters' arguments to uphold a
lower court's dismissal of its $137 million lawsuit against the
union, reaffirming its stance that the company was not obligated to
exhaust the grievance process under the contract.
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.
*********
Monday's edition of the TCR delivers a list of indicative prices
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